AMC ENTERTAINMENT HOLDINGS, INC.FORM10-KFOR THE YEAR ENDED DECEMBER31, 2025INDEX PARTI Item1.Business5Item1A.Risk Factors19Item1B.Unresolved Staff Comments36Item 1C.Cybersecurity36Item2.Properties38Item3.Legal Proceedings38Item4.Mine Safety Disclosures39PARTIIItem5.Market for Registrant’s Common Equity, Related Stockholder Matters and IssuerPurchases of EquitySecurities40Item6.[Reserved]43Item7.Management’s Discussion and Analysis of Financial Condition and Results ofOperations43Item7A.Quantitative and Qualitative Disclosures about Market Risk68Item8.Financial Statements and Supplementary Data70Item9.Changes in and Disagreements With Accountants on Accounting and FinancialDisclosure134Item9A.Controls and Procedures134Item9B.Other Information134Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections136PARTIIIItem10.Directors, Executive Officers and Corporate Governance137Item11.Executive Compensation137Item12.Security Ownership of Certain Beneficial Owners and Management and RelatedStockholder Matters137Item13.Certain Relationships and Related Transactions, and Director Independence137Item14.Principal Accountant Fees and Services137PARTIVItem15.Exhibits and Financial Statement Schedules138Item16.Form10-K Summary146 Forward-Looking Statements In addition to historical information, this Annual Report on Form10-K contains “forward-lookingstatements” within the meaning of the “safe harbor” provisions of the United States Private SecuritiesLitigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as“may,” “will,” “forecast,” “estimate,” “project,” “intend,” “plan,” “expect,” “should,” “believe” and othersimilar expressions that predict or indicate future events or trends or that are not statements of historicalmatters. These forward-looking statements are based only on our current beliefs, expectations andassumptions regarding the future of our business, future plans and strategies, projections, anticipatedevents and trends, the economy and other future conditions and speak only as of the date on which it ismade. Examples of forward-looking statements include statements we make regarding future attendancelevels, revenues and our liquidity. These forward-looking statements involve known and unknown risks,uncertainties, assumptions and other factors, including those discussed in “Risk Factors” and“Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which maycause our actual results, performance or achievements to be materially different from any future results,performance or achievements expressed or implied by such forward-looking statements. These risks anduncertainties include, but are not limited to, the following: ●the risks and uncertainties relating to the sufficiency of our existing cash and cashequivalents and available borrowing capacity to fund operations and satisfy obligationsincluding cash outflows for planned capital expenditures currently and through the nexttwelve months. In order to achieve net positive cash flows from operating activities, revenueswill need to increase from current levels to levels at least in line with pre-COVID-19revenues. However, there remain significant risks that may negatively impact revenues andattendance levels, including changes to movie studios release schedules (including as a resultof production delays and delays to the release of movies caused by labor stoppages) anddirect to streaming or other changing movie studio practices. If we are unable to achieveincreased levels of attendance and revenues, we will be required to obtain additionalliquidity. If such additional liquidity is not obtained or is insufficient, we likely would seekan in-court or out-of-court restructuring of our liabilities, and in the event of such futureliquidation or bankruptcy proceeding, holders of our Class A common stock (“CommonStock”) and other securities would likely suffer a total loss of their investment; ●the risks and uncertainties relating to the 2025 Refinancing Transactions and 2024Refinancing Transactions (each defined herein), including, but not limited to, (i) the potentialfor additional future dilution of our Common Stock as a result of issuance of sharesunderlying our 6.00%/8.00% Cash/PIK Toggle Senior Secured Exchangeable Notes (the“Existing Exchangeable Notes”) or our Senior Secured Exchangeable Notes due 2030 (the“New Exchangeable Notes”), (ii) the possibility that the extension of certain debt maturitieswill not provide enough time for attendance and revenues to increase to sufficient levels andgenerate net positive cash flows from operating activities to overcome liquidity concerns ormay be insufficient to do so if the Company does not achieve revenue levels at least in linewith pre-COVID-19 revenues and (iii) the impact on the market price of our Common Stockand our capital structure of any litigation or claims of default that might arise in connectionwith the 2025 Ref