Current Report Filing (8-k)
July 30 2021 - 7:01AM
Edgar (US Regulatory)
0001411579
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0001411579
2021-07-29
2021-07-29
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
July 29, 2021
AMC
ENTERTAINMENT HOLDINGS, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware
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001-33892
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26-0303916
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(State
or Other Jurisdiction of
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(Commission
File Number)
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(I.R.S. Employer Identification
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Incorporation)
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Number)
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One AMC Way
11500 Ash Street, Leawood, KS 66211
(Address of Principal Executive Offices, including Zip Code)
(913) 213-2000
(Registrant’s Telephone Number, including Area Code)
Check the appropriate box below if the Form 8-K filing
is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Title of each class
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Trading Symbol
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Name of each exchange on which registered
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Class A common stock
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AMC
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New York Stock Exchange
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Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ¨
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 5.07. Submission of Matters to a Vote of Security Holders.
On July 29, 2021, AMC Entertainment
Holdings, Inc. (the “Company”) held its 2021 Annual Meeting of Stockholders (the “Annual Meeting”).
As previously announced on
July 6, 2021, the Company withdrew Proposal 1 to amend the Company’s Third Amended and Restated Certificate of Incorporation to
increase the total number of shares of Class A Common Stock that the Company shall have authority to issue. Further, Proposal 5 to adjourn
the Annual Meeting was not necessary and was not submitted to stockholders at the Annual Meeting.
The matters submitted to stockholders
at the Annual Meeting and the voting results were as follows:
Proposal 2: Election of Directors
Stockholders elected all Class I director nominees
to hold office for terms expiring at the Company’s 2024 annual meeting of stockholders.
Nominee
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For
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Withheld
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Broker Non-Votes
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Mr. Philip Lader
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115,320,853
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39,921,105
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110,677,699
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Mr. Gary F. Locke
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105,360,988
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49,880,970
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110,677,699
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Mr. Adam J. Sussman
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123,205,118
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32,036,840
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110,677,699
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Proposal 3: Ratification of the Appointment
of the Independent Registered Public Accounting Firm
Stockholders ratified the appointment of Ernst
& Young, LLP as our independent registered public accounting firm for the fiscal year ended December 31, 2021.
For
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Against
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Abstain
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Broker Non-Votes
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232,461,595
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14,989,412
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18,468,650
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0
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Proposal 4: Non-Binding Advisory Vote on Executive
Compensation
Stockholders approved, on a non-binding advisory
basis, the compensation paid to our named executive officers.
For
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Against
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Abstain
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Broker Non-Votes
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92,004,574
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47,994,573
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15,242,811
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110,677,699
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Item 9.01. Financial Statements and Exhibits.
(d)
Exhibits.
Exhibit No.
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Description
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document).
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the Registrant has du1y caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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AMC ENTERTAINMENT HOLDINGS, INC.
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Date: July 30, 2021
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By:
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/s/ Sean D. Goodman
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Sean D. Goodman
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Executive Vice President and
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Chief Financial Officer
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