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The New York Times Company Notice of 2018 Annual Meeting and Proxy Statement

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The New York Times Company Notice of 2018 Annual Meeting and Proxy Statement The New York Times Company Notice of 2018 Annual Meeting and Proxy Statement The truth is hard. The truth is hidden. The truth must be pursued. The truth is hard to hear. The truth is rarely simple. The truth isn’t so obvious. The truth is necessary. The truth can’t be glossed over. The truth has no agenda. The truth can’t be manufactured. The truth doesn’t take sides. The truth isn’t red or blue. The truth is hard to accept. The truth pulls no punches. The truth is powerful. The truth is under attack. The truth is worth defending. The truth requires taking a stand. The truth is more important now than ever. 620 Eighth Avenue New York, NY 10018 tel 212-556-1234 Invitation to 2018 Annual Meeting of Stockholders DATE: Thursday, April 19, 2018 TIME: 9:00 a.m. PLACE: The New York Times Building 620 Eighth Avenue, 15th Floor, New York, NY 10018 March 7, 2018 Dear Fellow Stockholder: Please join me at our Annual Meeting on Thursday, April 19, 2018, which will again be held at 9:00 a.m. on the 15th floor of the Company’s headquarters building. At the meeting, you will be asked to vote on the election of the Board of Directors and the ratification of the selection of auditors. In addition, our Class B stockholders will be asked to vote on an advisory resolution on executive compensation. There are a few changes to the Board slate this year. Dara Khosrowshahi, who served on our Board since 2015, resigned in September 2017, when he became CEO of Uber. Michael Golden, a fellow fourth-generation member of the Ochs-Sulzberger family and a distinguished member of the Board since 1997, retired as director and Vice Chairman of the Board at the end of 2017. Finally, Raul Cesan, who has served on our Board with distinction since 1999, is retiring and, accordingly, is not standing for election at this year’s Annual Meeting. Each has provided invaluable advice and counsel during his tenure, and I speak for the entire Board when I say that we are grateful for their many contributions. I am also very pleased that we have three new nominees for election at this year’s Annual Meeting: Arthur Gregg (“A.G.”) Sulzberger, Rachel Glaser and John W. Rogers, Jr. A.G., a fifth-generation member of the Ochs-Sulzberger family, joined the Board in January, when he succeeded me as Publisher of The New York Times. As one of the driving forces behind the Company’s digital transformation and subscription-first focus, he brings both a deep appreciation of the values of The New York Times and understanding of the Company’s business strategy. Rachel, the Chief Financial Officer of Etsy, Inc., also joined the Board in January. Her financial and strategic expertise, gained from her experience at digitally focused, consumer-facing public companies, provides the Board a valuable perspective as we continue to expand our digital strategy. Finally, John, the founder, Chairman, Chief Executive Officer and Chief Investment Officer of Ariel Investments, LLC, is nominated for election at the Annual Meeting. His extensive business, financial and risk management experience leading a large institutional money management firm, as well as his service on other public company boards, will bring valuable perspective to the Company. You will have an opportunity at the meeting to ask questions and express your views to the senior management of the Company. Members of the Board of Directors will also be present. We are furnishing our proxy materials to stockholders primarily electronically. On or about March 7, 2018, we will begin mailing a Notice of Internet Availability of Proxy Materials to stockholders informing them that the Proxy Statement, the 2017 Annual Report and voting instructions are available online. As more fully described in that Notice, stockholders also may request paper copies of the proxy materials. Whether or not you are able to attend the Annual Meeting in person, it is important that your shares be represented. Please vote your shares (i) electronically, (ii) by phone or (iii) by mail. Instructions on each of these voting methods are outlined in the enclosed Proxy Statement. Please vote as soon as possible. I hope to see you on April 19th. ARTHUR SULZBERGER, JR. Chairman of the Board 620 Eighth Avenue New York, NY 10018 tel 212-556-1234 Notice of Annual Meeting of Stockholders To be held Thursday, April 19, 2018 To the Holders of Class A and Class B Common Stock of The New York Times Company: The Annual Meeting of Stockholders of The New York Times Company will be held at 9:00 a.m., local time, on Thursday, April 19, 2018, at The New York Times Building, 620 Eighth Avenue, 15th Floor, New York, NY 10018, for the following purposes: 1. To elect a Board