0000899243-19-008723.txt : 20190321 0000899243-19-008723.hdr.sgml : 20190321 20190321174817 ACCESSION NUMBER: 0000899243-19-008723 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190319 FILED AS OF DATE: 20190321 DATE AS OF CHANGE: 20190321 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MURDOCH KEITH RUPERT CENTRAL INDEX KEY: 0001024835 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38776 FILM NUMBER: 19697898 MAIL ADDRESS: STREET 1: C/O TWENTY-FIRST CENTURY FOX, INC., STREET 2: 1211 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Fox Corp CENTRAL INDEX KEY: 0001754301 STANDARD INDUSTRIAL CLASSIFICATION: TELEVISION BROADCASTING STATIONS [4833] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 1211 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212.852.7000 MAIL ADDRESS: STREET 1: 1211 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: FOX Corp DATE OF NAME CHANGE: 20181206 FORMER COMPANY: FORMER CONFORMED NAME: NEW FOX, INC. DATE OF NAME CHANGE: 20180926 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-03-19 0 0001754301 Fox Corp FOX 0001024835 MURDOCH KEITH RUPERT C/O FOX CORPORATION 1211 AVENUE OF THE AMERICAS NEW YORK NY 10036 1 1 0 0 Co-Chairman Class A Common Stock 105714 D Class A Common Stock 2909810 I By GCM Trust Class B Common Stock 5372 D Class B Common Stock 1416666 I By K. Rupert Murdoch 2004 Revocable Trust Restricted Stock Units 2019-03-19 4 A 0 264355 A Class A Common Stock 264355 264355 D Restricted Stock Units 2019-03-19 4 A 0 60673 A Class A Common Stock 60673 60673 D Restricted Stock Units 2019-03-19 4 A 0 186289 0.00 A Class A Common Stock 186289 186289 D Stock Option (Right to Buy) 40.26 2019-03-19 4 A 0 288350 0.00 A Class A Common Stock 288350 288350 D Shares acquired in a pro rata distribution by Twenty-First Century Fox, Inc. ("21CF") of shares of Fox Corporation ("Fox") in connection with the separation of Fox from 21CF. Held by the GCM Trust which is administered by independent trustees for the benefit of the reporting person's minor children. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose. 1-for-1. The securities reported are the result of the conversion of stock-settled performance stock units originally granted by 21CF into restricted stock units of Fox in connection with the separation of Fox from 21CF. The number of restricted stock units received was based on a conversion formula equal to a fraction, the numerator of which is one and the denominator of which is (a) three multiplied by (b) one minus the inverse of 1.357190 (i.e., the Distribution Adjustment Multiple as defined in the Amended and Restated Agreement and Plan of Merger, dated as of June 20, 2018, by and among 21CF, The Walt Disney Company, TWDC Holdco 613 Corp., WDC Merger Enterprises I, Inc. and WDC Merger Enterprises II, Inc.). The securities reported are the result of the conversion of restricted stock units originally granted by 21CF ("21CF RSUs") into restricted stock units of Fox in connection with the separation of Fox from 21CF. The number of restricted stock units received is equal to one-third of the 21CF RSUs beneficially owned by the reporting person immediately prior to the separation of Fox from 21CF. The restricted stock units will vest on August 15, 2020. The restricted stock units will vest on June 20, 2020. The restricted stock units will vest 50% on June 15, 2020 and 50% on June 15, 2021. The stock option will vest 50% on June 15, 2020 and 50% on June 15, 2021. /s/ Laura A. Cleveland as Attorney-in-Fact for Keith Rupert Murdoch 2019-03-21