8-KThe WireStrategic
Equity Issuance · Company Update
Filed May 5, 2026 · 1mo ago · Accession 0001104659-26-055167
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C.
20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event
reported): May 4, 2026
AMC
ENTERTAINMENT HOLDINGS, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware
001-33892
26-0303916
(State
or Other Jurisdiction of
(Commission
File Number)
(I.R.S. Employer Identification
Incorporation)
Number)
One AMC Way
11500 Ash Street , Leawood , KS 66211
(Address of Principal Executive Offices, including
Zip Code)
( 913 )
213-2000
(Registrant’s Telephone Number, including
Area Code)
Check the appropriate box below if the Form 8-K filing
is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title
of each class
Trading
Symbol
Name
of each exchange on which registered
Class A common stock
AMC
New York Stock Exchange
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ¨
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 3.02 Unregistered Sales of Equity Securities.
The information set forth in Item 8.01 below is
incorporated herein by reference. The shares of Common Stock (as defined herein) described herein will be issued pursuant to Section 3(a)(9) and/or
Section 4(a)(2) of the Securities Act of 1933, as amended.
Item 8.01 Other Events.
On May 4, 2026, the holders of the Senior
Secured Exchangeable Notes due 2030 (the “Exchangeable Notes,” and such holders, the “Exchanging Noteholders”)
issued by Muvico, LLC (“Muvico”), a wholly owned subsidiary of AMC Entertainment Holdings, Inc. (the “Company”
or “AMC”), delivered Notices of Voluntary Exchange to Muvico and GLAS Trust Company LLC, as exchange agent, to exchange all
$155,845,562 aggregate principal amount of Exchangeable Notes outstanding for shares of AMC’s Class A common stock, par value
$0.01 per share (“Common Stock”), pursuant to the terms of the indenture governing the Exchangeable Notes (the “Indenture”).
The Company expects to settle the exchange (the
“Exchange”) on May 5, 2026, by issuing an aggregate of 129,681,144 shares of Common Stock to the Exchanging Noteholders
(including shares issued in respect of the Exchange Adjustment Consideration (as defined in the Indenture) and accrued and unpaid interest) in exchange for $142,224,843 aggregate principal amount of Exchangeable Notes.
The Company expects to exchange the remaining $13,620,719 aggregate principal amount of Exchangeable Notes for 12,358,886 shares of Common
Stock (including shares issued in respect of the Exchange Adjustment Consideration and excluding any shares that may be issued in respect of accrued and unpaid interest on the remaining Exchangeable Notes), once notified
by certain Exchanging Noteholders that delivery of such shares will not contravene their Ownership Limitation (as defined in the Indenture).
All exchanged Exchangeable Notes will be cancelled in accordance with the Indenture.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No.
Description of Exhibit
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
2
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
AMC ENTERTAINMENT HOLDINGS, INC.
Date: May 5, 2026
By:
/s/
Edwin F. Gladbach
Name: Edwin F. Gladbach
Title: Senior Vice President, General Counsel and Secretary
3
Filing details
- Ticker
- AMC
- CIK
- 1411579
- Form type
- 8-K
- Filing date
- May 5, 2026
- Report date
- May 4, 2026
- Document
- tm2613579d1_8k.htm
- Size
- 189 KB