SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
HARBERT MANAGEMENT CORP

(Last) (First) (Middle)
ONE RIVERCHASE PARKWAY SOUTH

(Street)
BIRMINGHAM AL 35244

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NEW YORK TIMES CO [ NYT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) X Other (specify below)
* See Remarks
3. Date of Earliest Transaction (Month/Day/Year)
02/22/2008
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock (par value $0.10 per share) 02/22/2008 P 50,000 A $19.2 24,392,034 I See Notes(1)(4)(5)
Class A Common Stock (par value $0.10 per share) 02/22/2008 P 100,000 A $19.15 24,492,034 I See Notes(1)(4)(5)
Class A Common Stock (par value $0.10 per share) 02/22/2008 P 75,000 A $19.05 24,567,034 I See Notes(1)(4)(5)
Class A Common Stock (par value $0.10 per share) 02/22/2008 P 73,000 A $18.99 24,640,034 I See Notes(1)(4)(5)
Class A Common Stock (par value $0.10 per share) 02/22/2008 P 390,000 A $19.22 25,030,034 I See Notes(1)(4)(5)
Class A Common Stock (par value $0.10 per share) 02/22/2008 P 506,000 A $19.22 25,536,034 I See Notes(1)(4)(5)
Class A Common Stock (par value $0.10 per share) 02/22/2008 P 300,000 A $19.25 25,836,034 I See Notes(1)(4)(5)
Class A Common Stock (par value $0.10 per share) 02/22/2008 P 333,600 A $19.3 26,169,634 I See Notes(1)(4)(5)
Class A Common Stock (par value $0.10 per share) 02/22/2008 P 800,000 A $19.35 26,969,634 I See Notes(1)(4)(5)
Class A Common Stock (par value $0.10 per share) 02/22/2008 P 253,000 A $18.9432 27,222,634 I See Notes(1)(4)(5)
Class A Common Stock (par value $0.10 per share) 100 I See Notes(1)(2)(4)(5)
Class A Common Stock (par value $0.10 per share) 100 I See Notes(1)(3)(4)(5)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
HARBERT MANAGEMENT CORP

(Last) (First) (Middle)
ONE RIVERCHASE PARKWAY SOUTH

(Street)
BIRMINGHAM AL 35244

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
* See Remarks
1. Name and Address of Reporting Person*
HARBINGER CAPITAL PARTNERS SPECIAL SITUATIONS GP, LLC

(Last) (First) (Middle)
555 MADISON AVENUE
16TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
* See Remarks
1. Name and Address of Reporting Person*
HARBINGER CAPITAL PARTNERS OFFSHORE MANAGER, L.L.C.

(Last) (First) (Middle)
ONE RIVERCHASE PARKWAY SOUTH

(Street)
BIRMINGHAM AL 35244

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
* See Remarks
1. Name and Address of Reporting Person*
HMC INVESTORS, L.L.C.

(Last) (First) (Middle)
ONE RIVERCHASE PARKWAY SOUTH

(Street)
BIRMINGHAM AL 35244

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
* See Remarks
1. Name and Address of Reporting Person*
HMC - NEW YORK, INC.

(Last) (First) (Middle)
555 MADISON AVENUE
16TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
* See Remarks
1. Name and Address of Reporting Person*
FALCONE PHILIP

(Last) (First) (Middle)
555 MADISON AVE
16TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
* See Remarks
1. Name and Address of Reporting Person*
HARBERT RAYMOND J

(Last) (First) (Middle)
ONE RIVERCHASE PARKWAY SOUTH

(Street)
BIRMINGHAM AL 35244

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
* See Remarks
1. Name and Address of Reporting Person*
LUCE MICHAEL D

(Last) (First) (Middle)
ONE RIVERCHASE PARKWAY SOUTH

(Street)
BIRMINGHAM AL 35244

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
* See Remarks
1. Name and Address of Reporting Person*
FIREBRAND INVESTMENTS, LLC

(Last) (First) (Middle)
210 LITTLE NOYAC PATH
WATER MILL

(Street)
NEW YORK NY 11976

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
* See Remarks
1. Name and Address of Reporting Person*
GALLOWAY SCOTT

