Form 4: NYT Director's Stock Transactions for Tax Obligations

Sentiment:

Insider Transaction Report


The New York Times Company Director David S. Perpich reported dispositions of Class A Common Stock to cover tax withholding obligations related to restricted stock unit vesting.

Summary

  • Director David S. Perpich reported two transactions involving Class A Common Stock.
  • On February 21, 2026, 393 shares of Class A Common Stock were disposed of at a price of $77.99 per share.
  • This disposition was to satisfy tax withholding obligations related to the one-third vesting of stock-settled restricted stock units granted on February 21, 2024, under The New York Times Company 2020 Incentive Compensation Plan.
  • On February 22, 2026, an additional 343 shares of Class A Common Stock were disposed of at a price of $77.99 per share.
  • This second disposition was for tax withholding related to the one-third vesting of stock-settled restricted stock units granted on February 22, 2023, under the same incentive compensation plan.
  • Following these reported transactions, David S. Perpich directly beneficially owns 25,702 shares of Class A Common Stock.
  • Indirect beneficial ownership includes 1,400,000 shares and 11,000 shares held by trusts, for which beneficial ownership is disclaimed.
  • Additionally, 491 shares and 492 shares are indirectly owned as UTMA custodian for minor children.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event, reflecting standard compensation practices rather than a change in company fundamentals or insider sentiment.

Positives

  • The underlying restricted stock units (RSUs) represent a form of equity compensation, aligning the director's interests with long-term shareholder value.
  • The vesting of these RSUs indicates the fulfillment of time-based or performance-based conditions set at the time of grant.

Negatives

  • A reduction in the director's direct beneficial ownership of Class A Common Stock by a total of 736 shares due to tax withholding.

Industry Context

StockSavvy.ai notes that these are routine insider transactions common for executives receiving equity compensation. They do not reflect a change in The New York Times Company's strategic direction or operational performance, but rather the standard process of managing vested equity awards.

Comparison to Industry Standards

  • These transactions are consistent with standard practices across publicly traded companies where executives receive restricted stock units as part of their compensation. It is common for a portion of vested shares to be sold or withheld by the company to cover tax liabilities.

Related Party Transactions

  • Shares were delivered to The New York Times Company to satisfy tax withholding obligations related to the vesting of restricted stock units.

Stakeholder Impact

  • Shareholders: Minimal impact, as these are routine, tax-related dispositions of a relatively small number of shares by an insider.
  • Employees, Customers, Suppliers, Creditors: No direct impact from these specific insider transactions.

Key Dates

DateDescription
02/22/2023Grant date of restricted stock units, one-third of which vested on February 22, 2026.
02/21/2024Grant date of restricted stock units, one-third of which vested on February 21, 2026.
02/21/2026Transaction date for the disposition of 393 Class A Common Stock shares to satisfy tax withholding obligations.
02/22/2026Transaction date for the disposition of 343 Class A Common Stock shares to satisfy tax withholding obligations.
02/24/2026Date the Form 4 was filed.

Recommendation

hold

This Form 4 reports routine insider transactions related to tax withholding upon restricted stock unit vesting. It does not provide new information regarding the company's financial performance, strategic direction, or future prospects that would warrant a change in investment recommendation.

Keywords

NYT.A, New York Times Company, David S. Perpich, Form 4, insider transaction, restricted stock units, RSU vesting, tax withholding, equity compensation

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