David B. Pitofsky - 15 Aug 2022 Form 4 Insider Report for NEWS CORP (NWSA)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
17 Aug 2022, 16:20:37 UTC
Prior SEC filing
08 Aug 2022
Next SEC filing
13 Oct 2022
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Kenneth C. Mertz as Attorney-in-Fact for David B. Pitofsky
Filing notes and source

Key filing fact

David B. Pitofsky filed Form 4 for NEWS CORP (NWSA) on 17 Aug 2022.

Key facts

  • This page summarizes David B. Pitofsky's Form 4 filing for NEWS CORP (NWSA).
  • 11 reported transactions and 4 derivative rows are listed below.
  • Accepted by SEC: 17 Aug 2022, 16:20.

Change

  • Previous filing in this sequence was filed on 08 Aug 2022.
  • Current net transaction value: -$3,615,739.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

NWS transaction

Class A Common Stock

Options Exercise

Transaction value
Shares
+183,509
Change %
+228%
Price
Shares after
263,986
Date
15 Aug 2022
Ownership
Direct
Footnotes
F1, F2
NWS transaction

Class A Common Stock

Tax liability

Transaction value
$1,910,887
Shares
-101,481
Change %
-38%
Price
$18.83
Shares after
162,505
Date
15 Aug 2022
Ownership
Direct
Footnotes
F3
NWS transaction

Class A Common Stock

Options Exercise

Transaction value
Shares
+9,312
Change %
+5.7%
Price
Shares after
171,817
Date
15 Aug 2022
Ownership
Direct
Footnotes
F4, F5
NWS transaction

Class A Common Stock

Tax liability

Transaction value
$96,974
Shares
-5,150
Change %
-3%
Price
$18.83
Shares after
166,667
Date
15 Aug 2022
Ownership
Direct
Footnotes
F3
NWS transaction

Class A Common Stock

Options Exercise

Transaction value
Shares
+6,862
Change %
+4.1%
Price
Shares after
173,529
Date
15 Aug 2022
Ownership
Direct
Footnotes
F4, F5
NWS transaction

Class A Common Stock

Tax liability

Transaction value
$71,460
Shares
-3,795
Change %
-2.2%
Price
$18.83
Shares after
169,734
Date
15 Aug 2022
Ownership
Direct
Footnotes
F3
NWS transaction

Class A Common Stock

Sale

Transaction value
$1,536,417
Shares
-82,028
Change %
-48%
Price
$18.73
Shares after
87,706
Date
15 Aug 2022
Ownership
Direct
Footnotes
F6

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

NWS transaction Derivative

Stock-Settled Performance Stock Units

Options Exercise

Transaction value
Shares
-183,509
Change %
-100%
Price
Shares after
0
Date
15 Aug 2022
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
183,509
Exercise price
Footnotes
F1, F2, F7
NWS transaction Derivative

Stock-Settled Restricted Stock Units

Options Exercise

Transaction value
Shares
-9,312
Change %
-50%
Price
Shares after
9,317
Date
15 Aug 2022
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
9,312
Exercise price
Footnotes
F4, F5, F8
NWS transaction Derivative

Stock-Settled Restricted Stock Units

Options Exercise

Transaction value
Shares
-6,862
Change %
-33%
Price
Shares after
13,728
Date
15 Aug 2022
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
6,862
Exercise price
Footnotes
F4, F5, F8
NWS transaction Derivative

Stock-Settled Restricted Stock Units

Award

Transaction value
$0
Shares
+27,084
Change %
Price
$0.000000
Shares after
27,084
Date
15 Aug 2022
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
27,084
Exercise price
Footnotes
F8, F9, F10
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 10 footnotes

Footnote 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.

Footnote 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.

Footnote F3

Represents shares withheld upon vesting of the applicable incentive award to satisfy tax withholding obligations.

Footnote 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.

Footnote 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.

Footnote F6

The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $18.60 to $18.86, 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.

Footnote F7

Each stock-settled performance stock unit is the economic equivalent of one share of News Corporation's Class A Common Stock.

Footnote F8

Each stock-settled restricted stock unit is the economic equivalent of one share of News Corporation's Class A Common Stock.

Footnote F9

The stock-settled restricted stock units were granted as part of the Reporting Person's fiscal 2023 long-term equity incentive award.

Footnote F10

The stock-settled restricted stock units will vest in thirds on August 15, 2023, 2024 and 2025, subject to time-based vesting conditions.

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