Is the NCMI insider share sale a routine compensation-related event?

Yes. The filing states the sale was made to satisfy tax obligations from RSU vesting. Such tax-driven sales are typically viewed as compensation mechanics rather than discretionary changes in the insider’s investment exposure.

NCMI legal chief sells 5,509 shares for taxes

National CineMedia, Inc. Chief Legal Officer Maria VG Woods reported routine equity compensation activity involving restricted stock units and related tax sales.

Filing Impact

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Filing Sentiment

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Form Type

Rhea-AI Filing Summary

National CineMedia, Inc. Chief Legal Officer Maria VG Woods reported routine equity compensation activity involving restricted stock units and related tax sales. On May 1, 2026, 11,799 restricted stock units were exercised, delivering the same number of common shares at a stated price of $0.0000 per share. A related derivative entry shows the RSU position going to zero as those units converted into common stock.

On May 4, 2026, Woods sold 5,509 shares of common stock at an average price of $3.4464 per share. Footnote disclosure states this sale was made on the open market to satisfy tax obligations arising from the RSU vesting, pursuant to the award agreement terms, rather than as a discretionary portfolio trade. After these transactions, Woods directly holds 149,387 shares of National CineMedia common stock.

Insider Trade Summary

Exercise and sale activity reported; no spread calculated

Exercise and Sale 3 txns

Insider Woods Maria VG

Role Chief Legal Officer

Sold 5,509 shs ($19K)

Approx. gross sale proceeds $19K

Approx. exercise cost $0.00

Type	Security	Shares	Price	Value
Sale	Common Stock	5,509	$3.4464	$19K
Exercise	Restricted Stock Units	11,799	$0.00	$0.00
Exercise	Common Stock	11,799	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 0 contracts (Direct); Common Stock — 149,387 shares (Direct)

Footnotes (3)

F1. Represents acquisition of common stock upon vesting of restricted stock units.
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.
F3. Each restricted stock unit represents the right to receive one share of the Issuer's common stock.

Key Figures

Shares sold: 5,509 shares Sale price: $3.4464 per share RSUs exercised: 11,799 units +3 more

6 metrics

Shares sold 5,509 shares Open-market sale on May 4, 2026

Sale price $3.4464 per share Average price for 5,509-share sale

RSUs exercised 11,799 units Restricted stock units converting to common shares on May 1, 2026

RSU exercise price $0.0000 per unit Stated exercise/conversion price for RSUs

Shares held after transactions 149,387 shares Direct common stock ownership after May 2026 transactions

Common shares after RSU vesting 154,896 shares Direct holdings immediately following RSU conversion before tax sale

Key Terms

Restricted Stock Units, derivative exercise/conversion, open-market sale, tax obligation, +1 more

5 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 exercise/conversion financial

"transaction_action": "derivative exercise/conversion""

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

tax obligation financial

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

beneficial ownership financial

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

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did NCMI Chief Legal Officer Maria VG Woods report?

Maria VG Woods reported RSU vesting and a related share sale. 11,799 restricted stock units converted into common shares, followed by a 5,509-share sale primarily to cover tax obligations from that vesting event.

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

Woods sold 5,509 shares of National CineMedia common stock. The average sale price was approximately $3.4464 per share, according to the Form 4 transaction details for the May 4, 2026 open-market transaction.

Why did the NCMI insider sell 5,509 shares after RSU vesting?

The 5,509-share sale was executed to satisfy tax obligations triggered by RSU vesting. A footnote explains the sale occurred on the open market specifically to cover taxes as required under the award agreement.

How many National CineMedia (NCMI) shares does Maria VG Woods hold after these transactions?

After the reported transactions, Woods directly holds 149,387 shares of National CineMedia common stock. This total reflects the RSU conversion into shares and the subsequent 5,509-share sale to cover tax obligations.

What happened to the restricted stock units reported in the NCMI Form 4 filing?

11,799 restricted stock units converted into the same number of National CineMedia common shares. A derivative entry shows the RSU balance going to zero as they were exercised and settled into common stock on May 1, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 05/05/2026 - 04:19 PM EDT

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^*

Woods Maria VG

(Last)

(First)

(Middle)

C/O NATIONAL CINEMEDIA, INC.

6300 S. SYRACUSE WAY

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/01/2026		M		11,799⁽¹⁾	A	$0	154,896	D
Common Stock	05/04/2026		S		5,509⁽²⁾	D	$3.4464	149,387	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	$0⁽³⁾	05/01/2026		M			11,799	05/01/2026	05/01/2026	Common Stock	11,799	$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/ Laura Anne Kenwick, as attorney-in-fact	05/05/2026
	** 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)

Source: View Original Filing on SEC EDGAR