News Corp (NWS) CEO settles awards and receives 108K new RSUs
Rhea-AI Filing Summary
NEWS CORP (ticker NWS) reported that Chief Executive Officer Robert J. Thomson had several equity-related transactions on Class A Common Stock-linked awards. Cash-settled performance stock units and restricted stock units economically equivalent to 549,710 shares were exercised or converted into Class A Common Stock, with a portion of the resulting shares used to satisfy obligations.
Of the stock received, 296,372 shares were delivered or withheld at $29.16 per share to cover tax withholding and related obligations, and additional shares were disposed of to the issuer. Thomson also received a new grant of 108,024 cash-settled restricted stock units tied to Class A Common Stock, vesting in thirds on August 15, 2027, 2028 and 2029, subject to time-based vesting conditions.
Positive
- None.
Negative
- None.
Insider Trade Summary
549,710 shares exercised/converted
Exercise
17 txns
Insider
Thomson Robert J
Role
Chief Executive Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Cash-Settled Performance Stock Units F6, F1, F2 | 444,341 | -- | -- |
| Exercise | Cash-Settled Restricted Stock Units F7, F4, F5 | 37,922 | -- | -- |
| Exercise | Cash-Settled Restricted Stock Units F7, F4, F5 | 35,322 | -- | -- |
| Exercise | Cash-Settled Restricted Stock Units F7, F4, F5 | 32,125 | -- | -- |
| Grant/Award | Cash-Settled Restricted Stock Units F7, F8, F9 | 108,024 | $0.00 | $0.00 |
| Exercise | Class A Common Stock F1, F2 | 444,341 | -- | -- |
| Tax Withholding | Class A Common Stock F3 | 240,578 | $29.16 | $7.02M |
| Disposition | Class A Common Stock | 203,763 | $29.16 | $5.94M |
| Exercise | Class A Common Stock F4, F5 | 37,922 | -- | -- |
| Tax Withholding | Class A Common Stock F3 | 20,080 | $29.16 | $586K |
| Disposition | Class A Common Stock | 17,842 | $29.16 | $520K |
| Exercise | Class A Common Stock F4, F5 | 35,322 | -- | -- |
| Tax Withholding | Class A Common Stock F3 | 18,703 | $29.16 | $545K |
| Disposition | Class A Common Stock | 16,619 | $29.16 | $485K |
| Exercise | Class A Common Stock F4, F5 | 32,125 | -- | -- |
| Tax Withholding | Class A Common Stock F3 | 17,011 | $29.16 | $496K |
| Disposition | Class A Common Stock | 15,114 | $29.16 | $441K |
Holdings After Transaction:
Cash-Settled Performance Stock Units — 0 shares (Direct);
Cash-Settled Restricted Stock Units — 207,605 shares (Direct);
Class A Common Stock — 0 shares (Direct)
Footnotes (9)
- F1. Includes dividend equivalents accrued during the performance period that are subject to the same performance-based and time-based vesting conditions as the underlying cash-settled performance stock units.
- F2. The cash-settled performance stock units were deemed to have settled for an equivalent number of shares of News Corporation's Class A Common Stock.
- F3. Represents shares withheld upon vesting of applicable incentive award to satisfy tax withholding obligations.
- F4. Includes dividend equivalents accrued during the vesting period that are subject to the same time-based vesting conditions as the underlying cash-settled restricted stock units.
- F5. The cash-settled restricted stock units were deemed to have settled for an equivalent number of shares of News Corporation's Class A Common Stock.
- F6. Each cash-settled performance stock unit is the economic equivalent of one share of News Corporation's Class A Common Stock.
- F7. Each cash-settled restricted stock unit is the economic equivalent of one share of News Corporation's Class A Common Stock.
- F8. The cash-settled restricted stock units were granted as part of the Reporting Person's fiscal 2027 long-term equity incentive award.
- F9. The cash-settled restricted stock units will vest in thirds on August 15, 2027, 2028 and 2029, subject to time-based vesting conditions.
Key Figures
Derivative shares exercised/converted: 549,710 shares
Shares for tax withholding: 296,372 shares
Tax withholding share price: $29.16 per share
+3 more
6 metrics
Derivative shares exercised/converted
549,710 shares
Total underlying shares from cash-settled performance and restricted stock units exercised or converted
Shares for tax withholding
296,372 shares
Shares delivered or withheld to satisfy tax withholding obligations (code F)
Tax withholding share price
$29.16 per share
Price used for tax-withholding and issuer disposition transactions on Class A Common Stock
New RSU grant
108,024 units
Cash-settled restricted stock units granted as part of fiscal 2027 long-term equity incentive award
Performance stock units settled
444,341 units
Cash-settled performance stock units deemed to settle into an equivalent number of Class A shares
Restricted stock units settled (single block)
37,922 units
One reported block of cash-settled restricted stock units deemed to settle into Class A shares
Key Terms
cash-settled performance stock units, cash-settled restricted stock units, dividend equivalents, Exercise or conversion of derivative security, +1 more
5 terms
cash-settled performance stock units financial
"Includes dividend equivalents accrued during the performance period that are subject to the same performance-based"
cash-settled restricted stock units financial
"Includes dividend equivalents accrued during the vesting period that are subject to the same time-based"
dividend equivalents financial
"Includes dividend equivalents accrued during the performance period that are subject to the same performance-based"
Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.
Exercise or conversion of derivative security financial
"transaction_code_description": "Exercise or conversion of derivative security"
Payment of tax liability by delivering or withholding securities financial
"transaction_code_description": "Payment of tax liability by delivering or withholding securities"
FAQ
What equity awards did NEWS CORP (NWS) CEO Robert J. Thomson receive in this Form 4?
Robert J. Thomson received a new grant of 108,024 cash-settled restricted stock units tied to NEWS CORP Class A Common Stock. These units are part of his fiscal 2027 long-term equity incentive award and will vest in thirds on August 15, 2027, 2028 and 2029.
How many NEWS CORP (NWS) Class A Common Stock-equivalent units were exercised or converted?
Equity awards economically equivalent to 549,710 shares of NEWS CORP Class A Common Stock were exercised or converted. This figure includes cash-settled performance stock units and restricted stock units that were deemed to settle into an equivalent number of Class A shares on August 15, 2026.
Are the equity units in this NEWS CORP (NWS) Form 4 economically equivalent to Class A Common Stock?
Yes. Each cash-settled performance stock unit and cash-settled restricted stock unit is the economic equivalent of one share of NEWS CORP Class A Common Stock. When they settled, they were deemed to convert into an equivalent number of Class A shares for reporting purposes.
AI-generated analysis. How Rhea-AI works. Not financial advice.
