8-K: News Corporation Continues $1 Billion Stock Repurchase Program, Nearing Completion

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

Summary

• News Corporation is continuing its stock repurchase program, authorized for up to an aggregate of US$1 billion of its Nasdaq-listed Class A and Class B common stock.
• The program is designed to enhance shareholder value.
• As of July 10, 2025, the company has purchased approximately US$694,780,495.12 worth of Class A and Class B shares under the program.
• This leaves approximately US$305,219,504.88 remaining under the US$1 billion authorization.
• On July 10, 2025, 11,527 Class A shares were bought back for US$341,459.71, with prices ranging from US$29.24 to US$29.74.
• On the same day, 5,773 Class B shares were bought back for US$198,575.61, with prices ranging from US$34.05 to US$34.51.
• The total number of Class A shares on issue is 375,408,632, and Class B shares on issue is 153,129,748.

Sentiment

Score: 7

Explanation: The document reports on an ongoing stock repurchase program, which is generally viewed positively as it returns capital to shareholders and can signal management confidence. There are no negative surprises or adverse financial disclosures. The program is progressing as expected, nearing its authorized limit.

Positives

• The ongoing stock repurchase program demonstrates a commitment to returning capital to shareholders.
• The program is explicitly designed to enhance shareholder value.
• A significant portion of the US$1 billion authorization has already been utilized, indicating active management of capital and progress towards the program's goal.

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, applicable securities laws, and alternative investment opportunities could impact the program's execution and effectiveness.
• Other risks, uncertainties, and factors described in the Company's filings with the Securities and Exchange Commission could affect the program.

Future Outlook

The company intends to continue repurchasing Class A and Class B common stock from time to time, subject to market conditions, the market price of its stock, and other factors. 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.
• The 'forward-looking statements' included in such information are made only as of the date of this report. We do not have and do not undertake any obligation to publicly update any 'forward-looking statements' to reflect subsequent events or circumstances, and we expressly disclaim any such obligation, except as required by law or regulation.

Industry Context

Stock repurchase programs are a common strategy employed by mature companies with strong cash flows to return value to shareholders, often signaling management's confidence in the company's valuation and future prospects. This aligns with broader market trends where companies utilize excess capital for shareholder returns, particularly in established media and information services sectors.

Comparison to Industry Standards

• News Corporation's US$1 billion buy-back program is a substantial commitment, comparable to similar capital return initiatives by other large media and information services companies such as Disney or Comcast, which frequently engage in significant share repurchase programs to manage share count and enhance earnings per share.
• The stated purpose 'to enhance shareholder value' is a standard rationale for such programs across industries, reflecting a common corporate finance objective.
• The use of Morgan Stanley & Co. LLC as a broker is typical for large-scale corporate buy-backs, reflecting standard industry practice for executing such transactions efficiently and effectively.

Stakeholder Impact

• Shareholders: Potential for increased earnings per share (EPS) and enhanced shareholder value due to reduced share count. Shareholders who sell shares participate in the buy-back program.

Next Steps

• Continue repurchasing Class A and Class B common stock under the remaining US$305.2 million authorization.
• Provide daily disclosure of transactions to the Australian Securities Exchange (ASX) if any shares are bought back.
• Disclose information concerning the Repurchase Program in quarterly and annual reports.

Key Dates

Recommendation

Keywords

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