SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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).
1. Name and Address of Reporting Person*
LAWRENCE CHARLES BERDON

(Last) (First) (Middle)
55 WAUGH DRIVE
SUITE 1000

(Street)
HOUSTON TX 77007

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
KIRBY CORP [ KEX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chairman of the Board
3. Date of Earliest Transaction (Month/Day/Year)
10/31/2005
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $.10 per share 11/01/2005 M 55,000 A $21.5313 1,857,698 D
Common Stock, par value $.10 per share 11/01/2005 M 55,000 A $27.13 1,912,698 D
Common Stock, par value $.10 per share 11/01/2005 M 36,666 A $25.55 1,949,364 D
Common Stock, par value $.10 per share 11/01/2005 M 18,334 A $33.925 1,967,698 D
Common Stock, par value $.10 per share 10/31/2005 S 165,000 D $51.76 1,802,698 D
Common Stock, par value $.10 per share 506,302 I Trusts(1)
Common Stock, par value $.10 per share 3,349 I 401(k) Plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) $21.5313 11/01/2005 M 55,000 01/15/2004(2) 01/15/2006 Common Stock 55,000 $21.5313 195,000 D
Employee Stock Option (Right to Buy) $27.13 11/01/2005 M 55,000 01/28/2005(2) 01/28/2007 Common Stock 55,000 $27.13 140,000 D
Employee Stock Option (Right to Buy) $25.55 11/01/2005 M 36,666 01/27/2005(3) 01/27/2008 Common Stock 36,666 $25.55 103,334 D
Employee Stock Option (Right to Buy) $33.925 11/01/2005 M 18,334 01/26/2005(4) 01/26/2009 Common Stock 18,334 $33.925 85,000 D
Explanation of Responses:
1. These shares are owned by four trusts. Mr. Lawrence is not a beneficiary under any of the trusts, but under the terms of the instruments pursuant to which all four trusts were created, Mr. Lawrence does have the right to reacquire the property constituting the principal of the trusts, including, but not limited to, the shares owned by the trusts by substituting property of equal value therefor.
2. Original option exercisable 33% after one year, 67% after two years, and 100% after three years from date of grant.
3. Original option of 55,000 shares exercisable 33% after one year and 67% after two years from date of grant.
4. Original option of 55,000 shares exercisable 33% after one year from date of grant.
Remarks:
G. Stephen Holcomb, Agent and Attorney-in-Fact 11/02/2005
** 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.