Chief Commercial Officer Kelleher Kimberly converted options into 27,753 units of AMC Networks Inc. Class A Common Stock and covered exercise/tax liability with 10,003 units of AMC Networks Inc. Class A Common Stock (SEC Form 4)
$AMCX
Cable & Other Pay Television Services
Telecommunications
| 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 |
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| 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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
AMC Networks Inc. [ AMCX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/07/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | ||||||
| AMC Networks Inc. Class A Common Stock | 03/07/2025 | M | 1,945 | A | (1) | 1,945 | D | |||
| AMC Networks Inc. Class A Common Stock | 03/07/2025 | F(2) | 701 | D | $7.06 | 1,244 | D | |||
| AMC Networks Inc. Class A Common Stock | 03/07/2025 | M | 3,058 | A | (3) | 17,750 | D | |||
| AMC Networks Inc. Class A Common Stock | 03/07/2025 | F(4) | 1,102 | D | $7.06 | 142 | D | |||
| AMC Networks Inc. Class A Common Stock | 03/07/2025 | M | 9,880 | A | (5) | 10,022 | D | |||
| AMC Networks Inc. Class A Common Stock | 03/07/2025 | F(6) | 3,561 | D | $7.06 | 6,461 | D | |||
| AMC Networks Inc. Class A Common Stock | 03/07/2025 | M | 12,870 | A | (7) | 19,331 | D | |||
| AMC Networks Inc. Class A Common Stock | 03/07/2025 | F(8) | 4,639 | D | $7.06 | 14,692 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | (1) | 03/07/2025 | M | 1,945 | (1) | 03/09/2025 | AMC Networks Inc. Class A Common Stock | 1,945 | (1) | 0 | D | ||||
| Restricted Stock Units | (3) | 03/07/2025 | M | 3,058 | (3) | 03/09/2025 | AMC Networks Inc. Class A Common Stock | 3,058 | (3) | 0 | D | ||||
| Restricted Stock Units | (5) | 03/07/2025 | M | 9,880 | (5) | 03/09/2026 | AMC Networks Inc. Class A Common Stock | 9,880 | (5) | 9,880 | D | ||||
| Restricted Stock Units | (7) | 03/07/2025 | M | 12,870 | (7) | 03/09/2027 | AMC Networks Inc. Class A Common Stock | 12,870 | (7) | 25,740 | D | ||||
| Explanation of Responses: |
| 1. Each restricted stock unit ("RSU") was granted on October 19, 2022 under the AMC Networks Inc. 2016 Employee Stock Plan and represents a right to receive one share of Class A Common Stock or the cash equivalent thereof. One-third of the RSUs vested and were settled on March 9, 2023 and one-third of the RSUs vested and were settled on March 8, 2024. The remaining one-third of the RSUs vested and settled on March 7, 2025. |
| 2. Represents RSUs of AMC Networks Inc. withheld to satisfy tax withholding obligations in connection with the vesting of RSUs described in footnote 1 above, exempt under Rule 16b-3. |
| 3. Each RSU was granted on March 10, 2022 under the AMC Networks Inc. 2016 Employee Stock Plan and represents a right to receive one share of Class A Common Stock or the cash equivalent thereof. One-third of the RSUs vested and were settled on March 9, 2023 and one-third of the RSUs vested and were settled on March 8, 2024. The remaining one-third of the RSUs vested and were settled on March 7, 2025. |
| 4. Represents RSUs of AMC Networks Inc. withheld to satisfy tax withholding obligations in connection with the vesting of RSUs described in footnote 3 above, exempt under Rule 16b-3. |
| 5. Each RSU was granted on April 13, 2023 under the AMC Networks Inc. 2016 Employee Stock Plan and represents a right to receive one share of Class A Common Stock or the cash equivalent thereof. One-third of the RSUs vested and were settled on March 8, 2024 and one-third of the RSUs vested and were settled on March 7, 2025. The remaining one-third of the RSUs will vest on March 9, 2026. |
| 6. Represents RSUs of AMC Networks Inc. withheld to satisfy tax withholding obligations in connection with the vesting of RSUs described in footnote 5 above, exempt under Rule 16b-3. |
| 7. Each RSU was granted on March 12, 2024 under the AMC Networks Inc. 2016 Employee Stock Plan and represents a right to receive one share of Class A Common Stock or the cash equivalent thereof. One-third of the RSUs vested and were settled on March 7, 2025. The remaining RSUs will vest as follows: one-third on March 9, 2026 and one-third on March 9, 2027. |
| 8. Represents RSUs of AMC Networks Inc. withheld to satisfy tax withholding obligations in connection with the vesting of RSUs described in footnote 7 above, exempt under Rule 16b-3. |
| Anne G. Kelly, attorney-in-fact for Kim Kelleher | 03/11/2025 | |
| ** 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. | ||