What changed in this filing

/stocks — the workspaceLOADING

Item 5. Other Information

2021-05-06 compared with 2020-11-04 · 53 added, 167 removed, 25 unchanged (90% of the section changed)

Other Information

Compensatory Arrangements of Certain Officers.

In order to recognize the sacrifice of employees, including taking voluntary salary reductions for some 5 1/2 months during the COVID-19 pandemic, encourage continued engagement and incentivize our management and employees during the continuing and unprecedented difficult business conditions, on October 30, 2020, the Board of Directors (the “Board”) of AMC Entertainment Holdings, Inc.

(the “Company”), upon the recommendation of the Compensation Committee of the Board of Directors (the “Committee”) and in consultation with the Company’s independent compensation consultant, approved (1) modifications to certain equity awards under its 2013 Employee Incentive Plan (“EIP”), and (2) certain cash bonuses in lieu of any potential future payments under its 2020 Annual Incentive Plan (“AIP”), all as described below.

Our compensation program is grounded in a pay-for-performance philosophy and designed with equity as a significant component of compensation.

In addition, as previously disclosed, a key goal of executive compensation is to attract, retain, motivate and reward talented executives.

However, the severe and continuing effects of COVID-19 have dramatically impacted the Company’s financial performance and the price of the Company’s common stock for reasons unrelated to the favorable performance by our management and employees in managing the Company’s business and preserving shareholder value during the COVID crisis.

The Company’s financial performance and the significant decline in its common stock price reflect, among other things, the closure of all theatre operations globally and the resulting cessation of substantially all the Company’s revenue generating activities for significant periods, in compliance with local, state and federal governmental restrictions;

significantly reduced attendance levels as theatres have reopened;

delays of almost all major new film releases and releases directly to the home video and streaming channel;

and the resulting impact on the Company’s liquidity.

At the same time, in the view of the Committee and the Board, management has successfully undertaken major initiatives to reduce and control costs, restructure a substantial portion of the Company’s debt, structure more favorable arrangements with studios, reopen theatres safely, promote attendance and keep the business ready for a return to normalcy.

Since March of 2020 the management of the Company has raised almost $1 billion of gross cash proceeds primarily by securing new debt and equity capital, along with the selling of some assets.

In addition, the management has successfully negotiated more than an additional $1 billion in concessions for the Company from landlords and creditors.

These initiatives, in the view of the Committee and the Board, have been essential to preserving the Company’s business and shareholder value at a critical time for the Company, as it continues to face the ongoing uncertainty created by the pandemic.

Consequently, at a time when the Company needs to retain and incentivize management and employees, key aspects of the Company’s incentive plans provide little value, which the Compensation Committee believes is inconsistent with the aims of the Company’s compensation philosophy.

Noting that the Company has seen a significant increase this year in voluntary resignations by important members of management, resulting from financial and operational instability in the movie theatre industry generally, sizable salary reductions and a substantial decrease in the value of stock-related compensation, the Committee and the Board have determined that the Company must take tangible steps to retain management and key employees to enable the Company to emerge from the impact of the COVID-19 crisis, and they believe that retention of the Company’s leadership is one of the most critical issues it faces in order to allow the Company to continue to confront the ongoing challenges presented by COVID-19.

Equity Grant Modifications

The Board has approved modifications to certain grants under the EIP.

These modifications reflect, among other things, the following considerations:

● As a result of COVID, certain of the stock price and other performance thresholds were unobtainable and would have the effect of eliminating these grants and thus removing an appropriate incentive for management to continue to take action to maximize operational results and increase shareholder value.

● The Company’s management took salary reductions ranging between 20% and 80% for almost half of the year in response to the COVID-19 impacts and to participate in certain special grants under the EIP.

● In addition to incentivizing grant holders to maximize performance and increase shareholder value, the grants encourage continued retention.

● To further this retention intent, the modifications require that certain vested shares for senior management be held for at least a year before they can be sold.

