Sec Form 4 Filing - FRANK ELIZABETH F @ AMC ENTERTAINMENT HOLDINGS, INC. - 2023-01-03

Insider filing report for Changes in Beneficial Ownership
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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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
FRANK ELIZABETH F
2. Issuer Name and Ticker or Trading Symbol
AMC ENTERTAINMENT HOLDINGS, INC. [ AMC/APE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
EVP CHIEF PROGRAM & CONTENT OF
(Last) (First) (Middle)
ONE AMC WAY, 11500 ASH STREET
3. Date of Earliest Transaction (MM/DD/YY)
01/03/2023
(Street)
LEAWOOD, KS66211
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock( 1 )( 2 )( 3 ) 01/03/2023 M 61,783 A $ 0 65,951 D
Class A Common Stock( 4 ) 01/03/2023 F 30,212 D $ 0 35,739( 5 ) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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
Restricted Stock Units( 1 ) $ 0 01/03/2023 C 18,475 ( 1 ) ( 1 ) Class A Common Stock 18,475 $ 0 0 D
Restricted Stock Units( 2 ) $ 0 01/03/2023 C 34,810 ( 2 ) ( 2 ) Class A Common Stock 34,810 $ 0 34,811 D
Restricted Stock Units( 3 ) $ 0 01/03/2023 C 8,498 ( 3 ) ( 3 ) Class A Common Stock 8,498 $ 0 16,998 D
Restricted Stock Units( 1 ) $ 0 01/03/2023 C 18,475 ( 1 ) ( 1 ) AMC Preferred Equity Units( 6 ) 18,475 $ 0 0 D
Restricted Stock Units( 2 ) $ 0 01/03/2023 C 34,810 ( 2 ) ( 2 ) AMC Preferred Equity Units( 6 ) 34,810 $ 0 34,811 D
Restricted Stock Units( 3 ) $ 0 01/03/2023 C 8,498 ( 3 ) ( 3 ) AMC Preferred Equity Units( 6 ) 8,498 $ 0 16,998 D
AMC Preferred Equity Units( 1 )( 2 )( 3 )( 6 ) $ 0 01/03/2023 M 61,783 ( 6 ) ( 6 ) Class A Common Stock 61,783 $ 0 65,951 D
AMC Preferred Equity Units( 4 )( 6 ) $ 0 01/03/2023 F 28,452 ( 6 ) ( 6 ) Class A Common Stock 28,452 $ 0 37,499 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
FRANK ELIZABETH F
ONE AMC WAY
11500 ASH STREET
LEAWOOD, KS66211
EVP CHIEF PROGRAM & CONTENT OF
Signatures
/s/Edwin F Gladbach, Attorney-in-Fact 01/05/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares of Issuer's Class A Common Stock ("Common Shares") and units of Issuer's AMC Preferred Equity Units ("APEUs") were issued upon the vesting of certain Restricted Stock Units ("RSUs") granted on February 8, 2020, under the Issuer's 2013 Equity Incentive Plan ("EIP"). Each RSU represents the right to receive one Common Share and one APEU upon vesting. One-third of the total grant vested on January 3, 2023, based upon the Reporting Person's continued employment.
( 2 )Common Shares and APEUs were issued upon the vesting of certain RSUs granted on March 15, 2021, under the EIP. Each RSU represents the right to receive one Common Share and one APEU upon vesting. One-third of the total grant vested on January 3, 2023, based upon the Reporting Person's continued employment.
( 3 )Common Shares and APEUs were issued upon the vesting of certain RSUs granted on March 2, 2022, under the EIP. Each RSU represents the right to receive one Common Share and one APEU upon vesting. One-third of the total grant vested on January 3, 2023, based upon the Reporting Person's continued employment.
( 4 )Common Shares and APEUs otherwise issuable were withheld to satisfy the Reporting Person's tax obligations arising from the RSU vesting events described in notes 1-3 above.
( 5 )Does not include 37,499 outstanding APEUs or Common Shares and APEUs issuable upon future vesting of equity grants, including 51,809 Common Shares and 51,809 APEUs issuable based upon continued service and 113,593 Common Shares and 113,593 APEUs issuable upon attainment of performance goals at target, which, when combined with the ownership reported above, would represent a total of 404,042 equity interests.
( 6 )Each 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 Common Share and trades on the NYSE under the symbol "APE". Each APEU is automatically convertible into one (1) Common Share upon an approval by the Issuer's stockholders to authorize sufficient additional Common Shares to permit the conversion of the then-outstanding APEUs. The APEUs have no expiration date.

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