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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) |
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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
COMMON UNITS OF NATIONAL CINEMEDIA, LLC | $ 0 (1) | 04/09/2008 | A | 939,853 (2) | (1) | (1) | COMMON STOCK OF NATIONAL CINEMEDIA, INC. | 939,853 | $ 0 (2) | 18,414,743 | D (3) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
AMERICAN MULTI CINEMA INC 920 MAIN STREET KANSAS CITY, MO 64105 |
X | X | ||
AMC ENTERTAINMENT INC 920 MAIN STREET N/A KANSAS CITY, MO 64105 |
X | X | ||
Marquee Holdings Inc. 920 MAIN STREET KANSAS CITY, MO 64105 |
X | X | ||
AMC ENTERTAINMENT HOLDINGS, INC. 920 MAIN STREET KANSAS CITY, MO 64105 |
X | X |
KEVIN M. CONNOR, SVP, GC AND SECRETARY (AMERICAN-MULTI-CINEMA, INC.) | 04/11/2008 | |
**Signature of Reporting Person | Date | |
KEVIN M. CONNOR, SVP, GC AND SECRETARY (AMC ENTERTAINMENT INC.) | 04/11/2008 | |
**Signature of Reporting Person | Date | |
KEVIN M. CONNOR, SVP, GC AND SECRETARY (MARQUEE HOLDINGS INC.) | 04/11/2008 | |
**Signature of Reporting Person | Date | |
KEVIN M. CONNOR, SVP, GC AND SECRETARY (AMC ENTERTAINMENT HOLDINGS, INC.) | 04/11/2008 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Common Units of National CineMedia, LLC ("Common Units") may be converted at any time into shares of Common Stock of National CineMedia, Inc. on a one-for-one basis, and have no expiration date. |
(2) | Common Units were issued pursuant to the Common Unit Adjustment Agreement, dated as of February 13, 2007, by and among National CineMedia, LLC, National CineMedia, Inc., American Multi-Cinema, Inc, and other parties thereto, and the terms and conditions set forth therein. |
(3) | The reported securities are owned directly by American Multi-Cinema, Inc. and indirectly by AMC Entertainment Inc., Marquee Holdings Inc. and AMC Entertainment Holdings, Inc. |
Remarks: This report is filed jointly by American Multi-Cinema, Inc., AMC Entertainment Inc., Marquee Holdings Inc. and AMC Entertainment Holdings, Inc. Each of such reporting persons is deemed a director by virtue of American Multi-Cinema's right to designate a representative to serve on National CineMedia, Inc.'s board of directors. Peter C. Brown currently serves as American Multi-Cinema, Inc.'s representative and on behalf of American Multi-Cinema, Inc., on National CineMedia, Inc.'s board of directors. |