Skip to main content

National CineMedia, Inc.

For the period ended Jan 1, 2026. Filed Feb 26, 2026.

View on SEC.gov

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2026 · Filed Feb 26, 2026

NCMI$1.62-2.4%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits
Contents

Item 15. Exhibits, Financial Statement Schedules

(a) (1) and (a) (2) Financial statements and financial statement schedules

Refer to Index to Financial Statements on page 49.

(b) Exhibits

Refer to Exhibit Index, beginning on page 93.

(c) Financial Statement Schedules

Financial Statement Schedules not included herein have been omitted because they are either not required, not applicable, or the information is otherwise included herein.

INDEX TO EXHIBITS

Incorporation by Reference
ExhibitRef.DescriptionFormSEC File No.ExhibitFiling Date
3.1The Bylaws, as amended March 17, 2025.10-Q001-332963.15/6/2025
3.2Second Amended and Restated Certificate of Incorporation as amended.10-Q001-332963.111/7/2023
3.3Certificate of Designation Series B Preferred Stock, dated August 7, 2023.8-K001-332963.18/7/2023
4.1*Description of the Registrant’s Securities
10.1National CineMedia, LLC Third Amended and Restated Limited Liability Company Operating Agreement dated as of February 13, 2007, by and among American Multi-Cinema, Inc., Cinemark Media, Inc., Regal CineMedia Holdings, LLC and National CineMedia, Inc., as amended through March 18, 2024.10-K001-3329610.13/6/2025
10.2▲Amended and Restated Exhibitor Services Agreement dated as of December 26, 2013, by and between National CineMedia, LLC and American Multi-Cinema, Inc.10-K001-3329610.2.42/21/2014
10.2.1First Amendment to Amended and Restated Exhibitor Services Agreement dated as of March 9, 2017, by and between National CineMedia, LLC and American Multi-Cinema, Inc.8-K001-3329610.13/15/2017
10.2.2▲Second Amended and Restated Exhibitor Services Agreement, dated April 17, 2025, between National CineMedia, LLC, American Multi-Cinema, Inc., Muvico, LLC, and the other parties thereto10-Q001-3329610.110/30/2025
10.2.3▲Joint Venture Termination and Settlement Agreement, dated April 17, 2025, between American Multi-Cinema, Inc., National CineMedia, LLC, and National CineMedia, Inc.10-Q001-3329610.25/6/2025
10.3▲Amended and Restated Exhibitor Services Agreement dated as of December 26, 2013, by and between National CineMedia, LLC and Cinemark USA, Inc.10-K001-3329610.3.42/21/2014
10.3.1▲First Amendment to Amended and Restated Exhibitor Services Agreement dated as of September 17, 2019, by and between National CineMedia, LLC and Cinemark USA, Inc.8-K001-3329610.19/17/2019
10.3.2Second Amendment to Amended and Restated Exhibitor Services Agreement dated as of July 29, 2022, by and between National CineMedia, LLC and Cinemark USA, Inc.10-Q001-3329610.48/8/2022
10.4▲Common Unit Adjustment Agreement dated as of February 13, 2007, by and among National CineMedia, Inc., National CineMedia, LLC, Regal CineMedia Holdings, LLC, American8-K001-3329610.62/16/2007
Incorporation by Reference
Exhibit · Ref. · Description · Form · SEC File No. · Exhibit · Filing Date
Multi-Cinema, Inc., Cinemark Media, Inc., Regal Cinemas, Inc. and Cinemark USA, Inc.
10.5Tax Receivable Agreement dated as of February 13, 2007, by and among National CineMedia, Inc., National CineMedia, LLC, Regal CineMedia Holdings, LLC, Cinemark Media, Inc., Regal Cinemas, Inc., American Multi-Cinema, Inc. and Cinemark USA, Inc.8-K001-3329610.72/16/2007
10.5.1Second Amendment to Tax Receivable Agreement effective as of April 29, 2008, by and by and among NCM, Inc. and National CineMedia, LLC and the Founding Members and the ESA Parties, amending the Tax Receivable Agreement dated as of February 13, 2007 and as first amended by the First Amendment to the Tax Receivable Agreement effective as of August 7, 2007.8-K001-3329610.15/5/2008
10.6Second Amended and Restated Software License Agreement dated as of February 13, 2007, by and among American Multi-Cinema, Inc., Regal CineMedia Corporation, Cinemark USA, Inc., Digital Cinema Implementation Partners, LLC and National CineMedia, LLC.8-K001-3329610.92/16/2007
