AMCX 10-K & 10-Q changes, risk factors and insider trading

•Our ability to adapt to new technological developments, including new content distribution platforms and the growing use of AIArtificial Intelligence and to changes in consumer behavior resulting from these new technologies;

•Impairment charges related to goodwill and other intangible assets;assets.

•Continually evolving cybersecurity threats and other technology-related risks;

•Regulatory constraints or changes in the United States;

Our business depends upon viewer preferences and audience acceptance of the programming on our networks and across our distribution platforms in the United States and internationally. These factors are often unpredictable and volatile, and subject to influences that are beyond our control, such as the quality and appeal of competing programming, general economic conditions and the availability of other entertainment activities. We may not be able to anticipate and react effectively to shifts in viewer preferences and/or interests in our markets. A change in viewer preferences has caused, and could in the future continue to cause, the audience for certain of our programming to decline, which has resulted in, and could in the future continue to result in, a reduction of advertising revenues and jeopardize our bargaining position with distributors. In addition, certain of our competitors have more flexible programming arrangements, as well as greater amounts of available content, distribution and capital resources, and may be able to react more quickly than we might to shifts in tastes and interests.interests than we can.

The success of our business depends on original programming, and our ability to accurately predict howaudience audiences will respondresponse to our originalsuch programming is particularly important. Because our network branding strategies depend significantly on a relatively small number of original programs, a failure to anticipate viewer preferences for such programs could be especially detrimental to our business. We periodically review the programming usefulness of our program rights based on a series of factors, including ratings, type and quality of program material, standards and practices, and fitness for exhibition. We have incurred write-offs of program rights in the past, including $17.3 million for the year ended December 31, 2023 and $64.9 million for the year ended December 31, 2024,2024 and $7.8 million for the year ended December 31, 2025, and may incur future program rights write-offs if it is determined that program rights have limited, or no, future usefulness.

If our programming does not gain the level of audience acceptance we expect, or if we are unable to maintain the popularity of our programming, our ratings would suffer, which will negatively affect advertising revenues, and we may have a diminished bargaining position with distributors, which could reduce our subscription and content licensing revenues. RatingsLinear television ratings have declined in recent years, which has hadadversely a negative effect onaffected our advertising revenues and has contributed to adverse impacts on our financialresults results.of operations. We cannot assure you that we will be able to maintain the success of any of our current programming or generate sufficient demand and market acceptance for our new programming.

Competition for programming has increased as the number of programming networks and streaming services has increased. Certain programming networks and streaming services that are affiliated with programming sources such as movie or television studios or film libraries have a competitive advantage over us. In addition to other cablemedia programming networks,companies, such as Paramount GlobalSkydance Corporation and Warner Bros. Discovery, Inc., we also compete for programming with national broadcast television networks, local broadcast television stations, video on demand services and subscription streaming services, such as Netflix, Apple TV+ and AmazonPrime Prime.Video. Some of these competitors have exclusive contracts with motion picture studios or independent motion picture distributors or own film libraries.

We produce original programming and other content and may continue to invest in this area, the costs of which areinvolves significant.significant costs. We also acquire programming and television series, as well as a variety of digital content and other ancillary rights from other companies, and we pay license fees, royalties or contingent compensation in connection with these acquired rights. Our investments in original programming have been and are expected to continue to be significant and involve complex negotiations with numerous third parties. These costs may not be recouped when the content is broadcast or distributed, and higher costs may lead to decreased profitability or potential write-downs. Increased competition from additional entrants into the market for development and production of original programming, such as Netflix, Apple TV,TV+, and AmazonPrime Prime,Video, increaseshas increased our programming content costs.

We incur costs for the creative talent, including actors, writers and producers, who create our original programming. Some of our original programming has achieved significant popularity and critical acclaim, which has increased and could continue to increase the costs of such programming in the future. In addition, from time to time we have disputes with writers, producers and other creative talent over the amount of royaltyroyalties and other payments (see Item 3, "Legal Proceedings" for additional information). We believe that disputes of this type are endemic to our business and similar disputes may arise from time to time in the future. Increases in the costs of programming have led to and may in the future lead to decreased profitability or otherwise adversely impact our business.

Although in some cases the financial commitment for original programming is partially offset by foreign, state or local tax incentives, there is a risk that the tax incentives will not remain available for the duration of a series. If tax incentives are no longer available, are reduced substantially, or cannot be utilized, we may incur higher costs in order to complete the production or produce additional seasons. If we are unable to produce original programming content on a cost-effective basis, our business, financial condition and results of operations may be materially adversely affected.

Our business derives a substantial portion of its revenues and income from cable television providers and other MVPDs. Subscription streaming services and virtual MVPDs have changed when, where and how audiences consume video content. These changes have significantly disrupted the traditional U.S. television industry, including by (i) disruptingundermining the traditional television content distribution model with subscription streaming services and virtual MVPDs, which are increasing in number and some of which have a significant and growing subscriber base, (ii) disrupting the traditional advertising-supported television model as a result of increased video consumption through subscription streaming services and virtual MVPDs with no advertising or less advertising than on television networks and (iii) shifting the time viewing offrom televisionscheduled programming.linear broadcasts to time-shifted and on-demand consumption. In part as a result of these changes, over the past years, the number of subscribers to traditional MVPDs in the United States has significantly declined and the linear U.S. television industry has experienced significant declines in ratings for programming, which has materially negatively affected subscription and advertising revenues, including ours. Developments in technology and new content delivery products and services have also led to an increased amount of video content, as well as changes in consumers' expectations regarding the availability of video content, their willingness to pay for access to or ownership of such content, their perception of what quality entertainment is and their tolerance for commercial interruptions. We arehave engagedundertaken inand continue to undertake efforts to respond to and mitigate the risks from these changes, buthowever, the successeffectiveness of these initiatives depends in part on the cooperation of measurement companies, advertisers and affiliates and, therefore, is not entirely within our control. We have incurred significant costs to implement our strategy and initiatives, and will continue to do so, and if theythese efforts are not successful, our competitive position, businessesbusiness and results of operations could be adversely affected.

Our programming networks depend upon agreements with a limited number of cable television system operators and other MVPDs. The loss of any significant distributor could have a material adverse effect on our consolidated results of operations.

Currently our programming networks have distribution agreements with staggered expiration dates through 2030. Failure to renew distribution agreements, renewal on less favorable terms (including with respect to price, packaging, positioning and other marketing opportunities) or the termination of distribution agreements could have a material adverse effect on our results of operations. A reduced distribution of our programming networks would adversely affect our distributionaffiliate revenues and impact our ability to sell advertising or the rates we charge for such advertising. Even if distribution agreements are renewed, there is no assurance that the renewal rates will equal or exceed the rates that we currently charge these distributors.

Our efforts to attract and retain streaming subscribers may not be successful, which may adversely affect our businessbusiness.

