BANCROFT NATALIE 4

What Happened

• Natalie Bancroft, a director of News Corporation (NWS), was granted 157 deferred stock units (DSUs) on April 8, 2026, valued at $24.43 each for an aggregate value of $3,836. These DSUs are derivative awards that represent the equivalent of Company Class A common shares and are payable in cash under the Company’s director compensation plan.
• On the same date, 6 DSUs were settled/converted and disposed to the issuer at $24.43 per unit, generating $147. The filing records conversion/settlement and a disposition to the issuer (commonly used to satisfy withholding or cash settlement obligations).

Key Details

• Transaction date: April 8, 2026; Form 4 filed April 9, 2026 (timely filing).
• Grant: 157 deferred stock units @ $24.43 = $3,836 (reported as a derivative award).
• Settlement/Disposition: 6 deferred stock units settled/converted and disposed @ $24.43 = $147.
• Nature of award: Each DSU equals one share of Class A common stock and is payable in cash (per footnotes).
• Dividend equivalents: Dividend equivalents accrued on DSUs vested April 1, 2026, and became payable in cash on April 8, 2026.
• Shares owned after transaction: Aggregate DSUs held after the transactions are not specified in the excerpt provided.

Context

• These were derivative/compensation transactions (DSUs) that are paid in cash rather than share issuances; they are routine director compensation rather than open-market purchases or sales.
• The small disposition of 6 units to the issuer likely reflects cash settlement or tax withholding tied to the DSU settlement—such dispositions are common with equity-based awards.
• No indication in the filing that this is a 10% owner transaction or governed by a 10b5-1 plan. The filing appears timely (filed the next day).