Fox (FOXA) 10-K risk factor changes: FY2024 vs FY2023

[removed: The ways in which consumers view content and technology and business models in our industry continue to rapidly evolve and new] [added: New] distribution platforms and increased competition from new entrants and emerging technologies have added to the complexity of maintaining predictable revenue streams.

In addition, the increasing use of time-shifting and advertising-skipping technologies [removed: such as DVRs] that enable viewers to fast-forward or circumvent advertisements impacts the attractiveness of the Company's programming to advertisers and may adversely affect [removed: our] [added: its] advertising revenues.

Consumers are increasingly turning to [removed: lower-cost alternatives, including] direct-to-consumer offerings, which has contributed to industry-wide declines in subscribers to MVPD services over the last several years.

If consumers increasingly favor alternative offerings over MVPD subscriptions, the Company may continue to experience a decline in viewership and [removed: ultimately] demand for the programming on its [removed: networks, which could lead to lower affiliate fee and advertising revenues.][added: networks.]

Changing distribution models may also negatively impact the Company's ability to negotiate affiliation agreements on favorable terms, which could have an adverse effect on [removed: our] [added: its] business, financial condition or results of operations.

The Company continues to focus on investing in and expanding its digital distribution offerings and direct engagement with consumers, including through Tubi, FOX Nation, FOX Weather and other [removed: offerings.][added: offerings such as the Venu Sports streaming service expected to launch in the fall of 2024.]

However, if the Company fails to [added: effectively] protect and exploit the value of its content while responding to, and developing new [removed: technology] [added: technologies] and business models to take advantage of, technological developments and consumer preferences, it could have a significant adverse effect on the Company's business, financial condition or results of operations.

[removed: Declines] [added: The Company derives substantial revenues from the sale of advertising, and declines] in advertising expenditures [added: have caused, and] could [removed: cause] [added: continue to cause,] the Company’s revenues and operating results to decline significantly in any given period or in specific markets.

In addition, pandemics [removed: (such as the COVID-19 pandemic)] and other widespread health emergencies, natural and other disasters, acts of terrorism, wars, and political uncertainties and hostilities can also lead to a reduction in [removed: advertising expenditures as a result of economic uncertainty, disruptions in programming and services (in particular live event programming) or reduced advertising spots due to pre-emptions.]

Although we expect multiplatform measurement innovation and standards to benefit us as the [removed: video] advertising market continues to evolve, we are still partially dependent on third parties to provide these solutions.

[removed: These risks are exacerbated by consolidation] [added: Consolidation] among [removed: traditional] MVPDs, their increased vertical integration into the cable or broadcast network business [removed: and] [added: or] their use of alternative technologies to offer their subscribers access to local broadcast network [removed: programming, which have provided traditional MVPDs with greater] [added: programming could increase their] negotiating leverage.

[removed: In addition, if] [added: If] the Company and an MVPD reach an impasse in contract renewal negotiations, the Company's networks and owned and operated television stations could become unavailable to the [removed: MVPD's] [added: MVPD’s] subscribers (i.e., [removed: "go dark"),] [added: “go dark”),] which, depending on the length of time and the size of the MVPD, could have a negative impact on the Company's revenues from affiliate fees and advertising.

In recent years, the U.S. economy has experienced a period of weakness and the financial markets have experienced significant volatility as a result of [removed: the COVID-19 pandemic, declining economic growth, diminished availability of credit,] [added: factors including] declines in consumer confidence, concerns regarding high inflation, uncertainty about economic stability and political and sociopolitical uncertainties and [removed: conflicts.][added: conflicts, declining economic growth, diminished availability of credit and the COVID-19 pandemic.]

There can be no assurance that [removed: further] weakening of economic conditions or volatility or disruption in the financial markets will not occur.

[removed: Consolidation] [added: Consolidation, partnerships and other alliances] among our competitors and other industry participants [removed: has] [added: have] increased, and may continue to do so, further intensifying competitive pressures.

These competitors could also have preferential access to [added: competitive information, including customer data, or] important technologies, such as those that use [removed: artificial intelligence or competitive information, including customer data.][added: AI.]

Competition for audiences [removed: and/or] [added: and] advertising comes from a variety of sources, including broadcast television networks; cable television systems and networks; direct-to-consumer streaming and on-demand platforms and services; mobile, gaming and social media platforms; audio programming; and print and other media.

Other television stations or cable networks may change their formats or programming, a new station or [removed: new] network may adopt a format to compete directly with the Company's stations or networks, or stations or networks might engage in aggressive promotional campaigns.

In addition, [removed: an] [added: the] increasing number of SVOD services with advertising-supported [removed: offerings may intensify] [added: offerings, AVOD services and FAST products has intensified] competition for audiences [removed: and/or advertising.][added: and advertising and may continue to do so in the future.]

Our operating results may be impacted in part by special events, such as the [removed: NFL's] [added: NFL’s] *Super Bowl*, which is broadcast on the FOX Network on a rotating basis with other networks, the [removed: MLB's] [added: MLB’s] *World Series* and the FIFA *World Cup*, which occurs every four years (for each of women and men), and other regular and post-season sports events that air on our broadcast [removed: television and cable networks.]

[added: For example, any decrease in the number of post-season games played in a] sports league for which we have acquired broadcast programming rights, or the participation of a smaller-market sports franchise in post-season competition could result in lower advertising revenues for the Company.

The Company’s brands, credibility and reputation [added: have been impacted from time to time, and] could be damaged [added: in the future,] by incidents that erode consumer, advertiser or business partner trust or a perception that the Company’s offerings, including its journalism, programming and other content, are low quality, unreliable or fail to attract and retain audiences.

[removed: Litigation,] [added: Additionally, litigation,] governmental scrutiny and fines and significant negative claims or publicity regarding the Company or its operations, content, products, management, employees, practices, advertisers, business partners and culture, including individuals associated with content we create or license, [added: impact our reputation and] may damage the Company's reputation and brands, even if meritless or untrue.

[removed: Furthermore, to the extent] our marketing, [added: cybersecurity,] customer service and public relations efforts are not effective or result in negative consumer reaction, our ability to maintain a positive reputation may likewise be adversely impacted.

[removed: Our] [added: Acquisitions,] investments [removed: in new businesses, products, services] and [removed: technologies through acquisitions and] other strategic [removed: investments] [added: initiatives] present many risks, and we may not realize the financial and strategic goals we had contemplated, which could adversely affect our business, financial condition or results of operations.

We have acquired and invested in, and expect to continue acquiring and investing in, new businesses, products, [removed: services and] [added: services,] technologies [removed: that] [added: and other strategic initiatives to] complement, enhance or expand our current businesses or otherwise offer us growth opportunities.

Such acquisitions and [removed: strategic] investments may involve significant risks and uncertainties, including insufficient revenues from an investment to offset any new liabilities assumed and expenses associated with [removed: the investment; a] [added: it;] failure [removed: of the investment or acquired business] to perform as expected, meet financial [removed: projections or] [added: projections,] achieve strategic [removed: goals; a failure to] [added: goals or] further develop an acquired business, product, service or technology; unidentified issues not discovered in our due diligence that could cause us to not realize anticipated benefits or to incur unanticipated liabilities; difficulties in integrating the operations, personnel, technologies and systems of acquired businesses; the potential loss of key employees or customers of acquired businesses; the diversion of management attention from current operations; and [removed: compliance with new] [added: legal and] regulatory [removed: regimes.][added: limitations.]

Because [removed: acquisitions and] [added: acquisitions,] investments [added: and strategic initiatives] are inherently risky and their anticipated benefits or value may not materialize, [removed: our acquisitions and investments] [added: they] may adversely affect our business, financial condition or results of operations.

The Company's business depends on the continued [removed: efforts, abilities] [added: efforts] and [removed: expertise] [added: abilities] of [removed: its Chair K.][added: key personnel, including news, sports and entertainment personalities.]

[removed: Rupert Murdoch and] [added: In addition, FOX’s] Executive Chair and Chief Executive [removed: Officer] [added: Officer,] Lachlan K.

[removed: Additionally, the] [added: The] Company employs or independently contracts with several news, sports and entertainment personalities who are featured on programming the Company offers.

In a variety of the [removed: Company's] [added: Company’s] businesses, the Company and its partners engage the services of writers, directors, actors, musicians and other creative talent, production crew members, trade [added: and craft] employees and others whose services are subject to collective bargaining agreements.

When negotiations to renew collective bargaining agreements are not successful or become unproductive, strikes, work stoppages or lockouts have occurred, such as the [removed: WGA] [added: Writers Guild of America West (or WGA)] and [removed: SAG-AFTRA] [added: Screen Actors Guild – American Federation of Television and Radio Artists (or SAG-AFTRA)] strikes in the Spring and Summer of [removed: 2023, and further strikes, work stoppages or lockouts could occur in the future.][added: 2023.]

Such events have caused, and may [removed: continue to] [added: in the future] cause, delays in production and may lead to higher costs in connection with new collective bargaining agreements, which could reduce profit margins and could, over the long term, have an adverse effect on the Company's business, financial condition or results of operations.

Any labor disputes that occur in any sports league for which we have the rights to broadcast live games or events may preclude us from airing or otherwise [added: distributing scheduled games or events, resulting in decreased revenues, which could adversely affect our business, financial condition or results of operations.]

The Company also continually evaluates whether current factors or indicators, such as the prevailing conditions in the capital markets, require the performance of an interim impairment assessment of those assets, as well as other [removed: investments and other] long-lived assets.

Any such charge could be material to the Company’s reported net [removed: earnings.][added: earnings in a given reporting period.]

Disruptions to the Systems, such as computer hacking and phishing, theft, computer viruses, ransomware, worms or other destructive software, process breakdowns, denial of service attacks or other malicious activities, as well as power outages, natural or other disasters (including extreme weather), [removed: terrorist activities or] human error, [added: terrorist and/or state-sponsored activities and insider threats (including actions by persons linked to hostile foreign governments, and/or organized criminal groups),] may affect the Systems and could result in disruption of our services, misappropriation, misuse, alteration, theft, loss, leakage, falsification, and accidental or premature release or improper disclosure of confidential or other information, including intellectual property and personal data (of third parties, employees and users of our streaming services and other digital properties) contained on the Systems.

The techniques used to access, disable or degrade service or sabotage systems change frequently and continue to become more sophisticated and targeted, and the increasing use of [removed: artificial intelligence] [added: AI] may intensify cybersecurity risks.

[removed: In addition, the] Company’s recovery and business continuity plans may not be adequate to address any cybersecurity incidents that [added: occur, and the Company may not have adequate insurance coverage to compensate it for any losses that may] occur.

The ways in which consumers view content and technology and business models in our industry continue to rapidly evolve.

Consumer preferences have evolved toward SVOD, AVOD and FAST services and other direct-to-consumer offerings.

An increasing number of FAST services and SVOD services that have introduced advertising-supported tiers has intensified competition for digital advertising and may continue to do so in the future.

Other new technological developments, including the development and use of generative AI in our industry, are rapidly evolving, and the advantages and risks associated with its use are largely uncertain.

The Company’s affiliate fee and advertising revenues have been negatively impacted by these trends, and these negative effects could continue and accelerate in the future.

FOX’s advertising revenues have been, and may continue to be, adversely affected by factors such as advertising market conditions, changes in consumer behavior, and deficiencies in audience measurement, and they vary substantially due to cyclical sports events and elections.

advertising expenditures as a result of economic uncertainty, disruptions in programming (in particular live event programming) or reduced advertising spots due to pre-emptions.

As described above, technological changes and the evolution of consumer preferences toward direct-to-consumer offerings has intensified audience fragmentation and reduced viewership through traditional linear distribution models, which has caused ratings and viewership declines for television networks, including ours.

These changes have also given rise to new ways of purchasing advertising, as well as a general shift in advertising expenditures toward digital and mobile offerings, some of which may not be as beneficial to us as traditional advertising methods.

In addition, a number of SVOD services with large subscriber bases and household penetration have introduced advertising supported tiers and there is an increasing number of AVOD services and FAST products available to consumers.

The resulting increase in the amount of digital advertising available in the marketplace has intensified, and may continue to intensify, competition for viewers and advertising.

There can be no assurance that we can successfully navigate the evolving digital advertising market or that the digital advertising revenues we generate will offset the declines in advertising revenues generated by our traditional linear networks.

The industry is transitioning to a multiplatform measurement environment in an effort to more completely measure viewership and advertising across linear and digital platforms, but has not yet established a consistent, broadly accepted measure of multiplatform audiences.

If negative impacts on advertising revenues continue or accelerate, they could have a material adverse effect on the Company's business, financial condition or results of operations.

There can be no assurance that these agreements will be renewed in the future, or renewed on favorable terms, including terms related to pricing, programming tiers and bundles, and the types of rights we grant distributors.

In addition, our strategic initiatives could negatively impact our ability to renew our MVPD agreements on terms that are favorable to all our networks.

Emerging technologies, including AI, are evolving rapidly and our ability to compete could be adversely affected if our competitors gain an advantage by using them.

Although the Company may also seek to responsibly incorporate AI into the development of new and existing products and services to enhance their value to viewers and advertisers, there can be no assurance that these efforts will be successful.

television and cable networks.

An increasing number of companies bidding for sports programming in recent years has also driven increases in the cost of such programming.

The manipulation of content by bad actors, including the creation of “deep fakes” (videos created with AI to realistically impersonate persons such as journalists or political candidates), could erode audience trust by making it difficult to determine what is real.

Furthermore, to the extent

Additionally, strategic initiatives may cause potential disruption to our business and operations or unanticipated challenges to or loss of our relationships with new or existing advertisers, distributors, viewers, and others with whom we do business; and delays in or the cancellation of announced transactions may occur.

The loss of such personnel could disrupt the management or operations of the Company’s business and adversely affect its revenues.

Certain of these are industry-wide agreements negotiated by the Alliance of Motion Picture and Television Producers (the “AMPTP”) of which the Company is a non-voting member.

The Company is bound by and enjoys the benefits of AMPTP-negotiated collective bargaining agreements, but is not directly involved in negotiating them.

Additional strikes, work stoppages or lockouts could occur in the future.

The Company holds investments in marketable and non-marketable equity securities.

These investments are recorded either at fair value and measured on a recurring basis based on quoted prices in active markets or on a non-recurring basis whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable.

In addition, ongoing conflicts in the Middle East and Europe, as well as other geopolitical events, including tensions with North Korea, Russia, China and other states, may lead to cyberattacks or other actions that could lead to a disruption of services, improper disclosure of personal data or other confidential information, or otherwise negatively impact the Systems (including supply chain disruption).

From time to time, the Company experiences cybersecurity threats and attacks.

In addition, the

The legal landscape for new technologies, including AI, remains uncertain, and development of the law in this area could negatively impact the Company’s ability to protect against unauthorized third-party infringing uses or result in intellectual property infringement claims against the Company.

Third parties may challenge the validity or scope of the Company’s intellectual property from time to time, and such challenges could result in the limitation or loss of the Company’s intellectual property rights.

