NWS Form 4: 41,085 Deferred Units, Director Sells 1,098 Shares

Rhea-AI Filing Summary

News Corporation director José María Aznar reported securities transactions on 10/08/2025. The filing shows a sale of 1,098 Class A shares and a separate disposition of 11 shares at a price of $27.38 per share, reducing direct holdings slightly. The report also records the acquisition or cash settlement of 144 deferred stock units and the deemed settlement/crediting of dividend-equivalent deferred stock units that increased the aggregate deferred stock unit balance to 41,085.

The deferred stock units represent one-for-one equivalents of Class A common stock and become payable in cash on the earlier of the first trading day of the quarter five years after grant or the director's end of service. The filing was signed via attorney-in-fact on 10/10/2025.

Positive

• Timely SEC disclosure filed and signed by attorney-in-fact on 10/10/2025
• Substantial deferred equity holding: 41,085 deferred stock units preserves long-term economic alignment without immediate dilution
• Dividend equivalents credited and settled in cash, reflecting compensation mechanics rather than new share issuance

Negative

• Director sold 1,098 Class A shares, a near-term reduction in direct ownership
• Cash-settled deferred units create future cash obligations rather than equity, which can affect company liquidity when payable

Insights

Corporate Governance Analyst

Director reported modest share sales and material deferred stock unit holdings.

The reported sale of 1,098 Class A shares and an additional 11-share disposition at $27.38 are routine insider transactions that slightly reduce direct share ownership while leaving a substantial deferred equity stake of 41,085 deferred stock units.

The deferred units are payable in cash on defined triggers

Compensation & Tax Specialist

Deferred stock units convert to cash, affecting timing of compensation tax and liquidity.

Each deferred stock unit equals one share and certain accrued dividend equivalents were paid in cash on 10/08/2025, adding 144 units and bringing the total to 41,085 units. The cash settlement feature means future payouts will be cash obligations for the company rather than new share issuance.

Key dependencies include the five-year payment schedule and termination triggers; investors should note the company's future cash payout timing and potential short-term executive liquidity events tied to these deferred units.

SEC Form 4

FORM 4

UNITED 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
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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^*

AZNAR JOSE MARIA

(Last) (First) (Middle)

C/O NEWS CORPORATION

1211 AVENUE OF THE AMERICAS

(Street)

NEW YORK NY 10036

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NEWS CORP [ NWS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/08/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	10/08/2025		M		11	A	(1)	1,098	D
Class A Common Stock	10/08/2025		D		11	D	$27.38	1,087	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Deferred Stock Units	(2)	10/08/2025		A		144		(3)	(3)	Class A Common Stock	144	$27.38	41,085(4)	D
Deferred Stock Units	(2)	10/08/2025		M			11	(5)	(5)	Class A Common Stock	11	(1)	41,074(4)	D

Explanation of Responses:

1. The deferred stock units were deemed to have settled for the cash value of an equivalent number of shares of News Corporation's Class A Common Stock.

2. Each deferred stock unit represents the equivalent of one share of News Corporation's Class A Common Stock.

3. Represents dividend equivalents accrued with respect to deferred stock units previously granted, which become payable in cash upon vesting of the underlying deferred stock units.

4. Represents the aggregate number of deferred stock units held by the Reporting Person, including deferred stock units accrued as a result of dividend equivalents that vest on the same terms as the respective underlying deferred stock units. The reported deferred stock units become payable in cash on the earlier of (i) the first trading day of the quarter five years following the respective grant and (ii) the Reporting Person's end of service as a Director.

5. The deferred stock units, which represent dividend equivalents accrued on deferred stock units held as of the dividend record date that vested on October 1, 2025, became payable in cash on the dividend payment date of October 8, 2025.

Remarks:

	/s/ Kenneth C. Mertz as Attorney-in-Fact for Jose Maria Aznar	10/10/2025
	** Signature of Reporting Person	Date
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.
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FAQ

What transactions did News Corp director José María Aznar report on Form 4 (NWS)?

He reported a sale of 1,098 Class A shares, a separate disposition of 11 shares at $27.38, and the acquisition/settlement of 144 deferred stock units on 10/08/2025.

How many deferred stock units does the reporting person hold after the transactions?

The filing shows an aggregate balance of 41,085 deferred stock units following the recorded transactions.

When are the deferred stock units payable?

Deferred stock units become payable in cash on the earlier of the first trading day of the quarter five years after grant or the reporting person's end of service as a director.

At what price were the disposed shares reported?

The reported disposition lists a price of $27.38 per share for the 11-share transaction.

Who signed the Form 4 for José María Aznar?

The form was signed by Kenneth C. Mertz as Attorney-in-Fact for José María Aznar on 10/10/2025.