Our ability to attract and retain subscribers depends in part on our ability to consistently provide compelling content choices,choices and effectively market our streaming services, as well as provide a quality experience for subscribers. Furthermore, the relative service levels, content offerings, pricing and related features of competitors to our service may adversely impact our ability to attract and retain subscribers. For example, we have in the past increased, and may in the future increase, prices for our streaming services, which could result in subscribers cancelling their subscriptions or potential subscribers not choosing to sign up for our services. We incur significant marketing expenditures to attract streaming subscribers, therefore retention of those subscribers is critical to our business model. We must continually add new subscriptions both to replace canceled subscriptions and to grow our streaming services beyond our current subscription base. While we permit multiple users within the same household to share a single account for noncommercial purposes, if account sharing is abused, our ability to add new subscribers may be hindered and our results of operations may be adversely impacted. In addition, certain companiesstreaming services such as Netflix, Disney+, Paramount+ and AmazonPrime PrimeVideo offer or have launchedexpanded ad-supported tiers in their streaming services,tiers, which has further increased competition for streaming subscribers and advertising revenue. If we are unable to successfully compete with current and new competitors in both retaining our existing subscriptions and attracting new subscriptions, our streaming services will be adversely affected.

In addition, the pricing and volume of advertising has been affected by shifts in spending away from more traditional media, toward online and mobile offerings from more traditional media,offerings, and toward new ways of purchasing advertising, such as through automated purchasing, dynamic advertising insertion, third parties selling local advertising spots and advertising exchanges, some or all of which are not as advantageous to us as traditional advertising methods. The increased number of entertainment choices available to consumers has intensified audience fragmentation and reduced the viewing of content through traditional and virtual MVPDs, which has caused, and is expected to continue to cause, audience ratings declines for our programming networks and has adversely affected the pricing and volume of advertising.

Advertising revenues are impacted by new technologies, and that impact has been and could continue to be significant. Since advertising sales are dependent on audience measurement provided by third parties, and the results of audience measurement techniques can vary independent of the size of the audience for a variety of reasons, including variations in the employed statistical sampling methods,methods employed, we are subject to risks related to the employedsuch statistical sampling methods, new distribution platforms and viewing technologies, and the shifting of the marketplace to the use of measurement of different viewer behaviors, such as delayed viewing. Although audience measurement systems have evolved and improved to capture the viewership of programming across multiple platforms, they still do not fully capture all viewership across streaming and other digital platforms and advertisers may not be willing to pay advertising rates based on the viewership that is not being measured. In addition, measurement providers may change their methodologies, data sources and panel/“big data” mixes, which could result in discontinuities or volatility in reported ratings and audience metrics (including declines in reported ratings) that may not correspond to actual changes in audience behavior. While Nielsen's statistical sampling method is the primary measurement technique used in our television advertising sales, we measure and monetize our campaign reach and frequency on and across digital platforms based on other third-party data using a variety of methods including the number of impressions served and demographics. In addition, multi-platform campaign verification and viewership on tablets and smartphones, which iscontinues growingto rapidly,evolve, are presently not measured by any one consistently applied method. These variations and changes could have a significant effect on advertising revenues. In addition, in certain geographic regions, our ability to fully capture viewership information may be limited by local laws and regulations.

The industries in which we operate are highly competitive. Our programming networks and streaming services compete with other programming networks and other types of video programming services for marketing and distribution by cable and other MVPD systems and ultimately for viewing by their subscribers. We compete with other providers of programming networks for the right to be carried by a particular cable or other MVPD system and for the right to be carried by such system on a particular "tier" of service. The increasing offerings by virtual MVPDs through alternative distribution methods createscreate competition for carriage on those platforms. Our programming networks and streaming services compete with other programming networks, streaming services and other sources of video content to secure desired entertainment programming.

We face significant competition for the development and production of original programming, including from, among others, cablemedia programming networkscompanies such as Paramount GlobalSkydance Corporation and Warner Bros. Discovery, Inc., and subscription streaming services such as Netflix, Apple TV+ and AmazonPrime Prime,Video, which has increased and is expected to continue to increase our content costs as creating competing high quality, original content requires significant investment. Additionally, new technological developments, including the development and use of generative artificial intelligence (“AI”) and large language model tools, are rapidly evolving. If our competitors gain an advantage by using such technologies,technologies to create, market, target or distribute content more efficiently or effectively, our ability to compete effectively and our results of operations could be adversely impacted. As competition for the creation and acquisition of quality programming continues to escalate, the complexity of negotiations over acquired rights to the content and the value of the rights we acquire or retain has increased and is expected to further increase, leading to increased acquisition costs, and our ability to successfully acquire content of the highest quality may face greater uncertainty.

In addition, our competitors include market participants with interests in multiple media businesses that are often vertically integrated, whereas our businesses generally rely on distribution relationships with third parties. As more cable and satellite operators, Internet service providers, subscription streaming services, other content distributors, aggregators and search providers create or acquire their own content, their competitive advantage could grow, which could adversely affect our ability to negotiate favorable terms andfor distribution or otherwise compete effectively in the delivery marketplace. Certain of our competitors also have preferential access to important technologies, customer data or other competitive information.

We may not be able to adapt to new technological developments, including new content distribution platforms and the growing use of AIAI, andor to changes in consumer behavior resulting from these new technologies, which may adversely affect our business.

We must successfully adapt to technological advances in our industry, including alternative distribution platforms, viewing technologies, as well as the rising use of AI and large language model tools. Our ability to exploit new distribution platforms and viewing technologies will affect our ability to maintain or grow our business. New forms of content distribution provide different economic models and compete with current distribution methods in ways that are not entirely predictable. Such competition has reduced and is likely to continue to reduce demand for our traditional television offerings, potentially at an accelerating pace, and could reduce demand for the offerings of digital platforms and, in turn, reduce our revenue from these sources. Accordingly, we must adapt to changing consumer behavior driven by advances such as virtual MVPDs, video on demand, subscription streaming services, including services such as Netflix, Apple TV and AmazonPrime Prime,Video, and mobile devices. GamingConnected TV devices and operating systems (including Roku) and gaming and other consoles such as Microsoft's Xbox andhave Roku havealso established themselves as alternative providers of video services. Such changes have impacted and are expected to continue to impact the revenues we are able to generate from our traditional distribution methods, by decreasing the viewership of our programming networks on cable and other MVPD systems which are almost entirely directed at television video delivery and by making advertising on our programming networks less valuable to advertisers. Additionally, the development and use of AI and machine learning technologies, including generative AI and large language model toolsmodels, in our industry are rapidly evolving, and the advantages and risks associated with itstheir use are largelyremain uncertain. These technologies may create new competitive dynamics and lower barriers to entry for content creation, aggregation, discovery and distribution. They may also raise novel and evolving legal, regulatory and contractual issues, including with respect to intellectual property ownership and infringement, rights of publicity and privacy, and the use of protected works, performances, voices or likenesses. If we fail to effectively respond to these developments or adapt our distribution methodscontent and contentdistribution strategies to new technologies, our appeal to our targeted audiences would likely declinedecline, our costs could increase, and thereour wouldbusiness and results of operations could be aadversely material negative effect on our business.affected.

