Hasbro (HAS) 10-K risk factor changes: FY2024 vs FY2023
The 2024-12-29 10-K against the 2023-12-31 one, compared heading by heading and sentence by sentence.
Item 1A78 rewritten55 added54 removed211 unchanged
All filing items1,077 rewritten899 added1,333 removed1,290 unchanged
Summary
counted, not written
- Item 1A lists 38 risk factor headings: 3 new, 5 reworded and 30 unchanged since FY2023. 3 headings from FY2023 no longer appear.
- Sentence by sentence, 899 added, 1,333 removed, 1,077 rewritten and 1,290 unchanged across 21 items that differ.
- Not in this year's filing: Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections..
New Item 1A headings (3)
- Third party licensees and partners of our brands or intellectual property may fail to honor their obligations to us or their actions may put us at risk.
- Failure to achieve of our anticipated cost-savings may impact our ability to operate efficiently and profitably.
- Our business may be harmed by the imposition or threat of tariffs, including reciprocal or retaliatory tariffs, in markets in which we operate which could increase our product costs and other costs of doing business, impact consumer spending, or lower our revenues and earnings.Tariffs
Removed Item 1A headings (3)
- If we fail to respond to or capitalize on the rapid technological development in the entertainment industry, including changes in entertainment delivery formats, our business could be harmed.
- If we fail to develop diverse top talent, we may be unable to compete and our business may be harmed.
- Failure to achieve our sustainability goals could result in reputational damage.
Reworded Item 1A headings (5)
- Our business will suffer if we are not successful in executing our
[removed: strategy and transformation initiatives.][added: business strategy.] - Our business will suffer if we are unable to
[removed: innovate, develop][added: develop, publish] and[removed: invest in][added: commercialize] digital[removed: gaming.][added: games.] - We may not realize the full benefit of our licenses [added: from third parties] if the licensed material has less market appeal than expected, if revenue from the licensed products is not sufficient to earn out the minimum guaranteed royalties or if licenses are not renewed.
- Consumer interests change
[removed: rapidly][added: quickly] and acceptance of[removed: products][added: toys] and [added: games and] entertainment offerings are influenced by [added: technological and] outside factors, making it difficult to design and develop innovative products, play patterns and entertainment offerings which are and will continue to be popular with children, families and audiences. - Inflation and other adverse economic conditions in the markets in which we and our
[removed: employees,]consumers, customers, [added: employees,] suppliers and manufacturers operate could negatively impact our ability to produce and ship our products, and lower our revenues, margins and profitability.
A heading is new when no FY2023 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
24 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2024; struck-through words were in FY2023. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors.
78 rewritten, 55 added, 54 removed, 211 unchanged
Our business will suffer if we are not successful in executing our [removed: strategy and transformation initiatives.][added: business strategy.]
In mid-2022, we [removed: formed the Hasbro Transformation Office ("HTO"), a team of leaders dedicated] [added: committed] to [added: an operational excellence program focusing on] designing and running a simple, efficient and effective business aligned with our strategy.
There are no assurances that we will achieve [removed: these] cost savings in the amounts we anticipate or within the anticipated timeframes or at all.
Failure to execute our strategic plan [removed: and transformation initiatives] may harm our business.
Our ability to successfully implement and execute [removed: these] [added: our] plans and initiatives in a timely basis, if at all, is dependent on many factors, including, among other things:
- our ability to successfully innovate, design, develop, price, commercialize and grow a [removed: select] [added: focused] group of brands [removed: across our Blueprint] to global consumers in a wide array of markets;
- our ability to successfully grow our digital [removed: gaming] [added: gaming, licensing, and direct-to-consumers] business;
Consumer interests change [removed: rapidly] [added: quickly] and acceptance of [removed: products] [added: toys] and [added: games and] entertainment offerings are influenced by [added: technological and] outside factors, making it difficult to design and develop innovative products, play patterns and entertainment offerings which are and will continue to be popular with children, families and audiences.
Our ability to successfully create innovative toys and games is affected by the interests of children, families, fans and audiences [added: which] evolve quickly and can change dramatically from year to year and by geography.
[Table [removed: of](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_7) [Contents](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_7)][added: of Contents](#i18f05b13baab4168aeca47a69b9b346c_7)]
[added: To be successful, we must correctly] anticipate the types of products, play patterns and entertainment which will capture consumers’ interests and imagination, and quickly develop and introduce innovative [added: and value driven] products and engaging entertainment which can compete successfully for consumers’ limited time, attention and spending.
[removed: Although we utilize our brand insights platform to gather data and analytics to help us make informed decisions, it] [added: It] is very difficult to predict consumer acceptance with certainty due to, among other things, the [removed: ever-increasing] [added: increasing] utilization of technology at younger and younger ages, social media and digital media in entertainment offerings, [removed: and] the increasing breadth of products and entertainment available to [removed: consumers.][added: consumers, and outside factors such as critical reviews and promotions.]
Evolving consumer tastes and shifting interests, coupled with an ever-changing and expanding pipeline of products, technology and entertainment which compete for consumer interest and acceptance, create an environment in which some products, technology and entertainment offerings can fail to achieve consumer [removed: acceptance or can be popular during a certain period of time but then be rapidly replaced.]
Consumer acceptance is even more critical for our toy business due to the recent decline in the overall toy [removed: industry.][added: industry and the impact of declining birthrates globally.]
[removed: Similarly, if our product offerings and entertainment fail] [added: Failure] to correctly anticipate consumer interests, [added: will harm] our revenues and [removed: earnings will be reduced.][added: earnings.]
Our business will suffer if we are unable to [removed: innovate, develop] [added: develop, publish] and [removed: invest in] [added: commercialize] digital [removed: gaming.][added: games.]
A key component to the success of our strategy is to continue to [removed: innovate, develop and invest in digital gaming, particularly through our Wizards of the Coast] [added: develop, publish] and [added: commercialize] digital [removed: gaming business.][added: games.]
We have invested substantially in [removed: this] [added: our digital gaming] business and as a result it has seen significant growth over the past several years.
[removed: Additionally, designing,] [added: Designing,] developing and producing digital gaming and other technologically advanced or innovative products often relies on third parties and requires different competencies and follows different timelines than traditional toys and games.
[removed: If a digital game fails to] gain consumer acceptance early in its life cycle, there are limited opportunities to gain such acceptance through secondary launches or distribution through alternative platforms.
Technological as well as other trends in the [removed: industry] [added: entertainment industry, such as the continuing shift to streaming platforms,] have caused significant disruption to the retail distribution of entertainment offerings and have caused, and could in the future cause, a negative impact on sales of our products and other forms of monetization of content, especially those which are reliant on box office success.
If we fail to accurately assess and effectively respond to changes in technology and consumer behavior in the [removed: entertainment industry,] [added: markets in which we operate,] our business may be harmed.
[removed: We] [added: In certain instances, we also] compete [removed: in the U.S. and internationally] with [removed: a wide array of] large [removed: and small manufacturers, marketers, and sellers of toys and games, products which combine traditional and digital play, digital gaming products, and other consumer products, as well as with retailers] [added: retailers,] who offer such products under their own private [removed: labels] [added: labels,] often at lower prices.
These existing and new competitors may [removed: be able to] respond more rapidly than us to changes in consumer preferences or may design products that are more desirable than ours.
We may not realize the full benefit of our licenses [added: from third parties] if the licensed material has less market appeal than expected, if revenue from the licensed products is not sufficient to earn out the minimum guaranteed royalties or if licenses are not renewed.
The success of entertainment [added: and other] properties for which we have a license, such as licenses we have with The Walt Disney [removed: Company, and] [added: Company for] the [added: MARVEL and STAR WARS properties, and our] ability [removed: of us] to successfully market and sell related products, can significantly affect our revenues and profitability.
In some cases, we may only obtain [removed: an exclusive] [added: a] license for certain aspects of an [removed: IP] [added: intellectual property] or for certain territories, which means that some of our competitors [added: may] also [removed: have the right to] use the same [removed: IP] [added: intellectual property] for other categories or in different territories.
If we produce a line of products based on a movie or television series, the success of the movie or series has a critical impact on the level of consumer interest in the associated products we [removed: are offering.][added: offer.]
The license agreements we enter to obtain these rights usually require us to pay minimum royalty guarantees that may be substantial, and in some cases may be greater than what we are ultimately able to recoup from actual [added: sales, which could result in write-offs and could harm our results of operations.]
In some cases, we expect that the integration of the companies that we may acquire [removed: into our operations] will create production, marketing and other operating, revenue or cost synergies which will produce greater revenue growth and profitability and, where applicable, cost savings, operating efficiencies and other advantages.
[removed: We cannot be certain that the key talented individuals at these companies] would continue to work for us after the acquisition or that they would develop popular and profitable products, entertainment or services in the future.
We cannot guarantee that any acquisition, [removed: disposition] [added: disposition, license] or investment we may make will be successful or beneficial, and acquisitions, [removed: dispositions] [added: dispositions, licenses] and investments can consume significant amounts of management attention and other resources, which may negatively impact other aspects of our business.
[removed: As part of our transformation efforts, we] [added: We] are continuing to optimize our supply chain by improving our systems and sourcing to enable efficient product deployment, enhance product quality and safety, drive efficiency in transportation and our fulfillment centers, and strengthen our direct-to-consumer operations.
If the transformation of our supply chain operations is not [removed: successful, our business may be harmed.]
The risk is [removed: also] exacerbated by the increasing sophistication of many of the brands and products we are designing and developing in terms of combining digital and traditional technologies, and providing greater innovation and product differentiation.
Unforeseen delays or difficulties in the development process, significant increases in the planned cost of development, or changes in anticipated consumer demand for our products and new brands may cause the introduction date for products to be later than anticipated, may reduce or eliminate the profitability of such [added: products, result in excess inventory, or, in some situations, may cause a product or new brand introduction to be discontinued.]
[removed: In recent years, we] [added: We have periodically] faced global supply chain challenges with the production and delivery of some products being delayed due to logistics, including labor, trucking and container shortages, [added: strikes,] port congestion and other shipping disruptions.
We experienced increases in material costs and shortages for some of our products, due in part to higher wages being paid due to labor shortages in China and Vietnam, as well as periodic and unpredictable manufacturing shut-downs or slow-downs due to [removed: COVID-19.][added: COVID-19, political instability in certain port regions and tariffs.]
[removed: While we have taken] [added: We attempt to take] actions to lessen the impact of these supply chain challenges, such as through the use of alternative ports and air freight, and [removed: accelerating] [added: adjusting] inventory purchases in certain cases to ensure product availability for customers, [removed: such] [added: though these] actions have resulted [removed: in higher costs] and [removed: there can be no assurance that] [added: may in] the [removed: actions taken will be effective.][added: future result in higher costs.]
Part of our strategy is to [removed: build lifelong relationships] [added: increase our reach] with our consumers through direct-to consumer relationships created through ecommerce, social media, digital games and services.
Our business strategy has evolved to focus on extending the reach of our toy and game products globally to improve our position in the marketplace, increase revenue and increase operating profit.
- our ability to successfully develop products that gain sufficient consumer interest;
There is no guaranty that a given game will be successful and it is possible we may cease development on a game after significant investment.
As a result, we face the risk of significant write-offs in the event a digital game’s development is discontinued prior to commercialization or is not as commercially successful as we planned.
If a digital game fails to
Third party licensees and partners of our brands or intellectual property may fail to honor their obligations to us or their actions may put us at risk.
Licensing certain of our brands and intellectual property to third parties is also a significant part of our business strategy.
Under these and other partner arrangements, we lose some control over how the brand or intellectual property is used, potentially leading to misuse or misrepresentation.
The actions of third-party licensees and partners may put our business and reputation at risk if they do not maintain the quality of our products or otherwise do not operate in accordance with our standards.
These third parties may fail to pay royalties or other agreed upon fees, which could lead to financial losses.
It is also possible that these third parties could infringe on others intellectual property rights, which could result in legal issues for us.
Further, disruptions in the financial markets, economic downturns, poor business decisions, or reputational harm may adversely affect these third-party licensees and may impact their ability to honor their obligations to us or we may cease our arrangements with them.
Alternative arrangements may not be available to us on commercially reasonable terms or we may experience business interruptions upon a transition to an alternative partner.
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acceptance or can be popular during a certain period of time but then be rapidly replaced.
Rules governing new technological developments, such as developments in artificial intelligence remain unsettled, and these developments may affect aspects of our existing business model, including revenue streams for the use of our intellectual property and how we create our products and games.
Failure to achieve of our anticipated cost-savings may impact our ability to operate efficiently and profitably.
The play industry is highly competitive, and if we fail to compete successfully, our business may be harmed.
Our primary competition comes from toy and game companies, digital gaming companies and digital gaming developers.
We compete with several large companies in our product categories, as well as with many smaller United States and international game and toy designers, manufacturers and marketers.
Competition is based primarily on meeting consumer preferences and on the quality and play value of our products and experiences.
To a lesser extent, competition is also based on product pricing.
We expect that as the use of artificial intelligence becomes more prevalent, we will see increased competition from those using such technology to develop games, toys and content.
We cannot be certain that the key talented individuals at these companies
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Acquisitions of businesses and brands could also be adversely affected by changes in our business strategy or external factors, such as any decision to sell, license or otherwise dispose of certain assets, such as our sale our Entertainment One film and television business ("eOne Film and TV") to Lions Gate Entertainment Corp., Lions Gate Entertainment Inc. and Lions Gate International Motion Pictures S.à.r.l (collectively "Lionsgate") in December 2023.
Our business may be harmed by the imposition or threat of tariffs, including reciprocal or retaliatory tariffs, in markets in which we operate which could increase our product costs and other costs of doing business, impact consumer spending, or lower our revenues and earnings.
The current global tariff environment is uncertain.
For products manufactured outside the U.S., tariffs increase the cost of our products.
Tariffs may impact our sales and reduce our profitability.
Tariffs may also impact consumer spending if products become more expensive or consumers have less discretionary income or consumer spending power.
The current tariff environment, particularly the imposition or threat of tariffs on products manufactured in China for import into the U.S. as well the potential for retaliatory and reciprocal tariffs in other countries in which we do business, has in the past negatively impacted our business and may in the future negatively impact our business, sales and profitability.
The threat and imposition of tariffs have resulted in the past, and may in the future result, in the elimination of some direct import orders, where customers take ownership of products near the source of supply and import the product themselves into the U.S., in favor of shifting to domestic orders, which requires us to ship the products to the U.S., and import and warehouse the products prior to delivery to the customer.
This shift to domestic orders raises the cost to us, can result in delays in the time of a sale, and may result in the potential loss of some orders entirely due to the lack of timely supply or other delays.
We cannot assure you that we will be able to successfully implement actions to lessen the impact of tariffs imposed on our products, including any changes to our supply chain, logistics capabilities, sales policies or pricing of our products.
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successful, our business may be harmed.
- Political instability, civil unrest and economic instability;
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Our strategy focuses on fewer and bigger brands that we believe have the largest potential, while emphasizing bottom-line growth, operational discipline, enhanced focus on our fans and commitment to shareholder return.
The HTO is supporting our Operational Excellence Program, an ongoing enterprise-wide cost savings initiative intended to improve our business through specialized organizational programs that include targeted cost-savings, supply chain transformation and certain other restructuring actions designed to drive growth and enhance shareholder value.
Central to our mission is to Create Magic Through Play.
This means we need to design innovative toys and games that create memorable, social and collectible experiences of play and entertainment.
To be successful, we must correctly
Consumer acceptance of our or our partners’ entertainment offerings is also affected by outside factors, such as critical reviews, promotions, the quality and acceptance of films and television programs and content released into the marketplace at or near the same time, the availability of alternative forms of entertainment and leisure time activities, general economic conditions and public tastes generally, all of which could change rapidly and most of which are beyond our control.
There can be no assurance that television programs and films we or our partners develop, produce or distribute will obtain favorable reviews or ratings, that films we develop, produce or distribute will be popular with consumers and perform well at the box office or in other distribution channels, or that broadcasters will license the rights to broadcast any of our television programs in development or renew licenses to broadcast programs in our library.
If we devote time and resources to developing and marketing products or entertainment that consumers do not accept, do not find interesting enough to buy in sufficient quantities to be profitable to us or do not purchase due to the pricing of a product, our revenues and profits may decline and our business performance may be harmed.
If we fail to respond to or capitalize on the rapid technological development in the entertainment industry, including changes in entertainment delivery formats, our business could be harmed.
The entertainment industry continues to experience frequent change driven by technological development and audience viewing preferences, including developments with respect to the formats through which films, television programming, and other episodic content are delivered to consumers.
