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  4. [Form 4] National CineMedia, Inc. Insider Trading Activity

National CineMedia CEO vests 77,500 RSUs, holds 462,144 shares

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

Rhea-AI Filing Summary

Thomas F. Lesinski, Chief Executive Officer and director of National CineMedia, Inc. (NCMI), reported transactions on 09/30/2025. 77,500 restricted stock units vested and were acquired by the reporting person at no cash price; simultaneously 37,834 shares were sold on the open market at $4.4432 per share to satisfy tax withholding. After these transactions the reporting person beneficially owned 462,144 shares. The filing states each restricted stock unit converts to one share and that the sale was executed pursuant to the award agreement to cover tax obligations.

Positive

  • 77,500 restricted stock units vested, aligning executive compensation with shareholder value
  • Post-transaction beneficial ownership remains substantial at 462,144 shares, indicating continued stake in the company

Negative

  • Sale of 37,834 shares on-market at $4.4432 reduced the executive's direct holdings
  • Transaction reflects tax-driven selling rather than discretionary divestiture, but still increases share supply sold into market
Insider Lesinski Thomas F.
Role Chief Executive Officer
Sold 37,834 shs ($168K)
Type Security Shares Price Value
Exercise Restricted Stock Units 77,500 $0.00 --
Exercise Common Stock 77,500 $0.00 --
Sale Common Stock 37,834 $4.4432 $168K
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 499,978 shares (Direct)
Footnotes (1)
  1. Represents acquisition of common stock upon vesting of restricted stock units. 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. Each restricted stock unit represents the right to receive one share of the Issuer's common stock.
Form 4 Insider Transactions: What Each Field Means →
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*
Lesinski Thomas F.
(Last) (First) (Middle)
C/O NATIONAL CINEMEDIA, INC.
(Street)
CENTENNIAL CO 80111
(City) (State) (Zip)
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
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025
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 09/30/2025 M 77,500(1) A $0 499,978 D
Common Stock 09/30/2025 S 37,834(2) D $4.4432 462,144 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 (3) 09/30/2025 M 77,500 09/30/2025 09/30/2025 Common Stock 77,500 $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 10/02/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider activity did NCMI (National CineMedia) report on the Form 4?

The CEO and director, Thomas F. Lesinski, had 77,500 restricted stock units vest on 09/30/2025 and sold 37,834 shares to satisfy tax withholding.

How many shares does the reporting person own after the transactions?

After the reported transactions the filing shows beneficial ownership of 462,144 shares.

At what price were shares sold in the reported transaction?

The Form 4 discloses an open-market sale of 37,834 shares at $4.4432 per share.

Why were shares sold by the reporting person?

The filing states the sale was executed to satisfy the tax obligation arising from the vesting of restricted stock units pursuant to the award agreement.

Do the restricted stock units convert to common shares?

Yes; the filing explains each restricted stock unit represents the right to receive one share of the issuer's common stock.