AMC ENTERTAINMENT HOLDINGS, INC. AGM 2026

Good afternoon. It is precisely 1:00 Central Time, and therefore it is my pleasure to welcome all of you in the room and those who are listening live or eventually later on by webcast, as a welcome to the 2026 Annual Shareholders' Meeting of AMC Entertainment Holdings. Being held here in person in our Leawood, Kansas headquarters and also being attended by many of our shareholders both in the room, and as I said before, on our accompanying webcast. I am Adam Aron, Chairman of the Board and Chief Executive Officer of AMC Entertainment Holdings. Joining me for today's meeting is our board of directors who are joining remotely by phone. I have been advised that either in person or by proxy, there is a quorum present for this meeting. It is now therefore my pleasure and honor to formally call to order this annual meeting of our shareholders.

An agenda outlining the order of business has been made available. Eddie Gladbach, sitting to my right, who is our Senior Vice President, General Counsel, and Secretary of the company, will serve as Secretary of today's meeting and preside over the voting process on the various shareholder proposals. He has delivered an affidavit from Computershare, the notice agent for the annual meeting, which states that on August 10, 2026, a notice of the meeting was mailed to all shareholders of record as of the close of business on July 31, 2026, the record date for this meeting. This affidavit will be filed with the minutes of this meeting. Eddie will now discuss the procedures for transacting the actual business of the meeting and take you through voting on the various proposals.

Eddie? Thanks, Adam. The meeting will take place as described in the agenda.

A quorum of stockholders is present in person or via proxy. Rules and procedures for the meeting were filed with the SEC on September 17th and are printed on the back of your agenda. When a proposal is before the meeting for consideration, questions and comments should be limited to that proposal. An opportunity will be provided at a designated time for other questions relevant to the company's business. If you wish to make a statement about a pending proposal, please raise your hand and be recognized. Once you are recognized, please approach a microphone. Actually, someone will bring a microphone to you. State your name and whether you're a stockholder or proxy holder. If you're a proxy holder, please state the name of the proxy holder that granted you the proxy.

Please keep statements brief and limited to the specific item up for discussion. We may have to interrupt any statement that continues for an unreasonable amount of time. Speakers will be limited to a maximum of 2 minutes. You may not record the proceeding today, and phones and other recording devices are not permitted in the meeting room. Anyone disrupting the orderly conduct of business or acting in a threatening manner toward AMC employees or fellow stockholders will be asked to leave the premises and, if necessary, escorted out by security. If you've not already submitted your votes and would like to vote during the meeting, you may do so on the ballot provided at check-in. Ballots will be collected at the conclusion of business items on the agenda. Ballots not received when called for will not be counted.

We will announce the preliminary results at the conclusion of the meeting, and official results will be published in an 8-K filing with the SEC. The board of directors has appointed Jeff Bennett and Kelly Schemenauer as inspectors of election for the meeting. They have signed an oath to act as inspectors of election, which will be filed with the minutes of the meeting. The inspectors have the registered shareholder list of the company as of the record date for determining stockholders eligible to vote at the meeting. Except for proposal one, the polls will remain open until all items of business have been presented and discussed and the tabulation of votes has been completed. The polls will close for proposal one after any questions or comments have been discussed with respect to that proposal.

We're aware there's considerable interest in knowing how many shares have been voted at the meeting. The number of shares devoted prior to the meeting are approximately 553 million shares, which is approximately 62% of the outstanding 892,604,638 shares as of the record date. That number includes broker discretionary voting on certain items such as ratification of auditors. For non-routine items on which brokers cannot submit discretionary votes, we only have about 42% participation. We would remind our shareholders that voting is an important opportunity and encourage all of you to vote at future meetings. We'll now move to the items of business. First item of business is an amendment to the company's certificate of incorporation to declassify the board of directors, shorten all existing terms to expire at this meeting, and remove restrictions on the number of directors.

