KOPIT LEVIEN MEREDITH A. 4

What Happened

• Meredith A. Kopit Levien, President & CEO of The New York Times Company, was granted a total of 276,146 shares/RSUs on Feb 26, 2026 (three separate awards) and, at the same time, 94,478 shares were delivered back to the company to satisfy tax-withholding obligations. The withheld shares were reported as dispositions at $77.38 per share, totaling $7,310,708. The awards were reported at $0 cost (typical for compensation grants).

Key Details

• Transaction date: February 26, 2026
• Awards acquired (A): 177,140 shares; 16,501 RSUs; 82,505 RSUs — total 276,146 shares (acquired at $0)
• Shares delivered/withheld (F): 90,431 shares and 4,047 shares — total 94,478 shares disposed at $77.38 = $7,310,708
• Footnotes of note:
  • F1: 177,140 shares from a performance-based award covering 1/1/2023–12/31/2025.
  • F2/F5: The 90,431 and 4,047 share dispositions were share deliveries to NYT to satisfy tax withholding (not open-market sales).
  • F3: 16,501 RSUs — stock-settled RSUs that vest in three equal annual installments starting Feb 26, 2027, subject to continued employment.
  • F4: 82,505 RSUs — stock-settled RSUs that vest on Feb 26, 2030, subject to continued employment.
• Shares owned after transaction: not reported in the provided data.
• Filing timeliness: no late-filing flag provided in the supplied information.

Context

• These transactions are primarily compensation-related awards and related tax-withholding. The “dispositions” here reflect shares surrendered to the company to cover tax obligations (a common administrative step), not open-market sales indicating a liquidity-driven trade.
• The 177,140 award was performance-based (F1); the RSUs have future vesting dates (F3, F4), so much of this value is subject to continued employment and/or future performance conditions.