William Bardeen Disposes 5,484 NYT Shares; 11,243 Remaining

Rhea-AI Filing Summary

William Bardeen, EVP and Chief Financial Officer of The New York Times Company (NYT), reported two Class A common stock dispositions in August 2025. On 08/11/2025 he delivered 484 shares to the company to satisfy tax withholding arising from the one-third vesting of stock-settled restricted stock units granted on 08/10/2023 under the 2020 Incentive Compensation Plan; that delivery is recorded at $57.49 per share. On 08/12/2025 he sold 5,000 shares at $58.04 per share. Following these reported transactions, Mr. Bardeen beneficially owns 11,243 Class A shares directly. The filing documents the mechanics of RSU withholding and a separate open-market sale without additional explanation.

Positive

• Disclosure compliance: The Form 4 clearly reports both transactions and provides prices and post-transaction holdings.
• RSU withholding explained: The filing explicitly states that 484 shares were delivered to satisfy tax withholding tied to RSU vesting under the 2020 Incentive Compensation Plan.

Negative

• Officer sale: A sale of 5,000 shares was reported on 08/12/2025 at $58.04 per share, reducing direct ownership.
• Reduced ownership: Beneficial ownership declined to 11,243 Class A shares following the reported transactions.

Insights

Securities Analyst

TL;DR Insider delivered 484 shares for RSU tax withholding and sold 5,000 shares; remaining direct holding is 11,243 Class A shares.

The Form 4 shows two discrete dispositions: a tax-withholding delivery tied to RSU vesting on 08/11/2025 recorded at $57.49 per share and a separate sale of 5,000 shares on 08/12/2025 at $58.04 per share. Together the transactions reduced direct beneficial ownership from 16,727 shares to 11,243 shares. These are routine insider reporting items: one is an administrative share delivery for tax obligations and the other an open-market sale. The filing supplies clear prices and share counts but does not state the use of sale proceeds or any change in role or compensation structure.

Corporate Governance Expert

TL;DR Transactions reflect RSU vesting mechanics and an officer sale; disclosure is timely and shows compliance with Section 16 reporting.

The explanatory note explicitly links the 484-share delivery to tax withholding for the one-third vesting of stock-settled restricted stock units from a 2023 grant under the companys 2020 Incentive Compensation Plan, which clarifies the non-dispositive nature of that transfer aside from withholding. The subsequent 5,000-share sale is documented with price and date but without stated purpose. From a governance standpoint the filing demonstrates standard insider compliance and transparent reporting of holdings changes; there is no indication of governance irregularity or an event altering management responsibilities.

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

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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).

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^*

Bardeen William

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/11/2025

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)	08/11/2025		F		484	D	$57.49	16,243	D
Class A Common Stock	08/12/2025		S		5,000	D	$58.04	11,243	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. 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 August 10, 2023, under The New York Times Company 2020 Incentive Compensation Plan.

Remarks:

Exhibit List Ex 24 - Power of Attorney

	/s/ Michael A. Brown, Attorney-in-fact for William Bardeen	08/13/2025
	** 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

What transactions did William Bardeen report on the NYT Form 4?

He delivered 484 shares to the company for RSU tax withholding (08/11/2025 at $57.49) and sold 5,000 shares (08/12/2025 at $58.04).

Why were 484 shares delivered to The New York Times Company?

The filing states the 484-share delivery satisfied tax withholding obligations related to the one-third vesting of stock-settled restricted stock units granted on 08/10/2023 under the 2020 Incentive Compensation Plan.

How many NYT shares does William Bardeen own after these transactions?

He beneficially owns 11,243 Class A shares directly following the reported transactions.

At what prices were the reported transactions executed?

The delivery for tax withholding is shown at $57.49 per share and the sale was executed at $58.04 per share.

What role does William Bardeen hold at NYT as indicated on the Form 4?

The Form 4 lists him as EVP, Chief Financial Officer and the filing is by one reporting person.