0001600781-16-000122.txt : 20160122 0001600781-16-000122.hdr.sgml : 20160122 20160122184851 ACCESSION NUMBER: 0001600781-16-000122 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160120 FILED AS OF DATE: 20160122 DATE AS OF CHANGE: 20160122 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: National CineMedia, Inc. CENTRAL INDEX KEY: 0001377630 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 205665602 STATE OF INCORPORATION: DE FISCAL YEAR END: 1228 BUSINESS ADDRESS: STREET 1: 9110 E. NICHOLS AVE. STREET 2: SUITE 200 CITY: CENTENNIAL STATE: CO ZIP: 80112 BUSINESS PHONE: (303) 792-3600 MAIL ADDRESS: STREET 1: 9110 E. NICHOLS AVE. STREET 2: SUITE 200 CITY: CENTENNIAL STATE: CO ZIP: 80112 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Marks Clifford E CENTRAL INDEX KEY: 0001388840 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33296 FILM NUMBER: 161357224 MAIL ADDRESS: STREET 1: C/O NATIONAL CINEMEDIA, INC. STREET 2: 9110 E. NICHOLS AVE., SUITE 200 CITY: CENTENNIAL STATE: CO ZIP: 80112 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2016-01-20 0001377630 National CineMedia, Inc. NCMI 0001388840 Marks Clifford E C/O NATIONAL CINEMEDIA, INC. 9110 E. NICHOLS AVE., SUITE 200 CENTENNIAL CO 80112-3405 0 1 0 0 President of Sales & Marketing Common Stock 2016-01-20 4 A 0 154172 0 A 482428 D Common Stock 2016-01-21 4 F 0 6422 14.56 D 476006 D Represents shares of restricted stock that will vest as follows: 61,669 shares will vest in three equal annual installments beginning on January 20, 2017, and 92,503 shares will vest upon achievement of specified performance targets at the end of a three-year measuring period ending on December 27, 2018. Represents withholding of shares to satisfy tax obligations upon the vesting of restricted stock. /s/ Teri Scott, as attorney-in-fact 2016-01-22 EX-24 2 markspoa.htm POWER OF ATTORNEY

POWER OF ATTORNEY



The undersigned hereby appoints each of Ralph E. Hardy, Maria V. Woods, Garth

B. Jensen and Teri Scott, signing singly, the undersigned's true and lawful

ttorney-in-fact to:



(1) execute for and on behalf of the undersigned, in the undersigned's

capacity as an officer and/or director of National CineMedia, Inc. (the

"Company"), the Form ID and Forms 3, 4 and 5 in accordance with Section 16(a)

of the Securities Exchange Act of 1934, as amended, and the rules thereunder;



(2) do and perform any and all acts for and on behalf of the undersigned

which may be necessary or desirable to complete and execute any such Form ID

and Form 3, 4 and 5, complete and execute any amendment or amendments thereto,

and timely file such form with the United States Securities and Exchange

Commission, any stock exchange or similar authority, and the National

Association of Securities Dealers; and



(3) take any other action of any type whatsoever in connection with the

foregoing that, in the opinion of such attorney-in-fact, may be of benefit to,

in the best interest of, or legally required by, the undersigned, it being

understood that the documents executed by such attorney-in-fact on behalf of

the undersigned pursuant to this Power of Attorney shall be in such form and

shall contain such terms and conditions as such attorney-in-fact may approve

in such attorney-in-fact's discretion.



The undersigned hereby grants to each such attorney-in-fact full power and

authority to do and perform any and every act and thing whatsoever requisite,

necessary, or proper to be done in the exercise of any of the rights and powers

herein granted, as fully to all intents and purposes as the undersigned might

or could do if personally present, with full power of substitution or

revocation, hereby ratifying and confirming all that such attorney-in-fact, or

such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to

be done by virtue of this Power of Attorney and the rights and powers herein

granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in

serving in such capacity at the request of the undersigned, are not assuming,

nor is the Company assuming, any of the undersigned's responsibilities to

comply with Section 16 of the Securities Exchange Act of 1934, as amended,

and the rules thereunder.



This Power of Attorney shall remain in full force and effect until the

undersigned is no longer required to file the Form ID or Forms 3, 4 and 5 with

respect to the undersigned's holdings of and transactions in securities issued

by the Company, unless earlier revoked by the undersigned in a signed writing

delivered to the foregoing attorneys-in-fact.



IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be

executed as of this 13th day of June, 2014.



      /s/ Clifford E. Marks



      Name: Clifford E. Marks