SEC Form 4 · accession 0001181431-15-006697
NEW YORK TIMES CO · NYT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ellen R Marram
Director
Period of report
May 6, 2015
Accepted (ET)
May 8, 2015 · 4:37 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000071691
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | May 6, 2015 | A | 5,565 | $0.00 | A | 9,565 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom Stock UnitF2 | — | May 6, 2015 | A | 631 | A | — | — | Class A Common Stock | 631 | 53,318 | D |
Explanation of responses
- F1Consists of a grant of stock-settled restricted stock units under The New York Times Company 2010 Incentive Compensation Plan. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock and vests on the date of the following Annual Meeting of Stockholders. Vested shares will be delivered within 90 days following the cessation of the reporting person's membership on the Board of Directors.
- F2Phantom stock units credited to the reporting person's account in respect of dividend equivalent payments and accumulated interest on previously granted phantom stock units. Each phantom stock unit was credited to the reporting person's account under The New York Times Company Non-Employee Directors Deferral Plan, on May 6, 2015, based on the average closing price of a share of Class A Common Stock for the 30 trading days prior to the date of credit. Distribution in cash is generally made following retirement. This transaction involved a derivative security that does not have an exercise date or an expiration date.