FORM 5 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ANNUAL 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). | |||||||||||||||||
Form 3 Holdings Reported. | |||||||||||||||||
Form 4 Transactions Reported. |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
KNIGHT RIDDER INC [ KRIC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Statement for Issuer's Fiscal Year Ended
(Month/Day/Year) 12/26/2004 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | |||||||||||||||
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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 at end of Issuer's Fiscal Year (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||||||
Amount | (A) or (D) | Price | |||||||||||||
Common Stock(1) | 8,482 | D | |||||||||||||
Common Stock/401k | 274.5814 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | ||||||||||||||
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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) | |||
(A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | |||||||||
Deferred Compensation Stock Units | (2) | 04/06/2004 | I | 169.5047 | (2) | (2) | Common Stock | 169.5047 | $77.655 | 749.5977 | D | |||
Deferred Compensation Stock Units | $0 | (3) | (3) | Common Stock | 4.6632 | 4.6632 | D | |||||||
Non-Qualified Stock Option (right to buy)(4) | $49.625 | 12/11/1999(5) | 12/11/2008 | Common Stock | 15,000 | 15,000 | D | |||||||
Non-Qualified Stock Option (right to buy)(4) | $52.375 | 08/03/1999(5) | 08/03/2008 | Common Stock | 20,000 | 20,000 | D | |||||||
Non-Qualified Stock Option (right to buy) | $54.8125 | 12/19/2001(5) | 12/19/2010 | Common Stock | 30,000 | 30,000 | D | |||||||
Non-Qualified Stock Option (right to buy)(4) | $57.9688 | 12/15/2000(5) | 12/15/2009 | Common Stock | 25,000 | 25,000 | D | |||||||
Non-Qualified Stock Option (right to buy)(4) | $62.155 | 12/19/2003 | 12/19/2012 | Common Stock | 30,000 | 30,000 | D | |||||||
Non-Qualified Stock Option (right to buy) | $62.25 | 12/12/2002 | 12/12/2011 | Common Stock | 30,000 | 30,000 | D | |||||||
Non-Qualified Stock Option (right to buy) | $67.315 | 12/13/2005 | 12/13/2014 | Common Stock | 27,000 | 27,000 | D | |||||||
Non-Qualified Stock Option (right to buy) | $75.205 | 12/04/2004 | 12/04/2013 | Common Stock | 30,000 | 30,000 | D |
Explanation of Responses: |
1. Represents restricted shares of common stock granted pursuant to the Issuer's Long-Term Incentive Plan (the "Plan"). The number of shares granted to the reporting person is based on the average closing price of the Issuer's comon stock in the last completed calendar month preceding the grant. Under the terms of the Plan, the shares vested when the Issuer's total shareholder return ("TSR") was positive and at least equal to the median TSR of the other companies of the S&P Newspaper Index at the end of the performance period. The performance period ended 12/31/02. |
2. Units were acquired under the issuer's MBO Deferral Plan, subject to reporting person's rights under the Plan to transfer the units to another deferred compensation investment fund, or to defer the settlement date to a later date. |
3. Units were acquired under the issuer's MBO Deferral Plan, subject to reporting person's rights under the Plan to transfer the units to another deferred compensation plan. |
4. Options previously granted under the Knight-Ridder, Inc. Employee Stock Option Plan. |
5. The Option is exercisable in three equal annual installments beginning on the first anniversary of the date of grant. |
By: Polk Laffoon For: Marshall W. Anstandig | 02/07/2005 | |
** 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |