Item 8.01 Other Events

On January 3, 2022, Warner Music Group Corp. (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with AI Entertainment Holdings LLC, LB Remainder Holdings LLC and CT/FT Holdings LLC, as selling stockholders (the "Selling Stockholders"), and Morgan Stanley & Co. LLC, as underwriter (the "Underwriter"), pursuant to which the Selling Stockholders agreed to sell to the Underwriter, and the Underwriter agreed to purchase from the Selling Stockholders, subject to and upon the terms and conditions set forth therein, an aggregate of 8,562,500 shares of the Company's Class A Common Stock, par value $0.001 per share (the "Shares"), at a price of $40.66 per share (the "Offering"). The Offering closed on January 6, 2022.

A copy of the opinion of Debevoise & Plimpton LLP as to the validity of the Shares is filed as Exhibit 5.1 hereto.

Item 9.01 Financial Statements and Exhibits




(d) Exhibits.



Exhibit
Number    Description

 5.1        Opinion of Debevoise & Plimpton LLP.

23.1        Consent of Debevoise & Plimpton LLP (included in Exhibit 5.1).

104       Cover Page to this Current Report on Form 8-K in Inline XBRL.

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