Special Performance Stock Unit Award Agreements dated February 26, 2020 (“SPSU”) (awarded to named executive officers (“NEOs”) and certain other senior officers)

A description of the original SPSUs, including the grants made to the NEOs, is set forth in the Company’s Form 8-K filed on March 3, 2020 .

Each SPSU award agreement was amended as follows:

The participant’s base salary, annual incentive opportunity at target, and eligibility for future annual PSU and RSU grants under the EIP were restored to their pre-reduced levels effective October 30, 2020;

The stock price thresholds (ranging from $12 to $24) and service requirement for tranches 1 through 4 of the SPSUs were eliminated and such SPSUs shall vest on October 30, 2020;

Participants shall be prohibited from selling the shares of common stock issued upon the foregoing vesting until October 30, 2021;

The stock price threshold for tranche 5 of the SPSUs was changed to $4 from $28 and the stock price threshold for tranche 6 of the SPSUs was changed to $8 from $32;

The service requirement for tranches 5 and 6 was shortened to end on October 30, 2021.

As a result, the Company will issue approximately 1.3 million shares of common stock and make cash payments of approximately $2.5 million to cover tax withholding and dividend equivalents that would not have occurred absent the modifications.

2018 Restricted Stock Units (“RSU”) & Performance Stock Units (“PSU”)

The 2018 RSUs and PSUs were awarded to the following NEOs:

Adam Aron, Mr.

John McDonald, Ms.

Elizabeth Frank, and Mr.

Stephen Colanero, as well as other senior officers.

The RSUs time vest ratably over three years subject to continued service.

The PSUs vest subject to the attainment of certain financial performance goals over a three-year performance period, as described in the Company’s definitive proxy statement on Schedule 14A in connection with its 2019 Annual Meeting of Stockholders, filed on April 2, 2019 and in the Company’s definitive proxy statement on Schedule 14A in connection with its 2020 Annual Meeting of Stockholders, filed on June 10, 2020 .

Each 2018 award was modified as follows:

The RSUs scheduled to vest on January 4, 2021, will instead vest on December 28, 2020 (the “Vesting Date”);

The Adjusted EBITDA PSU award and the Diluted EPS PSU award were divided into three equal tranches with each tranche allocated to a fiscal year within the Performance Period (each a “Tranche Year”);

The fiscal year 2018-2020 cumulative Adjusted EBITDA Target was split into three separate Adjusted EBITDA Targets applicable to each tranche year with the certified attainment and approved eligible vesting as set forth below.

Due to the dramatic impact of the COVID-19 pandemic on the Company’s business, the Board waived attainment of the 2020 Tranche Year Adjusted EBITDA Target and established a vesting level for such PSUs at 90%.

Adjusted EBITDA Target

Eligible Vesting Level

The fiscal year 2018-2020 Cumulative Diluted EPS Target was split into three separate Diluted EPS Targets applicable to each Tranche Year with the certified attainment and approved eligible vesting as set forth below.

Due to the dramatic impact of the COVID-19 pandemic on the Company’s business, the Board waived attainment of the 2020 Tranche Year Diluted EPS Target and established a vesting level for such PSUs at 90%.

Diluted EPS Target

Eligible Vesting Level

Unless earlier forfeited and subject to the participant’s continued employment through such date, the PSUs will vest at the Eligible Vesting Levels set forth above on the Vesting Date;

Unless otherwise provided in a written agreement with the participant in effect as of the grant date, all PSUs will be forfeited upon termination of the participant’s employment for any reason prior to the Vesting Date.

As a result, the Company will issue approximately 250,000 shares of common stock and make cash payments of approximately $1.9 million to cover tax withholding and dividend equivalents that would not have occurred absent the modifications.

2019 RSUs & PSUs

The 2019 RSUs and PSUs were awarded to the following NEOs:

Adam Aron, Mr.

John McDonald, Ms.

Elizabeth Frank, and Mr.

Stephen Colanero, as well as other senior officers.

The RSUs time vest ratably over three years subject to continued service.