Even if not valid, such claims may result in substantial costs and diversion of resources that could have an adverse effect on the Company’s operations.

The

In particular, the legal and regulatory landscape governing AI remains unsettled, and developments in this area may adversely impact our business.

For more information, see Item 1, “Government Regulation.”

Under the Communications Act of 1934, as amended, which we refer to as the Communications Act, and the FCC rules, without the FCC’s prior approval, no broadcast station licensee may

free speech, data privacy and protection, regulatory requirements, and advertising, marketing and selling practices.

Consumer preferences have evolved towards SVOD and AVOD services and other direct-to-consumer offerings, and there has been a substantial increase in the availability of content with reduced advertising or without advertising at all.

The Company derives substantial revenues from the sale of advertising, and its ability to generate advertising revenues depends on a number of factors.

For example, during the COVID-19 pandemic some of the Company's advertisers reduced their spending, which had a negative impact on the Company’s advertising revenues, and similar events that adversely affect the Company's advertising revenues could occur again in the future.

Advertising expenditures may also be affected by changes in consumer behavior and evolving technologies and platforms.

There is increasing competition for the leisure time of audiences and demand for the Company's programming as measured by ratings points is a key factor in determining the advertising rates as well as the affiliate rates the Company receives.

In addition, as described above, newer technologies and platforms are increasing the number of media and entertainment choices available to audiences, changing the ways viewers enjoy content and enabling them to avoid advertisements.

These changes could negatively affect the attractiveness of the Company's offerings to advertisers.

The pricing and volume of advertising may also be affected by shifts in spending away from traditional media and toward digital and mobile offerings, which can deliver targeted advertising more promptly, or toward newer ways of purchasing advertising such as through automated purchasing, dynamic advertising insertion and third parties selling local advertising spots and advertising exchanges.

These new methods may not be as beneficial to the Company as traditional advertising methods.

The Company also generates advertising revenues through its Tubi AVOD service.

The market for AVOD advertising campaigns is relatively new and evolving and if this market develops slower or differently than we expect, it could adversely affect our advertising revenues.

A consistent, broadly accepted measure of multiplatform audiences across the industry remains to be developed.

A decrease in advertising expenditures, reduced demand for the Company's programming or the inability to obtain market ratings that adequately measure demand for the Company's content on all platforms could lead to a reduction in pricing and advertising spending, which could have a material adverse effect on the Company's business, financial condition or results of operations.

Our competitors may also enter into business combinations or partnerships that strengthen their competitive position.

For example, any decrease in the number of post-season games played in a

In prior years, a significant number of live sports events were cancelled or postponed due to the COVID-19 pandemic, which adversely affected our revenues and results of operations.

Murdoch, and other key employees and news, sports and entertainment personalities.

Although we maintain long-term and emergency transition plans for key management personnel, we believe that our executive officers’ unique combination of skills and experience would be difficult to replace and their loss could have a material adverse effect on the Company, including the impairment of its ability to successfully execute its business strategy.

Certain of these are industry-wide agreements, and the Company lacks practical influence with respect to the negotiation and terms of collective bargaining agreements.

The writers guild (“WGA”), screen actors guild (“SAG-AFTRA”) and directors guild (“DGA”) collective bargaining agreements expired in 2023.

The WGA members went on strike in May 2023 and the SAG-AFTRA members went on strike in July 2023.

In June 2023, the DGA announced that it had reached a tentative agreement with the Association of Motion Picture and Television Producers, which negotiates with the guilds on behalf of content producers.

distributing scheduled games or events, resulting in decreased revenues, which could adversely affect our business, financial condition or results of operations.

The Company may not have adequate insurance coverage to compensate it for any losses that may occur.

no assurance that we will not experience a material incident.

FCC rules prohibit the broadcast of obscene material at any time and indecent or profane material on television or radio broadcast stations between the hours of 6 a.m.

and 10 p.m.

The FCC has indicated that, in addition to issuing fines to licensees, it would consider initiating license revocation proceedings for “serious” indecency violations.

We air a significant amount of live news reporting and live sports coverage on our broadcast television stations and networks and a portion of our content is under the control of our on-air talent.

The Company cannot predict whether information delivered by our stations and on-air talent could violate FCC rules related to indecency, which had been found to be unconstitutionally vague by the U.S. Supreme Court, especially given the spontaneity of live news and sports programming.

Violation of the FCC’s indecency rules could subject us to government investigation, penalties, license revocation, or renewal or qualification proceedings, which could have a material adverse effect on our business, financial condition or results of operations.

voiding a transfer of Common Stock to a non-U.S. stockholder; suspending rights of stock ownership if held by a non-U.S. stockholder; or redeeming Common Stock held by a non-U.S. stockholder.

Each of the Company’s television stations and cable networks uses studio and transmitter facilities that are subject to damage or destruction.

Greater constraints on the use of arbitration to resolve certain disputes could adversely affect our business.

In addition, certain of the Company’s officers and directors also serve as officers and/or as directors of News Corp, including our Chair, K.

Rupert Murdoch, who serves as News Corp’s Executive Chairman, and our Executive Chair and Chief Executive Officer, Lachlan K.

Murdoch, who serves as News Corp’s Co-Chairman.

In particular, the

The Separation and the Transaction were effected as part of a series of transactions contemplated by the Amended and Restated Merger Agreement and Plan of Merger, dated as of June 20, [removed: 2018 (the “21CF Disney Merger Agreement”),] [added: 2018,] by and among 21CF, Disney and certain subsidiaries of Disney.

[removed: This reimbursement was recorded in Other, net in the Statement of Operations (See] [added: Non-operating other, net—See] Note 20—Additional Financial Information to the accompanying Financial Statements under the heading [removed: "Other, net”).][added: “Non-Operating Other, net.”]

- Overview of the Company’s Business—This section provides a general description of the Company’s businesses, as well as developments that occurred either during the fiscal year ended June 30, (“fiscal”) [removed: 2023] [added: 2024] or early fiscal [removed: 2024] [added: 2025] that the Company believes are important in understanding its results of operations and financial condition or to disclose known trends.

- Results of Operations—This section provides an analysis of the Company’s results of operations for fiscal [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021.][added: 2022.]

- Liquidity and Capital Resources—This section provides an analysis of the Company’s cash flows for fiscal [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021,] [added: 2022,] as well as a discussion of the Company’s outstanding debt and commitments, both firm and contingent, that existed as of June 30, [removed: 2023.][added: 2024.]

- Critical Accounting [removed: Policies—This] [added: Policies and Estimates—This] section discusses accounting policies considered important to the Company’s financial condition and results of operations, and which require significant judgment and estimates on the part of management in [removed: application.][added: application and the Company’s use of estimates and assumptions consistent with U.S. generally accepted accounting principles (“GAAP”).]

Such information is based on management’s current expectations about future events which are subject to [removed: change and to inherent risks and uncertainties.]

The Company is a news, sports and entertainment company, which manages and reports its businesses in [added: four operating segments: Cable Network Programming, Television, Credible Labs Inc. (“Credible”) and] the [added: FOX Studio Lot with the] following [added: two reportable] segments:

[removed: - Other,] Corporate and [removed: Eliminations, which] [added: Other] principally consists of [added: Credible,] the FOX Studio [removed: Lot, Credible Labs Inc. (“Credible”),] [added: Lot and] corporate overhead [removed: costs and intracompany eliminations.][added: costs.]

For fiscal [removed: 2023,] [added: 2024,] the Company generated revenues of [removed: $14.9] [added: $14] billion, of which approximately [removed: 47%] [added: 52%] was generated from affiliate fees, approximately [removed: 44%] [added: 39%] was generated from advertising, and approximately 9% was generated from other operating activities.

[removed: These technological] [added: Technological] advancements have driven changes in consumer behavior as consumers now have more control over when, where and how they consume [removed: content.][added: content, and consumer preferences have evolved toward subscription video on demand (“SVOD”), AVOD and free advertising-supported television (“FAST”) services and other direct-to-consumer offerings.]

These changes in technologies and consumer behavior have contributed to [added: industry-wide] declines in [removed: the number of] subscribers to MVPD [removed: services,] [added: services over the last several years,] and these declines are expected to continue and possibly accelerate in the future.

The Company operates in a highly competitive industry and its performance [removed: is dependent,] [added: depends,] to a large extent, on [removed: the impact of] [added: its ability to effectively anticipate and adapt to] changes in consumer behavior [removed: as a result of new technologies,] [added: and evolving technologies and business models,] the sale of advertising, the maintenance, renewal and terms of its carriage, affiliation and content agreements and programming rights, the popularity of its content, general economic conditions (including financial market conditions), the Company’s ability to manage its businesses effectively, and its relative strength and leverage in the industry.

| | | | not meaningful | | | [added: | | | | | | | | |]

Overview—The Company’s revenues increased [added: $939 million or] 7% for fiscal 2023, as compared to fiscal 2022, due to higher affiliate fee, advertising and other revenues.

The increase [added: of $173 million or 3%] in affiliate fee revenue was primarily due to [added: the impact of] higher [added: average rates per subscriber and higher] fees received from television stations that are affiliated with the FOX Network [removed: and higher average rates per subscriber, led by contractual rate increases on existing affiliate agreements and from affiliate agreement renewals,] [added: of approximately $550 million,] partially offset by [added: the approximately $400 million impact of] a lower average number of subscribers across all networks.

The increase [added: of $764 million or 17%] in advertising revenue was primarily due to revenues resulting from the broadcasts of *Super Bowl LVII* and the FIFA Men’s *World Cup*, continued growth at Tubi, higher political advertising revenue at the FOX Television Stations principally due to the November 2022 U.S. midterm elections, and additional NFL post-season games.

The increase [added: of $60 million or 5%] in other revenues was primarily due to the full year impact of acquisitions of entertainment production companies in fiscal 2022 and higher FOX Nation subscription revenues.

Operating expenses increased [added: $572 million or] 6% for fiscal 2023, as compared to fiscal 2022, primarily due to [added: the approximately $400 million impact from the] higher sports programming rights amortization and production costs driven by the broadcasts of *Super Bowl LVII* and the FIFA Men’s *World Cup* and additional post-season NFL and Major League Baseball (“MLB”) content, [removed: as well as increased digital investment in Tubi and at FOX News Media.][added: partially offset by the absence of *TNF*.]

Selling, general and administrative expenses increased [added: $129 million or] 7% for fiscal 2023, as compared to fiscal 2022, primarily due to higher legal costs at FOX News Media and continued growth at Tubi.

Depreciation and amortization—Depreciation and amortization expense increased [added: $48 million or] 13% for fiscal 2023, as compared to fiscal 2022, primarily due to an increase in broadcast production assets at FOX Sports, [added: increased spending as a result of digital initiatives and the full year impact of the fiscal 2022 acquisitions of entertainment production companies.]

[removed: Impairment] [added: Restructuring, impairment] and [removed: restructuring charges—See] [added: other corporate matters—See] Note [removed: 4—Restructuring Programs] [added: 4—Restructuring, Impairment and Other Corporate Matters] to the accompanying Financial Statements.

Interest expense, net—Interest expense, net decreased [added: $153 million or] 41% for fiscal 2023, as compared to fiscal 2022, primarily due to higher interest income as a result of higher interest rates.

[removed: Other,] [added: Non-operating other,] net—See Note 20—Additional Financial Information to the accompanying Financial Statements under the heading [removed: “Other,] [added: “Non-Operating Other,] net.”

Income tax [removed: expense— The] [added: expense—The] Company’s tax provision and related effective tax rate of 28% for fiscal 2023 was higher than the statutory rate of 21% primarily due to state taxes, a valuation allowance recorded against net operating losses and tax credits and other permanent items.

Net income—Net income increased [added: $20 million or] 2% for fiscal 2023, as compared to fiscal 2022, primarily due to a gain recognized on the change in fair value of the Company’s investment in Flutter Entertainment plc and higher Segment EBITDA (as defined below), partially offset by legal settlement costs at FOX News Media [removed: (See Note 20—Additional Financial Information to the accompanying Financial Statements under the heading “Other, net”)] and restructuring charges (See Note [removed: 4—Restructuring Programs] [added: 4—Restructuring, Impairment and Other Corporate Matters] to the accompanying Financial Statements).

Results of Operations—Fiscal [removed: 2022] [added: 2024] versus Fiscal [removed: 2021][added: 2023]

The following table sets forth the Company’s operating results for fiscal [removed: 2022,] [added: 2024,] as compared to fiscal [removed: 2021:][added: 2023:]

| Operating expenses | | | [removed: (9,117)] [added: (56)] | | | | | | [removed: (8,037)] [added: (67)] | | | | | | [removed: (1,080)] [added: 11] | | | | | | [removed: (13)] [added: 16] | | % |

| Selling, general and administrative | | | [removed: (1,920)] [added: (997)] | | | | | | [removed: (1,807)] [added: (997)] | | | | | | [removed: (113)] [added: —] | | | | | | [removed: (6)] [added: —] | | % |

| Depreciation and amortization | | | [removed: (363)] [added: (389)] | | | | | | [removed: (300)] [added: (411)] | | | | | | [removed: (63)] [added: 22] | | | | | | [removed: (21)] [added: 5] | | % |

| Interest expense, net | | | [removed: (371)] [added: (216)] | | | | | | [removed: (391)] [added: (218)] | | | | | | [removed: 20] [added: 2] | | | | | | [removed: 5] [added: 1] | | % |

| Income before income tax expense | | | [removed: 1,694] [added: 2,104] | | | | | | [removed: 2,918] [added: 1,736] | | | | | | [removed: (1,224)] [added: 368] | | | | | | [removed: (42)] [added: 21] | | % |

| Less: Net income attributable to noncontrolling interests | | | [removed: (28)] [added: (53)] | | | | | | [removed: (51)] [added: (14)] | | | | | | [removed: 23] [added: (39)] | | | | | | [removed: 45] | | [removed: %] |

| Net income attributable to Fox Corporation stockholders | | | $ | [removed: 1,205] [added: 1,501] | | | | | $ | [removed: 2,150] [added: 1,239] | | | | | $ | [removed: (945)] [added: 262] | | | | | [removed: (44)] [added: 21] | | % |

[removed: Overview—The Company’s revenues] [added: Revenues at the Television segment] increased [removed: 8%] [added: $1 billion or 13%] for fiscal [removed: 2022,] [added: 2023,] as compared to fiscal [removed: 2021,] [added: 2022,] due to higher [added: advertising,] affiliate [removed: fee, advertising] [added: fee] and other revenues.

The [removed: increase] [added: decrease of $30 million or 1%] in affiliate fee revenue was primarily due to [added: a decrease in the average number of subscribers, partially offset by] higher average rates per subscriber, led by contractual rate increases on existing affiliate agreements and from affiliate agreement [removed: renewals, partially offset by a lower average number of subscribers.][added: renewals.]

Income tax expense—The Company’s tax provision and related effective tax rate of [removed: 27%] [added: 26%] for fiscal [removed: 2022] [added: 2024] was higher than the statutory rate of 21% primarily due to state [removed: taxes and a remeasurement of the Company’s net deferred tax assets associated with changes in the mix of jurisdictional earnings.][added: taxes.]