The success of our businesses depends in part on our ability to maintain, protect and monetize our intellectual property rights to our entertainment content. We are fundamentally a content company and theft of our brands, programming, digital content and other intellectual property has the potential to significantly affect us and the value of our content. Copyright theft is particularly prevalent in many parts of the world that lack effective copyright and technical protective measures similar to those existing in the United States or that lack effective enforcement of such measures, including some of the jurisdictions in which we operate. The interpretation of copyright, data protection, privacy and other laws as applied to our content, and piracy detection and enforcement efforts, remaincontinue into flux.evolve. The failure to strengthen, or the weakening of, existing intellectual property laws could make it more difficult for us to adequately protect our intellectual property and negatively affect its value and our results of operations.

In accordance with U.S. GAAP, management periodically assesses our goodwill and other intangible assets to determine if they are impaired. Significant negative industry or economic trends, including the continued decline of traditional linear television viewership and linear ad revenues, disruptions to our business, inability to effectively integrate acquired businesses, underperformance of our content, loss of significant customers or suppliers, unexpected significant changes or planned changes in use of the assets, including in connection with restructuring initiatives, divestitures and market capitalization declines could require us to evaluate the recoverability of our goodwill or our long-lived and indefinite lived-assets prior to the annual assessment. These types of events have in the past resulted, and could again in the future result, in impairment charges, which have in the past negatively affected, and could in the future negatively affect, our results of operations. For example, during 2025 and 2024, we recorded $371$93.4 million and $370.7 million, respectively, of goodwill impairment charges.charges, as well as $4.4 million of indefinite lived intangible asset impairment charges in 2025. These types of events could be an indicator of significant declines in the expected performance of our reporting units and could negatively affect our business.

We maintain and transmit information, including confidential and proprietary information regarding our content, distributors, advertisers, viewers and employees, in digital form as necessary to conduct our business. We also rely on third-party vendors to provide certain services in connection with the storage, processing and transmission of digital information. Data maintained or transmitted in digital form is subject to the risk of, among other things, cybersecurity attacks, tampering, misappropriation, theft, destruction or unauthorized access. We develop and maintain systems to monitor and prevent cybersecurity incidents from occurring, but the development and maintenance of these systems is costly and requires ongoing monitoring and updating as technologies change and efforts to overcome security measures become more sophisticated. Despite our efforts, the risks of a data breach cannot be entirely eliminated and our third-party vendors' information technology and other systems that maintain and transmit consumer, distributor, advertiser, company, employee and other confidential information may be compromised by a malicious penetration of our network security, or that of a third party providerprovider, dueincluding toas a result of employee error, computersocial engineering, malware or(including ransomware,ransomware), viruses, hacking and phishing attacks, or otherwise. Hybrid work arrangements increase the risk of cyber incidents, including data breaches. Additionally, outside parties from time to time attempt to fraudulently induce employees or users to disclose sensitive or confidential information in order to gain access to data or systems. Such attempts may become more sophisticated as threat actors increasingly use AI-enabled tools, including impersonation and manipulated audio or video content (“deepfakes”), to facilitate social engineering, credential compromise and fraud.

We also continue to review and enhance our security measures in light of the constantly evolving techniques used to gain unauthorized access to networks, data, software and systems. We have expended, and expect to continue to expend, significant expenses on an ongoing basis in order to review and enhance our security measures and to address any actual or potential security incidents that arise, but these measures may be ineffective and we may be subject to legal or regulatory action, as well as financial losses, and we may not have insurance coverage for any or all such losses. If we experience an actual or perceived security incident, our ability to conduct business may be interrupted or impaired, we may incur damage to our systems, we may lose profitable opportunities or the value of those opportunities may be diminished and we may lose revenue as a result of unlicensed use of our intellectual property. Unauthorized access to or security breaches of our systems could result in the loss of data, loss of business, severe reputational damage adversely affecting customer or investor confidence, diversion of management’s attention, regulatory investigations and orders, litigation, indemnity obligations, damages for contract breach, penalties for violation of applicable laws or regulations and significant costs for remediation that may include liability for stolen or lost assets or information and repair of system damage that may have been caused, incentives offered to customers or other business partners in an effort to maintain business relationships after a breach and other liabilities. In addition, in the event of a security incident, changes in legislation may increase the risk of potential litigation. For example, the CCPA, whichas amended by the California Privacy Rights Act ("CPRA"), provides a private right of action (in addition to statutory damages) for California residents whose sensitive personal information is breached as a result of a business’ violation of its duty to reasonably secure such information, took effect on January 1, 2020 and was expanded by the CPRA, which took effect in January 2023.information. A number of other states have passed similar laws and additional states may do so in the near future. Our insurance coverage may not be adequate to cover the costs of a data breach, indemnification obligations, or other liabilities.

We also routinely transmit and receive personal, confidential and proprietary information by email and other electronic means. We have discussed and worked with customers, partners, employees, directors, independent contractors and vendors to secure transmission capabilitiescapabilities, use approved information technology systems, and protect against cyber incidents, but we do not have, and may be unable to put in place, secure capabilities with all of our customers, partners, employees, directors, independent contractors and vendors and we may not be able to ensure that these third parties have appropriate controls in place to protect the confidentiality of the information.information or refrain from using unapproved systems. An interception, misuse or mishandling of personal, confidential or proprietary information being sent to or received from a client, vendor, service provider, counterparty or other third party could result in legal liability, regulatory action and reputational harm.

In addition, newevolving regulations require us to disclose information about material cybersecurity incidents on a timely basis, including those that may not have been resolved or fully investigated at the time of disclosure, or, in some instances, we may have obligations to notify relevant stakeholders of security breaches. Such mandatory disclosures are costly, could provide information to threat actors, could lead to negative publicity, may cause our customers to lose confidence in the effectiveness of our security measures and may require us to expend significant capital and other resources to respond to or alleviate problems caused by an actual or perceived security breach.

Our programming is transmitted using technology facilities at certain of our subsidiaries. These technology facilities are used for a variety of purposes, including signal processing, program editing, promotions, creation of programming segments to fill short gaps between featured programs, quality control, and live and recorded playback. These facilities are subject to interruption from fire, lightning, adverse weather conditions and other natural causes. Equipment failure, employee misconduct or outside interference could also disrupt the facilities' services. We maintain fulla timefull-time disaster recovery sites,site whichthrough area third-party service provider that is capable of providing simultaneous playout of AMC, BBCA, SundanceTV, IFC and We TV in the event of a disruption of operations at our main facility in Bethpage, NY. In the event of a catastrophic failure of the Bethpage facility, the third-party disaster recovery sitessite can be operational on the satellite within one to two hours.

In addition, we rely on third-party satellites in order to transmit our programming signals to our distributors. As with all satellites, there is a risk that the satellites we use will be damaged as a result of natural or man-made causes, or will otherwise fail to operate properly. Although we maintain in-orbit protection providing us with back-up satellite transmission facilities should our primary satellites fail, there can be no assurance that such back-up transmission facilities will be effective or will not themselves fail. Further, there are a limited number of communications satellites available for the transmission of programming, those satellites may even be more limited in the future, and, in the event of a disruption, we may not be able to secure an alternate distribution source in a timely manner.

