NWSA.NASDAQNews CORP

8-K: News Corp Updates on $1 Billion Stock Repurchase Program

Sentiment:

Share Repurchase Update


News Corporation provides a routine update on its ongoing $1 billion stock repurchase program for Class A and Class B common stock.

Summary

  • News Corporation is continuing its stock repurchase program, known as the 2025 Repurchase Program, which authorizes the acquisition of up to an aggregate of US$1 billion of its outstanding Class A and Class B common stock.
  • The 2025 Repurchase Program was initially authorized on July 15, 2025.
  • As of February 20, 2026, the company repurchased 93,349 Class A shares for US$2,204,072.57 and 46,651 Class B shares for US$1,236,708.68 on that day.
  • Prior to February 20, 2026, the company had repurchased 1,646,891 Class A shares for US$40,386,983.87 and 766,135 Class B shares for US$21,475,867.98.
  • The total consideration paid to date under the 2025 Repurchase Program for both Class A and Class B shares is approximately US$65,303,633.
  • Approximately US$934,696,367 remains authorized for repurchase under the US$1 billion program.
  • The highest price paid for Class A shares on February 20, 2026, was US$23.80, with the lowest at US$23.20.
  • The highest price paid for Class B shares on February 20, 2026, was US$26.74, with the lowest at US$25.95.
  • Goldman Sachs & Co. LLC is the broker facilitating the buy-back.
  • No ASX-listed CDIs will be repurchased as part of these programs.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive signal, as the continued execution of the share repurchase program demonstrates management's commitment to returning capital to shareholders and confidence in the company's valuation, which can support stock price stability.

Positives

  • The ongoing stock repurchase program aims to enhance shareholder value by reducing the number of outstanding shares.
  • The company has already repurchased approximately US$65.3 million worth of shares, demonstrating active execution of the program.

Risks

  • Actual results of the repurchase program may vary materially from expressed or implied statements due to changes in the market price of the company's stock, general market conditions, applicable securities laws, and alternative investment opportunities.
  • Risks, uncertainties, and other factors described in the company's other SEC filings could also impact the program.
  • The company does not undertake any obligation to publicly update any forward-looking statements to reflect subsequent events or circumstances, except as required by law or regulation.

Future Outlook

The company intends to repurchase Class A and Class B common stock from time to time in the open market or otherwise, subject to market conditions, stock price, and other factors, under the US$1 billion 2025 Repurchase Program.

Management Comments

  • The Company is authorized to acquire from time to time up to $1 billion in the aggregate of the Company's outstanding shares of Class A common stock and Class B common stock.
  • 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 buy-back is to enhance shareholder value.

Industry Context

StockSavvy.ai notes that share repurchase programs are a common strategy among mature media and information services companies like News Corporation to return capital to shareholders and potentially boost earnings per share by reducing the number of outstanding shares. This move signals management's confidence in the company's valuation and its ability to generate sufficient free cash flow to fund such initiatives without hindering growth investments.

Comparison to Industry Standards

  • News Corporation's US$1 billion repurchase program is a substantial commitment, comparable to similar capital return initiatives seen from peers in the diversified media sector. For instance, companies like Paramount Global (PARA) or Warner Bros. Discovery (WBD) have also engaged in significant share buybacks to optimize capital structure and enhance shareholder returns.
  • The ongoing nature of the program, executed 'from time to time' and 'in the open market,' aligns with flexible buyback strategies employed by large-cap companies, allowing them to capitalize on market fluctuations.
  • The stated reason 'to enhance shareholder value' is a standard justification for such programs across industries, reflecting a focus on capital efficiency.

Stakeholder Impact

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

Next Steps

  • The company will continue to repurchase Class A and Class B common stock under the 2025 Repurchase Program.
  • Daily disclosures to the ASX will continue for transactions under the program.
  • Information concerning the program will be disclosed in quarterly and annual reports.

Key Dates

DateDescription
22/9/2021Anticipated date buy-back will occur (as stated in Appendix 3C).
July 15, 2025Date of initial notification of the 2025 Repurchase Program authorization.
February 2, 2026Date highest price was paid for Class A shares (US$27.21) and Class B shares (US$31.40) in the 'Before previous day' period.
February 9, 2026Date lowest price was paid for Class A shares (US$22.20) in the 'Before previous day' period.
February 13, 2026Date lowest price was paid for Class B shares (US$25.49) in the 'Before previous day' period.
February 20, 2026Date of earliest event reported in the 8-K and previous day on which securities were bought back.
February 23, 2026Date of this 8-K report and daily buy-back notification to ASX.

Recommendation

hold

The filing details routine execution of a previously announced share repurchase program. While buybacks are generally positive for shareholder value, this update does not present new information that would significantly alter the investment thesis or warrant a change in recommendation. It confirms ongoing capital return efforts, which is a stable, expected action for a company like News Corporation.

Keywords

News Corporation, stock repurchase, share buyback, Class A common stock, Class B common stock, shareholder value, Nasdaq, ASX, NWSA, NWS

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