AMC ENTERTAINMENT HOLDINGS INC

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For NEOs other than the CEO, base salaries increases for 2023 averaged 4.6%, annual bonus opportunities as a percentage of base salary remain at 2023 levels, and annual equity grants were reduced by an average of 4.1%. As a result, total compensation at target for the remaining NEOs remains basically flat.

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The Company adopted the AMC Entertainment Holdings 2024 Equity Incentive Plan (the “2024 Plan”) and has submitted it to stockholders for approval at the Annual Meeting. As a result, 2024 equity grants were made contingent upon stockholder approval of the 2024 Plan. If stockholders fail to approve the 2024 Plan, the Compensation Committee will consider alternatives to maintain compensation at competitive levels, which may include cash-settled grants.

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As disclosed in Item 9B of the Company’s Annual Report on Form 10-K filed with the SEC on February 28, 2024, the Compensation Committee determined that the industry underperformance and prolonged strikes by the WGA and SAG-AFTRA had a material impact on the Company’s performance in 2023. In light of the fact that these industry impediments were outside the control of the Company and were not known at the time the performance targets were established, the Compensation Committee, in consultation with the Company’s independent compensation consultant, approved modifications to the performance goals applicable to equity grants allocated to the 2023 tranche year. As a result of the modifications, the impacted equity grants vested at the maximum level. For accounting purposes, the incremental increase in fair value resulting from the modifications will be reflected in the Company’s 2024 compensation tables.

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How Our Compensation Program Works

The Compensation Committee regularly reviews best practices in executive compensation and uses the following guidelines to design our compensation programs during ordinary business cycles, with exceptions made only under extraordinary circumstances: