News Corp (NWS) Responds to Non-Binding Stockholder Proposal

News Corp (Nasdaq: NWS, NWSA; ASX: NWS, NWSLV) (the “Company”) confirmed today that a stockholder has submitted a non-binding proposal for presentation at News Corp’s 2024 Annual Meeting of Stockholders (the “2024 Annual Meeting”) to request that the Board of Directors adopt a recapitalization plan that would eliminate News Corp’s dual-class capital structure.

The Board believes that the Company’s dual-class capital structure promotes stability and has facilitated the successful implementation of News Corp’s transformational strategy and long-term outperformance for all News Corp stockholders.

The Company has thrived under the current structure and guidance of the Board and senior leadership despite major changes in consumer behavior amidst the digital revolution of the last decade. During this time, the Company has transformed its revenue and earnings base due to organic digital reinvestment, strategic acquisitions and divestments and on-going cost management initiatives that have delivered record profitability and significant value creation for stockholders. With the Board’s long-term vision and support, News Corp has struck landmark, multi-year content licensing deals with major technology platforms, creating new revenue streams and additional growth levers including a significant step to prepare the Company to prosper in the AI age. And over the last five years, News Corp’s stock price has materially outperformed both the S&P 500 and its peer group1.

News Corp stockholders are not required to take any action at this time.

News Corp expects to file preliminary materials with respect to the 2024 Annual Meeting with the Securities and Exchange Commission (the “SEC”) in due course.

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