Murdoch family trusts fully sell out of News Corp (NWSA) holdings

Rhea-AI Filing Summary

NEWS CORP reported insider activity showing that three Murdoch family trusts sold their entire reported holdings of its Class A and Class B shares. On September 10, 2025, the trusts sold 7,125 Class A shares and 38,335,059 Class B shares through an underwritten offering and related transactions where the shares were ultimately acquired by LGC Holdco, LLC. Following these transactions, the trusts are stated to have no direct or indirect interest in News Corp, marking a complete exit by these former 10% owners.

Insights

Corporate governance and ownership analyst

Murdoch family trusts fully exit News Corp ownership via large secondary sale.

The reporting shows three Murdoch-related family trusts, each previously a 10% owner, sold all reported Class A and Class B News Corp shares on September 10, 2025. Sales occurred via an underwritten offering and additional transactions that transferred shares to LGC Holdco, LLC.

Footnotes state the trusts may be deemed part of a Section 13(d) group but each disclaims beneficial ownership beyond its pecuniary interest. After the transactions, the trusts are described as having no interest, directly or indirectly, in News Corp, implying a full exit of this holder bloc.

This is a secondary sale, so News Corp does not receive proceeds based on the provided data. The main implications relate to changes in the shareholder base and potential shifts in voting influence, with future dynamics depending on LGC Holdco, LLC and other holders.

Insider Trade Summary

Net Seller: 38,335,059 shares ($1,274,725,356)

Net Sell 3 txns

Insider MFT SH Family Trust, EM 2025 Family Trust, MacLeod Family Discretionary Trust

Role 10% Owner | 10% Owner | 10% Owner

Sold 38,335,059 shs ($1.27B)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	7,125	$33.99	$242K
Sale	Class B Common Stock	24,256,641	$33.99	$824.48M
Sale	Class B Common Stock	14,071,293	$31.98	$450.00M

Holdings After Transaction: Class A Common Stock — 0 shares (Direct); Class B Common Stock — 0 shares (Direct)

Footnotes (1)

1. Consists of 2,375 shares of class A common stock of the issuer ("Class A Shares") sold by each of MFT SH Family Trust, EM 2025 Family Trust and MacLeod Family Discretionary Trust (collectively, the "Reporting Persons"). Consists of 8,085,547 shares of class B common stock of the issuer ("Class B Shares") sold by each of the Reporting Persons. Consists of 4,690,431 Class B Shares sold by each of the Reporting Persons. As a result of certain agreements entered into by and among the Reporting Persons and certain other stockholders of the issuer, the Reporting Persons may be deemed members of a "group" for purposes of Section 13(d) of the Securities Exchange Act of 1934 and may be deemed to share beneficial ownership of the shares of class A common stock and class B common stock reported herein (the "Shares"). Each of the Reporting Persons disclaims beneficial ownership of any such Shares, except to the extent of its respective pecuniary interest therein. Each of the Reporting Persons is a trust established by the trustee of the Mudoch Family Trust (the "MFT") for the benefit of Prudence MacLeod, Elisabeth Murdoch and James Murdoch and his or her respective descendants and charitable organizations. On September 6, 2025, the MFT transferred (i) approximately 50% of the Class A Shares and 50% of the Class B Shares held by the MFT to the Reporting Persons and (ii) the remaining Class A Shares and Class B Shares held by the MFT to three trusts for the benefit of each of Lachlan K. Murdoch, Grace Murdoch and Chloe Murdoch and their respective descendants and charitable organizations. On September 10, 2025, the Reporting Persons sold a total of (i) 14,071,293 Class B Shares in an underwritten offering (the "Underwritten Offering") and (ii) 7,125 Class A Shares and 24,256,641 Class B Shares in a series of transactions where they were ultimately acquired by LGC Holdco, LLC (the "Purchase"). As a result of the Underwritten Offering and the Purchase, none of the Reporting Persons have any interest, directly or indirectly, in the issuer.

Form 4 Insider Transactions: What Each Field Means →

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
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^*

MFT SH Family Trust

(Last) (First) (Middle)

JESSE ANGELO

421 HUDSON STREET APT. 410

(Street)

NEW YORK NY 10014-3649

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

3. Date of Earliest Transaction (Month/Day/Year)
09/10/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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	09/10/2025		S		7,125(1)(4)(5)(6)(7)	D	$33.99	0	D
Class B Common Stock	09/10/2025		S		24,256,641(2)(4)(5)(6)(7)	D	$33.99	0	D
Class B Common Stock	09/10/2025		S		14,071,293(3)(4)(5)(6)(7)	D	$31.98	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

1. Name and Address of Reporting Person^*

MFT SH Family Trust

(Last) (First) (Middle)

JESSE ANGELO

421 HUDSON STREET APT. 410

(Street)

NEW YORK NY 10014-3649

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

EM 2025 Family Trust

(Last) (First) (Middle)

RISE FIDUCIARY SERVICES II LLC

C/O M. CARANO, 100 W. LIBERTY ST., 10 FL

(Street)

RENO NV 89501

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

MacLeod Family Discretionary Trust

(Last) (First) (Middle)

EBOR MANAGEMENT COMPANY LIMITED

P.O. BOX 1905

(Street)

JACKSON WY 83001

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. Consists of 2,375 shares of class A common stock of the issuer ("Class A Shares") sold by each of MFT SH Family Trust, EM 2025 Family Trust and MacLeod Family Discretionary Trust (collectively, the "Reporting Persons").

