NWS Form 4: Director Murdoch Reports 40,941 Deferred Stock Units
Rhea-AI Filing Summary
Lachlan K. Murdoch, a Director of News Corporation (NWS), filed a Form 4 reporting transactions on 10/01/2025. The filing shows deferred stock units that were deemed settled for cash value on that date and reports activity in both non-derivative Class A common stock and deferred stock units. The reported changes include a reported acquisition entry of 3,028 Class A shares (as deferred stock-unit settlement) and a reported disposition of 3,028 Class A shares at a price of $28.95. After the transactions, the filing reports aggregate deferred stock units held by the reporting person of 40,941 and an earlier reported aggregate of 39,258, with deferred units 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.
Positive
- Deferred stock units were settled for cash on 10/01/2025, indicating liquidity realization for the reporting person
- Aggregate deferred stock units held by the reporting person are documented at 40,941, providing clear disclosure of deferred-equity exposure
Negative
- Disposition of 3,028 Class A shares is reported at a $28.95 price, indicating a reduction in direct share holdings
- Reporting disclaimers note the reporting person disclaims beneficial ownership of shares held by LGC Holdco except to the extent of pecuniary interest, limiting clarity on voting/control
Insights
TL;DR: Director Lachlan Murdoch had deferred stock units settled for cash and reports holdings of 40,941 DSUs.
The Form 4 documents that certain deferred stock units became payable in cash on 10/01/2025, reflecting a settlement mechanism rather than a market sale of newly issued shares. The filing explicitly shows a reported disposition of 3,028 Class A shares at a price of $28.95 and subsequent aggregate deferred stock unit totals of 39,258 and 40,941.
This matters for governance and insider ownership disclosure because it clarifies that the reported changes arise from deferred compensation mechanics and cash settlements, and it quantifies the director’s reported deferred-equity exposure without asserting beneficial ownership beyond stated disclaimers.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Deferred Stock Units | 3,028 | $0.00 | -- |
| Grant/Award | Deferred Stock Units | 1,683 | $28.95 | $49K |
| Exercise | Class A Common Stock | 3,028 | $0.00 | -- |
| Disposition | Class A Common Stock | 3,028 | $28.95 | $88K |
| holding | Class A Common Stock | -- | -- | -- |
Footnotes (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. Pursuant to the governance structure of LGC Holdco, LLC ("LGC Holdco"), the decisions with respect to the voting and disposition of the shares of News Corporation's Class A Common Stock held by LGC Holdco are, subject to certain limited exceptions, decided solely by a single managing director of LGC Holdco's sole manager, who is appointed, and may be replaced, by Lachlan K. Murdoch. As a result, Mr. Murdoch may be deemed to beneficially own the shares of News Corporation's Class A Common Stock owned by LGC Holdco; however, Mr. Murdoch disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. Each deferred stock unit represents the equivalent of one share of News Corporation's Class A Common Stock. The deferred stock units became payable in cash on October 1, 2025, the first trading day of the quarter five years following the grant. 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 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.
