Shareholder Vote

UNITED STATES SECURITIES AND EXCHANGE COMMISSION   Washington, D.C. 20549     FORM 8-K   CURRENT REPORT   Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934     Date of Report (Date of earliest event reported): April 27, 2022     The New York Times Company (Exact name of registrant as specified in its charter)   New York   1-5837   13-1102020 (State or other jurisdiction of incorporation)   (Commission File Number) (I.R.S. Employer Identification No.) 620 Eighth Avenue, New York, New York 10018 (Address and zip code of principal executive offices) Registrant’s telephone number, including area code:  ( 212 ) 556-1234   Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Class A Common Stock NYT New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company  ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐ Item 5.07 Submission of Matters to a Vote of Security Holders The annual meeting of stockholders of The New York Times Company (the “Company”) was held on April 27, 2022. At the annual meeting, the Company’s stockholders voted on three proposals and cast their votes as follows: Proposal Number 1 — Election of directors The stockholders (with Class A and Class B common stockholders voting separately) elected all of management’s nominees for election as directors. The results of the vote taken were as follows: Directors For Withheld Broker Non-Vote (Vote results of Class A common stockholders) Amanpal S. Bhutani 141,995,970 693,381 10,461,930 Manuel Bronstein 140,969,015 1,720,336 10,461,930 Doreen Toben 139,915,288 2,774,063 10,461,930 Rebecca Van Dyck 132,648,339 10,041,012 10,461,930 (Vote results of Class B common stockholders) Beth Brooke 756,499 0 4 Rachel Glaser 756,499 0 4 Arthur Golden 756,499 0 4 Hays N. Golden 756,499 0 4 Meredith Kopit Levien 756,499 0 4 Brian P. McAndrews 756,499 0 4 David Perpich 756,499 0 4 John W. Rogers, Jr. 756,499 0 4 A.G. Sulzberger 756,499 0 4 Proposal Number 2 — Ratification of the selection of Ernst & Young LLP as auditors The stockholders (with Class A and Class B common stockholders voting together) ratified the selection, by the Audit Committee of the Board of Directors, of Ernst & Young LLP, an independent registered public accounting firm, as auditors of the Company for the fiscal year ending December 31, 2022. The results of the vote taken were as follows: For Against Abstain Broker Non-Vote 151,953,993 348,431 1,605,360 Not Applicable Proposal Number 3 — Advisory vote to approve executive compensation The Class B common stockholders approved the advisory resolution on the compensation of the Company’s named executive officers. The results of the vote taken were as follows: For Against Abstain Broker Non-Vote 752,159 4,340 0 4 SIGNATURES   Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.    THE NEW YORK TIMES COMPANY       Date: April 29, 2022 By: /s/ Diane Brayton     Diane Brayton     Executive Vice President, General Counsel and Secretary