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NEWS

NASDAQ: NWSA · USD

NEWS (NWSA) Economic Moat Analysis56

Competitive advantages, dated evidence and erosion risks.

Narrow economic moat

News Corp has a narrow intangible-asset advantage concentrated in Dow Jones's paid journalism and specialized professional information. Price increases, conversions to higher subscription pricing and growing subscriptions demonstrate willingness to pay across fiscal 2025–2026. Strong switching costs and portfolio-wide protection are not established. Actual advertising-rate pressure, platform-related traffic damage and licensing nonrenewals constrain durability. REA has demonstrated pricing gains, but its leadership claims do not establish network effects.

Intangible assets

Dow Jones's proprietary journalism, curated information and specialized enterprise products support differentiated paid demand. Fiscal 2026 professional-information revenue rose 9%, with price increases among the disclosed drivers, while news subscriptions increased despite conversions from introductory offers to higher pricing.

Durability
Fiscal 2025 and 2026 operating results support a current advantage with some persistence. Copyrights, proprietary databases and access restrictions provide protection, but the evidence does not establish exceptional durability or a defensible duration.
Competitors
Comparison not established
Erosion risks
Underlying factual data may lack copyright protection; AI blocking may be ineffective. Platform changes have already damaged traffic and advertising economics, some content licenses have not renewed, and print circulation continues to decline. Enterprise use cases do not by themselves establish switching costs.
What would invalidate the thesis
The advantage would be undermined by sustained declines in paid digital subscriptions and professional-information revenue accompanied by failed price increases or persistent discounting, or by loss of content exclusivity that materially displaces paid demand. Repeated licensing losses without replacement revenue would further weaken it.
Evidence (7) · Counterevidence (5)

Changes since the previous analysis

  • Retain the previous narrow verdict and its concentration in Dow Jones; the supplied evidence does not justify a wider moat.
  • Add explicit assessments of pricing, capital discipline, adopted compensation arrangements and governance using the supplied proxy disclosures.
  • Recognize REA's demonstrated historical pricing gains without upgrading its leadership assertion into proven network effects; incorporate licensing nonrenewals and the Factiva dispute as contrary evidence.

Evidence limitations

  • All evidence comes from supplied issuer filings. Reported operating outcomes support numerical assessments, while leadership and compensation narratives remain issuer assertions.
  • Competition passages identify generic alternatives rather than named Dow Jones competitors. Companies mentioned as partners, litigation parties or investments do not establish competitor coverage; the competitors array is therefore empty.
  • Subscription growth and promotional conversions provide indirect retention evidence, not cohort renewal rates, churn rates or quantified switching friction.
  • Price contributions are not separated from new customers, product expansion, bundles, licensing or mix. Detailed pricing clauses, renewal terms and comparable segment margin bridges are absent.
  • REA leadership and historical pricing do not establish a two-sided network effect. Evidence is insufficient to establish separate durable moats for the other portfolio businesses.
  • The supplied September 23, 2026 proxy provides actual compensation design and governance disclosures, but not the outcome of the November 2026 advisory votes. Target awards and hypothetical termination payments are not realized vesting or payments.
  • Source dates are filing dates with dateKind filed. Fiscal 2026 results use the issuer's June 30 presentation convention.

Financial indicators to test against the thesis

Calculated from annual filings. Missing data remains unavailable. Detailed financial charts remain in the other topics.

Financial indicators to test against the thesis
PeriodGross marginOperating marginROICFCF margin
2022———8.2%
2023———6.0%
2024———6.0%
2025———6.8%
2026———9.0%

Pricing power56

  • Pricing outcomes

    Dow Jones reports price increases and conversions to higher pricing in two fiscal years alongside growing paid demand. REA also disclosed realized price increases in fiscal 2024. Advertising-rate weakness limits the breadth of this strength; price-only revenue contributions are unavailable.

  • Customer demand

    Growing subscription totals and customers converting from introductory offers support repeat demand indirectly. New enterprise customers and bundles also contribute, so growth cannot establish cohort retention; actual licensing nonrenewals temper the assessment.

