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

Signature
/s/ Kenneth C. Mertz as Attorney-in-Fact for David B. Pitofsky
Issuer symbol
NWSA
Transactions as of
15 Aug 2022
Net transactions value
-$3,615,739
Form type
4
Filing time
17 Aug 2022, 16:20:37 UTC
Previous filing
08 Aug 2022
Next filing
13 Oct 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NWS Class A Common Stock Options Exercise +183,509 +228% 263,986 15 Aug 2022 Direct F1, F2
transaction NWS Class A Common Stock Tax liability $1,910,887 -101,481 -38% $18.83 162,505 15 Aug 2022 Direct F3
transaction NWS Class A Common Stock Options Exercise +9,312 +5.7% 171,817 15 Aug 2022 Direct F4, F5
transaction NWS Class A Common Stock Tax liability $96,974 -5,150 -3% $18.83 166,667 15 Aug 2022 Direct F3
transaction NWS Class A Common Stock Options Exercise +6,862 +4.1% 173,529 15 Aug 2022 Direct F4, F5
transaction NWS Class A Common Stock Tax liability $71,460 -3,795 -2.2% $18.83 169,734 15 Aug 2022 Direct F3
transaction NWS Class A Common Stock Sale $1,536,417 -82,028 -48% $18.73 87,706 15 Aug 2022 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 -183,509 -100% 0 15 Aug 2022 Class A Common Stock 183,509 Direct F1, F2, F7
transaction NWS Stock-Settled Restricted Stock Units Options Exercise -9,312 -50% 9,317 15 Aug 2022 Class A Common Stock 9,312 Direct F4, F5, F8
transaction NWS Stock-Settled Restricted Stock Units Options Exercise -6,862 -33% 13,728 15 Aug 2022 Class A Common Stock 6,862 Direct F4, F5, F8
transaction NWS Stock-Settled Restricted Stock Units Award $0 +27,084 $0.000000 27,084 15 Aug 2022 Class A Common Stock 27,084 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 $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.
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 2023 long-term equity incentive award.
F10 The stock-settled restricted stock units will vest in thirds on August 15, 2023, 2024 and 2025, subject to time-based vesting conditions.