[Form 3] NEWS CORP Initial Statement of Beneficial Ownership
The filing reports an initial Form 3 disclosing that on September 6-7, 2025, the Murdoch Family Trust split and transferred its News Corp shares into new family trusts and then into LGC Holdco, LLC. LGC Holdco holds 7,125 Class A shares and 38,327,936 Class B shares of the issuer. LGC Holdco is owned by the LGC Family Trusts and managed by Cruden 2, LLC. Under the governance effective September 10, 2025, voting and disposition decisions are, with limited exceptions, made solely by a single managing director of Cruden 2 appointed by Lachlan K. Murdoch; Michael Roberson currently serves in that role but disclaims beneficial ownership.
- Consolidation of holdings into a single entity (LGC Holdco) which clarifies ownership structure
- Clear governance framework established specifying decision authority for voting and disposition
- Concentration of voting power in a single managing director appointed by Lachlan K. Murdoch, reducing dispersed shareholder influence
- Potential control asymmetry as managing director makes voting/disposition decisions despite Mr. Roberson disclaiming beneficial ownership
Insights
TL;DR: Family trusts consolidated holdings into LGC Holdco, concentrating voting control under a Lachlan-appointed managing director.
The filing documents a structured transfer of News Corp Class A and Class B shares from the Murdoch Family Trust to individual family trusts and then into a single holding entity, LGC Holdco. The governance provision granting a single managing director the authority over voting and disposition—subject to limited exceptions—and that the director is appointed by Lachlan K. Murdoch, indicates centralized control over corporate voting power. For governance analysis, this raises clear concentration of control which may affect minority shareholder influence and proxy dynamics.
TL;DR: Significant share aggregation reported: 38.3 million Class B shares and 7,125 Class A shares now held by LGC Holdco.
The Form 3 quantifies the stake moved into LGC Holdco and documents the timeline: transfers on September 6-7, 2025 and governance effective September 10, 2025. The explicit disclaimer of beneficial ownership by Michael Roberson while he serves as managing director is noted, but the filing still attributes beneficial ownership to LGC Holdco and, indirectly, to the LGC Family Trusts. This consolidation is material for investor relations and may influence market perception of insider ownership and control structure.