The amendment, along with the reasoning therefore, is set forth in the proxy statement, and the board of directors recommends approval of this proposal. Are there any questions or comments on this proposal? Seeing none, we will declare the polls closed on this proposal, and we'll proceed with the agenda. The next item of business is election of directors. However, based on the proxies received prior to the meeting and the number of shares present at this meeting, proposal one has not obtained support of a majority of the company's outstanding stock and therefore has failed. Since proposal one has failed, we will proceed with proposal 2B to elect Class 3 directors for the term ending at the 2029 annual meeting.

As disclosed in the proxy statement, the candidates for director who have been nominated by the company's Nominating and Corporate Governance Committee are Denise Clark, Sonia Jain, and Keri Putnam. In accordance with the company's bylaws, stockholders are required to provide advance notice of their intent to nominate candidates for director. No such notice was properly received, and therefore, no additional nominations can be accepted at this time. Are there questions or comments on this proposal? Seeing none, we'll proceed with the agenda. The next item of business is an amendment of the company's certificate of incorporation to eliminate the prohibition against stockholders acting by written consent. The amendment, along with the reasoning therefore, is set forth in the proxy statement, and the board of directors recommends approval. Any questions or comments on this proposal? Seeing none, we'll proceed. Fourth proposal is an amendment to the company's certificate of incorporation to remove the limitation on stockholders' ability to call special meetings.

The amendment, along with the reasoning therefore, is set forth in the proxy statement, and the board of directors recommends approval. Any questions or comments on this proposal? Seeing none, we will proceed. Next item of business is an amendment to the company's 2024 Equity Incentive Plan to increase the total number of shares of common stock subject to the plan. The amendment, along with the reasoning, is set forth in the proxy statement, and the board of directors recommends approval of this proposal. Any questions or comments on this proposal? Seeing none, we will proceed. Our next item of business is to ratify the appointment of Ernst & Young LLP as the company's independent public accounting firm for 2026.

We'd like to recognize Ernst & Young, Kim Rock and Amy Gigstad, who are with us today. Thank you for joining us. Board of directors recommends approval of this proposal. Are there any questions or comments? Seeing none, we will proceed. Next item of business is to approve the compensation of the company's named executive officers on an advisory basis. The proposal is a non-binding stockholder advisory vote. The company's executive compensation is discussed in the proxy statement, and the board of directors recommends approval. Are there any questions or comments? Seeing none, we will proceed. The next item of business is to approve the frequency of the non-binding advisory vote to approve compensation of the company's named executive officers. The proposal is non-binding, and the board of directors recommend a vote of one year on this proposal. Are there any questions or comments? Seeing none, we'll proceed. The next item of business is a proposal to approve adjournment of the meeting, if necessary, to permit further solicitation of proxies in the event there are insufficient votes to adopt the foregoing proposals.

Board of directors recommends approval. Any questions or comments on this one? Seeing none, we now declare the polls closed. If you have not voted or wish to change your vote, please do so now by marking your ballot. If you have a ballot to be collected, please raise your hand and the inspectors will collect it from you. We will now briefly recess the meeting. While we recess, we would like to invite Sean Goodman, the company's Executive Vice President, International Operations, Chief Financial Officer, and Treasurer, to join Adam to address any questions stockholders may have relative to the company's operating results or business.

We would remind everyone that some of the comments may contain forward-looking statements that are based on management's current expectations. Numerous risks, uncertainties, and other factors may cause actual results to differ materially from those that might be expressed today. Many of these risks and uncertainties are discussed in our public filings, including our most recently filed 10-K. Several of the factors that will determine the company's future results are beyond the ability of the company to control or predict. In light of the uncertainties inherent in forward-looking statements, you are cautioned not to place undue reliance on these statements. AMC undertakes no obligation to revise or update any forward-looking statements, whether as a result of new information or future events. If you have a question relating to the company, but not to matters already voted on in the meeting, you may raise them now.

Only matters that concern all stockholders should be raised. Any matter of individual concern to a stockholder should be raised after the meeting with representatives of the company. To allow all stockholders an opportunity to participate, each stockholder will be limited to one question along with one follow-up. To ensure all questions can be answered, any individual speaker will be limited to the maximum of 2 minutes. Please raise your hand to be recognized and approach the microphone to ask your question. With that, I'll turn it back over to Adam and Sean.