Form 4 for NWSA News Corp (Class A)
Accepted 2022-08-17 00:00:00 ET · period of report 2022-08-15 · accession 0001567619-22-016407 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DM | 2022-08-17 | 2022-08-15 | NWSA | Pitofsky David B | GC | F - Tax | $18.83 | -110.4K | 162.5K | -40% | -$2.08M |
| DM | 2022-08-17 | 2022-08-15 | NWSA | Pitofsky David B | GC | M - OptEx | — | +199.7K | 264.0K | +311% | — |
| D | 2022-08-17 | 2022-08-15 | NWSA | Pitofsky David B | GC | S - Sale+OE | $18.73 | -82.0K | 87.7K | -48% | -$1.54M |
| D | 2022-08-17 | 2022-08-15 | NWSA | Pitofsky David B | GC | A - Grant | $0.00 | +27.1K | 27.1K | New | $0 |
| DM | 2022-08-17 | 2022-08-15 | NWSA | Pitofsky David B | GC | M - OptEx | — | -199.7K | 13.7K | -94% | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2022-08-15 | F | D | 3,795 | $18.83 | 169,734 | D | — | — | (F3) Represents shares withheld upon vesting of the applicable incentive award to satisfy tax withholding obligations. |
| 2 | Common | Class A Common Stock | 2022-08-15 | M | A | 6,862 | — | 173,529 | D | — | — | (F4) Includes dividend equivalents accrued during the vesting period that are subject to the same time-based vesting conditions as the underlying stock-settled restricted stock units. (F5) The stock-settled restricted stock units were deemed to have settled for an equivalent number of shares of News Corporation's Class A Common Stock. |
| 3 | Common | Class A Common Stock | 2022-08-15 | F | D | 5,150 | $18.83 | 166,667 | D | — | — | (F3) Represents shares withheld upon vesting of the applicable incentive award to satisfy tax withholding obligations. |
| 4 | Common | Class A Common Stock | 2022-08-15 | M | A | 9,312 | — | 171,817 | D | — | — | (F4) Includes dividend equivalents accrued during the vesting period that are subject to the same time-based vesting conditions as the underlying stock-settled restricted stock units. (F5) The stock-settled restricted stock units were deemed to have settled for an equivalent number of shares of News Corporation's Class A Common Stock. |
| 5 | Common | Class A Common Stock | 2022-08-15 | F | D | 101,481 | $18.83 | 162,505 | D | — | — | (F3) Represents shares withheld upon vesting of the applicable incentive award to satisfy tax withholding obligations. |
| 6 | Common | Class A Common Stock | 2022-08-15 | S | D | 82,028 | $18.73 | 87,706 | D | — | — | (F6) The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $18.60 to $18.86, 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 sold at each separate price within the range set forth in this footnote. |
| 7 | Common | Class A Common Stock | 2022-08-15 | M | A | 183,509 | — | 263,986 | D | — | — | (F1) Includes dividend equivalents accrued during the performance period that are subject to the same performance-based and time-based vesting conditions as the underlying stock-settled performance stock units. (F2) The stock-settled performance stock units were deemed to have settled for an equivalent number of shares of News Corporation's Class A Common Stock. |
| 8 | Derivative | Stock-Settled Restricted Stock Units | 2022-08-15 | A | A | 27,084 | $0.00 | 27,084 | D | — · — to — | 27,084 Class A Common Stock | (F9) The stock-settled restricted stock units were granted as part of the Reporting Person's fiscal 2023 long-term equity incentive award. (F8) Each stock-settled restricted stock unit is the economic equivalent of one share of News Corporation's Class A Common Stock. (F10) The stock-settled restricted stock units will vest in thirds on August 15, 2023, 2024 and 2025, subject to time-based vesting conditions. |
| 9 | Derivative | Stock-Settled Performance Stock Units | 2022-08-15 | M | D | 183,509 | — | 0 | D | — · 2022-08-15 to 2022-08-15 | 183,509 Class A Common Stock | (F1) Includes dividend equivalents accrued during the performance period that are subject to the same performance-based and time-based vesting conditions as the underlying stock-settled performance stock units. (F2) The stock-settled performance stock units were deemed to have settled for an equivalent number of shares of News Corporation's Class A Common Stock. (F7) Each stock-settled performance stock unit is the economic equivalent of one share of News Corporation's Class A Common Stock. |
| 10 | Derivative | Stock-Settled Restricted Stock Units | 2022-08-15 | M | D | 9,312 | — | 9,317 | D | — · 2022-08-15 to 2022-08-15 | 9,312 Class A Common Stock | (F4) Includes dividend equivalents accrued during the vesting period that are subject to the same time-based vesting conditions as the underlying stock-settled restricted stock units. (F5) The stock-settled restricted stock units were deemed to have settled for an equivalent number of shares of News Corporation's Class A Common Stock. (F8) Each stock-settled restricted stock unit is the economic equivalent of one share of News Corporation's Class A Common Stock. |
| 11 | Derivative | Stock-Settled Restricted Stock Units | 2022-08-15 | M | D | 6,862 | — | 13,728 | D | — · 2022-08-15 to 2022-08-15 | 6,862 Class A Common Stock | (F4) Includes dividend equivalents accrued during the vesting period that are subject to the same time-based vesting conditions as the underlying stock-settled restricted stock units. (F5) The stock-settled restricted stock units were deemed to have settled for an equivalent number of shares of News Corporation's Class A Common Stock. (F8) Each stock-settled restricted stock unit is the economic equivalent of one share of News Corporation's Class A Common Stock. |