SEC Form 4 · accession 0002012354-26-000003
NEWS CORP · NWSA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ruth Allen
Officer — Chief Human Resources Officer
Period of report
Aug 15, 2026
Accepted (ET)
Aug 18, 2026 · 4:05 pm EDT
Rule 10b5-1 plan
box not checked
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,F2 | Aug 15, 2026 | M | 23,620 | — | A | 23,620 | D | |
| Class A Common StockF3 | Aug 15, 2026 | F | 9,519 | $29.16 | D | 14,101 | D | |
| Class A Common StockF4,F5 | Aug 15, 2026 | M | 5,927 | — | A | 20,028 | D | |
| Class A Common StockF3 | Aug 15, 2026 | F | 2,389 | $29.16 | D | 17,639 | D | |
| Class A Common StockF4,F5 | Aug 15, 2026 | M | 3,715 | — | A | 21,354 | D | |
| Class A Common StockF3 | Aug 15, 2026 | F | 1,498 | $29.16 | D | 19,856 | D | |
| Class A Common StockF4,F5 | Aug 15, 2026 | M | 3,379 | — | A | 23,235 | D | |
| Class A Common StockF3 | Aug 15, 2026 | F | 1,714 | $29.16 | D | 21,521 | D | |
| Class A Common StockF6 | Aug 17, 2026 | S | 21,521 | $28.9917 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock-Settled Performance Stock UnitsF1,F2,F7 | — | Aug 15, 2026 | M | 23,620 | D | Aug 15, 2026 | Aug 15, 2026 | Class A Common Stock | 23,620 | 0 | D |
| Stock-Settled Restricted Stock UnitsF4,F5,F8 | — | Aug 15, 2026 | M | 5,927 | D | Aug 15, 2026 | Aug 15, 2026 | Class A Common Stock | 5,927 | 0 | D |
| Stock-Settled Restricted Stock UnitsF4,F5,F8 | — | Aug 15, 2026 | M | 3,715 | D | Aug 15, 2026 | Aug 15, 2026 | Class A Common Stock | 3,715 | 3,721 | D |
| Stock-Settled Restricted Stock UnitsF4,F5,F8 | — | Aug 15, 2026 | M | 3,379 | D | Aug 15, 2026 | Aug 15, 2026 | Class A Common Stock | 3,379 | 6,765 | D |
| Stock-Settled Restricted Stock UnitsF9,F8,F10 | — | Aug 15, 2026 | A | 11,831 | A | — | — | Class A Common Stock | 11,831 | 11,831 | D |
Explanation of responses
- F1Includes dividend equivalents accrued during the performance period that are subject to the same performance-based and time-based vesting conditions as the underlying stock-settled performance stock units.
- F10The stock-settled restricted stock units will vest in thirds on August 15, 2027, 2028 and 2029, subject to time-based vesting conditions.
- F2The stock-settled performance stock units were deemed to have settled for an equivalent number of shares of News Corporation's Class A Common Stock.
- F3Represents shares withheld upon vesting of the applicable incentive award to satisfy tax withholding obligations.
- F4Includes dividend equivalents accrued during the vesting period that are subject to the same time-based vesting conditions as the underlying stock-settled restricted stock units.
- F5The stock-settled restricted stock units were deemed to have settled for an equivalent number of shares of News Corporation's Class A Common Stock.
- F6The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $28.71 to $29.06, inclusive. The reporting person undertakes to provide to News Corporation, any security holder of News Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F7Each stock-settled performance stock unit is the economic equivalent of one share of News Corporation's Class A Common Stock.
- F8Each stock-settled restricted stock unit is the economic equivalent of one share of News Corporation's Class A Common Stock.
- F9The stock-settled restricted stock units were granted as part of the Reporting Person's fiscal 2027 long-term equity incentive award.