Each 2019 PSU award was modified as follows:

The RSUs scheduled to vest on January 4, 2021, will instead vest on December 28, 2020;

The fiscal year 2019-2021 cumulative Adjusted EBITDA Target was replaced with three separate Adjusted EBITDA Targets applicable to each Tranche Year with the certified attainment and approved eligible vesting as set forth below.

The 2021 Tranche Year targets will be established and approved by the Compensation Committee in conjunction with the 2021 budgeting process.

Adjusted EBITDA Target

Eligible Vesting Level

The fiscal year 2019-2021 Cumulative Diluted EPS Target was replaced with three separate Diluted EPS Targets applicable to each Tranche Year with the certified attainment and approved eligible vesting as set forth below.

Due to the dramatic impact of the COVID-19 pandemic on the Company’s business, the Board waived attainment of the 2020 Tranche Year Diluted EPS Target and established a vesting level for such

The 2021 Tranche Year targets will be established and approved by the Compensation Committee in conjunction with the 2021 budgeting process.

Diluted EPS Target

Eligible Vesting Level

Unless earlier forfeited and subject to the participant’s continued employment through December 31, 2021, the PSUs will vest at the Eligible Vesting Levels set forth above (if applicable) upon the date the Committee certifies the attainment for the 2021 Tranche Year;

Unless otherwise provided in a written agreement with the participant in effect as of the grant date, all PSUs shall be forfeited upon termination of the participant’s employment for any reason prior to December 31, 2021.

The foregoing modifications will not result in share issuances or cash payments by the Company that were not otherwise planned until the first quarter of 2022 and such impacts cannot be fully determined until that time.

2020 RSUs & PSUs

The Company granted 2020 RSUs and PSUs to the following NEO’s:

Adam Aron, Mr.

Sean Goodman, Mr.

John McDonald, Ms.

Elizabeth Frank, and Mr.

Stephen Colanero, as well as other senior officers in February of 2020.

Each 2020 RSU and PSU award was modified as follows:

The RSUs scheduled to vest on January 4, 2021 will instead vest on December 28, 2020;

The Adjusted EBITDA PSU award and the Free Cash Flow PSU award is divided into three equal tranches with each tranche allocated to a fiscal year within the performance period (each a “Tranche Year”);

The fiscal year 2020-2022 Cumulative Adjusted EBITDA and Free Cash Flow Targets are replaced with three separate Targets applicable to each Tranche Year;

Due to the dramatic impact of the COVID-19 pandemic on the Company’s business, the Board waived attainment of the 2020 Tranche Year Adjusted EBITDA and Free Cash Flow Targets and established a vesting level for such PSUs at 90%.

The 2021 and 2022 Tranche Year targets will be established and approved by the Compensation Committee in conjunction with the budgeting process for the applicable year;

Unless earlier forfeited and subject to the participant’s continued employment through December 31, 2022, the PSUs will vest based upon attainment of the performance targets for each Tranche Year upon the date the Committee certifies the attainment for the 2022 Tranche Year;

Unless otherwise provided in a written agreement with the participant in effect as of the grant date, all PSUs shall be forfeited upon termination of the Participant’s employment for any reason prior to December 31, 2022.

The foregoing modifications will not result in share issuances or cash payments by the Company that were not otherwise planned until the first quarter of 2023 and such impacts cannot be fully determined until that time.

Annual Incentive Plan.

To motivate our executives and employees, the Board of Directors approved special one-time bonuses to approximately 1,800 of the Company’s employees, including the Company’s NEOs along with other corporate and theatre management employees.

The Board of Directors has authorized a special incentive pool of approximately $9.2 million which represents approximately 33% of target which is a level of payout significantly below the threshold level of our normal incentive plan which would have paid at 50% of target.

Individual bonus awards range between 20% and 50% of an employee’s annual bonus at target.

In the view of the Committee, this incentive payment is intended to motivate our employees to remain with the Company and is provided as an acknowledgement that their contributions have been extraordinary in a time of significant duress.

The special bonuses will be paid in lieu of any payout under the 2020 AIP.

