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NEWS CORP — Director's Dealing 2014
Aug 19, 2014
30325_dirs_2014-08-19_f31ddfeb-967e-47b3-b4d9-9608e5461b4d.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: 2014-08-15
Reporting Person: Thomson Robert J (Director, Chief Executive Officer)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2014-08-15 | Class A Common Stock | M | 52276 | — | Acquired | 52276 | Direct |
| 2014-08-15 | Class A Common Stock | F | 29181 | $17.30 | Disposed | 23095 | Direct |
| 2014-08-15 | Class A Common Stock | D | 23095 | $17.30 | Disposed | 0 | Direct |
| 2014-08-15 | Class A Common Stock | M | 134782 | — | Acquired | 134782 | Direct |
| 2014-08-15 | Class A Common Stock | F | 75236 | $17.30 | Disposed | 59546 | Direct |
| 2014-08-15 | Class A Common Stock | D | 59546 | $17.30 | Disposed | 0 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2014-08-15 | Cash-Settled Restricted Share Units | $ | M | 52276 | Disposed | 2014-08-15 | Class A Common Stock (52276) | Direct |
| 2014-08-15 | Cash-Settled Performance Share Units | $ | M | 134782 | Disposed | 2014-08-15 | Class A Common Stock (134782) | Direct |
Footnotes
F1: The cash-settled restricted share units were deemed to have settled for an equivalent number of shares of News Corporation's Class A Common Stock.
F2: The cash-settled performance share units were deemed to have settled for an equivalent number of shares of News Corporation's Class A Common Stock.
F3: The Compensation Committee of the Board of Directors of News Corporation determined to settle the Reporting Person's awards, which previously were to be settled in shares of News Corporation's Class A Common Stock, in cash.
F4: Each restricted share unit and performance share unit is the economic equivalent of one share of News Corporation's Class A Common Stock.
F5: The number of restricted share units reported herein was adjusted in connection with the separation (the "Separation") of News Corporation from Twenty-First Century Fox, Inc. ("Fox") on June 28, 2013. The adjustment 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 (the "Conversion Ratio").
F6: The number of performance share units reported herein was adjusted in connection with the Separation based on the Conversion Ratio.