NYT (NYT) CEO logs major equity awards and tax-share deliveries

Rhea-AI Filing Summary

The New York Times Company president and CEO Meredith A. Kopit Levien reported multiple equity compensation transactions in Class A Common Stock on February 26, 2026. She received performance-based shares tied to goals measured from January 1, 2023 through December 31, 2025 under the 2020 Incentive Compensation Plan.

She also received grants of stock-settled restricted stock units that each represent a contingent right to one share of Class A Common Stock, vesting in scheduled installments beginning February 26, 2027 and on February 26, 2030, subject to continued employment. Separately, shares were delivered back to the company to cover tax withholding obligations related to these awards, rather than as open-market sales.

Insider Trade Summary

5 transactions reported

Mixed 5 txns

Insider KOPIT LEVIEN MEREDITH A.

Role PRESIDENT & CEO

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	177,140	$0.00	--
Tax Withholding	Class A Common Stock	90,431	$77.38	$7.00M
Grant/Award	Class A Common Stock	16,501	$0.00	--
Grant/Award	Class A Common Stock	82,505	$0.00	--
Tax Withholding	Class A Common Stock	4,047	$77.38	$313K

Holdings After Transaction: Class A Common Stock — 276,783 shares (Direct)

Footnotes (1)

1. Represents shares acquired by the reporting person upon the achievement of specific goals under pre-established performance measures over a performance period from January 1, 2023, to December 31, 2025, pursuant to a performance-based equity award 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 shares acquired pursuant to the performance-based equity award under The New York Times Company 2020 Incentive Compensation Plan. 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 in three equal annual installments beginning on February 26, 2027, assuming continued employment through the applicable vesting date. 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 February 26, 2030, assuming continued employment through the vesting date. 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 26, 2025, 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
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^*

KOPIT LEVIEN MEREDITH A.

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

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)	02/26/2026		A		177,140	A	$0	276,783	D
Class A Common Stock(2)	02/26/2026		F		90,431	D	$77.38	186,352	D
Class A Common Stock(3)	02/26/2026		A		16,501	A	$0	202,853	D
Class A Common Stock(4)	02/26/2026		A		82,505	A	$0	285,358	D
Class A Common Stock(5)	02/26/2026		F		4,047	D	$77.38	281,311	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. Represents shares acquired by the reporting person upon the achievement of specific goals under pre-established performance measures over a performance period from January 1, 2023, to December 31, 2025, pursuant to a performance-based equity award 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 shares acquired pursuant to the performance-based equity award under The New York Times Company 2020 Incentive Compensation Plan.

3. 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 in three equal annual installments beginning on February 26, 2027, assuming continued employment through the applicable vesting date.

4. 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 February 26, 2030, assuming continued employment through the vesting date.

5. 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 26, 2025, under The New York Times Company 2020 Incentive Compensation Plan.

Remarks:

	/s/ Michael A. Brown, Attorney-in-fact for Meredith A. Kopit Levien	03/02/2026
	** 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.
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FAQ

What did NYT CEO Meredith Kopit Levien report in this Form 4?

She reported equity compensation activity, including performance-based shares and restricted stock unit grants, plus share deliveries to cover tax withholding. These transactions relate to The New York Times Company 2020 Incentive Compensation Plan, not open-market stock purchases or discretionary sales.

How many NYT shares were granted for performance under this filing?

The filing shows 177,140 shares acquired upon achieving specific goals over a January 1, 2023 to December 31, 2025 performance period. These were issued under a performance-based equity award in The New York Times Company 2020 Incentive Compensation Plan.

What restricted stock unit awards did the NYT CEO receive?

She received stock-settled restricted stock units where each unit equals one Class A share. One grant vests in three equal annual installments beginning February 26, 2027, and another vests on February 26, 2030, assuming continued employment through each vesting date.

Were any NYT shares sold on the open market in this Form 4?

The disposition transactions are coded as tax-withholding deliveries of shares back to The New York Times Company. They satisfy tax obligations tied to equity vesting and awards, rather than representing open-market sales to third-party investors.

What does the tax-withholding disposition code mean in the NYT Form 4?

The F-code transactions indicate shares delivered to the company to pay exercise price or tax liabilities. In this case, they cover withholding taxes on performance-based equity and restricted stock unit vesting under the 2020 Incentive Compensation Plan.

Does this NYT Form 4 change the CEO’s ownership structure?

It updates her direct holdings to reflect new performance-based and restricted stock unit awards, plus shares withheld for taxes. The transactions adjust the reported share count but are part of structured equity compensation, not a change in control or a new ownership arrangement.