ROGERS JOHN W JR 4

What Happened

• John W. Rogers Jr., a director of The New York Times Company (NYT), was granted 77 shares via a Dividend Equivalent Restricted Stock Unit (RSU) award on January 16, 2026. The Form 4 reports an acquisition at $0.00 (amount reported $0), reflecting these RSUs are dividend equivalents rather than a cash purchase.

Key Details

• Transaction date: 2026-01-16; Form 4 filed: 2026-01-21.
• Transaction type/code: Award/Grant (A).
• Shares acquired: 77 Dividend Equivalent RSUs; reported price $0.00 and total reported value $0.
• Shares owned after transaction: not specified in the filing.
• Footnote: These are Dividend Equivalent RSUs granted under the 2020 Incentive Compensation Plan; such RSUs mirror cash dividends. Dividend Equivalent RSUs tied to vested RSUs are fully vested at grant; those tied to unvested RSUs vest when the underlying RSUs vest (typically at the Company’s first annual meeting following the initial grant).
• Timeliness: Filing dated five days after the transaction (Jan 21 vs. Jan 16), which is beyond the typical 2-business-day reporting window under Section 16.

Context

• This is an award of dividend-equivalent RSUs (not a market purchase or sale), so it does not directly signal a personal cash investment or liquidation by the insider. Dividend-equivalent RSUs are commonly issued to mirror dividends on existing equity awards.