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Lionsgate Studios Corp.

For the period ended Mar 17, 2026. Filed Feb 3, 2026.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Mar 17, 2026 · Filed Feb 3, 2026

LION$14.24+13.4%Stored close · as of Nov 6, 2026
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Contents

Table of Contents

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

(AMENDMENT NO. )

Filed by the Registrant

☑

Filed by a Party other than the Registrant

☐

Check the appropriate box:

☐Preliminary Proxy Statement
☐Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☑Definitive Proxy Statement
☐Definitive Additional Materials
☐Soliciting Material Pursuant to Rule14a-12

Lionsgate Studios Corp.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

☑No fee required.
☐Fee paid previously with preliminary materials.
☐Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS AND PROXY STATEMENT

250 Howe Street, 20 th Floor

Vancouver, British Columbia V6C 3R8

2700 Colorado Avenue

Santa Monica, California 90404

NOTICE OF ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS

To Be Held March 17, 2026

To Our Shareholders:

You are invited to attend the annual general and special meeting of shareholders (the “Annual Meeting”) of Lionsgate Studios Corp. (“Lionsgate” or the “Company”), which will be held on March 17, 2026, beginning at 10:00 a.m., Pacific Time, at Lionsgate’s head office in Canada at Dentons Canada LLP, 250 Howe Street, 20 th Floor, Vancouver, British Columbia, V6C 3R8. At the Annual Meeting, shareholders will act on the following matters:

1.Elect eleven (11) directors named as nominees in this proxy statement, each for a term ending at the next annual meeting of shareholders or until their respective successors are duly elected;
2.Re-appoint Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2026;
3.Conduct an advisory vote to approve executive compensation; and
4.Transact such further and other business as may properly come before the meeting and any continuations, adjournments or postponements thereof.

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON MARCH 17, 2026 BEGINNING AT 10:00 A.M., PACIFIC TIME, AT LIONSGATE’S HEAD OFFICE IN CANADA AT DENTONS CANADA LLP, 250 HOWE STREET, 20TH FLOOR, VANCOUVER, BRITISH COLUMBIA, V6C 3R8

This proxy statement is available at www.proxyvote.com, the U.S. Securities and Exchange Commission’s (the “SEC”) website atwww.sec.gov, the System for Electronic Document Analysis and Retrieval (“SEDAR+”) atwww.sedarplus.ca, and on our website athttp://investors.lionsgate.com/financialreports/annual-reports-and-proxy-statements/proxy-statements. The other information on our corporate website does not constitute part of this proxy statement.

Shareholders of record of common shares at 5:00 p.m. (Eastern Time) on February 2, 2026 are entitled to notice of, and to vote at, the Annual Meeting or any continuations, adjournments or postponements thereof. Whether or not you plan to attend the Annual Meeting, we urge you to submit your proxy orvoting instructions as promptly as possible by Internet, telephone or mail to ensure your representation and the presence of a quorum at the Annual Meeting. Shareholders of record that attend the Annual Meeting and wish to vote in person may withdraw a previously submitted proxy card or voting instructions and vote their common shares personally.

Your proxy card is revocable in accordance with the procedures set forth in the proxy statement accompanying this notice.

By Order of the Board of Directors,

Santa Monica, California

Vancouver, British Columbia

February 3, 2026

In accordance with our security procedures, all persons attending the Annual Meeting will be required to present picture identification.

TABLE OF CONTENTS

EXPLANATORY NOTEi
CHAIR LETTER TO SHAREHOLDERSv
PROXY SUMMARYvi
Select Accomplishments in Fiscal 2025vi
Meeting Information and Votingvi
Annual Meeting Proposalsvii
PROXY STATEMENT1
ABOUT THE ANNUAL MEETING1
PROPOSAL 1: ELECTION OF DIRECTORS7
Nominees for Directors7
Board Profile14
Director Service Commitments15
PROPOSAL 2: RE-APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM17
PROPOSAL 3: ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION18
ENVIRONMENTAL, SOCIAL AND GOVERNANCE19
Environmental, Social Responsibility and Human Capital Matters19
Climate Risk Exposure and Awareness20
Corporate Governance21
Role of the Board and Corporate Governance Guidelines21
Board Leadership Structure22
Separate Chair and Chief Executive Officer Roles22
Board Role in Risk Oversight22
Succession Planning23
Cybersecurity and Information Security Risk Oversight23
Cybersecurity and Information Security Risk Governance Highlights24
Stock Ownership Guidelines24
Insider Trading Policy25
Board and Shareholder Meeting Attendance25
Board Committees and Responsibilities25
Determining Board Composition28
Board Evaluations, Tenure and Refreshment28
Shareholder Communications29
Code of Conduct and Ethics29
Director Independence29
Non-Management Director Meetings30
Management30
COMPENSATION DISCUSSION AND ANALYSIS31
Named Executive Officers31
Executive Summary31
Shareholder Engagement35
Key Features of Our Executive Compensation Program37
Program Objectives38
Compensation Practices38
Process for Determining Executive Compensation39
Compensation Components42
Compensation Committee Report on Executive Compensation56
Director Compensation57
COMPANY’S COMPENSATION POLICIES AND RISK MANAGEMENT59
COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION59
EXECUTIVE COMPENSATION INFORMATION60
Summary Compensation Table60
Description of Employment Agreements62
Grants of Plan-Based Awards64
Outstanding Equity Awards67
Option Exercises and Stock Vested68
Non-Qualified Deferred Compensation68
POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL69
Estimated Severance and Change in Control Benefits72
Pay Ratio Disclosure74
Pay Versus Performance75
EQUITY COMPENSATION PLAN INFORMATION79
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS80
SECURITY OWNERSHIP OF MANAGEMENT81
REPORT OF THE AUDIT & RISK COMMITTEE82
STATEMENT OF CORPORATE GOVERNANCE PRACTICES83
Board of Directors83
Board Mandate84
Position Descriptions84
Orientation and Continuing Education84
Ethical Business Conduct84
Nomination of Directors85
Compensation85
Board Committees and Responsibilities85
Determining Board Composition87
Board and Committee Evaluations87
Non-Management Director Meetings87
Board Role in Risk Oversight87
Stock Performance Graph89
Assessments89
Term Limits89
Considerations of the Representation of Women on the Board89
Executive Officer Composition90
Indebtedness of Directors and Executive Officers90
INTEREST OF CERTAIN PERSONS OR COMPANIES IN MATTERS TO BE ACTED UPON90
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS91
ACCOUNTANTS’ FEES95
HOUSEHOLDING OF PROXY MATERIALS96
OTHER INFORMATION96
OTHER BUSINESS96
DIRECTORS’ APPROVAL96
EXHIBIT A: USE OF NON-GAAP FINANCIAL MEASURESA-1
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.