8-K: News Corp Updates $2 Billion Stock Buyback Program

News Corporation provides an update on its ongoing $2 billion stock repurchase programs for Class A and Class B common stock, detailing recent buy-back activities.

Summary

• News Corporation is executing two stock repurchase programs, with an aggregate authorization of up to $2 billion for its Nasdaq-listed Class A and Class B common stock.
• The 2021 Repurchase Program authorized up to $1 billion as of September 21, 2021, and an additional $1 billion was authorized under the 2025 Repurchase Program as of July 15, 2025.
• As of December 26, 2025, the company has repurchased approximately $955,971,980 worth of Class A and Class B shares under the 2021 program.
• This leaves approximately $44,028,020 remaining under the 2021 program and the full $1 billion under the 2025 program, for a total remaining authorization of $1,044,028,020.
• On December 26, 2025, the company bought back 69,723 Class A shares for a total consideration of US$1,832,090.35, with prices ranging from US$26.17 to US$26.53.
• On the same day, 30,471 Class B shares were repurchased for US$911,838.58, with prices ranging from US$29.81 to US$30.11.
• The buy-backs are conducted in the open market or otherwise, with Goldman Sachs & Co. LLC acting as the broker, and are intended to enhance shareholder value.

Sentiment

Score: 7

Explanation: The filing indicates a consistent commitment to shareholder value through ongoing share repurchases, which is generally viewed positively. The additional $1 billion authorization in July 2025 reinforces this. However, it lacks new operational or financial performance data, making it a neutral-to-positive update on capital allocation rather than a strong indicator of business performance.

Positives

• The ongoing stock repurchase program aims to enhance shareholder value by reducing the number of outstanding shares.
• A significant portion of the 2021 repurchase program has been utilized, demonstrating a commitment to returning capital to shareholders.
• An additional $1 billion authorization in July 2025 provides continued flexibility for capital allocation and signals ongoing confidence from management.

Negatives

• The filing does not contain specific financial performance metrics or operational updates, focusing solely on the buy-back program.
• The prices paid for shares on December 26, 2025, are not at the lowest historical prices, indicating market-dependent execution rather than opportunistic buying at absolute lows.

Risks

• Actual results of the repurchase program may vary materially due to changes in the market price of the Company's stock.
• General market conditions could impact the effectiveness and execution of the buy-back program.
• Applicable securities laws and alternative investment opportunities may influence the program's scope and timing.
• Other risks, uncertainties, and factors described in the Company's filings with the Securities and Exchange Commission could affect outcomes.

Future Outlook

The Company intends to repurchase, from time to time, in the open market or otherwise, a combination of its Class A common stock and Class B common stock. These repurchases are subject to market conditions, the market price of the Company's stock, and other factors.

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.
• These statements are based on management's current expectations and beliefs and are subject to uncertainty and changes in circumstances.

Industry Context

Share repurchase programs are a common corporate finance strategy used by mature companies to return capital to shareholders, reduce the number of outstanding shares, and potentially boost earnings per share. News Corporation's continued buyback activity aligns with this trend, signaling management's confidence in the company's valuation and a commitment to shareholder returns, particularly in the media and publishing industry where organic growth can be challenging.

Comparison to Industry Standards

• News Corporation's $2 billion aggregate share repurchase authorization is a substantial commitment to capital return, comparable to similar programs seen in other large, established media and information services companies.
• The use of an 'other buy-back' type, as opposed to a pure 'on-market buy-back' for ASX reporting, reflects its dual listing and the nature of its Nasdaq-listed shares being repurchased.
• The stated reason 'to enhance shareholder value' is a standard justification for such programs across industries.

Stakeholder Impact

• Shareholders: Potential for increased earnings per share and enhanced shareholder value due to a reduced share count. Those who hold shares benefit from the company's commitment to returning capital.

Next Steps

• Continue repurchasing Class A and Class B common stock under the authorized programs.
• Provide daily disclosure of transactions to the Australian Securities Exchange (ASX) if any shares are bought back.
• Disclose information concerning the Repurchase Programs in quarterly and annual reports.

Key Dates

Recommendation

This filing is a routine update on an existing share repurchase program and does not contain new information regarding the company's operational performance, strategic direction, or financial health that would warrant a change in investment stance. While share buybacks are generally positive for shareholder value, this update merely confirms the ongoing execution of a previously announced plan. Investors should hold and await more comprehensive financial reporting for a re-evaluation.

Keywords

News Corporation, stock repurchase, share buyback, NWSA, NWS, shareholder value, capital allocation, SEC filing, 8-K, ASX notification, common stock