Adam M. Aron - Aug 19, 2022 Form 4 Insider Report for AMC ENTERTAINMENT HOLDINGS, INC. (AMC)

Role
Chairman, CEO & PRESIDENT, Director
Signature
/s/ Edwin F Gladbach, Attorney-in-Fact
Stock symbol
AMC
Transactions as of
Aug 19, 2022
Transactions value $
$0
Form type
4
Date filed
8/22/2022, 06:16 PM
Previous filing
Mar 3, 2022
Next filing
Jan 5, 2023

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 AMC AMC Preferred Equity Units Other $0 +794K $0.00 794K Aug 19, 2022 Class A CommonStock 794K $0.00 Direct F1, F2, F3
transaction AMC Restricted Stock Units Award $0 +269K $0.00 269K Aug 19, 2022 AMC Preferred Equity Units 269K $0.00 Direct F4, F5
transaction AMC Restricted Stock Units Award $0 +633K $0.00 633K Aug 19, 2022 AMC Preferred Equity Units 633K $0.00 Direct F5, F6
transaction AMC Restricted Stock Units Award $0 +148K $0.00 148K Aug 19, 2022 AMC Preferred Equity Units 148K $0.00 Direct F5, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each AMC Preferred Equity Unit ("APEU") is a depositary share and represents an interest in one one-hundredth (1/100th) of a share of the Issuer's Series A Convertible Participating Preferred Stock. Each APEU is designed to have the same economic and voting rights as a share of the Issuer's Class A Common Stock ("Common Stock") and trades on the NYSE under the symbol "APE". Each APEU is automatically convertible into one (1) share of Common Stock upon an approval by the Issuer's stockholders to authorize sufficient additional shares of Common Stock to permit the conversion of the then-outstanding APEUs. The APEUs have no expiration date.
F2 The APEUs were distributed as a dividend on outstanding Common Stock with each holder receiving one (1) APEU for each share of Common Stock held (the "Dividend").
F3 Does not include 793,974 shares of outstanding Common Stock or APEUs and Common Stock issuable upon future vesting of equity grants, including 1,050,037 shares of Common Stock and 1,050,037 APEUs issuable based upon continued service and 1,050,039 shares of Common Stock and 1,050,039 APEUs issuable upon attainment of performance goals at target, which, when combined with the ownership reported above, would represent a total of 5,788,100 equity interests.
F4 Each restricted stock unit ("RSU") represents the right to receive one APEU within 30 days following vesting. The RSUs were originally granted under the Issuer's 2013 Equity Incentive Plan ("EIP") on March 2, 2022, and one-third (1/3) of the total grant will vest in each of January 2023, 2024, and 2025, subject to continued employment.
F5 The Compensation Committee of the Board of Directors of the Issuer approved an equitable adjustment of awards outstanding under the EIP effective August 19, 2022, in connection with the Dividend. As a result, each previously reported RSU award was modified to provide for issuance of one (1) APEU in addition to one (1) share of Common Stock upon vesting.
F6 Each RSU represents the right to receive one APEU within 30 days following vesting. The RSUs were originally granted under the EIP on March 15, 2021, and one-half (1/2) of the remaining grant balance will vest in each of January 2023 and 2024, subject to continued employment.
F7 Each RSU represents the right to receive one APEU within 30 days following vesting. The RSUs were originally granted under the EIP on February 28, 2020, and the remaining grant balance will vest in January 2023, subject to continued employment.