We believe that our success depends to a significant extent upon the performance of our senior executives and other key employees and on our ability to identify, attract, hire, train and retain such personnel. We generally do not maintain "key man" insurance, and there is no assurance of the continued services of our senior executives or other key employees. In addition, we depend on the availability of third-party production companies to create some of our original programming. For certain of our productions, through in-house and third partythird-party production service companies, we engage the services of writers, directors, actors and various crew members who are subject to certain specially negotiated collective bargaining agreements. While the Company was not significantly impacted by the 2023 Writers Guild of America and SAG-AFTRA strikes, any future labor disputes or a strike by one or more unions representing any of these parties who are essential to our original programming could have a material adverse effect on our original programming, disrupt our operations and reduce our revenues. The loss of any significant personnel or artistic talent, or our artistic talent losing their audience base, could also have a material adverse effect on our business.

We are subject to a variety of laws and regulations in the jurisdictions in which we or our partners operate. The broadcast and cable industries in the U.S. are highly regulated by U.S. federal laws and regulations issued and administered by various federal agencies, including the FCC. See Item 1, "Business—Regulation" in this Annual Report. For example, we are required to obtain licenses from the FCC to operate our television stations and periodically renew them. It cannot be assured that the FCC will approve our future renewal applications or that the renewals will be for full terms or will not include conditions or qualifications. The nonrenewal, or renewal with substantial conditions or modifications, of one or more of our licenses could have a material adverse effect on our business, financial condition or results of operations. Furthermore, to the extent that regulations and laws, either presently in force or proposed or adopted in the future, hinder or stimulate the growth of the cable television, satellite or other MVPD industries, or seek to regulate the manner in which video content is distributed on websites or in DTC applications, our business could be affected. For instance, the FCC is currently evaluating whether to make certain spectrum that is used for programming delivery via satellite—known as “Upper C-band” spectrum—available for more intensive use by wireless services. If some or all of that spectrum is repurposed, satellite operators could be forced to relocate their operations or transition to alternative distribution mechanisms, both of which could adversely impact their ability to continue delivering programming. The FCC’s proceeding remains open, but the agency is required by Congress to repurpose the spectrum and auction it for wireless use by July 2027.

Our program services and online properties are also subject to a variety of laws and regulations, including those relating to content regulation, user privacy and data protection, consumer protection, intellectual property, content restrictions, child protection and accessibility. The United States Congress and the FCC currently have under consideration, and may in the future adopt, new laws, regulations and policies regarding a wide variety of matters that could, directly or indirectly, affect our operations. In particular, the legal and regulatory framework governing AI remains unsettled, and developments in this area may have an adverse impact on our business.

Existing or proposed legislation, regulations and frameworks could also significantly affect our business. For example, the E.U. GDPR imposes, among other things, stringent operational requirements for processors and controllers of personal data, including expansive disclosures about how personal information is to be used, and significant fines for non-compliance. Complying with these laws and regulations has been and could continue to be costly, could require us to change our business practices, or could limit or restrict aspects of our business in a manner adverse to our business operations. In particular, certain data privacy laws have required monitoring of, and changes to, our practices related to the collection, use, disclosure and storage of personal information. Many of these laws and regulations continue to evolve, and sometimes conflict among the countries in which we operate, and substantial uncertainty surrounds their scope and application. In addition, restrictions or increased requirements relating to cross-border data transfers and data localization may require changes to our systems, vendor relationships and business practices, including in connection with advertising, measurement and other digital operations, and may increase compliance costs. Our failure to comply with these lawlaws and regulations could result in exposure to enforcement actions by foreign governments, as well as significant negative publicity and reputational damage.

Our business is affected by prevailing economic and financial conditions in the United States and other countries where our networks are distributed, including financial instability, a general decline in economic conditions (including as a result of a pandemic or other health emergency), disruptions to financial markets, inflation, recession, high unemployment or geopolitical events (including the war between Russia and Ukraine as well as the Israel-Hamas conflict), potential disruptions arising from a U.S. federal government shutdown or related fiscal uncertainty, political uncertainty, or fears about such events occurring. The adverse impact on our businesses of actual or perceived declines in economic conditions or a failure of conditions to improve as anticipated will depend, in part, on their severity and duration, and our ability to mitigate these impacts on our businesses is limited. The worsening of global economic conditions has in the past adversely affected, and could in the future adversely affect, our business, financial condition or results of operations, and worsening of economic conditions in certain specific parts of the world could impact the expansion and success of our businesses in such areas. Furthermore, some foreign markets in which we operate may be more adversely affected by worsening economic conditions than the United States or other countries. Adverse economic conditions have resulted in and could in the future result in advertisers reducing their spending on advertising and negatively affect the ability of those with whom we do business to satisfy their obligations to us, as well as consumer discretionary spending. In particular, periods of elevated interest rates, tighter credit conditions and reduced liquidity in the capital markets may increase financial pressure on distributors, advertisers and other counterparties, and may result in delayed payments, disputes, renegotiations, increased credit losses, insolvencies or other failures to perform under contractual arrangements.

We have significant operations in a number of foreign jurisdictions and certain of our operations are conducted in foreign currencies. The value of these currencies fluctuates relative to the U.S. dollar. As a result, we are exposed to exchange rate fluctuations, which have had, and may in the future have, an adverse effect on our results of operations in a given period.period and could adversely affect our cash flows.

Cloud computing services provide a distributed computing infrastructure platform for business operations. We have architected our software and computer systems so as to utilize data processing, storage capabilities and other services provided by third party cloud providers. Such third parties’ facilities are vulnerable to damage or interruption from natural disasters, cybersecurity attacks, terrorist attacks, power outages and similar events or acts of misconduct. Currently, we run the vast majority of our computing through these third parties' services. We have experienced, and we expect that in the future we will experience, interruptions, delays and outages in service and availability from our third-party cloud providers from time to time due to a variety of factors, including infrastructure changes, human or software errors, website hosting disruptions and capacity constraints. Given this, along with the fact that we cannot easily switch our third partythird-party cloud operations to another cloud provider, without significant costs, or at all, any disruption of or interference with our use of third partythird-party cloud providers would impact our operations and our business.

Pandemics, such as the COVID-19 pandemic, and public health emergencies have affected and may, in the future, adversely affect our businesses. WeDuring the COVID-19 pandemic, we experienced adverse advertising sales impacts and suspended content production as a result of the COVID-19 pandemic,production, which led to delays in the creation and availability of substantially all of our programming. IfIn the event of a future pandemic or other public health emergency, if significant portions of our workforce, including key personnel, are unable to work effectively because of illness, government actions or other restrictions in connection with a pandemic or other public health emergency,restrictions, the impact on our businesses could be exacerbated. In addition, remote work arrangements heighten the operational risks, including cybersecurity risks, to which we are subject.

We cannot reasonably predict the ultimate impact of any future pandemic or public health emergency, including the extent of any adverse impact on our business, results of operations and financial condition, which will depend on, among other things, the duration and spread of the pandemic or public health emergency, the impact of governmental regulations that have been, and may continue to be,be imposed in response, the effectiveness of actions taken to contain or mitigate the outbreak, the availability, safety and efficacy of vaccines, including against emerging variants of the infectious disease, and global economic conditions.