With rapid technological changes and expanded digital content offerings, the scale and scope of these changes have accelerated in recent years.
Consumers are continuing to increase their access to television, film and other episodic content on streaming and digital content networks.
Similarly, some film releases go direct to streaming channels as opposed to theaters or at the same time as theaters or have gone to streaming channels after only a short period of time in the theaters.
The overall effect that technological development and new digital distribution platforms have on the revenue and profits we derive from our entertainment content, including from merchandise sales derived from such content, and the additional costs associated with changing markets, media platforms and technologies, is unpredictable.
The play industry is highly competitive.
In addition, we compete with companies focused on building their brands across multiple product and consumer categories, including through entertainment offerings.
Across our business, we face competitors who are constantly monitoring and attempting to anticipate consumer tastes and trends, seeking ideas which will appeal to consumers, and introducing new products that compete with our products for consumer acceptance and purchase.
These risks will be heightened if the use of artificial intelligence in developing products becomes safer, more accepted and otherwise more broadly adopted.
Our entertainment business, which following the sale of our eOne film and television business is primarily focused on Hasbro and family-oriented content, faces global competition from major film studios and television production companies as well as other independent distributors and independent content producers.
Many of these competitors release a large number of content offerings annually and command a significant share of box office revenues, streaming revenues, and television airtime, as well as other independent film and television production or distribution companies.
Some of these competitors have substantially greater marketing and financial resources than we do and may be able to compete aggressively on pricing in order to increase box office or streaming revenues, obtain distribution rights and obtain television airtime.
The competition we face may cause us to lose market share or achieve lower prices for productions based on our intellectual property, which could harm our business.
sales, which could result in write-offs which, in turn, would harm our results of operations.
Acquisitions of businesses and brands could also be adversely affected by changes in our business strategy or external factors.
For example, with our Blueprint strategy, we determined to sell, license or otherwise dispose of certain non-core assets, such as the recently completed sale of eOne Film and TV to Lionsgate.
products, result in excess inventory, or, in some situations, may cause a product or new brand introduction to be discontinued.
- Political instability, civil unrest and economic instability, such as has recently been experienced between Russia and Ukraine, which has resulted in a suspension of our business activities in Russia;
increase our cost of products imported into the U.S. or Europe, shift more orders from direct import to domestic sales, put additional shipping and warehousing burdens on us, delay the time of our sales to retailers, result in lost sales, and otherwise harm our business.
If we fail to develop diverse top talent, we may be unable to compete and our business may be harmed.
We promote a diverse and inclusive work environment.
To compete successfully, we must continuously develop a diverse group of talented people representative of our fans and customers which we believe will foster new ideas and perspectives that will benefit our business, including through enhanced product innovation.
Competition for diverse talent is intense.
The recent restructuring changes in our business may make it more difficult to attract and retain diverse talent.
We cannot guarantee we will achieve our goals or that our actions will result in expected benefits to our business.
such data.
This seasonality for our consumer products business has increased over time, as retailers become more and more efficient in their control of inventory levels through quick response or just in time inventory management techniques, including the use of automated inventory replenishment programs.
Similarly, ecommerce retailers tend to hold less inventory and take inventory closer to the time of sale to consumers than traditional retailers.
As a result, customers are timing their orders so that they are being filled by suppliers, such as us, closer to the time of purchase by consumers.
Our entertainment business is also subject to variations based on the timing of television, film, streaming and digital content releases or other factors, such as labor or union strikes.
Release dates are determined by several factors, including the timing of holiday periods, geographical release dates and competition in the market.
An excerpt. Shown here: 40 of 78 rewritten, 40 of 55 added and 40 of 54 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors. in the FY2024 filing and the FY2023 filing.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
121 rewritten, 143 added, 552 removed, 106 unchanged
Hasbro is a [removed: toy] [added: leading game, IP,] and [removed: game] [added: toy] company whose mission is to [removed: entertain] [added: create joy] and [removed: connect generations of fans] [added: community] through the [removed: wonder of storytelling and exhilaration] [added: magic] of play.
[Table [removed: of](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_7) [Contents](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_7)][added: of Contents](#i18f05b13baab4168aeca47a69b9b346c_7)]
[removed: Hasbro generates] [added: We generate] revenue and [removed: earns] [added: earn] cash by developing, marketing, licensing and selling products, play and entertainment experiences, based on our global brands as well as other IP in a broad variety of categories.
This includes: innovative toy and gaming brands and role-playing and fantasy card collecting [removed: games,] [added: games;] the marketing and sale of toys and games, including our owned and partner brands, through retail stores, ecommerce platforms and Hasbro Direct, our direct-to-consumer platform; the distribution, license and sale of digital games developed both internally and through licensing out our IP to third parties, such as [removed: *Baldur's] [added: Baldur's] Gate 3, Monopoly [removed: Go!* and *Magic: The Gathering Arena* and other digital games.][added: Go!]
[removed: *Financial Statements*,] [added: See Note 3, Sale] of [removed: this Form 10-K,] [added: Entertainment One Film and TV Business, in our consolidated financial statements] for [removed: further] [added: additional] information on the sale of the [removed: Company's] eOne Film and TV business.
[removed: ◦Net revenues in the Consumer Products segment decreased 19% to $2,886.4 million;] Wizards of the Coast and Digital Gaming segment [removed: increased 10% to $1,457.6 million; and Entertainment segment] net revenues [removed: decreased 31%] [added: increased 4% in 2024 compared] to [removed: $659.3 million.][added: 2023.]
[removed: ◦Operating profit] [added: The increase] in [removed: 2023] [added: Entertainment segment operating results in 2024] was [removed: negatively impacted] [added: driven] by non-cash [removed: goodwill and asset] impairment charges [added: in 2023 comprised] of [removed: $1,307.2 million recorded within the Entertainment segment consisting of: $231.2 million related to the] [added: a] goodwill impairment [added: charge] of [removed: the] [added: $1,191.2 million primarily associated Company's] eOne Film [removed: &] [added: and] TV [added: business; a loss on disposal of] business [removed: included in Impairment] of [removed: goodwill; $65.0] [added: $539.0] million related to [removed: an impairment] [added: the sale] of the [removed: Company's definite-lived intangible,] eOne [removed: Trademark, included in Selling, distribution] [added: Film] and [removed: administration; a goodwill impairment charge of $960.0 million due to impairment of the Company's Family Brands business included in Impairment of goodwill; and,] [added: TV business; and intangible asset] impairment charges of [added: $65.0 million and] $51.0 million related to [removed: the impairment of the Company's PJ MASKS] definite-lived intangible [removed: asset, included within Selling, distribution] [added: assets for the eOne Trademark] and [removed: administration.][added: PJ MASKS, respectively.]
| Net revenues | | | $ | [removed: 5,003.3] [added: 4,135.5] | | | | | [removed: $] [added: 100.0] | [removed: 5,856.7] | [added: %] | | | | $ | [removed: 6,420.4] [added: 5,003.3] | | [added: | | | 100.0 | | % | | | | | | | | | | | | |]
| Operating [removed: (loss)] profit [added: (loss):] | | | [removed: (1,538.8)] | | | | | | [removed: 407.7] | | | | | | [removed: 763.3] | | |
| [removed: (Loss) earnings] [added: Earnings (loss)] before income taxes | | | [added: 497.0 | | | | | | 12.0 | | % | | | |] (1,709.1) | | | | | | [removed: 261.5] [added: (34.2)] | | [added: %] | | | | [removed: 581.9] | | | [added: | | | | | |]
| Net [removed: (loss)] earnings [added: (loss)] | | | [added: 394.4 | | | | | | 9.5 | | % | | | |] (1,487.8) | | | | | | [removed: 203.0] [added: (29.7)] | | [added: %] | | | | [removed: 435.3] | | | [added: | | | | | |]
| Net earnings (loss) attributable to noncontrolling interests | | | [added: 8.8 | | | | | | 0.2 | | % | | | |] 1.5 | | | | | | [removed: (0.5)] [added: —] | | [added: %] | | | | [removed: 6.6] | | | [added: | | | | | |]
| Net [removed: (loss)] earnings [added: (loss)] attributable to Hasbro, Inc. | | | [added: $ | 385.6 | | | | | 9.3 | | % | | | | $ |] (1,489.3) | | | | | [added: (29.8)] | [removed: 203.5] | [added: %] | | | | | [removed: 428.7] | | | [added: | | | | |]
| [removed: Diluted (loss)] [added: Net] earnings [added: (loss)] per [removed: share] [added: common share:] | | | [removed: (10.73)] | | | | | | [removed: 1.46] | | | | | | [removed: 3.10] | | | [added: | | | | | | | | | | | | | | | | | |]
The fiscal year ended December [removed: 31, 2023] [added: 29, 2024] was a [removed: fifty-three] [added: fifty-two] week [removed: period, December 25, 2022] [added: period] and [added: fiscal year] December [removed: 26, 2021 were each fifty-two] [added: 31, 2023 was a fifty-three] week [removed: periods.][added: period.]
[removed: *2023*][added: | | | | 2024 | | | | | | | | | | | | 2023 | | | | | | | | | | | | | | | | | | | | |]
[removed: ◦A] [added: During 2023, the Company recorded $1,191.2 million of] non-cash goodwill impairment [removed: charge of $960.0 million recorded during the fourth quarter of 2023, as a result of] [added: charges associated with goodwill assigned to] the Company's [removed: impairment review of its Family Brands] [added: Film and TV] reporting unit.
[removed: ◦A] [added: The] Loss on disposal of business [removed: of $419.7 million related to] [added: for both periods represents] the [added: loss recognized associated with the] sale of the Company's [removed: non-core] eOne Film and TV business within the Entertainment [removed: segment, executed] [added: segment] during [removed: the fourth quarter; and][added: 2023.]
The following table presents net revenues expressed in millions of dollars, by brand portfolio for [removed: each year in the three years ended December 31, 2023.][added: 2024 and 2023:]
| [added: Net Revenues] | | | [removed: 2023 Net Revenues] | | | [removed: % Change] [added: 2024] | | | [removed: 2022 Net Revenues] | | | [removed: % Change] [added: 2023] | | | [removed: 2021 Net Revenues] | | | [added: % Change | | |]
| Franchise Brands | | | [added: | | |] $ | [removed: 3,256.5] [added: 3,120.9] | | [removed: \-3] | | [removed: %] | $ | [removed: 3,350.8] [added: 3,256.5] | | [removed: \-5] | | [removed: %] | [removed: $] [added: (4)] | [removed: 3,541.9] | [added: %] |
| Partner Brands | | | [removed: 687.8] | | | [removed: \-35] [added: 583.4] | | [removed: %] | [removed: 1,052.0] | | | [removed: \-9] [added: 687.8] | | [removed: %] | [removed: 1,161.0] | | | [added: (15) | | % |]
| Non-Hasbro Branded Film & TV [added: (1)] | | | [removed: 537.7] | | | [removed: \-35] [added: —] | | [removed: %] | [removed: 828.7] | | | [removed: \-17] [added: 537.2] | | [removed: %] | [removed: 997.7] | | | [added: (100) | | % |]
| Total | | | [added: | | |] $ | [removed: 5,003.3] [added: 4,135.5] | | | | | $ | [removed: 5,856.7] [added: 5,003.3] | | | | | [removed: $] [added: (17)] | [removed: 6,420.4] | [added: %] |
[removed: *Franchise Brands:*] The Franchise Brands portfolio net revenues decreased [removed: 3%] [added: 4%] in [removed: 2023] [added: 2024 as] compared to [removed: 2022.][added: 2023.]
The net revenue decrease primarily reflects lower net revenues from [removed: NERF] [added: NERF, STAR WARS and MARVEL] products, [removed: lower net revenues from] [added: POWER RANGERS,] Hasbro [removed: Gaming products, lower net revenues from PLAY-DOH products compared to 2022, which benefited from the release of *Play-doh Squished* programming] [added: Gaming,] and [removed: to a lesser extent, lower net revenues from PEPPA PIG products.][added: TRANSFORMERS.]
[removed: These net revenue decreases] [added: Net revenues in 2023] were [removed: partially offset] [added: supported] by [removed: net revenue increases from] DUNGEONS & DRAGONS digital [removed: gaming] [added: game and] products, most notably *Baldur's Gate 3*, the DUNGEONS & DRAGONS-based role-playing video game released during the third quarter 2023, as well as [removed: the] theatrical release of [removed: *Dungeons] [added: *Dungeon] & Dragons: Honor Among Thieves* released in March [removed: 2023 and higher net revenues from D&D Beyond, acquired during the second quarter of 2022.][added: 2023.]
[removed: *Partner Brands:*] The Partner Brands portfolio net revenues [removed: declined 35%] [added: decreased 15%] in [removed: 2023] [added: 2024 as] compared to [removed: 2022.][added: 2023.]
[removed: In 2023,] [added: During 2024,] Partner Brands net revenue [removed: declines] [added: decreases] were [removed: primarily] driven by lower [removed: sales of the Company's products for DISNEY FROZEN and DISNEY PRINCESS due to the expiration of the related license agreements in December 2022, lower] net revenues from the Company's products for [removed: MARVEL and] STAR WARS [removed: compared to 2022,] [added: and MARVEL] which benefited from a [removed: robust] [added: broader] slate of entertainment releases in [removed: 2022 as described below,] [added: prior years] without [removed: comparable releases] [added: a more recent release entertainment release to support revenue] in [added: 2024.]
[removed: These decreases were partially offset by net] [added: Additionally,] revenue [removed: contributions from the introduction of] [added: in 2023 was higher due to] the Company's products for INDIANA [removed: JONES,] [added: JONES] supported by the June 2023 theatrical release of *Indiana Jones and the Dial of Destiny*.
These [added: revenue] decreases were partially offset by [removed: net revenues] [added: revenue contributions] from FURBY products following the Company's [removed: successful] reintroduction of the brand and refreshed product line during the second quarter of 2023, [removed: as well as higher net revenues from GI JOE products.][added: BEYBLADE products following the Company's refreshed product line in 2024, and licensing revenue for MY LITTLE PONY trading cards.]
The summary that follows provides a discussion of the results of operations of our [removed: four reportable] segments: Consumer Products, Wizards of the Coast & Digital [removed: Gaming, Entertainment and Corporate] [added: Gaming] and [removed: Other.][added: Entertainment.]
| Consumer Products | | | $ | [removed: 2,886.4] [added: 2,543.9] | | [removed: \-19] | | [removed: %] | $ | [removed: 3,572.5] [added: 2,886.4] | | [removed: \-10] | | [removed: %] | [removed: $] [added: (12)] | [removed: 3,981.6] | [added: %] |
| Wizards of the Coast [removed: &] [added: and] Digital Gaming | | | [removed: 1,457.6] [added: 1,511.3] | | | [removed: 10] | | [removed: %] | [removed: 1,325.1] [added: 1,457.6] | | | [removed: 3] | | [removed: %] | [removed: 1,286.6] [added: 4] | | [added: %] |
| Entertainment | | | [removed: 659.3] [added: 80.3] | | | [removed: \-31] | | [removed: %] | [removed: 959.1] [added: 659.3] | | | [removed: \-17] | | [removed: %] | [removed: 1,152.2] [added: (88)] | | [added: %] |
The following table presents the Consumer Products segment net revenues by major geographic region for [removed: each fiscal year in the three years ended December 25, 2022.][added: 2024 and 2023:]
| [removed: | | | 2023] Net Revenues | | | [removed: | | | % Change] [added: 2024] | | | | | | [removed: 2022 Net Revenues] [added: 2023] | | | | | | % Change | | | [removed: | | | 2021 Net Revenues | | |]
| North America | | | $ | [removed: 1,649.1 | | | | | \-20 |] [added: 1,493.0] | [removed: %] | | | | $ | [removed: 2,064.8] [added: 1,649.1] | | | | | [removed: \-11] [added: (9)] | | % | [removed: | | | $ | 2,315.9 | |]
| Europe | | | [removed: 669.5 | | | | | | \-26] [added: 519.7] | | [removed: %] | | | | [removed: 899.5] [added: 669.5] | | | | | | [removed: \-16] [added: (22)] | | % | [removed: | | | 1,067.7 | | |]
| Asia Pacific | | | [removed: 256.3 | | | | | | \-13] [added: 286.7] | | [removed: %] | | | | [removed: 293.4] [added: 256.3] | | | | | | [removed: \-5] [added: 12] | | % | [removed: | | | 310.1 | | |]
The following includes a comparison of our consolidated results of operations for fiscal years 2024 and 2023.
For a comparison of our consolidated results of operations for fiscal years 2023 and 2022, see Item 7 of Part II, “Management’s Discussion and Analysis of Financial Condition and Results of Operations”, of our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the SEC on February 28, 2024.
