New York Times Company 8-K 2017
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 7, 2017
The New York Times Company
(Exact name of registrant as specified in its charter)
Registrants 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):
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 ☐
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(c) On June 7, 2017, The New York Times Company (the Company) announced that it has promoted Meredith Kopit Levien to the position of Executive Vice President and Chief Operating Officer, effective immediately. Ms. Kopit Levien, 46, has served as Executive Vice President and Chief Revenue Officer of the Company since April 2015. She joined the Company in August 2013 as Executive Vice President of Advertising, having previously served as Chief Revenue Officer of Forbes Media LLC from 2011 to 2013.
A copy of the Companys press release dated June 7, 2017, announcing Ms. Kopit Leviens promotion, is attached as Exhibit 99.1 to this Form 8-K and incorporated by reference herein.
In light of her increased duties and responsibilities as Executive Vice President and Chief Operating Officer, the Compensation Committee of the Companys Board of Directors approved increases in Ms. Kopit Leviens compensation. The Committee set Ms. Kopit Leviens annual base salary at $750,000, effective June 7, 2017, and set her targeted 2017 annual incentive compensation at 100% of base salary and total targeted value of her 2017-2019 long-term performance awards at 133% of base salary. The increases to her target annual and long-term incentive compensation were both prorated for 2017. The additional 2017 annual incentive compensation and 2017-2019 long-term performance awards are on the same terms as those granted to Company executives (including Ms. Kopit Levien) in February 2017 as part of the Companys annual incentive grants. In addition, the Compensation Committee awarded Ms. Kopit Levien restricted stock units for 56,736 shares of the Companys Class A Common Stock (with a market value of approximately $1 million), which will vest ratably on the first five anniversaries of the grant date.
(e) The information set forth in the paragraph above under Item 5.02(c) is incorporated by reference into this Item 5.02(e).
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.