New York Times insider filing shows minor RSU dividend grant to director

Rhea-AI Filing Summary

Form 4 (filed 28 Jul 2025) reports Director Amanpal S. Bhutani’s receipt of 97 Class A RSUs in The New York Times Company (NYT) on 24 Jul 2025. The units were issued as dividend-equivalent RSUs under the 2020 Incentive Compensation Plan, mirroring cash dividends paid on existing equity awards. Transaction code A confirms an award at $0 cost. Post-transaction, Bhutani’s direct beneficial ownership rises to 29,531 shares.

No shares were sold and no derivatives were exercised, so the transaction is non-dilutive and has minimal effect on NYT’s share count or market float. While the grant is routine and quantitatively immaterial, continued insider accumulation—however small—can be interpreted as a modest signal of alignment with shareholders.

Insights

Securities Analyst

TL;DR: Routine 97-share RSU dividend grant; negligible market impact.

The award is an automatic dividend-equivalent adjustment tied to prior RSUs. At less than 0.02 % of NYT’s 165 m share float, it offers no new insight into insider sentiment or company fundamentals. Investors typically view such micro-grants as neutral.

Corporate Governance Expert

TL;DR: Standard incentive-plan feature, governance neutral.

The filing reflects standard practice under the 2020 Incentive Compensation Plan. Because shares were already reserved, the grant adds no incremental dilution and raises no governance concerns.

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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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).

1. Name and Address of Reporting Person^*

Bhutani Amanpal Singh

(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		97	A	$0	29,531	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 Amanpal S. Bhutani	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 Amanpal S. Bhutani acquire on 24 Jul 2025?

He received 97 Class A RSUs.

What transaction code is shown in the 28 Jul 2025 NYT Form 4 filing?

The filing lists code A, indicating an award or acquisition.

What is Bhutani’s total NYT share ownership after the RSU grant?

He now directly holds 29,531 Class A shares.

Were any NYT shares sold in this Form 4?

No; the report covers only an acquisition of dividend-equivalent RSUs.

Why were the RSUs granted at a $0 price?

They are dividend-equivalent RSUs issued to match cash dividends on prior awards, so no cash payment was required.