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Fox Corp (FOX) CEO exercises awards, uses shares for taxes

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Fox Corp (FOX) reported that Executive Chair and CEO Lachlan K. Murdoch exercised equity awards into Class A Common Stock on August 15, 2026. He converted an aggregate of 292,881 stock units (restricted and performance) into an equivalent number of Class A shares. In separate code F transactions, 142,947 shares of Class A Common Stock were delivered or withheld at $69.04 per share for payment of exercise price or tax liability. An indirect holding entry shows 1,251,779 Class A shares held by the LKM Family Trust.

Positive

  • None.

Negative

  • None.
Insider MURDOCH LACHLAN K
Role Executive Chair, CEO
Type Security Shares Price Value
Exercise Restricted Stock Units F1, F2 57,078 $0.00 $0.00
Exercise Restricted Stock Units F1, F3 54,920 $0.00 $0.00
Exercise Restricted Stock Units F1, F4 33,636 $0.00 $0.00
Exercise Performance Stock Units F1 147,247 $0.00 $0.00
Exercise Class A Common Stock F1 57,078 -- --
Exercise Price or Tax Liability Class A Common Stock 27,865 $69.04 $1.92M
Exercise Class A Common Stock F1 54,920 -- --
Exercise Price or Tax Liability Class A Common Stock 26,649 $69.04 $1.84M
Exercise Class A Common Stock F1 33,636 -- --
Exercise Price or Tax Liability Class A Common Stock 16,548 $69.04 $1.14M
Exercise Class A Common Stock F1 147,247 -- --
Exercise Price or Tax Liability Class A Common Stock 71,885 $69.04 $4.96M
holding Class A Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 122,193 shares (Direct); Performance Stock Units — 0 shares (Direct); Class A Common Stock — 150,086 shares (Direct); Class A Common Stock — 1,251,779 shares (Indirect, By LKM Family Trust)
Footnotes (4)
  1. F1. Each restricted stock unit and performance stock unit represents the equivalent of one share of Fox Corporation's Class A Common Stock.
  2. F2. The restricted stock units vested one-third on August 15, 2024, one-third on August 15, 2025 and the remainder of the award vested on August 15, 2026.
  3. F3. The restricted stock units vested one-third on August 15, 2025, one-third on August 15, 2026 and the remainder of the award will vest on August 15, 2027.
  4. F4. The restricted stock units vested one-third on August 15, 2026, will vest one-third on August 15, 2027 and the remainder of the award will vest on August 15, 2028.
Derivative exercises 292,881 shares Total stock units (RSUs and PSUs) exercised or converted into Class A Common Stock
Shares for exercise price or tax liability 142,947 shares Total Class A shares delivered or withheld in code F transactions
Code F transaction price $69.04 per share Per-share price for Class A Common Stock in code F dispositions
Indirect Class A holding 1,251,779 shares Class A Common Stock held indirectly by LKM Family Trust
Restricted Stock Units financial
"security_title: "Restricted Stock Units" for multiple derivative transactions"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Performance Stock Units financial
"security_title: "Performance Stock Units" converted into Class A Common Stock"
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
code F financial
"transaction_code: "F" indicates payment of exercise price or tax liability"
indirect ownership financial
"ownership_type: "indirect" with nature_of_ownership "By LKM Family Trust""

FAQ

What did FOX executive Lachlan Murdoch report in this Form 4 filing for FOX?

Lachlan K. Murdoch reported exercising 292,881 stock units into Fox Corp Class A Common Stock on August 15, 2026. He also reported related code F transactions where 142,947 shares were delivered or withheld to cover exercise price or tax obligations at $69.04 per share.

How many Fox Corp (FOX) stock units did Lachlan Murdoch convert to Class A shares?

He exercised or converted a total of 292,881 stock units (restricted stock units and performance stock units) into the equivalent number of Fox Corp Class A Common shares. Each unit represents one share of Class A Common Stock, according to the filing’s footnote F1.

How many Fox Corp (FOX) shares were used for tax or exercise payments in this Form 4?

The filing reports code F transactions totaling 142,947 shares of Fox Corp Class A Common Stock. These shares were delivered or withheld at $69.04 per share to satisfy the exercise price or tax liabilities associated with the equity award exercises.

What indirect holdings of Fox Corp (FOX) does Lachlan Murdoch report?

The Form 4 includes an indirect ownership entry of 1,251,779 shares of Fox Corp Class A Common Stock. These shares are held "By LKM Family Trust", indicating indirect ownership rather than direct personal holding in Murdoch’s name.

Were the Fox Corp (FOX) transactions reported under a Rule 10b5-1 trading plan?

The document-level indicator for Rule 10b5-1 is false, meaning the specific checkbox for trades pursuant to a Rule 10b5-1 plan was not marked as affirmative. The filing does not add separate footnote language describing these as 10b5-1 plan transactions.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
MURDOCH LACHLAN K

(Last)(First)(Middle)
C/O FOX CORPORATION
1211 AVENUE OF THE AMERICAS

(Street)
NEW YORK NEW YORK 10036

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Fox Corp [ FOX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Executive Chair, CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class A Common Stock08/15/2026M57,078A(1)57,230D
Class A Common Stock08/15/2026F27,865D$69.0429,365D
Class A Common Stock08/15/2026M54,920A(1)84,285D
Class A Common Stock08/15/2026F26,649D$69.0457,636D
Class A Common Stock08/15/2026M33,636A(1)91,272D
Class A Common Stock08/15/2026F16,548D$69.0474,724D
Class A Common Stock08/15/2026M147,247A(1)221,971D
Class A Common Stock08/15/2026F71,885D$69.04150,086D
Class A Common Stock1,251,779IBy LKM Family Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)08/15/2026M57,078 (2) (2)Class A Common Stock57,078$00D
Restricted Stock Units(1)08/15/2026M54,920 (3) (3)Class A Common Stock54,920$054,921D
Restricted Stock Units(1)08/15/2026M33,636 (4) (4)Class A Common Stock33,636$067,272D
Performance Stock Units(1)08/15/2026M147,24708/15/202608/15/2026Class A Common Stock147,247$00D
Explanation of Responses:
1. Each restricted stock unit and performance stock unit represents the equivalent of one share of Fox Corporation's Class A Common Stock.
2. The restricted stock units vested one-third on August 15, 2024, one-third on August 15, 2025 and the remainder of the award vested on August 15, 2026.
3. The restricted stock units vested one-third on August 15, 2025, one-third on August 15, 2026 and the remainder of the award will vest on August 15, 2027.
4. The restricted stock units vested one-third on August 15, 2026, will vest one-third on August 15, 2027 and the remainder of the award will vest on August 15, 2028.
Remarks:
/s/ Laura A. Cleveland as Attorney-in-Fact for Lachlan K. Murdoch08/18/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)