NCMI CEO vests RSUs, sells shares for taxes

National CineMedia, Inc. CEO Thomas F. Lesinski reported routine equity compensation activity.

Rhea-AI Filing Summary

National CineMedia, Inc. CEO Thomas F. Lesinski reported routine equity compensation activity. On June 30, 2026, 103,333 restricted stock units vested, converting into the same number of common shares. Each unit represents one common share, and this vesting is compensation-related.

To cover tax obligations arising from the vesting, 70,168 common shares were sold on the open market at an average price of $3.7724 per share as described in the footnotes. After these transactions, Lesinski directly holds 526,724 common shares, indicating he retained a substantial equity position following the tax-related sale.

Insider Trade Summary

Exercise and sale activity reported; no spread calculated

Exercise and Sale 3 txns

Insider Lesinski Thomas F.

Role Chief Executive Officer

Sold 70,168 shs ($265K)

Approx. gross sale proceeds $265K

Approx. exercise cost $0.00

Type	Security	Shares	Price	Value
Sale	Common Stock	70,168	$3.7724	$265K
Exercise	Restricted Stock Units	103,333	$0.00	$0.00
Exercise	Common Stock	103,333	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 0 contracts (Direct); Common Stock — 526,724 shares (Direct)

Footnotes (3)

1. F1. Represents acquisition of common stock upon vesting of restricted stock units.
2. F2. Represents the sale of securities on the open market to satisfy the tax obligation upon the vesting of restricted stock units pursuant to the terms of the award agreement.
3. F3. Each restricted stock unit represents the right to receive one share of the Issuer's common stock.

Key Figures

RSUs vested: 103,333 units Shares sold: 70,168 shares Sale price: $3.7724 per share +1 more

4 metrics

RSUs vested 103,333 units Restricted stock units converted to common stock on June 30, 2026

Shares sold 70,168 shares Common shares sold in open market to satisfy tax obligations

Sale price $3.7724 per share Average price for tax-related share sale

Shares held after 526,724 shares Direct common stock ownership following all reported transactions

Key Terms

Restricted Stock Units, derivative security, open market

3 terms

Restricted Stock Units financial

"Represents acquisition of common stock upon vesting of restricted stock units."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

derivative security financial

"transaction_code_description: Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

open market financial

"Represents the sale of securities on the open market to satisfy the tax obligation"

An open market is a system where buying and selling of goods, services, or financial assets happen freely without restrictions or special controls. For investors, it means they can trade assets easily and quickly, which helps determine fair prices based on supply and demand. This environment encourages transparency and competition, making it easier to buy or sell with confidence.

FAQ

What insider transactions did NCMI CEO Thomas F. Lesinski report?

Thomas F. Lesinski reported RSU vesting and a related share sale. 103,333 restricted stock units vested into common stock, and 70,168 shares were sold to satisfy tax obligations tied to that vesting under the award agreement.

How many National CineMedia (NCMI) shares did the CEO sell and at what price?

The CEO sold 70,168 National CineMedia shares at $3.7724 each. According to the filing, this open-market sale was executed specifically to satisfy tax obligations resulting from the vesting of restricted stock units.

How many RSUs vested for the NCMI CEO in this Form 4 filing?

A total of 103,333 restricted stock units vested for the CEO. Each restricted stock unit converted into one share of National CineMedia common stock, reflecting compensation earned under the company’s equity award program.

What is Thomas F. Lesinski’s National CineMedia shareholding after these transactions?

After the reported transactions, Lesinski holds 526,724 common shares. This figure reflects his direct ownership following the RSU vesting and the tax-related sale of 70,168 shares in the open market.

Were the NCMI CEO’s share sales discretionary or tax-related?

The share sale was tax-related rather than purely discretionary. Footnotes state the 70,168 shares sold on the open market were used to satisfy tax obligations arising from the vesting of restricted stock units under the award agreement.

What does each restricted stock unit represent in the NCMI CEO’s grant?

Each restricted stock unit represents one share of common stock. When 103,333 RSUs vested, they converted into 103,333 National CineMedia common shares, consistent with the one-for-one structure described in the Form 4 footnotes.

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Accepted by SEC EDGAR 07/02/2026 - 04:36 PM Learn about SEC filing dates

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Lesinski Thomas F.

(Last) (First) (Middle)

C/O NATIONAL CINEMEDIA, INC.

(Street)

CENTENNIAL COLORADO 80111

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
National CineMedia, Inc. [ NCMI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	06/30/2026		M		103,333(1)	A	$0	596,892	D
Common Stock	07/02/2026		S		70,168(2)	D	$3.7724	526,724	D

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
Restricted Stock Units	$0(3)	06/30/2026		M			103,333	06/30/2026	06/30/2026	Common Stock	103,333	$0	0	D

Explanation of Responses:

1. Represents acquisition of common stock upon vesting of restricted stock units.

2. Represents the sale of securities on the open market to satisfy the tax obligation upon the vesting of restricted stock units pursuant to the terms of the award agreement.

3. Each restricted stock unit represents the right to receive one share of the Issuer's common stock.

	/s/ Jeremy Gibb, as attorney-in-fact	07/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)