-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Fp1bjxwTr8uE0gprTNs0T4XdsniDwbPPs49wESlNP/mx5KcWeGudoV6we1a+gCPY gRwjEMTP2UW/a0ZoBVpj1A== 0001193125-08-173596.txt : 20080811 0001193125-08-173596.hdr.sgml : 20080811 20080811165318 ACCESSION NUMBER: 0001193125-08-173596 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20080629 FILED AS OF DATE: 20080811 DATE AS OF CHANGE: 20080811 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MCCLATCHY CO CENTRAL INDEX KEY: 0001056087 STANDARD INDUSTRIAL CLASSIFICATION: NEWSPAPERS: PUBLISHING OR PUBLISHING & PRINTING [2711] IRS NUMBER: 522080478 STATE OF INCORPORATION: DE FISCAL YEAR END: 0705 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: 1934 Act SEC FILE NUMBER: 333-46501 FILM NUMBER: 081006980 BUSINESS ADDRESS: STREET 1: LEGAL DEPARTMENT STREET 2: 2100 Q STREET CITY: SACRAMENTO STATE: CA ZIP: 95852 BUSINESS PHONE: 9163211846 MAIL ADDRESS: STREET 1: LEGAL DEPARTMENT STREET 2: 2100 Q STREET CITY: SACRAMENTO STATE: CA ZIP: 95816-6899 FORMER COMPANY: FORMER CONFORMED NAME: MNI NEWCO INC DATE OF NAME CHANGE: 19980218 10-Q/A 1 d10qa.htm AMENDMENT TO FORM 10-Q Amendment to Form 10-Q

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 10-Q/A

 

 

(Mark One)

 

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: June 29, 2008

or

 

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                      to                     

Commission file number: 1-9824

 

 

The McClatchy Company

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   52-2080478

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

2100 “Q” Street, Sacramento, CA   95816
(Address of principal executive offices)   (Zip Code)

916-321-1846

Registrant’s telephone number, including area code

 

 

Indicate by check mark whether the registrant has (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days:    x  Yes    ¨  No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, non-accelerated filer or smaller reporting company. See definition of “accelerated filer, large accelerated filer and smaller reporting company” in Rule 12b-2 of the Exchange Act:

Large accelerated filer  x            Accelerated filer  ¨            Non-accelerated filer  ¨            Smaller reporting company  ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12-b of the Exchange Act).    ¨  Yes    x  No

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: August 5, 2008:

Class A Common Stock 57,384,516

Class B Common Stock 25,050,962

 

 

 


Explanatory Note

The McClatchy Company is filing this Amendment No. 1 to Form 10-Q to correct the reporting of votes by holders of Class A Common Stock with respect to the election of four members of the Board of Directors at the May 13, 2008 annual shareholders’ meeting (Section 1 of Item 4, Part II of the Form 10-Q). There have been no changes from the original Form 10-Q other than as described above. This amendment does not otherwise update information in the Original Filing. Pursuant to Rule 12b-15, currently dated certifications of the Chief Executive Officer and the Chief Financial Officer are provided.

 

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS:

 

  1. Election of Directors of the Board

 

     VOTES
     FOR    WITHHELD

Class A Common Stock

     

Elizabeth Ballantine

   40,593,894    1,474,939

Kathleen Foley Feldstein

   40,593,531    1,475,302

S. Donley Ritchey

   40,083,998    1,984,835

Frederick R. Ruiz

   40,578,367    1,490,466

Class B Common Stock

     

Leroy Barnes, Jr.

   23,258,962    -0-

William K. Coblentz

   23,258,962    -0-

Molly Maloney Evangelisti

   23,258,962    -0-

Larry Jinks

   23,258,962    -0-

Joan F. Lane

   23,258,962    -0-

Brown McClatchy Maloney

   23,258,962    -0-

William B. McClatchy

   23,258,962    -0-

Kevin S. McClatchy

   23,258,962    -0-

Theodore R. Mitchell

   23,258,962    -0-

Gary B. Pruitt

   23,258,962    -0-


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

    The McClatchy Company

August 11, 2008

    By:   /s/ Gary B. Pruitt

Date

    Gary B. Pruitt
      Chief Executive Officer

August 11, 2008

    By:   /s/ Patrick J. Talamantes

Date

    Patrick J. Talamantes
      Chief Financial Officer


INDEX OF EXHIBITS

 

Exhibit

  

Description

31.1    Certification of the Chief Executive Officer of The McClatchy Company pursuant to Rule 13a-14(a) under the Exchange Act.
31.2    Certification of the Chief Financial Officer of The McClatchy Company pursuant to Rule 13a-14(a) under the Exchange Act.
EX-31.1 2 dex311.htm CERTIFICATION OF THE CEO PURSUANT TO RULE 13A-14(A) Certification of the CEO pursuant to Rule 13a-14(a)

EXHIBIT 31.1

CERTIFICATION

I, Gary B. Pruitt, certify that:

 

1. I have reviewed this Amendment No. 1 to the quarterly report on Form 10-Q of The McClatchy Company;

 

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report.

 

Date: August 11, 2008     /s/ Gary B. Pruitt
    Gary B. Pruitt
    Chief Executive Officer
EX-31.2 3 dex312.htm CERTIFICATION OF THE CFO PURSUANT TO RULE 13A-14(A) Certification of the CFO pursuant to Rule 13a-14(a)

EXHIBIT 31.2

CERTIFICATION

I, Patrick J. Talamantes, certify that:

 

1. I have reviewed this Amendment No. 1 to the quarterly report on Form 10-Q of The McClatchy Company;

 

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report.

 

Date: August 11, 2008     /s/ Patrick J. Talamantes
    Patrick J. Talamantes
    Chief Financial Officer
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