The Company’s tax provision and related effective tax rate of [removed: 25%] [added: 28%] for fiscal [removed: 2021] [added: 2023] was higher than the statutory rate of 21% primarily due to state taxes, [removed: partially offset by] a [removed: benefit from the reduction of uncertain tax positions for state] [added: valuation allowance recorded against net operating losses and] tax [removed: audits.][added: credits and other permanent items.]

Segment EBITDA does not include: Amortization of cable distribution investments, Depreciation and amortization, [removed: Impairment] [added: Restructuring, impairment] and [removed: restructuring charges,] [added: other corporate matters, Equity earnings (losses) of affiliates,] Interest expense, net, [removed: Other,] [added: Non-operating other,] net and Income tax expense.

change and to inherent risks and uncertainties.

The Credible and the FOX Studio Lot operating segments do not meet the criteria under GAAP to be separately reported as a reportable segment or aggregated with other operating segments, and as such are presented as part of Corporate and Other, which is not a reportable segment.

The ways in which consumers view content and technology and business models in the media and entertainment industry continue to rapidly evolve.

New distribution platforms and increased competition from new entrants and emerging technologies have added to the complexity of maintaining predictable revenue streams.

At the same time, these changes have had, and are expected to continue to have, an impact on advertising.

Technological changes and the evolution of consumer preferences toward direct-to-consumer offerings has intensified audience fragmentation and reduced viewership through traditional linear distribution models, which has caused ratings and viewership declines for television networks, including some of the Company’s networks.

These changes have also given rise to new ways of purchasing advertising, as well as a general shift in advertising expenditures toward digital and mobile offerings, some of which may not be as beneficial to the Company as traditional advertising methods.

In addition, a number of SVOD services with large subscriber bases and household penetration have introduced advertising supported tiers and there is an increasing number of AVOD services and FAST products available to consumers.

The resulting increase in the amount of digital advertising available in the marketplace has intensified, and may continue to intensify, competition for viewers and advertising.

Additionally, the industry is transitioning to a multiplatform measurement environment in an effort to more completely measure viewership and advertising across linear and digital platforms, but has not yet established a consistent, broadly accepted measure of multiplatform audiences.

| | | | 2024 | | | | | | 2023 | | | | | | $ Change | | | | | | % Change | | |

| Affiliate fee | | | $ | 7,324 | | | | | $ | 7,051 | | | | | $ | 273 | | | | | 4 | | % |

| Advertising | | | 5,444 | | | | | | 6,606 | | | | | | (1,162) | | | | | | (18) | | % |

| Other | | | 1,212 | | | | | | 1,256 | | | | | | (44) | | | | | | (4) | | % |

| Total revenues | | | 13,980 | | | | | | 14,913 | | | | | | (933) | | | | | | (6) | | % |

| Operating expenses | | | (9,089) | | | | | | (9,689) | | | | | | 600 | | | | | | 6 | | % |

| Restructuring, impairment and other corporate matters | | | (67) | | | | | | (1,182) | | | | | | 1,115 | | | | | | 94 | | % |

| Equity (losses) earnings of affiliates | | | (44) | | | | | | 4 | | | | | | (48) | | | | | | | | |

| Non-operating other, net | | | (47) | | | | | | 368 | | | | | | (415) | | | | | | | | |

| Net income | | | 1,554 | | | | | | 1,253 | | | | | | 301 | | | | | | 24 | | % |

The increase of $273 million or 4% in affiliate fee revenue was primarily due to the impact of higher average rates per subscriber and higher fees received from television stations that are affiliated with the FOX Network of approximately $760 million, partially offset by the approximately $460 million impact of a lower average number of subscribers across almost all networks.

The decrease of $1.2 billion or 18% in advertising revenue was primarily due to marquee events with an impact of approximately $900 million including the absence of the fiscal 2023 broadcasts of *Super Bowl LVII* and the FIFA Men’s *World Cup* and fewer NFL playoff games, partially offset by the broadcast of the FIFA Women’s *World Cup* in the current year.

The remaining decrease of approximately $300 million was primarily related to lower political advertising revenue at the FOX Television Stations principally due to the comparison with the November 2022 U.S. midterm elections in the prior year and lower ratings at the FOX Network and FOX News Media, partially offset by continued growth at Tubi.

The decrease of $44 million or 4% in other revenues was primarily due to lower content revenues principally due to the impact of the industry guild labor disputes in 2023, partially offset by higher sports sublicensing revenue principally due to renewals of college sports contracts.

Operating expenses decreased $600 million or 6% for fiscal 2024, as compared to fiscal 2023, primarily due to the approximately $400 million impact of lower sports programming rights amortization and production costs principally due to the absence of the fiscal 2023 broadcasts of *Super Bowl LVII* and the FIFA Men’s *World Cup* partially offset by the renewed NFL contract.

The remaining decrease was principally due to lower entertainment programming rights amortization and production costs largely due to fewer hours of original

scripted programming as compared to the prior year period as a result of the impact of the industry guild labor disputes in 2023.

Selling, general and administrative expenses decreased $25 million or 1% for fiscal 2024, as compared to fiscal 2023, primarily due to lower legal costs at FOX News Media, lower employee related costs and the deconsolidation of the United States Football League (the “USFL”).

Depreciation and amortization—Depreciation and amortization expense decreased $22 million or 5% for fiscal 2024, as compared to fiscal 2023, primarily due to assets acquired in acquisitions being fully depreciated in fiscal 2023, partially offset by the full year impact of broadcast production assets at FOX Sports placed into service in fiscal 2023.

Equity (losses) earnings of affiliates—Equity (losses) earnings of affiliates increased $48 million for fiscal 2024, as compared to fiscal 2023, primarily due to the investment in the United Football League (the “UFL”) (See Note 3—Acquisitions, Disposals and Other Transactions to the accompanying Financial Statements).

Interest expense, net—Interest expense, net decreased $2 million or 1% for fiscal 2024, as compared to fiscal 2023, primarily due to higher interest income as a result of higher interest rates, partially offset by an increase in interest expense primarily due to the issuance of $1.25 billion of senior notes in October 2023 (See Note 9—Borrowings to the accompanying Financial Statements).

Net income—Net income increased $301 million or 24% for fiscal 2024, as compared to fiscal 2023, primarily due to the absence of the fiscal 2023 legal settlement costs and lower indemnity costs (See Note 4—Restructuring, Impairment and Other Corporate Matters to the accompanying Financial Statements).

Partially offsetting this increase was lower gains (See Note 20—Additional Financial Information to the accompanying Financial Statements under the heading “Non-Operating Other, net”) and lower Segment EBITDA (as defined below).

| Restructuring, impairment and other corporate matters | | | (1,182) | | | | | | (157) | | | | | | (1,025) | | | | | | | | |

| Equity earnings of affiliates | | | 4 | | | | | | 4 | | | | | | — | | | | | | — | | % |

| Non-operating other, net | | | 368 | | | | | | (356) | | | | | | 724 | | | | | | | | |

The increase of $706 million or 12% in advertising revenue was primarily due to marquee events with an impact of approximately $600 million including revenues resulting from the broadcasts of *Super Bowl LVII* and the FIFA Men’s *World Cup* and additional NFL post-season games, partially offset by the absence of NFL *Thursday Night Football* (“*TNF*”).

The remaining increase of approximately $170 million was principally due to increased digital investment in Tubi and at FOX News Media, partially offset by lower entertainment marketing and production costs.

Restructuring, impairment and other corporate matters—See Note 4—Restructuring, Impairment and Other Corporate Matters to the accompanying Financial Statements.

Fiscal 2024 versus Fiscal 2023

In connection with the Separation, the Company entered into a tax matters agreement among the Company, Disney and 21CF which governs the parties’ respective rights, responsibilities and obligations with respect to certain tax matters.

Under this agreement, 21CF will generally indemnify the Company against any taxes required to be reported on a consolidated or separate tax return of 21CF and/or any of its subsidiaries, including any taxes resulting from the Separation and the Transaction, and the Company will generally indemnify 21CF against any taxes required to be reported on a separate tax return of the Company or any of its subsidiaries.

Pursuant to the 21CF Disney Merger Agreement, immediately prior to the Transaction, the Company paid 21CF a dividend (the “Dividend”) for the estimated taxes associated with the Transaction.

The final determination of the taxes included an estimated $5.8 billion in respect of the Separation and the Transaction for which the Company is responsible pursuant to the 21CF Disney Merger Agreement and an estimated $700 million prepayment in respect of divestitures (collectively, the “Transaction Tax”).

As a result of the Separation and the Transaction, which was a taxable transaction for which an estimated tax liability of $5.8 billion was included in the Transaction Tax paid by the Company, FOX obtained a tax basis in its assets equal to their respective fair market values.

This resulted in estimated annual tax deductions of approximately $1.5 billion, which is expected to continue over the next several years due to the amortization of the additional tax basis.

Such estimates are subject to revisions, which could be material, based upon the occurrence of future events.

This amortization is estimated to reduce the Company’s fiscal 2023 cash tax liability by approximately $360 million at the current combined federal and state applicable tax rate of approximately 24%.

Included in the Transaction Tax was the Company’s share of the estimated tax liabilities of $700 million related to the anticipated divestitures by Disney of certain assets, principally the FOX Sports Regional Sports Networks (“RSNs”), which Disney sold during calendar year 2019 (“Divestiture Tax”).

During fiscal 2021, the Company and Disney reached an agreement to settle the majority of the Divestiture Tax and the Company received $462 million from Disney as reimbursement of the Company’s prepayment based upon the sales price of the RSNs.

The balance of the Divestiture Tax is subject to adjustment in the future, but any such adjustment is not expected to have a material impact on the financial results of the Company.

The cable network programming and television industries continue to evolve rapidly, with changes in technology leading to alternative methods for the delivery and storage of digital content.

Consumer preferences have evolved toward lower cost alternatives, including direct-to-consumer offerings.

At the same time, technological changes have increased advertisers’ options for reaching their target audiences.

There has been a substantial increase in the availability of content with reduced advertising or without advertising at all.

As consumers switch to digital consumption of video content, there is still to be developed a consistent, broadly accepted measure of multiplatform audiences across the industry.

Furthermore, the pricing and volume of advertising may be affected by shifts in spending from more traditional media and toward digital and mobile offerings, which can deliver targeted advertising more promptly, or toward newer ways of purchasing advertising.

In addition, the market for AVOD advertising campaigns is relatively new and evolving.

| Impairment and restructuring charges | | | (111) | | | | | | — | | | | | | (111) | | | | | | | | |

| Other, net | | | (699) | | | | | | (509) | | | | | | (190) | | | | | | (37) | | % |

Partially offsetting this increase was the absence of NFL *Thursday Night Football* (“*TNF*”) and lower ratings at the FOX Network in the current year.

Partially offsetting this increase was the absence of *TNF* and lower entertainment marketing and production costs.

increased spending as a result of digital initiatives and the full year impact of the fiscal 2022 acquisitions of entertainment production companies.

| | | | 2022 | | | | | | 2021 | | | | | | $ Change | | | | | | % Change | | |

| Affiliate fee | | | $ | 6,878 | | | | | $ | 6,435 | | | | | $ | 443 | | | | | 7 | | % |

| Advertising | | | 5,900 | | | | | | 5,431 | | | | | | 469 | | | | | | 9 | | % |

| Other | | | 1,196 | | | | | | 1,043 | | | | | | 153 | | | | | | 15 | | % |

| Total revenues | | | 13,974 | | | | | | 12,909 | | | | | | 1,065 | | | | | | 8 | | % |

| Impairment and restructuring charges | | | — | | | | | | (35) | | | | | | 35 | | | | | | 100 | | % |

| Other, net | | | (509) | | | | | | 579 | | | | | | (1,088) | | | | | | | | |

| Income tax expense | | | (461) | | | | | | (717) | | | | | | 256 | | | | | | 36 | | % |

| Net income | | | 1,233 | | | | | | 2,201 | | | | | | (968) | | | | | | (44) | | % |

Also impacting the increase was the absence of prior year affiliate fee credits as a result of the COVID-19 related under-delivery of college football games.

The increase in advertising revenue was primarily due to higher pricing at FOX Sports and FOX News Media, growth at Tubi, and a higher number of live events at FOX Sports due to the impact of COVID-19 in fiscal 2021.

Partially offsetting this increase was lower political advertising revenue due to the absence of the 2020 presidential and congressional elections.

The increase in other revenues was primarily due to higher sports sublicensing revenues which were impacted by COVID-19 in fiscal 2021, the impact of acquisitions of entertainment production companies in fiscal 2022 (See Note 3—Acquisitions, Disposals and Other Transactions to the accompanying Financial Statements) and higher FOX Nation subscription revenues, partially offset by the impact of the divestiture of the Company’s sports marketing businesses in fiscal 2021.

Operating expenses increased 13% for fiscal 2022, as compared to fiscal 2021, primarily due to higher sports programming rights amortization and production costs related to NFL, MLB and college football content, including a higher number of live events due to the impact of COVID-19 in fiscal 2021.

Also impacting the increase was increased digital investment at Tubi and FOX News Media, costs associated with the launch of the United States Football League (“USFL”) and higher entertainment programming rights amortization due to more hours of original scripted programming as compared to fiscal 2021 which was impacted by COVID-19.

This increase was partially offset by the absence of events that were shifted into fiscal 2021 from fiscal 2020 as a result of COVID-19 rescheduling, including National Association of Stock Car Auto Racing (“NASCAR”) Cup Series races and additional MLB regular season games, and the impact of the divestiture of the Company’s sports marketing businesses in fiscal 2021.

Selling, general and administrative expenses increased 6% for fiscal 2022, as compared to fiscal 2021, primarily due to higher technology costs related to the Company’s digital initiatives and higher marketing expenses at FOX News Media, partially offset by the impact of the divestiture of the Company’s sports marketing businesses in fiscal 2021.

A change in the interest rate or yield of fixed-rate debt will only impact the fair market value of such debt, while a change in the [added: interest rate of variable-rate debt will impact interest expense, as well as the amount of cash required to service such debt.]

As of June 30, [removed: 2023,] [added: 2024,] all the Company’s financial instruments with exposure to interest rate risk were [removed: denominated in U.S. dollars and no variable-rate debt was outstanding.]

| Borrowings: liability | | | $ | [removed: 6,895] [added: 7,017] | | | | | $ | [removed: 7,084] [added: 6,895] | |

| Potential change in fair values resulting from a 10% adverse change in quoted interest rates | | | $ | [removed: (267)] [added: 297] | | | | | $ | [removed: (270)] [added: 267] | |

| Total fair value of common stock investments | | | $ | [removed: 884] [added: 797] | | | | | $ | [removed: 435] [added: 884] | |

| Potential change in fair values resulting from a 10% adverse change in quoted market prices | | | $ | [removed: (88)] [added: (80)] | | | | | $ | [removed: (43)] [added: (88)] | |

denominated in U.S. dollars and no variable-rate debt was outstanding.

| | | | 2024 | | | | | | 2023 | | |

| | | | 2024 | | | | | | 2023 | | |

interest rate of variable-rate debt will impact interest expense, as well as the amount of cash required to service such debt.

| | | | 2023 | | | | | | 2022 | | |

[removed: Fox Corporation] [added: The Company] is a news, sports and entertainment company, which manages and reports its businesses in [added: four operating segments: Cable Network Programming, Television, Credible and] the [added: FOX Studio Lot with the] following [added: two reportable] segments:

Unless otherwise indicated, references in this Annual Report on Form 10-K (this “Annual Report”) for the fiscal year ended June 30, [removed: 2023] [added: 2024] (“fiscal [removed: 2023”)] [added: 2024”)] to “FOX,” the “Company,” “we,” “us” or “our” mean Fox Corporation and its consolidated subsidiaries.

