8-K: News Corp Continues Share Buyback Program

News Corporation announced daily updates on its ongoing Class A and Class B common stock repurchase programs, totaling up to $2 billion.

Summary

• News Corporation is executing its previously authorized stock repurchase programs for its Nasdaq-listed Class A and Class B common stock.
• The company has two active repurchase programs: a 2021 program authorized for up to US$1 billion and a 2025 program authorized for an additional US$1 billion, bringing the total authorization to US$2 billion.
• As of September 23, 2025, under the 2021 Repurchase Program, approximately US$777,451,183 worth of Class A and Class B shares have been purchased.
• On September 23, 2025, the company bought back 53,756 shares of Class A common stock for US$1,652,529.32, with prices ranging from US$30.51 to US$30.93.
• On September 23, 2025, the company bought back 23,399 shares of Class B common stock for US$797,971.42, with prices ranging from US$33.77 to US$34.36.
• The buy-backs are conducted in the open market or otherwise, and no ASX-listed CDIs are part of these programs.
• Goldman Sachs & Co. LLC is the broker facilitating the buy-back of securities.

Sentiment

Score: 7

Explanation: The filing details the ongoing execution of a significant share repurchase program, which is generally viewed positively by investors as it aims to enhance shareholder value and signals management's confidence in the company's valuation. The daily update itself is neutral, but the underlying program is positive.

Positives

• The ongoing share repurchase program aims to enhance shareholder value by reducing the number of outstanding shares.
• The company has a substantial remaining authorization of US$222,548,817 under the 2021 program and the full US$1 billion under the 2025 program, indicating continued commitment to capital return.

Risks

• Forward-looking statements regarding the intent to repurchase stock are subject to uncertainty and changes in circumstances.
• Actual results may vary materially due to factors such as changes in the market price of the company's stock, general market conditions, applicable securities laws, and alternative investment opportunities.
• The company expressly disclaims any obligation to publicly update forward-looking statements to reflect subsequent events or circumstances, except as required by law or regulation.

Future Outlook

The company intends to continue repurchasing Class A and Class B common stock from time to time, subject to market conditions, stock price, applicable securities laws, and alternative investment opportunities. The company does not undertake any obligation to publicly update these forward-looking statements.

Management Comments

• The company intends to repurchase, from time to time, in the open market or otherwise, a combination of the company's Class A common stock and Class B common stock.
• The reason for the buy-back is to enhance shareholder value.

Industry Context

Share buyback programs are a common capital allocation strategy employed by mature companies to return value to shareholders, signal management's belief in the company's undervaluation, and potentially boost earnings per share. News Corporation's ongoing program aligns with this broader industry trend.

Comparison to Industry Standards

• News Corporation's authorization of up to US$2 billion for share repurchases is a significant capital return initiative, comparable in scale to similar programs undertaken by other large media and information services companies aiming to optimize capital structure and enhance shareholder returns.
• The use of an 'other buy-back' type, as opposed to a pure 'on-market buy-back' as defined by ASX, is typical for entities primarily listed on a foreign exchange (Nasdaq) but also reporting to the ASX, allowing flexibility in execution.

Stakeholder Impact

• Shareholders: Potential for increased earnings per share and enhanced shareholder value due to a reduced share count.
• Shareholders: The buyback provides liquidity for those wishing to sell shares into the program.

Next Steps

• News Corporation will continue to repurchase Class A and Class B common stock under the authorized programs.
• The company will provide daily disclosures to the Australian Securities Exchange (ASX) for transactions under the Repurchase Programs.
• Further information concerning the Repurchase Programs will be disclosed in the company's quarterly and annual reports.

Key Dates

Recommendation

The filing is a routine daily update on an ongoing share repurchase program, which is a positive capital allocation strategy. However, it does not contain new strategic information or financial results that would warrant a change in investment thesis. The buyback itself supports the stock, but without additional context on company performance or market conditions, a 'hold' recommendation is appropriate for existing investors, while new investors might consider it a positive factor among others.

Keywords

News Corporation, Share Repurchase, Stock Buyback, NWSA, NWS, Capital Return, Shareholder Value, ASX Notification, SEC Filing