David B. Pitofsky - Aug 15, 2023 Form 4 Insider Report for NEWS CORP (NWS)

Role
General Counsel
Signature
/s/ Kenneth C. Mertz as Attorney-in-Fact for David B. Pitofsky
Stock symbol
NWS
Transactions as of
Aug 15, 2023
Transactions value $
-$2,949,624
Form type
4
Date filed
8/16/2023, 04:16 PM
Previous filing
Aug 10, 2023
Next filing
Oct 12, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NWS Class A Common Stock Options Exercise +132K +206.36% 196K Aug 15, 2023 Direct F1, F2
transaction NWS Class A Common Stock Tax liability -$1.43M -66K -33.71% $21.62 130K Aug 15, 2023 Direct F3
transaction NWS Class A Common Stock Options Exercise +9.43K +7.26% 139K Aug 15, 2023 Direct F4, F5
transaction NWS Class A Common Stock Tax liability -$113K -5.22K -3.74% $21.62 134K Aug 15, 2023 Direct F3
transaction NWS Class A Common Stock Options Exercise +6.94K +5.18% 141K Aug 15, 2023 Direct F4, F5
transaction NWS Class A Common Stock Tax liability -$83K -3.84K -2.72% $21.62 137K Aug 15, 2023 Direct F3
transaction NWS Class A Common Stock Options Exercise +9.14K +6.66% 146K Aug 15, 2023 Direct F4, F5
transaction NWS Class A Common Stock Tax liability -$109K -5.05K -3.45% $21.62 141K Aug 15, 2023 Direct F3
transaction NWS Class A Common Stock Sale -$1.22M -58K -41.05% $20.98 83.3K Aug 15, 2023 Direct F6

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NWS Stock-Settled Performance Stock Units Options Exercise -132K -100% 0 Aug 15, 2023 Class A Common Stock 132K Direct F1, F2, F7
transaction NWS Stock-Settled Restricted Stock Units Options Exercise -9.43K -100% 0 Aug 15, 2023 Class A Common Stock 9.43K Direct F4, F5, F8
transaction NWS Stock-Settled Restricted Stock Units Options Exercise -6.94K -49.98% 6.95K Aug 15, 2023 Class A Common Stock 6.94K Direct F4, F5, F8
transaction NWS Stock-Settled Restricted Stock Units Options Exercise -9.14K -33.33% 18.3K Aug 15, 2023 Class A Common Stock 9.14K Direct F4, F5, F8
transaction NWS Stock-Settled Restricted Stock Units Award $0 +24.5K $0.00 24.5K Aug 15, 2023 Class A Common Stock 24.5K Direct F8, F9, F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Includes 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.
F2 The stock-settled performance stock units were deemed to have settled for an equivalent number of shares of News Corporation's Class A Common Stock.
F3 Represents shares withheld upon vesting of the applicable incentive award to satisfy tax withholding obligations.
F4 Includes 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.
F5 The stock-settled restricted stock units were deemed to have settled for an equivalent number of shares of News Corporation's Class A Common Stock.
F6 The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $20.860 to $21.320, 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.
F7 Each stock-settled performance stock unit is the economic equivalent of one share of News Corporation's Class A Common Stock.
F8 Each stock-settled restricted stock unit is the economic equivalent of one share of News Corporation's Class A Common Stock.
F9 The stock-settled restricted stock units were granted as part of the Reporting Person's fiscal 2024 long-term equity incentive award.
F10 The stock-settled restricted stock units will vest in thirds on August 15, 2024, 2025 and 2026, subject to time-based vesting conditions.