  • Margin resilience

    Fiscal 2026 Total Segment EBITDA and cash generation improved, supporting operating resilience. News Media's nine-month EBITDA declined amid launch costs and lower Australian contribution, while advertising rates face realized pressure. This is an indirect assessment from profit and cash outcomes; a consistent margin bridge is unavailable.

  • Pricing freedom

    Implemented subscription price increases and promotional step-ups demonstrate practical ability to change prices. Licensing nonrenewals and advertising-market pressure constrain bargaining freedom. The passages do not establish unrestricted contractual repricing rights.

Management56

  • Capital discipline

    Operating cash flow rose to $1.237 billion, and $643 million of shares were repurchased and retired while investment spending continued. These are completed actions, but acquisition returns and repurchase value are unproven; launch costs also reduced News Media earnings. Larger buybacks alone do not establish superior allocation.

  • Incentive alignment

    The disclosed compensation framework links most long-term equity incentives to three-year EPS, free cash flow and relative shareholder returns, with adopted clawbacks. Alignment is moderated by adjusted metrics, time-based awards, counting unvested awards toward ownership guidelines and substantial hypothetical termination entitlements. Compliance or being on track does not establish actual personal share ownership.

  • Execution

    Growing paid subscriptions, professional-information revenue, operating cash flow and fiscal 2026 EBITDA provide strong demonstrated operating execution. This assessment uses reported outcomes rather than executive praise and does not establish management's exclusive causal contribution. News Media's decline remains a material exception.

  • Governance

    Annual director elections, independent committees and adopted clawbacks provide safeguards. Class A voting exclusion, concentrated Class B ownership and takeover defenses constrain accountability. Historical admitted liability in newspaper civil cases supplies actual adverse conduct evidence, without establishing current misconduct.

Sources and methodology

Current publication · Updated 18/10/2026 · Version 5

AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.

Policy quality-scores-2: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 5/6 · 19/10/2026

Moat56

Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.

structural advantage · 3/4 · Proprietary content and specialized information products are supported by demonstrated paid subscription growth and realized repricing. This establishes a concentrated intangible-asset advantage, without proving portfolio-wide barriers.

durability · 2/4 · Pricing and subscription gains recur across fiscal 2025–2026, but licensing nonrenewals and limits on protecting factual data weaken confidence in longer-term persistence.

customer dependency · 2/4 · Compliance and energy information serve consequential enterprise needs, and paid demand is growing. However, neither indispensable workflow integration nor high switching costs is demonstrated; the Factiva dispute shows customer-specific vulnerability.

erosion resilience · 2/4 · Digital subscriptions and professional-information growth demonstrate adaptation, while actual platform traffic damage, advertising-rate pressure and licensing nonrenewals show incomplete protection against erosion.

Pricing power56

Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.

realized pricing · 3/4 · Dow Jones reports price increases and conversions to higher pricing in two fiscal years alongside growing paid demand. REA also disclosed realized price increases in fiscal 2024. Advertising-rate weakness limits the breadth of this strength; price-only revenue contributions are unavailable.

retention · 2/4 · Growing subscription totals and customers converting from introductory offers support repeat demand indirectly. New enterprise customers and bundles also contribute, so growth cannot establish cohort retention; actual licensing nonrenewals temper the assessment.

margin resilience · 2/4 · Fiscal 2026 Total Segment EBITDA and cash generation improved, supporting operating resilience. News Media's nine-month EBITDA declined amid launch costs and lower Australian contribution, while advertising rates face realized pressure. This is an indirect assessment from profit and cash outcomes; a consistent margin bridge is unavailable.

contractual freedom · 2/4 · Implemented subscription price increases and promotional step-ups demonstrate practical ability to change prices. Licensing nonrenewals and advertising-market pressure constrain bargaining freedom. The passages do not establish unrestricted contractual repricing rights.

Predictability85

Five consecutive annual periods. Equal weights: nondeclining revenue frequency; revenue-growth volatility (5–40pp); positive FCF frequency; FCF-margin volatility (3–20pp). Stability indicator, not a growth forecast.