Forward-looking statements may include, among others, the words “may,” “will,” “should,” “likely,” “anticipates,” [added: “expects,” “intends,” “plans,” “projects,” “believes,” “estimates,” “outlook” or any other similar words.]

[removed: Although the Company’s management believes that the expectations reflected in any of the Company’s forward-looking] statements are reasonable, actual results could differ materially from those projected or assumed in any forward-looking statements.

FOX Sports has earned a reputation for bold sports programming and, with its [removed: far-reaching presence] [added: availability] in virtually every U.S. [removed: household,] [added: market,] is a leading destination for live sports events and sports commentary.

Tubi, our leading AVOD service, attracts a young, diverse and highly engaged audience to its [added: content library of] over [removed: 60,000 programming titles.][added: 260,000 movies and television episodes.]

FOX enjoys [removed: a] leadership [removed: position] [added: positions] across [removed: our] [added: its] core news, sports and entertainment businesses.

For over 20 consecutive years, FOX News has been the top-rated national cable news channel in [removed: both] Monday to Friday primetime [removed: and total day] viewing, according to The Nielsen Company [removed: ("Nielsen").][added: (“Nielsen”).]

FOX News also finished [removed: calendar] [added: the fiscal] year [removed: 2022] as the #1 cable network in Monday to Friday primetime and total day viewing among total viewers for the [removed: seventh] [added: eighth] consecutive year.

A leader in marquee live sports broadcasts, FOX Sports programs the National Football League [removed: ("NFL")] [added: (“NFL”)] (including the #1 show on [removed: television,] [added: television among Adults 18-49,] *America's Game of the Week*), college football (including the Big Ten Conference), Major League Baseball's [removed: ("MLB")] [added: (“MLB”)] Regular Season, *All-Star Game* and *World Series*, National Association of Stock Car Auto Racing (“NASCAR”) and other marquee cyclical events, including the *Super Bowl* and the Fédération Internationale de Football Association [removed: ("FIFA")] [added: (“FIFA”)] Men's and Women's *World Cup*.

[removed: *\-*] [added: -] 9 a.m.

Under FOX’s ownership, Tubi has become one of the most relevant and fastest growing AVOD services in the [removed: country in fiscal 2023,] [added: country,] with over [removed: 50%] [added: 40%] growth in total view time (the total number of hours watched) [added: in fiscal 2024] compared to the prior fiscal year.

[removed: Taken together, we] [added: Tubi finished the fiscal year with approximately 2.0% of all television viewing according to Nielsen’s *The Gauge*, further cementing its leadership as the most watched free ad-supported TV (“FAST”) streaming service in the U.S. We] believe [removed: our] [added: the strength and] leadership [removed: positions] [added: of our brands] will continue to support [removed: meaningful] [added: industry leading] affiliate fee revenue growth and sustained advertising revenue, while enabling us to nimbly respond to the opportunities and challenges traditional media companies are facing [removed: relating to rapidly evolving] [added: as] technologies and changes in consumer [removed: behavior.][added: behavior continue to rapidly evolve.]

FOX News and FOX Business are available in over [removed: 70] [added: 65] million U.S. households and FOX Sports and FOX Entertainment programming on the FOX Network is available in [removed: essentially all] [added: virtually every] U.S. [removed: households.][added: market.]

These stations provide balanced content of national interest with programming of note to local communities, producing [removed: approximately] [added: over] 1,200 hours of local news coverage each week.

Tubi’s ubiquitous availability [removed: both online and through its app] provides broad distribution of films, episodic television [removed: programming and] [added: programming,] live local and national news [removed: content.][added: content and sports programming.]

Tubi carries over 100 local station feeds (including feeds of our owned and operated stations), covering [removed: 75] [added: 77] DMAs and [removed: 22] [added: 23] of the top 25 markets.

Additionally, our [removed: strong] [added: solid] balance sheet provides us with the financial flexibility to continue to invest across our businesses, allocate resources toward investments in growth initiatives, take advantage of strategic opportunities, including potential acquisitions across the range of media categories in which we [removed: operate,] [added: operate] and [added: related adjacencies, and] return capital to our stockholders.

We have maintained significant liquidity, ending fiscal [removed: 2023] [added: 2024] with approximately $4.3 billion of cash and cash equivalents on our balance sheet while returning approximately [removed: $2.3] [added: $1.25] billion of capital to our stockholders through our stock repurchase program and cash dividends during fiscal [removed: 2023.][added: 2024.]

[removed: The historic lot] [added: Our asset portfolio also includes the FOX Studio Lot in Los Angeles, California, which] spans over 50 acres and close to 2 million square feet of space for administration and television and film production services available to industry clients, including 15 sound stages, two broadcast [removed: studios] [added: studios,] and other production facilities.

[removed: We also] [added: Additionally, we] own an equity stake in Flutter Entertainment plc (“Flutter”), an online sports betting and gaming company with operations in the U.S. and internationally, and we maintain a valuable option to acquire 18.6% of FanDuel Group, a majority-owned subsidiary of Flutter.

We have long been a leader in news, sports and entertainment [removed: programming.][added: programming, and we believe that building on our leading market positions is essential to our success.]

Recognizing the industry-wide changes in viewership habits, FOX Entertainment [removed: is expanding] [added: has continued to expand] its footprint across owned and unscripted [removed: content.][added: content, including leveraging the breadth of offerings from FOX Entertainment studios to populate its primetime lineup and reduce its reliance on third-party content providers.]

[removed: In fiscal 2023, Tubi expanded] its content library through the premiere of over [removed: 100] [added: 140] new original titles and the launch of over [removed: 100] [added: 60] sports, entertainment and local news channels, for a total of [removed: nearly 250] [added: over 280] sports, entertainment and local news channels [removed: on] [added: as of] the [removed: platform.][added: end of the fiscal year.]

[removed: Additionally, we] [added: We] expect our internal production capabilities and co-production arrangements will facilitate growth by enabling us to directly manage the economics and programming decisions of our broadcast [removed: network, stations group] [added: network] and [removed: Tubi.][added: television stations.]

The availability of our key networks on all major virtual MVPD services reflects the strength of our brands and the [removed: "must-have"] [added: highly coveted] nature of our content.

For example, [removed: Tubi, which we acquired in fiscal 2020,] [added: Tubi] provides us with a wholly-owned digital platform to access a wider digital audience and further the reach of our content.

Tubi continues to experience significant growth in total view time across a library of over [removed: 60,000 titles, as well as] [added: 260,000 movies and television episodes, including] key FOX entertainment, news and sports programming, and it streamed approximately [removed: 6.8] [added: 9.7] billion hours of content over the course of the fiscal year (a record for the [removed: platform) to a young, diverse and highly engaged audience advertisers are eager to reach.][added: platform).]

FOX News Media operates a number of digital businesses, including FOX News Digital, which [removed: attracts] [added: remains] the [removed: highest multiplatform time spent] [added: most engaged brand] in [removed: the] [added: digital] news [removed: category,] [added: (leading in total views, minutes spent and social interactions),] along with the FOX Nation SVOD service, which offers U.S. consumers a variety of [removed: on-demand] content (including original programming), and FOX Weather, which offers local, regional and national weather reporting in addition to live programming.

Additionally, FOX Television Stations operates a portfolio of digital businesses, including the FLX [added: (or FOX Local Extension)] digital advertising platform and the LiveNOW from FOX, FOX Locals and FOX Soul FAST services, in addition to distributing its local news programming on Tubi and across a range of third-party platforms.

[removed: Segments][added: Reportable Segments]

| FOX News | | | [removed: 72] [added: 67] | | | | | | [removed: 75] [added: 72] | | |

| FOX Business | | | [removed: 70] [added: 65] | | | | | | [removed: 72] [added: 70] | | |

| FS1 | | | [removed: 72] [added: 67] | | | | | | [removed: 74] [added: 72] | | |

| FS2 | | | [removed: 52] [added: 48] | | | | | | [removed: 55] [added: 52] | | |

| The Big Ten Network | | | [removed: 48] [added: 45] | | | | | | [removed: 50] [added: 48] | | |

| FOX Deportes | | | [removed: 13] [added: 12] | | | | | | [removed: 15] [added: 13] | | |

[removed: *FOX News Media.*] FOX News Media includes the FOX News and FOX Business networks and their related properties.

For over 20 consecutive years, FOX News has been the top-rated national cable news channel in [removed: both] Monday to Friday primetime [removed: and total day] viewing.

FOX News also finished [removed: calendar year 2022 as] the [removed: #1 cable news network in Monday to Friday total day viewing among the key Adults 25-54 demographic, as well] [added: fiscal year] as the #1 cable network in Monday to Friday primetime and total day viewing among total viewers for the [removed: seventh] [added: eighth] consecutive year.

Although the Company’s management believes that the expectations reflected in any of the Company’s forward-looking

During the 2023-2024 broadcast season, FOX Entertainment featured the season’s #1 new entertainment series with the FOX-owned animated comedy *Krapopolis*, launched the #1 game show with *The Floor*, once again presented television’s top cooking

competition series with Gordon Ramsay’s *Next Level Chef*, *Hell’s Kitchen*, *MasterChef Junior* and *Kitchen Nightmares*, and had four of the top comedies on television with *Krapopolis*, *The Simpsons*, *Bob’s Burgers* and *Family Guy*.

We have consistently achieved strong operational and financial results in a complex industry environment.

The strength of our core businesses has allowed us to invest in attractive growth opportunities and brand extensions.

Examples of this include digital brand extensions at FOX News Media, including the FOX Nation SVOD service and the FOX Weather FAST service.

At Tubi, our investment in content, technology and marketing has yielded new viewers and increased engagement from our audience, which has translated into robust revenue growth.

In fiscal 2024, Tubi expanded

We consistently review opportunities to optimize our sports portfolio with the dual goal of maintaining and growing our audience while achieving accretive financial returns.

Fiscal 2024 highlights of this include a rights extension with NASCAR and the launch of the United Football League (the “UFL”) professional spring football league.

FOX Entertainment studios also co-produces original content for third parties, such as Prime Video’s animated hit *Hazbin Hotel*, addressing the demand generated by the growth and proliferation of entertainment content streaming services.

FOX Television Stations’ rollout of local news content on connected televisions and FAST services in a number of markets has led to the stations’ total view time for the period of March 2024 through June 2024 that was approximately four times higher compared to the same period in the prior year.

Tubi’s young, diverse and highly engaged viewers, the majority of which are classified as “cord-cutters” or “cord-nevers,” is an audience that advertisers are eager to reach.

Venu Sports, a digital sports programming distribution joint venture with ESPN (a subsidiary of Disney) and Warner Bros.

Discovery, is expected to launch in fall of 2024 and expand the reach of our sports programming beyond FOX’s existing footprint.

| | | | 2024 | | | | | | 2023 | | |

*FOX News Media*.

*FS1*.

In addition to live events, FS1 offers daily studio shows featuring key talent, including Colin Cowherd, Nick Wright and Emmanuel Acho.

The Big Ten Network also owns and

Competition for sales of advertising time is based primarily on the anticipated and actually delivered size and demographic characteristics of audiences as determined by various measurement services, price, the time of day when the advertising is to be broadcast, competition from other cable networks, broadcast networks, cable television systems, direct broadcast satellite television, social and digital media, and general economic conditions.

Competition for audiences is based primarily on the selection of programming, the popularity and success of which depend on the reaction of the viewing public, which is often difficult to predict.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | DMA/Rank | | | | | | Station | | | | | | Digital Channel RF (Virtual) | | | | | | Type | | | | | | Percentage of U.S. Television Households in the DMA (a) | | |

| TOTAL | | | | | | | | | | | | | | | | | | | | | | | | | | | 38.4% | | |

The FOX Network primetime lineup is intended to appeal primarily to the 18 to 49 year old audience, the demographic

- *FOX Sports*.

During the 2023- 2024 broadcast season, FOX Entertainment featured the season’s #1 new entertainment series with the FOX-owned animated comedy *Krapopolis*; launched the #1 game show with *The Floor*; once again presented television’s top cooking competition series with Gordon Ramsay’s *Next Level Chef, Hell’s Kitchen, MasterChef Junior* and *Kitchen Nightmares*; and had four of the top comedies on television with *Krapopolis, The Simpsons, Bob’s Burgers* and *Family Guy.*

*FOX Entertainment Studios*

MarVista Entertainment is a global entertainment studio that produces and distributes movies and other content for Tubi and third-party networks and digital platforms.

A full-service production studio, Fox Alternative

In fiscal 2024, Tubi expanded its content library through the premiere of over 140 new original titles.

Tubi’s viewers are young, diverse and highly engaged, and the majority of its audience is classified as “cord-cutters” or “cord-nevers.”

*FOX Entertainment Global*

FOX Entertainment Global is FOX’s wholly-owned sales and distribution business.

FOX Entertainment Global engages in domestic and international sales and licenses of scripted and unscripted series and other programs owned or controlled by various FOX entities, as well as content owned by third parties that contract with Fox Entertainment Global for distribution.

In addition, the FOX

FOX Entertainment Global competes with other content licensors and sellers for

the distribution of its content.

- Other, Corporate and Eliminations, which principally consists of the FOX Studio Lot, Credible Labs Inc. (“Credible”), corporate overhead costs and intracompany eliminations.

The core transition services agreements entered into in connection with the Transaction terminated in accordance with their terms in fiscal 2022.

“expects,” “intends,” “plans,” “projects,” “believes,” “estimates,” “outlook” or any other similar words.

During the

2022-2023 broadcast season, FOX Entertainment featured the #1 entertainment telecast with *Next Level Chef* following *Super Bowl LVII*, the #1 broadcast drama *9-1-1*, the #1 new unscripted series *Special Forces: World’s Toughest Test*, the #1 new scripted drama in 2023 *Accused*, and three of the top 10 comedies on broadcast television with *The Simpsons*, *Family Guy* and *Bob’s Burgers*.

Tubi is part of Tubi Media Group, a division formed in fiscal 2023 to house the Company’s digital platform services.

We have achieved strong revenue growth and profitability in a complex industry environment over the past several years.

Additionally, our asset portfolio includes the FOX Studio Lot in Los Angeles, California.

We believe that building on our leading market positions is essential to our success.

We are investing in our most attractive growth opportunities by allocating capital to our news, sports and entertainment properties, which we believe have distinct competitive advantages.

