New York Times (NYT) Form 4: Director Boosts Stake with 110 RSUs

Rhea-AI Filing Summary

Form 4 – The New York Times Company (NYT)

Director Rachel C. Glaser reported the automatic acquisition of 110 Class A common shares on 07/24/2025. The shares were issued as dividend-equivalent restricted stock units (RSUs) under the 2020 Incentive Compensation Plan and carry a reported cost of $0, reflecting cash dividends paid on previously held RSUs. After this transaction, Glaser directly owns 33,228 Class A shares.

The filing represents a routine, non-cash increase in the director’s equity stake with no accompanying sales, option exercises, or changes in board role disclosed.

Positive

• Director's ownership increases, modestly aligning incentives with shareholders.
• No shares were sold, avoiding any negative insider-selling signal.

Negative

• Transaction size is immaterial; unlikely to affect market perception or insider ownership percentage.

Insights

Securities Analyst

TL;DR: Minor dividend-equivalent RSUs increase director’s stake; neutral market impact.

The 110-share award is a standard dividend-equivalent adjustment and lifts Rachel Glaser’s holdings to 33,228 NYT shares, an immaterial change relative to NYT’s 165 million basic shares outstanding. Because the shares were issued at no cost and there were no sales, the filing neither signals insider buying conviction nor negative sentiment. Overall, the event is administratively routine and should not influence valuation or trading dynamics.

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

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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).

1. Name and Address of Reporting Person^*

Glaser Rachel C

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/24/2025

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)	07/24/2025		A		110	A	$0	33,228	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/ Michael A. Brown, Attorney-in-fact for Rachel Glaser	07/28/2025
	** 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

How many NYT shares did Director Rachel Glaser acquire?

She acquired 110 Class A shares via dividend-equivalent RSUs.

What was the transaction date disclosed in the Form 4 for NYT?

The transaction took place on 07/24/2025.

What price did Glaser pay for the newly acquired NYT shares?

The RSUs were issued at $0 cost, reflecting dividend equivalents.

What is Rachel Glaser’s total NYT share ownership after the filing?

She now beneficially owns 33,228 Class A shares.

What type of shares were granted in the reported NYT transaction?

Dividend-equivalent restricted stock units (RSUs) linked to prior grants.

Did the Form 4 indicate any sale of NYT shares by the director?

No. The filing shows only an acquisition; no dispositions were reported.