The bonuses will be paid in the fourth quarter of 2020 and will include the following payments to NEOs:

Percent of 2020 AIP Potential at Target

John McDonald

Elizabeth Frank

Stephen Colanero

Non-Qualified Deferred Compensation Plan Termination

On May 3, 2021, the Compensation Committee of the Board of Directors of the Company approved the termination and liquidation of the American Multi-Cinema, Inc.

Non-Qualified Deferred Compensation Plan ("NQDC"), a non-qualified defined contribution plan benefiting a group of Company’s highly compensated employees .

In connection with this action and to document the termination, the Compensation Committee approved an amendment to the NQDC (the NQDC Amendment”), which has been filed as an exhibit to this Form 10-Q.

Additional information regarding the NQDC, including the named executive officers with account balances under the NQDC, can be found in the Company’s Proxy Statement on Schedule 14A for its 2021 annual meeting of stockholders filed with the Securities and Exchange Commission on March 19, 2021 (the “Proxy Statement”).

In compliance with Section 409A of the Internal Revenue Code and Treasury regulations issued thereunder, (i) no further contributions shall be made to the NQDC after May 3, 2021, (ii) payments in liquidation of the NQDC are being made 12 months after termination, and (iii) participants shall receive distributions in the ordinary course of business prior to the liquidation date as prescribed by the NQDC.

The aggregate balance of the NQDC was approximately $11.8 million as of March 31, 2021.

Distributions from the NQDC will be made in cash from the investment balances included in the NQDC.

See the Proxy Statement for information about the individual account balances for the named executive officers as of December 31, 2020.

The account balances in the NQDC have accumulated as a result of prior compensation earned by the participants and contributions reflect participant elective compensation deferrals.

Annual Meeting Postponement

On May 4, 2021, the Board of Directors of the Company postponed the Annual Meeting of Stockholders from May 4, 2021, to July 29, 2021.

The Board of Directors also set a new record date of June 2, 2021, for stockholders entitled to attend and vote at the rescheduled meeting.

The postponement was approved to provide additional time for the Company’s current stockholders vote and for the Company to solicit proxies in connection with certain proposals.

The Company filed a definitive proxy statement with the SEC on March 19, 2021, and will be filing a revised proxy statement with the SEC after the new record date.

The postponement will provide stockholders additional time to review and consider such information prior to the Annual Meeting.

Because a new record date has been established, stockholders will receive a new notice for the Annual Meeting and will need to resubmit their votes, even if they have previously voted.

The Company previously announced that any stockholder proposals submitted pursuant to Rule 14a-8 under the Securities Exchange Act of 1934, as amended, in order to be included in the proxy materials for the Annual Meeting, must be received at the Company’s principal executive offices no later than December 31, 2020.

No such stockholder proposals were received by that deadline.

Stockholders wishing to submit proposals for the rescheduled meeting outside the process of Rule 14a-8 or nominate individuals to the Board of Directors must comply with the advance notice and other provisions of the Company’s Bylaws and, to be timely, a notice from the stockholder must be delivered to the Corporate Secretary at the Company’s principal offices no later than 5:00 pm Central Time at One AMC Way, 11500 Ash Street, Leawood, Kansas 66211, no earlier than May 30, 2021 or later than June 29 , 2021.

Amendment to Bylaws

On May 4, 2021, the Board of Directors of the Company approved an amendment to Article II, Section 6 of the Company’s Bylaws to reduce the number of shares present at meeting of stockholders necessary to constitute a quorum to conduct business from a majority of issued and outstanding shares to one-third (1/3) of issued and outstanding shares.

The amendment to the Bylaws has been filed as an exhibit to this Form 10-Q.

EXHIBIT INDEX

Third Amended and Restated Certificate of Incorporation of AMC Entertainment Holdings, Inc.

(incorporated by reference from Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No.

1-33892) filed on December 23, 2013).