For example, we have continued our investments in digital properties at FOX News Media, including investments in the FOX Nation subscription video-on-demand ("SVOD") service and the FOX Weather free advertising-supported streaming television (“FAST”) service.

In addition, we continue to invest at FOX Sports, where fiscal 2023 highlights include a landmark rights extension with the Big Ten

Conference, the return of the United States Football League (the "USFL") for a second season and the league’s expansion into additional markets.

FOX Entertainment is investing in more co-production arrangements and owns a stake in each new series that premiered on the FOX Network during the 2022-2023 broadcast season.

In addition, our production companies such as MarVista Entertainment and the Studio Ramsay Global production venture with Gordon Ramsay produce content for FOX as well as third parties, which reduces our reliance on third-party content providers.

We also continue to invest in content, technology and marketing at Tubi to attract new viewers and retain Tubi’s existing audience.

We intend to continue to generate appropriate value for our content.

| | | | 2023 | | | | | | 2022 | | |

In addition to live events, FS1 also features original programming from FOX Sports Films, studio programming such as *NASCAR Race Hub* and opinion shows such as *Undisputed* and *The Herd with Colin Cowherd*.

*USFL.* FOX Sports founded and launched the USFL in April 2022.

| TOTAL | | | | | | | | | | | | | | | | | | | | | | | | | | | 38.6% | | |

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

The FOX Network programming ranked #1 among all broadcast network primetime programming for the 2022-2023 broadcast season in the 18 to 49 year old audience (based on Nielsen’s commercial+7 ratings).

FOX Entertainment primetime programming during the 2022-2023 broadcast season

During the 2022-2023 broadcast season, FOX Entertainment featured the #1 entertainment telecast with *Next Level Chef* following *Super Bowl LVII*, the #1 broadcast drama *9-1-1*, the #1 new unscripted series *Special Forces: World’s Toughest Test*, the #1 new scripted drama in 2023 *Accused*, and three of the top 10 comedies on broadcast television with *The Simpsons*, *Family Guy* and *Bob’s Burgers.*

As of May 2023, the median age of Tubi’s audience is approximately 10 years younger than the median age of broadcast television viewers.

Tubi’s viewers are diverse and multicultural with a majority of its audience not subscribing to traditional or virtual MVPD services.

*Entertainment Programming Production*

The Company has also formed a co-owned production company with Gordon Ramsay called Studio Ramsay Global

Competition for audiences is based primarily on

Other, Corporate and Eliminations

The Other, Corporate and Eliminations segment consists primarily of the FOX Studio Lot, Credible, corporate overhead costs and intracompany eliminations.

The FanDuel option was the subject of arbitration proceedings, which concluded during fiscal 2023 and determined the price payable of $3.7 billion plus an annual escalator of 5%.

which, taken together, indicate a pattern of abuse.

The FCC continues to strictly enforce its regulations concerning indecency, sponsorship identification, political advertising, children's television, environmental concerns, emergency alerting and information, equal employment opportunity, technical operating matters and antenna tower maintenance.

Federal law authorizes the FCC to impose fines of up to $479,945 per incident for violation of the prohibition against indecent and profane broadcasts, and the FCC may also impose fines or revoke licenses for serious or multiple violations of the indecency prohibition and/or its other regulations.

Modifications to the Company’s programming to reduce the risk of indecency violations could have an adverse effect on the competitive position of FOX Television Stations and the FOX Network.

If indecency regulation is extended to Internet or cable and satellite programming, and such extension was found to be constitutional, some of the Company’s other programming services could be subject to additional regulation that might adversely affect subscription and viewership levels.

Because FCC complaints are confidential, there may be pending nonpublic complaints alleging non-compliance and it is not possible to predict the outcome of any such complaints.

For the fiscal year ended June 30, [removed: 2023][added: 2024]

As of December [removed: 30, 2022,] [added: 29, 2023,] which was the last business day of the registrant’s most recently completed second fiscal quarter, the aggregate market value of the registrant’s Class A Common Stock, par value $0.01 per share, held by non-affiliates was approximately [removed: $8.9] [added: $7.1] billion, based upon the closing price of [removed: $30.37] [added: $29.67] per share as quoted on The Nasdaq Global Select Market on that date, and the aggregate market value of the registrant’s Class B Common Stock, par value $0.01 per share, held by non-affiliates was approximately [removed: $3.8] [added: $3.6] billion, based upon the closing price of [removed: $28.45] [added: $27.65] per share as quoted on The Nasdaq Global Select Market on that date.

As of August [removed: 8, 2023, 253,683,969] [added: 5, 2024, 224,646,403] shares of Class A Common Stock and 235,581,025 shares of Class B Common Stock were outstanding.

| [ITEM [removed: 1.](#ib411ff85f0f54549b88846a66dbf40b7_13)] [added: 1.](#ica8924a7674649af916dc464a59f1e6f_13)] | | | [removed: [BUSINESS](#ib411ff85f0f54549b88846a66dbf40b7_13)] [added: [BUSINESS](#ica8924a7674649af916dc464a59f1e6f_13)] | | | [removed: [1](#ib411ff85f0f54549b88846a66dbf40b7_13)] [added: [1](#ica8924a7674649af916dc464a59f1e6f_13)] | | |

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| [ITEM [removed: 9C.](#ib411ff85f0f54549b88846a66dbf40b7_181)] [added: 9C.](#ica8924a7674649af916dc464a59f1e6f_181)] | | | [DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT [removed: PREVENT INSPECTIONS](#ib411ff85f0f54549b88846a66dbf40b7_181)] [added: PREVENT](#ica8924a7674649af916dc464a59f1e6f_181) [](#ica8924a7674649af916dc464a59f1e6f_181)[INSPECTIONS](#ica8924a7674649af916dc464a59f1e6f_181)] | | | [removed: [109](#ib411ff85f0f54549b88846a66dbf40b7_181)] [added: [111](#ica8924a7674649af916dc464a59f1e6f_181)] | | |

| [PART [removed: III](#ib411ff85f0f54549b88846a66dbf40b7_184)] [added: III](#ica8924a7674649af916dc464a59f1e6f_184)] | | | | | | | | |

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| [PART [removed: IV](#ib411ff85f0f54549b88846a66dbf40b7_190)] [added: IV](#ica8924a7674649af916dc464a59f1e6f_190)] | | | | | | | | |

| [removed: [ITEM](#ib411ff85f0f54549b88846a66dbf40b7_193)] [added: [ITEM](#ica8924a7674649af916dc464a59f1e6f_193)] 15. | | | [EXHIBITS AND FINANCIAL STATEMENT [removed: SCHEDULES](#ib411ff85f0f54549b88846a66dbf40b7_193)] [added: SCHEDULES](#ica8924a7674649af916dc464a59f1e6f_193)] | | | [removed: [111](#ib411ff85f0f54549b88846a66dbf40b7_193)] [added: [113](#ica8924a7674649af916dc464a59f1e6f_193)] | | |

| [ITEM [removed: 16.](#ib411ff85f0f54549b88846a66dbf40b7_196)] [added: 16.](#ica8924a7674649af916dc464a59f1e6f_196)] | | | [FORM 10-K [removed: SUMMARY](#ib411ff85f0f54549b88846a66dbf40b7_196)] [added: SUMMARY](#ica8924a7674649af916dc464a59f1e6f_196)] | | | [removed: [112](#ib411ff85f0f54549b88846a66dbf40b7_196)] [added: [115](#ica8924a7674649af916dc464a59f1e6f_196)] | | |

| [PART I](#ica8924a7674649af916dc464a59f1e6f_10) | | | | | | | | |

| [ITEM 1C.](#ica8924a7674649af916dc464a59f1e6f_2199023256445) | | | [CYBERSECURITY](#ica8924a7674649af916dc464a59f1e6f_2199023256445) | | | [33](#ica8924a7674649af916dc464a59f1e6f_2199023256445) | | |

| [PART II](#ica8924a7674649af916dc464a59f1e6f_31) | | | | | | | | |

| | | | [SIGNATURES](#ica8924a7674649af916dc464a59f1e6f_199) | | | [116](#ica8924a7674649af916dc464a59f1e6f_199) | | |

| [PART I](#ib411ff85f0f54549b88846a66dbf40b7_10) | | | | | | | | |

| [PART II](#ib411ff85f0f54549b88846a66dbf40b7_31) | | | | | | | | |

| | | | [SIGNATURES](#ib411ff85f0f54549b88846a66dbf40b7_199) | | | [113](#ib411ff85f0f54549b88846a66dbf40b7_199) | | |

The Company maintains a cybersecurity program that is designed to identify, detect, assess and manage cybersecurity risks.

The Company’s senior management and its Board are actively involved in the oversight of the Company’s risk management program, of which cybersecurity is an important part.

The Company’s cybersecurity program, which aligns to the National Institute of Standards and Technology Cybersecurity Framework (the “NIST Framework”) includes, among other things:

- regular internal and external penetration testing of our technology environments at the application, infrastructure and network level, covering the systems, products and practices collecting or storing confidential business and personal information— including user data—in accordance with the Company’s security policies.

This testing is conducted multiple times a year by third-party firms;

- third-party provider security assessments to evaluate associated risks and appropriate internal and third-party provider security controls;

- processes to manage security risks and vulnerabilities;

- mandatory company-wide cybersecurity compliance and information handling training;

- a documented cybersecurity incident response plan that establishes procedures, roles, responsibilities and communication protocols for internal staff and external resources in the event of a cybersecurity incident;

- cybersecurity tools that assist with the automation and orchestration of security alert response based on the relative risk; and

- threat intelligence sharing relationships with industry partners, peers, and government agencies, as needed and appropriate.

FOX’s cybersecurity program is based on recognized best practices and standards applicable to our industry.

The Company engages a third-party firm to assess the overall maturity of its program against the NIST Framework on a bi-annual basis.

This evaluation includes an assessment of how the program evaluates and

mitigates risk, as well as how it compares against industry benchmarks.

The results of this evaluation are provided to the Audit Committee of the Board.

The Company’s Chief Information Security Officer (“CISO”) leads the Company’s dedicated information security department, which monitors FOX’s prevention, detection, mitigation and remediation efforts related to cyber threats.

The CISO regularly consults with the Company’s Co-Chief Privacy Officers, and the Company’s Chief Technology Officer (“CTO”) provides additional oversight of the cybersecurity program, and previously served as the Company’s CISO.

The CISO has over 15 years of experience in cybersecurity, information security and technology, including a background in broadcast media and networking and systems engineering, and has held numerous industry certifications.

The CISO is in regular communication with senior management regarding cybersecurity matters and provides frequent routine (generally weekly) updates to the Company’s Executive Chair and Chief Executive Officer, Chief Operating Officer (“COO”), Chief Financial Officer (“CFO”), CTO and Chief Legal and Policy Officer.

As part of the Company’s incident response plan process, cybersecurity risk events of a certain criteria are communicated in a timely manner to the Company’s incident response governing body, which is comprised of members of senior management, including the COO, CTO, and CFO.

The Company tests the effectiveness of the incidence response plan and assesses its response capabilities by conducting executive tabletop exercises involving detailed topical cybersecurity scenarios with these executives, as well as technical tabletop exercises including technical and operational personnel.

The Company also has processes in place that are designed to ensure that decisions regarding public disclosure and reporting of cybersecurity incidents can be made in a timely manner.

The Company’s Board has an active role, as a whole and at the committee level, in overseeing the management of the Company’s risks.

The Audit Committee of the Board is responsible for (i) overseeing the Company’s policies and practices with respect to risk assessment and risk management, including with respect to cybersecurity and the use of AI, (ii) overseeing the Company’s financial and other major risk exposures and the steps taken to monitor and control them, and (iii) providing guidance to the Board on such matters.

The Audit Committee regularly reviews and discusses FOX’s cybersecurity risks and receives updates from the CISO on how the Company identifies, assesses and mitigates these risks.

The CISO provides the Audit Committee with quarterly reports regarding cybersecurity issues and risks, including information regarding progress on efforts to strengthen and enhance the Company’s cybersecurity program.

The Audit Committee also periodically devotes additional meeting time, as needed, to in-depth discussions on a particularly relevant cybersecurity topic, including industry trends and relative risks.

In addition to the quarterly reports, cybersecurity incidents meeting certain criteria are reported to the Audit Committee outside of regularly scheduled quarterly updates as necessary.

From time to time, the Company experiences cybersecurity threats and attacks.

Although no cybersecurity incident has been material to the Company’s businesses to date, FOX expects to continue to be subject to cybersecurity threats and attacks and there can be no assurance that the Company will not experience a material incident.

For more information, see Item 1A., “Risk Factors—Risks Relating to Cybersecurity, Piracy, Privacy and Data Protection.”

The FOX Studio Lot provides two primary revenue streams — the lease of a portion of the office space to Disney and other third parties and the operation of studio facilities for [removed: third party] [added: third-party] productions, which until 2026 will predominantly be Disney productions.

Each of these properties is considered to be in good condition, adequate for its purpose and suitably utilized according to the individual [removed: nature and requirements of the relevant operations.]

nature and requirements of the relevant operations.

As of June 30, [removed: 2023,] [added: 2024,] there were approximately [removed: 15,100] [added: 14,100] holders of record of shares of Class A Common Stock and approximately [removed: 3,400] [added: 3,000] holders of record of shares of Class B Common Stock.

Below is a summary of the Company’s repurchases of its Class A Common Stock [removed: and Class B Common Stock] during fiscal [removed: 2023:][added: 2024:]

| (b) | | | These amounts exclude any fees, [removed: commissions] [added: commissions, excise taxes] or other costs associated with the share repurchases. | | | | | | | | | | | |

| (c) | | | The Company’s Board of Directors [removed: (the “Board”) previously] [added: has] authorized a stock repurchase program, under which the Company can repurchase [removed: $4 billion of Common Stock. In February 2023, the Board authorized incremental stock repurchases of an additional $3] [added: $7] billion of Common Stock. [removed: With this increase, the Company’s total stock repurchase authorization is now $7 billion.] The program has no time limit and may be modified, suspended or discontinued at any time. | | | | | | | | | | | |

| (d) | | | In February 2023, in connection with the stock repurchase program, the Company entered into an accelerated share repurchase (“ASR”) agreement [removed: under] [added: in] which the Company paid a third-party financial institution $1 billion and received an initial delivery of approximately 22.5 million shares of Class A Common Stock, representing 80% of the shares expected to be repurchased under the ASR agreement, at a price of $35.54 per [added: share. Upon settlement of the ASR agreement in August 2023, the Company received a final delivery of approximately 7.8 million shares of Class A Common Stock. The final number of shares purchased under the ASR agreement was determined using a price of $33.03 per] share [added: (the volume-weighted average market price of the Class A Common Stock on the Nasdaq Global Select Market during the term of the ASR agreement less a discount)] (See Note 11—Stockholders’ Equity to the accompanying Consolidated Financial Statements under the heading “Stock Repurchase Program”). | | | | | | | | | | | |

In total, the Company repurchased approximately [removed: 54] [added: 40] million shares of [added: Class A] Common Stock for [removed: $2] [added: approximately $1] billion during fiscal [removed: 2023.][added: 2024.]

