Fox (FOXA) risk factors: FY2026 10-K
Item 1A of the 10-K for the period ending 2026-06-30, filed 2026-08-06. 31 risk factor headings as filed. Read Item 1A in full · The whole 10-K · What changed since FY2025
7new since FY2025
3reworded
2removed
21unchanged
Headings mentioning a theme: Tariffs 0 · AI 0 · Cybersecurity 0 · China 0 · Interest rates 0. Compare across the S&P 500.
Risks Related to the Roku Transaction
7- The Roku Transaction may not be completed or may be delayed if the closing conditions in the Merger Agreement are not satisfied, and the Merger Agreement may be terminated in accordance with its terms.new
- Entry into the Merger Agreement could have a variety of negative impacts on FOX and the market prices of the Common Stock.new
- Business uncertainties and contractual restrictions on FOX while the Merger is pending could adversely affect FOX’s business and operations.new
- The market price of the Common Stock may decline as a result of the Merger.new
- The Company or its Board of Directors may be the target of Merger-related lawsuits that result in substantial costs or delay or prevent the completion of the Merger.new
- The Company may be unable to successfully integrate the businesses of FOX and Roku and realize the anticipated benefits of the Merger.new
- FOX’s post-Merger indebtedness may have a significant negative impact on its business, financial condition or results of operations.new
Risks Related to Macroeconomic Conditions, Our Business and Our Industry
14- Changes in consumer behavior and evolving technologies and distribution platforms and offerings continue to challenge existing business models and may adversely affect the Company's business, financial condition or results of operations.
- The Company derives substantial revenues from the sale of advertising, and declines in advertising expenditures have caused, and could continue to cause, the Company’s revenues and operating results to decline significantly in any given period or in specific markets.
- Because the Company derives a significant portion of its revenues from a limited number of distributors, the failure to enter into or renew affiliation and carriage agreements on favorable terms, or at all, could have a material adverse effect on the Company’s business, financial condition or results of operations.
- If the number of subscribers to MVPD services continues to decline or such declines accelerate, the Company’s distribution and advertising revenues could be negatively affected.reworded
- The Company is exposed to risks associated with weak economic conditions and increased volatility and disruption in the financial markets.
- The Company operates in a rapidly evolving and highly competitive industry.
- Acceptance of the Company's content by the public is difficult to predict, which could lead to fluctuations in or adverse impacts on revenues.
- Our business depends on the popularity of special sports events and the continued popularity of the sports leagues and teams for which we have programming rights.
- The inability to renew programming rights, particularly sports programming rights, on sufficiently favorable terms, or at all, could cause the Company’s advertising and distribution revenues to decline significantly in any given period or in specific markets.reworded
- Damage to our brands, particularly the FOX brand, or our reputation could have a material adverse effect on our business, financial condition or results of operations.
- Acquisitions, investments and other strategic 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.
- The loss of key personnel, including talent, could disrupt the management or operations of the Company’s business and adversely affect its revenues.
- Labor disputes may disrupt our operations and adversely affect the Company’s business, financial condition or results of operations.
- The Company has recognized, and could continue to recognize, asset impairment charges for goodwill, intangible assets, programming and other assets and investments.
Risks Relating to Cybersecurity, Piracy, Privacy and Data Protection
3- The degradation, failure or misuse of the Company’s network and information systems and other technology could cause a disruption of services or improper disclosure of personal data or other confidential information, resulting in increased costs, liabilities or loss of revenue.
- Technological developments may increase the threat of content piracy and signal theft and limit the Company’s ability to protect its intellectual property rights.
- The Company is subject to complex laws, regulations, rules, industry standards and contractual obligations related to privacy and personal data protection, which are evolving, inconsistent and potentially costly.
Risks Relating to Legal and Regulatory Matters
7- Changes in laws and regulations, or the interpretation or enforcement thereof, may have an adverse effect on the Company’s business, financial condition or results of operations.
- The Communications Act and FCC regulations limit the ability of non-U.S. citizens and certain other persons to invest in us.
- The failure or destruction of satellites or transmitter facilities the Company depends on to distribute its programming could materially adversely affect its businesses and results of operations, as could changes in FCC regulations governing the availability and use of satellite transmission spectrum.
- The Company could be subject to significant tax liabilities.
- Unfavorable litigation or governmental investigation results could require us to pay significant amounts or lead to onerous operating procedures.
- Risks Relating to Our Ownership Structure Certain of the Company’s directors and significant stockholders may have actual or potential conflicts of interest because of their equity ownership in News Corp or because they also serve as directors of News Corp.
- Certain provisions of the Company’s Amended and Restated Certificate of Incorporation, Amended and Restated By-laws, Delaware law and the ownership of the Company’s Common Stock by LGC Holdco, LLC may discourage takeovers and the concentration of ownership will affect the voting results of matters submitted for stockholder approval.reworded
No longer in Item 1A
2Headings in the FY2025 10-K with no match this year.
- The indemnification arrangements the Company entered into with 21CF in connection with the Transaction may require the Company to divert cash to satisfy indemnification obligations to 21CF. The indemnification from 21CF may not be sufficient to insure the Company against the full amount of liabilities that have been allocated to 21CF.
- The Company could be liable for income taxes owed by 21CF.
Headings are the lines of Item 1A set wholly in bold or italics, as the parser reads them, without the introductory paragraph that opens the section. A heading is new when no heading in the prior 10-K matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. Source: the filing on sec.gov.
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