Rachel Glaser
About Rachel Glaser
Independent director of The New York Times Company since 2018; age 63. Former CFO of Etsy (2017–retired Dec 31, 2024; advisory to Etsy through Jun 30, 2025). Prior senior finance and operating roles at Leaf Group (CFO 2015–2017), Move, Inc. (CFO 2012–2015), MyLife.com (COO/CFO 2008–2011), Yahoo! (SVP Finance 2005–2008), and The Walt Disney Company (1986–2005). Chairs NYT’s Audit Committee; designated by the Board as an SEC “audit committee financial expert.”
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Etsy, Inc. | Chief Financial Officer; Advisor (transition) | CFO 2017–Dec 31, 2024; Advisory through Jun 30, 2025 | Led finance at a scaled consumer digital marketplace; continued advisory to support CFO transition |
| Leaf Group Ltd. | Chief Financial Officer | 2015–2017 | Finance leadership in consumer media/marketplaces |
| Move, Inc. (Realtor.com) | Chief Financial Officer | 2012–2015 | Finance leadership in online real estate platform |
| MyLife.com | Chief Operating & Financial Officer | 2008–2011 | Combined operations and finance oversight |
| Yahoo! Inc. | SVP, Finance | 2005–2008 | Senior finance leadership at consumer internet company |
| The Walt Disney Company | Finance & Operations Positions | 1986–2005 | Long-tenure finance/ops roles across global media enterprise |
External Roles
| Organization | Role | Dates | Notes |
|---|---|---|---|
| Etsy, Inc. | Advisor (transition) | Jan 1, 2025–Jun 30, 2025 | Supports smooth CFO transition following retirement |
| Public Company Directorships (current) | — | — | None disclosed in NYT proxy biography |
Board Governance
- Committee assignments:
- Audit Committee: Chair; 6 meetings in 2024; Board determined Glaser is an SEC “audit committee financial expert” and meets NYSE “financial management expertise” and “financial literacy” standards .
- Compensation Committee: Member; 4 meetings in 2024 .
- Independence: Board affirmatively determined Glaser has no material relationships with the Company; independent under NYSE rules .
- Attendance: In 2024 the Board met 5 times; Committees met 19 times; all directors attended at least 75% of Board and committee meetings and attended the 2024 annual meeting .
- Presiding (Lead Independent) Director: Brian P. McAndrews .
- Related person transactions oversight: Nominating & Governance Committee reviews transactions; any director-related advertising arrangements were arm’s-length, customary, and within permitted thresholds; relevant non-employee director did not participate or profit .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Fees Earned or Paid in Cash ($) | 100,000 | 100,000 |
Director cash retainer structure (policy disclosure):
- Annual Board cash retainer: $60,000; Committee Chair retainer: $10,000; Committee member retainers: Audit $20,000; Compensation $10,000; Finance $10,000; Nominating & Governance $6,000; Presiding Director retainer: $30,000 (as of 2023 policy) .
Performance Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Stock Awards ($, grant-date fair value) | 175,000 | 175,000 |
| RSU grant date | Apr 26, 2023 | Apr 24, 2024 |
| Unvested RSUs outstanding at year-end (#) | 4,496 (Dec 31, 2023) | 4,066 (Dec 31, 2024) |
- Vesting/distribution: Annual RSUs vest at the next annual meeting (assuming continued service); underlying Class A shares are generally distributed within 90 days after the director leaves the Board; dividend equivalents credited in additional RSUs .
Other Directorships & Interlocks
| Company | Role | Committee Roles | Interlocks/Conflicts |
|---|---|---|---|
| — | — | — | No other public company directorships disclosed for Glaser; no compensation committee interlocks identified by NYT |
Expertise & Qualifications
- Deep financial and accounting expertise; SEC-designated audit committee financial expert; NYSE “financial management expertise” and “financial literacy” .
- Strategic, international, and human capital experience from senior roles at digitally focused, consumer-facing public companies .
Equity Ownership
| Metric | As of |
|---|---|
| Class A shares beneficially owned (#) | 29,425 (Mar 4, 2025) |
| Ownership % of Class A | <1% |
| Phantom stock units | None disclosed for Glaser; table shows none |
| Unvested RSUs (#) | 4,066 (Dec 31, 2024) |
| Options | None; no option awards reported |
| Shares pledged/hedged | Prohibited by NYT Insider Trading Policy (applies to directors) |
Stock ownership alignment:
- Director stock ownership guidelines require at least 4× annual Board cash retainer; Nominating & Governance Committee reviews compliance annually. All directors are in compliance (implies Glaser compliant) .
Governance Assessment
- Strengths:
- Chairs a fully independent Audit Committee; designated financial expert; active oversight of auditor independence, internal control, risk (including cybersecurity/privacy/ESG-related risks) and quarterly/annual financial reviews .
- Strong attendance expectations and results (≥75% across Board/committees; annual meeting attendance) support engagement .
- Director equity delivered post-service and prohibition on hedging/pledging enhance long-term alignment and reduce risk-taking incentives .
- Compensation Committee independence and use of an independent consultant (Exequity); no interlocks or related-party compensation disclosures .
- Potential risks/monitoring items:
- Dual-class “controlled company” structure can concentrate voting power; NYT does not use exemptions and maintains majority independent Board and fully independent key committees, mitigating this governance risk .
- Director-affiliated advertising relationships occur periodically but are overseen, arm’s-length, below materiality thresholds, and the relevant director does not participate or profit; continue monitoring for changes in magnitude or terms .
Net view: Glaser’s audit chair role, financial expertise, and policy framework (ownership guidelines, no hedging/pledging, clawbacks for executives) are positive signals for board effectiveness and investor confidence. No specific conflicts, low attendance, or pay anomalies are disclosed for her.