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NEWS CORP — Director's Dealing 2021
Apr 18, 2021
30325_rns_2021-04-18_d780e903-0b0e-450b-8686-57472d58513e.pdf
Director's Dealing
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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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| 1. Name and Address of Reporting Person Pitofsky David B* (Last) (First) (Middle) c/o News Corporation 1211 Avenue oftheAmericas (Street) New York NY 10036 (City) (State) (Zip) |
2. Issuer NameandTicker or Trading Symbol NEWS CORP [NWS] 3. Date of Earliest Transaction (Month/Day/Year) 04/14/2021 4. If Amendment, Date of Original Filed (Month/Day/Year) |
Director 10% Owner XOfficer (give title below) Other (specify below) 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) General Counsel 6. Individual or Joint/Group Filing (Check Applicable Line) XForm 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) |
3. Transaction Code (Instr. 8) |
4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) |
4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) |
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 |
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) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) |
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) |
6. Date Exercisable and Expiration Date (Month/ Day /Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) |
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 of Derivative Security: Direct(D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Code | V | (A) | (D) | Date Exercisable |
Expiration Date (Month/ Day/ Year) |
Title | Amount or Number of Shares |
||||||||
| Stock- Settled Restricted Stock Units |
(1) | 04/14/2021 | A | 105(2) | (3) | (3) | Class A Common Stock |
105 | $26.14 | 27,694 | D |
Explanation of Responses:
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Each stock-settled restricted stock unit is the economic equivalent of one share of News Corporation Class A Common Stock.
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Represents dividend equivalents accrued with respect to stock-settled restricted stock units previously granted which become payable in shares only upon vesting of the underlying stock-settled restricted stock units.
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The stock-settled restricted stock units representing dividend equivalents become payable in shares only upon vesting of the underlying stock-settled performance stock units.
| /s/ Kenneth C. Mertz as Attorney-in-Fact for David B. Pitofsky ** Signature of Reporting Person |
04/16/2021 |
|---|---|
| Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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** 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.
Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.