Although a portion of our revenue and operating income is generated outside the United States, we are subject to potential current U.S. income tax on this income since we are a U.S. corporation, resulting in a potentially higher effective tax rate for the Company. This includes (i) what is referred to as "Subpart F Income," which generally includes, but is not limited to, such items as interest, dividends, royalties, gains from the disposition of certain property, certain currency exchange gains in excess of currency exchange losses, and certain related party sales and services income and (ii) what is referred to as “global intangible low-taxed income,” ("GILTI"), which generally equals certain foreign earnings in excess of 10 percent of the foreign subsidiaries’ tangible business assets. WhileOn weJuly may4, mitigate any potential negative impacts of2025, the aforementionedOne regimesBig throughBeautiful claimingBill aAct foreign tax credit against our U.S. federal income taxes or potentially have foreign or U.S. taxes reduced under applicable income tax treaties, we are subject to various limitations on claiming foreign tax credits or we may lack treaty protections in certain jurisdictions that will potentially limit any reduction of (the increased"OBBBA") effectivewas taxsigned rate.into Alaw higherwhich effectivemade taxseveral rate may also resultmodifications to the extentGILTI thattax lossesregime, now referred to as “net controlled foreign corporation tested income”, including, but not limited to, removing the 10 percent deduction related to a taxpayer’s tangible business assets. The changes are incurred in non-U.S. subsidiaries that do not reduceeffective ouruntil U.S.tax taxableyears income.beginning after December 31, 2025.

In December 2021, the Organization for Economic Co-operation and Development (OECD) released the Pillar Two Model Rules, which aim to reform international corporate taxation rules, including the implementation of a global minimum tax rate. The Company began the phased implementation of the Pillar Two Model Rules in the first quarter of 2024 and as of December 31, 2024, the Pillar Two minimum tax requirement didhas not havehad a material impact upon the Company's full year results of operations or financial position.

We have a significant amount of long-term debt. As of December 31, 2024,2025, we had $2.4$1.8 billion principal amount of total long-term debt (excluding finance leases), comprised of $366$83 million of senior secured debt under our Credit Facility, $875 million of senior secured notes,notes $985due 2029 (the "2029 Secured Notes"), $400 million of senior secured notes due 2032 (the "2032 Secured Notes"), $277 million of senior unsecured notes due 2029 and $144 million of convertible senior notes.notes due 2029.

If we cannot make scheduled payments on our debt, we will be in default and, the holders of our senior notes and convertible senior notes could declare all outstanding principal and interest to be due and payable, the lenders under the Credit Facility could terminate their commitments to loan money, lenders under, or holders of, our secured debt (including our 10.25%2029 seniorSecured securedNotes, notesour due2032 JanuarySecured 15, 2029Notes and any borrowings outstanding under the Credit Facility) could, in certain situations, foreclose against the assets securing their borrowings, and we could be forced into bankruptcy or liquidation.

We will need to refinance our existing indebtedness as it matures, and we do not expect to generate sufficient cash from operations to repay at maturity our outstanding debt obligations. For example, we have $2.0$1.3 billion of senior notes due in 2029 that we will need to repay and/or refinance. As a result, we will be dependent upon our ability to access the capital and credit markets. Market conditions, including further changes in interest rates, as well as our financial condition at the time of a refinancing, may increase the risk that the terms of any refinancing will not be as favorable as the terms of the existing debt (including agreeing to more restrictive covenants on our business or needing to provide collateral securing the debt), or that we may not be able to refinance the existing debt at all. Failure to raise significant amounts of funding to repay these obligations at maturity on terms favorable to us, or at all, could adversely affect our business. If we are unable to raise such amounts, we would need to take other actions including reducing investments in new programming, selling assets, seeking strategic investments from third parties or reducing other discretionary uses of cash, any of which could adversely impact our business and financial condition. The Credit Facility and indentures governing our notes restrict, and market or business conditions may limit, our ability to do some of these things. See “The agreements governing our debt contain various covenants that impose restrictions on us that may affect our ability to operate our business.”

Although a significant amount of our outstanding debt has fixed interest rates, borrowings under our Credit Facility bear interest at variable rates. As a result, increases in market interest rates have increased our interest expense and our debt service obligations. If interest rates were to further increase, this would further increase the amount of interest expense that we would have to pay for borrowings under the Credit Facility, and our net income and cash flows, including cash available for servicing our indebtedness, would correspondingly decrease. While we have in the past entered into hedging agreements limiting our exposure to higher interest rates, we did not have any interest rate swap contracts outstanding at December 31, 2024. We may enter into hedging agreements in the future; however, any such agreements do not offer complete protection from this risk.

We are controlled by the Dolan family and trusts for their benefit, which may create certain conflicts of interest. In addition, as a result of their control, the Dolan family hasand trusts for their benefit have the ability to prevent or cause a change in control or approve, prevent or influence certain actions by the Company.

Shares of Class B Common Stock owned by Excluded Trusts arewill, toon all matters, be voted on all matters in accordance with the determination of the Excluded Trusts holding a majority of theour Class B Common Stock held by all Excluded Trusts,Stock, except in the case of a vote on a going-private transaction or a change in control transaction, in which case a vote of trusts holding two-thirds of theour Class B Common Stock owned by Excluded Trusts is required.

The Dolan Family Group and(including the Excluded Trusts), by virtue of their stock ownership, have the power to elect all of our directors subject to election by holders of Class B Common Stock and are able collectively to control stockholder decisions on matters on which holders of all classes of our common stock vote together as a single class. These matters could include the amendment of some provisions of our certificate of incorporation and the approval of fundamental corporate transactions.

The tables presented below set forth our consolidated revenues, net, operating income (loss) and adjusted operating income (loss) ("AOI")(1), for the periods indicated.

(1) Adjusted Operating Income (Loss), is a non-GAAP financial measure. See the "Non-GAAP Financial Measures" section onin pagethis 58MD&A for additional information, including our definition and our use of this non-GAAP financial measure, and for a reconciliation to its most comparable GAAP financial measure.

•Domestic Operations: Consists of our five programming networks, our streaming services, our AMC Studios operation and our film distribution business. Our programming networks are AMC, We TV, BBCA, IFC, and SundanceTV. Our streaming services consist of AMC+ and our targeted subscription streaming services (Acorn TV, Shudder, Sundance Now, ALLBLK, HIDIVE and HIDIVEAll Reality). Our AMC Studios operation produces original programming for our programming services and third parties and also licenses programming worldwide. Our film distribution business includes IFCIndependent Films,Film RLJCompany, EntertainmentRLJE Films and Shudder. The operating segment also includes AMC Networks Broadcasting & Technology, our technical services business, which primarily services the programming networks.

In our Domestic Operations segment, we earn revenue principally from: (i) subscription revenuerevenues in connection with the distribution of our programming through our programming networks and streaming services, (ii) the sale of advertising, and (iii) the licensing of our original programming to distributors, including the distribution of programming of IFCIndependent Films.Film Company.

