| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 06/30/2025 |
3. Issuer Name and Ticker or Trading Symbol
NEWS CORP [ NWS ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Cash-Settled Restricted Stock Units | (1) | (1) | Class A Common Stock | 4,555 | (2) | D | |
| Cash-Settled Restricted Stock Units | (3) | (3) | Class A Common Stock | 7,292 | (2) | D | |
| Cash-Settled Restricted Stock Units | (4) | (4) | Class A Common Stock | 9,002 | (2) | D | |
| Explanation of Responses: |
| 1. The cash-settled restricted stock units will vest on August 15, 2025, subject to time-based vesting conditions. |
| 2. Each cash-settled restricted stock unit is the economic equivalent of one share of News Corporation's Class A Common Stock. |
| 3. The cash-settled restricted stock units will vest ratably on August 15, 2025 and 2026, subject to time-based vesting conditions. |
| 4. The cash-settled restricted stock units will vest ratably on August 15, 2025, 2026 and 2027, subject to time-based vesting conditions. |
| Remarks: |
| Exhibit List: Exhibit 24 - Power of Attorney |
| /s/ Kenneth C. Mertz as Attorney-in-Fact for Julian Delany | 07/10/2025 | |
| ** Signature of Reporting Person | 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 5 (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. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||