of 13 members; 2. To hold an advisory vote to approve executive compensation; 3. To ratify the selection of Ernst & Young LLP, an independent registered public accounting firm, as auditors for the fiscal year ending December 30, 2018; and 4. To transact such other business as may properly come before the meeting. Holders of the Class A and Class B common stock as of the close of business on February 23, 2018, are entitled to notice of, and to attend, this meeting as set forth in the Proxy Statement. Class A stockholders are entitled to vote for the election of four of the 13 directors. Class B stockholders are entitled to vote for the election of nine of the 13 directors and on the advisory resolution to approve executive compensation. Class A and Class B stockholders, voting together as a single class, are entitled to vote on the proposal to ratify the selection of Ernst & Young LLP as auditors for the 2018 fiscal year. Class B stockholders are entitled to vote on any other matters presented at the meeting. Your vote is important. Whether or not you plan to attend the meeting in person, please vote as promptly as possible using the internet or the designated toll-free telephone number, or by requesting a printed copy of the proxy materials and returning by mail the proxy card you receive in response to your request. New York, NY March 7, 2018 By Order of the Board of Directors DIANE BRAYTON Executive Vice President, General Counsel and Secretary Proxy Statement Summary This summary highlights certain information contained in this proxy statement. You should read the entire proxy statement carefully before voting. ANNUAL MEETING OF STOCKHOLDERS Date: April 19, 2018 Time: 9:00 a.m. Location: The New York Times Building 620 Eighth Avenue, 15th Floor New York, NY 10018 VOTING MATTERS Board More Proposal Recommendation Information 1. Election of Board of Directors of the Company For p. 15 Class A stockholders Class B stockholders Robert E. Denham Hays N. Golden Rachel Glaser Steven B. Green John W. Rogers, Jr. Joichi Ito Rebecca Van Dyck James A. Kohlberg Brian P. McAndrews A.G. Sulzberger Arthur Sulzberger, Jr. Mark Thompson Doreen A. Toben 2. Advisory vote to approve executive compensation For p. 66 (Class B stockholders) 3. Ratification of selection of Ernst & Young LLP as auditors for For p. 67 fiscal year ending December 30, 2018 (Class A and B stockholders) CORPORATE GOVERNANCE HIGHLIGHTS The Company is committed to strong corporate governance, which remains a critical component of our corporate culture. Below are certain highlights of our governance practices. More information can be found beginning on page 21. Annual election of all directors Ethics policies for all directors and employees Commitment to Board refreshment, with six new Director/executive stock ownership non-employee directors since the beginning of requirements 2012, and one additional nominee for 2018 Annual rotation of independent directors elected Robust director nominee selection process by Class A stockholders Independent Audit, Compensation and No hedging/pledging of Company stock Nominating & Governance Committees Active lead independent director as Presiding Clawback policy Director Annual Board and Committee self-evaluation Comprehensive director orientation process Regular executive sessions of non-employee Regular outreach to significant Class A directors and independent directors stockholders on various matters EXECUTIVE COMPENSATION HIGHLIGHTS The Company’s executive compensation program is designed to support business performance and drive long- term stockholder value. Below are certain highlights of our 2017 executive compensation program. More information can be found beginning on page 37. Pay for Performance Significant portion of named executive officers’ Under financial metric of annual incentive target compensation is performance-based compensation, above-target compensation paid – Approximately 80% for CEO only for above-target Company performance – Approximately 70% for other NEOs Significant portions of annual and long-term Under total stockholder return metric of long- incentive compensation tied to performance term incentive compensation, above-target against pre-established, measurable financial compensation paid only for above-median performance goals Company performance and no payout for lower quartile performance Executive Compensation Governance What We Do Align pay and performance (see above) Set meaningful stock ownership guidelines for executive officers (2-5x annual base salary) Engage with significant Class A stockholders Have a clawback policy applicable to executive periodically on executive compensation matters officers in the event of financial statement restatement Annual Compensation Committee benchmarking Perform annual risk assessment of executive review of compensation of Company executives compensation
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