With over 100 years of expertise, we deliver play experiences for fans of all ages around the world, through physical and digital games, video games, toys, licensed consumer products, location-based entertainment, film, TV and more.
and Magic: The Gathering Arena and other digital games; and entertainment content.
Additionally, the Company generates revenue through licensing our brands to third parties for toys and games, consumer products, such as apparel and
publishing, as well as for use in theme park attractions and other forms of location-based entertainment and within formats such as film and TV programming.
The following table presents the consolidated results of operations for 2024 and 2023:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | Amount | | | | | | % of Net Revenues | | | | | | Amount | | | | | | % of Net Revenues | | | | | | | | | | | | | | |
| Costs and expenses | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Cost of sales | | | 1,179.5 | | | | | | 28.5 | | % | | | | 1,706.0 | | | | | | 34.1 | | % | | | | | | | | | | | | |
| Royalties | | | 284.2 | | | | | | 6.9 | | % | | | | 428.3 | | | | | | 8.6 | | % | | | | | | | | | | | | |
| Product development | | | 294.1 | | | | | | 7.1 | | % | | | | 306.9 | | | | | | 6.1 | | % | | | | | | | | | | | | |
| Advertising | | | 319.5 | | | | | | 7.7 | | % | | | | 358.4 | | | | | | 7.2 | | % | | | | | | | | | | | | |
| Total costs and expenses | | | 3,445.5 | | | | | | 83.3 | | % | | | | 6,542.1 | | | | | | 130.8 | | % | | | | | | | | | | | | |
| Non-operating expense | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Interest expense | | | 171.2 | | | | | | 4.1 | | % | | | | 186.3 | | | | | | 3.7 | | % | | | | | | | | | | | | |
| Interest income | | | (47.3) | | | | | | (1.1) | | % | | | | (23.0) | | | | | | (0.5) | | % | | | | | | | | | | | | |
| Other expense, net | | | 69.1 | | | | | | 1.7 | | % | | | | 7.0 | | | | | | 0.1 | | % | | | | | | | | | | | | |
| Total non-operating expense, net | | | 193.0 | | | | | | 4.7 | | % | | | | 170.3 | | | | | | 3.4 | | % | | | | | | | | | | | | |
| Income tax expense (benefit) | | | 102.6 | | | | | | 2.5 | | % | | | | (221.3) | | | | | | (4.4) | | % | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Basic | | | $ | 2.77 | | | | | | | | | | | $ | (10.73) | | | | | | | | | | | | | | | | | | | |
| Diluted | | | $ | 2.75 | | | | | | | | | | | $ | (10.73) | | | | | | | | | | | | | | | | | | | |
Consolidated net revenues for the year ended December 29, 2024 decreased 17.3% to $4,135.5 million from $5,003.3 million for the year ended December 31, 2023, primarily driven by a $579.0 million, or 88%, decline in the Entertainment segment as a result of the sale of the eOne Film and TV business during the fourth quarter of 2023 and a $342.5 million, or 12%, decline in the Consumer Products segment, partially offset by a $53.7 million, or 4%, increase in the Wizards of the Coast and Digital Gaming segment.
See the Segment Results discussion below for further details.
[Table of Contents](#i18f05b13baab4168aeca47a69b9b346c_7)
| | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Portfolio Brands | | | | | | 431.2 | | | | | | 521.8 | | | | | | (17) | | % |
(1) Net revenues from the Company's Non-Hasbro-branded Film and TV portfolio were associated with the Company's non-core eOne Film and TV business sold to Lionsgate during the fourth quarter of 2023.
*Franchise Brands:* Our Franchise Brands include our flagship owned or controlled brands, which we believe can deliver significant revenues, profits and growth over the long term, such as MAGIC: THE GATHERING, Hasbro Gaming, PLAY-DOH, TRANSFORMERS, DUNGEONS & DRAGONS, PEPPA PIG and NERF.
The net revenue decrease primarily reflects lower net revenues from NERF, DUNGEONS & DRAGONS, and TRANSFORMERS products.
Additionally, net revenues in 2023 were supported by TRANSFORMERS products from the June 2023 theatrical release of *TRANSFORMERS: Rise of the Beasts as* compared to the late September 2024 theatrical release of *Transformers One*.
The lower net revenues in 2024 from NERF and TRANSFORMERS products were partially offset by higher net revenues from MONOPOLY GO!.
*Partner Brands:* Partner Brands include those brands we license from other parties for which we develop toy and game products.
Partner brand revenues fluctuate based primarily on the entertainment releases around these brands in any given year, such as MARVEL, including SPIDER-MAN and THE AVENGERS, LUCASFILMS' STAR WARS, BEYBLADE, GHOSTBUSTERS, and INDIANA JONES.
*Portfolio Brands:* Portfolio Brands include those brands we own or control which we feel have upside in revenue and profitability that have not yet grown to the significance of a franchise brand.
The Portfolio Brands net revenues decreased 17% in 2024 as compared to 2023 primarily driven by lower net revenues from POWER RANGERS, PJ MASKS and BABY ALIVE products which were partially offset by revenue contributions from FURBY products following the Company's reintroduction of the brand and refreshed product line during the second quarter of 2023, the release of the next generation of BEYBLADE in 2024, and licensing revenue for MY LITTLE PONY trading cards.
We are Creating Magic Through Play by delivering engaging brand experiences for global audiences across gaming, consumer products and entertainment, with a portfolio of iconic brands including MAGIC: THE GATHERING, Hasbro Gaming, PLAY-DOH, NERF, TRANSFORMERS, DUNGEONS & DRAGONS, and PEPPA PIG, as well as premier partner brands.
Hasbro is guided by our purpose to create joy and community for all people around the world, one game, one toy, one story at a time.
For the past decade, we have been consistently recognized for our corporate citizenship, including being named one of the 100 Best Corporate Citizens by 3BL Media and one of the World’s Most Ethical Companies by Ethisphere Institute.
Our strategic plan, which we sometimes refer to as our Blueprint or Blueprint 2.0, supports our mission by bringing compelling and expansive brand experiences to consumers and audiences around the world.
Using this approach, our brands are transformed as story-led and play-led consumer franchises brought to life through games, play and experiences and offered across a multitude of platforms and media.
Our commitment to disciplined, strategic investments, differentiates Hasbro as a purpose-driven business with diversified capabilities focused on driving long-term, sustainable and profitable growth and enhancing shareholder value.
Key elements of our strategy include:
- building innovative toys and games that create memorable, social and collectible experiences of play and entertainment in our key focus categories: games (board games, trading cards, role playing); preschool; action brands; creativity; outdoor; and dolls;
- pursuing a franchise-first approach to deliver the magic of our brands through licensing, digital games and entertainment;
- focusing on fewer, bigger, more profitable brands and driving market share in our key focus categories;
- investing in our Hasbro direct-to-consumer business and building direct relationships with fans through ecommerce, social, digital games and services;
- continuing to cultivate our digital gaming business, through AAA games, games as a service and licensing relationships that activate our brands;
- licensing of our brands through a growing portfolio of partners from theme park operators to toy companies, for consumers to experience our brands and drive communities of friendship and fandom around them;
- executing on our operational savings initiatives, including supply chain transformation, to improve operating results and reinvest in our business; and
- investing in and empowering our people at all levels of our organization and continue to foster a diverse and inclusive culture that drives accountability and focuses on profitability.
Additionally, the Company generates revenue though the development, production and sales of entertainment content and from out-licensing certain non-core brands which are more profitable through a licensing arrangement for products that include various toys and games, consumer products, such as apparel and publishing, as well as for use in theme park attractions and other forms of location-based entertainment and within formats such as film and TV programming.
The impact of changes in foreign currency exchange rates used to translate the consolidated statements of operations is quantified by translating the current period revenues at the prior period exchange rates and comparing this amount to the prior period reported revenues.
The Company believes that the presentation of the impact of changes in exchange rates, which are beyond the Company’s control, is helpful to an investor’s understanding of the performance of the underlying business.
Results discussed herein include income from operations before income taxes attributable to the eOne Film and TV business sold to Lionsgate on December 27, 2023.
The eOne Film and TV results were recorded to the Company's Consolidated Statements of Operations, within the Entertainment segment, through the sale transaction closing date.
Assets of $1.5 billion and liabilities of $542.0 million, attributable to the eOne Film and TV business were de-consolidated as of the closing date and, as of December 31, 2023, there are no remaining carrying amounts relative to that part of the business within the Company's Consolidated Balance Sheets.
See note 3 to the consolidated financial statements included in Part II, Item 8.
During each of the periods presented in this Form 10-K there were significant charges and benefits incurred which impacted operating results.
These charges are detailed below in the Summary of Financial Performance.
2023 highlights
- Net revenues of $5,003.3 million decreased 15% from $5,856.7 million in 2022.
The decline in net revenues includes a favorable foreign currency translation of $20.6 million.
◦Franchise Brands net revenues decreased 3%; Partner Brands net revenues decreased 35%; Portfolio Brands net revenues decreased 17%; and Non-Hasbro Branded Film and TV net revenues declined 35%.
◦Hasbro’s total gaming portfolio, including the Hasbro Gaming portfolio as reported above, and all other gaming revenue, most notably MAGIC: THE GATHERING and MONOPOLY, totaled $2,074.4 million, an increase of 4%.
- Operating losses were $1,538.8 million, or 30.8% of net revenues in 2023 and declined compared to operating profit of $407.7 million, or 7.0% of net revenues in 2022.
◦Operating profit in the Consumer Products segment declined greater than 100% to an operating loss of $64.7 million; Wizards of the Coast and Digital Gaming segment operating profit declined 2% to $525.7 million; Entertainment segment operating losses declined to an operating loss of $1,911.5 million; and Corporate and Other operating losses improved 76% to an operating loss of $88.3 million.
See note 6 to our Consolidated Financial Statements, included in Part II, Item 8.
*Financial Statements*, of this Form 10-K for more information on these impairments and charges.
◦Certain other charges impacting 2023 operating segment performance, in the Company’s Consumer Products, Entertainment and Corporate and Other segments, are discussed below in Results of Operations - Consolidated
- Net losses attributable to Hasbro, Inc. were $1,489.3 million in 2023, or $10.73 per diluted share, compared to net earnings attributable to Hasbro, Inc. of $203.5 million, or $1.46 per diluted share in 2022.
2022 highlights
- Net revenues of $5,856.7 million decreased 9% from $6,420.4 million in 2021.
The decline in net revenues includes an unfavorable foreign currency translation of $166.3 million.
◦Net revenues in the Consumer Products segment decreased 10% to $3,572.5 million; Wizards of the Coast and Digital Gaming segment increased 3% to $1,325.1 million; and Entertainment segment net revenues decreased 17% to $959.1 million.
◦TV/Film/Entertainment portfolio net revenues decreased 17%; Hasbro Gaming net revenues decreased 13%; Emerging Brands net revenues decreased 12%; Partner Brands net revenues decreased 9%; and Franchise Brands net revenues decreased 4%.
An excerpt. Shown here: 40 of 121 rewritten, 40 of 143 added and 40 of 552 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. in the FY2024 filing and the FY2023 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
1 rewritten, 0 added, 0 removed, 2 unchanged
[Table [removed: of](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_7) [Contents](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_7)][added: of Contents](#i18f05b13baab4168aeca47a69b9b346c_7)]
Item 1. Business.
87 rewritten, 123 added, 235 removed, 122 unchanged
Hasbro, Inc. (“Hasbro”) is a [removed: toy] [added: leading game, intellectual property ("IP"),] and [removed: game] [added: toy] company whose mission is to [removed: entertain] [added: create joy] and [removed: connect generations of fans] [added: community] through the [removed: wonder of storytelling and exhilaration] [added: magic] of play.
For more than a decade, [removed: we have] [added: Hasbro has] been consistently recognized for [removed: our] [added: its] corporate citizenship, including being named one of the 100 Best Corporate Citizens by 3BL Media, [removed: one of the World’s Most Ethical Companies by Ethisphere Institute and] [added: a 2025 JUST Capital Industry Leader,] one of the 50 Most Community-Minded Companies in the U.S. by the Civic [removed: 50.][added: 50, and a Brand that Matters by Fast Company.]
[removed: During fiscal 2023,] [added: Specifically,] we [removed: strengthened our leadership team with industry veterans and turnaround experts and have] focused our [added: efforts on] strategic investments [removed: on] [added: in] our most valuable and profitable franchises across games, [removed: toys, licensing] [added: licensing, toys] and entertainment.
[Table [removed: of](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_7) [Contents](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_7)][added: of Contents](#i18f05b13baab4168aeca47a69b9b346c_7)]
[removed: *Executive] [added: *Board and Executive] Leadership*
[removed: Previously,] [added: | (3) Prior to joining Hasbro in 2023,] Mr. Kilpin [added: served as Executive Chairman and Chief Executive Officer of PlayMonster Group, LLC from 2020 to 2023. Prior thereto, Mr. Kilpin] held senior leadership positions within the toy and entertainment industry at companies that include Activision Blizzard, Inc., Mattel, Inc. and The Walt Disney Company. [added: | | | | | |]
[removed: *Baldur's] [added: ◦the 2023 release of Baldur's] Gate [removed: 3*, released in] [added: 3,] the [removed: third quarter of 2023] [added: DUNGEONS & DRAGONS-based role-playing video game] from our partners at Larian [removed: Studios, has] [added: Studios which] won [removed: six] [added: several] awards, including Game of the Year at the 10th annual Game [removed: Awards.][added: Awards; and]
[added: ◦*Digital Games Licensing:*] We [removed: experienced success through the] out-license [removed: of] certain of our brands to other third-party digital game developers who transform Hasbro brand-based characters and other intellectual properties into digital gaming [removed: experiences.][added: experiences such as Monopoly Go!]
[removed: One example is the popular] free-to-play mobile game, [removed: *Monopoly Go!*,] released by Scopely, Inc. during 2023 and based on the classic [removed: MONOPOLY] board [removed: game.][added: game, MONOPOLY;]
[removed: *Hasbro Transformation Office; Operational] [added: *Operational] Excellence Program*
[removed: Our HTO aligns and delivers] [added: In 2024, we continued to execute] on our Operational Excellence program, an ongoing enterprise-wide cost-savings initiative [removed: intended to improve our business through specialized organizational programs] that [removed: include] [added: includes] targeted cost-savings, supply chain transformation and certain other restructuring actions designed to drive growth and enhance shareholder value.
Our [added: Mission and] Strategy
[removed: Licensing][added: - *Licensing IP*.]
Our [removed: toys and games] [added: products] include [added: a wide range of games, trading cards and collectibles,] action figures, arts and crafts and creative play products, dolls, play sets, preschool toys, plush products, [removed: sports action blasters and accessories,] vehicles and toy-related specialty products, [removed: games] [added: sports action products] and [added: accessories and] many other consumer products which represent an array of internationally recognizable brands that capture the imagination of our consumers worldwide.
[removed: Within toys and games, as a leading producer of new and innovative gaming brands and play experiences, our] [added: Our] gaming business continues to transform game [removed: play.][added: play with new and innovative games and play experiences.]
To successfully execute our gaming strategy, we [removed: consider] [added: focus on] brands [removed: which] [added: that] capitalize on existing trends while evolving our approach using consumer insights and data analytics, technology advancements and offering game-play experiences addressed to consumer demand for face-to-face, trading card and digital game experiences played as board, off-the-board, digital, card, electronic, trading card and role-playing games.
Our subsidiary, Wizards of the Coast (“Wizards”), is a critical part of our gaming business, driving innovation and growth through its popular role-playing and fantasy card-collecting [removed: games such as MAGIC: THE GATHERING, Hasbro's first billion-dollar brand which benefited from multiple tentpole set releases exceeding $100.0 million per set during 2023, and DUNGEONS & DRAGONS.][added: games.]
Our [added: other] iconic game brands include long-time favorites such as MONOPOLY, JENGA, CONNECT 4, THE GAME OF LIFE, SCRABBLE, CLUE and TRIVIAL PURSUIT, as well as many other well-known game [removed: brands.][added: brands and newer games that are geared toward a mature consumer.]
[removed: As a complement to our toy and game business, we promote] [added: We are increasingly promoting] our brands through the out-licensing of our intellectual properties to third parties for [removed: promotional and merchandising uses in] a wide range of [added: digital games,] consumer [removed: products.][added: products and location-based experiences.]
[removed: These include] [added: ◦*Consumer Products Licensing:* We license our intellectual property for a variety of consumer products, including] apparel, publishing, home goods and electronics, or in certain situations, toy products where the out-licensing of brands is more effective and profitable than developing and marketing the products ourselves.
