KNIGHT RIDDER INC·4

Jun 30, 3:40 PM ET

ROSSI STEVEN B 4

4 · KNIGHT RIDDER INC · Filed Jun 30, 2006

Insider Transaction Report

Form 4
Period: 2006-06-27
ROSSI STEVEN B
Sr. Vice President/CFO
Transactions
  • Disposition to Issuer

    Common Stock/401k

    2006-06-272,636.3060 total
  • Disposition to Issuer

    Non-Qualified Stock Option (right to buy)

    2006-06-276,6660 total
    Exercise: $39.31From: 1997-12-11Exp: 2006-12-10Common Stock (6,666 underlying)
  • Disposition to Issuer

    Non-Qualified Stock Option (right to buy)

    2006-06-2750,0000 total
    Exercise: $54.81From: 2001-12-19Exp: 2010-12-19Common Stock (50,000 underlying)
  • Disposition to Issuer

    Non-Qualified Stock Option (right to buy)

    2006-06-2790,0000 total
    Exercise: $62.16From: 2003-12-19Exp: 2012-12-19Common Stock (90,000 underlying)
  • Disposition to Issuer

    Non-Qualified Stock Option (right to buy)

    2006-06-27110,0000 total
    Exercise: $75.20From: 2004-12-04Exp: 2013-12-04Common Stock (110,000 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2006-06-277,0000 total
    Exercise: $0.00From: 2006-12-16Exp: 2015-12-16Common Stock (7,000 underlying)
  • Disposition to Issuer

    Non-Qualified Stock Option (right to buy)

    2006-06-2720,0000 total
    Exercise: $56.33From: 2002-01-29Exp: 2011-01-29Common Stock (20,000 underlying)
  • Disposition to Issuer

    Non-Qualified Stock Option (right to buy)

    2006-06-2728,0000 total
    Exercise: $63.86Exp: 2015-12-16Common Stock (28,000 underlying)
  • Award

    Restricted Stock Units

    2006-06-27+7,0007,000 total
    Exercise: $0.00From: 2006-12-16Exp: 2015-12-16Common Stock (7,000 underlying)
  • Disposition to Issuer

    Common Stock

    2006-06-2717,4530 total
  • Disposition to Issuer

    Deferred Compensation Stock Units

    2006-06-2713,442.1270 total
    From: 2001-04-15Common Stock (13,442.127 underlying)
  • Disposition to Issuer

    Non-Qualified Stock Option (right to buy)

    2006-06-2770,0000 total
    Exercise: $49.63From: 1999-12-11Exp: 2008-12-11Common Stock (70,000 underlying)
  • Disposition to Issuer

    Non-Qualified Stock Option (right to buy)

    2006-06-2712,0000 total
    Exercise: $51.72From: 1998-12-16Exp: 2007-12-16Common Stock (12,000 underlying)
  • Disposition to Issuer

    Non-Qualified Stock Option (right to buy)

    2006-06-2760,0000 total
    Exercise: $67.31From: 2005-12-13Exp: 2014-12-13Common Stock (60,000 underlying)
Footnotes (11)
  • [F1]Disposed of pursuant to merger agreement between issuer and The McClatchy Company in exchange for $698,120.00 in cash, 8,932 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.
  • [F10]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.
  • [F11]Restricted Stock Units were canceled in the merger in exchange for a cash payment of $424,916.17, 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.
  • [F2]Disposed of pursuant to merger agreement between issuer and The McClatchy Company in exchange for $105,452.23 in cash, 1,349 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.
  • [F3]Disposed of pursuant to merger agreement between issuer and The McClatchy Company in exchange for $537,685.07 in cash, 6,879 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.
  • [F4]This option, which became entirely exercisable on June 20, 2006, was canceled in the merger in exchange for a cash payment of $142,584.47, 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.
  • [F5]This option, which became entirely exercisable on June 20, 2006, was canceled in the merger in exchange for a cash payment of $276,932.75, 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.
  • [F6]This option, which became entirely exercisable on June 20, 2006, was canceled in the merger in exchange for a cash payment of $107,802.12, 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.
  • [F7]This option, which became entirely exercisable on June 20, 2006, was canceled in the merger in exchange for a cash payment of $294,490.50, 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.
  • [F8]This option, which became entirely exercisable on June 20, 2006, was canceled in the merger in exchange for a cash payment of $87,446.20, 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.
  • [F9]This option, which became entirely exercisable on June 20, 2006, was canceled in the merger in exchange for a cash payment of $136,675.50, 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.

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