Twenty-First Century Fox 2008 Annual Report Download - page 109

NEWSCORP
Notes to the Consolidated Financial Statements (continued)
Dividends
The total dividends declared related to fiscal 2008 results were $0.12 per share of Class A Common Stock and Class B Common Stock. In August
2008, the Company declared the final dividend on fiscal 2008 results of $.06 per share for Class A Common Stock and Class B Common Stock. This
together with the interim dividend of $0.06 per share of Class A Common Stock and Class B Common Stock constitute the total dividend relating
to fiscal 2008.
For the years ended June 30, 2008 2007 2006
Cash dividends paid per share
Class A $0.12 $0.12 $0.13
Class B $ 0.11 $0.10 $0.13
Note 13 EQUITY BASED COMPENSATION
News Corporation 2005 Long-Term Incentive Plan
The Company has adopted the News Corporation 2005 Long-Term Incentive Plan (the “2005 Plan”) under which equity based compensation,
including stock options, restricted stock, restricted stock units (“RSUs”) and other types of awards, may be granted. Such equity grants under the
2005 Plan will generally vest over a four-year period and expire ten years from the date of grant. The Company’s employees and directors are
entitled to participate in the 2005 Plan. The Compensation Committee of the Board (the “Compensation Committee”) determines the recipients,
type of award to be granted and amounts of awards to be granted under the 2005 Plan. Stock options awarded under the 2005 Plan will be granted
at exercise prices which are equal to or exceed the market price at the date of grant. The 2005 Plan replaced the News Corporation 2004 Stock
Option Plan under which no additional stock options will be granted. The maximum number of shares of Class A Common Stock that may be
issued under the 2005 Plan is 165 million shares. The remaining shares available for issuance under the 2005 Plan at June 30, 2008 were
approximately 144 million. The Company will issue new shares of Class A Common Stock for award upon exercises of stock options or vesting of
stock-settled RSUs.
The fair value of equity based compensation under the 2005 Plan will be calculated according to the type of award issued.
Stock options and Stock Appreciation Rights (“SARs”) issued under the 2005 Plan or under the NDS Group plc executive share option
schemes will be fair valued using a Black-Scholes option valuation method that uses the following assumptions: expected volatility is based on
the historical volatility of the shares underlying the option; expected term of awards granted is derived from the historical activity of the
Company’s awards and represents the period of time that the awards granted are expected to be outstanding; weighted average risk-free interest
rate is an average of the interest rates of U.S. or U.K. government bonds with similar lives on the dates of the stock option grants; and dividend
yield was calculated as an average of a ten year history of the Company’s yearly dividend divided by the fiscal year’s closing stock price.
RSU awards are grants that entitle the holder to shares of Class A Common Stock or the value of shares of Class A Common Stock as the
award vests, subject to the 2005 Plan and such other terms and conditions as the Compensation Committee may establish. RSUs issued under the
2005 Plan are fair valued based upon the fair market value of Class A Common Stock on the grant date. Any person who holds RSUs shall have no
ownership interest in the shares of Class A Common Stock to which such RSUs relate until and unless shares of Class A Common Stock are
delivered to the holder. All shares of Class A Common Stock reserved for cancelled or forfeited equity-based compensation awards or for awards
that are settled in cash become available for future grants. Certain RSU awards are settled in cash and are subject to terms and conditions of the
2005 Plan and such other terms and conditions as the Compensation Committee may establish. The Company recognized a tax benefit on vested
RSUs of $4 million for both the fiscal years ended June 30, 2008 and 2007.
During the fiscal years ended June 30, 2008, 2007 and 2006, the Company issued 7.5 million, 1.8 million and 16.2 million RSUs, respectively,
which primarily vest over four years. Outstanding RSUs as of June 30, 2008, 2007 and 2006 are payable in shares of the Class A Common Stock,
upon vesting, except for approximately 2.9 million RSUs that will be settled in cash. RSUs granted to executive directors are settled in cash and
certain awards granted to employees in certain foreign locations are settled in cash. During the fiscal years ended June 30, 2008, 2007 and 2006,
approximately 767,000, 951,000 and 170,000 were settled in cash, respectively. At June 30, 2008 and 2007, the liability for cash-settled RSUs was
approximately $80 million and $47 million, respectively.
108 NEWSCORP 2008 Annual Report