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

News Corporation has provided an update on its ongoing $1 billion stock repurchase program, detailing recent acquisitions of Class A and Class B common stock.

Summary

• News Corporation is authorized to acquire up to an aggregate of US$1 billion of its outstanding Class A and Class B common stock under its Repurchase Program.
• As of June 10, 2025, the Company has purchased approximately US$683,423,885.82 worth of Class A and Class B shares under this program.
• On June 10, 2025, the Company repurchased 13,126 Class A shares for a total consideration of US$366,237.71.
• On the same day, June 10, 2025, the Company also repurchased 6,574 Class B shares for a total consideration of US$210,453.46.
• Prior to June 10, 2025, the Company had repurchased 22,054,577 Class A shares for US$452,482,950.97 and 10,888,369 Class B shares for US$230,364,243.68.
• The buy-back program is conducted from time to time in the open market or otherwise, subject to market conditions and the market price of the Company's stock.
• The primary reason stated for the buy-back is to enhance shareholder value.
• The total number of Class A common stock shares on issue is 375,584,403, and Class B common stock shares on issue is 153,217,777.

Sentiment

Score: 7

Explanation: The document reports on the ongoing execution of a share repurchase program, which is generally viewed positively as a means of returning capital to shareholders and enhancing shareholder value. There are no negative financial results or operational issues reported, only standard risk disclaimers for forward-looking statements.

Positives

• The ongoing share repurchase program demonstrates News Corporation's commitment to returning capital to shareholders.
• The program's stated objective is to enhance shareholder value, which is generally viewed positively by investors.
• Reducing the number of outstanding shares through buybacks can potentially lead to increased earnings per share (EPS) and improved financial ratios.

Risks

• Forward-looking statements regarding the Company's intent to repurchase stock are subject to uncertainty and changes in circumstances.
• Actual results of the repurchase program may vary materially from expectations 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 does not undertake any obligation to publicly update forward-looking statements, 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, subject to market conditions, stock price, applicable securities laws, and alternative investment opportunities. The forward-looking statements are made only as of the report date, and the Company does not undertake any obligation to publicly update them, except as required by law.

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."
• "To enhance shareholder value."

Industry Context

Share repurchase programs are a common capital allocation strategy employed by mature companies with strong cash flows to return value to shareholders, reduce share count, and potentially boost earnings per share. This action by News Corporation aligns with typical practices in the media and information services industry, where companies often balance investments in growth with shareholder returns.

Comparison to Industry Standards

• News Corporation's $1 billion buyback program is a significant capital return initiative, comparable in scale to similar programs undertaken by other large media conglomerates, such as Paramount Global (formerly ViacomCBS) or Warner Bros. Discovery, which have also engaged in substantial share repurchase programs to manage capital and enhance shareholder value.
• The stated objective "To enhance shareholder value" is a standard rationale for such programs across industries, reflecting a common corporate finance goal.
• The use of Morgan Stanley & Co. LLC as a broker for the buyback is consistent with practices of large corporations utilizing major investment banks for such transactions, ensuring professional execution and compliance.

Stakeholder Impact

• Shareholders: Potential positive impact due to reduced share count, which can lead to increased earnings per share and potentially higher stock prices. It also signals management's confidence in the company's valuation.
• Employees, Customers, Suppliers, Creditors: No direct impact mentioned in this specific filing, as the buyback is a financial transaction focused on capital structure rather than operational changes.

Next Steps

• The Company will continue to acquire shares under the Repurchase Program from time to time.
• The Company is required to provide daily disclosure of transactions pursuant to the Repurchase Program to the Australian Securities Exchange (ASX).
• The Company will continue to disclose information concerning the Repurchase Program in its quarterly and annual reports.

Key Dates

Recommendation

Keywords

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