News Corp (NWS) CHRO Allen Ruth Exercises Awards, Sells 21,521 Shares

What Happened

• Allen Ruth, Chief Human Resources Officer of News Corporation (NWS), had stock-settled equity awards convert/settle on Aug 15, 2026 and then sold a portion of the resulting shares. A total of 36,641 shares were created by the conversion/settlement of performance/restricted stock units (several M-code entries). Of those, 15,120 shares were withheld to satisfy tax obligations (F-code) — valued at about $440,899 — and 21,521 shares were sold in the open market on Aug 17, 2026 for a weighted average price of $28.99, bringing proceeds of about $623,930 (sale prices ranged $28.71–$29.06). Separately, Ruth received a grant of 11,831 restricted stock units that vest in thirds on Aug 15 of 2027, 2028 and 2029.

Key Details

• Transaction dates: settlement/conversion and withholding on 2026-08-15; market sale on 2026-08-17; filing dated 2026-08-18.
• Sale proceeds: ~21,521 shares × weighted avg $28.99 = ~$623,930 (prices ranged $28.71–$29.06).
• Tax withholding: 15,120 shares withheld, valued at ~$440,899 (withheld shares listed at $29.16).
• New grant: 11,831 RSUs granted at $0.00 (will vest in thirds 2027–2029 per footnote).
• Shares owned after the transactions: not disclosed in this Form 4.
• Transaction codes: M = exercise/conversion of derivative awards (PSUs/RSUs deemed settled to shares), F = shares withheld for taxes, S = open-market sale, A = grant/award.
• Footnotes: withholding represents tax satisfaction; PSUs/RSUs were deemed settled for Class A common shares; dividend equivalents are included where noted.

Context

• This was mostly an award settlement plus a cashless-style disposition: awards settled into shares, some were withheld for taxes and the remainder (21,521 shares) were sold in the open market shortly thereafter. These transactions are routine for executives receiving and settling stock-based compensation and do not, by themselves, indicate a change in personal investment conviction.