NY Times (NYT) director Brooke receives 2,277 RSUs as board award

Rhea-AI Filing Summary

Brooke Beth A. reported acquisition or exercise transactions in this Form 4 filing.

NEW YORK TIMES CO director Beth A. Brooke received a grant of 2,277 Class A share equivalents as equity compensation. The award consists of stock-settled restricted stock units under The New York Times Company 2020 Incentive Compensation Plan, with no cash paid per unit.

Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock and will vest on the date of the following Annual Meeting of Stockholders. After this grant, Brooke directly holds 22,099 Class A shares, and vested shares from this award will be delivered within 90 days after her service on the Board of Directors ends.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Brooke Beth A.

Role null

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	2,277	$0.00	--

Holdings After Transaction: Class A Common Stock — 22,099 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

RSUs granted: 2,277 units Price per unit: $0.00 per share Shares after transaction: 22,099 shares +2 more

5 metrics

RSUs granted 2,277 units Stock-settled restricted stock units granted to Beth A. Brooke

Price per unit $0.00 per share Grant/award acquisition with no cash price

Shares after transaction 22,099 shares Class A Common Stock directly held after the award

Vesting event Following Annual Meeting RSUs vest on date of the following Annual Meeting of Stockholders

Delivery window Within 90 days Vested shares delivered within 90 days after board service ends

Key Terms

restricted stock units, contingent right, 2020 Incentive Compensation Plan, Annual Meeting of Stockholders, +1 more

5 terms

restricted stock units financial

"Consists of a grant of stock-settled restricted stock units under The New York Times Company 2020 Incentive Compensation Plan."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

contingent right financial

"Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock"

2020 Incentive Compensation Plan financial

"under The New York Times Company 2020 Incentive Compensation Plan."

Annual Meeting of Stockholders financial

"and vests on the date of the following Annual Meeting of Stockholders."

Board of Directors financial

"following the cessation of the reporting person's membership on the Board of Directors."

The Board of Directors is a group of people chosen by a company's owners to help make big decisions and oversee how the company is run. They act like a team of advisors or managers, making sure the company stays on track and meets its goals. Their choices can influence the company's success and how it grows.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Brooke Beth A.

(Last) (First) (Middle)

THE NEW YORK TIMES COMPANY

620 EIGHTH AVENUE

(Street)

NEW YORK NEW YORK 10018

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NEW YORK TIMES CO [ NYT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/22/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock(1)	04/22/2026		A		2,277	A	$0	22,099	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Consists of a grant of stock-settled restricted stock units under The New York Times Company 2020 Incentive Compensation Plan. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock and vests on the date of the following Annual Meeting of Stockholders. Vested shares will be delivered within 90 days following the cessation of the reporting person's membership on the Board of Directors.

Remarks:

	/s/ Michael A. Brown, Attorney-in-fact for Beth A. Brooke	04/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did NYT director Beth A. Brooke report in this Form 4?

Beth A. Brooke reported receiving 2,277 stock-settled restricted stock units of NEW YORK TIMES CO Class A Common Stock. This is an equity compensation grant under the company’s 2020 Incentive Compensation Plan, not an open-market stock purchase or sale.

How many NEW YORK TIMES CO shares does Beth A. Brooke hold after this grant?

Following the reported grant, Beth A. Brooke directly holds 22,099 shares of NEW YORK TIMES CO Class A Common Stock. This total includes the impact of the new 2,277 restricted stock units awarded as part of her compensation as a member of the Board of Directors.

When do Beth A. Brooke’s newly granted NYT restricted stock units vest?

The 2,277 restricted stock units granted to Beth A. Brooke vest on the date of the following Annual Meeting of Stockholders. Vesting must occur before she receives actual Class A Common Stock, consistent with the terms of The New York Times Company 2020 Incentive Compensation Plan.

When will Beth A. Brooke receive the NYT shares underlying these restricted stock units?

Vested shares from Beth A. Brooke’s restricted stock units will be delivered within 90 days after her membership on the Board of Directors ends. Until delivery, she holds a contingent right to receive shares instead of currently issued Class A Common Stock.

Are Beth A. Brooke’s NYT restricted stock units part of a company incentive plan?

Yes. The 2,277 stock-settled restricted stock units were granted under The New York Times Company 2020 Incentive Compensation Plan. This plan provides equity awards to directors and other participants as part of their overall compensation package, aligning pay with company performance and shareholder interests.