NEW YORK TIMES CO
For the period ended Dec 31, 2025. Filed Feb 27, 2026.
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FY2025 · Filed Feb 27, 2026
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Item 15. Exhibits and Financial Statement Schedules
(A) DOCUMENTS FILED AS PART OF THIS REPORT
(1) Financial Statements
As listed in the index to financial information in “Item 8 — Financial Statements and Supplementary Data.”
(2) Supplemental Schedules
The following additional consolidated financial information is filed as part of this Annual Report on Form 10-K and should be read in conjunction with the Consolidated Financial Statements set forth in “Item 8 — Financial Statements and Supplementary Data.” Schedules not included with this additional consolidated financial information have been omitted either because they are not applicable or because the required information is shown in the Consolidated Financial Statements.
| Page | |
|---|---|
| Consolidated Schedule for the Three Years Ended December 31, 2025 | |
| II – Valuation and Qualifying Accounts | 108 |
(3) Exhibits
The exhibits listed in the accompanying index are filed as part of this report.
THE NEW YORK TIMES COMPANY – P. 111
INDEX TO EXHIBITS
Exhibit numbers 10.15 through 10.21 are management contracts or compensatory plans or arrangements.
| ExhibitNumber | Description of Exhibit |
| (2.1)* | Agreement and Plan of Merger, dated as of January 6, 2022, by and among The Athletic Media Company, The New York Times Company, Subscription Holding Co. and Shareholder Representative Services LLC (filed as an Exhibit to the Company’s Form 8-K dated January 7, 2022, and incorporated by reference herein). |
| (3.1) | Certificate of Incorporation as amended and restated to reflect amendments effective July 1, 2007 (filed as an Exhibit to the Company’s Form 10-Q dated August 9, 2007, and incorporated by reference herein). |
| (3.2) | By-laws, as amended September 28, 2023 (filed as an Exhibit to the Company’s Form 8-K dated October 2, 2023, and incorporated by reference herein). |
| (4) | The Company agrees to furnish to the Commission upon request a copy of any instrument with respect to long-term debt of the Company and any subsidiary for which consolidated or unconsolidated financial statements are required to be filed, and for which the amount of securities authorized thereunder does not exceed 10% of the total assets of the Company and its subsidiaries on a consolidated basis. |
| (4.1) | Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934. |
| (10.1) | New York City Public Utility Service Power Service Agreement, dated as of May 3, 1993, between The City of New York, acting by and through its Public Utility Service, and The New York Times Newspaper Division of the Company (filed as an Exhibit to the Company’s Form 10-K dated March 21, 1994, and incorporated by reference herein). |
| (10.2) | Letter Agreement, dated as of April 8, 2004, amending Agreement of Lease, between the 42nd St. Development Project, Inc., as landlord, and The New York Times Building LLC, as tenant (filed as an Exhibit to the Company’s Form 10-Q dated November 3, 2006, and incorporated by reference herein). |
| (10.3) | Agreement of Sublease, dated as of December 12, 2001, between The New York Times Building LLC, as landlord, and NYT Real Estate Company LLC, as tenant (filed as an Exhibit to the Company’s Form 10-Q dated November 3, 2006, and incorporated by reference herein). |
| (10.4) | First Amendment to Agreement of Sublease, dated as of August 15, 2006, between 42nd St. Development Project, Inc., as landlord, and NYT Real Estate Company LLC, as tenant (filed as an Exhibit to the Company’s Form 10-Q dated November 3, 2006, and incorporated by reference herein). |
| (10.5) | Second Amendment to Agreement of Sublease, dated as of January 29, 2007, between 42nd St. Development Project, Inc., as landlord, and NYT Real Estate Company LLC, as tenant (filed as an Exhibit to the Company’s Form 8-K dated February 1, 2007, and incorporated by reference herein). |
| (10.6) | Third Amendment to Agreement of Sublease (NYT), dated as of March 6, 2009, between 42nd St. Development Project, Inc., as landlord, and NYT Real Estate Company LLC, as tenant (filed as an Exhibit to the Company’s Form 8-K dated March 9, 2009, and incorporated by reference herein). |
| (10.7) | Fourth Amendment to Agreement of Sublease (NYT), dated as of March 6, 2009, between 42nd St. Development Project, Inc., as landlord, and 620 Eighth NYT (NY) Limited Partnership, as tenant (filed as an Exhibit to the Company’s Form 8-K dated March 9, 2009, and incorporated by reference herein). |
| (10.8) | Fifth Amendment to Agreement of Sublease (NYT), dated as of August 31, 2009, between 42nd St. Development Project, Inc., as landlord, and 620 Eighth NYT (NY) Limited Partnership, as tenant (filed as an Exhibit to the Company’s Form 10-Q dated November 4, 2009, and incorporated by reference herein). |
| (10.9) | Agreement of Sublease (NYT-2), dated as of March 6, 2009, between 42nd St. Development Project, Inc., as landlord, and NYT Real Estate Company LLC, as tenant (filed as an Exhibit to the Company’s Form 8-K dated March 9, 2009, and incorporated by reference herein). |
| (10.10) | First Amendment to Agreement of Sublease (NYT-2), dated as of March 6, 2009, between 42nd St. Development Project, Inc., as landlord, and NYT Building Leasing Company LLC, as tenant (filed as an Exhibit to the Company’s Form 8-K dated March 9, 2009, and incorporated by reference herein). |
