SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Lintecum Elaine

(Last)

(First)

(Middle)

2100 Q STREET

(Street)

SACRAMENTO

95816

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/16/2012

3. Issuer Name and Ticker or Trading Symbol
MCCLATCHY CO [ MNI ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP Finance and CFO

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	2,967	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Option (right to buy)	⁽¹⁾	12/17/2012	Class A Common Stock	7,000	$57.2	D
Option (right to buy)	⁽²⁾	12/16/2003	Class A Common Stock	8,000	$67.31	D
Option (right to buy)	⁽³⁾	12/14/2014	Class A Common Stock	8,000	$71.1	D
Employee Stock Appreciation Right	⁽⁴⁾	12/13/2015	Class A Common Stock	8,000	$59.09	D
Employee Stock Appreciation Right	⁽⁵⁾	12/12/2016	Class A Common Stock	10,000	$42.5	D
Employee Stock Appreciation Right	⁽⁶⁾	12/11/2017	Class A Common Stock	15,000	$13.22	D
Employee Stock Appreciation Right	⁽⁷⁾	12/16/2018	Class A Common Stock	20,000	$1.7	D
Employee Stock Appreciation Right	⁽⁸⁾	12/15/2019	Class A Common Stock	20,000	$3.42	D
Employee Stock Appreciation Right	⁽⁹⁾	02/23/2021	Class A Common Stock	20,000	$4.08	D
Employee Stock Appreciation Right	⁽¹⁰⁾	02/22/2022	Class A Common Stock	20,000	$2.76	D
Employee Restricted Stock Units	⁽¹¹⁾	⁽¹¹⁾	Class A Common Stock	5,000	⁽¹²⁾	D
Employee Restricted Stock Units	⁽¹³⁾	⁽¹³⁾	Class A Common Stock	20,000	⁽¹⁴⁾	D

Explanation of Responses:

1. The Non Qualified Stock Option provides for vesting in four equal installments beginning on March 1, 2004.

2. The Non Qualified Stock Option provides for vesting in four equal installment beginning on March 1, 2005.

3. The Non Qualifited Stock Option provides for vesting in four equal installments beginning on March 1, 2006.

4. The Employee Stock Appreciation Right provides for vesting in four equal installments beginning on March, 1, 2007.

5. The Employee Stock Appreciation Right provides for vesting in four equal installments beginning on March 1, 2008.

6. The Employee Stock Appreciation Right provides for vesting in four equal installments beginning on March 1, 2009.

7. The Employee Stock Appreciation Right provides for vesting in four equal installments beginning on March 1, 2010.

8. The Employee Stock Appreciation Right provides for vesting in four equal installment beginning on March 1, 2011.

9. The Employee Stock Appreciation Right provides for vesting in four equal installments beginning on March 1, 2012.

10. The Employee Stock Appreciation Right provides for vesting in four equal installments beginning on March 1, 2013.

11. The restricted stock units granted pursuant to The McClatchy Company vest on March 1, 2013.

12. Each restricted stock unit represents a contingent right to receive one share of McClatchy Class A Common Stock.

13. The restricted stock units granted pursuant to The McClatchy Company vest on March 1, 2014.

14. Each restricted stock unit represents a contingent right to receive one share of McClatchy Class A Common Stock.

Remarks:

	/s/ R. Elaine Lintecum	05/18/2012
	** 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 5 (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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