SCHEDULE 13G
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Under the Securities Exchange Act of 1934
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(Amendment No. )*
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National CineMedia, Inc.
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Common Stock, $0.01 par value per share
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635309107
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June 6, 2023 (voluntary filing)
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(Date of Event which Requires Filing of this Statement)
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1
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Names of Reporting Persons.
Standard General L.P.
I.R.S. Identification Nos. of above persons (entities only)
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [ ]
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3
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SEC Use Only
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4
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Citizenship or Place of Organization.
Delaware
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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5 Sole Voting
Power
0
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6 Shared Voting
Power
12,932,382 shares
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7 Sole Dispositive Power
0
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8 Shared Dispositive Power
12,932,382 shares
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
12,932,382 shares
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10
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ]
Not Applicable
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13
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Percent of Class Represented by Amount in Row (9)
7.4%
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14
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Type of Reporting Person (See Instructions)
IA
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1
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Names of Reporting Persons.
Soohyung Kim
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [ ]
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3
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SEC Use Only
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4
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Citizenship or Place of Organization.
United States
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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5 Sole Voting
Power
0
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6 Shared Voting
Power
12,932,382 shares
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7 Sole Dispositive Power
0
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8 Shared Dispositive Power
12,932,382 shares
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9
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Aggregate Amount Beneficially Owned by Each Reporting Person
12,932,382 shares
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10
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ]
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11
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Percent of Class Represented by Amount in Row (9)
7.4%
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12
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Type of Reporting Person (See Instructions)
IN, HC
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Item 1.
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(a)
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Name of Issuer
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National CineMedia, Inc.
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(b)
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Address of Issuer’s Principal Executive Offices
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6300 S. Syracuse Way, Suite 300, Centennial, Colorado 80111
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Item 2.
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(a)
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Name of Person Filing
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Standard General L.P.
Soohyung Kim
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(b)
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Address of Principal Business Office or, if none, Residence
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Standard General L.P.
Soohyung Kim
767 Fifth Avenue, 12th Floor
New York, NY 10153
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(c)
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Citizenship
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Standard General L.P. – Delaware
Soohyung Kim – United States
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(d)
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Title of Class of Securities
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Common Stock
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(e)
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CUSIP Number
635309107
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Item 3.
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If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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(a)
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[ ]
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
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(b)
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[ ]
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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[ ]
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Insurance Company as defined in Section 3(a)(19) of the Act
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(d)
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[ ]
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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
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(e)
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[ ]
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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
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(f)
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[ ]
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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
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(g)
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[ ]
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A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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(h)
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[ ]
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A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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[ ]
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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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(j)
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[ ]
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A non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J);
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(k)
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[ ]
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Group, in accordance with §240.13d-1(b)(1)(ii)(K).
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Item 4.
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Ownership **
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(a)
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Amount Beneficially Owned **
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Standard General L.P. – 12,932,382 shares
Soohyung Kim – 12,932,382 shares
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(b)
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Percent of Class **
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Standard General L.P. – 7.4%
Soohyung Kim – 7.4%
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(c)
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Number of shares as to which such person has:
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(i)
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sole power to vote or to direct the vote **
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Standard General L.P. – 0 shares
Soohyung Kim – 0 shares
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(ii)
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shared power to vote or to direct the vote **
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Standard General L.P. – 12,932,382 shares
Soohyung Kim – 12,932,382 shares
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(iii)
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Sole power to dispose or to direct the disposition of **
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Standard General L.P. – 0 shares
Soohyung Kim – 0 shares
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(iv)
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shared power to dispose or to direct the disposition of **
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Standard General L.P. – 12,932,382 shares
Soohyung Kim – 12,932,382 shares
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Item 5.
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Ownership of Five Percent or Less of a Class
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If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class
of securities, check the following [ ].
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Not applicable.
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person
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Not applicable.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
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Not applicable.
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Item 8.
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Identification and Classification of Members of the Group
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Not applicable.
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Item 9.
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Notice of Dissolution of Group
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Not applicable.
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Item 10.
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Certification
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Exhibits
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Exhibit
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99.1
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Joint Filing Agreement by and among the Reporting Persons, incorporated by reference to Exhibit 99.1 to the Schedule 13G relating to Common Stock of the Issuer filed by the
Reporting Persons with the Securities and Exchange Commission on September 22, 2017.
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STANDARD GENERAL L.P.
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By: /s/ Joseph Mause
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Name: Joseph Mause
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Title: Chief Financial Officer
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SOOHYUNG KIM
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/s/ Soohyung Kim
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Soohyung Kim
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