| (10.11) | Assignment and Assumption of Sublease (NYT-2), dated July 10, 2020, between NYT Building Leasing Company LLC, as assignor, and NYT Real Estate Company LLC, as assignee (filed as an Exhibit to the Company’s Form 10-K dated February 25, 2021, and incorporated by reference herein). |
| (10.12)** | Letter Agreement, dated as of October 18, 2017, between the Company and Massachusetts Mutual Life Insurance Company (filed as an Exhibit to the Company’s Form 10-K dated February 27, 2018, and incorporated by reference herein). |
| (10.13)** | Letter Agreement, dated as of October 18, 2017, between the Company and Massachusetts Mutual Life Insurance Company (filed as an Exhibit to the Company’s Form 10-K dated February 27, 2018, and incorporated by reference herein). |
P. 112 – THE NEW YORK TIMES COMPANY
| ExhibitNumber | Description of Exhibit |
| (10.14)*** | Second Amended and Restated Credit Agreement, dated as of June 13, 2025, among The New York Times Company, as borrower, the financial institutions party thereto as Lenders, Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, JPMorgan Chase Bank, National Association, U.S. Bank, National Association, and Wells Fargo Bank, National Association, as Co-Syndication Agents, and BofA Securities, Inc., JPMorgan Chase Bank, National Association, U.S. Bank, National Association, and Wells Fargo Securities, LLC, as Joint Lead Arrangers and Joint Bookrunners (filed as an Exhibit to the Company’s Form 8-K dated June 18, 2025, and incorporated by reference herein) |
| (10.15) | The Company’s Non-Employee Directors Deferral Plan, as amended through October 11, 2007 (filed as an Exhibit to the Company’s Form 8-K dated October 12, 2007, and incorporated by reference herein). |
| (10.16) | The Company’s 2010 Incentive Compensation Plan, as amended and restated effective April 30, 2014 (filed as an Exhibit to the Company’s Form 8-K dated April 30, 2014, and incorporated by reference herein). |
| (10.17) | The New York Times Company 2020 Incentive Compensation Plan (filed as an Exhibit to the Company’s Registration Statement on Form S-8 dated April 22, 2020, and incorporated by reference herein). |
| (10.18) | Form of Restricted Stock Unit Award Agreement for Employees under the Company’s 2020 Incentive Compensation Plan (filed as an Exhibit to the Company’s Form 10-K dated February 25, 2021, and incorporated by reference herein). |
| (10.19) | Form of Restricted Stock Unit Award Agreement for Non-Employee Directors under the Company’s 2020 Incentive Compensation Plan (filed as an Exhibit to the Company’s Form 10-Q dated May 7, 2020, and incorporated by reference herein). |
| (10.20) | The Company’s Savings Restoration Plan, amended and restated effective February 19, 2015 (filed as an Exhibit to the Company’s Form 10-Q filed November 4, 2015, and incorporated by reference herein). |
| (10.21) | The New York Times Company Executive Severance Plan (filed as an Exhibit to the Company’s Form 8-K dated January 21, 2026, and incorporated by reference herein). |
| (10.22) | Form of Restrictive Covenant Agreement (filed as an Exhibit to the Company’s Form 8-K dated January 21, 2026, and incorporated by reference herein). |
| (10.23) | Employment Letter Agreement, dated July 21, 2020, between the Company and Meredith Kopit Levien (filed as an Exhibit to the Company’s Form 8-K dated July 22, 2020, and incorporated by reference herein). |
| (10.24) | Amendment to the Employment Agreement between the Company and Meredith Kopit Levien, dated as of January 15, 2026 (filed as an Exhibit to the Company’s Form 8-K dated January 21, 2026, and incorporated by reference herein). |
| (19.1) | The New York Times Company Insider Trading Policy. |
| (21) | Subsidiaries of the Company. |
| (23.1) | Consent of Ernst & Young LLP. |
| (24) | Power of Attorney (included as part of signature page). |
| (31.1) | Rule 13a-14(a)/15d-14(a) Certification. |
| (31.2) | Rule 13a-14(a)/15d-14(a) Certification. |
| (32.1) | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| (32.2) | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| (97.1) | The New York Times Company Compensation Recoupment Policy (filed as an Exhibit to the Company’s Form 10-K filed February 20, 2024, and incorporated by reference herein). |
| (101.INS) | XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. |
| (101.SCH) | Inline XBRL Taxonomy Extension Schema Document. |
| (101.CAL) | Inline XBRL Taxonomy Extension Calculation Linkbase Document. |
| (101.DEF) | Inline XBRL Taxonomy Extension Definition Linkbase Document. |
| (101.LAB) | Inline XBRL Taxonomy Extension Label Linkbase Document. |
| (101.PRE) | Inline XBRL Taxonomy Extension Presentation Linkbase Document. |
| (104) | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
*Certain identified information has been excluded from this exhibit (indicated by an asterisk above) because it is both (i) not material and (ii) is the type of information that the registrant treats as private or confidential. Information that was omitted has been noted in the exhibit with a
THE NEW YORK TIMES COMPANY – P. 113 placeholder identified by the mark “[***].”
**Portions of this exhibit (indicated by two asterisks above) have been omitted and are subject to a confidential treatment order granted by the SEC pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended.
*** Schedules to this exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5). The Registrant agrees to furnish supplementally a copy of all omitted schedules to the SEC on a confidential basis upon request.
P. 114 – THE NEW YORK TIMES COMPANY
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