NALLEN JOHN 4

What Happened
John Nallen, President and COO of Fox Corp (FOX), exercised a total of 459,115 option shares and simultaneously sold the same 459,115 shares in open-market transactions on March 11–12, 2026. Exercises: 242,309 shares @ $40.26 (≈ $9.76M), 46,041 shares @ $40.26 (≈ $1.85M), and 170,765 shares @ $36.00 (≈ $6.15M) — total exercise cost ≈ $17.76M. Sales: 239,907 shares @ $57.73 (≈ $13.85M), 2,402 shares @ $58.32 (≈ $140K), 212,253 shares @ $57.67 (≈ $12.24M), and 4,553 shares @ $58.08 (≈ $264K) — total proceeds ≈ $26.50M. The exercise (transaction code M) and matching sales (transaction code S) indicate the options were converted to shares and then sold.

Key Details

• Transaction dates: March 11–12, 2026; Form 4 filed March 13, 2026 (appears timely).
• Total shares exercised/acquired: 459,115; total exercise cost ≈ $17,756,511.
• Total shares sold/disposed: 459,115; total sales proceeds ≈ $26,494,985.
• Reported sale prices reported as weighted averages across multiple trades/ranges (see footnotes F2–F5 for price ranges).
• Footnote F1: Sales were effected pursuant to a Rule 10b5-1 trading plan adopted Dec 2, 2025.
• Footnotes F6 & F7: The underlying options vested in prior years (vest schedules in 2020–2022).
• Shares owned after the transactions are not included in the summary provided here; see the full Form 4 for post-transaction holdings.

Context

• This was an option exercise followed by immediate/open-market sales (commonly a cashless exercise pattern): options were exercised at strike prices ($36.00 and $40.26) and the resulting shares were sold at roughly $57–$58 per share. The filing shows matched quantities exercised and sold.
• The presence of a 10b5-1 plan (F1) indicates the sales were pre-planned and executed under that plan, which limits what can be inferred about timing or insider sentiment.
• These were not open-market purchases by the insider (which can be interpreted as a stronger bullish signal); they were option exercises and planned sales.