AI assistant
NEWS CORP — Director's Dealing 2021
Mar 15, 2021
30325_rns_2021-03-15_a18cf49a-27ff-4669-a11a-8c7979f14379.pdf
Director's Dealing
Open in viewerOpens in your device viewer
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
OMB APPROVAL
OMB Number: 3235-0287 Estimated average 0.5 burden hours per response
- Name and Address of Reporting Person[] 2. Issuer Name and Ticker or Trading Symbol 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) MURDOCH KEITH RUPERT NEWS CORP [NWS]* (Last) (First) (Middle) X Director 10% Owner X Officer Other 3. Date of Earliest Transaction (Month/Day/Year) c/o News Corporation (give title below) (specify below) 1211 Avenue of the Americas 03/11/2021 Executive Chairman (Street) New York NY 10036 4. If Amendment, Date of Original Filed (Month/Day/Year) 6. Individual or Joint/Group Filing (City) (State) (Zip) (Check Applicable Line) X Form 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 | ||||||
| Class A Common Stock | 2,182,358 | I | By G&CM Trust(1) |
|||||||
| Class A Common Stock | 03/11/2021 | P | 115,904 | A | $25.748(2) | 615,904 | I | By K. Rupert Murdoch 2004 Revocable Trust |
||
| Class A Common Stock | 03/12/2021 | P | 384,096 | A | $26.1364(3) | 1,000,000 | I | By K. Rupert Murdoch 2004 Revocable Trust |
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 |
Explanation of Responses:
-
Held by the G&CM Trust which is administered by independent trustees for the benefit of certain of the Reporting Person's children. The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
-
The price reported is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $25.65 to $25.84, inclusive. The Reporting Person undertakes to provide to News Corporation, any security holder of News Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
-
The price reported is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $25.91 to $26.23, inclusive. The Reporting Person undertakes to provide to News Corporation, any security holder of News Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
| /s/ Kenneth C. Mertz as Attorney-in-Fact for Keith Rupert Murdoch ** Signature of Reporting Person |
03/15/2021 |
|---|---|
| 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.
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.