STOCK TITAN

Cinemark insider discloses tax withholding, trust transfer in July Form 4

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Form 4 filed on 07/29/2025 discloses three insider transactions by Cinemark Holdings (CNK) EVP-General Counsel Michael Cavalier dated 07/28/2025.

  • Tax withholding: The issuer retained 442 and 885 shares (total 1,327) at $29.04 each to satisfy payroll taxes on the vesting of 1,125 and 2,250 restricted-stock units, respectively. These are non-discretionary, cashless transactions; no shares entered the open market.
  • Gift transfer: Cavalier transferred 2,048 shares to the Cavalier Revocable Trust for no consideration. He and his spouse are co-trustees, so beneficial ownership continues.

Post-transaction holdings stand at 49,762 shares held directly and 248,629 held indirectly via the trust, totalling 298,391 shares. The activity affects roughly 0.3 % of CNK’s ~120 million outstanding shares and represents routine administrative adjustments rather than directional trading. Investor impact is therefore expected to be minimal.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine tax withholding and gift; negligible market impact.

The Form 4 shows automatic share withholding to cover RSU taxes and a family-trust transfer. Neither action signals a change in insider sentiment or alters the float materially. Cavalier’s total beneficial stake remains almost unchanged, preserving alignment with shareholders. No buy/sell signal implied.

TL;DR: Administrative transactions, governance posture unchanged.

The filing complies with Section 16 reporting and clarifies trust arrangements, maintaining transparency. The gift keeps shares within immediate family control, while tax withholding reflects standard equity-compensation practice. No red flags for governance risk.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Cavalier Michael

(Last) (First) (Middle)
3900 DALLAS PARKWAY

(Street)
PLANO TX 75093

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Cinemark Holdings, Inc. [ CNK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP-General Counsel
3. Date of Earliest Transaction (Month/Day/Year)
07/28/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 07/28/2025 F 442(1) D $29.04 52,695 D
Common Stock 07/28/2025 F 885(2) D $29.04 51,810 D
Common Stock 07/28/2025 G 2,048 D $0 49,762 D(3)
Common Stock 248,629 I(3) By Cavalier Revocable Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The reported shares were withheld by the Issuer as payment by the reporting person for the tax liability upon vesting of 1,125 restricted stock granted on July 28, 2025.
2. The reported shares were withheld by the issuer as payment by the reporting person for the tax liability upon vesting of 2,250 of restricted stock which were granted on July 28, 2025.
3. On July 28, 2025 the reporting person transferred 2,048 shares to the Cavalier Revocable Trust for no consideration. The reporting person and his spouse are co-trustees of the Cavalier Revocable Trust and the reporting person and members of his immediate family are the sole beneficiaries of the trust. The reporting person remains a beneficial owner of the securities held by the trust.
/s/ Michael Cavalier attorney-in-fact 07/29/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many Cinemark (CNK) shares did EVP Michael Cavalier dispose of in this Form 4?

He had 1,327 shares withheld for taxes and 2,048 shares transferred to a trust, affecting a total of 3,375 shares.

Were any CNK shares sold on the open market?

No. The 1,327 shares were withheld by the issuer for tax purposes; the 2,048-share transfer was a gift with no consideration.

What is Michael Cavalier’s current CNK share ownership?

After the reported transactions he directly owns 49,762 shares and indirectly controls 248,629 shares through a trust.

At what price were the shares withheld for taxes?

The issuer valued the withheld shares at $29.04 per share, the fair-market value on 07/28/2025.

Is the Form 4 transaction material to Cinemark investors?

Given that 3,375 shares equal about 0.003 % of the float, the filing is considered not materially impactful.
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