Nondeclining revenue years (%)
50.00
Revenue growth volatility (pp)
8.66
Positive FCF years (%)
100.00
FCF margin volatility (pp)
1.22

Financial strength87

Equal-weight grades: debt/FCF (1–8x), net debt/earnings before interest and tax (0–5x), interest service (1–12x), current ratio (0.75–2x). Earnings use reported operating income, or reported pretax profit plus reported interest expense when operating income is unavailable. Interest service uses earnings/interest expense; if unavailable, it uses reported operating cash flow/cash interest paid, without relabeling cash paid as accrued expense. Nonpositive cash flow/earnings score 0 for their service component; reported zero interest with a positive numerator scores 100. Net cash scores 100 for net leverage. Missing disclosures remain unavailable. General nonfinancial-company rubric, not a credit rating; exceptional and nonoperating gains are not normalized out. IFRS finance-cost and cash-flow classifications retain their reported scope.

debtFcfGrade
79.25
netDebtEbitGrade
100.00
interestCoverageGrade
100.00
currentRatioGrade
69.87
Debt / FCF (x)
2.45
Current ratio (x)
1.62
cashInterestPaid
90.00
cashInterestCoverage
13.74

Capital allocation—

Missing required inputs: operatingReturn. Three-year equal-weight indicators: pretax return on average invested capital (0–25%; equity + debt − cash, each year and its prior year), share-count growth (0–5%, lower better), share-based cost/revenue (2–20%, lower better), consolidated FCF/net income (0–1x). Return uses reported operating income or, if unavailable, EBIT calculated from reported pretax profit plus reported interest expense; exceptional/nonoperating gains are not normalized out. Share-based cost uses the reported cash-flow add-back or, if absent, separately reported recognized compensation expense; the latter never becomes an FCF adjustment. Nonpositive net income scores 0 for cash conversion; absent income/FCF stays unavailable. Nonpositive invested capital has no defined return and remains unavailable. Does not establish acquisition quality or buyback timing.

3-year average dilution (%)
-1.16
3-year average SBC / revenue (%)
0.94
cashConversionGrade
98.27

Management56

Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.

capital discipline · 2/4 · Operating cash flow rose to $1.237 billion, and $643 million of shares were repurchased and retired while investment spending continued. These are completed actions, but acquisition returns and repurchase value are unproven; launch costs also reduced News Media earnings. Larger buybacks alone do not establish superior allocation.

incentive alignment · 2/4 · The disclosed compensation framework links most long-term equity incentives to three-year EPS, free cash flow and relative shareholder returns, with adopted clawbacks. Alignment is moderated by adjusted metrics, time-based awards, counting unvested awards toward ownership guidelines and substantial hypothetical termination entitlements. Compliance or being on track does not establish actual personal share ownership.

execution · 3/4 · Growing paid subscriptions, professional-information revenue, operating cash flow and fiscal 2026 EBITDA provide strong demonstrated operating execution. This assessment uses reported outcomes rather than executive praise and does not establish management's exclusive causal contribution. News Media's decline remains a material exception.

governance · 2/4 · Annual director elections, independent committees and adopted clawbacks provide safeguards. Class A voting exclusion, concentrated Class B ownership and takeover defenses constrain accountability. Historical admitted liability in newspaper civil cases supplies actual adverse conduct evidence, without establishing current misconduct.

Evidence

The Company’s intellectual property assets include: copyrights in its digital and print newspapers, books and other content and technologies; trademarks in names and logos; trade names; domain names; proprietary databases and professionally curated information collections maintained and used in its information services and digital real estate services businesses; and licenses of intellectual property rights, including the trademark license for the Realtor.com® website address, as well as the REALTOR® trademark (the “NAR License”).

Business—intellectual property assets · Filed 07/08/2026

Dow Jones’s professional information products, which target enterprise customers, include Dow Jones Risk & Compliance, a leading provider of data and other solutions to help customers identify and manage regulatory, corporate, geopolitical, security and reputational risk with tools focused on financial crime, sanctions, trade and other risks and compliance requirements, Dow Jones Energy, a leading provider of pricing data, news, insights, analysis and other information for energy commodities and key base chemicals, Factiva, a leading provider of global business content, and Dow Jones Newswires, which distributes real-time business news, information and analysis to financial professionals and investors.

Business—Dow Jones professional information products · Filed 07/08/2026

Professional information business revenues increased $85 million, or 9%, primarily due to the $55 million and $23 million increases in Dow Jones Risk & Compliance and Dow Jones Energy revenues, respectively, driven by price increases, new customers and product expansion.

