News Corp details $1B stock repurchase programs in 8-K
News Corporation filed an 8-K to update investors on its existing stock repurchase programs.
Accepted by SEC EDGAR
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Form Type
8-K
Rhea-AI Filing Summary
News Corporation filed an 8-K to update investors on its existing stock repurchase programs. The company is authorized to acquire up to $1 billion in aggregate of its outstanding Class A and Class B common stock under these programs. Under Australian Securities Exchange rules, News Corporation must provide daily disclosure of any repurchase transactions, and it also reports on the programs in its quarterly and annual reports.
The company attached as exhibits the same repurchase-related information it provided to the Australian Securities Exchange. It notes that these materials contain forward-looking statements about its intent to repurchase shares from time to time, which may change based on stock price, market conditions, laws and other factors discussed in its SEC filings.
8-K Event Classification
2 items: 8.01, 9.01
2 items
Item 8.01
Other Events
Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did News Corporation (NWS) announce in this 8-K filing?
News Corporation reported on its existing stock repurchase programs and furnished to investors the same repurchase-related information it provides to the Australian Securities Exchange, including its intent to buy back Class A and Class B common stock from time to time.
How large are News Corporation's stock repurchase programs?
The company is authorized to acquire up to $1 billion in the aggregate of its outstanding Class A and Class B common stock under its stock repurchase programs.
What information did News Corporation file as exhibits to this 8-K?
News Corporation filed Exhibit 99.1 and Exhibit 99.2, which contain the information provided to the Australian Securities Exchange on the dates noted in those exhibits, and Exhibit 104, the cover page interactive data file.
Why does News Corporation provide daily repurchase information to the Australian Securities Exchange?
Under the rules of the Australian Securities Exchange, News Corporation is required to provide daily disclosure of transactions executed under its stock repurchase programs, if any occur.
Does News Corporation treat its repurchase disclosures as forward-looking statements?
Yes. The company states that information about its intent to repurchase Class A and Class B common stock includes forward-looking statements that depend on factors such as stock price, market conditions, applicable securities laws and alternative investment opportunities.
Where else does News Corporation disclose information on its stock repurchase programs?
In addition to providing information to the Australian Securities Exchange, News Corporation also discloses information on its repurchase programs in its quarterly and annual reports filed with the SEC.
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 18, 2025
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
(Address of principal executive offices, including zip code)
(212 ) 416-3400
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Events.
As previously reported, under each of News Corporation's (the "Company's") stock repurchase programs (the "Repurchase Programs"), the Company is authorized to acquire from time to time up to $1 billion in the aggregate of the Company's outstanding shares of Class A common stock and Class B common stock. Under the rules of the Australian Securities Exchange (the "ASX"), the Company is required to provide to the ASX, on a daily basis, disclosure of transactions pursuant to the Repurchase Programs, if any. The Company also discloses information concerning the Repurchase Programs in the Company's quarterly and annual reports.
Attached as Exhibit 99.1 and Exhibit 99.2 are copies of the information provided to the ASX on the respective dates noted therein. Such information contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements regarding the Company's intent to repurchase, from time to time, the Company's Class A common stock and Class B common stock. These statements are based on management's current expectations and beliefs and are subject to uncertainty and changes in circumstances. Actual results may vary materially from those expressed or implied by such statements due to, among other factors, changes in the market price of the Company's stock, general market conditions, applicable securities laws and alternative investment opportunities, as well as the risks, uncertainties and other factors described in the Company's filings with the Securities and Exchange Commission. The "forward-looking statements" included in such information are made only as of the date of this report. We do not have and do not undertake any obligation to publicly update any "forward-looking statements" to reflect subsequent events or circumstances, and we expressly disclaim any such obligation, except as required by law or regulation.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |||||||
| 99.1 | Information provided to the Australian Securities Exchange on the date noted on Exhibit 99.1. | |||||||
| 99.2 | Information provided to the Australian Securities Exchange on the date noted on Exhibit 99.2. | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| NEWS CORPORATION (REGISTRANT) | |||||||||||
| By: | /s/ Michael L. Bunder | ||||||||||
| Michael L. Bunder | |||||||||||
| Senior Vice President, Deputy General Counsel and Corporate Secretary | |||||||||||
Dated: November 19, 2025