NWS Form 4: 11 shares sold at $27.38; 144 deferred units cashed

Rhea-AI Filing Summary

News Corporation director Ana Paula Pessoa reported transactions on 10/08/2025. The filing discloses a sale of 11 shares of Class A common stock at $27.38 per share. The report also shows acquisition activity in deferred stock units: 144 deferred stock units were acquired and recorded, and dividend equivalents related to deferred stock units vested and were paid in cash on the dividend payment date of 10/08/2025. The aggregate deferred stock units held by the reporting person are reported as 41,085 41,074 on a related line, each representing the right to cash equal to one share on the earlier of the fifth anniversary quarter or end of service as a director.

Positive

• Deferred stock units increased by 144, reflecting additional non‑cash director compensation
• Dividend equivalents paid in cash for vested deferred stock units, converting compensation into liquid value

Negative

• Sale of 11 Class A shares at $27.38 reduced direct shareholding slightly
• Deferred stock units payable in cash create a future cash obligation tied to vesting or end of service

Insights

Corporate Governance Analyst

Director made a small open-market sale and received compensation units.

The reported sale of 11 Class A shares at $27.38 on 10/08/2025 is a routine insider sale size that is unlikely to be material to ownership or control. The filing also shows cash settlement events tied to deferred stock units, which are part of non‑cash director compensation.

Key dependencies include the director compensation plan payout timing and the company dividend schedule; the deferred stock units vest/payable on the earlier of the first trading day of the quarter five years after grant or end of service. Monitor director ownership trends over the next year for any change but no immediate governance red flags are disclosed.

Compensation & Equity Specialist

Deferred stock units converted to cash value and dividend equivalents were paid.

The filing explicitly states each deferred stock unit equals one share and that dividend equivalents accrued on DSUs became payable in cash when the underlying DSUs vested; 144 DSUs were recorded as acquired on 10/08/2025. The aggregate DSU balance is reported as 41,085 41,074), with cash payable on defined payout triggers.

Risks are administrative: payouts depend on vesting rules and service termination timing. Watch the timing of future cash payments

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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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^*

Pessoa Ana Paula

(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)	11	D
Class A Common Stock	10/08/2025		D		11	D	$27.38	0	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 Ana Paula Pessoa	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.
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.

FAQ

What transactions did Ana Paula Pessoa report on the Form 4 for NWS?

The report discloses a sale of 11 Class A shares at $27.38 on 10/08/2025 and acquisition/settlement entries for deferred stock units, including 144 DSUs recorded.

How many deferred stock units does the filing show Ana Paula Pessoa holds?

The filing reports aggregate deferred stock unit balances shown as 41,085 and a related line of 41,074, each representing one share equivalent payable in cash under the plan's terms.

When were dividend equivalents on deferred stock units paid?

Dividend equivalents that vested on the dividend record date of 10/01/2025 became payable in cash on the dividend payment date of 10/08/2025.

When do deferred stock units become payable in cash?

Deferred stock units become payable in cash on the earlier of (i) the first trading day of the quarter five years following the grant and (ii) the reporting person's end of service as a director.

Was the Form 4 filed individually or jointly?

The form indicates it was filed by one reporting person.