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depends, in part, upon the ability of these third parties to correctly anticipate public demand for particular events, as well as the availability of popular artists, entertainers and teams.
The 10-K against last year's
81 changes: 8 added, 14 removed, 59 reworded
10-K 0001335258-26-000009 (2026-02-19) vs 10-K 0001335258-25-000028 (2025-02-21)
The redline
The paragraph that changed most in each section
Marked against last year's 10-K:
cut words struck through, new words highlighted and underlined.
Risk Factors 173 words changed in this paragraph; it is 31% similar to last year's version.
In foreign countries in which we operate, a risk exists that our employees, contractors or agents could, in contravention of our policies, engage in business practices prohibited by applicable United States laws and regulations, such as the United States Foreign Corrupt Practices Act, as well as the laws and regulations of other countries prohibiting corrupt payments to government officials such as the United Kingdom Bribery Act 2010. We maintain policies prohibiting such business practices and have in place global anti-corruption compliance and training programs designed to ensure compliance with these laws and regulations. Nevertheless, the risk remains that one or more of our employees, contractors or agents, including those based in or from countries where practices that violate such United States laws and regulations or the laws and regulations of other countries may be customary, as well as those associated with newly-acquired businesses, will engage in business practices that are prohibited by our policies, circumvent our compliance programs and, by doing so, violate such laws and regulations. Any such violations, even if prohibited by our internal policies, could result in fines, criminal sanctions against us and/or our employees, prohibitions on the conduct of our business and damage to our reputation, which could adversely affect our business, financial condition and results of operations.
Source: Item 1A, 10-K 0001335258-26-000009 vs Item 1A, 10-K 0001335258-25-000028
MD&A 159 words changed in this paragraph; it is 38% similar to last year's version.
Concerts AOI for the year increased by $209 $157.3 million, or 65%, 30%, compared to 2023, 2024, from $320 $529.7 million to $530 $687.1 million. Our ancillary revenue spending at our United States amphitheater shows was over $44 $45 per fan for the year, with onsite spend growing by 6%. On the venue front, we had several notable developments. We opened Rogers Stadium in Toronto, which hosted nearly $1 700 thousand fans over 2023, driven by higher food the summer with even more shows and beverage spending as well as merchandise and premium offerings. more fans planned in 2026. After extensive renovations, our Jones Beach amphitheater we also re-opened on Long Island an arena in Hamilton, Ontario Canada as TD Coliseum with Paul McCartney headlining the venue’s first show. Our first venue in South America, the Vive Claro stadium in Bogota, Colombia opened in August 2025 with capacity for 40 thousand fans per show. Finally, two new amphitheaters and produced double-digit growth on premium seating, concessions and VIP club revenues. Similarly one large indoor/outdoor theater opened in the Estadio GNP stadium (formerly known as Foro Sol) re-opened in Mexico City over the summer, offering fans an elevated concert-going experience with several new VIP lounges and additional points of sale for all fans. United States.
Source: Item 7, 10-K 0001335258-26-000009 vs Item 7, 10-K 0001335258-25-000028
Accounting Policies 80 words changed in this paragraph; it is 79% similar to last year's version.
For the year ended December 31, 2024, as part of a refresh of the fair values of reporting units, as of July 1, 2024, three of our reporting units were assessed under quantitative analysis to support future qualitative evaluation. As of October 1, 2024, as required by our policy to perform goodwill tests annually as of October 1, 2024 annually, these three reporting units were also assessed under the initial qualitative evaluation and did not advance to the quantitative analysis. As of October 1, 2024, the remaining three reporting units with goodwill were assessed under quantitative analysis to support future qualitative evaluation. All of our reporting units assessed under the quantitative analysis primarily used a discounted cash flows methodology, with a lesser weighting attributed to the market multiple approach. The discounted cash flows methodology estimates fair value by discounting the reporting unit’s estimated future cash flows using a weighted-average cost of capital that reflects current market conditions and the risk profile of the reporting unit. Under the market multiple approach, the estimated fair value of the reporting unit was estimated by applying market multiples derived from stock prices of companies that are engaged in the same or similar lines of business as the reporting unit and that are actively traded on a free and open market. The derived multiples are then applied to the reporting unit’s financial metrics.
Source: Item 8, Note 1 – THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0001335258-26-000009 vs Item 8, Note 1 – THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, 10-K 0001335258-25-000028
Legal Proceedings 57 words changed in this paragraph; it is 81% similar to last year's version.
In May 2024, the United States Department of Justice, Antitrust Division, together with the attorneys general of twenty-nine states plus the District of Columbia, filed a civil antitrust complaint (the “Complaint”) against Live Nation Entertainment, Inc. and Ticketmaster in the United States District Court for the Southern District of New York alleging violations of various federal and state laws pertaining to antitrust, competition, unlawful or unfair business practices, restraint of trade, and other causes of action. The United States filed an Amended Complaint in August 2024, adding ten additional states as plaintiffs but not otherwise materially amending the claims asserted in the lawsuit. The Complaint requests various forms of relief for the alleged violations, including without limitation the divestiture of Ticketmaster by the Company, cancellation of certain ticketing contracts, enjoining the Company from engaging in anticompetitive practices, and other forms of relief. Certain Twenty-four states also seek unspecified damages for their citizens. The Company believes it has substantial defenses to the claims asserted in the lawsuit and will vigorously defend itself. citizens allegedly caused by anticompetitive ticketing practices.
