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NEWS CORP Director's Dealing 2013

Jul 17, 2013

30325_dirs_2013-07-17_36123f9b-4d98-46fb-b9eb-cd4440a20e78.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NEWS CORP (NWS)
CIK: 0001564708
Period of Report: 2013-07-15

Reporting Person: Thomson Robert J (Director, Chief Executive Officer)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2013-07-15 Restricted Stock Units $ A 52276 Acquired Class A Common Stock (52276) Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of News Corporation Class A Common Stock.

F2: The securities reported are the result of the conversion of restricted stock units originally granted by Twenty-First Century Fox, Inc. ("Fox") into restricted stock units of News Corporation in connection with the separation of News Corporation from Fox. The number of restricted stock units received was based on the ratio of the closing price on June 28, 2013 of Fox's Class A common stock and the volume weighted average price of News Corporation's Class A common stock over a 10-day period ending on July 15, 2013.

F3: The restricted stock units will vest in full on August 15, 2014.