SEC FORM 4

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

ELLIS DANIEL E

(Last)

(First)

(Middle)

11500 ASH STREET

(Street)

LEAWOOD

66211

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
AMC ENTERTAINMENT HOLDINGS, INC. [ AMC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP, DEVELOPMENT & INTERN'L

3. Date of Earliest Transaction (Month/Day/Year)
11/01/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
CLASS A COMMON STOCK⁽¹⁾	11/01/2021		M		53,332	A	$0	120,860	D
CLASS A COMMON STOCK⁽²⁾	11/01/2021		F		24,028	D	$0	96,832	D
CLASS A COMMON STOCK⁽³⁾	11/01/2021		S		59,360	D	$36.474⁽⁴⁾	37,472⁽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 (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 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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
PERFORMANCE STOCK UNITS⁽⁶⁾	$0	11/01/2021		C			26,666	⁽⁷⁾	⁽⁶⁾	CLASS A COMMON STOCK	26,666	$0	0	D
PERFORMANCE STOCK UNITS⁽⁶⁾	$0	11/01/2021		C			26,666	⁽⁸⁾	⁽⁶⁾	CLASS A COMMON STOCK	26,666	$0	0	D

Explanation of Responses:

1. Shares of Issuer's Class A Common Stock ("Shares") were issued upon the vesting of certain performance stock units ("PSUs") granted to the Reporting Person pursuant to the Issuer's 2013 Equity Incentive Plan ("EIP").

2. Shares were withheld to satisfy the Reporting Person's tax obligations arising from the PSU vesting.

3. The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person more than 30 days prior to the transaction.

4. The price reported is a volume weighted average price. Shares were sold in multiple transactions at prices ranging from $35.47 to $37.16, inclusive. The Reporting Person undertakes to provide the Issuer, any security holder of Issuer, and the staff of the SEC, upon request, information regarding the number of Shares sold at each separate price within the range set forth in this footnote.

5. Does not include Shares issuable upon future vesting of equity grants, including 117,726 Shares issuable based upon continued service and 145,728 Shares issuable upon attainment of performance goals at target, which, when combined with the ownership reported above, would represent a total of 300,926 Shares.

6. Each PSU represents the right to receive one Share upon vesting. The PSUs were originally granted on February 26, 2020, and subsequently modified on October 30, 2020, with an expiration date of February 26, 2030.

7. The PSUs vested upon attainment of a 20-day volume weighted average closing price ("VWAP") of $4 and the Reporting Person's continued employment through October 30, 2021.

8. The PSUs vested upon attainment of a VWAP of $8 and the Reporting Person's continued employment through October 30, 2021.

	/S/EDWIN F GLADBACH, ATTORNEY-IN-FACT	11/03/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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