MD&A—fiscal 2026 professional information revenue and pricing · Filed 07/08/2026

Circulation and other revenues increased $51 million, or 5%, driven by increased digital circulation revenues due to the conversion of customers from introductory promotions to higher pricing and growth in digital-only subscriptions, driven by enterprise customers, and higher content licensing revenues, partially offset by print circulation declines.

MD&A—fiscal 2026 circulation revenue and promotional conversions · Filed 07/08/2026

43 Table of Contents The following table provides selected information regarding average daily subscriptions during the three months ended June 30, 2026 and 2025 for the Dow Jones segment’s subscription news products: For the three months ended June 30(a)(b), 2026 2025 Change % Change (in thousands, except %) Better/(Worse) The Wall Street Journal Digital-only subscriptions(c) 4,465 4,126 339 8 % Total subscriptions 4,827 4,538 289 6 % Barron’s Group(d) Digital-only subscriptions(c) 1,512 1,319 193 15 % Total subscriptions 1,602 1,432 170 12 % Total News Products(e) Digital-only subscriptions(c) 6,258 5,719 539 9 % Total subscriptions 6,725 6,261 464 7 % (a)Based on internal data for the periods from March 30, 2026 to June 28, 2026 and March 31, 2025 to June 29, 2025, respectively.

MD&A—June 2026 and 2025 average daily subscriptions · Filed 07/08/2026

Professional information business revenues increased $59 million, or 7%, primarily due to the $43 million and $27 million increases in Risk & Compliance and Dow Jones Energy revenues, respectively, driven by new customers, new products and price increases, partially offset by the $11 million decrease in Other information services revenues driven by the impact of a customer dispute at Factiva.

MD&A—fiscal 2025 professional information growth and Factiva dispute · Filed 06/08/2025

Circulation and other revenues increased $54 million, or 6%, driven by increased circulation revenues due to growth in digital-only subscriptions, which benefited from bundled offers, the conversion of customers from introductory promotions to higher pricing and higher content licensing revenues, partially offset by print circulation declines.

MD&A—fiscal 2025 digital subscriptions, bundles and higher pricing · Filed 06/08/2025

Changes made by platform operators, including decreasing referrals, the incorporation of AI engines with different algorithms and changes impacting visibility, occur frequently, are outside the Company’s control and have adversely affected, and could adversely affect, traffic and engagement for the Company’s digital properties and consequently, advertising sales and rates.

Risk factors—realized platform-related traffic and advertising effects · Filed 07/08/2026

For example, not all of the Company’s content license agreements have been renewed, and there is no guarantee that existing agreements will be renewed on terms favorable to the Company or at all.

Risk factors—content licensing nonrenewals · Filed 07/08/2026

For example, under current U.S. copyright law, the selection, coordination and arrangement of data may be protectable, but the underlying factual data may not be.

Business—limits of copyright protection for factual data · Filed 07/08/2026

The Company seeks to prevent such unauthorized exploitation through paywalls, bot management and AI crawler blocking tools, opt-out directives and other means, but these measures may not be effective, particularly if AI operators do not adhere to the restrictions.

Business—limitations of paywalls and AI crawler controls · Filed 07/08/2026

Consumer preferences for digital content consumption, the increasing number of content consumption choices and different ways of purchasing advertising such as programmatic buying have intensified competition for advertising, increased audience fragmentation and advertising inventory, decreased demand for the Company’s traditional media offerings and their attractiveness to advertisers and reduced rates.

Risk factors—realized advertising demand and rate pressure · Filed 07/08/2026

Revenues at REA Group increased $177 million, or 19%, to $1,114 million for the fiscal year ended June 30, 2024 from $937 million in fiscal 2023 primarily due to higher Australian residential revenues driven by price increases, increased depth penetration, favorable geographic mix and growth in national listings, higher financial services revenues, which included the benefit from the absence of a negative valuation adjustment related to expected future trail commissions in the prior year, and higher revenues from REA India.

MD&A—fiscal 2024 REA revenue and price increases · Filed 13/08/2024

REA Group is a market-leading digital media business specializing in property and is listed on the Australian Securities Exchange (“ASX”) (ASX: REA).

