Statement of Changes in Beneficial Ownership (4)
March 27 2020 - 3:39PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
PEARSON MARK S |
2. Issuer Name and Ticker or Trading Symbol
AMC ENTERTAINMENT HOLDINGS, INC.
[
AMC
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) SVP, Strategy |
(Last)
(First)
(Middle)
ONE AMC WAY, 11500 ASH STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/26/2020 |
(Street)
LEAWOOD, KS 66211
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
PEFORMANCE STOCK UNITS (1) | $0 | 2/26/2020 | | A | | 26667 | | (2) | (1) | CLASS A COMMON STOCK | 26667 | $0 | 26667 | D | |
PEFORMANCE STOCK UNITS (1) | $0 | 2/26/2020 | | A | | 26667 | | (3) | (1) | CLASS A COMMON STOCK | 26667 | $0 | 26667 | D | |
PEFORMANCE STOCK UNITS (1) | $0 | 2/26/2020 | | A | | 26667 | | (4) | (1) | CLASS A COMMON STOCK | 26667 | $0 | 26667 | D | |
PEFORMANCE STOCK UNITS (1) | $0 | 2/26/2020 | | A | | 26667 | | (5) | (1) | CLASS A COMMON STOCK | 26667 | $0 | 26667 | D | |
PEFORMANCE STOCK UNITS (1) | $0 | 2/26/2020 | | A | | 26666 | | (6) | (1) | CLASS A COMMON STOCK | 26666 | $0 | 26666 | D | |
PEFORMANCE STOCK UNITS (1) | $0 | 2/26/2020 | | A | | 26666 | | (7) | (1) | CLASS A COMMON STOCK | 26666 | $0 | 26666 | D | |
Explanation of Responses: |
(1) | Each performance stock unit ("PSU") represents the right to receive one share of Class A Common Stock within 30 days following vesting. The PSUs were approved by the Issuer's board of directors on February 26, 2020, and will expire on February 26, 2030, unless earlier vested. The grant was made pursuant to the AMC Entertainment Holdings, Inc. 2013 Equity Incentive Plan. For additional information on the PSUs, please see the Issuer's Current Report on Form 8-K filed with the SEC on March 3, 2020. |
(2) | The PSUs will vest upon attainment of a 20-day volume weighted average closing price ("VWAP") of $12 for the Issuer's Class A Common Stock. |
(3) | The PSUs will vest upon attainment of a 20-day VWAP of $16 for the Issuer's Class A Common Stock. |
(4) | The PSUs will vest upon attainment of a 20-day VWAP of $20 for the Issuer's Class A Common Stock. |
(5) | The PSUs will vest upon attainment of a 20-day VWAP of $24 for the Issuer's Class A Common Stock. |
(6) | The PSUs will vest upon attainment of a 20-day VWAP of $28 for the Issuer's Class A Common Stock. |
(7) | The PSUs will vest upon attainment of a 20-day VWAP of $32 for the Issuer's Class A Common Stock. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
PEARSON MARK S ONE AMC WAY 11500 ASH STREET LEAWOOD, KS 66211 |
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| SVP, Strategy |
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Signatures
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/S/EDWIN F GLADBACH, ATTORNEY-IN-FACT | | 3/27/2020 |
**Signature of Reporting Person | Date |
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