UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

October 15, 2010

DATE OF REPORT

(DATE OF EARLIEST EVENT REPORTED)

 

 

NEWS CORPORATION

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

 

 

 

Delaware		001-32352		26-0075658
(STATE OR OTHER JURISDICTION OF INCORPORATION)		(COMMISSION FILE NO.)		(IRS EMPLOYER IDENTIFICATION NO.)

1211 Avenue of the Americas, New York, New York 10036

(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES, INCLUDING ZIP CODE)

(212) 852-7000

(REGISTRANT’S TELEPHONE NUMBER, INCLUDING AREA CODE)

NOT APPLICABLE

(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

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ITEM 5.07    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

News Corporation (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”) on October 15, 2010. A brief description of the matters voted upon at the Annual Meeting and the results of the voting on such matters is set forth below.

Proposal 1: The following individuals were elected as directors:

 

Name		For				Withheld				Broker Non-Votes
José María Aznar			577,317,999				2,695,707				13,407,523
Natalie Bancroft			521,969,664				58,044,042				13,407,523
Peter L. Barnes			578,913,089				1,100,617				13,407,523
Chase Carey			566,420,563				13,593,143				13,407,523
Kenneth E. Cowley			559,380,960				20,632,746				13,407,523
David F. DeVoe			519,035,544				60,978,162				13,407,523
Viet Dinh			575,846,489				4,167,217				13,407,523
Sir Roderick I. Eddington			538,996,410				41,017,296				13,407,523
Andrew S.B. Knight			527,445,316				52,568,390				13,407,523
James R. Murdoch			517,177,427				62,836,279				13,407,523
K. Rupert Murdoch			567,283,768				12,729,938				13,407,523
Lachlan K. Murdoch			562,998,193				17,015,513				13,407,523
Thomas J. Perkins			568,491,966				11,521,740				13,407,523
Arthur M. Siskind			557,232,552				22,781,154				13,407,523
John L. Thornton			576,521,109				3,492,597				13,407,523

Proposal 2: A proposal to ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2011 was voted upon as follows:

 

For:			591,181,986
Against:			1,744,983
Abstain:			442,802
Broker Non-Votes:			—

Proposal 3: A proposal to re-approve the material terms under the News Corporation 2005 Long-Term Incentive Plan for payment of performance-based compensation for purposes of Section 162(m) of the Internal Revenue Code of 1986, as amended, was voted upon as follows:

 

For:			530,455,506
Against:			49,320,288
Abstain:			237,912
Broker Non-Votes:			13,407,523

Proposal 4: A stockholder proposal concerning the establishment of a human rights committee was voted upon as follows:

 

For:			11,735,703
Against:			530,616,627
Abstain:			37,661,376
Broker Non-Votes:			13,407,523

Proposal 5: A stockholder proposal concerning shareholder say on executive pay was voted upon as follows:

 

For:			215,620,268
Against:			363,908,110
Abstain:			485,328
Broker Non-Votes:			13,407,523

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated: October 19, 2010