Business—REA market leadership assertion · Filed 07/08/2026

47 Table of Contents Sources and Uses of Cash—Fiscal 2026 versus Fiscal 2025 Net cash provided by operating activities from continuing operations for the fiscal years ended June 30, 2026 and 2025 was as follows: For the fiscal years ended June 30, 2026 2025 (in millions) Net cash provided by operating activities from continuing operations $ 1,237 $ 978 Net cash provided by operating activities from continuing operations increased by $259 million for the fiscal year ended June 30, 2026 as compared to fiscal 2025.

Liquidity—fiscal 2026 continuing operating cash flow · Filed 07/08/2026

Net cash used in investing activities from continuing operations for the fiscal years ended June 30, 2026 and 2025 was as follows: For the fiscal years ended June 30, 2026 2025 (in millions) Net cash used in investing activities from continuing operations $ (539) $ (406) Net cash used in investing activities from continuing operations increased $133 million for the fiscal year ended June 30, 2026 as compared to fiscal 2025 driven by the $185 million of lower proceeds from sales of investments, primarily REA Group’s interest in PropertyGuru in fiscal 2025, $26 million increase in net cash used for acquisitions and $19 million increase in capital expenditures, partially offset by the $94 million decrease in cash used for purchases of investments.

Liquidity—fiscal 2026 investing cash flows and spending changes · Filed 07/08/2026

The following table summarizes the shares repurchased and subsequently retired under the Stock Repurchase Programs and the related consideration paid, excluding associated taxes, fees, commissions or other costs, during the fiscal years ended June 30, 2026, 2025 and 2024: For the fiscal years ended June 30, 2026 2025 2024 Shares Amount Shares Amount Shares Amount (in millions) Class A Common Stock 16.2 $ 423 3.5 $ 97 3.4 $ 79 Class B Common Stock 7.5 220 1.8 53 1.6 38 Total 23.7 $ 643 5.3 $ 150 5.0 $ 117 33 Table of Contents The following table details the Company’s monthly share repurchases during the three months ended June 30, 2026: Total Number of Shares Purchased(a) Average Price Paid Per Share(b) Total Number of Shares Purchased as Part of Publicly Announced Program Dollar Value of Shares That May Yet Be Purchased Under Publicly Announced Program(b) Class A Class B Class A Class B (in millions, except per share amounts) March 30, 2026 - April 26, 2026 1.5 0.7 $ 25.24 $ 29.00 2.2 $ 792 April 27, 2026 - May 31, 2026 1.7 0.8 $ 26.28 $ 30.21 2.5 $ 724 June 1, 2026 - June 28, 2026 1.4 0.8 $ 26.05 $ 29.61 2.2 $ 667 Total 4.6 2.3 $ 25.87 $ 29.61 6.9 (a)The Company has not made any repurchases of Common Stock other than in connection with the publicly announced 2025 Repurchase Program described above.

Issuer purchases—completed share repurchases and retirements · Filed 07/08/2026

​ ■ Net cash provided by operating activities from continuing operations increased 26% to $1.24 billion and free cash flow* increased 42% to $811 million.

Proxy summary—fiscal 2026 operating cash flow and free cash flow · Filed 23/09/2026

​ Compensation Element ​ ​ Key Features ​ ​ How it Supports Our Compensation Philosophy ​ ​ Base Salary ​ ​ • Provides a level of fixed pay appropriate to each executive’s role and responsibilities ​ ​ ​ • Comprises a small portion of Total Direct Compensation, consistent with the Company’s pay-for-performance philosophy ​ ​ ​ ​ ​ ​ • Reviewed annually by the Compensation Committee to ensure it remains appropriate ​ ​ ​ • Competitive salary is necessary to attract and retain executive talent ​ ​ ​ Annual Cash Incentive ​ ​ • Two-thirds based on achievement of adjusted Total Segment EBITDA ​ ​ ​ • Directly ties a significant portion of incentive compensation to achievement of a measurable financial goal aligned to budget ​ ​ ​ ​ ​ ​ • One-third based on achievement of individual objectives ​ ​ ​ • Rewards and promotes accountability for individual performance, including on strategic goals and ethics and compliance and other sustainability/corporate responsibility objectives ​ ​ ​ Long-Term Equity Incentive ​ ​ • 70% awarded as PSUs ​ ◦ Cliff vest after three-year performance period ​ ◦ Payout range of 0–200% of target ​ ◦ Earned based on achievement on a balanced mix of metrics: ​ – 40% on cumulative adjusted EPS ​ – 40% on cumulative adjusted FCF ​ – 20% on the Company’s relative TSR percentile* ​ ◦ Tied to Company stock price ​ ​ ​ • Rewards long-term value creation based on achievement of specified performance targets ​ ​ ​ ​ • Aligns executives’ interests with the long-term interests of our stockholders ​ • Helps retain executives over a longer horizon ​ ​ ​ ​ ​ ​ • 30% awarded as RSUs ​ ◦ Vest ratably over three years ​ ◦ Tied to Company stock price ​ ​ ​ • Supports talent attraction and retention by aligning to market practice ​ ​ ​ ​ * Pursuant to the terms of his employment agreement, at least $1,000,000 of Mr.

