SEC Form 4 · accession 0000780392-15-000004
National CineMedia, Inc. · NCMI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
AMC ENTERTAINMENT INC
Director · 10% Owner
AMERICAN MULTI-CINEMA, INC.
Director · 10% Owner
AMC ENTERTAINMENT HOLDINGS, INC.
Director · 10% Owner
Period of report
Dec 30, 2015
Accepted (ET)
Dec 30, 2015 · 4:31 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001377630
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| COMMON STOCK OF NATIONAL CINEMEDIA, INC.F1,F2 | Dec 30, 2015 | C | 200,000 | $0.00 | A | 200,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| COMMON UNITS OF NATIONAL CINEMEDIA, LLCF4,F3 | $0.00 | Dec 30, 2015 | C | 200,000 | D | — | — | COMMON STOCK OF NATIONAL CINEMEDIA, INC. | 200,000 | 23,862,988 | D |
Explanation of responses
- F1On December 30, 2015, pursuant to the terms of the Third Amended and Restated Limited Liability Company Operating Agreement of National CineMedia, LLC, dated as of Februay 13, 2007, American Multi-Cinema, Inc. redeemed 200,000 Common Units of National CineMedia, LLC, in exchange for 200,000 newly issued shares of Common Stock in National CineMedia, Inc.
- F2The 200,000 shares of Common Stock are held directly by American Multi-Cinema, Inc. and indirectly by AMC Entertainment Inc. and AMC Entertainment Holdings, Inc. AMC Entertainment Inc. is the parent corporation of American Multi-Cinema, Inc. and AMC Entertainment Holdings, Inc. is the parent corporation of AMC Entertainment Inc.
- F3Common Units of National CineMedia, LLC may be converted at any time into shares of Common Stock of National CineMedia, Inc. on a one-for-one basis and have no expiration date.
- F4Of the reported securities, 19,463,664 Common Units are owned directly and 4,399,324 Common Units are held indirectly through a subsidiary by American Multi-Cinema, Inc. All of the reported securities are held indirectly by AMC Entertainment Inc. and AMC Entertainment Holdings, Inc. AMC Entertainment Inc. is the parent corporation of American Multi-Cinema, Inc. and AMC Entertainment Holdings, Inc. is the parent corporation of AMC Entertainment Inc.