Source: Item 3, via Note 7 – COMMITMENTS AND CONTINGENT LIABILITIES, 10-K 0001335258-26-000009 vs Item 3, via Note 8 – COMMITMENTS AND CONTINGENT LIABILITIES, 10-K 0001335258-25-000028
Every change, by type
Sentences and paragraphs added, removed or reworded
Sentences and paragraphs of LYV's Risk Factors and MD&A, 10-K 2026-02-19 against 10-K 2025-02-21. Each links to the text at sec.gov.
Quiet changes are sentences kept from last year with one to four words changed, at least one of them a hedge, a modal or a qualifier (may, could, will, not, significant, material…). A year or date rolling forward is not counted.
The full word list
adverse, adversely, all, although, anticipate, anticipates, any, approximately, believe, believes, can, cannot, certain, could, expect, expects, generally, however, if, intend, intends, largely, likely, many, material, materially, may, might, most, must, never, no, not, possible, primarily, probable, should, significant, significantly, some, substantial, substantially, unlikely, will, wouldAddedRisk Factors
In foreign countries in which we operate, a risk exists that our employees, contractors or agents could, in contravention of our policies, engage in business practices prohibited by applicable United States laws and regulations, such as the United States
AddedRisk Factors
litigation in the past and may be required to incur additional expenses in the future regarding such investigations and litigation. In the case of antitrust (and similar or related) matters, any adverse outcome could limit or prevent us from engaging in the ticketing business generally (or in a particular segment thereof) or subject us to potential damage assessments, all of which could have a material adverse effect on our business, financial condition and results of operations.
AddedRisk Factors
Separately, in September 2025, the United States Federal Trade Commission, joined by the attorneys general of seven states, filed a lawsuit against us alleging that we advertised ticket prices to consumers that were deceptively lower than prices displayed at checkout, deceived consumers about the enforcement of advertised event ticket purchase limits and facilitated the sale of tickets unlawfully acquired by ticket brokers. The plaintiffs allege that we violated the Better Online Ticket Sales Act and Section 5 of the FTC Act, as well as various state consumer protection statutes and seek injunctive relief, statutory penalties and restitution for consumers. The case is in its initial stages.
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We experienced foreign exchange rate operating income of $10.7 million and $29.6 million for the year years ended December 31, 2023 2025 and December 31, 2023, respectively, and foreign exchange operating losses of $52.4 million and $39.8 million for the years year ended December 31, 2024 and December 31, 2022, respectively, 2024, which impacted our operating income (loss). income.
RewordedRisk Factors
We have expended significant capital and other resources to protect against and remedy such potential security breaches, incidents and their consequences, and will continue to do so in the future, including the establishment of a dedicated cybersecurity organization within our larger technology environment, and will continue to do so as well as cybersecurity roles in the future. critical business areas.
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In addition, third parties may independently and lawfully develop substantially similar intellectual properties. properties, but depending on how similar they are, we may take action against those third parties as described below.
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We have incurred legal expenses in connection with the defense of governmental investigations and litigation in the past and may be required to incur additional expenses in the future regarding such investigations and litigation.
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As we are also a content provider and venue operator we may face direct competition with our prospective or current primary ticketing clients, who primarily include live event content providers.
RewordedRisk Factors
Our businesses have historically cooperated with authorities in connection with these investigations and have satisfactorily resolved each such material investigation, inquiry or litigation. investigations.
RewordedRisk Factors
Additional changes to data privacy laws and regulations around the world, including in the E.U., U.K., and/or the United States, world could lead to additional compliance costs and could increase our overall risk.
RewordedRisk Factors
In May 2024, we were sued by the United States Department of Justice and state and federal authorities for alleged violations of various laws pertaining to antitrust, competition, unlawful or unfair business practices, restraint of trade, and other causes of action, with various forms of relief requested for the alleged violations, including without limitation the divestiture of Ticketmaster by the Company, cancellation of certain ticketing contracts, enjoining the Company from engaging in anticompetitive practices, monetary damages, and other forms of relief.
RewordedRisk Factors
For these events, we use venues that we own, but we also operate as well as a number of our live music venues under various agreements which include leases with third parties, ownership through an equity interest or booking agreements, which are agreements where we contract to book the events at a venue for a specific period of time.
RewordedRisk Factors
In particular, there are a limited number of artists that can headline a major North American or global tour or who can sell out larger venues, including many of our amphitheaters. venues.
AddedMD&A
2025 was another record year for the Company with operating income up 52% and AOI up 10% versus 2024. We saw demand for live experiences growing across the globe, notably in our international markets, with superstar acts performing to packed houses from Toronto to Taipei and from Buenos Aires to Berlin. We had our highest ever volume of stadium shows in 2025, fueling our best topline revenue in the Company’s 20-year history. Once again, our Concerts segment led our segments in terms of growth, generating $687.1 million in AOI, an increase of 30% over 2024. We added 8 million fans in 2025 and over half of our full year fan count came from markets outside the United States – the first time this has happened. Our global footprint of venues continued to expand during the year with more new club, theater, amphitheater, arena and stadium opportunities around the globe planned in 2026 and beyond.