(Last) (First) (Middle)
40 WEST 4TH STREET

(Street)
NEW YORK NY 10014

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
* See Remarks
Explanation of Responses:
1. Harbinger Capital Partners Master Fund I, Ltd., or the Master Fund, is the direct beneficial owner of 100 shares of the Issuer's class A common stock, or the Shares, Harbinger Capital Partners Special Situations Fund, L.P., or the Special Situations Fund, is the direct beneficial owner of 100 Shares and Harbinger Capital Partners NY, LLC, or the LLC, is the direct beneficial owner of 27,222,634 Shares. The Master Fund and the Special Situations Fund may be deemed to indirectly beneficially own certain of the shares directly beneficially owned by the LLC (See Note 4).
2. Harbinger Capital Partners Offshore Manager, L.L.C., or Harbinger Management, is the investment manager of the Master Fund. HMC Investors, L.L.C., or HMC Investors, is the managing member of Harbinger Management. Harbert Management Corporation, or HMC, is the managing member of HMC Investors. Philip Falcone is the portfolio manager of the Master Fund and a shareholder of HMC. Raymond J. Harbert and Michael D. Luce are shareholders of HMC. Each of Harbinger Management, HMC Investors, HMC, and Messrs. Falcone, Harbert and Luce may be deemed to beneficially own the securities owned directly or indirectly by the Master Fund. Such persons disclaim beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Echange Act of 1934, as amended, or for any other purpose.
3. Harbinger Capital Partners Special Situations GP, LLC, or HCPSS, is the general partner of the Special Situations Fund, HMC-New York, Inc., or HMCNY, is the managing member of HCPSS. HMC wholly owns HMCNY. Philip Falcone is the portfolio manager of the Special Situations Fund and is a shareholder of HMC. Raymond J. Harbert and Michael D. Luce are shareholders of HMC. Each of HCPSS, HMCNY, HMC, and Messrs. Falcone, Harbert and Luce may be deemed to beneficially own the securities owned directly or indirectly by the Special Situations Fund. Such persons disclaim beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
4. The Master Fund, the Special Situations Fund and Firebrand Investments, LLC, or Firebrand Investments, are members of the LLC. Scott Galloway is the managing member of Firebrand Investments. The Master Fund has sole investment control over the securities directly owned by the LLC that were contributed to the LLC by the Master Fund or purchased using capital contributions of the Master Fund to the LLC. The Special Situations Fund has sole investment control over the securities directly beneficially owned by the LLC that were contributed to the LLC by the Special Situations Fund or purchased using capital contributions of the Special Situations Fund to the LLC. Firebrand Investments has sole investment control over the securities directly owned by the LLC that were contributed to the LLC by Firebrand Investments (or certain related investors) or purchased using capital contributions of Firebrand Investments (or certain related investors) to the LLC.
5. Under the terms of the operating agreement of the LLC, Firebrand Investments has an interest in the net profits from investments in the Issuer that are made by the Master Fund and the Special Situations Fund, including direct investments and indirect investments through the LLC. Mr. Galloway may be deemed to indirectly beneficially own securities that are beneficially owned by Firebrand Investments. Firebrand Investments and Mr. Galloway disclaim beneficial ownership of the securities beneficially owned by the LLC, the Master Fund and the Special Situations Fund, except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
Remarks:
(*) The Reporting Persons and the other persons referred to the footnotes to this Statement may be deemed to be members of a "group" for purposes of the Securities Exchange Act of 1934. Each Reporting Person disclaims beneficial ownership of any securities deemed to be owned by the group that are not directly owned by the reporting person. This Statement shall not be deemed an admission that such Reporting Person is a member of a group or the beneficial owner of any securities not directly owned by such Reporting Person. (**) Given that the EDGAR system limits the number of filers on an electronic submission filed under Section 16 to a maximum of ten, the shares reported herein as indirectly beneficially owned by Harbinger Capital Partners Offshore Manager, L.L.C., HMC Investors, L.L.C., Harbinger Capital Partners Special Situations GP, LLC, HMC-New York, Inc., Harbert Management Corporation, Philip Falcone, Raymond J. Harbert, Michael D. Luce, Firebrand Investments, LLC and Scott Galloway are also being reported on a separate Form 4 as directly beneficially owned by Harbinger Capital Partners Master Fund I, Ltd., Harbinger Capital Partners Special Situations Fund, L.P. and Harbinger Capital Partners NY, LLC.
Harbert Management Corporation, By: /s/ William R. Lucas, Jr., Executive Vice President 02/26/2008
Harbinger Capital Partners Special Situations GP, LLC, By: HMC-New York, Inc., Managing member, By: /s/ William R. Lucas, Jr., Executive Vice President 02/26/2008
Harbinger Capital Partners Offshore Manager, L.L.C., By: HMC Investors, L.L.C., Managing Member, By: /s/ William R. Lucas, Jr., Executive Vice President 02/26/2008
HMC Investors, L.L.C., By: /s/ William R. Lucas, Jr., Executive Vice President 02/26/2008
HMC-New York, Inc., By: /s/ William R. Lucas, Jr., Executive Vice President 02/26/2008
/s/ Philip Falcone 02/26/2008
/s/ Raymond J. Harbert 02/26/2008
/s/ Michael D. Luce 02/26/2008
Firebrand Investments, LLC, By: /s/ Scott Galloway, Founder and CIO 02/26/2008
/s/ Scott Galloway 02/26/2008
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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