Subscription revenue includes fees paid by distributors and consumers for our programming networks and streaming services. Substantially all of our subscription revenues for our programming networks are based on a per subscriber fee, commonly referred to as "affiliation agreements."fee. The subscription revenues we earn vary from period to period, distributor to distributor and also vary among our programming services,networks butand streaming services. Subscription revenues are generally based on the impact of renewals of affiliationdistributor agreements and upon the number of each distributor's subscribers who receive our programming, referred to as viewing subscribers. Subscription fees for our streaming services are typically based on a per subscriber fee and are generally paid by distributors and consumers on a monthly basis. In negotiating for additional subscribers or extended carriage, we have agreed, in some instances, to make upfront payments to a distributor which we record as deferred carriage fees and which are amortized as a reduction toof revenue over the period of the related affiliation agreement. We also may support the distributors' efforts to market our networks. We believe that these transactions generate a positive return on investment over the contract period.

Under affiliation agreements with our distributors, we have the right to sell a specified amount of national advertising time on our programming networks. Our advertising revenues are more variable than subscription revenues because the majority of our advertising is sold on a short-term basis, not under long-term contracts. Our arrangements with advertisers provide for a set number of advertising units to air over a specific period of time at a negotiated price per unit. Additionally, in these advertising sales arrangements, our programming networks generally guarantee specified viewer ratings for their programming. If these guaranteed viewer ratings are not met, we are generally required to provide additional advertising units to the advertiser at no charge. For these types of arrangements, a portion of the related revenue is deferred if the guaranteed ratings are not met and is subsequently recognized either when we provide the required additional advertising time or the guarantee obligation contractually expires. Most of our advertising revenues vary based on the timing of our original programming series and the popularity of our programming as measured by Nielsen. Our nationaldomestic programming networks have advertisers representing companies in a broad range of sectors, including the automotive, restaurants/food, health, technology and telecommunications industries. We seek to increase our advertising revenues by increasing the rates we charge for such advertising, which is directly related to the overall distribution of our programming, penetration of our services on various digital platforms such as AVOD and FAST services, integration of our advanced advertising products, and the popularity (including within desirable demographic groups) of our services as measured by Nielsen.

Content licensing revenue is earned from the licensing of original programming for digital, foreign and home video distribution and is recognized upon availability or distribution by the licensee, and, to a lesser extent, is earned through the distribution of AMC Studios produced series to third parties. Content licensing revenues vary based on the timing ofand availability of programming to distributors.

Most original series require us to make significant up-front investments. Our programming efforts are not always commercially successful, which has in the past resulted and could in the future result in a write-off of program rights. If events or changes in circumstances indicate that the fair value of program rights predominantly monetized individually or as a group is less than itstheir unamortized cost, the Companywe will write off the excess to technical and operating expenses in the consolidated statements of income (loss). Program rights with no future programming usefulness are substantively abandoned resulting in the write-off of remaining unamortized cost. There were no material program rights write-offs included in technical and operating expense for the year ended December 31, 2025. There were program rights write-offs of $20.0 million and $14.5 million included in technical and operating expense for the yearsyear ended December 31, 2024 and 2023, respectively, for programming that was substantively abandoned. For the year ended December 31, 2024, there waswere also $44.2 million of program write-offs recorded to restructuring and other related charges in connection with the Company's strategic programming assessments.

Content expenses,expenses and programming operating costs and production costs incurred to produce content for third parties primarily comprise technical and operating expenses. Content expenses represent the largest expense of the International segment and primarily consist of amortization of acquired content. Program operating costs include costs such as origination, transmission, uplink and encryption of our linear AMCNI channels as well as content hosting and delivery costs at our various on-line content distribution initiatives. Other components of technical and operating expense include costs of dubbing and sub-titling of programs. Our programming efforts are not all commercially successful, which has in the past resulted and could in the future result in a write-off of program rights. If events or changes in circumstances indicate that the fair value of program rights predominantly monetized individually or a group is less than its unamortized cost, the Companywe will write off the excess to technical and operating expenses in the consolidated statements of income (loss). Program rights with no future programming usefulness are substantively abandoned, resulting in the write-off of remaining unamortized cost. There were no material programming write-offs included in technical and operating expense for the years ended December 31, 20242025 and 2023.2024. For the year ended December 31, 2025, $6.7 million of program write-offs were recorded to restructuring and other related charges, primarily related to the wind-down of a U.K. joint venture.

Our future performance is dependent, to a large extent, on general economic conditions, includingwhich thecan impactimpact, ofamong directother competition,things, our ability to manage our businesses effectively,effectively and our relative strength and leverage in the marketplace, with both with suppliers and customers. Additionally, changes in macroeconomic factors and circumstances,geopolitical risks, particularly high inflation and interest rates, as well as potential or implemented tariffs and changes to the U.S. and other countries' trade policies, and uncertainty regarding further changes to inflationany ratesof andthe interest rates,foregoing, may adversely impact our results of operations, cash flows and financial position or our ability to refinance our indebtedness on terms favorable to us, or at all.

Capital and credit market disruptions, as well as other events such as pandemics or other health emergencies, inflation, tariffs and changes to the U.S. and other countries' trade policies, international conflict and recession, have in the past caused and could in the future cause market volatility and economic downturns, which have led and may lead to lower demand for our products, such as lower demand for television advertising and a decrease in the number of subscribers receiving our programming services. Events such as these have in the past adversely impacted, and may in the future adversely impact, our results of operations, cash flows and financial position.

The amounts presented and discussed below represent 100% of each operating segment's revenues, net and expenses. Where we have management control of an entity, we consolidate 100% of such entity in our consolidated statements of income (loss) notwithstanding that a third-party owns an interest, which may be significant,interest in such entity. The noncontrolling owner's interest in the operating results of consolidated subsidiaries are reflected in net income or loss attributable to noncontrolling interests in our consolidated statements of income (loss).

Subscription revenues decreased 4.9%0.8% in our Domestic Operations segment primarily due to a decline in affiliate revenues,revenues from basic subscriber declines, partially offset by an increase in streaming revenues.revenues primarily due to the impact of price increases across our services. Subscription revenues decreased 10.8%4.3% in our International segment primarily due to the non-renewal of an AMCNIa distribution agreement in the United Kingdom ("U.K.")Spain in the fourth quarter of 2023.2024, partially offset by the favorable impact of foreign currency translation. We expect the linear subscriber declines to continue,continue in our Domestic Operations segment, consistent with the declines across the cable ecosystem.

Advertising revenues decreased 11.4%15.1% in our Domestic Operations segment primarily due to linear ratings declines and continued lower demandmarketplace in the entertainment advertising marketplace, partially offset by digital and advanced advertising revenue growth.pricing. Advertising revenues increaseddecreased 41.0%9.8% in our International segment primarily due to the recognition of retroactive adjustments reported by a third party offor $20.8 million,million digitalin and2024 advancedpartially advertisingoffset growthby the impact of higher pricing in the U.K. and increased ratings and growth across Central and Northern Europeanlinear advertising markets. WeDespite the increase in our International segment in 2025 (excluding the impact of retroactive adjustments reported by a third party in 2024), we generally expect advertising revenue to continue to decline as the advertising market gravitates toward other distribution platforms.