AddedMD&A
In October 2025, we amended, restated and refinanced, our then-existing senior secured credit facility and entered into an amended and restated credit agreement (the “Credit Agreement”). The Credit Agreement provides for, among other things, (i) a $1.3 billion multicurrency revolving credit facility (the “new multicurrency revolving facility”), (ii) a $400 million venue expansion revolving credit facility (the “new venue expansion revolving facility” and together with the new multicurrency revolving facility, the “new revolving facilities”), (iii) a $700 million delayed draw term loan A facility (the “new delayed draw term loan A facility”), and (iv) a $1.3 billion term loan B facility (the “new term loan B facility” and together with the new revolving facilities and the new delayed draw term loan A facility, the “new senior secured credit facilities”). The new term loan B facility was fully drawn at the closing of the new senior secured credit facilities.
AddedMD&A
We have operations in countries throughout the world. The financial results of our foreign operations are measured in their local currencies. Our foreign subsidiaries also carry certain net assets or liabilities that are denominated in a currency other
AddedMD&A
The One Big Beautiful Bill Act (the “Act”) was enacted on July 4, 2025. The Act makes key elements of the Tax Cuts and Jobs Act permanent, including 100% bonus depreciation, domestic research cost expensing, the business interest expense limitation and makes modifications to the international tax framework. The financial reporting implications of the Act were recorded in the income tax provision for the year ended December 31, 2025.
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RewordedMD&A
Cash provided by operating activities increased $362.2 decreased $329.9 million for the year ended December 31, 2024 2025 as compared to the prior year primarily due to an overall increase in net income combined with changes in operating assets and liabilities from timing of events on sale, payments and receipts as well as an overall decrease in net income, which were partially offset by higher lower deferred income taxes, lower provision for uncollectible accounts receivable, changes in fair value of contingent considerations from certain acquisitions and higher lower gains on mark-to-market of investments in nonconsolidated affiliates and crypto assets during 2024. 2025.
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For the year ended December 31, 2024, 2025, we had a net tax expense of $339.8 million on income before income taxes of $1.0 billion compared to a net tax benefit of $391.7 million on income before income taxes of $739.4 million compared to a net tax expense of $209.5 million on income before income taxes of $913.3 million for 2023. 2024.
RewordedMD&A
The remaining change in operating income outside of AOI of $522.6 $310.2 million is primarily associated with the nonrecurring Astroworld estimated loss contingencies of $454.9 million and higher depreciation and amortization expenses of $49.4 million for additional capital expenditures incurred to support in the increased operations as well as from acquisitions and new venues. prior year.
RewordedMD&A
Cash used in investing activities increased $158.5 $372.2 million for the year ended December 31, 2024 2025 as compared to the prior year primarily due to higher purchases of property, plant and equipment in 2024 2025 for revenue generating capital expenditures and cash paid for acquisitions, net of cash acquired, which were partially offset by lower advances in notes receivable and higher collections of notes receivable due to timing. expenditures.
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Ticketing AOI decreased $16.5 increased $10.8 million and operating income decreased $20.7 $11.5 million during the year ended December 31, 2024 2025 as compared to the prior year primarily driven by higher revenue discussed above partially offset by higher selling, general and administrative expenses attributable due to improving the user experience increased investments in cybersecurity and reducing friction during high demand on-sales. new fan-friendly tools.
RewordedMD&A
For the year ended December 31, 2023, 2025, we had $35.3 million of other expense, net, net of $57.5 million, which includes primarily consisted of net foreign exchange rate losses of $74.5 million partially offset by mark to market adjustments for certain investments in nonconsolidated affiliates of $46.5 $61.1 million.
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Sponsorship & Advertising revenue increased $99.8 $134.2 million during the year ended December 31, 2024 2025 as compared to the prior year due to primarily driven by due to increased sponsorship activity from our in the United States and international markets markets, notably for naming rights and onsite sponsorships. sponsorship deals attached to new venues.
RewordedMD&A
Concerts revenue increased $283.4 million $1.8 billion during the year ended December 31, 2024 2025 as compared to the prior year attributable primarily due to acquisitions more stadium shows and new venues of $335.1 million as well as increased show count and fan growth. fans.
RewordedMD&A
Operating income decreased $260.4 increased $426.7 million during the year ended December 31, 2024 2025 as compared to the prior year primarily driven by decreased increased operating income in our Concerts segment of $313.2 million, which included Astroworld estimated loss contingencies of $454.9 million, $467.5 million and Ticketing Sponsorship & Advertising segment of $20.7 $81.6 million.
RewordedMD&A
Our balance sheet reflects cash and cash equivalents of $7.1 billion and short-term investments of $76.6 million at December 31, 2025 and cash and cash equivalents of $6.1 billion at December 31, 2024 and $6.2 billion at December 31, 2023. 2024.