[added: Together we relaunched LITTLEST PET SHOP through a Roblox] experience in December [removed: 2023 and expect] [added: 2023,] a refreshed LITTLEST PET SHOP product lineup in the first half of 2024 featuring new characters, collectables, and [removed: play-sets.][added: playsets.]
[removed: Important] [added: - *Digital Gaming.* Key] to our success is the continued [added: investment in,] growth and development [removed: of] [added: of,] our digital gaming business, including development of AAA games, games as a service and licensed games.
[removed: In 2022, we acquired] [added: ◦our 2022 acquisition of] D&D Beyond, the premier digital content platform for DUNGEONS & DRAGONS.
[removed: In addition, we] [added: We] continue to develop and enhance other digital games internally and through third parties.
For example, we have developed and launched the digital version of the MAGIC: THE GATHERING card game, *Magic: The Gathering Arena* and its related mobile application, both of which complement the Company's direct-to-customer relationships with our new and [removed: long-time,] [added: long-time] MAGIC: THE GATHERING fan-base.
Reinforcing storylines associated with our owned and controlled [removed: Hasbro and Family Brands] [added: brands] through entertainment mediums, including television, film, digital content and other programming is our primary entertainment strategy.
With our cross-platform [removed: capabilities] [added: capabilities,] our entertainment business leverages film and television production and sales, digital content and children's programming to create compelling [removed: entertainment and drive creativity and overall awareness across brands with merchandising and licensing tie-ins.]
[removed: The principal] [added: Principal] brands include PEPPA PIG and MY LITTLE PONY whose content entertains children worldwide and generates revenues through licensing and merchandising programs across multiple retail categories.
[removed: *•Hasbro] [added: - *Hasbro] Direct*.
Our Hasbro Direct business [removed: is our] [added: adopts a] "Fans Come First" approach, intended to create direct connections with our [removed: consumers and includes the following platforms:][added: consumers.]
With these platforms, we are expanding and enhancing our capabilities beyond [removed: the] traditional ecommerce [removed: outlet] to serve our consumers and activate [removed: brands across Blueprint 2.0.][added: brands.]
Other aspects of our strategy that help drive our [added: consumer reach and] storytelling experiences include digital [removed: content, location-based entertainment, and publishing.][added: content.]
[removed: LBE] [added: ◦*Location-Based Entertainment:* Location-based entertainment (“LBE”)] includes licensing our brands to theme parks, water parks, hotels and resorts, family entertainment centers, retail, dining and entertainment, shows, exhibits and exhibitions such as Hasbro City, the [removed: newly-opened] [added: recently-opened] Hasbro-themed family entertainment center located in Paseo Interlomas, Mexico featuring thrilling theme park rides and experiences, live shows, food and beverage options and the region's first Hasbro-themed retail location.
[removed: - Partner Brands][added: Key partner brands include:]
[removed: -] [added: | John Hight (4) | | | 64 | | | President,] Wizards of the Coast and Digital Gaming [added: | | | Since 2024 | | |]
[removed: Our] [added: For our Consumer Products segment, our] customer order patterns may vary from year to year largely due to fluctuations in the degree of consumer acceptance of product lines, supply and product availability, marketing strategies and inventory policies of retailers, TV and film content releases, including the dates of theatrical releases of major motion pictures for which we offer products, and changes in overall economic conditions.
In [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the second half of the year accounted for approximately [removed: 56%] [added: 58%] and [removed: 57%] [added: 56%] of full year revenues, respectively, with the third and fourth quarters accounting for approximately [removed: 30%] [added: 31%] and [removed: 26%,] [added: 27%,] respectively, of full year net revenues in [removed: 2023] [added: 2024] and [removed: 28%] [added: 30%] and [removed: 29%,] [added: 26%,] respectively, of full year revenues in each of the third and fourth quarters of [removed: 2022.][added: 2023.]
Our success is dependent on continuous innovation in our [removed: storytelling and] play offerings and requires ongoing development of new brands and products alongside the redesign of existing products to drive consumer interest and market acceptance.
[removed: These costs include activities related to] [added: Our products are developed by a global development function, which is responsible for] the development, design and engineering of new products and their packaging and [removed: on] the [added: innovation,] improvement or modification of ongoing products.
In addition to the design and development work performed by our own staff, we work with a number of independent toy and game [removed: designers,] [added: designers] and compete for their designs and ideas with other toy and game manufacturers.
With over 100 years of expertise, we deliver play experiences to kids, families, and fans around the world, through physical and digital games, video games, toys, licensed consumer products, location-based entertainment, film, TV and more.
Through our franchise-first approach, we unlock value from both new and legacy IP, including MAGIC: THE GATHERING, DUNGEONS & DRAGONS, MONOPOLY, HASBRO GAMES, NERF, TRANSFORMERS, PLAY-DOH and PEPPA PIG, as well as premier partner brands.
Powered by our portfolio of iconic brands and a diversified network of partners and subsidiary studios, we bring fans together wherever they are, from tabletop to screen.
Fiscal year 2024 was a year of continued transformation for our business and we began to see tangible results from our initiatives.
We also made significant progress in our cost-savings initiatives, and further strengthened our leadership team with industry veterans and turnaround experts.
*2024 Business Results*
We finished 2024 with momentum, led by another record year in our Wizards of the Coast and Digital Games segment, continued success in licensing, and operating profit improvement across the Company.
- MAGIC: THE GATHERING had a solid year, nearly matching 2023’s record despite fewer set releases.
Modern Horizons 3, Bloomburrow, and Duskmourn led performance in tentpole sets with backlist and Secret Lair demand also exceeding expectations.
- Digital licensing growth was led by Monopoly Go!
from our partners at Scopely, Inc., closing the year with a successful TV campaign and the launch of Tycoon Club.
We also continued to see sales from Baldur's Gate 3 after its successful release in 2023 by our partners at Larian Studios.
- For DUNGEONS & DRAGONS, we celebrated the brand’s 50th Anniversary with the 2024 Players Handbook and Dungeon Master’s Guide, both top selling products in D&D’s history.
- In our Consumer Products segment, we saw solid performance from BEYBLADE and TRANSFORMERS led by innovation and the animated film Transformers One with our partners at Paramount.
- Licensing in our Consumer Products segment grew on the back of MY LITTLE PONY trading cards.
- Our toys business had improved profitability behind supply chain productivity and lean inventory management.
Since this program was initiated in 2022, we have delivered approximately $600 million of gross cost savings and $320 million of net cost savings.
In March 2024, we brought additional skills and experience to our Board of Directors with the addition of Frank Gibeau, Darin Harris, and Owen Mahoney, each of whom has significant executive and relevant operational leadership expertise.
Three longer-tenured directors, Michael Burns, Tracy Leinbach and Linda Zecher Higgins, retired from the Board in May 2024.
On July 18, 2024, we announced the appointment of John Hight as the new President of Wizards of the Coast and Digital Gaming.
Mr. Hight previously served as Senior Vice President and General Manager of the Warcraft Franchise at Blizzard Entertainment, overseeing all development and commercial activities for World of Warcraft, Hearthstone, and Warcraft Rumble.
On July 18, 2024, we also announced the appointment of Holly Barbacovi, a seasoned HR leader, as our new Chief People Officer.
Ms. Barbacovi previously served as Wizards of the Coast’s Vice President of Human Resources from 2016 to 2020.
She rejoined Hasbro from Bungie, where she most recently served as Chief Operating Officer and prior to that was their Chief People Officer.
Our mission is to create joy and community through the magic of play, a universal need that lies at the heart of our brands.
Games, IP, and toys each play an important role in driving our play-focused mission.
Toys are often the first handshake we have with consumers, providing an opportunity for consumers at all ages to enjoy our brands.
Games offer consumers additional channels to experience our brands, both in traditional format and through digital games.
Licensing our intellectual property and strategic partnerships provide further opportunities to extend the reach of our brands across digital games, consumer products categories, entertainment, location-based experiences, and more.
We believe our diversified portfolio positions us for continuous and extended reach with consumers and long-term growth.
We are Playing to Win. In 2025, we launched our refreshed strategy "Playing to Win" to refocus the Company on play and partnership.
Through play fueled brand engagement and partner scaled co-investment, we plan to expand our consumer reach as a games, IP, and toy company.
We have set goals and objectives to be one of the most profitable and diverse toy and game companies globally, powered by multi-segment and multi-generational franchises.
To significantly extend our consumer reach and drive for revenue and profit growth, we are focusing on five key strategic building blocks:
- *Profitable Franchises:* Focus on improving the fundamentals of profitable, play-focused brands, through innovation, partnership, operational excellence, managed cost-discipline and retail execution.
- *Aging Up*: Expand our consumer base and drive play and collectible experiences for fans of all ages, recognizing that consumers aged 13 and above are gaining purchase share.
- *Everyone Plays:* Engage across the play spectrum to where we under-index and capture new consumers across demographics and markets.
- *Digital and Direct:* Embrace new ways to engage with our consumers through video games, digital technology and direct-to-consumer interactions.
- *Partner Scale:* Capitalize on our partners’ investments and scale to enhance our brands through strategic relationships and licensing arrangements.
Our Business: Games, IP, and Toys. We operate in three lines of business: games, IP, and toys, each playing a role in driving our play-focused mission.
We are Creating Magic Through Play by delivering engaging brand experiences for global audiences across gaming, consumer products and entertainment, with a portfolio of iconic brands including MAGIC: THE GATHERING, Hasbro Gaming, PLAY-DOH, NERF, TRANSFORMERS, DUNGEONS & DRAGONS, and PEPPA PIG, as well as premier partner brands.
Hasbro is guided by our purpose to create joy and community for all people around the world, one game, one toy, one story at a time.

Fiscal year 2023 was a year of transformation for our business.
Following the October 2022 announcement of our revised strategic plan, we embarked upon an ambitious, multi-year transformation guided by our revamped strategy.
Since that announcement, we have been able to create efficiencies in our supply chain, improve our inventory position, lower our costs, and reinvest back into the business.
This focused strategy also led to the decision to sell certain non-core parts of our business, including the Entertainment One film and television business not relating to Hasbro and family-oriented brands, which we refer to as Hasbro Brands and Family Brands.
In 2023, we experienced stronger than expected market headwinds within our Consumer Products business, resulting in our difficult decision to take additional headcount reductions and accelerate the process of certain organizational structure changes that is expected to result in the reallocation of people and resources, both in effort to strengthen our foundation and position Hasbro for growth.
A further description of key 2023 developments are summarized below.
On April 12, 2023, we announced the appointment of Gina Goetter as Chief Financial Officer, effective May 18, 2023.
Ms. Goetter joined Hasbro from Harley Davidson, Inc., where she served as Chief Financial Officer.
Prior to her time at Harley Davidson, Inc., Ms. Goetter served in senior leadership roles at Tyson Foods, Inc. and General Mills, Inc., where she was responsible for leading the turnaround of those businesses.
Ms. Goetter succeeded Deborah Thomas, who retired from the Company after 24 years of instrumental leadership of the Company.
On April 12, 2023, we also announced the appointment of industry veteran Tim Kilpin as President, Toys, Licensing & Entertainment, effective April 24, 2023.
Mr. Kilpin joined Hasbro from PlayMonster Group, LLC, where he served as Executive Chairman and Chief Executive Officer.
*Focus on Fewer, Bigger and More Profitable*
We continued focusing our efforts on fewer, bigger and more profitable brands in 2023.
For example, MAGIC: THE GATHERING had a record year in 2023 with a string of successful new sets.
In 2023, we expanded our Magic audience through the integration of other well-known IP, such as with *The Lord of the Rings: Tales of Middle-earth* card set, Magic's best-selling set of all time, released in June 2023.
For DUNGEONS & DRAGONS, we activated multiple parts of our Blueprint, including through the release of *Baldur’s Gate 3*, the DUNGEONS & DRAGONS-based role-playing video game, the theatrical release of *Dungeons & Dragons: Honor Among Thieves* and the continued integration of D&D Beyond, the premier digital content platform for DUNGEONS & DRAGONS acquired during the second quarter of 2022.
*Monopoly Go!* surpassed $1.0 billion in revenue in 2023, from which we receive digital licensing royalties.
In consumer products, we continue to seek ways to reinvent, redesign and reintroduce products on a cost-effective, profitable basis.
A key example of such a product is FURBY.
In 2023, we introduced a new product line of FURBY products for its 25th anniversary.
Additionally, we have focused on fewer brands and on our bigger and more profitable brands by reducing both our inventory position and our SKUs by approximately 50%.
*Sale of Non-core Entertainment One Film and TV Business*
On December 27, 2023, we completed the sale of our Entertainment One film and television business ("eOne Film and TV") to Lions Gate Entertainment Corp., Lions Gate Entertainment Inc. and Lions Gate International Motion Pictures S.à.r.l (collectively "Lionsgate"), pursuant to the terms of an equity purchase agreement dated August 3, 2023 among Hasbro and Lionsgate.
Lionsgate acquired the eOne Film and TV business for a purchase price of $375.0 million in cash, subject to certain purchase price adjustments plus the assumption by Lionsgate of production financing loans.
As part of the eOne Film and TV sale, we utilized the proceeds on sale to reduce our outstanding debt.
The sale included a team of talented employees, a content library of approximately 6,500 titles, and active productions for certain non-Hasbro owned intellectual properties such as *The Rookie* and *Yellow Jackets* franchises.
Going forward, we retained brand-based created content and the capability to develop and produce entertainment including animation, digital shorts, scripted TV and theatrical films related to core Hasbro IP as well as our Family Brands business, such as PEPPA PIG and PJ MASKS.
See note 3 to the consolidated financial statements included in Part II, Item 8.
Financial Statements, of this Form 10-K, for further information on the sale of eOne Film and TV.
Under our new strategic plan, in late 2022 we launched the Hasbro Transformation Office ("HTO"), a team of leaders dedicated to running a disciplined, purpose-built company that is simpler, more efficient and
redesigned to drive long-term sustainable growth in markets in which we compete.
As part of this program, in January 2023, the Company announced the intention to eliminate approximately 1,000 positions from its global workforce, or approximately 15% of global full-time employees (“Initial Actions”).
In December 2023, following a further review of the Company’s cost structure and organizational design, the Company announced additional strategic steps to position the business for future growth, including additional headcount reductions under the Operational Excellence Program, and a revised organizational structure whereby aspects of certain corporate functions are anticipated to be supported by a third-party outsourcing provider.
The Company’s organizational structure changes will result in the reallocation of people and resources, including voluntary early retirement for certain groups of employees and additional involuntary reductions in employees (“Additional Actions”).
The Company currently anticipates that approximately 900 incremental positions will be eliminated as part of the Additional Actions.
For additional information, see note 19 to the consolidated financial statements included in Part II, Item 8.
An excerpt. Shown here: 40 of 87 rewritten, 40 of 123 added and 40 of 235 removed. The counts are complete. For every sentence, read Item 1. Business. in the FY2024 filing and the FY2023 filing.
Item 3. . Legal Proceedings.
1 rewritten, 21 added, 0 removed, 0 unchanged
The Company is currently party to [added: other] certain legal proceedings, none of which we believe to be material to our business or financial condition.
On November 13, 2024, West Palm Beach Firefighters’ Pension Fund filed a putative class action lawsuit in the U.S. District Court for the Southern District of New York alleging violations of Sections 10(b) and 20(a) of the Securities and Exchange Act of 1934 and certain rules promulgated thereunder.
West Palm Beach Firefighters’ Pension Fund v.
Hasbro, Inc., Richard Stoddart, Christian Cocks, Deborah Thomas, Gina Goetter and Eric Nyman, Case No.1:24-cv-8633 (S.D.N.Y.).
The plaintiff asserts claims on behalf of persons and entities that purchased the Company’s securities between February 7, 2022 and October 25, 2023 (the “Class Period”), and seeks compensatory damages, interest, fees, and costs.
The complaint alleges that members of the putative class suffered losses as a result of false or misleading statements and withholding of information regarding the Company’s inventory, including quality and appropriateness thereof, during the Class Period.
The court is in the process of appointing a lead plaintiff.
The Company intends to vigorously defend against these claims.
Due to the early stages of this matter, the Company is unable to estimate a reasonably possible range of loss, if any, that may result from this matter.
On February 5, 2025, Dale Lee, derivatively on behalf of Hasbro, Inc., filed a putative shareholder derivative action against current and former members of the Board of Directors of the Company in the U.S. District Court for the Southern District of New York.
Lee v.
Cocks, et al., Case No. 1:25-cv-01018 (S.D.N.Y.).
