8-KThe WireStrategic
Equity Issuance · Company Update
Filed Mar 24, 2026 · 3mo ago · Accession 0001104659-26-033449
Plain English
Material event — a significant development the company must disclose promptly.
Read the source below for the full document.
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): March 23, 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 issuance of the Shares (as defined herein) to the Selling Stockholders (as defined herein) was exempt under Section
4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”).
Item 8.01 Other Events.
On March 23, 2026, AMC Entertainment Holdings,
Inc. (the “Company”) filed a prospectus supplement (the “Prospectus Supplement”) to its effective shelf registration
statement on Form S-3 (File No. 333-293291) registering the resale by the selling stockholders named therein (the “Selling Stockholders”)
of up to 15,378,194 shares (the “Shares”) of Class A common stock, $0.01 par value per share, under the Securities Act. The
Company will not receive any proceeds from the sale of the Shares. As previously disclosed, the Shares were issued to the Selling Stockholders
on March 23, 2026 as consent fees for certain amendments to the indentures governing Muvico, LLC’s 6.00%/8.00% Cash/PIK Toggle Senior
Secured Exchangeable Notes due 2030 and Senior Secured Exchangeable Notes due 2030, as applicable.
A copy of the opinion regarding the validity of the Shares is filed
with this Current Report on Form 8-K as Exhibit 5.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No.
Description of Exhibit
5.1
Opinion of Weil, Gotshal & Manges LLP.
23.1
Consent of Weil, Gotshal & Manges LLP (included in Exhibit 5.1).
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: March 23, 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
- Mar 24, 2026
- Report date
- Mar 23, 2026
- Document
- tm268846d5_8k.htm
- Size
- 212 KB