The components of technicalTechnical and operating expenses areprimarily primarilyconsist of content expenses, which include the amortization of program rights, such as those for original programming, feature films and licensed series, and participation and residual costs. Technical and operating expenses also include other direct programming costs, such as,as distribution and production related costs and program delivery costs, such as transmission, encryption, hosting, and formatting.

Selling, generalTechnical and administrativeoperating expenses (excluding depreciation and amortization) increased 3.4%0.4% in our Domestic Operations segment primarily due to higher marketingresiduals costs and subscriberhigher acquisitionother expensesdirect programming costs, partially offset by lowera employeedecrease relatedin costs.program Selling,rights generalamortization. Technical and administrativeoperating expenses (excluding depreciation and amortization) decreased 7.9%2.1% in our International segment primarily due to lower program rights amortization, partially offset by the divestitureunfavorable impact of theforeign 25/7currency Media production services business on December 29, 2023.translation.

Impairment and other charges of $399.5$97.8 million for the year ended December 31, 20242025 primarily consisted of a $268.7$93.4 million goodwill impairment charge infor the Domestic OperationsAMCNI reporting unit,unit $102.0and a $4.4 million of goodwill impairment chargescharge atfor AMCNI,our andindefinite-lived $29.2intangible millionassets ofrelated long-livedto assetSundanceTV impairment charges at BBCA.trademarks.

In December 2024,2025, in connection with the preparation of our fourth quarter financial information, we performed our annual goodwill impairment test and concluded that the estimated fair valuesvalue of the Domestic Operations and AMCNI reporting unitsunit declined to less than theirits carrying amounts.amount. The decrease in the estimated fair valuesvalue reflectedreflects current and expected trends across the media industry, including continued softness in the domestic linear marketplace and across the international television broadcasting markets,markets resulting in lower expected future cash flows,flows incorporated into the fourth quarter preparation of our budget and long-range plan, as well as a decrease in the valuation multiples used to estimate fair valuesvalue using the market approach for the Domestic Operations reporting unit.approach. As a result, we recognized an impairment chargescharge of $268.7 million related to the Domestic Operations reporting unit and $34.0$93.4 million related to the AMCNI reporting unit, included in Impairment and other charges in the consolidated statements of income (loss).unit.

In December 2023,2025, in connection with the preparation of our fourth quarter financial information, we performed our annual goodwillindefinite-lived intangible asset impairment test and concluded that the estimated fair value of the 25/7SundanceTV Mediatrademarks reportingwas unitless furtherthan declinedtheir fromcarrying the interim assessment performed.amount. The decrease in the estimated fair value reflected current and expected trends across the media industry, including continued declinesoftness in market conditions and business outlook and contemplation of concurrent negotiations with the noncontrollingdomestic interestlinear holders for the sale of our remaining interest.marketplace. As a result, we recognized an impairment charge of $19.8$4.4 million,million reflectingrelated a write-down of substantially all ofto the goodwillSundanceTV associated with the 25/7 Media reporting unit.trademarks.

DuringAdditionally during the fourthsecond quarter of 2023,2024, given continued market challenges and linear declines, we revised our outlook for our BBCA linear programming network, resulting in lower expected future cash flows. As a result, we determined that sufficient indicators of potential impairment of long-lived assets existed at BBCA. We performed a recoverability testBBCA, and determinedconcluded that the carrying amount of the BBCA asset group was not recoverable. The carrying value of the BBCA asset group exceeded its fair value, thereforeand accordingly an impairment charge of $42.4$15.7 million was recorded for identifiable intangible assets and $13.5 million for other long-lived assets.assets, which is included within the Domestic Operations operating segment.

•the direct and indirect impact of events that are outside our control, such as geopolitical conditions (including international warwars or conflicts), political unrest in international markets, terrorist attacks, natural disasters and other similar events; and

Consolidated Results of Operations. This section provides an analysis of our results of operations for the three and six months ended MarchJune 31,30, 2026 compared to the three and six months ended MarchJune 31,30, 2025. Our discussion is presented on both a consolidated and segment basis. Our two segments are: (i) Domestic Operations and (ii) International.

Liquidity and Capital Resources. This section provides a discussion of our financial condition as of MarchJune 31,30, 2026, as well as an analysis of our cash flows for the threesix months ended MarchJune 31,30, 2026 and 2025. The discussion of our financial condition and liquidity also includes summaries of (i) our primary sources of liquidity and (ii) our contractual obligations that existed at MarchJune 31,30, 2026 as compared to December 31, 2025.

Most original series require us to make significant up-front investments. Our programming efforts are not always commercially successful, which has in the past resulted and could in the future result in a write-off of program rights. If events or changes in circumstances indicate that the fair value of program rights predominantly monetized individually or as a group is less than their unamortized cost, we will write off the excess to technical and operating expenses in the condensed consolidated statements of income (loss). Program rights with no future programming usefulness are substantively abandoned resulting in the write-off of remaining unamortized cost. There were no material program rights write-offs included in technical and operating expense for the three and six months ended MarchJune 31,30, 2026 and 2025.

Content expenses and programming operating costs primarily comprise technical and operating expenses. Content expenses represent the largest expense of the International segment and primarily consist of amortization of acquired content. Program operating costs include costs such as origination, transmission, uplink and encryption of our linear international channels as well as content hosting and delivery costs at our various on-line content distribution initiatives. Other components of technical and operating expense include costs of dubbing and sub-titling of programs. Our programming efforts are not all commercially successful, which has in the past resulted and could in the future result in a write-off of program rights. If events or changes in circumstances indicate that the fair value of program rights predominantly monetized individually or as a group is less than itstheir unamortized cost, we will write off the excess to technical and operating expenses in the condensed consolidated statements of income (loss). Program rights with no future programming usefulness are substantively abandoned, resulting in the write-off of remaining unamortized cost. There were no material programming write-offs included in technical and operating expense for the three and six months ended MarchJune 31,30, 2026 and 2025. For the three and six months ended MarchJune 31,30, 2025, $3.5$1.2 million and $4.7 million, respectively, of program write-offs were recorded to restructuring and other related charges, primarily related to the wind-down of a joint venture held by our U.K. business with operations in EMEA.

Our future performance is dependent, to a large extent, on general economic conditions, which can impact, among other things, our ability to manage our businesses effectively and our relative strength and leverage in the marketplace, with both suppliers and customers. Additionally, macroeconomic and geopolitical risks, particularly high inflation and interest rates, as well as potential or implemented tariffs and changes to the U.S. and other countries' trade policies, the direct and indirect impacts of international warwars or conflicts, including the ongoing conflict involving Iran, and uncertainty regarding further changes to any of the foregoing, may adversely impact our results of operations, cash flows and financial position or our ability to refinance our indebtedness on terms favorable to us, or at all.

