Fox Corp Files Proxy Materials

TL;DR

FOX proxy materials filed, no fee. Standard shareholder update.

AI Summary

Fox Corporation filed a Definitive Additional Materials proxy statement on October 23, 2025. This filing is related to the company's proxy materials and does not require a filing fee. The company's principal executive offices are located at 1211 Avenue of the Americas, New York, NY.

Why It Matters

This filing indicates that Fox Corp is providing additional information to shareholders regarding upcoming corporate decisions or votes, which is a standard part of corporate governance.

Risk Assessment

Risk Level: low — This is a routine filing of additional proxy materials, not indicating any unusual risks or significant corporate events.

Key Players & Entities

• Fox Corp (company) — Registrant
• 1211 Avenue of the Americas (location) — Business Address
• New York, NY (location) — Business Address

FAQ

Key Financial Figures

• $640 million — proximately 12.3 million (approximately $640 million) representing 2.8% of the market value

Filing Documents

• supplementalproxymaterials.htm (DEFA14A) — 30KB
• 0001628280-25-046082.txt ( ) — 32KB

From the Filing

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the RegistrantFiled by a Party other than the Registrant Check the appropriate box Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under Section 240.14a-12 Fox Corporation (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement if other than the Registrant) Payment of Filing Fee (Check the appropriate box) No fee required Fee paid previously with preliminary materials Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 Supplement to Proxy Statement dated September 25, 2025 for the Virtual Annual Meeting of Stockholders to be held on November 14, 2025, 1000 a.m. Pacific Standard Time Dear Stockholder As you may have seen, Institutional Shareholder Services ("ISS") has issued its proxy analysis and voting recommendations for Fox Corporation's 2025 Annual Meeting of Stockholders. The FOX Board of Directors ("Board") strongly disagrees with ISS's recommendation against the four members of the Company's Compensation Committee as unwarranted and incorrect. It is based on ISS's misunderstanding or misinterpretation of the facts and circumstances surrounding the pledge by LGC Holdco, LLC ("LGC Holdco") of certain of its FOX shares. As such, the Board reaffirms its recommendation to vote FOR all seven of FOX's director nominees , including the members of the Compensation Committee. Background on LGC Holdco Pledge ISS has recommended that our stockholders vote against the four members of the Compensation Committee based on either a misguided understanding of the pledge of certain shares owned by LGC Holdco (a legal entity owned by trusts associated with Mr. L.K. Murdoch, Ms. Grace Murdoch and Ms. Chloe Murdoch ("Remaining Beneficiaries")) which currently holds 36.2% of the Company's Class B common stock, or a flawed, overly formulaic policy that deems any share pledge connected to management unacceptable in all circumstances. As the Company previously announced on September 8, 2025, the Company was informed of the resolution of legal proceedings in Nevada related to the Murdoch Family Trust ("MFT"), resulting in the termination of all related litigation and the acquisition by LGC Holdco of additional shares in the Company. The Company welcomed this important development and the transactions related to it as strengthening the stability of its ownership, leadership, vision and management, all of which are in the best interests of the Company's stockholders. As the Company was informed, and as was subsequently disclosed by LGC Holdco, the share purchase transaction included cash payments that were financed in part by proceeds from a collateralized loan where LGC Holdco pledged 37,002,060 shares of the Company's Class B common stock. Together with additional material personal capital investments, the Remaining Beneficiaries used these funds to acquire, through LGC Holdco, a substantial amount of additional Company shares from the departing beneficiaries. The Pledge Does Not Present a Significant Risk to Stockholders Not a CEO Pledge. Despite ISS's attribution of the entire pledge to Mr. L.K. Murdoch, the pledge was effectuated by LGC Holdco, a separate legal entity that is not owned by Mr. L.K. Murdoch. Rather, LGC Holdco is owned by trusts established for the benefit of certain Murdoch family members and charities, of which trusts associated with Mr. L.K. Murdoch represent only a one-third interest. Therefore, ISS's own arbitrary metrics misrepresent and overstate the pledge's applicability to Mr. L. K. Murdoch by approximately threefold. For example, the portion of the Class B shares that are pledged and applicable to trusts associated with Mr. L.K. Murdoch is approximately 12.3 million (approximately $640 million) representing 2.8% of the market value of the Company despite ISS using three times these amounts in their metric analysis. Pledge Used to Increase Ownership, Not Hedge Risk. The shares were pledged in connection with a loan, the proceeds of which were used to acquire additional Class A and Class B common stock, thereby further aligning Mr. L.K. Murdoch with the Company's stockholders. The pledged shares were not used to shift or hedge any economic risk of ownership of the Company's Class B common stock by Mr. L.K. Murdoch. As such, the pledge, coupled with the material personal capital committed by trusts associated with Mr. L.K. Murdoch in the transaction, actually contributes to the ongoing stability of the ownership, leadership, vision and management of the Company, which is in the best interest of stockholders. Additionally, LGC Hold

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