STOCK TITAN

Fox Corp (FOX) converts 49,887 RSUs, with 25,052 shares withheld

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Fox Corp (ticker FOX) reported that Chief Legal and Policy Officer Adam G. Ciongoli converted vested restricted stock units into Class A Common Stock on August 15, 2026. Three RSU tranches totaling 49,887 units were exercised into an equivalent number of Class A shares, reflecting previously granted equity awards with multi-year vesting schedules. In connection with these exercises, a total of 25,052 Class A shares were delivered or withheld at $69.04 per share for payment of exercise price or tax liability. The filing’s Rule 10b5-1 checkbox was not selected.

Positive

  • None.

Negative

  • None.
Insider Ciongoli Adam G.
Role Chief Legal and Policy Officer
Type Security Shares Price Value
Exercise Restricted Stock Units F1, F2 25,741 $0.00 $0.00
Exercise Restricted Stock Units F1, F3 14,975 $0.00 $0.00
Exercise Restricted Stock Units F1, F4 9,171 $0.00 $0.00
Exercise Class A Common Stock F1 25,741 -- --
Exercise Price or Tax Liability Class A Common Stock 12,926 $69.04 $892K
Exercise Class A Common Stock F1 14,975 -- --
Exercise Price or Tax Liability Class A Common Stock 7,520 $69.04 $519K
Exercise Class A Common Stock F1 9,171 -- --
Exercise Price or Tax Liability Class A Common Stock 4,606 $69.04 $318K
Holdings After Transaction: Restricted Stock Units — 33,330 shares (Direct); Class A Common Stock — 77,173 shares (Direct)
Footnotes (4)
  1. F1. Each restricted 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.
RSUs exercised 49,887 shares Total restricted stock units converted to Class A Common Stock on August 15, 2026
RSU tranche 1 25,741 units Restricted stock units exercised into Class A shares on August 15, 2026
RSU tranche 2 14,975 units Restricted stock units exercised into Class A shares on August 15, 2026
RSU tranche 3 9,171 units Restricted stock units exercised into Class A shares on August 15, 2026
Shares delivered/withheld 25,052 shares Class A shares delivered or withheld for exercise price or tax liability
Reference share price $69.04 per share Price used for Class A shares delivered or withheld under code F transactions
Restricted Stock Units financial
"Each restricted stock unit represents the equivalent of one share"
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.
Class A Common Stock financial
"one share of Fox Corporation's Class A Common Stock"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
Exercise or conversion of derivative security financial
"transaction code description Exercise or conversion of derivative security"
Payment of exercise price or tax liability financial
"transaction code description Payment of exercise price or tax liability"
vested one-third financial
"The restricted stock units vested one-third on August 15, 2024"

FAQ

What insider transactions did FOX report for Adam G. Ciongoli on August 15, 2026?

Adam G. Ciongoli converted 49,887 restricted stock units into an equal number of Fox Corp Class A shares and had 25,052 shares delivered or withheld to cover exercise price or tax liability at $69.04 per share.

How many Fox Corp (FOX) restricted stock units did Adam G. Ciongoli exercise?

He exercised a total of 49,887 restricted stock units, comprising tranches of 25,741, 14,975, and 9,171 units. Each unit represents one share of Fox Corporation’s Class A Common Stock, turning these awards into actual shares.

At what price were FOX shares delivered or withheld for Adam G. Ciongoli’s tax or exercise obligations?

For Fox Corp, a total of 25,052 Class A shares were delivered or withheld at $69.04 per share. These transactions were reported under code F, described as payment of exercise price or tax liability by delivering or withholding securities.

Were Adam G. Ciongoli’s FOX transactions made under a Rule 10b5-1 trading plan?

The filing’s Rule 10b5-1 checkbox was not selected, indicating the transactions are not affirmatively tagged as being made under a Rule 10b5-1 trading plan. No footnote describes a pre-arranged trading plan in connection with these awards.

What vesting schedules apply to Adam G. Ciongoli’s FOX restricted stock units?

Fox Corp discloses three RSU award schedules, each vesting in three annual installments on August 15 across years 2024–2028. Individual tranches vested or will vest on dates including August 15, 2024, 2025, 2026, 2027, and 2028 depending on the grant.

Did the Form 4 show Adam G. Ciongoli’s FOX share balance after these transactions?

The reported non-derivative transactions list acquired and withheld shares but leave total shares following transaction fields blank. As a result, the filing does not state Adam G. Ciongoli’s post-transaction Class A Common Stock holdings within this data set.

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Learn about SEC filing dates
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*
Ciongoli Adam G.

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Legal and Policy Officer
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 Stock08/15/2026M25,741A(1)78,079D
Class A Common Stock08/15/2026F12,926D$69.0465,153D
Class A Common Stock08/15/2026M14,975A(1)80,128D
Class A Common Stock08/15/2026F7,520D$69.0472,608D
Class A Common Stock08/15/2026M9,171A(1)81,779D
Class A Common Stock08/15/2026F4,606D$69.0477,173D
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)08/15/2026M25,741 (2) (2)Class A Common Stock25,741$00D
Restricted Stock Units(1)08/15/2026M14,975 (3) (3)Class A Common Stock14,975$014,982D
Restricted Stock Units(1)08/15/2026M9,171 (4) (4)Class A Common Stock9,171$018,348D
Explanation of Responses:
1. Each restricted 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 Adam G. Ciongoli08/18/2026
** 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)