FORM 5 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
Form 3 Holdings Reported. | |||||||||||||||||
Form 4 Transactions Reported. |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
NEW YORK TIMES CO [ NYT.A ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Statement for Issuer's Fiscal Year Ended
(Month/Day/Year) 12/28/2003 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) 02/11/2004 |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | |||||||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||||||
Amount | (A) or (D) | Price | |||||||||||||
Class A Common Stock | 12/15/2003 | G | 490 | A | $0 | 108,868(1) | D | ||||||||
Class A Common Stock | 12/16/2003 | G | 490 | A | $0 | 109,358(1) | D | ||||||||
Class A Common Stock | 12/15/2003 | G | 490 | A | $0 | 23,280 | I | By wife as trustee | |||||||
Class A Common Stock | 12/16/2003 | G | 490 | A | $0 | 23,770 | I | By wife as trustee | |||||||
Class A Common Stock | 09/30/2003 | G(2) | 321,840 | A | $0 | 321,840 | I | By limited liability company as general partner of limited partnership | |||||||
Class A Common Stock | 12/11/2003 | G(3) | 2,625 | D | $0 | 319,215 | I | By limited liability company as general partner of limited partnership | |||||||
Class A Common Stock | 12/11/2003 | G(3) | 2,625 | A | $0 | 2,625 | I | By trust | |||||||
Class A Common Stock | 12/11/2003 | G(4) | 2,625 | D | $0 | 0 | I | By trust(5) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | ||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
(A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
1. Includes 511 shares acquired in November 2003 under the New York Times Company Employee Stock Purchase Plan in a transaction exempt from Section 16(b) pursuant to Rule 16b-3(c). |
2. The reporting person and his three siblings are the members of a limited liability company (the "LLC"). On September 30, 2003, the LLC entered into a limited partnership agreement with Mr. Arthur Ochs Sulzberger, to create a limited partnership (the "LP") with the LLC as the general partner and Mr. Sulzberger as the sole limited partner. Mr. Sulzberger transferred 321,840 shares to the LP as his capital contribution for his limited partnership interest in the LP. |
3. On December 11, 2003, the LP distributed 2,625 shares to the Arthur Ochs Sulzberger 2003 Charitable Lead Trust (the "Trust"), which had previously acquired from Mr. Sulzberger his limited partnership interest in the LP (see footnote (2)). The reporting person and his three siblings are the sole trustees and remaindermen of the Trust. |
4. On December 11, 2003, the Trust transferred 2,625 shares to unrelated charities as a gift. |
5. In addition, as previously reported, the reporting person owns 1,400,000 shares of Class A Common Stock indirectly by a trust. |
/s/Theodore R. Wagner as Attorney-in-fact for Arthur Sulzberger, Jr. | 03/14/2005 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |