-----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, TK815ebMrktqBaS5PA9sY3yQVh2mFc7maiuYqrWEruamyPcxfJ9Rac7jue45A47v L/7xp0bxBwS83u4XIQg/eg== 0000726513-05-000030.txt : 20050630 0000726513-05-000030.hdr.sgml : 20050630 20050630114128 ACCESSION NUMBER: 0000726513-05-000030 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050624 ITEM INFORMATION: Other Events FILED AS OF DATE: 20050630 DATE AS OF CHANGE: 20050630 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRIBUNE CO CENTRAL INDEX KEY: 0000726513 STANDARD INDUSTRIAL CLASSIFICATION: NEWSPAPERS: PUBLISHING OR PUBLISHING & PRINTING [2711] IRS NUMBER: 361880355 STATE OF INCORPORATION: DE FISCAL YEAR END: 1227 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08572 FILM NUMBER: 05927320 BUSINESS ADDRESS: STREET 1: 435 N MICHIGAN AVE STREET 2: STE 600 CITY: CHICAGO STATE: IL ZIP: 60611 BUSINESS PHONE: 3122229100 8-K 1 form8k063005.htm FORM 8-K - JUNE 30, 2005 Form 8-K - Dated June 30, 2005


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

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


DATE OF REPORT:   June 30, 2005

Commission file number 1-8572

TRIBUNE COMPANY
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation or organization)

36-1880355
(I.R.S. Employer
Identification No.)

 

435 North Michigan Avenue
Chicago, Illinois

(Address of principal executive offices)

60611
(Zip code)


Registrant's telephone number, including area code:  (312) 222-9100

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the obligation of the registrant under any of the following provisions:

[  ]   Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


ITEM 8.01.  OTHER EVENTS.

On June 24, 2005, pursuant to authorization by the Governance and Compensation Committee of the Tribune Company Board of Directors, the Company accelerated the vesting of certain stock options as follows:


Date of Grant Total Options
Accelerated
Grant Price New Vest Date
February 11, 2003 2,352,700 $45.90 June 24, 2005
February 10, 2004 2,355,375 $52.05 June 24, 2005

The stock options that were accelerated are all held by non-executive officers of the Company. Stock options awarded to the current executive officers of the Company on February 11, 2003 and February 10, 2004, which aggregated 754,000 and 557,000, respectively, were not accelerated. All other terms and conditions of the February 11, 2003 and February 10, 2004 stock option grants are unchanged. No other Tribune Company stock option grants are affected.

The accelerated vesting of these stock options is one of several actions the Company has recently taken to reduce stock-based compensation expense that will be recorded in future years with the adoption of Statement of Financial Accounting Standards No. 123R. Over the last two years, the Company has reduced the number of stock options granted by approximately 45%. The Company also reduced the option term from 10 to 8 years for both the 2004 and 2005 option grants and eliminated the replacement option feature from those grants.


SIGNATURE

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 hereunto duly authorized.


 

     TRIBUNE COMPANY
     (Registrant)
 
 
 

Date:  June 30, 2005

      /s/  Mark W. Hianik
      Mark W. Hianik
      Vice President

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