-----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, V47DNvGmbFKV3R9r8cKO9BDEA91kTihvg/kTF9EE6Zjxn8Y48tueeNK6nwdNJ5ME zQ28kAOz5PmcYsrMvgAcfw== 0001208729-06-000001.txt : 20060703 0001208729-06-000001.hdr.sgml : 20060703 20060703142730 ACCESSION NUMBER: 0001208729-06-000001 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060627 FILED AS OF DATE: 20060703 DATE AS OF CHANGE: 20060703 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LAFFOON POLK IV CENTRAL INDEX KEY: 0001208729 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-07553 FILM NUMBER: 06940480 MAIL ADDRESS: STREET 1: 50 W SAN FERNANDO ST 15TH FLR CITY: SAN JOSE STATE: CA ZIP: 95113 4 1 edgardoc.xml PRIMARY DOCUMENT X0202 4 2006-06-27 1 0000205520 KNIGHT RIDDER INC KRIC 0001208729 LAFFOON POLK IV 50 W. SAN FERNANDO STREET 15TH FLOOR SAN JOSE CA 95113 0 1 0 0 VP Corporate Relations Common Stock 2006-06-27 4 D 0 10986.5485 0 D 0 D Common Stock/401k 2006-06-27 4 D 0 2306.6764 0 D 0 D Non-Qualified Stock Option (right to buy) 49.625 2006-06-27 4 D 0 12000 0 D 1999-12-11 2008-12-11 Common Stock 12000 0 D Non-Qualified Stock Option (right to buy) 51.7188 2006-06-27 4 D 0 10000 0 D 1998-12-16 2007-12-16 Common Stock 10000 0 D Non-Qualified Stock Option (right to buy) 54.8125 2006-06-27 4 D 0 15000 0 D 2001-12-19 2010-12-19 Common Stock 15000 0 D Non-Qualified Stock Option (right to buy) 57.9688 2006-06-27 4 D 0 15000 0 D 2000-12-15 2009-12-15 Common Stock 15000 0 D Non-Qualified Stock Option (right to buy) 62.155 2006-06-27 4 D 0 20000 0 D 2003-12-19 2012-12-19 Common Stock 20000 0 D Non-Qualified Stock Option (right to buy) 62.25 2006-06-27 4 D 0 20000 0 D 2002-12-12 2011-12-12 Common Stock 20000 0 D Non-Qualified Stock Option (right to buy) 63.86 2006-06-27 4 D 0 8550 0 D 2015-12-16 Common Stock 8550 0 D Non-Qualified Stock Option (right to buy) 67.315 2006-06-27 4 D 0 18000 0 D 2005-12-13 2014-12-13 Common Stock 18000 0 D Non-Qualified Stock Option (right to buy) 75.205 2006-06-27 4 D 0 20000 0 D 2004-12-04 2013-12-04 Common Stock 20000 0 D Restricted Stock Units 0 2006-06-27 4 A 0 2138 0 A 2006-12-16 2015-12-16 Common Stock 2138 2138 D Restricted Stock Units 0 2006-06-27 4 D 0 2138 0 D 2006-12-16 2015-12-16 Common Stock 2138 0 D Disposed of pursuant to merger agreement between issuer and The McClatchy Company in exchange for $439,461.94 in cash, 5,622 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 $92,267.06 in cash, 1,180 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 $132,927.72, 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 $89,835.10, 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 $88,347.15, 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. Option granted under the Knight-Ridder, Inc. Employee Equity Incentive Plan and vests in three equal annual installments beginning one year from date of grant. This option, which became entirely exercisable on June 20, 2006, was canceled in the merger in exchange for a cash payment of $41,002.65, 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 $129,781.54, 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: Polk Laffoon IV 2006-07-03 -----END PRIVACY-ENHANCED MESSAGE-----