FOXA DEF 14A DEF-14A Report Nov. 3, 2022 | Alphaminr
Fox Corp
ALPHAMINR

FOXA DEF 14A Report ended Nov. 3, 2022

TABLE OF CONTENTS
EXECUTIVE SUMMARYPROPOSAL NO. 1: ELECTION OF DIRECTORSCorporate GovernanceCorporate Culture and Social ResponsibilityPROPOSAL NO. 2: RATIFICATION OF SELECTION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMReport of the Audit CommitteeCertain Relationships and Related-Party TransactionsPROPOSAL NO. 3: ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATIONCOMPENSATION DISCUSSION AND ANALYSISNamed Executive OfficersCompensation Design PrinciplesFiscal 2022 Business and Management ReviewUse of Information on Peer Companies and Industry TrendsElements of CompensationFramework for Fiscal 2023 Long-Term Equity-Based Incentive AwardsEmployment Arrangements, Severance and Change in Control ArrangementsEngagement with Stockholders and Compensation Committees Annual Review of its Compensation PracticesRecoupment of Previously Paid Named Executive Officer Performance-Based CompensationProhibition on Hedging and Pledging of FOX StockExecutive Stock Ownership GuidelinesRole of Compensation ConsultantCompensation Deductibility PolicyCOMPENSATION COMMITTEE REPORTCOMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATIONRISKS RELATED TO COMPENSATION POLICIES AND PRACTICESEXECUTIVE COMPENSATIONSummary Compensation Table for the Fiscal Year Ended June 30, 2022Grants of Plan-Based Awards During the Fiscal Year Ended June 30, 2022Employment ArrangementsOutstanding Equity Awards at June 30, 2022Stock Vested During the Fiscal Year Ended June 30, 2022Pension Benefits as of June 30, 2022Potential Payments Upon TerminationCEO Pay RatioNON-EXECUTIVE DIRECTOR COMPENSATIONBoard and Committee Retainers for the Fiscal Year Ended June 30, 2022Director Compensation for the Fiscal Year Ended June 30, 2022Non-Executive Director Stock Ownership GuidelinesEQUITY COMPENSATION PLAN INFORMATIONPROPOSAL NO. 4: AMEND THE COMPANYS AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO REFLECT NEW DELAWARE LAW PROVISIONS REGARDING OFFICER EXCULPATIONPROPOSAL NO. 5: DISCLOSE MONEY SPENT ON LOBBYINGEXECUTIVE OFFICERS OF FOX CORPORATIONSECURITY OWNERSHIP OF FOX CORPORATIONINFORMATION ABOUT THE ANNUAL MEETINGANNUAL REPORT ON FORM 10-K2023 ANNUAL MEETING OF STOCKHOLDERSOTHER MATTERSAPPENDIX A A-1