The allegations in this complaint are nearly identical to those of the West Palm Beach Firefighters' Pension Fund action.
Plaintiff alleges, nominally on behalf of the Company, that the named defendants breached the Hasbro Code of Conduct and Audit Committee Charter as well as their individual fiduciary duties by making false or misleading statements, approving the making of false or misleading statements, and/or withholding information regarding the Company's inventory during the same time period as the Class Period.
The action alleges violations of Section 14(a) of the Exchange Act
[Table of Contents](#i18f05b13baab4168aeca47a69b9b346c_7)
and Rule 14a-9 with respect to the 2022 Proxy Statement, Section 10(b), 15 U.S.C. sec.
78(j) and Rule 10b-5.
Defendants have not yet responded to the action.
On February 21, 2025, Patrick Ayers, derivatively on behalf of Hasbro, Inc., filed a putative shareholder derivative action against certain of the Company’s executive officers and current and former members of the Board of Directors of the Company in the U.S. District Court for the Southern District of New York, et al., Case No. 1:25-cv-1504 (S.D.N.Y.).
The allegations in this complaint are substantially the same as those in the Lee action described above.
Defendants have not yet responded to this action.
Cover and table of contents
38 rewritten, 21 added, 13 removed, 94 unchanged
[Table [removed: of](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_7) [Contents](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_7)][added: of Contents](#i18f05b13baab4168aeca47a69b9b346c_7)]
For the fiscal year ended December [removed: 31, 2023][added: 29, 2024]
The aggregate market value on [removed: July 2, 2023] [added: June 28, 2024] (the last business day of the Company’s most recently completed second quarter) of the voting common stock held by non-affiliates of the registrant, computed by reference to the closing price of the stock on that date, was approximately [removed: $8,933,575,963.][added: $8.1 billion.]
The number of shares of common stock outstanding as of February [removed: 13, 2024] [added: 14, 2025] was [removed: 138,791,480.][added: 139,531,311.]
Portions of our definitive proxy statement for our [removed: 2024] [added: 2025] Annual Meeting of Shareholders are incorporated by reference into Part III of this Report.
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| [Item [removed: 13.](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_196)] [added: 13.](#i18f05b13baab4168aeca47a69b9b346c_202)] | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_196)] [added: Independence](#i18f05b13baab4168aeca47a69b9b346c_202)] | | | [removed: 125] [added: [94](#i18f05b13baab4168aeca47a69b9b346c_202)] | | |
| [Item [removed: 14.](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_199)] [added: 14.](#i18f05b13baab4168aeca47a69b9b346c_205)] | | | [Principal Accountant Fees and [removed: Services](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_199)] [added: Services](#i18f05b13baab4168aeca47a69b9b346c_205)] | | | [removed: 125] [added: [94](#i18f05b13baab4168aeca47a69b9b346c_205)] | | |
| [Item [removed: 15.](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_205)] [added: 15.](#i18f05b13baab4168aeca47a69b9b346c_211)] | | | [Exhibits and Financial Statement [removed: Schedules](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_205)] [added: Schedules](#i18f05b13baab4168aeca47a69b9b346c_211)] | | | [removed: 126] [added: [95](#i18f05b13baab4168aeca47a69b9b346c_211)] | | |
| [Item [removed: 16.](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_208)] [added: 16.](#i18f05b13baab4168aeca47a69b9b346c_214)] | | | [Form 10-K [removed: Summary](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_208)] [added: Summary](#i18f05b13baab4168aeca47a69b9b346c_214)] | | | [removed: 126] [added: [97](#i18f05b13baab4168aeca47a69b9b346c_214)] | | |
These “forward-looking statements” may relate to matters such as: our business and marketing strategies; anticipated financial performance or business prospects in future periods; relationships with business partners, [removed: customers] [added: licensees, licensors, customers, suppliers] and [removed: suppliers;] [added: employees;] purchasing patterns of our customers and consumers; expected technological and product developments; the [added: potential impact of the use of artificial intelligence in our and our competitors' products; the] expected timing for scheduled new product introductions or our expectations concerning the future acceptance of products by customers; [removed: expected benefits and plans relating to acquired brands, properties and businesses;] the development and timing of planned digital gaming products, consumer products and entertainment releases; [removed: adapting to changes in the methods of product and content distribution;] marketing and promotional efforts; research and development activities; [added: potential impact of current, potential, reciprocal and retaliatory tariffs;] management of supply and inventory; expectations related to our manufacturing; impact of public health conditions; adequacy of our properties; expected benefits and cost-savings resulting from the [removed: Company’s Operational Excellence Program;] [added: Company's transformation efforts;] expected benefits and cost-savings from certain restructuring [removed: actions and divestiture of non-core businesses or assets;] [added: actions;] capital expenditures; working capital; liquidity; timing of and amount of repayment of indebtedness; capital allocation strategy, including plans for [removed: dividends and] [added: dividends,] share [added: and debt] repurchases; and other financial, tax, accounting and similar matters.
*Risk Factors,* of this Form 10-K are illustrative and other risks and uncertainties may arise as are or may be detailed from time to time in our public announcements and our filings with the Securities and Exchange [removed: Commission,] [added: Commission ("SEC"),] such as on Forms 8-K, 10-Q and 10-K.
- We may not successfully implement and execute our business [removed: strategy and transformation initiatives.][added: strategy.]
- Consumer interests change quickly, making it difficult to develop innovative and successful [removed: products and entertainment.][added: products.]
- Our [removed: third-party] licenses [added: from third parties] may not be profitable [removed: and] [added: or] generate significant revenues or royalties for us if licensed material does not achieve sufficient market appeal.
- Our substantial business, sales and manufacturing outside the U.S. subjects us to risks of international [removed: operations.][added: operations, including the risk and impact of current, potential, retaliatory or reciprocal tariffs on our products.]
If we lose key management or other employees or are unable to attract and retain talented people with the [removed: skill-sets] [added: skill sets] we need for our diverse and [removed: changing] [added: evolving] business, our business may be harmed.
- Changes in U.S., global or regional [added: political or] economic conditions can harm our business, such as inflation, [added: tariffs,] rising interest rates and unemployment rates, as well as the markets in which we and our employees, consumers, customers, suppliers and manufacturers operate.
- Impairment charges related to goodwill and intangible assets [removed: acquired assets or] [added: and] other [removed: investments] [added: long-term assets] could harm our results.
- [removed: We] [added: From time to time, we] may be involved in other litigation and similar matters which may entail significant expense or otherwise adversely impact our business.
[Table of Contents](#i18f05b13baab4168aeca47a69b9b346c_7)
[Table of Contents](#i18f05b13baab4168aeca47a69b9b346c_7)
Hasbro, Inc.
Form 10-K
For the Year Ended December 29, 2024
| | | | [PART I](#i18f05b13baab4168aeca47a69b9b346c_13) | | | | | |
| | | | [PART II](#i18f05b13baab4168aeca47a69b9b346c_37) | | | | | |
| | | | [PART III](#i18f05b13baab4168aeca47a69b9b346c_190) | | | | | |
| | | | [PART IV](#i18f05b13baab4168aeca47a69b9b346c_208) | | | | | |
| | | | [Signatures](#i18f05b13baab4168aeca47a69b9b346c_217) | | | [98](#i18f05b13baab4168aeca47a69b9b346c_217) | | |
[Table of Contents](#i18f05b13baab4168aeca47a69b9b346c_7)
- Our business may suffer if we are unable to successfully develop, publish and commercialize digital games.
- Our business may suffer if licensees of our brands fail to honor their obligations to us or engage in actions that put us at risk.
We may not successfully develop products that generate sufficient consumer interest.
- We may not achieve all of our anticipated cost savings, which may impact our ability to operate efficiently and profitably.
Artificial intelligence is likely to result in increased competition in the markets in which we compete.
[Table of Contents](#i18f05b13baab4168aeca47a69b9b346c_7)
- Our business may be harmed by the imposition or threat of tariffs, including reciprocal or retaliatory tariffs, in markets in which we operate which could increase our product costs and other costs of doing business, impact consumer spending, or lower our revenues and earnings.
- Outsourcing of certain key operations or business functions to one or more third-parties creates risks relating to dependence on third parties.
[Table of Contents](#i18f05b13baab4168aeca47a69b9b346c_7)
[Table of Contents](#i18f05b13baab4168aeca47a69b9b346c_7)
| | | | | | | | | |
| | | | | | | Page | | |
| | | | [PART I](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_13) | | | | | |
| | | | [PART II](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_34) | | | | | |
| | | | [PART III](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_184) | | | | | |
| | | | [PART IV](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_202) | | | | | |
| | | | [Signatures](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_211) | | | 131 | | |
- A key to our future success will be our ability to further develop our digital gaming business.
- Changes in viewing behaviors and formats in the entertainment industry may harm our business.
- We will have less control over certain functions of our business due to the planned outsourcing to a third-party.
Similarly, if new members of management and new employees are not successful that will negatively impact our business.
- We may be unable to hire and develop diverse talent, thereby making it difficult to compete.
- Failure to achieve our sustainability goals may result in reputational damage.
Item 1C. Cybersecurity.
15 rewritten, 2 added, 4 removed, 15 unchanged
Members of management together with our Board, the [removed: Cybersecurity and Data Privacy] [added: Audit] Committee of the [removed: Board(the "Cybersecurity] [added: Board (the "Audit] Committee"), our internal Cybersecurity and Data Privacy Steering Committee (a cross-functional team which includes members of our Executive Leadership Team), and the [removed: Enterprise Risk Management] [added: members of an enterprise risk management] team (a task force comprised of senior representatives of the company assessing risk in the organization), have developed cybersecurity and risk management processes to adapt to the changing cybersecurity landscape and respond to emerging threats in a timely and effective manner.
Our cybersecurity program leverages various industry standards like the National Institute of Standards and Technology ("NIST") and Center for Internet Security [added: ("CIS")] Program framework, which organizes cybersecurity risks into five categories: identify, protect, detect, respond and recover.
We regularly assess the threat landscape and take a holistic view of cybersecurity risks, with a layered cybersecurity strategy based on prevention, [removed: detection] [added: detection, mitigation] and [removed: mitigation.][added: continuous process improvements.]
In addition, we have several avenues to gather risk intelligence, and potential threats identified by various [removed: services] [added: services, internal] and [added: external assessments, and] capabilities to adjust our security strategy.
We also have a set of Company-wide policies and procedures concerning cybersecurity and technology standards, which include a Technology Use policy, as well as other policies that directly or indirectly relate to cybersecurity, such as policies related to endpoint and network protection, encryption standards, malware/ransomware protection, remote access, multi-factor authentication, [added: confidential information and the use of the internet, social media, email and wireless devices.]
[Table [removed: of](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_7) [Contents](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_7)][added: of Contents](#i18f05b13baab4168aeca47a69b9b346c_7)]
The Company’s Chief Information Security Officer (“CISO”) [removed: is responsible for developing] and [removed: implementing our information security program and reporting quarterly on cybersecurity matters to] the Cybersecurity and Data Privacy Steering [removed: Committee, as well as to the Board] [added: Committee are responsible for developing, implementing] and [removed: the Cybersecurity Committee.][added: evaluating our information security program.]
Our Chief [added: Digital and] Information Officer is an Executive Sponsor of the Cyber Security Program, has over two [removed: decade] [added: decades] of experience leading cyber security oversight, and others on our cyber security team have cybersecurity experience and certifications, such as the Certified Information Systems Security Professional, or other industry leading certifications.
We regularly test defenses by performing simulations and drills at both a technical level (including through penetration [removed: tests)] [added: tests), tabletop exercises] and by reviewing our operational policies and procedures with third-party experts.
The internal business owners of the hosted [added: critical] applications are required to document user access reviews at least annually and provide from the vendor a System and Organization Controls ("SOC") 1 or SOC 2 [removed: rep*ort*.][added: report.]
The [removed: Cybersecurity] [added: Audit] Committee and the full Board actively participate in discussions with management and amongst themselves regarding cybersecurity risks.
[removed: The Cybersecurity Committee meets regularly during the year and discusses cyber-related] industry events, critical cyber incidents, alignment with our information security framework, threat assessment, security capabilities, response readiness and training efforts.
The [removed: Cybersecurity] [added: Audit] Committee conducts an ongoing review of the Company’s cybersecurity program, which includes discussion of management’s actions to identify and detect threats, planned actions in the event of a response or recovery situation, as well as a review of recent enhancements to the Company’s security [removed: detection] [added: detection, prevention] and response capabilities, and management’s progress on its cybersecurity strategic roadmap.
The Cybersecurity team also subscribes [added: to] various threat intelligence services to evaluate our security strategy or defense mechanism against such threats.
The Board receives regular updates from the [removed: Cybersecurity] [added: Audit] Committee, [added: as well as from the Cybersecurity team,] including a summary of key [removed: performance] [added: risk] indicators, test results and related remediation, and recent threats and how the Company is managing those threats.
The CISO regularly reports on cybersecurity matters to the Cybersecurity and Data Privacy Steering Committee, as well as to the Board and the Audit Committee.
The Audit Committee meets during the year and discusses cyber-related
confidential information and the use of the internet, social media, email and wireless devices.
A third-party cyber security firm also advises the Cybersecurity Committee on cybersecurity threats, trends in the industry, and best practices.
This third party also evaluates and assesses our programs.
To aid the Board with its cybersecurity and data privacy oversight responsibilities, the Board periodically hosts experts for presentations on these topics.
Item 2. Properties.
7 rewritten, 2 added, 4 removed, 2 unchanged
Hasbro owns its corporate headquarters in Pawtucket, Rhode Island consisting of approximately 343,000 square feet, which is used by [removed: corporate] [added: all major] functions [removed: as well as] [added: of] the [removed: Consumer Products segment.][added: business.]
[removed: In addition, the] [added: The] Company [removed: leases warehouse space aggregating] [added: has third party warehousing agreements of] approximately [removed: 3,081,000] [added: three million] square feet in California, Illinois, Georgia and Massachusetts that are used primarily by the Consumer Products segment.
The Company leases approximately 80,000 square feet [added: of office space] in Burbank, California used by the Consumer Products and Entertainment segments.
[removed: The Corporate and Other segment] [added: Hasbro also] leases an aggregate of [removed: 94,000] [added: 78,000] square feet of office [removed: and warehouse] space in Hong Kong [removed: as well as] [added: and] 48,000 square feet of office space [removed: leased] in [removed: the] [added: Shenzhen,] People’s Republic of China.
[removed: Outside of the properties listed above, the] [added: The] Company leases or owns property in [removed: over 35] [added: 33] countries.
The primary [removed: international] [added: office] locations [removed: for facilities] in the Consumer Products segment [added: outside of the United States] are in Australia, Brazil, France, Germany, Mexico, Spain, the People’s Republic of China, and the United [removed: Kingdom, all of which comprise both office and warehouse space.][added: Kingdom.]
In addition, the Company [removed: also leases offices] [added: owns an office] in Switzerland and [added: leases an office in] the [removed: Netherlands] [added: Netherlands, both of] which are primarily used for corporate functions.
The Company believes that its facilities are generally suitable and adequate for its needs at this time.
The Company is, however, currently evaluating options to relocate its corporate headquarters given the age and condition of the current building in Pawtucket, Rhode Island.
The Company's significant leased properties include a facility in Providence, Rhode Island consisting of approximately 136,000 square feet which is used primarily by Commercial and Supply Chain functions, as well as the Consumer Products segment.
The above properties consist, in general, of brick, concrete and steel buildings which the Company believes are in good condition and well maintained.
The Company believes that its facilities are adequate for its needs at this time, although as part of its ongoing business it does periodically assess if alternate facilities to one or more of the facilities mentioned above would provide business advantages or if certain facilities could be consolidated.
The Company believes that, should it not be able to renew any of the leases related to its leased facilities, it could secure similar substitute properties without a material adverse impact on its operations.
Item 4. Mine Safety Disclosures.
1 rewritten, 0 added, 0 removed, 2 unchanged
[Table [removed: of](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_7) [Contents](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_7)][added: of Contents](#i18f05b13baab4168aeca47a69b9b346c_7)]
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
3 rewritten, 0 added, 2 removed, 8 unchanged
As of February [removed: 13, 2024,] [added: 14, 2025,] there were approximately [removed: 7,305] [added: 7,063] shareholders of record of the Company’s Common Stock.
As of December [removed: 31, 2023,] [added: 29, 2024,] Hasbro had $241.6 million remaining available under these [removed: share] [added: shares] repurchase authorizations.
There were no repurchases of the Company’s Common Stock during [removed: 2023.][added: 2024.]
On February 13, 2024, we announced that our Board of Directors declared a dividend of $0.70 per share, which is payable on May 15, 2024 to shareholders of record on May 1, 2024.
