The Company has two classes of common stock that are authorized and outstanding: Class A Common Stock and Class B Common Stock. As a general matter, holders of Class B Common Stock are entitled to one vote per share on all matters on which stockholders have the right to vote, including director elections. Holders of Class A Common Stock are entitled to vote only in the limited circumstances set forth in the Company’s Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”).

In the event of a liquidation or dissolution or winding up of the Company, after distribution in full of the preferential and/or other amounts to be distributed to the holders of shares of any outstanding series of preferred stock or series common stock, holders of Class A Common Stock and Class B Common Stock, to the extent fixed by the Board of Directors with respect thereto, are entitled to receive all of the remaining assets of the Company available for distribution to its stockholders, ratably in proportion to the number of shares held by Class A Common Stock holders and Class B Common Stock holders, respectively. In the event of any merger or consolidation with or into another entity, the holders of Class A Common Stock and the holders of Class B Common Stock generally are entitled to receive substantially identical per share consideration.

Under the Certificate of Incorporation, the Board of Directors is authorized to issue shares of preferred stock or common stock at any time, without stockholder approval, and to determine all the terms of those shares, including the following:

(i) the voting rights, if any, except that the issuance of preferred stock or series common stock which entitles holders thereof to more than one vote per share requires the affirmative vote of the holders of a majority of the combined voting power of the then outstanding shares of the Company’s capital stock entitled to vote generally in the election of directors;

(ii) the dividend rate and preferences, if any, which that preferred stock or common stock will have compared to any other class; and

(iii) the redemption and liquidation rights and preferences, if any, which that preferred stock or common stock will have compared to any other class.

Any decision by the Board of Directors to issue preferred stock or common stock must, however, be taken in accordance with the Board of Directors’ fiduciary duty to act in the best interests of the Company’s stockholders. The Company is authorized to issue 35,000,000 shares of preferred stock, par value $0.01 per share and 35,000,000 shares of series common stock, par value $0.01 per share. The Board of Directors has the authority, without any further vote or action by the stockholders, to issue preferred stock and series common stock in one or more series and to fix the number of shares, designations, relative rights (including voting rights), preferences, qualifications and limitations of such series to the full extent permitted by Delaware law.

In connection with the Distribution, the Board of Directors approved the adoption of a Temporary Stockholder Rights Agreement (the “Rights Agreement”), effective March 19, 2019. The Rights Agreement will expire following the next annual meeting of stockholders of the Company, unless the rights are redeemed earlier by the Company or the Rights Agreement is approved by the Company’s stockholders. In adopting the Rights Agreement, the Board of Directors considered that there may be significant volume of trading in the Company’s shares around the time of the Distribution. The Rights Agreement is intended to protect the stockholders of the Company during the post-Distribution period from actions that the Board of Directors determines are not in the best interest of the Company’s stockholders. The Rights Agreement is not intended to interfere with any merger, tender or exchange offer, share acquisition or other business combination transaction approved in advance by the Board of Directors, and the Rights Agreement does not prevent the Board of Directors from considering any offer that it considers to be in the best interest of the Company’s stockholders.

Pursuant to the Rights Agreement, the Company declared a dividend distribution of one right (a “Class A Right”) for each outstanding share of the Company’s Class A Common Stock and one right (a “Class B Right” and, together with the Class A Rights, the “Rights”) for each outstanding share of the Company’s Class B Common Stock, in each case as of the close of business on April 2, 2019. One Class A Right will also be issued together with each share of Class A Common Stock issued by the Company after April 2, 2019 and prior to the Distribution Date (as defined in the Rights Agreement), and in certain circumstances, after the Distribution Date. One Class B Right will also be issued together with each share of Class B Common Stock issued by the Company after April 2, 2019 and prior to the Distribution Date and in certain circumstances, after the Distribution Date. Initially, these Rights are not exercisable and trade with the Company’s Class A Common Stock and Class B Common Stock.

The Rights will become exercisable only if a person or group obtains beneficial ownership (as defined in the Rights Agreement) of 15% or more of the Class B Common Stock outstanding, or 15% or more of the Common Stock outstanding. In each such case, each Class A Right and each Class B Right will entitle its holder (except the acquiring person or group) to purchase, at the exercise price of $160 (subject to adjustments provided in the Rights Agreement), a number of authorized but unissued shares of Class A Common Stock or Class B Common Stock, respectively, having a then current market value of two times the exercise price of the Right.

The Rights are not exercisable because of any current stockholder’s beneficial ownership of 15% or more of either Class A or Class B Common Stock, unless such stockholder acquires beneficial ownership of additional shares (subject to certain exceptions set forth in the Rights Agreement).

