NY Times director receives 2,277 stock units

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

Rhea-AI Filing Summary

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

NEW YORK TIMES CO director John W. Rogers Jr. received a grant of 2,277 shares of Class A Common Stock in the form of stock-settled restricted stock units under the company’s 2020 Incentive Compensation Plan. After this award, he directly holds 54,492 Class A shares.

Each restricted stock unit represents a contingent right to one share and will vest on the date of the next Annual Meeting of Stockholders. The vested shares will be delivered within 90 days after Rogers’ service on the Board of Directors ends.

Insider Trade Summary

Grant/Award: 2,277 shares

Grant/Award 1 txn

Insider ROGERS JOHN W JR

Role Director

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

Holdings After Transaction: Class A Common Stock — 54,492 shares (Direct)

Footnotes (1)

1. F1. 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.

Key Figures

RSUs granted: 2,277 units Grant price: $0.0000 per share Shares held after grant: 54,492 shares

3 metrics

RSUs granted 2,277 units Stock-settled restricted stock units granted to director

Grant price $0.0000 per share Equity compensation, no cash paid by director

Shares held after grant 54,492 shares Director’s direct Class A Common Stock holdings

Key Terms

restricted stock units, 2020 Incentive Compensation Plan, Annual Meeting of Stockholders

3 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.

2020 Incentive Compensation Plan financial

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

Annual Meeting of Stockholders financial

"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."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did John W. Rogers Jr. acquire in this NYT Form 4 filing?

John W. Rogers Jr. received 2,277 stock-settled restricted stock units, each representing one share of Class A Common Stock, as compensation under the 2020 Incentive Compensation Plan. This is a grant, not an open-market purchase or sale.

How many NEW YORK TIMES CO (NYT) shares does Rogers hold after this grant?

After the grant, John W. Rogers Jr. directly holds 54,492 shares of NEW YORK TIMES CO Class A Common Stock. This figure includes the effect of the 2,277-share restricted stock unit award reported in this Form 4 filing.

When do the restricted stock units granted to the NYT director vest?

The restricted stock units vest on the date of the following Annual Meeting of Stockholders. Vesting means the units convert into full rights, after which the related Class A shares can ultimately be delivered to the director under the plan terms.

When will the NYT director receive the shares from these restricted stock units?

Vested shares from these restricted stock units will be delivered within 90 days after John W. Rogers Jr. ceases to serve on the Board of Directors. Until delivery, he holds a contingent right rather than issued shares from this specific grant.

Was there any purchase price for the NYT restricted stock unit grant?

The restricted stock unit grant to John W. Rogers Jr. shows a per-share transaction price of $0.0000. This indicates the award was granted as equity compensation, not bought in the open market with cash consideration paid by the director.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/24/2026 - 05:44 PM Learn about SEC filing dates

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)
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	54,492	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 John W. Rogers Jr.	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)