SEC Form 4 · accession 0001661466-18-000001
National CineMedia, Inc. · NCMI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
AMERICAN MULTI-CINEMA, INC.
10% Owner
AMC ENTERTAINMENT HOLDINGS, INC.
10% Owner
AMC STARPLEX, LLC
10% Owner
Period of report
Mar 15, 2018
Accepted (ET)
Mar 19, 2018 · 5:40 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001377630
Table I — non-derivative securities
No Table I lines on this filing.
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, LLCF2,F3,F1 | $0.00 | Mar 15, 2018 | J | 915,150 | D | — | — | National Cinemedia, Inc. Common Stock | 915,150 | 21,477,480 | D |
Explanation of responses
- F1Common Units of National Cinemedia, LLC ("NCM LLC") may be converted at any time into shares of the Issuer on a one-for-one basis and have no expiration date.
- F2Common Units were returned to NCM LLC pursuant to the Common Unit Adjustment Agreement, dated as of February 13, 2007, by and among NCM LLC, the Issuer, American Multi-Cinema, Inc. ("AMCI") and other parties thereto (the "CUAA"). The adjustment was triggered by the annual adjustment mechanism in the CUAA. AMC Starplex, LLC ("AMCS") was designated by AMCI to return the Common Units.
- F3Of the final reported securities in this Form 4, 8,309,597 Common Units are held directly by AMCS. 13,167,883 Common Units are held directly by AMCI and 8,309,597 Common Units are held indirectly by AMCI through AMCS, a wholly-owned subsidiary. All of the reported Common Units are held indirectly by AMC Entertainment Holdings, Inc. ("AMCEH"), the parent of AMCI.