In 2024, the Company expects future dividend declarations will be made closer in time to the record date of the dividend than has historically been declared.
Item 8. Financial Statements and Supplementary Data.
689 rewritten, 435 added, 373 removed, 653 unchanged
We have audited the accompanying consolidated balance sheets of Hasbro, Inc. and subsidiaries (the Company) as of December [removed: 31, 2023] [added: 29, 2024] and December [removed: 25, 2022,] [added: 31, 2023,] the related consolidated statements of operations, comprehensive [removed: earnings,] [added: earnings (loss),] shareholders’ equity and redeemable noncontrolling interests, and cash flows for each of the years in the three-year period ended December [removed: 31, 2023,] [added: 29, 2024,] and the related notes [removed: and financial statement schedule II - valuation and qualifying accounts] (collectively, the consolidated financial statements).
In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December [removed: 31, 2023] [added: 29, 2024] and December [removed: 25, 2022,] [added: 31, 2023,] and the results of its operations and its cash flows for each of the years in the three-year period ended December [removed: 31, 2023,] [added: 29, 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 December [removed: 31, 2023,] [added: 29, 2024,] based on criteria established in [removed: Internal] [added: *Internal] Control – Integrated Framework [removed: (2013)] [added: (2013)*] issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February [removed: 28, 2024] [added: 27, 2025] expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.
[Table [removed: of](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_7) [Contents](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_7)][added: of Contents](#i18f05b13baab4168aeca47a69b9b346c_7)]
We involved [removed: valuation] [added: IT] professionals with specialized skills and knowledge, who assisted [removed: in:][added: in testing certain general IT controls and application controls used by the Company to process and record royalty revenues.]
[removed: HASBRO, INC. AND SUBSIDIARIES][added: Hasbro, Inc.]
December [removed: 31, 2023] [added: 29, 2024] and December [removed: 25, 2022][added: 31, 2023]
| | | | [added: 2024 | | | | | |] 2023 | | | | | | 2022 | | |
| [removed: ASSETS] [added: Contract Assets] | | | | | | | | | | | | [added: | | | | | |]
| Cash and cash equivalents, including restricted cash of [removed: $0.6] [added: $0.3] in [removed: 2023] [added: 2024] and [removed: $14.5] [added: $0.6] in [removed: 2022] [added: 2023] | | | $ | [removed: 545.4] [added: 695.0] | | | | | [removed: 513.1] [added: $] | [added: 545.4] | |
| Accounts receivable, less allowance for credit losses of [removed: $12.7] [added: $25.8] in [removed: 2023] [added: 2024] and [removed: $20.0] [added: $12.7] in [removed: 2022] [added: 2023] | | | [removed: 1,029.3] [added: 919.8] | | | | | | [removed: 1,132.4] [added: 1,029.3] | | |
| Inventories | | | [removed: 332.0] [added: 274.2] | | | | | | [removed: 676.8] [added: 332.0] | | |
| Prepaid expenses and other current assets | | | [removed: 416.9] [added: 353.5] | | | | | | [removed: 676.8] [added: 416.9] | | |
| Total current assets | | | [removed: 2,323.6] [added: 2,242.5] | | | | | | [removed: 2,999.1] [added: 2,323.6] | | |
[removed: | Property, plant] [added: (6) Property, Plant] and [removed: equipment, net | | | 488.6 | | | | | | 422.8 | | |][added: Equipment]
| Other assets | | | [added: $] | [added: 424.6] | | | | | [added: $] | [added: 427.9] | |
| Goodwill | | | [removed: 2,279.2] [added: 2,278.2] | | | | | | [removed: 3,470.1] [added: 2,279.2] | | |
| Other intangibles, net | | | [removed: 587.5] [added: 518.4] | | | | | | [removed: 814.6] [added: 587.5] | | |
| Total assets | | | $ | [removed: 6,540.9] [added: 6,340.3] | | | | | [removed: 9,295.9] [added: $] | [added: 6,540.9] | |
| Current portion of long-term debt | | | [removed: 500.0] [added: $] | [added: —] | | | | | [removed: 113.2] [added: $] | [added: 500.0] | |
| Accounts payable | | | [removed: 340.6] [added: 341.5] | | | | | | [removed: 427.3] [added: 340.6] | | |
| Accrued liabilities | | | [removed: 1,215.8] [added: 1,059.8] | | | | | | [removed: 1,506.8] [added: 1,215.8] | | |
| Total current liabilities | | | [removed: 2,056.4] [added: 1,401.3] | | | | | | [removed: 2,189.7] [added: 2,056.4] | | |
| Long-term debt | | | [removed: 2,965.8] [added: 3,380.8] | | | | | | [removed: 3,711.2] [added: 2,965.8] | | |
| Other liabilities | | | [removed: 431.7] [added: 373.2] | | | | | | [removed: 533.1] [added: 431.7] | | |
| Total liabilities | | | [removed: 5,453.9] [added: 5,155.3] | | | | | | [removed: 6,434.0] [added: 5,453.9] | | |
| Common stock of $0.50 par value. Authorized 600,000,000 shares; issued 220,286,736 shares as of [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] | | | 110.1 | | | | | | 110.1 | | |
| Additional paid-in capital | | | [removed: 2,590.6] [added: 2,632.2] | | | | | | [removed: 2,540.6] [added: 2,590.6] | | |
| Retained earnings | | | [removed: 2,188.4] [added: 2,274.2] | | | | | | [removed: 4,071.4] [added: 2,188.4] | | |
| Accumulated other comprehensive loss | | | [removed: (201.5)] [added: (246.4)] | | | | | | [removed: (254.9)] [added: (201.5)] | | |
| Treasury stock, at cost, [removed: 81,498,181] [added: 80,758,045] shares in [removed: 2023] [added: 2024] and [removed: 82,106,383] [added: 81,498,181] shares in [removed: 2022] [added: 2023] | | | [removed: (3,625.7)] [added: (3,612.5)] | | | | | | [removed: (3,634.4)] [added: (3,625.7)] | | |
| Noncontrolling interests | | | [removed: 25.1] [added: 27.4] | | | | | | [removed: 29.1] [added: 25.1] | | |
| Total shareholders’ equity | | | [removed: 1,087.0] [added: 1,185.0] | | | | | | [removed: 2,861.9] [added: 1,087.0] | | |
| Total liabilities, noncontrolling interests and shareholders’ equity | | | $ | [removed: 6,540.9] [added: 6,340.3] | | | | | [removed: 9,295.9] [added: $] | [added: 6,540.9] | |
| | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |
| Net revenues | | | $ | [removed: 5,003.3] [added: 4,135.5] | | | | | [removed: 5,856.7] [added: $] | [added: 5,003.3] | | | | | [removed: 6,420.4] [added: $] | [added: 5,856.7] | |
| Costs and [removed: expenses:] [added: expenses] | | | | | | | | | | | | | | | | | |
| Cost of sales | | | [removed: 1,706.0] [added: 1,179.5] | | | | | | [removed: 1,911.8] [added: 1,706.0] | | | | | | [removed: 1,927.5] [added: 1,911.8] | | |
| Program cost amortization | | | [removed: 448.9] [added: 49.3] | | | | | | [removed: 555.5] [added: 448.9] | | | | | | [removed: 628.6] [added: 555.5] | | |
| Royalties | | | [removed: 428.3] [added: 284.2] | | | | | | [removed: 493.0] [added: 428.3] | | | | | | [removed: 620.4] [added: 493.0] | | |
Form 10-K
For the Year Ended December 29, 2024
| [Report of Independent Registered Public Accounting Firm](#i18f05b13baab4168aeca47a69b9b346c_2204) | | | [45](#i18f05b13baab4168aeca47a69b9b346c_2204) | | |
| [Consolidated Balance Sheets](#i18f05b13baab4168aeca47a69b9b346c_85) | | | [47](#i18f05b13baab4168aeca47a69b9b346c_85) | | |
| [Consolidated Statements of Operations](#i18f05b13baab4168aeca47a69b9b346c_88) | | | [48](#i18f05b13baab4168aeca47a69b9b346c_88) | | |
| [Consolidated Statements of Comprehensive Earnings (Loss)](#i18f05b13baab4168aeca47a69b9b346c_91) | | | [49](#i18f05b13baab4168aeca47a69b9b346c_91) | | |
| [Consolidated Statements of Cash Flows](#i18f05b13baab4168aeca47a69b9b346c_94) | | | [50](#i18f05b13baab4168aeca47a69b9b346c_94) | | |
| [Consolidated Statements of Shareholders’ Equity and Redeemable Noncontrolling Interests](#i18f05b13baab4168aeca47a69b9b346c_97) | | | [51](#i18f05b13baab4168aeca47a69b9b346c_97) | | |
| [1](#i18f05b13baab4168aeca47a69b9b346c_103)[.](#i18f05b13baab4168aeca47a69b9b346c_103) [Summary of Significant Accounting P](#i18f05b13baab4168aeca47a69b9b346c_103)[olicies](#i18f05b13baab4168aeca47a69b9b346c_103) | | | [52](#i18f05b13baab4168aeca47a69b9b346c_103) | | |
| [4](#i18f05b13baab4168aeca47a69b9b346c_2470)[.](#i18f05b13baab4168aeca47a69b9b346c_2470) [Earnings Per Common Share](#i18f05b13baab4168aeca47a69b9b346c_2470) | | | [62](#i18f05b13baab4168aeca47a69b9b346c_2470) | | |
| [5](#i18f05b13baab4168aeca47a69b9b346c_118)[.](#i18f05b13baab4168aeca47a69b9b346c_118) [](#i18f05b13baab4168aeca47a69b9b346c_118)[Other Comprehensive Earnings (Loss)](#i18f05b13baab4168aeca47a69b9b346c_118) | | | [63](#i18f05b13baab4168aeca47a69b9b346c_118) | | |
| [10](#i18f05b13baab4168aeca47a69b9b346c_136)[.](#i18f05b13baab4168aeca47a69b9b346c_136) [Additional Balance Sheet Information](#i18f05b13baab4168aeca47a69b9b346c_136) | | | [69](#i18f05b13baab4168aeca47a69b9b346c_136) | | |
| [11](#i18f05b13baab4168aeca47a69b9b346c_139)[.](#i18f05b13baab4168aeca47a69b9b346c_139) [Long-Term Debt and Other Financing](#i18f05b13baab4168aeca47a69b9b346c_139) | | | [70](#i18f05b13baab4168aeca47a69b9b346c_139) | | |
| [13](#i18f05b13baab4168aeca47a69b9b346c_145)[.](#i18f05b13baab4168aeca47a69b9b346c_145) [Capital Stock](#i18f05b13baab4168aeca47a69b9b346c_145) | | | [76](#i18f05b13baab4168aeca47a69b9b346c_145) | | |
| [14](#i18f05b13baab4168aeca47a69b9b346c_148)[.](#i18f05b13baab4168aeca47a69b9b346c_148) [Fair Value of Financial Instruments](#i18f05b13baab4168aeca47a69b9b346c_148) | | | [76](#i18f05b13baab4168aeca47a69b9b346c_148) | | |
| [15](#i18f05b13baab4168aeca47a69b9b346c_151)[.](#i18f05b13baab4168aeca47a69b9b346c_151) [Share-Based Awards](#i18f05b13baab4168aeca47a69b9b346c_151) | | | [77](#i18f05b13baab4168aeca47a69b9b346c_151) | | |
| [16](#i18f05b13baab4168aeca47a69b9b346c_154)[.](#i18f05b13baab4168aeca47a69b9b346c_154) [Retirement Plans](#i18f05b13baab4168aeca47a69b9b346c_154) | | | [81](#i18f05b13baab4168aeca47a69b9b346c_154) | | |
| [17](#i18f05b13baab4168aeca47a69b9b346c_157)[.](#i18f05b13baab4168aeca47a69b9b346c_157) [Leases](#i18f05b13baab4168aeca47a69b9b346c_157) | | | [83](#i18f05b13baab4168aeca47a69b9b346c_157) | | |
| [19](#i18f05b13baab4168aeca47a69b9b346c_166)[.](#i18f05b13baab4168aeca47a69b9b346c_166) [Restructuring Actions](#i18f05b13baab4168aeca47a69b9b346c_166) | | | [86](#i18f05b13baab4168aeca47a69b9b346c_166) | | |
| [20](#i18f05b13baab4168aeca47a69b9b346c_169)[.](#i18f05b13baab4168aeca47a69b9b346c_169) [Commitments and Contingencies](#i18f05b13baab4168aeca47a69b9b346c_169) | | | [87](#i18f05b13baab4168aeca47a69b9b346c_169) | | |
| [21](#i18f05b13baab4168aeca47a69b9b346c_172)[.](#i18f05b13baab4168aeca47a69b9b346c_172) [Segment Reporting](#i18f05b13baab4168aeca47a69b9b346c_172) | | | [87](#i18f05b13baab4168aeca47a69b9b346c_172) | | |
*Evaluation of the sufficiency of audit evidence over royalty revenues and related contract assets and liabilities*
As discussed in Note 1 to the consolidated financial statements, the Company enters into contracts to license its intellectual property wherein the licensees pay either a sales-based or usage-based royalty, or a combination of both, for use of the intellectual property.
The Company records the sales-based or usage-based royalty revenues at the occurrence of the licensees’ subsequent sale or usage.
As discussed in Note 2 to the consolidated financial statements, the Company records contract assets related to minimum guarantees being recorded in advance of the contractual invoicing, which are recognized ratably over the terms of the respective license periods.
The Company may receive advanced royalty payments from licensees in advance of a licensees’ subsequent sale or usage for which the Company records the deferred revenues as contract liabilities.
As of December 29, 2024, the Company recognized $4,135.5 million of net revenues, a portion of which related to royalty revenues.
At December 29, 2024, the Company recorded contract assets and liabilities balances of $241.4 million and $236.8 million, respectively, a portion of each which related to licenses.
We identified the evaluation of the sufficiency of audit evidence over royalty revenues and the related contract assets and liabilities as a critical audit matter.
Subjective auditor judgment was required to evaluate the nature and extent of procedures performed over royalty revenues and the related contract assets and liabilities because the Company uses a combination of manual and automated procedures to initiate, process, and record these transactions, including multiple information technology (IT) applications.
IT professionals with specialized skills and knowledge were also required to evaluate the IT environment in the royalty revenue process.
We applied auditor judgment to determine the nature and extent of procedures to be performed over royalty revenues and the related contract assets and liabilities.
We evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s royalty revenues and related contract assets and liabilities process, including certain manual and automated controls related to initiating, processing, and recording of these transactions.
On a sample basis, we tested royalty revenue transactions by comparing the recorded amounts of royalty revenues and the related contract assets and liabilities to underlying documentation and third-party evidence, including customer contracts and sales and usage statements.
We evaluated the overall sufficiency of audit evidence obtained by assessing the results of procedures performed, including the appropriateness of the nature and extent of such evidence.
February 27, 2025
[Table of Contents](#i18f05b13baab4168aeca47a69b9b346c_7)
| Other | | | 998.6 | | | | | | 1,016.3 | | |
| Commitments and contingencies (Note 20) | | | | | | | | | | | |
[Table of Contents](#i18f05b13baab4168aeca47a69b9b346c_7)
*Fair value of the Family Brands reporting unit*
As discussed in Note 6 to the consolidated financial statements, the goodwill balance at December 31, 2023 was $2,279.2 million, a portion of which related to the Family Brands reporting unit.
The Company performs an annual goodwill impairment assessment and, if an event occurs or circumstances change that indicate that the carrying value of a reporting unit may not be recoverable, the Company will perform an interim impairment test.
During the fourth quarter of 2023, the Company determined that a triggering event occurred following declines in the Company's financial forecast for the Family Brands reporting unit.
As such, the Company recognized an impairment charge of $960.0 million for the Family Brands reporting unit.
We identified the evaluation of the fair value of the Family Brands reporting unit as a critical audit matter.
A high degree of subjective auditor judgment was required to evaluate the forecasted revenue, including the terminal
growth rate, and the discount rate used in the income approach, and the EBITDA market multiple assumption used in the market approach used to estimate fair value for the reporting unit.
The assessment of the forecasted revenue assumption was subjective as it is based largely on the outcome of uncertain future events.
Additionally, the estimate of fair value was sensitive to changes in the discount rate and EBITDA market multiple assumptions.
In addition, specialized skills and knowledge were required to assess the terminal growth rate, discount rate, and EBITDA market multiple assumptions.
We evaluated the design and tested the operating effectiveness of certain internal controls related to the Company’s goodwill impairment assessment process.
