FilingIndex
8-KThe WireRoutine

Shareholder Vote

Filed Apr 19, 2018 · 8y ago · Accession 0001193125-18-122622

Plain English

Material event — a significant development the company must disclose promptly.

Read the source below for the full document.

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 19, 2018 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 of principal executive offices) (Zip Code) 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)) 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 19, 2018. 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) Robert E. Denham 138,427,384 1,114,410 13,528,960 Rachel Glaser 139,367,545 174,249 13,528,960 John W. Rogers, Jr. 138,415,183 1,126,611 13,528,960 Rebecca Van Dyck 138,695,290 846,504 13,528,960 (Vote results of Class B common stockholders) Hays N. Golden 758,071 0 12,082 Steven B. Green 758,071 0 12,082 Joichi Ito 758,071 0 12,082 James A. Kohlberg 758,071 0 12,082 Brian P. McAndrews 758,071 0 12,082 A.G. Sulzberger 758,071 0 12,082 Arthur Sulzberger, Jr. 753,731 4,340 12,082 Mark Thompson 758,071 0 12,082 Doreen A. Toben 758,071 0 12,082 Proposal Number 2 — 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 752,486 4,340 1,245 12,082 Proposal Number 3 — 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 30, 2018. The results of the vote taken were as follows: For Against Abstain Broker Non-Vote 153,022,426 673,827 144,654 Not applicable 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 19, 2018 By: /s/ Diane Brayton Diane Brayton Executive Vice President, General Counsel and Secretary
Filing details
Ticker
NYT
CIK
71691
Form type
8-K
Filing date
Apr 19, 2018
Report date
Apr 19, 2018
Document
d573852d8k.htm
Size
31 KB