SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Amendment No. 1
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): August 10, 2017 (May 25, 2017)
Cinemark Holdings, Inc.
(Exact Name of Registrant as Specified in Charter)
(State or Other Jurisdiction
3900 Dallas Parkway, Suite 500, Plano, Texas 75093
(Address of Principal Executive Offices) (Zip Code)
Registrants telephone number, including area code: 972.665.1000
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
|☐||Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)|
|☐||Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)|
|☐||Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))|
|☐||Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
This current report on Form 8-K/A, Amendment No. 1 (the Amendment) amends the Current Report on Form 8-K filed by Cinemark Holdings, Inc. (the Company) on May 31, 2017 (the Original Form 8-K). The Original Form 8-K reported the final voting results of the Companys 2017 annual meeting of stockholders held on May 25, 2017 (the Annual Meeting). The sole purpose of this Amendment is to disclose the decision of the Companys board of directors (the Board) regarding how frequently it will conduct future stockholder advisory votes to approve the compensation of the Companys named executive officers. No other changes have been made to the Original Form 8-K.
|Item 5.07||Submission of Matters to a Vote of Security Holders|
As previously reported in the Original Form 8-K, in a non-binding, advisory vote on the frequency of vote on executive compensation held at the Annual Meeting, the majority of the Companys stockholders voted in favor of an annual vote on executive compensation. The Board has considered the outcome of this advisory vote and has determined, as was recommended by the Board with respect to this proposal in the Companys proxy statement for the Annual Meeting, that the Company will hold future say on pay votes on an annual basis until the occurrence of the next advisory vote on the frequency of the vote on executive compensation. The next advisory vote regarding the frequency of the vote on executive compensation is required to occur no later than the Companys 2023 annual meeting of stockholders.
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|CINEMARK HOLDINGS, INC.|
|Name:||Michael D. Cavalier|
|Title:||Executive Vice President - General Counsel|
Date: August 11, 2017