西麦斯 2026年年度报告和过渡报告

(Mark One) ☐REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g)OF THE SECURITIES EXCHANGE ACT OF 1934OR☑ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31, 2025OR☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934OR☐SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934Date of event requiring this shell company reportFor the transition period from toCommission file number 1-14946Cemex, S.A.B. de C.V. Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (orfor such shorter period that the registrant was required to submit such files).Yes☑No☐ TABLE OF CONTENTS PartI Item1. Identity of Directors, Senior Management and AdvisorsItem2. Offer Statistics and Expected TimetableItem3. Key InformationItem4. Information on the CompanyItem4A. Unresolved Staff CommentsItem5. Operating and Financial Review and ProspectsItem6. Directors, Senior management, and EmployeesItem7. Major Shareholders and Related Party TransactionsItem8. Financial InformationItem9. The Offer and ListingItem10. Additional InformationItem11. Quantitative and Qualitative Disclosures About Market RiskItem12. Description of Securities Other Than Equity SecuritiesItem12A. Debt SecuritiesItem12B. Warrants and RightsItem12C. Other SecuritiesItem12D. American Depositary SharesPartIIItem13. Defaults, Dividend Arrearages and DelinquenciesItem14. Material Modifications to the Rights of Security Holders and Use of ProceedsItem15. Controls and ProceduresItem16. ReservedItem16A. Audit Committee Financial ExpertItem16B. Code of EthicsItem16C. Principal Accountant Fees and ServicesItem16D. Exemptions from the Listing Standards for Audit CommitteesItem16E. Purchases of Equity Securities by the Issuer and Affiliated PurchasersItem16F. Change in Registrant’s Certifying AccountantItem16G. Corporate GovernanceItem16H. Mine Safety DisclosureItem16I. Disclosure Regarding Foreign Jurisdictions that Prevent InspectionsItem16J. Insider Trading PoliciesItem16K. Cybersecurity PartIII Item17. Financial StatementsItem18. Financial StatementsItem19. Exhibits INTRODUCTION Cemex, S.A.B. de C.V. is incorporated as a publicly traded variable stock corporation (sociedad anónima bursátil de capital variable)organized under the laws of the United Mexican States (“Mexico”). Except as the context otherwise may require, references in this annualreport to “Cemex,” the “Company,” “we,” “us” or “our” refer to Cemex, S.A.B. de C.V. and its consolidated entities. See note1 to Cemex,S.A.B. de C.V.’s 2025 audited consolidated financial statements included elsewhere in this annual report. Presentation of Financial Information The audited consolidated financial statements of Cemex, S.A.B. de C.V. included elsewhere in this annual report have been prepared inaccordance with IFRS Accounting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”). The regulations of the U.S. Securities and Exchange Commission (the “SEC”) do not require foreign private issuers that prepare theirfinancial statements based on IFRS (as issued by the IASB) to reconcile such financial statements to United States Generally AcceptedAccounting Principles (“U.S. GAAP”). Unless otherwise indicated, references in this annual report to “$” and “Dollars” are to United States Dollars, references to “€” are to Euros,references to “£,” “Pounds Sterling” and “Pounds” are to British Pounds, and references to “Ps,” “Mexican Pesos” and “Pesos” are toMexican Pesos. References to “billion” mean one thousand million. References in this annual report to “CPOs” are to Cemex, S.A.B. deC.V.’s Ordinary Participation Certificates (Certificados de Participación Ordinarios), each CPO represents two Series A shares (as definedbelow) and one Series B share (as defined below) of Cemex, S.A.B. de C.V. References to “ADSs” are to American Depositary Shares ofCemex, S.A.B. de C.V., each ADS represents 10 CPOs. Unless otherwise indicated, all information in this annual report excludes (i)our operations in Guatemala and the Philippines, which wedisposed of in September 2024 and December 2024 and (ii)our operations in the Dominican Republic and Panama, which we disposed ofin January 2025 and October 2025, respectively. For the year ended December31, 2023 and for the period from January1 toSeptember10, 2024, our operations in Guatemala are reported in the income statements, net of income tax, in the single line item“Discontinued operations.” For the year ended December31, 2023 and for the period from January1 to December2, 2024, our operationsin the Philippines are reported in the income statements, net of income tax, in the single line item “Discontinued operations.” For the yearsended December31