New York Times Co (NYSE: NYT) director receives 106 dividend RSUs

Rhea-AI Filing Summary

ROGERS JOHN W JR reported acquisition or exercise transactions in this Form 4 filing.

New York Times Company director John W. Rogers Jr. received an award of 106 dividend equivalent restricted stock units tied to Class A Common Stock on July 23, 2026 under the 2020 Incentive Compensation Plan. Vesting follows the status of the related RSUs, and his directly held Class A position is now 54,598 shares.

Insider Trade Summary

Net Buyer: 106 shares

Net Buy 1 txn

Insider ROGERS JOHN W JR

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock F1	106	$0.00	$0.00

Holdings After Transaction: Class A Common Stock — 54,598 shares (Direct)

Footnotes (1)

1. F1. Restricted Stock Units ("RSUs") acquired in respect of previously reported RSUs awarded under The New York Times Company 2020 Incentive Compensation Plan in connection with, and with a value equal to, cash dividends paid on The New York Times Company's Class A Common Stock ("Dividend Equivalent RSUs"). Dividend Equivalent RSUs granted in respect of vested RSUs are fully vested at grant. Dividend Equivalent RSUs granted in respect of unvested RSUs will vest on the date that such unvested RSUs vest, which is the date of the Company's first annual meeting following the initial grant.

Key Figures

RSUs awarded: 106 units Award price per share: $0.0000 Direct holdings after award: 54,598 shares +1 more

4 metrics

RSUs awarded 106 units Dividend equivalent RSUs granted on July 23, 2026

Award price per share $0.0000 Grant/award acquisition of Class A Common Stock equivalents

Direct holdings after award 54,598 shares Class A Common Stock directly held by John W. Rogers Jr. following transaction

Transaction date July 23, 2026 Date of RSU award linked to dividend equivalents

Key Terms

Restricted Stock Units, Dividend Equivalent RSUs, 2020 Incentive Compensation Plan

3 terms

Restricted Stock Units financial

"Restricted Stock Units ("RSUs") acquired in respect of previously reported RSUs"

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.

Dividend Equivalent RSUs financial

"cash dividends paid on The New York Times Company's Class A Common Stock ("Dividend Equivalent RSUs")"

2020 Incentive Compensation Plan financial

"RSUs awarded under The New York Times Company 2020 Incentive Compensation Plan"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/27/2026 - 05:43 PM Accepted by SEC EDGAR 07/27/2026 - 05:43 PM Learn about SEC filing dates

FAQ

What insider transaction did NEW YORK TIMES CO (NYT) disclose for John W. Rogers Jr.?

John W. Rogers Jr., a director of New York Times Company, received an award of 106 dividend equivalent RSUs tied to Class A Common Stock on July 23, 2026. These units arise from dividends on previously granted RSUs under the 2020 Incentive Compensation Plan.

How many New York Times (NYT) shares does John W. Rogers Jr. hold after this Form 4 transaction?

After the reported award, John W. Rogers Jr. directly holds 54,598 shares of New York Times Class A Common Stock. The 106 dividend equivalent RSUs represent additional stock-based compensation linked to earlier RSU awards under the company’s 2020 Incentive Compensation Plan.

What are dividend equivalent RSUs in the New York Times (NYT) Form 4 for John W. Rogers Jr.?

The award consists of “Dividend Equivalent RSUs”, which are restricted stock units credited with a value equal to cash dividends paid on New York Times Class A shares. They are granted in respect of previously reported RSUs under the 2020 Incentive Compensation Plan.

How do the newly awarded RSUs for NYT director John W. Rogers Jr. vest?

Vesting of these RSUs depends on the underlying RSUs. Dividend Equivalent RSUs tied to vested RSUs are fully vested at grant, while those tied to unvested RSUs vest when those RSUs vest, generally on the date of the company’s first annual meeting following the initial grant.

Did the John W. Rogers Jr. NYT Form 4 transaction occur under a Rule 10b5-1 trading plan?

The filing indicates the transaction was not affirmed as occurring under a Rule 10b5-1 trading plan. Instead, it reflects a compensation-related RSU award linked to dividends on prior RSU grants rather than an open-market stock purchase or sale.

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^*

ROGERS JOHN W JR

(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)
07/23/2026

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)	07/23/2026		A		106	A	$0	54,598	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. Restricted Stock Units ("RSUs") acquired in respect of previously reported RSUs awarded under The New York Times Company 2020 Incentive Compensation Plan in connection with, and with a value equal to, cash dividends paid on The New York Times Company's Class A Common Stock ("Dividend Equivalent RSUs"). Dividend Equivalent RSUs granted in respect of vested RSUs are fully vested at grant. Dividend Equivalent RSUs granted in respect of unvested RSUs will vest on the date that such unvested RSUs vest, which is the date of the Company's first annual meeting following the initial grant.

Remarks:

	/s/ Diane Brayton, Attorney-in-fact for John W. Rogers Jr.	07/27/2026
	** 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)