8-K: News Corporation Advances $1 Billion Stock Repurchase Program, Nearing Two-Thirds Completion

News Corporation provided an update on its ongoing $1 billion stock repurchase program, detailing recent buyback activities for both Class A and Class B common stock.

Summary

• News Corporation is executing a stock repurchase program authorized for up to an aggregate of US$1 billion of its outstanding Class A and Class B common stock.
• The primary objective of the repurchase program is to enhance shareholder value.
• As of May 23, 2025, the company has repurchased approximately US$677,221,174.53 worth of Class A and Class B shares under the program, leaving approximately US$322,778,825.47 remaining under the authorization.
• On May 23, 2025, News Corporation bought back 13,126 shares of Class A common stock for a total consideration of US$364,157.24, with prices ranging from US$27.24 to US$27.985.
• On the same day, 6,574 shares of Class B common stock were repurchased for US$212,451.96, with prices between US$31.71 and US$32.56.
• Cumulatively, before May 23, 2025, the company had repurchased 21,914,186 Class A shares for US$448,555,475.88 and 10,818,060 Class B shares for US$228,089,089.45.
• The highest price paid for Class A shares under the program to date was US$30.69 (on February 19, 2025), and the lowest was US$14.88 (on September 29, 2022).
• For Class B shares, the highest price paid under the program to date was US$35.25 (on February 19, 2025), and the lowest was US$15.17 (on September 29, 2022).
• The total number of Class A common stock shares on issue is 374,369,979, and Class B common stock shares on issue is 154,656,069.

Sentiment

Score: 7

Explanation: The company is actively executing its authorized stock repurchase program, which is generally viewed as a positive signal for shareholder value enhancement and management's confidence in the company's valuation.

Positives

• The ongoing stock repurchase program is explicitly designed to enhance shareholder value, indicating a commitment to returning capital to investors.
• News Corporation is actively executing its authorized buyback, having utilized approximately US$677.22 million of the US$1 billion program, demonstrating financial discipline and confidence.
• The buyback program does not require additional security holder approval, streamlining its execution.

Risks

• Actual results of the repurchase program may vary materially from expectations due to changes in the market price of the Company's stock.
• General market conditions could adversely affect the execution or effectiveness of the buyback program.
• Applicable securities laws and alternative investment opportunities may influence the Company's ability or decision to continue repurchases.
• Other risks, uncertainties, and factors described in the Company's filings with the Securities and Exchange Commission could impact the program.

Future Outlook

News Corporation intends to continue repurchasing its Class A and Class B common stock from time to time, either in the open market or otherwise, subject to market conditions, the market price of its 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."
• "The buy-back is being conducted to enhance shareholder value."

Industry Context

Stock repurchase programs are a common corporate finance strategy employed by mature companies to return capital to shareholders, reduce the number of outstanding shares, and potentially boost earnings per share. News Corporation's ongoing buyback aligns with this trend, signaling management's confidence in the company's valuation and its commitment to shareholder returns within the media and information services industry.

Comparison to Industry Standards

• News Corporation's $1 billion buyback program is a substantial capital return initiative, comparable in scale to similar programs undertaken by other large media and information services companies, such as The Walt Disney Company or Paramount Global, which frequently engage in share repurchases to manage capital and enhance shareholder value.
• The stated objective "to enhance shareholder value" is a standard and widely accepted rationale for such programs across various industries.
• The engagement of Morgan Stanley & Co. LLC as a broker for the buyback is typical for large-scale repurchase programs by publicly traded companies.
• The daily disclosure to the ASX and regular reporting in quarterly/annual reports to the SEC are standard regulatory compliance practices for companies with dual listings or significant international operations, demonstrating adherence to global transparency benchmarks.

Stakeholder Impact

• Shareholders: Expected to benefit from enhanced shareholder value due to a reduced share count and potential increase in earnings per share.
• Investors: Provides transparency on the company's capital allocation strategy and ongoing efforts to return value.

Next Steps

• Continued repurchases of Class A and Class B common stock under the existing US$1 billion authorization.
• Ongoing daily disclosure of buyback transactions to the Australian Securities Exchange (ASX).
• Further disclosure of information concerning the Repurchase Program in the Company's quarterly and annual reports.

Key Dates

Recommendation

Keywords

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