Subsequent to March 31, 2019, the Company declared a semi-annual dividend of $0.23 per share on both the Class A Common Stock and the Class B Common Stock. The dividend declared is payable on June 3, 2019 with a record date for determining dividend entitlements of May 20, 2019.

	For the three months ended March 31, 2019										For the nine months ended March 31, 2019
	Fox Corporation stockholders				Noncontrolling interests^(a)			Total equity			Fox Corporation stockholders				Noncontrolling interests^(a)		Total equity
	(in millions)
Balance, beginning of period	$	10,394			$	12		$	10,406		$	9,594			$	-	$	9,594
Net income		529				4			533			1,141				10		1,151
Other comprehensive income		2				-			2			5				-		5
Other		(26	)			(5	)		(31	)		136		^(b)		1		137
Transferred from Twenty-First Century Fox, Inc. investment to Accumulated other comprehensive (loss) income		(14	)	^(c)		-			(14	)		(157	)	^(c)		-		(157	)
Net decrease in Twenty-First Century Fox, Inc. investment		(2,285	)			-			(2,285	)		(2,119	)			-		(2,119	)
		-
Balance, end of period	$	8,600			$	11		$	8,611		$	8,600			$	11	$	8,611

	For the three months ended March 31, 2018								For the nine months ended March 31, 2018
	Fox Corporation stockholders			Noncontrolling interests^(a)		Total equity			Fox Corporation stockholders			Noncontrolling interests^(a)		Total equity
	(in millions)
Balance, beginning of period	$	7,953		$	-	$	7,953		$	6,093		$	-	$	6,093
Net income		457			-		457			1,716			-		1,716
Other comprehensive (loss) income		(95	)		-		(95	)		85			-		85
Other		(32	)		-		(32	)		(69	)		-		(69	)
Net increase in Twenty-First Century Fox, Inc. investment		700			-		700			1,158			-		1,158
		-
Balance, end of period	$	8,983		$	-	$	8,983		$	8,983		$	-	$	8,983

^(a)	Excludes Redeemable noncontrolling interests which are reflected in temporary equity (See Note 4 – Fair Value under the heading “Redeemable Noncontrolling Interests”).

⁽^b⁾	Approximately $200 million was reclassified to equity from Redeemable noncontrolling interests (See Note 4 – Fair Value).

⁽^c⁾	See Note 10 – Pension and Other Postretirement Benefits.

Comprehensive income is reported in the Unaudited Consolidated and Combined Statements of Comprehensive Income and consists of Net income and Other comprehensive income (loss), including unrealized holding gains and losses on securities and benefit plan adjustments, which affect Total equity, and under GAAP, are excluded from Net income.

The following table summarizes the material activity within Other comprehensive income (loss):

	For the three months ended March 31, 2018								For the nine months ended March 31, 2018
	Before tax			Tax benefit		Net of tax			Before tax		Tax provision			Net of tax
	(in millions)
(Losses) gains on securities
Unrealized (losses) gains	$	(122	)	$	29	$	(93	)	$	161	$	(77	)	$	84

Other comprehensive (loss) income	$	(122	)	$	29	$	(93	)	$	161	$	(77	)	$	84

The following table summarizes the changes in the components of Accumulated other comprehensive (loss) income, net of tax:

	For the three months ended March 31, 2019									For the nine months ended March 31, 2019
	Unrealized holding gains on securities		Benefit plan adjustments and other				Accumulated other comprehensive (loss) income			Unrealized holding gains on securities				Benefit plan adjustments and other				Accumulated other comprehensive (loss) income
	(in millions)
Balance, beginning of period	$	-	$	(202	)		$	(202	)	$	130			$	(49	)		$	81
Adoption of ASUs		-		-				-			(130	)	^(a)		(13	)	^(b)		(143	)
Other comprehensive income, net of tax		-		2				2			-				5				5
Transferred from Twenty-First Century Fox, Inc. investment		-		(14	)	^(c)		(14	)		-				(157	)	^(c)		(157	)

Balance, end of period	$	-	$	(214	)		$	(214	)	$	-			$	(214	)		$	(214	)

^(a)	Reflects the adoption of ASU 2016-01 (See Note 1 – Description of Business and Basis of Presentation under the heading “Recently Adopted and Recently Issued Accounting Guidance and U.S. Tax Reform” for additional information).

⁽^b⁾	Reflects the adoption of ASU 2018-02 (See Note 1 – Description of Business and Basis of Presentation under the heading “Recently Adopted and Recently Issued Accounting Guidance and U.S. Tax Reform” for additional information).

⁽^c⁾	See Note 10 – Pension and Other Postretirement Benefits.