News Corp. says proposal to end dual-class capital structure defeated

News Corp announced that, at its annual meeting of stockholders, stockholders “overwhelmingly” elected the company’s full slate of directors and voted with the board’s recommendations on all proposals, including “convincingly defeating” the non-binding proposal to adopt a recapitalization plan that would eliminate News Corp’s dual-class capital structure. “News Corp actively solicits feedback from its investors throughout the year, and values the ongoing dialogue generated by these extensive outreach efforts. We are pleased stockholders once again convincingly supported the company and the Board of Directors on all matters. Amidst a period of significant industry disruption, News Corp has thrived through a combination of smart organic reinvestment, strategic acquisitions and divestments and disciplined cost management programs. Under the leadership of the Board and executive team, the company has not only achieved record profitability-including a record Q1 in Fiscal 2025-but has also shifted to recurring and digital-first revenue streams, while continuing to create significant value for all stockholders. News Corp’s success has been enabled in part by the current capital structure, and the company is pleased with the results of the Annual Meeting. News Corp’s stock price has risen 45% over the past year, and materially outperformed both the S&P 500 and its designated peer group in recent years, but the company is by no means complacent. The Board and management are dedicated to driving sustained results, continuing the company’s ongoing transformation and actively shaping the future of news and information in the AI era,” the company stated.