UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(Mark One)
x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended: June 29, 2008
or
¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number: 1-9824
The McClatchy Company
(Exact name of registrant as specified in its charter)
| | |
Delaware | | 52-2080478 |
(State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer Identification No.) |
| |
2100 “Q” Street, Sacramento, CA | | 95816 |
(Address of principal executive offices) | | (Zip Code) |
916-321-1846
Registrant’s telephone number, including area code
Indicate by check mark whether the registrant has (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days: x Yes ¨ No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, non-accelerated filer or smaller reporting company. See definition of “accelerated filer, large accelerated filer and smaller reporting company” in Rule 12b-2 of the Exchange Act:
Large accelerated filer x Accelerated filer ¨ Non-accelerated filer ¨ Smaller reporting company ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12-b of the Exchange Act). ¨ Yes x No
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: August 5, 2008:
Class A Common Stock 57,384,516
Class B Common Stock 25,050,962
Explanatory Note
The McClatchy Company is filing this Amendment No. 1 to Form 10-Q to correct the reporting of votes by holders of Class A Common Stock with respect to the election of four members of the Board of Directors at the May 13, 2008 annual shareholders’ meeting (Section 1 of Item 4, Part II of the Form 10-Q). There have been no changes from the original Form 10-Q other than as described above. This amendment does not otherwise update information in the Original Filing. Pursuant to Rule 12b-15, currently dated certifications of the Chief Executive Officer and the Chief Financial Officer are provided.
ITEM 4. | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS: |
| 1. | Election of Directors of the Board |
| | | | |
| | VOTES |
| | FOR | | WITHHELD |
Class A Common Stock | | | | |
Elizabeth Ballantine | | 40,593,894 | | 1,474,939 |
Kathleen Foley Feldstein | | 40,593,531 | | 1,475,302 |
S. Donley Ritchey | | 40,083,998 | | 1,984,835 |
Frederick R. Ruiz | | 40,578,367 | | 1,490,466 |
| | |
Class B Common Stock | | | | |
Leroy Barnes, Jr. | | 23,258,962 | | -0- |
William K. Coblentz | | 23,258,962 | | -0- |
Molly Maloney Evangelisti | | 23,258,962 | | -0- |
Larry Jinks | | 23,258,962 | | -0- |
Joan F. Lane | | 23,258,962 | | -0- |
Brown McClatchy Maloney | | 23,258,962 | | -0- |
William B. McClatchy | | 23,258,962 | | -0- |
Kevin S. McClatchy | | 23,258,962 | | -0- |
Theodore R. Mitchell | | 23,258,962 | | -0- |
Gary B. Pruitt | | 23,258,962 | | -0- |
SIGNATURES
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 thereunto duly authorized.
| | | | | | | | |
| | | | The McClatchy Company |
| | | |
August 11, 2008 | | | | By: | | /s/ Gary B. Pruitt |
Date | | | | Gary B. Pruitt |
| | | | | | Chief Executive Officer |
| | | |
August 11, 2008 | | | | By: | | /s/ Patrick J. Talamantes |
Date | | | | Patrick J. Talamantes |
| | | | | | Chief Financial Officer |
INDEX OF EXHIBITS
| | |
Exhibit | | Description |
| |
31.1 | | Certification of the Chief Executive Officer of The McClatchy Company pursuant to Rule 13a-14(a) under the Exchange Act. |
| |
31.2 | | Certification of the Chief Financial Officer of The McClatchy Company pursuant to Rule 13a-14(a) under the Exchange Act. |