Robert F. Smerling - Apr 11, 2023 Form 4 Insider Report for READING INTERNATIONAL INC (RDI)

Role
President - U.S. Cinemas
Signature
/s/ Robert F. Smerling
Stock symbol
RDI
Transactions as of
Apr 11, 2023
Transactions value $
$0
Form type
4
Date filed
4/13/2023, 07:27 PM
Previous filing
Apr 7, 2023
Next filing
Apr 20, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding RDI Class A Non-Voting Common Stock 35.9K Apr 11, 2023 Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction RDI Restricted Stock Units Award $0 +45K $0.00 45K Apr 11, 2023 Class A Non-Voting Common Stock 45K Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each Restricted Stock Unit represents the contingent right to receive one share of Class A Non-Voting Common Stock upon vesting of the unit.
F2 A total of 60,000 restricted stock units were granted on April 11, 2023 pursuant to the Company's 2020 Stock Incentive Plan. Of that amount, (i) 45,000 restricted stock units vest in four equal annual installments commencing on April 11, 2024, April 11, 2025, April 11, 2026 and April 11, 2027 and (ii) 15,000 performance-based restricted stock units (PRSU) vest on the third anniversary of the Date of Grant, April 11, 2026 provided that (a) the reporting person has not undergone a termination of his service at the vesting date (or earlier accelerating event), and (b)(1) one-third of the performance criteria (PRSU Criteria) has been met and certified by the Compensation and Stock Option Committee (Committee) for the year ended December 31, 2023, such determination to be made before March 10, 2024
F3 and (2) two-thirds of the PRSU Criteria shall be based upon performance for the two remaining calendar years (2024 and 2025) under objective performance criteria to be established by the Committee, and shall be subject to the certification by the Committee that such PRSU Criteria, or portion thereof (stated as a percentage), has been met. The Committee must certify on or before March 10, 2026 the percentage of the PRSU Criteria which has been met for the calendar years 2024 and 2025.