Certificate of Amendment to the Third Amended and Restated Certificate of Incorporation of AMC Entertainment Holdings, Inc., dated as of July 29, 2020 (incorporated by reference from Exhibit 3.1 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on July 31, 2020).

Third Amended and Restated Bylaws of AMC Entertainment Holdings, Inc.

3 unchanged sentences

1-33892) filed on July 31, 2020).

Indenture by and among AMC Entertainment Holdings, Inc., the guarantors party thereto and GLAS Trust Company LLC, as trustee and collateral agent, dated as of July 31, 2020 (incorporated by reference from Exhibit 4.1 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on July 31, 2020).

Form of 10%/12% Cash/PIK Toggle Second Lien Subordinated Secured Notes due 2026 (incorporated by reference from Exhibit 4.2 (and is included in Exhibit 4.1) to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on July 31, 2020).

Form of 10.500% Senior Secured Notes due 2026 (incorporated by reference from Exhibit 4.4 (and is included in Exhibit 4.3) to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on July 31, 2020).

Indenture by and among AMC Entertainment Holdings, Inc., the guarantors party thereto and U.S.

Bank National Association, as trustee and collateral agent, dated as of July 31, 2020 (incorporated by reference from Exhibit 4.5 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on July 31, 2020).

Form of 10.500% Senior Secured Notes due 2026 (incorporated by reference from Exhibit 4.6 (and is included in Exhibit 4.5) to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on July 31, 2020).

Amended and Restated Indenture by and among AMC Entertainment Holdings, Inc., the guarantors party thereto and U.S.

Bank National Association, as trustee and collateral agent, dated as of July 31, 2020 (incorporated by reference from Exhibit 4.7 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on July 31, 2020).

Form of 2.95% Convertible Senior Secured Notes due 2026 (incorporated by reference from Exhibit 4.8 (and is included in Exhibit 4.7) to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on July 31, 2020).

Fourth Supplemental Indenture by and among AMC Entertainment Holdings, Inc.

Bank National Association, as trustee, dated as of July 31, 2020 (incorporated by reference from Exhibit 4.9 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on July 31, 2020).

Second Supplemental Indenture by and among AMC Entertainment Holdings, Inc.

Bank National Association, as trustee, dated as of July 31, 2020 (incorporated by reference from Exhibit 4.10 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on July 31, 2020).

Second Supplemental Indenture by and among AMC Entertainment Holdings, Inc.

Bank National Association, as trustee, dated as of July 31, 2020 (incorporated by reference from Exhibit 4.11 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on July 31, 2020).

Registration Rights Agreement by and among AMC Entertainment Holdings, Inc.

and the Backstop Parties, dated as of July 31, 2020 (incorporated by reference from Exhibit 4.12 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on July 31, 2020).

Transaction Support and Standstill Agreement, dated July 10, 2020 (incorporated by reference from Exhibit 10.1 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on July 10, 2020).

Backstop Commitment Agreement, dated July 10, 2020 (incorporated by reference from Exhibit 10.2 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on July 10, 2020).

Commitment, Transaction Support and Fee Letter, dated July 10, 2020 (incorporated by reference from Exhibit 10.3 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on July 10, 2020).

Second Amendment to the AMC Entertainment Holdings, Inc.

2013 Equity Incentive Plan, approved as of July 29, 2020 (incorporated by reference from exhibit 10.1 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on July 31, 2020).

First Lien/Second Lien Intercreditor Agreement, by and among AMC Entertainment Holdings, Inc., the guarantors party thereto and the Collateral Agents, dated as of July 31, 2020 (incorporated by reference from Exhibit 10.1 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on July 31, 2020).

1 to First Lien Intercreditor Agreement, by and among AMC Entertainment Holdings, Inc., the guarantors party thereto, the First Lien Credit Facilities Collateral Agent, the Additional Silver Lake First Lien Notes Collateral Agent, the New First Lien Notes Collateral Agent and the Convertible First Lien Notes Collateral Agent, dated as of July 31, 2020 (incorporated by reference from Exhibit 10.2 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on July 31, 2020).

