Form 4: NYT Director Brooke Acquires 59 Dividend RSUs

The New York Times Company Director Beth A. Brooke acquired 59 Class A Common Stock shares through dividend equivalent Restricted Stock Units.

Summary

• Director Beth A. Brooke acquired 59 shares of Class A Common Stock.
• The acquisition was through Dividend Equivalent Restricted Stock Units (RSUs) on October 23, 2025.
• These RSUs were granted in connection with cash dividends paid on the company's Class A Common Stock.
• The transaction price for these shares was $0, indicating a grant rather than a purchase.
• Following this transaction, Ms. Brooke beneficially owns 19,720 shares of Class A Common Stock.
• Dividend Equivalent RSUs granted for vested underlying RSUs are fully vested at grant.
• Dividend Equivalent RSUs granted for unvested underlying RSUs will vest on the date the unvested RSUs vest, which is the date of the Company's first annual meeting following the initial grant.

Sentiment

Score: 6

Explanation: Slightly positive due to increased insider ownership, but the transaction is routine and small, thus not highly impactful on overall sentiment.

Positives

• Increases insider ownership, further aligning director interests with shareholders.
• Represents a routine, non-cash compensation mechanism tied to the company's dividend payments.

Negatives

• The transaction amount of 59 shares is relatively small in the context of total outstanding shares.
• This was a non-cash acquisition, not a direct market purchase by the director.

Future Outlook

Unvested Dividend Equivalent RSUs will vest on the date the underlying unvested RSUs vest, which is the date of the Company's first annual meeting following the initial grant.

Industry Context

This is a routine insider transaction, common across various industries for director compensation and dividend reinvestment plans. It does not reflect broader industry trends or competitive shifts.

Comparison to Industry Standards

• The practice of granting Dividend Equivalent RSUs is a standard compensation mechanism for executives and directors in many publicly traded companies, designed to align their incentives with shareholder returns. No specific comparable companies, projects, or results are detailed in the filing.

Stakeholder Impact

• Shareholders: Minor positive impact due to increased alignment of director's interests with shareholder returns through equity ownership.

Next Steps

• Unvested Dividend Equivalent RSUs will vest on the date the underlying unvested RSUs vest, which is the date of the Company's first annual meeting following the initial grant.

Key Dates

Recommendation

This Form 4 reports a routine, non-cash acquisition of a small number of shares by a director through dividend equivalent RSUs. While it slightly increases insider ownership, it does not provide new material information to warrant a change in investment recommendation. It's a standard compensation mechanism.

Keywords

New York Times, NYT, Beth Brooke, Director, Insider Transaction, Form 4, Restricted Stock Units, RSUs, Dividend Equivalent RSUs, Class A Common Stock, Equity Compensation