Fox Corporation

11/26/2024 | Press release | Distributed by Public on 11/26/2024 19:22

Statement of Changes in Beneficial Ownership - Form 4

Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
MURDOCH KEITH RUPERT
2. Issuer Name and Ticker or Trading Symbol
Fox Corp [FOX] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
Chairman Emeritus
(Last) (First) (Middle)
C/O FOX CORPORATION, 1211 AVENUE OF THE AMERICAS 		3. Date of Earliest Transaction (Month/Day/Year)
11/25/2024
(Street)
NEW YORK, NY 10036 		4. If Amendment, Date Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) 		7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 11/25/2024 M 186,871 A $40.26 186,871 D
Class A Common Stock 11/25/2024 S 186,871 D $46.22(1)(2) 0 D
Class A Common Stock 11/26/2024 M 101,479 A $40.26 101,479 D
Class A Common Stock 11/26/2024 M 239,071 A $36 340,550 D
Class A Common Stock 11/26/2024 M 255,474 A $26.12 596,024 D
Class A Common Stock 11/26/2024 M 175,000 A $34.83 771,024 D
Class A Common Stock 11/26/2024 S 771,024 D $46.07(1)(3) 0 D
Class A Common Stock 13,121(4) I By K. Rupert Murdoch 2004 Revocable Trust
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5) 		6. Date Exercisable and Expiration Date
(Month/Day/Year) 		7. Title and Amount of Underlying Securities
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4) 		10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4) 		11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $40.26 11/25/2024 M 186,871 (5) 03/19/2026 Class A Common Stock 186,871 $ 0 101,479 D
Stock Option (Right to Buy) $40.26 11/26/2024 M 101,479 (5) 03/19/2026 Class A Common Stock 101,479 $ 0 0 D
Stock Option (Right to Buy) $36 11/26/2024 M 239,071 (6) 08/05/2026 Class A Common Stock 239,071 $ 0 0 D
Stock Option (Right to Buy) $26.12 11/26/2024 M 255,474 08/03/2023 11/17/2026 Class A Common Stock 255,474 $ 0 0 D
Stock Option (Right to Buy) $34.83 11/26/2024 M 175,000 08/03/2024 11/17/2026 Class A Common Stock 175,000 $ 0 0 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MURDOCH KEITH RUPERT
C/O FOX CORPORATION
1211 AVENUE OF THE AMERICAS
NEW YORK, NY 10036 		Chairman Emeritus

Signatures

/s/ Laura Cleveland as Attorney-in-Fact for Keith Rupert Murdoch 11/26/2024
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The number of securities reported represents an aggregate number of shares sold in multiple open market transactions over a range of sales prices. The price reported represents the weighted average price. The Reporting Person undertakes to provide the staff of the SEC, the Issuer, or a stockholder of the Issuer, upon request, the number of shares sold by the Reporting Person at each separate price within the range.
(2) Sales prices range from $46.00 to $46.43 per share, inclusive.
(3) Sales prices range from $46.00 to $46.30 per share, inclusive.
(4) Shares previously reported as directly held.
(5) The stock options were granted under an award that vested 50% on June 15, 2020 and 50% on June 15, 2021.
(6) The stock options were granted under an award that vested one-third on each of August 15, 2020, August 15, 2021 and August 15, 2022.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.