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News Corp (NWS) awards 444,341 cash-settled performance units to CEO

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Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Thomson Robert J reported acquisition or exercise transactions in this Form 4 filing.

News Corp reports that Chief Executive Officer Robert J. Thomson received a grant of 444,341 cash-settled performance stock units, each economically equivalent to one share of Class A Common Stock. The award followed achievement of pre-determined performance measures over a three-year period and is scheduled to vest on August 15, 2026.

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Insider Thomson Robert J
Role Chief Executive Officer
Type Security Shares Price Value
Grant/Award Cash-Settled Performance Stock Units F1, F2 444,341 -- --
Holdings After Transaction: Cash-Settled Performance Stock Units — 444,341 shares (Direct)
Footnotes (2)
  1. F1. Each cash-settled performance stock unit is the economic equivalent of one share of News Corporation's Class A Common Stock.
  2. F2. The cash-settled performance stock units were granted to the Reporting Person after the achievement of pre-determined performance measures over the three-year performance period and shall vest on August 15, 2026.
Performance stock units granted 444,341 units Cash-settled performance stock units awarded to CEO Robert J. Thomson
Underlying Class A share equivalent 444,341 shares Each unit is the economic equivalent of one share of Class A Common Stock
Vesting date August 15, 2026 Scheduled vesting date for the cash-settled performance stock units
Cash-Settled Performance Stock Units financial
"Security title reported as Cash-Settled Performance Stock Units"
economic equivalent financial
"Each unit is the economic equivalent of one share of Class A"
performance period financial
"pre-determined performance measures over the three-year performance period"
The performance period is the specific time span over which an investment’s results, an employee’s targets, or a fund’s returns are measured and judged. It matters to investors because the length and start/end of that window determine which gains or losses count toward performance fees, bonus payouts, or benchmark comparisons—much like timing a race decides who wins, the chosen period can change whether results look strong or weak.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What equity award did News Corp (NWS) grant to its CEO?
News Corp granted CEO Robert J. Thomson 444,341 cash-settled performance stock units, each economically equivalent to one Class A share. The grant reflects achieved pre-determined performance measures over a three-year period and is scheduled to vest on August 15, 2026.

How many shares do the new awards at News Corp (NWS) economically mirror?
The new award mirrors the value of 444,341 shares of News Corp Class A Common Stock. Each cash-settled performance stock unit is the economic equivalent of one share, delivering cash based on the Class A share value rather than issuing actual shares.

When do Robert J. Thomson’s new performance units at News Corp (NWS) vest?
The cash-settled performance stock units are scheduled to vest on August 15, 2026. The award was granted after achievement of pre-determined performance measures over a three-year performance period, tying payout timing and eligibility to multi-year results.

What are cash-settled performance stock units at News Corp (NWS)?
These awards are cash-settled performance stock units, each the economic equivalent of one Class A share. Instead of receiving stock, the holder receives cash based on share value, with vesting contingent on meeting pre-determined performance measures over a defined period.

Was the News Corp (NWS) CEO grant reported under a Rule 10b5-1 trading plan?
The filing’s Rule 10b5-1 checkbox is not marked as applicable, indicating the reported grant was not affirmed as made under a Rule 10b5-1 trading plan. It is reported as a compensation-related grant, not an open-market purchase or sale.
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*
Thomson Robert J
(Last)(First)(Middle)
C/O NEWS 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
NEWS CORP [ NWS ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/04/2026		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
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
Cash-Settled Performance Stock Units(1)08/04/2026A444,341(2)08/15/202608/15/2026Class A Common Stock444,341(1)444,341D
Explanation of Responses:
1. Each cash-settled performance stock unit is the economic equivalent of one share of News Corporation's Class A Common Stock.
2. The cash-settled performance stock units were granted to the Reporting Person after the achievement of pre-determined performance measures over the three-year performance period and shall vest on August 15, 2026.
Remarks:
/s/ Kenneth C. Mertz as Attorney-in-Fact for Robert J. Thomson08/05/2026
** 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)

Source: View Original Filing on SEC EDGAR