We expect to continue to pay semi-annual dividends, although each dividend is subject to approval by the Company’s Board of Directors (See Note 11—Stockholders’ Equity to the accompanying Consolidated Financial Statements under the heading “Dividends”).

| First quarter fiscal 2024(d) | | | 15,437,627 | | | | | | $ | 16.19 | | | | | | | |

| Second quarter fiscal 2024 | | | 8,275,629 | | | | | | 30.21 | | | | | | | | |

| Third quarter fiscal 2024 | | | 8,347,054 | | | | | | 29.95 | | | | | | | | |

| April 1, 2024 - April 30, 2024 | | | 1,609,334 | | | | | | 31.07 | | | | | | | | |

| May 1, 2024 - May 31, 2024 | | | 3,061,001 | | | | | | 33.33 | | | | | | | | |

| June 1, 2024 - June 30, 2024 | | | 2,885,073 | | | | | | 33.96 | | | | | | | | |

| Total fiscal 2024(d) | | | 39,615,718 | | | | | | 25.24 | | | | | | $ | 1,400 | |

| Total first quarter fiscal 2023 | | | | | | | | | | | | | | | | | |

| Class A Common Stock | | | 5,129,765 | | | | | | $ | 34.11 | | | | | | | |

| Class B Common Stock | | | 2,375,616 | | | | | | 31.57 | | | | | | | | |

| Total second quarter fiscal 2023 | | | | | | | | | | | | | | | | | |

| Class A Common Stock | | | 5,708,198 | | | | | | 30.66 | | | | | | | | |

| Class B Common Stock | | | 2,598,605 | | | | | | 28.79 | | | | | | | | |

| Total third quarter fiscal 2023 | | | | | | | | | | | | | | | | | |

| Class A Common Stock(d) | | | 27,481,280 | | | | | | 42.55 | | | | | | | | |

| Class B Common Stock | | | 2,567,349 | | | | | | 31.48 | | | | | | | | |

| Total fourth quarter fiscal 2023 | | | | | | | | | | | | | | | | | |

| Class A Common Stock | | | 7,712,260 | | | | | | 32.42 | | | | | | | | |

| Total fiscal 2023 | | | | | | | | | | | | | | | | | |

| Class A Common Stock(d) | | | 46,031,503 | | | | | | 38.44 | | | | | | | | |

| Class B Common Stock | | | 7,541,570 | | | | | | 30.58 | | | | | | | | |

| | | | 53,573,073 | | | | | | | | | | | | $ | 2,400 | |

| [removed: [Management](#ib411ff85f0f54549b88846a66dbf40b7_82)[’](#ib411ff85f0f54549b88846a66dbf40b7_82)[s] [added: [Management’s] Report on Internal Control Over Financial [removed: Reporting](#ib411ff85f0f54549b88846a66dbf40b7_82)] [added: Reporting](#ica8924a7674649af916dc464a59f1e6f_82)] | | | [removed: [58](#ib411ff85f0f54549b88846a66dbf40b7_82)] [added: [61](#ica8924a7674649af916dc464a59f1e6f_82)] | | |

| [Reports of Independent Registered Public Accounting [removed: Firm](#ib411ff85f0f54549b88846a66dbf40b7_85)] [added: Firm](#ica8924a7674649af916dc464a59f1e6f_85)] (PCAOB ID: 42) | | | [removed: [59](#ib411ff85f0f54549b88846a66dbf40b7_85)] [added: [62](#ica8924a7674649af916dc464a59f1e6f_85)] | | |

| [Consolidated Statements of Operations for the fiscal years ended June 30, [removed: 2023, 2022 and 2021](#ib411ff85f0f54549b88846a66dbf40b7_88)] [added: 202](#ica8924a7674649af916dc464a59f1e6f_88)[4](#ica8924a7674649af916dc464a59f1e6f_88)[, 202](#ica8924a7674649af916dc464a59f1e6f_88)[3](#ica8924a7674649af916dc464a59f1e6f_88) [and 20](#ica8924a7674649af916dc464a59f1e6f_88)[2](#ica8924a7674649af916dc464a59f1e6f_88)[2](#ica8924a7674649af916dc464a59f1e6f_88)] | | | [removed: [63](#ib411ff85f0f54549b88846a66dbf40b7_88)] [added: [66](#ica8924a7674649af916dc464a59f1e6f_88)] | | |

| [Consolidated Statements of Comprehensive Income for the fiscal years ended June [removed: 30, 2023, 2022 and 2021](#ib411ff85f0f54549b88846a66dbf40b7_91)] [added: 30,](#ica8924a7674649af916dc464a59f1e6f_91) [2024,](#ica8924a7674649af916dc464a59f1e6f_91) [2023](#ica8924a7674649af916dc464a59f1e6f_91) [and](#ica8924a7674649af916dc464a59f1e6f_91) [2022](#ica8924a7674649af916dc464a59f1e6f_91)] | | | [removed: [64](#ib411ff85f0f54549b88846a66dbf40b7_91)] [added: [67](#ica8924a7674649af916dc464a59f1e6f_91)] | | |

| [Consolidated Balance Sheets as of June [removed: 30, 2023 and 2022](#ib411ff85f0f54549b88846a66dbf40b7_94)] [added: 30,](#ica8924a7674649af916dc464a59f1e6f_94) [2024 and](#ica8924a7674649af916dc464a59f1e6f_94) [2023](#ica8924a7674649af916dc464a59f1e6f_94)] | | | [removed: [65](#ib411ff85f0f54549b88846a66dbf40b7_94)] [added: [68](#ica8924a7674649af916dc464a59f1e6f_94)] | | |

| [Consolidated Statements of Cash Flows for the fiscal years ended June [removed: 30, 2023, 2022 and 2021](#ib411ff85f0f54549b88846a66dbf40b7_97)] [added: 30,](#ica8924a7674649af916dc464a59f1e6f_97) [2024,](#ica8924a7674649af916dc464a59f1e6f_97) [2023](#ica8924a7674649af916dc464a59f1e6f_97) [and](#ica8924a7674649af916dc464a59f1e6f_97) [2022](#ica8924a7674649af916dc464a59f1e6f_97)] | | | [removed: [66](#ib411ff85f0f54549b88846a66dbf40b7_97)] [added: [69](#ica8924a7674649af916dc464a59f1e6f_97)] | | |

| [Consolidated Statements of Equity for the fiscal years ended June [removed: 30, 2023, 2022 and 2021](#ib411ff85f0f54549b88846a66dbf40b7_100)] [added: 30,](#ica8924a7674649af916dc464a59f1e6f_100) [2024,](#ica8924a7674649af916dc464a59f1e6f_100) [2023](#ica8924a7674649af916dc464a59f1e6f_100) [and](#ica8924a7674649af916dc464a59f1e6f_100) [2022](#ica8924a7674649af916dc464a59f1e6f_100)] | | | [removed: [67](#ib411ff85f0f54549b88846a66dbf40b7_100)] [added: [70](#ica8924a7674649af916dc464a59f1e6f_100)] | | |

| [Notes to the Consolidated Financial [removed: Statements](#ib411ff85f0f54549b88846a66dbf40b7_103)] [added: Statements](#ica8924a7674649af916dc464a59f1e6f_103)] | | | [removed: [68](#ib411ff85f0f54549b88846a66dbf40b7_103)] [added: [71](#ica8924a7674649af916dc464a59f1e6f_103)] | | |

Management, including the Company’s principal executive officer and principal financial officer, conducted an evaluation of the effectiveness of Fox Corporation’s internal control over financial reporting as of June 30, [removed: 2023,] [added: 2024,] based on the framework set forth in “*Internal Control — Integrated Framework”* issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013.

Based on this evaluation, management determined that, as of June 30, [removed: 2023,] [added: 2024,] Fox Corporation maintained effective internal control over financial reporting.

Ernst & Young LLP, the independent registered public accounting firm who audited and reported on the Consolidated Financial Statements of Fox Corporation included in the Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2023,] [added: 2024,] has audited the Company’s internal control over financial reporting.

To the [added: Stockholders and] Board of Directors [removed: and Stockholders] of Fox Corporation:

We have audited Fox Corporation’s internal control over financial reporting as of June 30, [removed: 2023,] [added: 2024,] based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, Fox Corporation (the [removed: “Company”)] [added: Company)] maintained, in all material respects, effective internal control over financial reporting as of June 30, [removed: 2023,] [added: 2024,] based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of [removed: Fox Corporation] [added: the Company] as of June 30, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of operations, comprehensive income, equity and cash flows for each of the three years in the period ended June 30, [removed: 2023,] [added: 2024,] and the related notes and our report dated August [removed: 11, 2023] [added: 8, 2024] expressed an unqualified opinion thereon.

We have audited the accompanying consolidated balance sheets of Fox Corporation (the Company) as of June 30, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of operations, comprehensive income, equity and cash flows for each of the three years in the period ended June 30, [removed: 2023,] [added: 2024,] and the related notes (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at June 30, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the three years in the period ended June 30, [removed: 2023,] [added: 2024,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of June 30, [removed: 2023,] [added: 2024,] based on criteria established in Internal [removed: Control-Integrated] [added: Control—Integrated] Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated August [removed: 11, 2023] [added: 8, 2024] expressed an unqualified opinion thereon.

Such procedures [removed: include] [added: included] examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

The critical audit matters communicated below are matters arising from the current period audit of the [removed: consolidated] financial statements that were communicated or required to be communicated to the [removed: Audit Committee] [added: audit committee] and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.

| | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| Revenues | | | $ | [removed: 14,913] [added: 13,980] | | | | | $ | [removed: 13,974] [added: 14,913] | | | | | $ | [removed: 12,909] [added: 13,974] | |

| Operating expenses | | | [removed: (9,689)] [added: (9,089)] | | | | | | [removed: (9,117)] [added: (9,689)] | | | | | | [removed: (8,037)] [added: (9,117)] | | |

| Selling, general and administrative | | | [removed: (2,049)] [added: (2,024)] | | | | | | [removed: (1,920)] [added: (2,049)] | | | | | | [removed: (1,807)] [added: (1,920)] | | |

| Depreciation and amortization | | | [removed: (411)] [added: (389)] | | | | | | [removed: (363)] [added: (411)] | | | | | | [removed: (300)] [added: (363)] | | |

| [removed: Impairment and restructuring] [added: Restructuring] charges | | | [removed: (111)] [added: $] | [added: (13)] | | | | | [removed: —] [added: $] | [added: (111)] | | | | | [removed: (35)] [added: $] | [added: —] | |

| Interest expense, net | | | [removed: (218)] [added: (216)] | | | | | | [removed: (371)] [added: (218)] | | | | | | [removed: (391)] [added: (371)] | | |

| Income before income tax expense | | | [removed: 1,736] [added: 2,104] | | | | | | [removed: 1,694] [added: 1,736] | | | | | | [removed: 2,918] [added: 1,694] | | |

| Income tax expense | | | [removed: (483)] [added: (550)] | | | | | | [removed: (461)] [added: (483)] | | | | | | [removed: (717)] [added: (461)] | | |

| Net income | | | [removed: 1,253] [added: 1,554] | | | | | | [removed: 1,233] [added: 1,253] | | | | | | [removed: 2,201] [added: 1,233] | | |

| Less: Net income attributable to noncontrolling interests | | | [removed: (14)] [added: (53)] | | | | | | [removed: (28)] [added: (14)] | | | | | | [removed: (51)] [added: (28)] | | |

| Net income attributable to Fox Corporation stockholders | | | $ | [removed: 1,239] [added: 1,501] | | | | | $ | [removed: 1,205] [added: 1,239] | | | | | $ | [removed: 2,150] [added: 1,205] | |

| Basic | | | $ | [removed: 2.34] [added: 3.14] | | | | | $ | [removed: 2.13] [added: 2.34] | | | | | $ | [removed: 3.64] [added: 2.13] | |

| Diluted | | | $ | [removed: 2.33] [added: 3.13] | | | | | $ | [removed: 2.11] [added: 2.33] | | | | | $ | [removed: 3.61] [added: 2.11] | |

| Net income | | | $ | [removed: 1,253] [added: 1,554] | | | | | $ | [removed: 1,233] [added: 1,253] | | | | | $ | [removed: 2,201] [added: 1,233] | |

| Benefit plan adjustments and other | | | [removed: 77] [added: 42] | | | | | | [removed: 92] [added: 77] | | | | | | [removed: 99] [added: 92] | | |

| Other comprehensive income, net of tax | | | [removed: 77] [added: 42] | | | | | | [removed: 92] [added: 77] | | | | | | [removed: 99] [added: 92] | | |

| Comprehensive income | | | [removed: 1,330] [added: 1,596] | | | | | | [removed: 1,325] [added: 1,330] | | | | | | [removed: 2,300] [added: 1,325] | | |

| Less: Net income attributable to noncontrolling interests(a) | | | [removed: (14)] [added: (53)] | | | | | | [removed: (28)] [added: (14)] | | | | | | [removed: (51)] [added: (28)] | | |

| Comprehensive income attributable to Fox Corporation stockholders | | | $ | [removed: 1,316] [added: 1,543] | | | | | $ | [removed: 1,297] [added: 1,316] | | | | | $ | [removed: 2,249] [added: 1,297] | |

To the Stockholders and Board of Directors of Fox Corporation:

August 8, 2024

| Restructuring, impairment and other corporate matters | | | (67) | | | | | | (1,182) | | | | | | (157) | | |

| Equity (losses) earnings of affiliates | | | (44) | | | | | | 4 | | | | | | 4 | | |

| Non-operating other, net | | | (47) | | | | | | 368 | | | | | | (356) | | |

| | | | 2024 | | | | | | 2023 | | |

| Net income | | | $ | 1,554 | | | | | $ | 1,253 | | | | | $ | 1,233 | |

| Restructuring, impairment and other corporate matters | | | 67 | | | | | | 367 | | | | | | 157 | | |

| Equity losses (earnings) of affiliates | | | 44 | | | | | | (4) | | | | | | (4) | | |

| Non-operating other, net | | | 47 | | | | | | (368) | | | | | | 356 | | |

| Borrowings | | | 1,232 | | | | | | — | | | | | | — | | |

| Net income | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 1,501 | | | | | | — | | | | | | 1,501 | | | | | | 54 | | | | | | 1,555 | | |

| Dividends | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (250) | | | | | | — | | | | | | (250) | | | | | | — | | | | | | (250) | | |

| Shares repurchased | | | (40) | | | | | | — | | | | | | — | | | | | | — | | | | | | (663) | | | | | | (347) | | | | | | — | | | | | | (1,010) | | | | | | — | | | | | | (1,010) | | |

| Balance, June 30, 2024 | | | 226 | | | | | | $ | 2 | | | | | 235 | | | | | | $ | 2 | | | | | $ | 7,678 | | | | | $ | 3,139 | | | | | $ | (107) | | | | | $ | 10,714 | | | | | $ | 100 | | | | | $ | 10,814 | |

| | | | 2024 | | | | | | 2023 | | |

individual basis.

