News Corporation Advances US$1 Billion Share Buyback with Accelerated Class B Stock Repurchases

Insights into News Corporation's Share Buyback and Capital Deployment Strategy

News Corporation, among the world’s leading media and information services companies, has announced continued activity under its comprehensive US$1 billion share repurchase initiative. Authorized as of 15 July 2025, this program marks a significant capital allocation decision by the company’s board and management. Through repurchasing its own shares, News Corporation aims to enhance shareholder value by reducing outstanding shares and improving per-share financial metrics.

The buyback encompasses both Class A and Class B common stock traded on Nasdaq, explicitly excluding ASX-listed CDI securities. This distinction is crucial for Australian investors holding the company’s securities via ASX-listed instruments. The repurchase program’s focus on Nasdaq-listed shares enables efficient capital structure management at the primary listing venue while preserving the integrity of secondary listings in Australia.

Consistent Daily Repurchase Activity Reflects Steady Execution Amid Market Variability

The latest daily buyback notification dated 21 July 2026 reveals ongoing execution of the repurchase program across multiple trading days. Prior to the most recent session, News Corporation had cumulatively acquired 4,533,857 shares for a total of US$130,324,222.05. This sizable volume indicates a systematic deployment of authorized capital, mitigating market impact and execution risk by avoiding concentrated buying periods.

On 20 July 2026, the company repurchased an additional 27,128 shares at a cost of US$876,489.40. Purchase prices during the period ranged from a low of US$25.49 on 13 July 2026 to a high of US$32.89 on 17 July 2026, reflecting typical equity market volatility. News Corporation’s strategy accommodates these fluctuations by executing purchases across the price spectrum rather than targeting fixed price points.

Buyback Pricing and Market Environment Analysis

The disclosed execution prices offer insight into market conditions during the buyback. The highest price paid was US$32.89 on 17 July 2026, while the lowest was US$25.49, indicating a price spread of approximately US$7.40 per share or about 29 percent. Such volatility is common in equity markets and affects the average execution cost of repurchases.

News Corporation’s approach of maintaining buyback activity through varying price levels reflects disciplined capital allocation best practices. This avoids suspending repurchases during market downturns when lower prices would maximize shareholder value, demonstrating commitment to the authorized program regardless of short-term market movements.

Goldman Sachs’ Role in Buyback Execution

Goldman Sachs & Co. LLC has been appointed as the broker executing News Corporation’s repurchases. The engagement of this leading investment bank underscores the program’s scale and complexity. Goldman Sachs manages timing and pricing within the company’s guidelines and regulatory requirements, adapting to market conditions and stock price dynamics.

Utilizing a major broker provides News Corporation with advanced trading capabilities, market expertise, and infrastructure necessary for efficient large-scale buyback execution. Regulatory frameworks govern broker activities to ensure fair pricing, timing, and volume, preventing market manipulation. Disclosure of Goldman Sachs as the executing broker enhances transparency and accountability for investors.

Buyback Program Operates Without Shareholder Approval Requirement

The company update clarifies that shareholder approval is not required for the buyback program, indicating that News Corporation’s governance and applicable corporate laws grant the board authority to proceed independently. This streamlines execution by eliminating the need for shareholder meetings or proxy votes, reducing delays and expenses.

This absence of approval necessity confirms the program’s proper authorization within the company’s governance framework and regulatory compliance. It also removes potential risks or constraints on the timing and scale of repurchases.

Regulatory and Market Conditions Influencing Repurchase Execution

News Corporation’s buyback is subject to prevailing market conditions, stock price levels, and other factors, reflecting that repurchase programs are discretionary frameworks rather than binding commitments. The company may adjust repurchase timing and volume based on cash availability, interest rates, acquisition prospects, or strategic priorities.

Compliance with ASX listing rules and securities laws governs pricing, timing, and disclosure of repurchases. The daily notification requirement under ASX Listing Rule 3.8A mandates disclosure at least 30 minutes before trading begins on the business day following any repurchase, ensuring transparency for market participants regarding capital management activities.

Class B Common Stock as a Primary Focus in Repurchases

The buyback program includes both Class A and Class B common stock, with recent daily notifications specifically concerning Class B shares. News Corporation’s dual-class structure reflects governance arrangements where share classes carry distinct voting or economic rights. Covering both classes grants management flexibility to repurchase shares trading at more favorable valuations or offering better execution opportunities.

The exclusion of ASX-listed CDI securities means Australian investors holding these instruments will not observe direct share count reductions. However, repurchasing underlying Nasdaq shares may indirectly benefit ASX-listed CDI holders through improved per-share metrics and reduced dilution.

Authorization Timeline and Program Extent

Authorized on 15 July 2025, News Corporation’s US$1 billion repurchase program allows up to a year to complete buybacks before expiration. The company has been executing repurchases for approximately twelve months as of the 21 July 2026 notification, reflecting sustained and measured capital deployment.

The US$1 billion authorization constitutes a significant capital allocation relative to the company’s scale. The program’s language permits repurchases from time to time in the open market or by other means, providing tactical flexibility. While open market purchases via Goldman Sachs have predominated, alternative methods remain options depending on market or strategic conditions.

Enhancing Shareholder Value Through Strategic Buybacks

News Corporation states that its buyback program aims to enhance shareholder value by reducing outstanding shares and increasing earnings and book value per share. The success of this strategy depends on repurchase prices relative to the company’s intrinsic value and alternative capital uses.

Investors can evaluate the disclosed price range of US$25.49 to US$32.89 in assessing the buyback’s value creation potential. The company’s commitment to buybacks signals confidence in its future prospects and belief that repurchasing shares is an attractive capital deployment compared to other opportunities.