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): October 23, 2017
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 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(b) On October 25, 2017, The New York Times Company (the “Company”) announced that James M. Follo, Executive Vice President and Chief Financial Officer, would retire in early 2018. The Company will commence a search for Mr. Follo’s successor. A copy of the Company’s press release announcing Mr. Follo’s planned retirement is attached hereto as Exhibit 99.1 and incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit |
Description | |
| 99.1 | The New York Times Company press release, dated October 25, 2017 | |
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: October 25, 2017 | By: | /s/ Diane Brayton | ||||
| Diane Brayton | ||||||
| Executive Vice President, General Counsel and Secretary | ||||||
Exhibit 99.1
NEW YORK TIMES CHIEF FINANCIAL OFFICER JAMES FOLLO TO RETIRE IN EARLY 2018
NEW YORK, October 25, 2017 - The New York Times Company announced today that James M. Follo, executive vice president and chief financial officer, plans to retire in early 2018.
“For more than a decade, Jim has played a key strategic role in helping to transform The New York Times into the company we are today, the most successful digital news subscription business in the world. His financial expertise and keen insight into the media business have served us well over a period of enormous transition for our Company,” said Mark Thompson, president and chief executive officer. “I’m grateful for his many contributions, which include: the strong finance team he built and led; the solid relationships he established with the investment community; and his constant focus on creating value for our shareholders. On a personal note, he’s been a trusted adviser and friend to both me and to our publisher and we wish him all the best when he begins his next chapter early next year.”
Mr. Follo said, “Working for The New York Times Company for the past ten years has been a great honor and a privilege. I’ve been particularly lucky to have served in this role for such a pivotal period in the Company’s history, one of enormous change and innovation in all parts of the business. The Times’s mission has never been more important and I firmly believe that the Company is well positioned for continued success.”
The Company will retain a leading executive search firm to help identify Mr. Follo’s successor and will consider candidates from both inside and outside the organization.
Mr. Follo joined The Times in January 2007 as senior vice president and chief financial officer. He was named an executive vice president in April 2013.
About The New York Times Company
The New York Times Company is a global media organization dedicated to enhancing society by creating, collecting and distributing high-quality news and information. The Company includes The New York Times, NYTimes.com and related properties. It is known globally for excellence in its journalism, and innovation in its print and digital storytelling and its business model. Follow news about the Company at @NYTimesComm.
Press: Eileen Murphy; eileen.murphy@nytimes.com
Investors: Harlan Toplitzky; harlan.toplitzky@nytimes.com