SEC Form 4 · accession 0001140361-15-032693
NEWS CORP · NWSA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert J Thomson
Officer — Chief Executive Officer · Director
Period of report
Aug 15, 2015
Accepted (ET)
Aug 18, 2015 · 4:30 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001564708
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Aug 15, 2015 | M | 106,848 | — | A | 106,848 | D | |
| Class A Common Stock | Aug 15, 2015 | F | 59,643 | $15.18 | D | 47,205 | D | |
| Class A Common Stock | Aug 15, 2015 | D | 47,205 | $15.18 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Cash-Settled Performance Share UnitsF3,F1,F2 | — | Aug 15, 2015 | M | 106,848 | D | Aug 15, 2015 | Aug 15, 2015 | Class A Common Stock | 106,848 | 0 | D |
Explanation of responses
- F1The cash-settled performance share units were deemed to have settled for an equivalent number of shares of News Corporation's Class A Common Stock.
- F2Each performance share unit is the economic equivalent of one share of News Corporation's Class A Common Stock.
- F3The number of performance share units reported herein was adjusted in connection with the separation of News Corporation from Twenty-First Century Fox, Inc. ("Fox") on June 28, 2013. The adjustment was based on the ratio of the closing price on June 28, 2013 of Fox's Class A Common Stock and the volume weighted average price of News Corporation's Class A Common Stock over a 10-day period ending on July 15, 2013.