Julian Delany settles RSUs for News Corp Class A shares on Aug 29, 2025

Rhea-AI Filing Summary

Insider stock activity for News Corporation (NWS)

Julian Delany, Chief Technology Officer, reported settlement of multiple time‑based cash‑settled restricted stock units (RSUs). The RSUs vested on August 15, 2025 and were settled on August 29, 2025 for share equivalents of Class A Common Stock. Dividend equivalents accrued during vesting were included. A portion of shares was withheld to satisfy tax obligations at the stated per‑share price of $29.80 for the withheld amounts. Reported post‑transaction beneficial ownership counts are shown per line in the filing.

Positive

• Time‑based RSUs vested and were settled, indicating compensation fulfillment for the executive
• Dividend equivalents were included in the vested awards, as disclosed

Negative

• Portions of share equivalents were withheld to satisfy tax withholding obligations, reducing net shares delivered

Insights

Financial Analyst

TL;DR Insider compensation vested and was cash‑settled into share equivalents; withholdings covered taxes, producing modest net share changes.

Delany's filing documents time‑based RSUs that vested on August 15, 2025 and were cash‑settled on August 29, 2025. The filing itemizes three separate RSU settlements (4,555; 3,643; and 3,000 share equivalents). For each settlement, a tranche of shares was withheld to meet tax withholding obligations at a reported per‑share withholding reference of $29.80. This is a routine executive compensation settlement and does not disclose any open‑market purchases or discretionary sales by the reporting person.

Corporate Governance Expert

TL;DR Routine vesting and settlement of executive RSUs, documented and signed via attorney‑in‑fact; no governance red flags in the filing text.

The Form 4 shows standard treatment of time‑based cash‑settled RSUs including dividend equivalents and tax withholding. Settlement was documented with an attorney‑in‑fact signature dated September 2, 2025. The filing indicates direct beneficial ownership entries and tax withholding events; it does not show transfers to related parties or changes in control. From a governance perspective, disclosures follow Section 16 reporting conventions.

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

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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^*

Delany Julian

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Technology Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025

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	08/29/2025		M		4,555(1)	A	(2)	4,555	D
Class A Common Stock	08/29/2025		F		2,140(3)	D	$29.8	2,415	D
Class A Common Stock	08/29/2025		D		2,415	D	$29.8	0	D
Class A Common Stock	08/29/2025		M		3,643(1)	A	(2)	3,643	D
Class A Common Stock	08/29/2025		F		1,712(3)	D	$29.8	1,931	D
Class A Common Stock	08/29/2025		D		1,931	D	$29.8	0	D
Class A Common Stock	08/29/2025		M		3,000(1)	A	(2)	3,000	D
Class A Common Stock	08/29/2025		F		1,410(3)	D	$29.8	1,590	D
Class A Common Stock	08/29/2025		D		1,590	D	$29.8	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
Cash-Settled Restricted Stock Units	(4)	08/29/2025		M			4,555(1)	08/15/2025(5)	08/15/2025(5)	Class A Common Stock	4,555	(2)	0	D
Cash-Settled Restricted Stock Units	(4)	08/29/2025		M			3,643(1)	08/15/2025(5)	08/15/2025(5)	Class A Common Stock	3,643	(2)	3,649	D
Cash-Settled Restricted Stock Units	(4)	08/29/2025		M			3,000(1)	08/15/2025(5)	08/15/2025(5)	Class A Common Stock	3,000	(2)	6,002	D

Explanation of Responses:

1. 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.

2. 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.

3. Represents shares withheld upon vesting of applicable incentive award to satisfy tax withholding obligations.

4. Each cash-settled restricted stock unit is the economic equivalent of one share of News Corporation's Class A Common Stock.

5. The cash-settled restricted stock units vested on August 15, 2025 and were settled on August 29, 2025.

Remarks:

	/s/ Kenneth C. Mertz as Attorney-in-Fact for Julian Delany	09/02/2025
	** 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 did Julian Delany report on Form 4 for NWSA?

The filing reports settlement of cash‑settled restricted stock units that vested on August 15, 2025 and were settled on August 29, 2025 for Class A Common Stock equivalents.

How many RSU share equivalents were settled in the filing?

Three RSU settlements are reported: 4,555, 3,643, and 3,000 share equivalents.

Were any shares withheld for taxes in the Form 4?

Yes. Reported withholdings reduced delivered amounts by 2,140, 1,712, and 1,410 shares respectively, at a referenced price of $29.80.

When were the RSUs vested and settled?

The RSUs vested on August 15, 2025 and were settled on August 29, 2025.

Who signed the Form 4 filing?

The filing was signed by Kenneth C. Mertz as Attorney‑in‑Fact for Julian Delany on September 2, 2025.