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): January 11, 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 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(d) On January 11, 2018, the Board of Directors (the “Board”) of The New York Times Company (the “Company”) elected Rachel Glaser to the Board and named her to the Board’s Audit Committee and Compensation Committee. A copy of the Company’s press release, dated January 11, 2018, announcing Ms. Glaser’s election to the Board is attached as Exhibit 99.1 to this Form 8-K and is incorporated by reference herein.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit Number |
Description | |
| Exhibit 99.1 | The New York Times Company Press Release dated January 11, 2018 | |
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: January 11, 2018 | By: | /s/ Diane Brayton | ||||
| Diane Brayton Executive Vice President, General Counsel and Secretary | ||||||
Exhibit 99.1
RACHEL GLASER JOINS THE NEW YORK TIMES COMPANY
BOARD OF DIRECTORS
NEW YORK, January 11, 2018 – The New York Times Company announced today that Rachel Glaser, the chief financial officer of Etsy, Inc., has been appointed to its Board of Directors.
“We are delighted to welcome Rachel to our Board. She joins us with an impressive 30-year background in key financial and strategic roles leading growth initiatives at a variety of digitally-focused, consumer-facing public companies. Her experiences and insights will be very valuable, particularly at a time when we’re highly focused on extending our position as the most successful digital news subscription business in the world,” said Arthur Sulzberger, Jr., chairman of the Company’s Board of Directors.
Ms. Glaser, 56, joined Etsy in June of 2017. Previously, she served in the chief financial officer role at both Leaf Group, a company that owns and operates consumer media and marketplaces; and Move, Inc., the parent company of Realtor.com. She was chief operating officer and chief financial officer for MyLife.com and was senior vice president, operations and finance for Yahoo! She began her career at The Walt Disney Company and served in a variety of finance, operations and technology roles over 19 years there. Ms. Glaser holds an M.B.A. from the University of Southern California and a B.A. from UC Berkeley.
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 @NYTimesPR.
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Contact: Eileen Murphy; eileen.murphy@nytimes.com