Amounts recorded as goodwill are

The Company determined that there are no reporting units at risk of impairment as of June 30, 2024.

While the Company believes its judgments represent reasonably possible outcomes based on available facts and circumstances, adverse changes to the assumptions, including prevailing market conditions, discount rates, competitive factors, comparable public company trading values and expected future cash flows, could negatively impact the fair value of our reporting units and potentially result in a non-cash goodwill impairment charge in future periods.

ROU assets represent the

*Segment Reporting*

In November 2023, the Financial Accounting Standards Board (“FASB”) issued guidance that enhances segment reporting by requiring the disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within the reported measure of segment profit or loss.

The amendment will be applied on a retrospective basis and is effective beginning with the Company’s Annual Report on Form 10-K for the fiscal year ending June 30, 2025 and for interim periods beginning with the Company's Quarterly Report on Form 10-Q for the quarter ending September 30, 2025.

The Company is currently evaluating the impact the new guidance will have on our financial statement disclosures.

*Income Taxes*

In December 2023, the FASB issued updated guidance that enhances income tax disclosures, primarily requiring consistent categories and greater disaggregation of information in the rate reconciliation and income taxes paid by jurisdiction.

The amendment is effective for the Company beginning with the Company’s Annual Report on Form 10-K for the fiscal year ending June 30, 2026 on a prospective basis, with the option to use retrospective application.

The Company is currently evaluating the impact the new guidance will have on our financial statement disclosures.

On January 12, 2024, the United Football League (the “UFL”) was launched as a professional spring football league that combines the legacy operations of the United States Football League (the “USFL”), a majority-owned consolidated subsidiary of FOX, and XFL, a third-party company.

In connection with the launch of the UFL, the Company deconsolidated the operations of the USFL and contributed the USFL net assets to the UFL.

As consideration for the net assets contributed, the Company received an approximately 42% ownership interest in the UFL, a variable interest entity, which was recorded as an equity method investment, initially at fair value.

This equity method investment is included in Other non-current assets in the Balance Sheets.

As a result of this transaction, the Company recorded a gain of approximately $170 million in Non-

On February 6, 2024, FOX announced that it would enter into a joint venture (“Venu Sports”) with ESPN, a subsidiary of The Walt Disney Company, and Warner Bros.

Discovery to form a digital distribution platform focused on sports.

Each company is expected to own one-third of the joint venture, have equal board representation and license their sports networks to the joint venture on a non-exclusive basis.

The subscription-based streaming service is expected to launch in the fall of 2024.

RESTRUCTURING, IMPAIRMENT AND OTHER CORPORATE MATTERS

The following table sets forth the components of Restructuring, impairment and other corporate matters included in the Statements of Operations:

FOX CORPORATION

| | | | | | |

| --- | --- | --- | --- | --- | --- |

August 11, 2023

| Other, net | | | (699) | | | | | | (509) | | | | | | 579 | | |

| Impairment and restructuring charges | | | 111 | | | | | | — | | | | | | 35 | | |

| Other, net | | | (116) | | | | | | 509 | | | | | | (579) | | |

| Non-operating cash flows from The Walt Disney Company | | | — | | | | | | — | | | | | | 112 | | |

| Settlement of Divestiture Tax Prepayment | | | — | | | | | | — | | | | | | 462 | | |

| Sale of subsidiary noncontrolling interest | | | 35 | | | | | | 25 | | | | | | — | | |

| Balance, June 30, 2020 | | | 344 | | | | | | $ | 3 | | | | | 261 | | | | | | $ | 3 | | | | | $ | 9,831 | | | | | $ | 674 | | | | | $ | (417) | | | | | $ | 10,094 | | | | | $ | 17 | | | | | $ | 10,111 | |

| Net income | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 2,150 | | | | | | — | | | | | | 2,150 | | | | | | 26 | | | | | | 2,176 | | |

| Dividends | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (272) | | | | | | — | | | | | | (272) | | | | | | — | | | | | | (272) | | |

| Shares repurchased | | | (22) | | | | | | — | | | | | | (9) | | | | | | — | | | | | | (514) | | | | | | (487) | | | | | | — | | | | | | (1,001) | | | | | | — | | | | | | (1,001) | | |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

In connection with the Separation, the Company entered into a tax matters agreement among the Company, Disney and 21CF which governs the parties’ respective rights, responsibilities and obligations with respect to certain tax matters.

Under this agreement, 21CF will generally indemnify the Company against any taxes required to be reported on a consolidated or separate tax return of 21CF and/or any of its subsidiaries, including any taxes resulting from the Separation and the Transaction, and the Company will generally indemnify 21CF against any taxes required to be reported on a separate tax return of the Company or any of its subsidiaries.

Pursuant to the 21CF Disney Merger Agreement, immediately prior to the Transaction, the Company paid 21CF a dividend (the “Dividend”) for the estimated taxes associated with the Transaction.

The final determination of the taxes included an estimated $5.8 billion in respect of the Separation and the Transaction for which the Company is responsible pursuant to the 21CF Disney Merger Agreement and an estimated $700 million prepayment in respect of divestitures (collectively, the “Transaction Tax”).

This resulted in estimated annual tax deductions of approximately $1.5 billion, which is expected to continue over the next several years due to the amortization of the additional tax basis.

Such estimates are subject to revisions, which could be material, based upon the occurrence of future events.

This amortization is estimated to reduce the Company’s fiscal 2023 cash tax liability by approximately $360 million at the current combined federal and state applicable tax rate of approximately 24%.

Included in the Transaction Tax was the Company’s share of the estimated tax liabilities of $700 million related to the anticipated divestitures by Disney of certain assets, principally the FOX Sports Regional Sports Networks (“RSNs”), which Disney sold during calendar year 2019 (“Divestiture Tax”).

During fiscal 2021, the Company and Disney reached an agreement to settle the majority of the Divestiture Tax and the Company received $462 million from Disney as reimbursement of the Company’s prepayment based upon the sales price of the RSNs.

The balance of the Divestiture Tax is subject to adjustment in the future, but any such adjustment is not expected to have a material impact on the financial results of the Company.

If the fair value of the investment has dropped below the carrying amount, management considers

In assessing the reasonableness of its determined fair values, the

results could vary significantly from such estimates.

Diluted earnings per share for the Class A Common Stock and Class B Common Stock is

*Inflation Reduction Act*

In August 2022, the U.S. government enacted the Inflation Reduction Act which, among other changes, imposes a 15% corporate alternative minimum tax (“CAMT”) and a 1% excise tax on stock repurchases.

Once subject to the CAMT, a taxpayer will compute both its CAMT liability and its regular federal tax liability and pay the higher of the two.

To the extent that the CAMT liability exceeds the regular federal tax liability, a taxpayer will receive a credit (“CAMT credit”) which can be used against its regular federal tax liability in the future when the taxpayer is no longer subject to the CAMT.

The CAMT credit does not expire.

The CAMT is effective for tax years beginning after December 31, 2022, which means it will be applicable to the Company starting in fiscal 2024.

The excise tax on stock repurchases applies to stock repurchases occurring after December 31, 2022.

The Company continues to evaluate the impact the CAMT will have on its financial statements but expects that, when applicable, the Company will be subject to the CAMT.

The CAMT will impact the timing of the cash tax benefit the Company receives from the amortization of the additional tax basis received as a result of the Transaction Tax.

This change in timing will result in an increase to the Company’s annual cash tax liability which could be material.

However, as noted above, if the Company pays CAMT it will receive a CAMT credit that can be carried forward indefinitely and applied against its regular federal tax liability in future years.

Management’s report and the report of the independent registered public accounting firm thereon are set forth on pages [removed: 58] [added: 61] and [removed: 59,] [added: 62,] respectively, and are incorporated herein by reference.

There were no changes in the Company’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the Company’s fourth quarter of fiscal [removed: 2023] [added: 2024] that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

The information required by Items 10, 11, 12, 13 and 14 of Part III is incorporated by reference from the Company’s Definitive Proxy Statement to be filed in connection with its [removed: 2023] [added: 2024] Annual Meeting of Stockholders pursuant to Regulation 14A.

| 2.1 | | | [Separation Agreement, dated as of March 19, 2019, between Twenty-First Century Fox, Inc. and Fox Corporation [removed: (the](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm) [“](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[Registrant](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[”](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[)] [added: (the](https://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm) [“](https://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[Registrant](https://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[”](https://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[)] (incorporated herein by reference to Exhibit 2.1 to the [removed: Registrant](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[’](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[s] [added: Registrant](https://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[’](https://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[s] Current Report on Form 8-K dated March 14, 2019 and filed with the Securities and Exchange Commission [removed: (the](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm) [“](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[SEC](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[”](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[)] [added: (the](https://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm) [“](https://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[SEC](https://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[”](https://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[)] on March 19, 2019 [removed: (the](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm) [“](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[March 14, 2019] [added: (the](https://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm) [“](https://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[March](https://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm) [2019] Form [removed: 8-K](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[”](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[).](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm) [ѱ](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)] [added: 8-K](https://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[”](https://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)[).](https://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm) [ѱ](https://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex21.htm)] | | |

| 2.2 | | | [Tax Matters Agreement, dated as of March 19, 2019, between Twenty-First Century Fox, Inc., the Registrant and The Walt Disney Company (incorporated herein by reference to Exhibit 2.2 to the March [removed: 14,] 2019 Form [removed: 8-K).](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex22.htm) [](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex22.htm)[ѱ](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex22.htm)] [added: 8-K).](https://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex22.htm)ѱ] | | |

| 3.2 | | | [Amended and Restated By-laws of the Registrant (incorporated herein by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K dated February [removed: 13, 2023] [added: 6, 2024] and filed with the SEC on February [removed: 13, 2023).](https://www.sec.gov/Archives/edgar/data/1754301/000119312523036119/d429047dex31.htm)] [added: 7, 2024)](https://www.sec.gov/Archives/edgar/data/1754301/000162828024003617/fox-amendedandrestatedbyxl.htm).] | | |

| 4.1 | | | [Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of [removed: 1934.*](https://www.sec.gov/Archives/edgar/data/1754301/000162828023029065/foxa-20230630x10kex41.htm)] [added: 1934.*](https://www.sec.gov/Archives/edgar/data/1754301/000162828024036123/foxa-20240630x10kex41.htm)] | | |

| 4.2 | | | [Indenture, dated as of January 25, 2019, between the Registrant and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.1 to Amendment No. 2 to the Registration Statement on Form 10-12B/A filed with the SEC on January 25, [removed: 2019).](http://www.sec.gov/Archives/edgar/data/1754301/000119312519017213/d624266dex41.htm)] [added: 2019).](https://www.sec.gov/Archives/edgar/data/1754301/000119312519017213/d624266dex41.htm)] | | |

| 10.1 | | | [Fox Corporation 2019 Shareholder Alignment Plan (incorporated herein by reference to Exhibit 10.1 to the March 14, 2019 Form [removed: 8-K).](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex101.htm)[+](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex101.htm)] [added: 8-K).](https://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex101.htm)[+](https://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex101.htm)] | | |

| [removed: 10.2] [added: 10.6] | | | [Form of [removed: Indemnification] [added: Employment] Agreement (incorporated herein by reference to Exhibit [removed: 10.2 to] [added: 10.](https://www.sec.gov/Archives/edgar/data/1754301/000156459019018565/fox-ex105_421.htm)[5](https://www.sec.gov/Archives/edgar/data/1754301/000156459019018565/fox-ex105_421.htm) [to] the [added: Registrant’s Quarterly Report on Form 10-Q for the quarter ended] March [removed: 14,] [added: 31,] 2019 [added: (the “March 2019] Form [removed: 8-K).](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex102.htm)[+](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex102.htm)] [added: 10-Q”)).](https://www.sec.gov/Archives/edgar/data/1754301/000156459019018565/fox-ex105_421.htm)+] | | |

| 10.3 | | | [Form of Fox Corporation 2019 Shareholder Alignment Plan Restricted Stock Unit Terms and [removed: Conditions.*](https://www.sec.gov/Archives/edgar/data/1754301/000162828023029065/foxa-20230630x10kex103.htm)[+](https://www.sec.gov/Archives/edgar/data/1754301/000162828023029065/foxa-20230630x10kex103.htm)] [added: Conditions (incorporated herein by reference to Exhibit 10.3 to the Registrant’s Annual Report on Form 10-K for the year ended June 30, 2023).](https://www.sec.gov/Archives/edgar/data/1754301/000162828023029065/foxa-20230630x10kex103.htm)+] | | |

| 10.4 | | | [Form of Fox Corporation 2019 Shareholder Alignment Plan Non-Qualified Stock Option Terms and Conditions (incorporated herein by reference to Exhibit 10.4 to the March [removed: 14,] 2019 Form [removed: 8-K).](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex104.htm)[+](http://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex104.htm)] [added: 8-K).](https://www.sec.gov/Archives/edgar/data/1754301/000119312519079678/d721949dex104.htm)+] | | |

| [removed: 10.5] [added: 10.10] | | | [Form of Employment Agreement [added: Amendment] (incorporated herein by reference to Exhibit [removed: 10.5] [added: 10.1] to the [removed: Registrant](http://www.sec.gov/Archives/edgar/data/1754301/000156459019018565/fox-ex105_421.htm)[’](http://www.sec.gov/Archives/edgar/data/1754301/000156459019018565/fox-ex105_421.htm)[s] [added: Registrant’s] Quarterly Report on Form 10-Q for the quarter ended [removed: March] [added: December] 31, [removed: 2019 (the](http://www.sec.gov/Archives/edgar/data/1754301/000156459019018565/fox-ex105_421.htm) [“](http://www.sec.gov/Archives/edgar/data/1754301/000156459019018565/fox-ex105_421.htm)[March 2019 Form 10-Q](http://www.sec.gov/Archives/edgar/data/1754301/000156459019018565/fox-ex105_421.htm)[”](http://www.sec.gov/Archives/edgar/data/1754301/000156459019018565/fox-ex105_421.htm)[)).](http://www.sec.gov/Archives/edgar/data/1754301/000156459019018565/fox-ex105_421.htm)[+](http://www.sec.gov/Archives/edgar/data/1754301/000156459019018565/fox-ex105_421.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/1754301/000162828022002107/foxa-20211231x10q_exhx101.htm)+] | | |

| [removed: 10.6] [added: 10.7] | | | [Letter Agreement between Lachlan K. Murdoch and News Corporation dated November 17, 2008 (incorporated herein by reference to Exhibit 10.6 to the March 2019 Form [removed: 10-Q).](http://www.sec.gov/Archives/edgar/data/1754301/000156459019018565/fox-ex106_420.htm)[+](http://www.sec.gov/Archives/edgar/data/1754301/000156459019018565/fox-ex106_420.htm)] [added: 10-Q).](https://www.sec.gov/Archives/edgar/data/1754301/000156459019018565/fox-ex106_420.htm)+] | | |

