Form 4: NYT Legal Officer Sells Shares, Covers Tax Obligations
Insider Transaction Report
The New York Times Company's EVP, Chief Legal Officer, Diane Brayton, reported sales of Class A Common Stock, including shares sold to cover tax obligations from restricted stock unit vesting.
Summary
- Diane Brayton, EVP, Chief Legal Officer of The New York Times Company, reported transactions involving Class A Common Stock.
- On February 20, 2026, Brayton sold 4,600 shares of Class A Common Stock at a price of $77.03 per share.
- On February 21, 2026, 932 shares were disposed of at $77.99 per share to satisfy tax withholding obligations related to the one-third vesting of restricted stock units granted on February 21, 2024.
- On February 22, 2026, 766 shares were disposed of at $77.99 per share to satisfy tax withholding obligations related to the one-third vesting of restricted stock units granted on February 22, 2023.
- Following these transactions, Brayton directly beneficially owns 26,581 shares of Class A Common Stock.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this as a neutral event, primarily reflecting routine executive compensation and personal financial management rather than a significant change in company prospects.
Negatives
- EVP, Chief Legal Officer Diane Brayton sold 4,600 shares of Class A Common Stock at $77.03 per share, reducing her direct beneficial ownership.
Future Outlook
NA
Industry Context
StockSavvy.ai notes that insider transactions, particularly routine sales for tax purposes or planned dispositions, are common and do not always signal a change in company fundamentals or management's long-term outlook. The New York Times Company operates in a dynamic media industry, and executive compensation often includes equity components that lead to such filings.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Power of Attorney Grant | Diane Brayton granted a Power of Attorney to Michael A. Brown, Elah Lanis, and Amanda Schwarzenbart to execute and file SEC Forms ID, 3, 4, and 5 on her behalf, manage her EDGAR account, and handle related SEC filings. | 2025-08-07 | This streamlines the process for timely and accurate SEC filings for insider transactions, ensuring compliance with Section 16(a) of the Securities Exchange Act of 1934. |
Stakeholder Impact
- Shareholders: The sale of shares by an executive could be interpreted in various ways, but given the context of RSU vesting and tax obligations, the impact is likely minimal.
- Employees: No direct impact.
- Customers: No direct impact.
- Suppliers: No direct impact.
- Creditors: No direct impact.
Key Dates
| Date | Description |
|---|---|
| 2025-08-07 | Date Power of Attorney was executed by Diane Brayton. |
| 2026-02-20 | Sale of 4,600 Class A Common Stock shares by Diane Brayton. |
| 2026-02-21 | Disposition of 932 Class A Common Stock shares for tax withholding related to RSU vesting (granted 02/21/2024). |
| 2026-02-22 | Disposition of 766 Class A Common Stock shares for tax withholding related to RSU vesting (granted 02/22/2023). |
| 2026-02-24 | Date Form 4 was signed and filed. |
Recommendation
holdThe filing details routine insider transactions, including sales for tax obligations related to RSU vesting and a direct sale. These transactions are common and do not provide sufficient new information to warrant a change in investment recommendation. Investors should consider broader company fundamentals and market conditions.
Keywords
NYT, New York Times Company, Insider Trading, Form 4, Stock Sale, Restricted Stock Units, Executive Compensation, Diane Brayton
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