William Bardeen
About William Bardeen
Executive Vice President and Chief Financial Officer of The New York Times Company since July 1, 2023; at NYT since 2004. Age 50; education: A.B. in Environmental Science & Public Policy (Harvard), M.B.A. in Finance & Economics (Columbia), CFA charterholder; prior experience in management consulting and early-stage media/communications companies . Company performance tied to his finance and strategy leadership: 2024 total revenues were $2,585,919k (+6.6% YoY), digital-only subscription revenue ~$1.3B (+14.1% YoY), adjusted operating profit $455,402k; 2022–2024 relative TSR was 21.41%, ranking in the 56th percentile versus the S&P 500, which drove above-target long-term incentive payouts .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| The New York Times Company | Executive Vice President & Chief Financial Officer | 2023–present | Principal financial officer; oversees finance, capital allocation, IR; supports “essential subscription” strategy . |
| The New York Times Company | Chief Strategy Officer | 2018–2023 | Led strategy, business development, M&A, FP&A; interim investor relations in 2023; key in digital-first transformation . |
| The New York Times Company | SVP, Strategy & Development | 2013–2018 | Advanced subscription-first model and product portfolio strategy . |
| The New York Times Company | Corporate/Business Development & Strategic Planning | 2004–2013 | Built strategic planning and corporate development capabilities . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Management consulting / early-stage media & communications | Consultant / Operator | Pre-2004 | Industry experience and deal execution foundations prior to NYT . |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $433,000 | $450,000 |
| Target Bonus (% of Salary) | 100% (prorated from July 1, 2023) | 100% |
| Target Bonus ($) | Not separately disclosed (100% of base, prorated) | $450,000 |
| Actual Annual Incentive Paid ($) | $553,976 | $549,900 |
| Stock Awards ($, grant-date fair value) | $1,077,203 | $965,472 |
| All Other Compensation ($) | $40,466 | $52,218 |
| Change in Pension/Deferred Comp Earnings ($) | $13,198 | $2,832 |
Performance Compensation
Annual Incentive – Structure and Payout (2024)
| Component | Metric(s) | Weight | Target | Actual/Payout |
|---|---|---|---|---|
| Financial | Adjusted Operating Profit and Total Revenue | 80% | 100% payout at budget objectives | 124% of target |
| Individual | Operational/strategic goals | 20% | Committee assessment | 115% of target |
| Result | — | — | Target $450,000 | Actual $549,900; 122% of target |
Long-Term Incentive Grants (2024–2026 cycle)
| Metric | Target Shares (#) | Grant-Date Value ($) |
|---|---|---|
| Adjusted Operating Profit | 6,890 | $320,000 |
| Digital Subscription Revenue | 3,445 | $160,000 |
| Relative TSR vs S&P 500 | 6,890 | $320,000 |
| Time-Vesting RSUs (3-year ratable) | 4,306 | $200,000 |
| Total | 21,531 | $1,000,000 |
- Vesting mechanics: RSUs vest in equal annual installments over three years; performance shares pay out after the 3-year cycle based on metric achievement (0–200%), with TSR capped at 100% if absolute TSR is negative .
Long-Term Incentive Outcomes (2022–2024 cycle)
| Metric | Target Shares (#) | Payout % | Actual Shares (#) | Award Value at Vest ($) |
|---|---|---|---|---|
| Adjusted Operating Profit | 2,548 | 149% | 3,797 | $181,800 |
| Digital Subscription Revenue | 1,274 | 80% | 1,019 | $48,790 |
| Relative TSR vs S&P 500 | 2,744 | 123% | 3,375 | $161,595 |
| Total | 6,566 | — | 8,191 | $392,185 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership (Class A) | 8,437 shares; less than 1% . |
| Unvested RSUs excluded from ownership table | 10,790 units . |
| Outstanding RSUs at FY-end (unvested) | 7,866 units; market value $409,425 @ $52.05 . |
| Outstanding performance awards (max reporting) | 72,330 units; market value reported at max $3,764,777 @ $52.05 (actual depends on performance) . |
| RSU vesting schedule (future tranches) | 2/18/25: 572; 2/21/25: 1,435; 2/22/25: 618; 8/10/25: 875; 2/21/26: 1,435; 2/22/26: 619; 8/10/26: 876; 2/21/27: 1,436 . |
| Hedging/pledging | Prohibited by Insider Trading Policy . |
| Ownership guidelines | Executives must hold ≥2x base salary; all executive officers are in compliance . |
| Options | No stock options outstanding as of 12/31/24 . |
Employment Terms
- Appointment and role: Appointed EVP & CFO effective July 1, 2023; serves as principal financial officer; base salary set at $450,000, target annual incentive 100% of base (prorated in 2023), LTI target $1,000,000 (80% performance shares, 20% RSUs) .
- Employment agreement: None; only the CEO has an employment agreement. Change-in-control terms governed by plan rules (no individual CIC agreement) .
Termination / Change-in-Control Economics (as of 12/31/24)
| Scenario | Annual & LTI Awards ($) | RSUs ($) | Pension PV ($) | Restoration Plan ($) |
|---|---|---|---|---|
| Termination (without CIC) | — | — | $65,684 | $234,241 |
| Resignation (without CIC) | — | — | $65,684 | $234,241 |
| Death/Disability/Retirement | $1,684,834 | $409,425 | $65,684 | $261,180 |
| Change in Control (continued employment) | $742,749 (earned ≥ target/actual to date; continues time-based vesting) | — | — | — |
| Termination upon Change in Control | $742,749 | $409,425 | $65,684 | $234,241 |
- Clawback: Dodd-Frank/NYSE-compliant compensation recoupment for incentive-based pay upon required restatements, regardless of misconduct .
- Deferred compensation and pension: Restoration Plan balance $234,241; 2024 company contribution $16,323 and earnings $14,161; pension present value $65,684 (frozen plan) .
Company Performance Context (for pay-for-performance alignment)
| Metric ($000) | 2023 | 2024 |
|---|---|---|
| Total Revenues | $2,426,152 | $2,585,919 |
| Adjusted Operating Profit | $389,851 | $455,402 |
- 2024 digital-only subscription revenue ~$1.3B (+14.1% YoY); digital ad revenue +7.7%; total revenues +6.6% YoY .
- 2022–2024 Relative TSR 21.41%, 56th percentile versus S&P 500, producing 123% TSR metric payout in LTI .
Investment Implications
- Pay-for-performance alignment: Annual incentives tied to adjusted operating profit and revenue (financial component paid at 124%) plus individual performance (115%), with long-term incentives weighted to adjusted operating profit, digital subscription revenue, and relative TSR; 2022–2024 LTI paid above target on profit and TSR, below on digital revenue, consistent with disclosed outcomes .
- Retention risk: No personal employment/severance agreement and no individual CIC contract; retention lever is equity with multi-year vesting (RSUs through 2027 and performance cycles through 2026), which can create scheduled vest-related selling pressure but is mitigated by ownership guidelines and anti-hedging/pledging policy .
- Alignment and governance: Robust stock ownership requirements (≥2x salary, in compliance), clawback policy, prohibition on hedging/pledging, and performance-based LTI paid solely in stock support shareholder alignment and reduce governance red flags; no tax gross-ups or significant perquisites .
- Execution track record: Nearly two decades at NYT across strategy, M&A, and finance; appointment after comprehensive search; company growth in revenues and adjusted operating profit under subscription-first strategy provides supportive backdrop for CFO value creation and disciplined capital allocation .