| [removed: 10.7] [added: 10.8] | | | [Letter Agreements between John P. Nallen and News Corporation dated January 1, 2005 and November 17, 2008, as amended through June 3, 2013 (incorporated herein by reference to Exhibit 10.7 to the March 2019 Form [removed: 10-Q).](http://www.sec.gov/Archives/edgar/data/1754301/000156459019018565/fox-ex107_422.htm)[+](http://www.sec.gov/Archives/edgar/data/1754301/000156459019018565/fox-ex107_422.htm)] [added: 10-Q).](https://www.sec.gov/Archives/edgar/data/1754301/000156459019018565/fox-ex107_422.htm)+] | | |

| [removed: 10.8] [added: 10.9] | | | [Form of Consent Agreement (incorporated herein by reference to Exhibit 10.1 to the [removed: Registrant](http://www.sec.gov/Archives/edgar/data/1754301/000119312520115030/d915245dex101.htm)[’](http://www.sec.gov/Archives/edgar/data/1754301/000119312520115030/d915245dex101.htm)[s] [added: Registrant’s] Current Report on Form 8-K dated April 22, 2020 and filed with the SEC on April 22, [removed: 2020).](http://www.sec.gov/Archives/edgar/data/1754301/000119312520115030/d915245dex101.htm)+] [added: 2020).](https://www.sec.gov/Archives/edgar/data/1754301/000119312520115030/d915245dex101.htm)+] | | |

| [removed: 10.9] [added: 10.2] | | | [Form of [removed: Employment] [added: Amended and Restated Indemnification] Agreement [removed: Amendment] (incorporated herein by reference to Exhibit 10.1 to the [removed: Registrant](https://www.sec.gov/Archives/edgar/data/1754301/000162828022002107/foxa-20211231x10q_exhx101.htm)[’](https://www.sec.gov/Archives/edgar/data/1754301/000162828022002107/foxa-20211231x10q_exhx101.htm)[s] [added: Registrant’s] Quarterly Report on Form 10-Q for the quarter ended [removed: December 31, 2021.](https://www.sec.gov/Archives/edgar/data/1754301/000162828022002107/foxa-20211231x10q_exhx101.htm)[+](https://www.sec.gov/Archives/edgar/data/1754301/000162828022002107/foxa-20211231x10q_exhx101.htm)] [added: September 30, 2023).](https://www.sec.gov/Archives/edgar/data/1754301/000162828023036233/foxa-2023930x10qex101.htm)+] | | |

| [removed: 10.10] [added: 10.14] | | | [removed: [Credit](https://www.sec.gov/Archives/edgar/data/1754301/000119312523167872/d630896dex101.htm) [Agreement,] [added: [Credit Agreement,] dated as of June 14, 2023, among the Registrant, as Borrower, the [removed: initial lenders] [added: initial](https://www.sec.gov/Archives/edgar/data/1754301/000119312523167872/d630896dex101.htm) [](https://www.sec.gov/Archives/edgar/data/1754301/000119312523167872/d630896dex101.htm)[l](https://www.sec.gov/Archives/edgar/data/1754301/000119312523167872/d630896dex101.htm)[enders] named therein, the initial issuing banks named therein, Citibank, N.A., as [removed: Administrative Agent,] [added: Administrative](https://www.sec.gov/Archives/edgar/data/1754301/000119312523167872/d630896dex101.htm) [](https://www.sec.gov/Archives/edgar/data/1754301/000119312523167872/d630896dex101.htm)[Agent,] Deutsche Bank Securities Inc. and Goldman Sachs Bank USA, as Co-Syndication Agents, JPMorgan Chase Bank, N.A. and Morgan Stanley Senior Funding, Inc., as Co-Documentation Agents, and Citibank, N.A., Deutsche Bank Securities Inc., Goldman Sachs Bank USA, JPMorgan Chase Bank, N.A. and Morgan Stanley Senior Funding, Inc., as Joint Lead Arrangers and Joint Bookrunners (incorporated herein by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K dated June 14, 2023 and filed with the SEC on June [removed: 1](https://www.sec.gov/Archives/edgar/data/1754301/000119312523167872/d630896dex101.htm)[5](https://www.sec.gov/Archives/edgar/data/1754301/000119312523167872/d630896dex101.htm)[, 2023](https://www.sec.gov/Archives/edgar/data/1754301/000119312523167872/d630896dex101.htm)[).](https://www.sec.gov/Archives/edgar/data/1754301/000119312523167872/d630896dex101.htm)[ѱ](https://www.sec.gov/Archives/edgar/data/1754301/000119312523167872/d630896dex101.htm)[](https://www.sec.gov/Archives/edgar/data/1754301/000119312523167872/d630896dex101.htm)] [added: 15, 2023).](https://www.sec.gov/Archives/edgar/data/1754301/000119312523167872/d630896dex101.htm)[ѱ](https://www.sec.gov/Archives/edgar/data/1754301/000119312523167872/d630896dex101.htm)] | | |

| [removed: 10.11] [added: 10.15] | | | [Stockholders [removed: Agreement, dated] [added: Agreement,](https://www.sec.gov/Archives/edgar/data/1754301/000119312519285897/d828174dex101.htm) [](https://www.sec.gov/Archives/edgar/data/1754301/000119312519285897/d828174dex101.htm)[dated] as of November 6, 2019, by and between the Registrant and [removed: the Murdoch] [added: the](https://www.sec.gov/Archives/edgar/data/1754301/000119312519285897/d828174dex101.htm) [](https://www.sec.gov/Archives/edgar/data/1754301/000119312519285897/d828174dex101.htm)[Murdoch] Family Trust (incorporated herein by reference to Exhibit 10.1 to the [removed: Registrant's Current] [added: Registrant's](https://www.sec.gov/Archives/edgar/data/1754301/000119312519285897/d828174dex101.htm) [](https://www.sec.gov/Archives/edgar/data/1754301/000119312519285897/d828174dex101.htm)[Current] Report on Form 8-K dated November 5, 2019 and filed with the SEC on November [removed: 6, 2019).](https://www.sec.gov/Archives/edgar/data/1754301/000119312519285897/d828174dex101.htm)] [added: 6,](https://www.sec.gov/Archives/edgar/data/1754301/000119312519285897/d828174dex101.htm) [](https://www.sec.gov/Archives/edgar/data/1754301/000119312519285897/d828174dex101.htm)[2019).](https://www.sec.gov/Archives/edgar/data/1754301/000119312519285897/d828174dex101.htm)] | | |

| [removed: 21.1] [added: 21] | | | [Subsidiaries of the [removed: Registrant.*](https://www.sec.gov/Archives/edgar/data/1754301/000162828023029065/foxa-20230630x10kex211.htm)] [added: Registrant.*](https://www.sec.gov/Archives/edgar/data/1754301/000162828024036123/foxa-20240630x10kex21.htm)] | | |

| 23.1 | | | [Consent of Independent Registered Public Accounting [removed: Firm.*](https://www.sec.gov/Archives/edgar/data/1754301/000162828023029065/foxa-20230630x10kex231.htm#i17369918f8f34c869296560f5edaf436_1)] [added: Firm.*](https://www.sec.gov/Archives/edgar/data/1754301/000162828024036123/foxa-20240630x10kex231.htm#i4e7a1755c40e4ab69e7348e03a1e60bf_1)] | | |

| 31.1 | | | [Chief Executive Officer Certification required by Rules 13a-14 and 15d-14 under the Securities Exchange Act of 1934, as [removed: amended.*](https://www.sec.gov/Archives/edgar/data/1754301/000162828023029065/foxa-20230630x10kex311.htm#i78fb2719f0f94d409b18f6ea7f2ddea5_1)] [added: amended.*](https://www.sec.gov/Archives/edgar/data/1754301/000162828024036123/foxa-20240630x10kex311.htm#i5d4a9d80370545b2a13ad8c5428d6a20_1)] | | |

| 31.2 | | | [Chief Financial Officer Certification required by Rules 13a-14 and 15d-14 under the Securities Exchange Act of 1934, as [removed: amended.*](https://www.sec.gov/Archives/edgar/data/1754301/000162828023029065/foxa-20230630x10kex312.htm#i7de9eadadc9942dc90ca9b55a83e7838_1)] [added: amended.*](https://www.sec.gov/Archives/edgar/data/1754301/000162828024036123/foxa-20240630x10kex312.htm#ieb2c58dd69fb4145a2fc261ec2f588fe_1)] | | |

| 32.1 | | | [Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of Sarbanes Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1754301/000162828023029065/foxa-20230630x10kex321.htm#i182473fa8da944f484eb2138b0f4a0b0_1)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1754301/000162828024036123/foxa-20240630x10kex321.htm#i900f0866c8504a80adc8456124a06b95_1)] | | |

| 101 | | | The following financial information from the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2023] [added: 2024] formatted in Inline XBRL (eXtensible Business Reporting Language): (i) Consolidated Statements of Operations for the fiscal years ended June 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021;] [added: 2022;] (ii) Consolidated Statements of Comprehensive Income for the fiscal years ended June 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021;] [added: 2022;] (iii) Consolidated Balance Sheets as of June 30, [removed: 2023] [added: 2024] and [removed: 2022;] [added: 2023;] (iv) Consolidated Statements of Cash Flows for the fiscal years ended June 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021;] [added: 2022;] (v) Consolidated Statements of Equity for the fiscal years ended June 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021] [added: 2022] and (vi) Notes to the Consolidated Financial Statements.* | | |

| 10.5 | | | [Form of Fox Corporation 2019 Shareholder Alignment Plan Non-Qualified Stock Option Terms and Conditions FY 2025 Annual Grant.*](https://www.sec.gov/Archives/edgar/data/1754301/000162828024036123/foxa-20240630x10kex105.htm)[+](https://www.sec.gov/Archives/edgar/data/1754301/000162828024036123/foxa-20240630x10kex105.htm) | | |

| 10.11 | | | Letter A[greement between Steven Tomsic and the Registrant dated November 17, 2023 (incorporated herein by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2023).](https://www.sec.gov/Archives/edgar/data/1754301/000162828024003624/foxa-20231231x10qex101.htm)+ | | |

| 10.12 | | | [Transition and Separation Agreement, dated August 9, 2023, between the Registrant and Viet D.](https://www.sec.gov/Archives/edgar/data/1754301/000119312523210780/d483179dex101.htm) [](https://www.sec.gov/Archives/edgar/data/1754301/000119312523210780/d483179dex101.htm)[Dinh (incorporated herein by reference to Exhibit 10.1 to the Registrant’s Current Report on Form](https://www.sec.gov/Archives/edgar/data/1754301/000119312523210780/d483179dex101.htm) [](https://www.sec.gov/Archives/edgar/data/1754301/000119312523210780/d483179dex101.htm)[8-K dated August 9, 2023 and filed with the SEC on August 11, 2023 (the “August 2023 Form](https://www.sec.gov/Archives/edgar/data/1754301/000119312523210780/d483179dex101.htm) [](https://www.sec.gov/Archives/edgar/data/1754301/000119312523210780/d483179dex101.htm)[8-K”)).](https://www.sec.gov/Archives/edgar/data/1754301/000119312523210780/d483179dex101.htm)[+](https://www.sec.gov/Archives/edgar/data/1754301/000119312523210780/d483179dex101.htm) | | |

| 10.13 | | | [Advisory Services Agreement, dated August 9, 2023, by](https://www.sec.gov/Archives/edgar/data/1754301/000119312523210780/d483179dex102.htm) [](https://www.sec.gov/Archives/edgar/data/1754301/000119312523210780/d483179dex102.htm)[and among the Registrant, Viet D. Dinh,](https://www.sec.gov/Archives/edgar/data/1754301/000119312523210780/d483179dex102.htm) [](https://www.sec.gov/Archives/edgar/data/1754301/000119312523210780/d483179dex102.htm)[P.C. and Viet D.](https://www.sec.gov/Archives/edgar/data/1754301/000119312523210780/d483179dex102.htm) [](https://www.sec.gov/Archives/edgar/data/1754301/000119312523210780/d483179dex102.htm)[Dinh](https://www.sec.gov/Archives/edgar/data/1754301/000119312523210780/d483179dex102.htm) [(incorporated herein by reference to Exhibit 10.2 to the August 2023 Form](https://www.sec.gov/Archives/edgar/data/1754301/000119312523210780/d483179dex102.htm) [](https://www.sec.gov/Archives/edgar/data/1754301/000119312523210780/d483179dex102.htm)[8-K).](https://www.sec.gov/Archives/edgar/data/1754301/000119312523210780/d483179dex102.htm)[+](https://www.sec.gov/Archives/edgar/data/1754301/000119312523210780/d483179dex102.htm) | | |

| 19 | | | [Fox Corporation Insider Trading and Confidentiality Policy.*](https://www.sec.gov/Archives/edgar/data/1754301/000162828024036123/foxa-20240630x10kex19.htm) | | |

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| 97 | | | [Fox Corporation Clawback Policy.*](https://www.sec.gov/Archives/edgar/data/1754301/000162828024036123/foxa-20240630x10kex97.htm) | | |

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| Date: August [removed: 11, 2023] [added: 8, 2024] | | | | | | | | |

| /S/ [removed: LACHLAN] [added: Lachlan] K. [removed: MURDOCH] [added: Murdoch] | | | | | | Executive Chair and Chief Executive Officer (Principal Executive Officer) | | | | | | August [removed: 11, 2023] [added: 8, 2024] | | |

| /S/ [removed: STEVEN TOMSIC] [added: Steven Tomsic] | | | | | | Chief Financial Officer (Principal Financial and Accounting Officer) | | | | | | August [removed: 11, 2023] [added: 8, 2024] | | |

| /S/ [removed: WILLIAM] [added: William] A. [removed: BURCK] [added: Burck] | | | | | | Director | | | | | | August [removed: 11, 2023] [added: 8, 2024] | | |

| /S/ [removed: CHASE CAREY] [added: Chase Carey] | | | | | | Director | | | | | | August [removed: 11, 2023] [added: 8, 2024] | | |

| /S/ [removed: ROLAND] [added: Roland] A. [removed: HERNANDEZ] [added: Hernandez] | | | | | | Director | | | | | | August [removed: 11, 2023] [added: 8, 2024] | | |

| /S/ [removed: PAUL] [added: Paul] D. [removed: RYAN] [added: Ryan] | | | | | | Director | | | | | | August [removed: 11, 2023] [added: 8, 2024] | | |

| /S/ Tony Abbott AC | | | | | | Director | | | | | | August 8, 2024 | | |

| Tony Abbott | | | | | | | | | | | | | | |

| /S/ Margaret L. Johnson | | | | | | Director | | | | | | August 8, 2024 | | |

| Margaret L. Johnson | | | | | | | | | | | | | | |

| /S/ K. RUPERT MURDOCH | | | | | | Chair | | | | | | August 11, 2023 | | |

| K. Rupert Murdoch | | | | | | | | | | | | | | |

| /S/ ANNE DIAS | | | | | | Director | | | | | | August 11, 2023 | | |

| Anne Dias | | | | | | | | | | | | | | |

| /S/ JACQUES NASSER | | | | | | Director | | | | | | August 11, 2023 | | |

| Jacques Nasser | | | | | | | | | | | | | | |