Form 4: NYT Director McAndrews Boosts Stake with RSU Grant

The New York Times Company Director Brian P. McAndrews acquired 164 Class A Common Stock shares through a dividend-equivalent RSU grant, increasing his direct beneficial ownership to 57,438 shares.

Summary

• Director Brian P. McAndrews acquired 164 shares of The New York Times Company's Class A Common Stock.
• The transaction, dated October 23, 2025, involved the grant of Restricted Stock Units (RSUs) at a price of $0 per share.
• These RSUs are "Dividend Equivalent RSUs" awarded under the 2020 Incentive Compensation Plan, linked to cash dividends paid on Class A Common Stock.
• Following this acquisition, McAndrews' direct beneficial ownership increased to 57,438 shares of Class A Common Stock.
• Dividend Equivalent RSUs granted in respect of vested RSUs are fully vested at grant, while those for unvested RSUs will vest concurrently with the underlying unvested RSUs, specifically on the date of the Company's first annual meeting following the initial grant.

Sentiment

Score: 7

Explanation: The acquisition of shares by a director, even through a routine RSU grant, generally indicates continued alignment of management interests with shareholder value and confidence in the company's long-term prospects.

Positives

• Director Brian P. McAndrews increased his beneficial ownership in The New York Times Company by 164 shares of Class A Common Stock.
• The acquisition of Dividend Equivalent RSUs aligns director interests with shareholder returns, as these units are tied to cash dividends.

Future Outlook

NA

Industry Context

NA

Related Party Transactions

• The acquisition of 164 Class A Common Stock shares by Director Brian P. McAndrews was through a grant of Dividend Equivalent Restricted Stock Units (RSUs) under The New York Times Company's 2020 Incentive Compensation Plan, representing a transaction between the company and a related party (director) as part of a compensation arrangement.

Stakeholder Impact

• Shareholders: Increased director ownership aligns management interests with shareholder value.
• Management: The transaction reflects a standard component of director compensation, reinforcing existing incentive structures.

Next Steps

• Vesting of unvested Dividend Equivalent RSUs on the date of the Company's first annual meeting following the initial grant.

Key Dates

Recommendation

This Form 4 reports a routine grant of dividend-equivalent Restricted Stock Units (RSUs) to a director as part of their compensation plan. While it increases the director's beneficial ownership, it is not a cash purchase and does not indicate a significant new investment decision or a material change in the company's fundamentals. It's a standard compensation event that doesn't warrant a change in investment recommendation based solely on this filing.

Keywords

NYT, New York Times, Brian McAndrews, Director, Form 4, RSU, Restricted Stock Units, Insider Transaction, Stock Ownership, Dividend Equivalent