Compensation discussion—cash and long-term incentive structure · Filed 23/09/2026

Directly held shares and unvested equity awards (whether cash- or stock-settled) count toward the stock ownership guidelines.

Compensation discussion—equity counted toward ownership guidelines · Filed 23/09/2026

Each of the current NEOs currently complies with or is on track to comply with such NEO’s respective requirement.

Compensation discussion—ownership guideline compliance status · Filed 23/09/2026

​ ​ ​ ​ ​ ​ 2026 Proxy Statement ​ ​ | ​ ​ 51 ​ TABLE OF CONTENTS​​​ COMPENSATION DISCUSSION AND ANALYSIS ​ Clawback Policies The Company has adopted compensation recoupment and clawback policies that authorize or require the Compensation Committee to recoup compensation paid to executive officers or other senior executives in certain circumstances.

Compensation discussion—adopted clawback policies · Filed 23/09/2026

​ Corporate Governance Practices ​ ■ Annual Election of All Directors ​ ​ ​ ​ ■ No Stockholder Rights Plan (“poison pill”) ​ ​ ​ ■ Majority Vote Standard and Director Resignation Policy in Uncontested Director Elections ​ ​ ​ ​ ■ Director Overboarding Policy ​ ​ ​ ■ Independent Lead Director with Robust Responsibilities ​ ​ ​ ​ ■ All Audit Committee Members are “Audit Committee Financial Experts” ​ ​ ​ ■ Key Standing Board Committees Comprised Solely of Independent Directors ​ ​ ​ ​ ■ Compensation Committee Oversees Chief Executive Officer (“CEO”) Succession Planning Process ​ ​ ​ ■ Executive Sessions of Independent Directors Held at Every Regular Board Meeting ​ ​ ​ ​ ■ Robust Global Compliance Program including Compliance Steering Committee overseen by the Audit Committee ​ ​ ​ ■ Annual Board and Committee Self-Evaluations ​ ​ ​ ​ ■ Active Stockholder Engagement Program with Unaffiliated Class A and Class B Stockholders ​ ​ ​ ■ Risk Oversight by the Board and Committees ​ ​ ​ ​ ■ Comprehensive Standards of Business Conduct and Statement of Corporate Governance ​ ​ ​ ■ Dedicated “AI Subcommittee” of the Audit Committee to support oversight of risks and opportunities related to artificial intelligence (“AI”) ​ ​ ​ ​ ■ Board and Committee Oversight of Sustainability and Corporate Responsibility Matters; Annual Social Impact Report ​ ​ Board of Directors ​ Director ​ ​ Age ​ ​ Gender ​ ​ Director Since ​ ​ Independent ​ ​ Other Reporting Company Directorships ​ ​ Committee Memberships ​ ​ Audit ​ ​ Compensation ​ ​ Nominating & Corporate Governance ​ ​ Lachlan K.

Proxy summary—disclosed corporate governance practices · Filed 23/09/2026

Holders of the Company’s Class A Common Stock and holders of CDIs exchangeable for shares of the Company’s Class A Common Stock are not entitled to vote on the matters to be presented at the Annual Meeting or any adjournment or postponement thereof.