Three and ThreeSix Months Ended MarchJune 31,30, 2026 and 2025

Subscription revenues decreased 2.6%4.5% in our Domestic Operations segment primarily due to a decline in affiliate revenues from basic subscriber declines, partially offset by an increase in streaming revenues primarily due to the impact of price increases across our services. Subscription revenues increaseddecreased 3.7%1.0% in our International segment primarily due to the wind-down of a joint venture that operated primarily in Poland and Africa, partially offset by the favorable impact of foreign currency translation, partially offset by lower revenues primarily from the wind-down of a joint venture held by our U.K. business with operations in EMEA.translation. We expect linear subscriber declines to continue in our Domestic Operations segment, consistent with the declines across the cable ecosystem.

Advertising revenues decreased 5.4%11.2% in our Domestic Operations segment primarily due to lower ratings and marketplace pricing,pricing as well as a now resolved system integration issue, partially offset by digital advertising growth. Advertising revenues increased 3.4%13.0% in our International segment primarily due to the outperformance of advertising in the fourth quarter of 2025 that has since returned to normal levels and the favorable impact of foreign currency translation, partially offset by lower ratings primarily in the U.K.translation. We generally expect advertising revenue to continue to decline as the advertising market gravitates toward other distribution platforms.

Content licensing and other revenues decreased 2.1%33.7% in our Domestic Operations segment primarily due to the timing and availability of deliveries in the period.period and the sale of our music catalog and additional revenues earned in connection with the production of Silo, a series originally produced by AMC Studios for a third party, that occurred in the second quarter of 2025. We expect content licensing revenues to vary in 2026 based on the timing and availability of our programming to distributors.

Technical and operating expenses (excluding depreciation and amortization) increased 6.2%1.9% in our Domestic Operations segment primarily due to higher program rights amortization, including increases for The Walking Dead Universe portfolio of shows as well as higher other direct programming costs.costs, partially offset by lower program rights amortization. Technical and operating expenses (excluding depreciation and amortization) increased 7.8%3.4% in our International segment due to higher program rights amortization,amortization driven by the unfavorable impact of foreign currency translation, partially offset by lower other direct programming costs.translation.

Selling, general and administrative expenses decreasedincreased 0.3%2.1% in our Domestic Operations segment primarily due to lowerhigher marketing expenses associated with lowerincreased media spend,spend for the premiere season of The Audacity and an increase in corporate allocated employee related costs partially offset by anlower increasecommitted inadvertising legalspend feeswith incustomers thefrom firstcontract quarter of 2026.renewals. Selling, general and administrative expenses increased 16.0%8.3% in our International segment primarily due to an increase in revenue share fees and commissions in the U.K. driven by the outperformance of advertising in the fourth quarter of 2025 that has since returned to normal levels and the unfavorable impact of foreign currency translation.

Unallocated corporate overhead costs increaseddecreased 3.2%3.0% to $30.2$29.7 million primarily due to higherlower employee related costs, including higher bonus expenses.costs.

Restructuring and other related charges were $4.3$5.7 million for the threesix months ended MarchJune 31,30, 2026, with $2.6$3.2 million related to the Company's voluntary buyout program for U.S. employees, which was announced in October 2025,employees and $1.7$2.5 million associated with the Company's ongoing restructuring plan in its International segment ("International Plan"),Plan, which for the quarter consisted primarily of officeworkforce closuresreductions in Latin America.

Restructuring and other related charges were $4.8$3.5 million and $8.3 million for the three and six months ended MarchJune 31,30, 2025, respectively, primarily related to the planned wind-down of a joint venture heldthat byoperated our U.K. business with operationsprimarily in EMEAPoland and Africa as part of itsour International segment, as well as the commencement of the International Plan in Southern Europe.

The decrease in operating income was primarily attributable to a $13.1$52.5 million decrease in revenues, net, a $15.8 million increase in technical and operating expenses and $4.0 million increase in selling, general and administrative costs.net.

The decreaseincrease in interest expense was primarily due to the impact of lower outstanding balances under our Term Loan A facility under our credit agreement (the “Term Loan A Facility”) and 4.25% Senior Notes due 2029 (the “Senior Notes”), partially offset by an increase in average interest rates associated with the July 2025 issuance of our 10.50% Senior Secured Notes due 2032, (the “2032 Notes”) and the March 2026 issuance of additional 2032 Notes relating toin the private exchange offer (the “Exchange Offer”) with respect to our outstanding 10.25% Senior Secured Notes due 2029 (the “2029 Notes”), partially offset by lower outstanding balances under our Term Loan A facility (the "Term Loan A Facility") under our credit agreement (the “Credit Agreement”) and our 4.25% Senior Notes due 2029 (the “Senior Notes”).

The decrease in miscellaneous, net was primarily related to third-party fees specifically attributable to the Exchange Offer of $16.7 million and the impact of foreign currency fluctuations.

Income tax expense (benefit)

For the three months ended MarchJune 31,30, 2026, income tax benefit was $6.7$4.7 million on a loss from operations before income taxes of $24.4 million, representing an effective rate of 28%,19%. asItems comparedresulting toin variances from the federal statutory rate of 21%. The effective rate differed from the federal statutory rate21% primarily dueconsisted toof state and local income tax expense andexpense, tax expense related to non-deductible compensation, and tax expense, including interest, related to an increase in uncertain tax positions, partially offset by a tax benefit from foreign operations and a tax benefit related to foreign-derived deduction eligible income.

For the three months ended MarchJune 31,30, 2025, income tax expense was $15.0$16.1 million on income from operations before income taxes of $68.8 million, representing an effective tax rate of 40%,23%. asThe comparedvariance tofrom the federal statutory rate of 21%. The effective rate differed from the federal statutory rate21% primarily dueconsisted toof state and local income tax expense, tax expense related to non-deductible compensation, tax expense for shortfalls related to share-based compensation and tax expense for an increase in the valuation allowance for foreign tax credits and losses.expense.

Subscription revenues decreased primarily due to a 15.9%16.6% decline in affiliate revenues, partially offset by a 10.7%6.3% increase in streaming revenues. Affiliate revenues decreased primarily due to basic subscriber declines, while streaming revenues increased primarily due to the impact of price increases across our services. Revenues related to the Company's streaming services were $173.8$179.7 million and $157.1$169.0 million for the three months ended MarchJune 31,30, 2026 and 2025, respectively. Streaming subscribers were 10.1 million at March 31, 2026 and 10.2 million at March 31, 2025.

Advertising revenues decreased primarily due to lower ratings and marketplace pricing,pricing as well as a now resolved system integration issue, partially offset by digital advertising growth.

Content licensing and other revenues decreased primarily due to the timing and availability of deliveries in the period.period and the sale of our music catalog and additional revenues earned in connection with the production of Silo, a series originally produced by AMC Studios for a third party, that occurred in the second quarter of 2025.

Technical and operating expenses (excluding depreciation and amortization) increased primarily due to higher program rights amortization, including increases for The Walking Dead Universe portfolio of shows as well as higher other direct programming costs.costs, partially offset by lower program rights amortization.

Selling, general and administrative expenses decreasedincreased primarily due to lowerhigher marketing expenses associated with lowerincreased media spend,spend for the premiere season of The Audacity and an increase in corporate allocated employee related costs, partially offset by anlower increasecommitted inadvertising legalspend feeswith incustomers thefrom firstcontract quarter of 2026.renewals.