This included controls related to the development of the forecasted revenue, discount rate, and EBITDA market multiple assumptions used to estimate fair value for the Family Brands reporting unit.
We evaluated the reasonableness of forecasted revenue for the reporting unit by comparing it to available external industry data and other internal information.
- evaluating the terminal growth rate by comparing it to publicly available market data
- evaluating the discount rate by comparing it to a discount rate range that was independently developed using publicly available market data
- evaluating the appropriateness of the selected guideline public companies by researching the selected guideline public companies and reviewing the business description
- evaluating the EBITDA market multiple assumption by comparing to EBITDA market multiple ranges developed using publicly available market data for the selected guideline public companies
- developing an independent estimate of the fair value of the reporting unit using the income and market approaches, which was then compared to the Company’s fair value estimate.
February 28, 2024
| Other | | | 862.0 | | | | | | 1,589.3 | | |
| Total other assets | | | 3,728.7 | | | | | | 5,874.0 | | |
| Short-term borrowings | | | $ | — | | | | | 142.4 | | |
| | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Fair value adjustment on Discovery Option | | | — | | | | | | — | | | | | | (20.1) | | |
| Program spend, net | | | (408.0) | | | | | | (767.7) | | | | | | (697.3) | | |
| Debt extinguishment costs | | | — | | | | | | — | | | | | | (9.1) | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Balance, December 27, 2020 | | | $ | 110.1 | | | | | 2,329.1 | | | | | | 4,204.2 | | | | | | (195.0) | | | | | | (3,551.7) | | | | | | 40.0 | | | | | | $ | 2,936.7 | | | | | | | | $ | 24.4 | |
| Change in put option value | | | — | | | | | | (1.3) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (1.3) | | | | | | | | | — | | |
| Dividends declared | | | — | | | | | | — | | | | | | (375.1) | | | | | | — | | | | | | — | | | | | | — | | | | | | (375.1) | | | | | | | | | — | | |
Preparation of Consolidated Financial Statements
The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and notes thereto.
Certain reclassifications have been made to the prior periods’ consolidated financial statements in order to conform to the current period presentation.
These reclassifications did not impact any prior amounts of net earnings (loss) or cash flows.
Principles of Consolidation
Fiscal Year
In October 2022, following a several months long review of our business, the Company announced a new strategic plan, a consumer-centric framework for bringing compelling and expansive brand experiences to audiences around the world.
During the review, with the assistance of a third-party consultant, the Company identified opportunities to focus and scale its business, enhance operational excellence, including through specialized organizational programs and supply chain transformation, to drive growth and profit and enhance shareholder value.
An excerpt. Shown here: 40 of 689 rewritten, 40 of 435 added and 40 of 373 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data. in the FY2024 filing and the FY2023 filing.
Item 9A. Controls and Procedures.
8 rewritten, 2 added, 1 removed, 29 unchanged
The Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of December [removed: 31, 2023.][added: 29, 2024.]
Hasbro’s management assessed the effectiveness of its internal control over financial reporting as of December [removed: 31, 2023.][added: 29, 2024.]
Based on this assessment, Hasbro’s management concluded that, as of December [removed: 31, 2023,] [added: 29, 2024,] its internal control over financial reporting is effective based on those criteria.
[Table of [removed: Contents](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_7)][added: Contents](#i18f05b13baab4168aeca47a69b9b346c_7)]
We have audited Hasbro, Inc. and subsidiaries' (the Company) internal control over financial reporting as of December [removed: 31, 2023,] [added: 29, 2024,] based on criteria established in [removed: Internal] [added: *Internal] Control – Integrated Framework [removed: (2013)] [added: (2013)*] issued by the Committee of Sponsoring Organizations of the Treadway Commission.
In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December [removed: 31, 2023,] [added: 29, 2024,] based on criteria established in [removed: Internal] [added: *Internal] Control – Integrated Framework [removed: (2013)] [added: (2013)*] issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December [removed: 31, 2023] [added: 29, 2024] and December [removed: 25, 2022,] [added: 31, 2023,] the related consolidated statements of operations, comprehensive [removed: earnings,] [added: earnings (loss),] shareholders’ equity and redeemable noncontrolling interests, and cash flows for each of the years in the three-year period ended December [removed: 31, 2023,] [added: 29, 2024,] and the related notes [removed: and financial statement schedule II - valuation and qualifying accounts] (collectively, the consolidated financial statements), and our report dated February [removed: 28, 2024] [added: 27, 2025] expressed an unqualified opinion on those consolidated financial statements.
There were no changes in the Company’s internal control over financial reporting, as defined in Rule 13a-15(f) promulgated under the Exchange Act, during the quarter ended December [removed: 31, 2023,] [added: 29, 2024,] that have materially affected, or are reasonably likely to materially affect, the Company’s internal controls over financial reporting.
February 27, 2025
[Table of Contents](#i18f05b13baab4168aeca47a69b9b346c_7)
February 28, 2023
Item 9B. Other Information.
1 rewritten, 4 added, 0 removed, 1 unchanged
During the period ended December [removed: 31, 2023,] [added: 29, 2024,] no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) and (c) of Regulation S-K.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
Not applicable.
[Table of Contents](#i18f05b13baab4168aeca47a69b9b346c_7)
PART III
Item 10. Directors, Executive Officers and Corporate Governance.
2 rewritten, 2 added, 0 removed, 7 unchanged
Certain of the information required by this item is contained under the captions “Election of Directors”, “Governance of the Company” and, if applicable, under “Delinquent Section 16(a) Reports” in the Company’s definitive proxy statement for the [removed: 2024] [added: 2025] Annual Meeting of Shareholders and is incorporated herein by reference.
The Company has also posted on its website, in the Corporate Governance location referred to above, copies of its Corporate Governance Principles and of the charters for its (i) Audit Committee, (ii) Compensation [added: and Talent] Committee, (iii) Finance and Capital Allocation Committee, [added: and] (iv) Nominating, Governance and Social Responsibility [removed: Committee, and (v) Cybersecurity and Data Privacy Committee of its Board of Directors.][added: Committee.]
The information related to our insider trading policies and procedures applicable to directors, officers and employees, and to the Company itself is contained under the heading “Insider Trading Policy” in the Company’s definitive Proxy Statement for the 2025 Annual Meeting of Stockholders and is incorporated herein by reference.
A copy of the Company's Insider Trading Policy is filed as Exhibit 19 to this Form 10-K.
Item 11. Executive Compensation.
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this item is contained under the captions “Compensation of Directors”, “Executive Compensation”, “Compensation [added: and Talent] Committee Report”, “Compensation Discussion and Analysis” and “Compensation Committee Interlocks and Insider Participation” in the Company’s definitive proxy statement for the [removed: 2024] [added: 2025] Annual Meeting of Shareholders and is incorporated herein by reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this item is contained under the captions “Voting Securities and Principal Holders Thereof”, “Security Ownership of Management” and “Equity Compensation Plans” in the Company’s definitive proxy statement for the [removed: 2024] [added: 2025] Annual Meeting of Shareholders and is incorporated herein by reference.
Item 13. Certain Relationships and Related Transactions, and Director Independence.
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this item is contained under the captions “Governance of the Company” and “Certain Relationships and Related Party Transactions” in the Company’s definitive proxy statement for the [removed: 2024] [added: 2025] Annual Meeting of Shareholders and is incorporated herein by reference.
Item 14. Principal Accountant Fees and Services.
2 rewritten, 0 added, 0 removed, 2 unchanged
The information required by this item is contained under the caption “Additional Information Regarding Independent Registered Public Accounting Firm” in the Company’s definitive proxy statement for the [removed: 2024] [added: 2025] Annual Meeting of Shareholders and is incorporated herein by reference.
[Table of [removed: Contents](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_7)][added: Contents](#i18f05b13baab4168aeca47a69b9b346c_7)]
Item 15. Exhibits, and Financial Statement Schedules.
7 rewritten, 82 added, 9 removed, 0 unchanged
[removed: (1) *Consolidated] [added: | | | | [Notes to Consolidated] Financial [removed: Statements*][added: Statements](#i18f05b13baab4168aeca47a69b9b346c_100) | | | [51](#i18f05b13baab4168aeca47a69b9b346c_100) | | |]
[removed: Report] [added: | | | | [Report] of Independent Registered Public Accounting [removed: Firm (PCAOBID 185)][added: Firm](#i18f05b13baab4168aeca47a69b9b346c_2204) | | | [45](#i18f05b13baab4168aeca47a69b9b346c_2204) | | |]
[removed: Consolidated] [added: | | | | [Consolidated] Balance Sheets at December [removed: 31, 2023] [added: 29, 2024] and December [removed: 25, 2022][added: 31, 2023](#i18f05b13baab4168aeca47a69b9b346c_85) | | | [47](#i18f05b13baab4168aeca47a69b9b346c_85) | | |]
[removed: Consolidated] [added: | | | | [Consolidated] Statements of Operations for the Three Fiscal Years Ended in December [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021][added: 2022](#i18f05b13baab4168aeca47a69b9b346c_88) | | | [48](#i18f05b13baab4168aeca47a69b9b346c_88) | | |]
[removed: Consolidated] [added: | | | | [Consolidated] Statements of Comprehensive Earnings for the Three Fiscal Years Ended in December [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021][added: 2022](#i18f05b13baab4168aeca47a69b9b346c_91) | | | [49](#i18f05b13baab4168aeca47a69b9b346c_91) | | |]
[removed: Consolidated] [added: | | | | [Consolidated] Statements of Cash Flows for the Three Fiscal Years Ended in December [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021][added: 2022](#i18f05b13baab4168aeca47a69b9b346c_94) | | | [50](#i18f05b13baab4168aeca47a69b9b346c_94) | | |]
[removed: Consolidated] [added: | | | | [Consolidated] Statements of Shareholders’ Equity [removed: and Redeemable Noncontrolling Interests] for the Three Fiscal Years Ended in December [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021][added: 2022](#i18f05b13baab4168aeca47a69b9b346c_97) | | | [51](#i18f05b13baab4168aeca47a69b9b346c_97) | | |]
(a) The following documents are filed as part of this Form 10-K:
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| (1) | | | Financial Statements under Item 8. Consolidated Financial Statements and Supplementary Data | | | | | |
| (2) | | | [Exhibits](#i18f05b13baab4168aeca47a69b9b346c_2254) | | | [95](#i18f05b13baab4168aeca47a69b9b346c_2254) | | |
INDEX TO EXHIBITS
| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Exhibit No. | | | | | | | | | Description | | |
| 2. | | | | | | Plan of Acquisition | | | | | |
| | | | | | | (a) | | | [Equity Purchase Agreement, dated as of August 3, 2023, by and among Hasbro, Inc., Lions Gate Entertainment Corp., Lions Gate Entertainment Inc. and Lions Gate International Motion Pictures S.à.r.l. (Incorporated by reference to Exhibit 2.01 to the Company’s Current Report on Form 8-K filed August 7, 2023, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000095015723000851/ex2-1.htm) | | |
| 3. | | | | | | Articles of Incorporation and Bylaws | | | | | |
| | | | | | | (a) | | | [Restated Articles of Incorporation of the Company. (Incorporated by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the period ended July 2, 2000, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000004608000000013/0000046080-00-000013-0002.txt) | | |
| | | | | | | (b) | | | [Amendment to Articles of Incorporation, dated June](https://www.sec.gov/Archives/edgar/data/46080/000004608000000013/0000046080-00-000013-0005.txt) [28, 2000. (Incorporated by reference to Exhibit 3.4 to the Company’s Quarterly Report on Form 10-Q for the period ended July 2, 2000, File](https://www.sec.gov/Archives/edgar/data/46080/000004608000000013/0000046080-00-000013-0005.txt) [No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000004608000000013/0000046080-00-000013-0005.txt) | | |
| | | | | | | (c) | | | [Amendment to Articles of Incorporation, dated May 19, 2003. (Incorporated by reference to Exhibit 3.3 to the Company’s Quarterly Report on Form 10-Q for the period ended June 29, 2003, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000004608003000022/ex3-3q203.htm) | | |
| | | | | | | (d) | | | [Second Amended and Restated Bylaws of the Company. (Incorporated by reference to Exhibit 3.](https://www.sec.gov/Archives/edgar/data/46080/000004608022000109/hasbro-secondamendedandres.htm)[1](https://www.sec.gov/Archives/edgar/data/46080/000004608022000109/hasbro-secondamendedandres.htm) [to the Company’s Current Report on Form 8-K dated September 30, 2022, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000004608022000109/hasbro-secondamendedandres.htm) | | |
| | | | | | | (e) | | | [Certificate of Designations of Series C Junior Participating Preference Stock of Hasbro, Inc. dated June 29, 1999. (Incorporated by reference to Exhibit 3.2 to the Company’s Quarterly Report on Form 10-Q for the period ended July 2, 2000, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000004608000000013/0000046080-00-000013-0003.txt) | | |
| | | | | | | (f) | | | [Certificate of Vote(s) authorizing a decrease of class or series of any class of shares. (Incorporated by reference to Exhibit 3.3 to the Company’s Quarterly Report on Form 10-Q for the period ended July 2, 2000, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000004608000000013/0000046080-00-000013-0004.txt) | | |
| 4. | | | | | | Instruments defining the rights of security holders, including indentures. | | | | | |
| | | | | | | (a) | | | [Indenture, dated as of July](https://www.sec.gov/Archives/edgar/data/46080/0000950172-98-000702.txt) [17, 1998, by and between the Company and The Bank of New York Mellon Trust Company, N.A. as successor Trustee to Citibank, N.A. (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated July 14, 1998, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/0000950172-98-000702.txt) | | |
| | | | | | | (b) | | | [Indenture, dated as of March](https://www.sec.gov/Archives/edgar/data/46080/000004608000000003/0000046080-00-000003.txt) [15, 2000, by and between the Company and The Bank of New York Mellon Trust Company, N.A. as successor Trustee to the Bank of Nova Scotia Trust Company of New York. (Incorporated by reference to Exhibit 4(b)(i) to the Company’s Annual Report on Form 10-K for the Fiscal Year Ended December 26, 1999, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000004608000000003/0000046080-00-000003.txt) | | |
| | | | | | | (c) | | | [First Supplemental Indenture, dated as of September](https://www.sec.gov/Archives/edgar/data/46080/000095013507005709/b66906hbexv4w1.htm) [17, 2007, between the Company and The Bank of New York Mellon Trust Company, N.A. as successor Trustee to the Bank of Nova Scotia Trust Company of New York. (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed September 17, 2007, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000095013507005709/b66906hbexv4w1.htm) | | |
| | | | | | | (d) | | | [Second Supplemental Indenture, dated as of May](https://www.sec.gov/Archives/edgar/data/46080/000095013509003948/b75462hiexv4w1.htm) [13, 2009, between the Company and The Bank of New York Mellon Trust Company, N.A. as successor Trustee to the Bank of Nova Scotia Trust Company of New York. (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed May 13, 2009, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000095013509003948/b75462hiexv4w1.htm) | | |
| | | | | | | (e) | | | [Third Supplemental Indenture, dated as of March](https://www.sec.gov/Archives/edgar/data/46080/000095012310023420/b80058exv4w1.htm) [11, 2010, between the Company and The Bank of New York Mellon Trust Company, N.A. as successor Trustee to the Bank of Nova Scotia Trust Company of New York. (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed March 11, 2010, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000095012310023420/b80058exv4w1.htm) | | |
[Table of Contents](#i18f05b13baab4168aeca47a69b9b346c_7)
| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Exhibit No. | | | | | | | | | Description | | |
| | | | | | | (f) | | | [Fourth Supplemental Indenture, dated as of May](https://www.sec.gov/Archives/edgar/data/46080/000119312514196726/d727293dex41.htm) [13, 2014, between the Company and The Bank of New York Mellon Trust Company, N.A. as successor Trustee to the Bank of Nova Scotia Trust Company of New York. (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed May 13, 2014, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000119312514196726/d727293dex41.htm) | | |
| | | | | | | (g) | | | [Fifth Supplemental Indenture, dated September](https://www.sec.gov/Archives/edgar/data/46080/000119312517283854/d456734dex41.htm) [13, 2017, between the Company and The Bank of New York Mellon Trust Company, N.A. as successor Trustee to the Bank of Nova Scotia Trust Company of New York. (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed September 13, 2017, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000119312517283854/d456734dex41.htm) | | |
| | | | | | | (h) | | | [Sixth Supplemental Indenture dated as of November 19, 2019, among the Company and The Bank of New York Mellon Trust Company, N.A. and U.S. Bank, National Association, supplementing the Indenture dated as of March 15, 2000. (Incorporated by reference to Exhibit 1.2 to the Company’s Current Report on Form 8-K filed November 19, 2019, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000119312519295544/d822953dex12.htm) | | |
| | | | | | | (i) | | | [Seventh Supplemental Indenture dated as of May](https://www.sec.gov/Archives/edgar/data/46080/000119312524138322/d838682dex11.htm) [8](https://www.sec.gov/Archives/edgar/data/46080/000119312524138322/d838682dex11.htm)[, 2024, among the Company and The Bank of New York Mellon Trust Company, N.A. and U.S. Bank, National Association, supplementing the Indenture dated as of March 15, 2000. (Incorporated by reference to Exhibit](https://www.sec.gov/Archives/edgar/data/46080/000119312524138322/d838682dex11.htm) [1](https://www.sec.gov/Archives/edgar/data/46080/000119312524138322/d838682dex11.htm)[.1 to the Company’s Current Report on Form 8-K filed May 14, 2024, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000119312524138322/d838682dex11.htm) | | |
| | | | | | | (j) | | | [Description of the Company’s Common Stock, $0.50 par value per share, registered pursuant to Section 12 of the Exchange Act. (Incorporated by reference to Exhibit 4.1 to the Company’s Annual Report on Form 10-K for the year ended December 29, 2019, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000004608020000028/has-20191229xexx41.htm) | | |
| 10. | | | | | | Material Contracts | | | | | |
| | | | | | | (a) | | | [Second Amended and Restated Revolving Credit Agreement, dated as of Septembe](https://www.sec.gov/Archives/edgar/data/46080/000095015719001070/ex10-2.htm)[r](https://www.sec.gov/Archives/edgar/data/46080/000095015719001070/ex10-2.htm) [20, 2019, by and among Hasbro, Inc., Bank of America, N.A. and the other financial institutions party thereto. (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K](https://www.sec.gov/Archives/edgar/data/46080/000095015719001070/ex10-2.htm) [filed](https://www.sec.gov/Archives/edgar/data/46080/000095015719001070/ex10-2.htm) [September 24, 2019, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000095015719001070/ex10-2.htm) | | |
| | | | | | | (b) | | | [First Amendment to Second Amended and Restated Revolving Credit Agreement, dated April 12, 2023 (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed April 14, 2023, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000095015723000364/ex10-1.htm) | | |
| | | | | | | (c) | | | [Second Amendment to the Second Amended and Restated Revolving Credit Agreement, dated August 3, 2023 (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed August 7, 2023, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000095015723000851/ex10-1.htm) | | |
| | | | | | | (d) | | | [Third Amended and Restated Revolving Credit Agreement, dated September 5, 2023, by and among Hasbro, Inc., Hasbro SA, Bank of America, N.A., and the other financial institutions party thereto (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed September 6, 2023, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000095015723000938/ex10-1.htm) | | |
| | | | | | | (e) | | | [Form of Commercial Paper Deal Agreement. (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed January 28, 2011, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000004608011000011/commpaperdealagree.htm) | | |
| | | | | | | (f) | | | [Form of Issuing and Paying Agent Agreement. (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed January 28, 2011, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000004608011000011/isspayagree.htm) | | |
(a) Consolidated Financial Statements, Consolidated Financial Statement Schedules and Exhibits
Included in PART II of this report:
Notes to Consolidated Financial Statements
(2) *Consolidated Financial Statement Schedules*
Included in PART IV of this report:
For the Three Fiscal Years Ended in December 2023, 2022 and 2021:
Schedule II—Valuation and Qualifying Accounts
Schedules other than those listed above are omitted for the reason that they are not required or are not applicable, or the required information is shown in the consolidated financial statements or notes thereto.