10.7Director Designation Agreement dated as of February 13, 2007, by and among National CineMedia, Inc., American Multi-Cinema, Inc., Cinemark Media, Inc. and Regal CineMedia Holdings, LLC.8-K001-3329610.102/16/2007
10.8Registration Rights Agreement dated as of February 13, 2007, by and among National CineMedia, Inc., American Multi-Cinema, Inc., Regal CineMedia Holdings, LLC and Cinemark Media, Inc.8-K001-3329610.112/16/2007
10.9Management Services Agreement dated as of February 13, 2007, by and among National CineMedia, Inc. and National CineMedia, LLC.8-K001-3329610.122/16/2007
10.10Director Designation Agreement, dated as of August 7, 2023, among National CineMedia, Inc., the Consenting Creditor Designation Committee, and Blantyre Capital Limited.8-K001-3329610.38/7/2023
10.11Loan and Security Agreement, dated as of January 24, 2025, by and among National CineMedia, LLC, as Borrower, the other credit parties party thereto from time to time, and U.S. Bank National Association, as Bank8-K001-3329610.11/27/2025
10.11.1Amendment No. 1 to Loan and Security Agreement, dated as of March 10, 2025, by and between National CineMedia, LLC, as Borrower, and U.S. Bank National Association, as Bank10-Q001-3329610.25/6/2025
Incorporation by Reference
ExhibitRef.DescriptionFormSEC File No.ExhibitFiling Date
10.12Joint Venture Termination and Settlement Agreement, dated June 3, 2023.10-Q001-3329610.68/1/2023
10.13▲Network Affiliate Transaction Agreement by and between National CineMedia, LLC and Regal Cinemas, Inc, dated June 3, 2023.10-Q001-3329610.58/1/2023
10.14Second Amended and Restated Employment Agreement, dated December 22, 2025, by and between National CineMedia, Inc. and Thomas F. Lesinski+8-K001-3329610.112/23/2025
10.15Employment Agreement dated September 5, 2024 between National CineMedia, Inc. and Ronnie Y. Ng.+10-Q001-3329610.111/5/2024
10.16Amended and Restated Employment Agreement, dated December 22, 2025, by and between National CineMedia, Inc. and Maria Woods+8-K001-3329610.212/23/2025
10.17Form of Indemnification Agreement.+8-K001-3329610.12/13/2007
10.18Form of Indemnification Agreement (August 2018).+10-Q001-3329610.38/7/2018
10.19National CineMedia, Inc. 2016 Equity Incentive Plan.+S-8001-332964.14/29/2016
10.20National CineMedia, Inc. 2020 Omnibus Incentive Plan.+8-K001-3329610.25/1/2020
10.21First Amendment to the National CineMedia, Inc. 2020 Omnibus Incentive Plan effective as of May 4, 2022.+8-K001-3329610.15/9/2022
10.22Second Amendment to the National CineMedia, Inc. 2020 Omnibus Incentive Plan effective as of November 2, 2023.+8-K001-3329610.111/7/2023
10.23Form of 2019 Stock Option Agreement.+10-Q001-3329610.411/4/2019
10.23.1Form of 2020 Stock Option Agreement.+10-Q001-3329610.58/3/2020
10.24Form of Restricted Stock Unit Agreement under the National CineMedia, Inc. 2020 Omnibus Incentive Plan - Director.+10-Q001-3329610.78/3/2020
10.24.1Form of Restricted Stock Unit Agreement (Time Based) - Emergence Grants.+8-K001-3329610.12/2/2024
10.24.2Form of Restricted Stock Unit Agreement (Performance Based) - Emergence Grants.+8-K001-3329610.22/2/2024
10.24.3*Form of Restricted Stock Unit Agreement (Time Based).+
10.24.4*Form of Restricted Stock Unit Agreement (Performance Based).+
19.1*Insider Trading Policy
21.1*List of Subsidiaries.
23.1*Consent of Deloitte & Touche LLP.
Incorporation by Reference
ExhibitRef.DescriptionFormSEC File No.ExhibitFiling Date
23.2 · * · Consent of Grant Thornton LLP.
24.1 · * · Powers of Attorney of National CineMedia, Inc.
31.1 · * · Rule 13a-14(a) Certification of Chief Executive Officer.
31.2 · * · Rule 13a-14(a) Certification of Chief Financial Officer.
32.1 · ** · Certification of Chief Executive Officer and Pursuant to 18 U.S.C. Section 1350.
32.2 · ** · Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350.
97.1Incentive Compensation Recoupment Policy10-K001-3329697.13/18/2024
101.SCH*Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents.
104*Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
  • Filed herewith.

** Furnished herewith.

  • Management contract.

▲ Portions of this exhibit have been omitted in compliance with Item 601 of Regulation S-K

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.