Annual meeting—Class A voting exclusion · Filed 23/09/2026

LGC Holdco beneficially owns less than one percent of the Company’s outstanding Class A Common Stock and approximately 34.52% of the Company’s Class B Common Stock as of June 30, 2026.

Risk factors—LGC Holdco beneficial ownership at June 30, 2026 · Filed 07/08/2026

These provisions could discourage potential acquisition proposals and could delay or prevent a change in control of the Company, even in the case where a majority of the stockholders may consider such proposals, if effective, desirable.

Risk factors—effects of takeover defenses · Filed 07/08/2026

Segment EBITDA at the News Media segment decreased by $10 million, or 8%, for the nine months ended March 31, 2026 as compared to the corresponding period of fiscal 2025.

MD&A—nine-month fiscal 2026 News Media EBITDA decline · Filed 08/05/2026

The decrease was driven by costs related to the recently launched California Post and lower contribution from News Corp Australia, partially offset by lower Talk costs.

MD&A—California Post costs and lower Australian contribution · Filed 08/05/2026

​ ■ Total Segment EBITDA* was $1.63 billion, a 15% increase compared to $1.42 billion in the prior year.

Proxy summary—fiscal 2026 Total Segment EBITDA growth · Filed 23/09/2026

Newspaper Matters”). The Company has admitted liability in many civil cases and has settled a number of cases.

Legal proceedings—admitted liability and settled newspaper civil cases · Filed 06/08/2025

Thomson ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Salary ​ ​ ​ $ 3,000,000 ​ ​ ​ ​ $ 3,000,000 ​ ​ ​ ​ $ — ​ ​ ​ ​ $ 6,000,000 ​ ​ ​ ​ $ 6,000,000 ​ ​ ​ ​ $ — ​ ​ ​ Bonus ​ ​ ​ ​ 5,000,000 ​ ​ ​ ​ ​ 5,000,000 ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ 15,000,000 ​ ​ ​ ​ ​ 15,000,000 ​ ​ ​ ​ ​ — ​ ​ ​ Equity Awards(b) ​ ​ ​ ​ 23,726,486 ​ ​ ​ ​ ​ 23,726,486 ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ 23,726,486 ​ ​ ​ ​ ​ 23,726,486 ​ ​ ​ ​ ​ 23,726,486 ​ ​ ​ Continued Benefits ​ ​ ​ ​ — ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ ​ ​ $ 31,726,486 ​ ​ ​ ​ $ 31,726,486 ​ ​ ​ ​ $ — ​ ​ ​ ​ $ 44,726,486 ​ ​ ​ ​ $ 44,726,486 ​ ​ ​ ​ $ 23,726,486 ​ ​ ​ Lavanya Chandrashekar ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Salary ​ ​ ​ $ 1,400,000 ​ ​ ​ ​ $ — ​ ​ ​ ​ $ — ​ ​ ​ ​ $ 2,800,000 ​ ​ ​ ​ $ 2,800,000 ​ ​ ​ ​ $ — ​ ​ ​ Bonus ​ ​ ​ ​ 2,500,000 ​ ​ ​ ​ ​ 2,500,000 ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ 7,500,000 ​ ​ ​ ​ ​ 7,500,000 ​ ​ ​ ​ ​ — ​ ​ ​ Equity Awards(c) ​ ​ ​ ​ 4,552,888 ​ ​ ​ ​ ​ 4,552,888 ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ 4,329,483 ​ ​ ​ ​ ​ 4,329,483 ​ ​ ​ ​ ​ — ​ ​ ​ Continued Benefits(d) ​ ​ ​ ​ — ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ 33,276 ​ ​ ​ ​ ​ 33,276 ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ ​ ​ $ 8,452,888 ​ ​ ​ ​ $ 7,052,888 ​ ​ ​ ​ $ — ​ ​ ​ ​ $ 14,662,759 ​ ​ ​ ​ $ 14,662,759 ​ ​ ​ ​ $ — ​ ​ ​ David B.

Executive compensation—hypothetical termination payment amounts · Filed 23/09/2026

Publication history

Publication history
VersionUpdatedCompetitive advantage
519/10/2026narrow
418/10/2026narrow
318/10/2026narrow
218/10/2026narrow
118/10/2026Unavailable

Sources

Research methodology and limitations · What is an economic moat?