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NEWS CORP (NWS) director logs deferred stock unit grant and cash settlement

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

NEWS CORP director Ana Paula Pessoa reported routine equity compensation and related cash settlement activity. She received 157 deferred stock units valued at $24.43 each, representing the equivalent of 157 shares of Class A Common Stock.

On the same date, 6 deferred stock units were exercised into 6 shares of Class A Common Stock at a conversion price of $0.00 per unit, and those 6 shares were then disposed of back to the issuer at $24.43 per share. Following these transactions, she directly held 41,049 deferred stock units, which are payable in cash based on the value of Class A Common Stock under the plan’s terms.

Positive

  • None.

Negative

  • None.
Insider Pessoa Ana Paula
Role Director
Type Security Shares Price Value
Grant/Award Deferred Stock Units 157 $24.43 $4K
Exercise Deferred Stock Units 6 $0.00 --
Exercise Class A Common Stock 6 $0.00 --
Disposition Class A Common Stock 6 $24.43 $146.58
Holdings After Transaction: Deferred Stock Units — 41,049 shares (Direct); Class A Common Stock — 6 shares (Direct)
Footnotes (1)
  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. Each deferred stock unit represents the equivalent of one share of News Corporation's Class A Common Stock. 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. 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. The deferred stock units, which represent dividend equivalents accrued on deferred stock units held as of the dividend record date that vested on April 1, 2026, became payable in cash on the dividend payment date of April 8, 2026.
Deferred stock units granted 157 units Grant at reference price $24.43 per share on April 8, 2026
Grant reference price $24.43 per share Value used for 157 new deferred stock units and 6-share disposition
Deferred units exercised 6 units Converted into 6 Class A Common Stock shares at $0.00 conversion price
Shares disposed to issuer 6 shares Class A Common Stock returned to issuer at $24.43 per share
Deferred units held after 41,049 units Aggregate deferred stock units directly held after April 8, 2026 transactions
Net buy/sell shares 0 shares transactionSummary netBuySellShares indicates neutral net open-market activity
Deferred Stock Units financial
"The deferred stock units were deemed to have settled for the cash value of an equivalent number of shares"
Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.
dividend equivalents financial
"Represents dividend equivalents accrued with respect to deferred stock units previously granted"
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.
Class A Common Stock financial
"Each deferred stock unit represents the equivalent of one share of News Corporation's Class A Common Stock"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
disposition to issuer financial
"Disposition to issuer"
deferred stock units become payable in cash financial
"The reported deferred stock units become payable in cash on the earlier of (i) the first trading day of the quarter"
Form 4 Insider Transactions: What Each Field Means →
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*
Pessoa Ana Paula
(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
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/08/2026		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
Class A Common Stock04/08/2026M6A(1)6D
Class A Common Stock04/08/2026D6D$24.430D
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
Deferred Stock Units(2)04/08/2026A157 (3) (3)Class A Common Stock157$24.4341,049(4)D
Deferred Stock Units(2)04/08/2026M6 (5) (5)Class A Common Stock6(1)41,043(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 April 1, 2026, became payable in cash on the dividend payment date of April 8, 2026.
Remarks:
/s/ Kenneth C. Mertz as Attorney-in-Fact for Ana Paula Pessoa04/09/2026
** 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

FAQ

What did NEWS CORP (NWS) director Ana Paula Pessoa report in this Form 4?

She reported routine compensation-related activity involving deferred stock units. Pessoa received 157 new deferred stock units and exercised 6 units into 6 Class A shares, which were then disposed of back to NEWS CORP at $24.43 per share.

How many deferred stock units does Ana Paula Pessoa hold in NEWS CORP (NWS) after these transactions?

After the reported transactions, Ana Paula Pessoa directly holds 41,049 deferred stock units. Each deferred stock unit represents the cash value equivalent of one share of NEWS CORP Class A Common Stock, payable under the plan’s specified timing and settlement conditions.

Were any open-market purchases or sales of NEWS CORP (NWS) shares reported?

No open-market trades were reported. The filing shows an exercise of 6 deferred stock units into 6 Class A shares and a disposition of those 6 shares back to the issuer at $24.43 per share, consistent with plan-based cash settlement mechanisms.

What is the value reference used for Ana Paula Pessoa’s NEWS CORP deferred stock units?

Each deferred stock unit represents the equivalent value of one share of NEWS CORP Class A Common Stock. The filing references $24.43 per share as the value used for the new 157-unit grant and the 6-share disposition to the issuer.

When do Ana Paula Pessoa’s NEWS CORP deferred stock units become payable?

The deferred stock units become payable in cash on the earlier of two dates: the first trading day of the quarter five years after the respective grant date, or the end of Ana Paula Pessoa’s service as a director of NEWS CORP.

How are dividend equivalents treated on NEWS CORP (NWS) deferred stock units?

Dividend equivalents accrue on deferred stock units and are credited as additional units. These dividend-equivalent units vest on the same terms as the underlying deferred stock units and become payable in cash on the related dividend payment date once vested.