Maria Woods (NCMI) sells shares to cover taxes after RSU vest

Rhea-AI Filing Summary

National CineMedia EVP and General Counsel Maria VG Woods reported RSU vesting and related share sales. On March 31, 2026, she acquired 25,833 shares of common stock upon vesting of restricted stock units, each unit representing one share. On April 1, 2026, she sold 12,066 common shares at $3.04 per share to satisfy tax obligations tied to this vesting. Following these transactions, she directly held 143,097 common shares.

Insider Trade Summary

Net Seller: 12,066 shares ($36,681)

Net Sell 3 txns

Insider Woods Maria VG

Role EVP - General Counsel

Sold 12,066 shs ($37K)

Type	Security	Shares	Price	Value
Sale	Common Stock	12,066	$3.04	$37K
Exercise	Restricted Stock Units	25,833	$0.00	--
Exercise	Common Stock	25,833	$0.00	--

Holdings After Transaction: Common Stock — 143,097 shares (Direct); Restricted Stock Units — 0 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.

Key Figures

Shares sold: 12,066 shares at $3.04 RSUs vested: 25,833 shares Shares held after transactions: 143,097 shares +1 more

4 metrics

Shares sold 12,066 shares at $3.04 Open-market sale on April 1, 2026 to satisfy tax obligation

RSUs vested 25,833 shares Common stock acquired upon vesting of restricted stock units on March 31, 2026

Shares held after transactions 143,097 shares Direct common stock ownership following reported transactions

RSUs remaining 0 units Restricted stock units balance after full conversion on March 31, 2026

Key Terms

Restricted Stock Units, vested, open market, derivative security

4 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.

vested financial

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

open market financial

"Represents the sale of securities on the open market to satisfy the tax obligation upon the vesting of restricted stock units"

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.

derivative security financial

"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.

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).

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)
	EVP - General Counsel

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026

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	03/31/2026		M		25,833(1)	A	$0	155,163	D
Common Stock	04/01/2026		S		12,066(2)	D	$3.04	143,097	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)	03/31/2026		M			25,833	03/31/2026	03/31/2026	Common Stock	25,833	$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	04/02/2026
	** 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)

FAQ

What insider transactions did Maria VG Woods report for NCMI?

Maria VG Woods reported RSU vesting and related share transactions. She acquired 25,833 National CineMedia common shares from restricted stock unit vesting, then sold 12,066 shares at $3.04 each to cover tax obligations, ending with 143,097 directly held shares.

How many National CineMedia shares did Maria Woods sell and at what price?

Maria Woods sold 12,066 National CineMedia common shares at $3.04 per share. The sale was executed on the open market specifically to satisfy tax obligations arising from restricted stock unit vesting under her award agreement, according to the disclosed footnote.

What does the RSU vesting mean in Maria Woods’ NCMI Form 4?

The RSU vesting means 25,833 restricted stock units converted into 25,833 National CineMedia common shares. Each restricted stock unit represented the right to receive one common share, and this vesting increased her share ownership before the subsequent tax-related sale.

How many National CineMedia shares does Maria Woods hold after these transactions?

After the reported transactions, Maria Woods directly holds 143,097 National CineMedia common shares. This figure reflects the net result of the RSU vesting that added shares and the open-market sale of 12,066 shares used to satisfy associated tax obligations.

Was Maria Woods’ NCMI share sale described as discretionary selling?

No. The filing states the 12,066-share sale was made on the open market to satisfy tax obligations from restricted stock unit vesting. That characterization indicates a tax-driven transaction under the award agreement rather than a purely discretionary open-market sale decision.