Roland A. Hernandez, a director of Fox Corporation (FOX), received 143 deferred stock units on 09/24/2025 at an attributable unit value of $60.16. Each deferred stock unit equals one share of Fox Class A common stock and includes dividend equivalents credited as additional deferred units. The reported units become payable in stock on the earlier of the first trading day of the quarter five years after grant or the director's end of service. After this transaction, Hernandez reports beneficial ownership of 31,491 Class A shares (direct).
Paul D. Ryan, a Director of Fox Corporation (FOX), acquired 143 deferred stock units on 09/24/2025 representing dividend equivalents tied to Class A Common Stock at a recorded price of $60.16. The form reports the reporting person holds an aggregate 31,491 deferred stock units, each equivalent to one share of Class A common stock. The deferred stock units representing dividend equivalents become payable in stock upon payout of the underlying deferred stock units and vest payable on the earlier of the first trading day of the quarter five years after the grant or the Reporting Person's end of service as a Director. The Form 4 was filed by one reporting person and signed by an attorney-in-fact.
Lachlan K. Murdoch, Executive Chair and CEO of Fox Corporation, acquired 1,234 restricted stock units on 09/24/2025 as dividend equivalents that were converted into additional RSUs at no cash cost. The Form 4 reports the additions across three outstanding RSU grants, increasing the aggregate holdings for those grants to 56,807, 109,318 and 100,428 restricted stock units respectively. Each restricted stock unit represents one share of Class A common stock. The filing restates the vesting schedules for the grants: one grant vested one-third on 08/15/2024 and 08/15/2025 with the remainder on 08/15/2026; a second vested one-third on 08/15/2025 with further vesting in 2026 and 2027; the third vests in equal thirds on 08/15/2026, 08/15/2027 and 08/15/2028. The Form 4 was signed by an attorney-in-fact on behalf of Mr. Murdoch on 09/25/2025.
John Nallen, identified as President and COO of Fox Corporation, reported acquisitions of restricted stock units on 09/24/2025. The Form 4 shows three separate entries where 119, 230 and 274 restricted stock units were acquired as dividend equivalents with a reported price of $0 for each entry, totaling 623 restricted stock units acquired on that date. Each restricted stock unit represents one share of Fox Class A common stock. The filing discloses the aggregate number of RSUs held for each grant following the transactions as 25,823, 49,689 and 59,343 respectively. The disclosure also details the vesting schedules: one grant vested one-third on August 15, 2024, one-third on August 15, 2025 and remainder on August 15, 2026; a second grant vested one-third on August 15, 2025, will vest one-third on August 15, 2026 and remainder on August 15, 2027; a third grant vests one-third on each of August 15, 2026, 2027 and 2028. The Form 4 is signed on behalf of Mr. Nallen by Laura A. Cleveland as attorney-in-fact on 09/25/2025.
Steven Tomsic, Chief Financial Officer of Fox Corporation (FOX), reported acquisitions of restricted stock units (RSUs) effective 09/24/2025. The Form 4 shows three RSU entries acquired as dividend equivalents (71, 138 and 126 RSUs) with a $0 price, increasing his post-transaction holdings to 15,495, 29,815 and 27,388 RSUs for the respective grants. The filing clarifies each RSU equals one share of Class A Common Stock and details vesting schedules for the grants, including partial vesting that occurred on August 15, 2024 and 2025 and future vesting through 2028. The Form 4 was signed by an attorney-in-fact on 09/25/2025.
Adam G. Ciongoli, Chief Legal and Policy Officer of Fox Corporation (FOX), reported acquisitions of restricted stock units on 09/24/2025. The Form 4 shows four separate restricted stock unit entries credited as dividend equivalents or vested units, each recorded with a transaction code A and a $0 price, reflecting vesting/dividend-equivalent accruals rather than cash purchases. Each restricted stock unit equals one share of Class A common stock. The reported post-transaction beneficial holdings for the grants are 26,755, 25,619, 29,815, and 27,388 RSUs respectively. Vesting schedules are disclosed for each grant, with portions vested in 2024–2025 and remaining tranches scheduled to vest through 2028. The Form 4 was signed by an attorney-in-fact on 09/25/2025.
Fox Corporation limits voting at the virtual Annual Meeting to holders of Class B Common Stock as of the Record Date of September 22, 2025; Class A holders are not entitled to notice or to vote on the matters presented. The proxy encourages Class B holders to submit proxies by telephone, Internet or mail and explains webcast access, control number requirements and technical support for the virtual meeting on November 14, 2025.
The filing discloses governance and compensation details: the Compensation Committee members (William A. Burck, Chase Carey, Margaret L. Johnson and Paul D. Ryan) deemed independent; a Clawback Policy for erroneously awarded incentive compensation; approved risk-mitigation features for pay plans; acquisition of Caliente TV to produce and distribute >3,000 hours of original sports content in Latin America; and named executive officer pay terms including Mr. Nallen's Annual SAP target of $6.5 million (effective July 1, 2025), and base salary/bonus targets for Mr. Tomsic and Mr. Ciongoli ($1.75M base, $2.75M target bonus, $3.0M SAP target). The Board recommends voting AGAINST two stockholder proposals on executive compensation changes and simple majority voting.