8-K: Current report filing

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): July 15, 2021

AMC ENTERTAINMENT HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

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:

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.    ¨

On May 21, 2021, AMC Entertainment Holdings, Inc. (the “Company”) announced the expected resignations of Lincoln Zhang and John Zeng as directors of the Company. On July 15, 2021, Mr. Zeng notified the Company of his resignation as a director effective July 15, 2021. On July 20, 2021, Mr. Zhang notified the Company of his resignation as a director effective July 20, 2021. The resignation of Messrs. Zhang’s and Zeng’s was not a result of any disagreement between Messrs. Zhang and Zeng and the Company, its management, the Board or any committee thereof.

In connection with the resignations, on July 20, 2021 the Board of Directors appointed Adam Aron to serve as Chairman of the Board in addition to his role as Chief Executive Officer and President and appointed Philip Lader as its lead independent director, in each case effective as of July 20, 2021.

A copy of the press release announcing the resignations and appointments of Messrs. Aron and Lader is attached hereto as Exhibit 99.1.

(d) Exhibits.

SIGNATURE

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, hereunto duly authorized.