Warner Music Group Corp.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

Check the appropriate box:

WARNER MUSIC GROUP CORP.

(Name of Registrant as Specified in Its Charter)

Payment of Filing Fee (Check the appropriate box):

January 21, 2025

Dear WMG Shareholder:

It is my pleasure to invite you to our annual meeting, taking place on March 4, 2025. The attached proxy statement contains key information about the meeting’s agenda, as well as voting instructions.

We appreciate your important votes on the issues contained in this proxy statement.

The last twelve months have seen us hit key creative milestones, including the world’s biggest song of the year, the U.S.’ biggest song of the year, and breaking the record for the most monthly Spotify listeners for any artist. Commercially too, we’ve made significant progress, successfully advocating for improvements in pricing and royalty models at the streaming services, while proving the potential of AI.

At the same time, we are evolving our company based on the principle that simplicity and focus drive higher intensity and impact. We’ve brought in dynamic new leaders, flattened our organization, globalized our catalog and distribution businesses, and made great strides in our digital transformation. Our focus on efficiency has freed up capital, enabling us to invest more in growth opportunities in both established and high-growth markets.

Above all, we continue to discover great talent, grow our catalog, champion the value of music, and distinguish ourselves in a thriving industry.

On behalf of our Board of Directors, and our entire company, thank you for your support of WMG.

Sincerely,

Robert Kyncl

Chief Executive Officer

Warner Music Group Corp.

Notice of Annual Meeting of Stockholders

On behalf of the Board of Directors (the “Board”), I cordially invite you to attend the 2025 Annual Meeting of Stockholders (the “Annual Meeting”) of Warner Music Group Corp.

Date and Time

Tuesday, March 4, 2025 at 12:00 p.m., Eastern Time

Location

www.virtualshareholdermeeting.com/WMG2025

We have adopted this technology to expand access to the meeting, improve communications and lower the cost to our stockholders, the Company and the environment. We believe that the virtual Annual Meeting should enable increased stockholder participation from locations around the world.

Agenda

At the meeting, stockholders will consider and vote on the following matters:

The Board recommends that you vote “FOR” the election of each of the nominees named in Proposal 1 (Robert Kyncl, Lincoln Benet, Len Blavatnik, Val Blavatnik, Mathias Döpfner, Nancy Dubuc, Noreena Hertz, Ynon Kreiz, Ceci Kurzman, Michael Lynton and Donald A. Wagner) and “FOR” Proposal 2. Information about the matters to be acted upon at the Annual Meeting is contained in the accompanying Proxy Statement.

Voting Your Shares

Stockholders of record holding shares of Class A common stock, par value $0.001 per share (the “Class A Common Stock”) and shares of Class B common stock, par value $0.001 per share (the “Class B Common Stock”), of the Company (together, the “Shares”) as of the close of business on January 6, 2025 (the “Record Date”) are entitled to vote at the Annual Meeting.

Internet Please log on to www.proxyvote.com and submit a proxy to vote your Shares by 11:59 p.m., Eastern Time, on March 3, 2025.

Telephone Please call the number on your proxy card until 11:59 p.m., Eastern Time, on March 3, 2025.

Mail If you received printed copies of the proxy materials, please complete, sign, date and return your proxy card by mail to Vote Processing c/o Broadridge, 51 Mercedes Way, Edgewood, New York 11717 so that it is received by the Company prior to the Annual Meeting.

In Person You may attend the virtual Annual Meeting and cast your vote.

Beneficial owners whose Shares are held at a brokerage firm or by a bank or other nominee should follow the voting instructions that they received from the nominee.

ii

This notice is being delivered to the holders of Shares as of the close of business on January 6, 2025, the record date fixed by the Board for the purposes of determining the stockholders of the Company entitled to receive notice of and to vote at the Annual Meeting, and constitutes notice of the Annual Meeting under Delaware law. Proxy materials or a Notice of Internet Availability were first made available, sent or given to the Company’s stockholders on or about January 21, 2025.

By Order of the Board of Directors,

Trent Tappe

Senior Vice President, Deputy General Counsel,

Chief Compliance Officer and Secretary

Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of Stockholders to Be Held on March 4, 2025.

The accompanying Proxy Statement, our 2024 Annual Report to Stockholders and directions on how to participate in the Annual Meeting are available at https://investors.wmg.com/investor-overview.

iii

Table of Contents