Eighth Amendment to the Credit Agreement, by and among AMC Entertainment Holdings, Inc., the lenders party thereto and Citigroup North America, Inc.

as administrative agent, dated as of July 31, 2020 (incorporated by reference from Exhibit 10.3 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on July 31, 2020).

Amended and Restated Investment Agreement by and among AMC Entertainment Holdings, Inc., SLA CM Avatar Holdings, L.P., and Sargas Investment Pte.

Ltd, dated as of July 31, 2020 (incorporated by reference from Exhibit 10.8 to AMC’s Quarterly Report on Form 10-Q (File No.

1-33892) filed on August 6, 2020).

Employment Agreement between AMC Entertainment Holdings, Inc.

Goodman executed on October 6, 2020.

Third Amendment to the AMC Entertainment Holdings, Inc.

2013 Equity Incentive Plan, approved as of October 30, 2020.

Form of First Modification to the AMC Entertainment Holdings, Inc.

2013 Equity Incentive Plan Special Performance Stock Unit Award Notice & Agreement Dated February 26, 2020, First Modification Effective October 30, 2020.

Second Amendment to the Third Amended and Restated Bylaws of AMC Entertainment Holdings, Inc.

(incorporated by reference from Exhibit 3.2 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on January 25, 2021).

Third Amendment to the Third Amended and Restated Bylaws of AMC Entertainment Holdings, Inc.

effective as of May 4, 2021.

Term Loan Facility Agreement, dated as of February 15, 2021, by and among Odeon Cinemas Group Limited, the subsidiaries of Odeon Cinemas Group Limited party thereto, the lenders and other loan parties thereto and Lucid Agency Services Limited, as agent and security agent (incorporated by reference from Exhibit 10.1 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on February 17, 2021).

Form of 15%/17% Cash/PIK Toggle First Lien Secured Notes due 2026 (incorporated by reference from Exhibit 4.2 (and is included in Exhibit 4.1) to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on January 19, 2021).

Ninth Amendment, dated as of March 8, 2021, by and among AMC Entertainment Holdings, Inc., the lenders from time to time party thereto and Wilmington Savings Fund Society, FSB, as administrative agent (incorporated by reference from Exhibit 10.1 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on March 9, 2021).

Tenth Amendment, dated as of March 8, 2021, by and among AMC Entertainment Holdings, Inc.

and the lenders from time to time party thereto (incorporated by reference from Exhibit 10.2 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on March 9, 2021).

Certificate of Retirement of 51,769,784 Shares of Class B Common Stock of AMC Entertainment Holdings, Inc., dated as of February 24, 2021 (incorporated by reference from Exhibit 4.32 to AMC’s Annual Report on Form 10-K (File No.

1-33892) filed on March 12, 2021).

Equity Distribution Agreement, dated as of December 11, 2020, by and between AMC Entertainment Holdings, Inc., Goldman Sachs & Co.

Riley Securities, Inc.

(incorporated by reference from Exhibit 1.1 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on December 11, 2020).

Equity Distribution Agreement, dated as of January 25, 2021, by and between AMC Entertainment Holdings, Inc., Goldman Sachs & Co.

Riley Securities, Inc.

(incorporated by reference from Exhibit 1.1 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on January 25, 2021).

Amendment executed March 19, 2021, to the Employment Agreement between AMC Entertainment Holdings, Inc.

Goodman executed on October 6, 2020 (incorporated by reference from Exhibit 10.1 to AMC’s Current Report on Form 8-K (File No.

1-33892) filed on March 19, 2021).

Termination Amendment to the American Multi-Cinema, Inc.

Non-Qualified Defined Contribution Plan, effective May 3, 2021.

Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Acts of 2002.

12 unchanged sentences

** Submitted electronically with this Report.

Management contract, compensatory plan or arrangement.

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

AMC ENTERTAINMENT HOLDINGS, INC.

November 3, 2020

Chief Executive Officer, Director and President

November 3, 2020

Executive Vice President and Chief Financial Officer

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 5. Other Information