-----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, P/1G0hEIiMG/fRuGVn/guUIHUjOO7MAN1wKzuWVC+Kw/uBKltGWwiCrmmD2Lft/j ZtigDBnXNzmGewIkOALzvQ== 0001208718-06-000003.txt : 20060630 0001208718-06-000003.hdr.sgml : 20060630 20060630193931 ACCESSION NUMBER: 0001208718-06-000003 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060627 FILED AS OF DATE: 20060630 DATE AS OF CHANGE: 20060630 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RIDDER P ANTHONY CENTRAL INDEX KEY: 0001208718 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-07553 FILM NUMBER: 06939263 MAIL ADDRESS: STREET 1: 50 W SAN FERNANDO ST 15TH FLR CITY: SAN JOSE STATE: CA ZIP: 95113 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: KNIGHT RIDDER INC CENTRAL INDEX KEY: 0000205520 STANDARD INDUSTRIAL CLASSIFICATION: NEWSPAPERS: PUBLISHING OR PUBLISHING & PRINTING [2711] IRS NUMBER: 380723657 STATE OF INCORPORATION: FL FISCAL YEAR END: 1226 BUSINESS ADDRESS: STREET 1: 50 W SAN FERNANDO ST CITY: SAN JOSE STATE: CA ZIP: 95113 BUSINESS PHONE: 4089387700 MAIL ADDRESS: STREET 1: 50 W SAN FERNANDO ST CITY: SAN JOSE STATE: CA ZIP: 95113 FORMER COMPANY: FORMER CONFORMED NAME: KNIGHT RIDDER NEWSPAPERS INC /FL/ DATE OF NAME CHANGE: 19860707 4 1 edgardoc.xml PRIMARY DOCUMENT X0202 4 2006-06-27 1 0000205520 KNIGHT RIDDER INC KRIC 0001208718 RIDDER P ANTHONY 50 W. SAN FERNANDO STREET 15TH FLOOR SAN JOSE CA 95113 1 1 0 0 Chairman and CEO Common Stock 2006-06-27 4 D 0 205194 D 0 D Common Stock 2006-06-27 4 D 0 3456.371 D 0 I by Spouse Common Stock 2006-06-27 4 D 0 18876.1545 D 0 I by Trust Common Stock/401k 2006-06-27 4 D 0 4311.4271 D 0 D Non-Qualified Stock Option (right to buy) 49.625 2006-06-27 4 D 0 80000 0 D 1999-12-11 2008-12-11 Common Stock 80000 0 D Non-Qualified Stock Option (right to buy) 54.8125 2006-06-27 4 D 0 150000 0 D 2001-12-19 2010-12-19 Common Stock 150000 0 D Non-Qualified Stock Option (right to buy) 57.9688 2006-06-27 4 D 0 150000 0 D 2000-12-15 2009-12-15 Common Stock 150000 0 D Non-Qualified Stock Option (right to buy) 62.155 2006-06-27 4 D 0 175000 0 D 2003-12-19 2012-12-19 Common Stock 175000 0 D Non-Qualified Stock Option (right to buy) 62.25 2006-06-27 4 D 0 150000 0 D 2002-12-12 2011-12-12 Common Stock 150000 0 D Non-Qualified Stock Option (right to buy) 63.86 2006-06-27 4 D 0 74000 0 D 2015-12-16 Common Stock 74000 0 D Non-Qualified Stock Option (right to buy) 67.315 2006-06-27 4 D 0 155000 0 D 2005-12-13 2014-12-13 Common Stock 155000 0 D Non-Qualified Stock Option (right to buy) 75.205 2006-06-27 4 D 0 175000 0 D 2004-12-04 2013-12-04 Common Stock 175000 0 D Restricted Stock Units 0 2006-06-27 4 A 0 18500 0 A 2006-12-16 2015-12-16 Common Stock 18500 18500 D Restricted Stock Units 0 2006-06-27 4 D 0 18500 0 D 2015-12-16 Common Stock 18500 0 D Disposed of pursuant to merger agreement between issuer and The McClatchy Company in exchange for $8,207,760.00 in cash, 105,018 shares of McClatchy Class A common stock having a closing market value of 39.03 per share on the effective date of the merger, and cash in lieu of fractional shares. Disposed of pursuant to merger agreement between issuer and The McClatchy Company in exchange for $138,254.84 in cash, 1,768 shares of McClatchy Class A common stock having a closing market value of $39.03 per share on the effective date of the merger, and cash in lieu of fractional shares. Disposed of pursuant to merger agreement between issuer and The McClatchy Company in exchange for $755,046.16 in cash, 9,660 shares of McClatchy Class A common stock having a closing market value of $39.03 per share on the effective date of the merger, and cash in lieu of fractional shares. Shares held in trust for the reporting person's grandchildren. The reporting person's spouse is trustee of the trust. The reporting person and spouse disclaim any beneficial interest in these shares. Disposed of pursuant to merger agreement between issuer and The McClatchy Company in exchange for $172,457.08 in cash, 2,206 shares of McClatchy Class A common stock having a closing market value of $39.03 per share on the effective date of the merger, and cash in lieu of fractional shares. This option, which became entirely exercisable on June 20, 2006, was canceled in the merger in exchange for a cash payment of $886,184.80, representing the excess, if any, of (A) the product of (1) the number of shares of Knight Ridder common stock issuable upon exercise of such option multiplied by (2) the sum of (x) $40.00 plus (y) the product of 0.5118 multiplied by the closing price of McClatchy Class A common stock on the last trading day immediately preceding the closing of the merger, over (B) the aggregate exercise price of such Knight Ridder stock option. This option, which became entirely exercisable on June 20, 2006, was canceled in the merger in exchange for a cash payment of $883,471.50, representing the excess, if any, of (A) the product of (1) the number of shares of Knight Ridder common stock issuable upon exercise of such option multiplied by (2) the sum of (x) $40.00 plus (y) the product of 0.5118 multiplied by the closing price of McClatchy Class A common stock on the last trading day immediately preceding the closing of the merger, over (B) the aggregate exercise price of such Knight Ridder stock option. This option, which became entirely exercisable on June 20, 2006, was canceled in the merger in exchange for a cash payment of $410,026.50, representing the excess, if any, of (A) the product of (1) the number of shares of Knight Ridder common stock issuable upon exercise of such option multiplied by (2) the sum of (x) $40.00 plus (y) the product of 0.5118 multiplied by the closing price of McClatchy Class A common stock on the last trading day immediately preceding the closing of the merger, over (B) the aggregate exercise price of such Knight Ridder stock option. This option, which became entirely exercisable on June 20, 2006, was canceled in the merger for no consideration because the exercise price exceeded the value of the merger consideration. Restricted Stock Units were canceled in the merger in exchange for a cash payment of $1,122.992.74, representing the product of (1) the number of shares of Knight Ridder common stock issuable upon vesting of such units multiplied by (2) the sum of (x) $40.00 plus (y) the product of 0.5118 multiplied by the closing price of McClatchy Class A common stock on the last trading day immediately preceding the closing of the merger. By: Steve Rossi For: P. Anthony Ridder 2006-06-30 -----END PRIVACY-ENHANCED MESSAGE-----