2. Consists of 8,085,547 shares of class B common stock of the issuer ("Class B Shares") sold by each of the Reporting Persons.

3. Consists of 4,690,431 Class B Shares sold by each of the Reporting Persons.

4. As a result of certain agreements entered into by and among the Reporting Persons and certain other stockholders of the issuer, the Reporting Persons may be deemed members of a "group" for purposes of Section 13(d) of the Securities Exchange Act of 1934 and may be deemed to share beneficial ownership of the shares of class A common stock and class B common stock reported herein (the "Shares"). Each of the Reporting Persons disclaims beneficial ownership of any such Shares, except to the extent of its respective pecuniary interest therein.

5. Each of the Reporting Persons is a trust established by the trustee of the Mudoch Family Trust (the "MFT") for the benefit of Prudence MacLeod, Elisabeth Murdoch and James Murdoch and his or her respective descendants and charitable organizations.

6. On September 6, 2025, the MFT transferred (i) approximately 50% of the Class A Shares and 50% of the Class B Shares held by the MFT to the Reporting Persons and (ii) the remaining Class A Shares and Class B Shares held by the MFT to three trusts for the benefit of each of Lachlan K. Murdoch, Grace Murdoch and Chloe Murdoch and their respective descendants and charitable organizations. On September 10, 2025, the Reporting Persons sold a total of (i) 14,071,293 Class B Shares in an underwritten offering (the "Underwritten Offering") and (ii) 7,125 Class A Shares and 24,256,641 Class B Shares in a series of transactions where they were ultimately acquired by LGC Holdco, LLC (the "Purchase").

7. As a result of the Underwritten Offering and the Purchase, none of the Reporting Persons have any interest, directly or indirectly, in the issuer.

Remarks:

Pursuant to Instruction 5(b)(v), this Form 4 is filed jointly by MFT SH Family Trust, EM 2025 Family Trust and MacLeod Family Discretionary Trust.

	/s/ Jesse Angelo, trustee of the MFT SH Family Trust	09/10/2025
	/s/ Paula Wardynski, trustee of the EM 2025 Family Trust	09/10/2025
	/s/ Patricia Overdyke, trustee of the MacLeod Family Discretionary Trust	09/10/2025
	** 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.
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FAQ

What did the Murdoch family trusts do in this News Corp (NWSA) Form 4?

The Form 4 shows three Murdoch family trusts sold all reported News Corp shares. They disposed of 7,125 Class A shares and 38,335,059 Class B shares on September 10, 2025, leaving the trusts with no stated direct or indirect interest in the company.

How many News Corp shares were sold by the Murdoch family trusts?

The trusts sold 7,125 Class A common shares and 38,335,059 Class B common shares. These sales were executed through an underwritten offering and additional transactions, with the Class A and a large portion of Class B shares ultimately acquired by LGC Holdco, LLC.

Do the Murdoch family trusts still own any News Corp (NWSA) shares after these transactions?

According to the filing footnotes, after the underwritten offering and related purchase transactions, none of the three reporting Murdoch family trusts have any interest, directly or indirectly, in News Corp. Their reported positions fell to zero Class A and Class B shares.

How were the News Corp shares sold by the Murdoch family trusts structured?

The filing explains that 14,071,293 Class B shares were sold in an underwritten offering. An additional 7,125 Class A shares and 24,256,641 Class B shares were sold in a series of transactions where they were ultimately acquired by LGC Holdco, LLC as part of a purchase arrangement.

Who acquired the News Corp shares sold by the Murdoch family trusts?

The disclosure states that, beyond the underwritten offering, 7,125 Class A shares and 24,256,641 Class B shares were sold in transactions where they were ultimately acquired by LGC Holdco, LLC. This indicates LGC Holdco, LLC became the ultimate acquirer of a large block of these shares.

What is the relationship of the Murdoch family trusts to the broader News Corp shareholder group?

The footnotes note that the trusts may be deemed part of a Section 13(d) "group" with certain other News Corp stockholders and may share beneficial ownership of reported shares, while each trust disclaims beneficial ownership except for its pecuniary interest, clarifying their technical reporting status.