NYT (NYT) SVP Benten delivers shares to cover RSU tax withholding

Rhea-AI Filing Summary

NEW YORK TIMES CO senior vice president, treasurer and chief accounting officer Anthony R. Benten reported two tax-related share dispositions under the company’s equity plan. On February 22, 2026, he delivered 162 shares of Class A Common Stock at $77.99 per share to The New York Times Company to satisfy tax withholding tied to the one-third vesting of restricted stock units granted on February 21, 2024. On February 21, 2026, he similarly delivered 131 shares at $77.99 per share related to vesting of units granted on February 22, 2023. After these tax-withholding dispositions, he directly owned 37,479 Class A shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider BENTEN R ANTHONY

Role SVP, Treasurer & CAO

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	162	$77.99	$13K
Tax Withholding	Class A Common Stock	131	$77.99	$10K

Holdings After Transaction: Class A Common Stock — 37,479 shares (Direct)

Footnotes (1)

1. Delivery of shares to The New York Times Company to satisfy tax withholding obligations related to the one-third vesting of stock-settled restricted stock units granted on February 21, 2024, under The New York Times Company 2020 Incentive Compensation Plan. Delivery of shares to The New York Times Company to satisfy tax withholding obligations related to the one-third vesting of stock-settled restricted stock units granted on February 22, 2023, under The New York Times Company 2020 Incentive Compensation Plan.

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
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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^*

BENTEN R ANTHONY

(Last) (First) (Middle)

THE NEW YORK TIMES COMPANY

620 EIGHTH AVENUE

(Street)

NEW YORK NY 10018

(City) (State) (Zip)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Treasurer & CAO

3. Date of Earliest Transaction (Month/Day/Year)
02/21/2026

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

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

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

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)	02/21/2026		F		131	D	$77.99	37,641	D
Class A Common Stock(2)	02/22/2026		F		162	D	$77.99	37,479	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. Delivery of shares to The New York Times Company to satisfy tax withholding obligations related to the one-third vesting of stock-settled restricted stock units granted on February 21, 2024, under The New York Times Company 2020 Incentive Compensation Plan.

2. Delivery of shares to The New York Times Company to satisfy tax withholding obligations related to the one-third vesting of stock-settled restricted stock units granted on February 22, 2023, under The New York Times Company 2020 Incentive Compensation Plan.

Remarks:

	/s/ Michael A. Brown, Attorney-in-fact for R. Anthony Benten	02/24/2026
	** 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.

FAQ

What insider transactions did NYT executive Anthony R. Benten report on this Form 4?

Anthony R. Benten reported two tax-withholding dispositions of Class A Common Stock. He delivered 162 shares on February 22, 2026, and 131 shares on February 21, 2026, both to The New York Times Company under its 2020 Incentive Compensation Plan.

Were the NYT Form 4 transactions open-market sales of stock?

No, the transactions were not open-market sales. The Form 4 shows tax-withholding dispositions, where shares were delivered back to The New York Times Company to cover tax obligations from vesting restricted stock units under the 2020 Incentive Compensation Plan.

How many NYT shares did Anthony R. Benten dispose of for tax withholding?

He disposed of a total of 293 NYT Class A shares for tax withholding. This included 162 shares related to February 21, 2024 RSUs and 131 shares related to February 22, 2023 RSUs, both settled through share delivery to the company.

What price per share was used in Benten’s NYT tax-withholding dispositions?

Both tax-withholding dispositions used a price of $77.99 per NYT Class A share. This price was applied to 162 shares on February 22, 2026 and 131 shares on February 21, 2026, as disclosed in the Form 4 filing.

How many NYT shares does Anthony R. Benten own after these transactions?

After completing the tax-withholding dispositions, Anthony R. Benten directly owned 37,479 shares of NYT Class A Common Stock. This post-transaction ownership figure reflects the share deliveries back to The New York Times Company to satisfy his tax obligations.

What NYT equity awards were related to these Form 4 tax-withholding transactions?

The tax-withholding share deliveries related to one-third vesting of stock-settled restricted stock units. These RSUs were granted on February 21, 2024 and February 22, 2023 under The New York Times Company 2020 Incentive Compensation Plan, as described in the footnotes.