Columns omitted from schedules filed have been omitted because the information is not applicable.
An excerpt. Shown here: all 7 rewritten, 40 of 82 added and all 9 removed. The counts are complete. For every sentence, read Item 15. Exhibits, and Financial Statement Schedules. in the FY2024 filing and the FY2023 filing.
Item 16. Form 10-K Summary.
13 rewritten, 7 added, 83 removed, 34 unchanged
[Table of [removed: Contents](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_7)][added: Contents](#i18f05b13baab4168aeca47a69b9b346c_7)]
| By: | | | | | | /s/ [removed: Christian P.] [added: Chris] Cocks | | | | | | Date: February [removed: 28, 2024] [added: 27, 2025] | | |
| | | | | | | [removed: Christian P.] [added: Chris] Cocks Chief Executive Officer | | | | | | | | |
| /s/ [removed: Christian P.] [added: Chris] Cocks | | | | | | Chief Executive Officer and Director | | | | | | February [removed: 28, 2024] [added: 27, 2025] | | |
| /s/ Gina Goetter | | | | | | [removed: Executive Vice President and] Chief Financial Officer [added: and Chief Operating Officer] (Duly Authorized Officer and Principal Financial and Principal Accounting Officer) | | | | | | February [removed: 28, 2024] [added: 27, 2025] | | |
| /s/ Richard S. Stoddart | | | | | | Chair of the Board of Directors | | | | | | February [removed: 28, 2024] [added: 27, 2025] | | |
| /s/ Hope F. Cochran | | | | | | Director | | | | | | February [removed: 28, 2024] [added: 27, 2025] | | |
| /s/ Lisa Gersh | | | | | | Director | | | | | | February [removed: 28, 2024] [added: 27, 2025] | | |
| /s/ Elizabeth Hamren | | | | | | Director | | | | | | February [removed: 28, 2024] [added: 27, 2025] | | |
| /s/ Blake [added: J.] Jorgensen | | | | | | Director | | | | | | February [removed: 28, 2024] [added: 27, 2025] | | |
| Blake [added: J.] Jorgensen | | | | | | | | | | | | | | |
| /s/ Laurel J. Richie | | | | | | Director | | | | | | February [removed: 28, 2024] [added: 27, 2025] | | |
| /s/ Mary Beth West | | | | | | Director | | | | | | February [removed: 28, 2024] [added: 27, 2025] | | |
| Chris Cocks | | | | | | | | | | | | | | |
| /s/ Frank D. Gibeau | | | | | | Director | | | | | | February 27, 2025 | | |
| Frank D. Gibeau | | | | | | | | | | | | | | |
| /s/ Darin S. Harris | | | | | | Director | | | | | | February 27, 2025 | | |
| Darin S. Harris | | | | | | | | | | | | | | |
| /s/ Owen Mahoney | | | | | | Director | | | | | | February 27, 2025 | | |
| Owen Mahoney | | | | | | | | | | | | | | |
| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Exhibit | | | | | | | | | | | |
| 2. | | | | | | Plan of Acquisition | | | | | |
| | | | | | | (a) | | | [Equity Purchase Agreement, dated as of August 3, 2023, by and among Hasbro, Inc., Lions Gate Entertainment Corp., Lions Gate Entertainment Inc. and Lions Gate International Motion Pictures S.à.r.l. (Incorporated by reference to Exhibit 2.01 to the Company’s Current Report on Form 8-K filed August 7, 2023, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000095015723000851/ex2-1.htm) | | |
| 3. | | | | | | Articles of Incorporation and Bylaws | | | | | |
| | | | | | | (a) | | | [Restated Articles of Incorporation of the Company. (Incorporated by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the period ended July 2, 2000, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000004608000000013/0000046080-00-000013-0002.txt) | | |
| | | | | | | (b) | | | [Amendment to Articles of Incorporation, dated June 28, 2000. (Incorporated by reference to Exhibit 3.4 to the Company’s Quarterly Report on Form 10-Q for the period ended July 2, 2000, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000004608000000013/0000046080-00-000013-0005.txt) | | |
| | | | | | | (c) | | | [Amendment to Articles of Incorporation, dated May 19, 2003. (Incorporated by reference to Exhibit 3.3 to the Company’s Quarterly Report on Form 10-Q for the period ended June 29, 2003, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000004608003000022/ex3-3q203.htm) | | |
| | | | | | | (d) | | | [Second Amended and Restated Bylaws of the Company. (Incorporated by reference to Exhibit 3.4 to the Company’s Current Report on Form 8-K dated September 30, 2022, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000095013507001259/b63637hoexv3wxdy.txt) | | |
| | | | | | | (e) | | | [Certificate of Designations of Series C Junior Participating Preference Stock of Hasbro, Inc. dated June 29, 1999. (Incorporated by reference to Exhibit 3.2 to the Company’s Quarterly Report on Form 10-Q for the period ended July 2, 2000, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000004608000000013/0000046080-00-000013-0003.txt) | | |
| | | | | | | (f) | | | [Certificate of Vote(s) authorizing a decrease of class or series of any class of shares. (Incorporated by reference to Exhibit 3.3 to the Company’s Quarterly Report on Form 10-Q for the period ended July 2, 2000, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000004608000000013/0000046080-00-000013-0004.txt) | | |
| 4. | | | | | | Instruments defining the rights of security holders, including indentures. | | | | | |
| | | | | | | (a) | | | [Indenture, dated as of July 17, 1998, by and between the Company and The Bank of New York Mellon Trust Company, N.A. as successor Trustee to Citibank, N.A. (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated July 14, 1998, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/0000950172-98-000702.txt) | | |
| | | | | | | (b) | | | [Indenture, dated as of March 15, 2000, by and between the Company and The Bank of New York Mellon Trust Company, N.A. as successor Trustee to the Bank of Nova Scotia Trust Company of New York. (Incorporated by reference to Exhibit 4(b)(i) to the Company’s Annual Report on Form 10-K for the Fiscal Year Ended December 26, 1999, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000004608000000003/0000046080-00-000003.txt) | | |
| | | | | | | (c) | | | [First Supplemental Indenture, dated as of September 17, 2007, between the Company and The Bank of New York Mellon Trust Company, N.A. as successor Trustee to the Bank of Nova Scotia Trust Company of New York. (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed September 17, 2007, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000095013507005709/b66906hbexv4w1.htm) | | |
| | | | | | | (d) | | | [Second Supplemental Indenture, dated as of May 13, 2009, between the Company and The Bank of New York Mellon Trust Company, N.A. as successor Trustee to the Bank of Nova Scotia Trust Company of New York. (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed May 13, 2009, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000095013509003948/b75462hiexv4w1.htm) | | |
| | | | | | | (e) | | | [Third Supplemental Indenture, dated as of March 11, 2010, between the Company and The Bank of New York Mellon Trust Company, N.A. as successor Trustee to the Bank of Nova Scotia Trust Company of New York. (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed March 11, 2010, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000095012310023420/b80058exv4w1.htm) | | |
| | | | | | | (f) | | | [Fourth Supplemental Indenture, dated as of May 13, 2014, between the Company and The Bank of New York Mellon Trust Company, N.A. as successor Trustee to the Bank of Nova Scotia Trust Company of New York. (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed May 13, 2014, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000119312514196726/d727293dex41.htm) | | |
| | | | | | | (g) | | | [Fifth Supplemental Indenture, dated September 13, 2017, between the Company and The Bank of New York Mellon Trust Company, N.A. as successor Trustee to the Bank of Nova Scotia Trust Company of New York. (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed September 13, 2017, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000119312517283854/d456734dex41.htm) | | |
| | | | | | | (h) | | | [Sixth Supplemental Indenture dated as of November 19, 2019, among the Company and The Bank of New York Mellon Trust Company, N.A. and U.S. Bank, National Association, supplementing the Indenture dated as of March 15, 2000. (Incorporated by reference to Exhibit 1.2 to the Company’s Current Report on Form 8-K filed November 19, 2019, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000119312519295544/d822953dex12.htm) | | |
| | | | | | | (i) | | | [Description of the Company’s Common Stock, $0.50 par value per share, registered pursuant to Section 12 of the Exchange Act. (Incorporated by reference to Exhibit 4.1 to the Company’s Annual Report on Form 10-K for the year ended December 29, 2019, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000004608020000028/has-20191229xexx41.htm) | | |
| 10. | | | | | | Material Contracts | | | | | |
| | | | | | | (a) | | | [Second Amended and Restated Revolving Credit Agreement, dated as of September 20, 2019, by and among Hasbro, Inc., Bank of America, N.A. and the other financial institutions party thereto. (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated September 24, 2019, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000095015719001070/ex10-2.htm) | | |
| | | | | | | (b) | | | [First Amendment to Second Amended and Restated Revolving Credit Agreement, dated April 12, 2023 (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed April 14, 2023, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000095015723000364/ex10-1.htm) | | |
| | | | | | | (c) | | | [Second Amendment to the Second Amended and Restated Revolving Credit Agreement, dated August 3, 2023 (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed August 7, 2023, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000095015723000851/ex10-1.htm) | | |
| | | | | | | (d) | | | [Third Amended and Restated Revolving Credit Agreement, dated September 5, 2023, by and among Hasbro, Inc., Hasbro SA, Bank of America, N.A., and the other financial institutions party thereto (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed September 6, 2023, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000095015723000938/ex10-1.htm) | | |
| | | | | | | (e) | | | [Form of Commercial Paper Deal Agreement. (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed January 28, 2011, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000004608011000011/commpaperdealagree.htm) | | |
| | | | | | | (f) | | | [Form of Issuing and Paying Agent Agreement. (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed January 28, 2011, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000004608011000011/isspayagree.htm) | | |
| | | | | | | (g) | | | [Term Loan Agreement, dated as of September 20, 2019, by and among Hasbro, Inc., Bank of America, N.A., and the other financial institutions party thereto. (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on September 24, 2019, File No. 1-6682).](http://www.sec.gov/Archives/edgar/data/46080/000095015719001070/ex10-1.htm) | | |
| | | | | | | (h) | | | [First Amendment to Term Loan Agreement, dated April 12, 2023 (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed April 14, 2023, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000095015723000364/ex10-2.htm) | | |
| | | | | | | (i) | | | [Second Amendment to Term Loan Agreement, dated August 3, 2023 (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed August 7, 2023, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000095015723000851/ex10-2.htm) | | |
| | | | | | | Executive Compensation Plans and Arrangements | | | | | |
| | | | | | | (j) | | | [Form of Director’s Indemnification Agreement. (Incorporated by reference to Exhibit 10(jj) to the Company’s Annual Report on Form 10-K for the Fiscal Year Ended December 30, 2007, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000095013508001244/b68106hiexv10wxjjy.htm) | | |
| | | | | | | (k) | | | [Hasbro, Inc. Amended and Restated Deferred Compensation Plan for Non-Employee Directors.](https://www.sec.gov/Archives/edgar/data/46080/000004608024000034/deferredcompplannon-employ.htm) | | |
| | | | | | | (l) | | | [Hasbro, Inc. Restated 2003 Stock Incentive Performance Plan. (Incorporated by reference to Appendix D to the definitive proxy statement for its 2017 Annual Meeting of Shareholders, File No. 1-6682.)](https://www.sec.gov/Archives/edgar/data/46080/000119312517109540/d317230ddef14a.htm#tx317230_60) | | |
| | | | | | | (m) | | | [First Amendment to Hasbro, Inc. Restated 2003 Stock Incentive Performance Plan. (Incorporated by reference to Appendix C to the definitive proxy statement for the Company’s 2017 Annual Meeting of Shareholders, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000119312517109540/d317230ddef14a.htm#tx317230_59) | | |
| | | | | | | (n) | | | [Second Amendment to Hasbro, Inc. Restated 2003 Stock Incentive Performance Plan. (Incorporated by reference to Appendix C to the definitive proxy statement for the Company’s 2020 Annual Meeting of Shareholders, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000119312520093312/d891356ddef14a.htm#toc891356_62) | | |
| | | | | | | (o) | | | [Third Amendment to Hasbro, Inc. Restated 2003 Stock Incentive Performance Plan. (Incorporated by reference to Appendix C to the Company’s definitive proxy statement for its 2023 Annual Meeting of Shareholders, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000119312520093312/d891356ddef14a.htm#toc891356_62) | | |
| | | | | | | (p) | | | [Form of 2023 Stock Option Agreement under the Hasbro, Inc. Restated 2003 Stock Incentive Performance Plan. (Incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the period ended March 31, 2023, File No. 1-6682.)](http://www.sec.gov/Archives/edgar/data/46080/000004608023000042/finalfmvstockoptionagreeme.htm) | | |
An excerpt. Shown here: all 13 rewritten, all 7 added and 40 of 83 removed. The counts are complete. For every sentence, read Item 16. Form 10-K Summary. in the FY2024 filing and the FY2023 filing.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
0 rewritten, 0 added, 3 removed, 0 unchanged
Dropped this year
Not applicable.
[Table of Contents](#i9593a8d8a72f4ff18ba0bc7aa1bcdfb9_7)
PART III