0001567619-21-006217.txt : 20210312
0001567619-21-006217.hdr.sgml : 20210312
20210312162425
ACCESSION NUMBER: 0001567619-21-006217
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210310
FILED AS OF DATE: 20210312
DATE AS OF CHANGE: 20210312
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: COTTER MARGARET
CENTRAL INDEX KEY: 0001193738
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-08625
FILM NUMBER: 21737759
MAIL ADDRESS:
STREET 1: 500 CITADEL DRIVE
STREET 2: SUITE 300
CITY: COMMERCE
STATE: CA
ZIP: 90040
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: READING INTERNATIONAL INC
CENTRAL INDEX KEY: 0000716634
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MOTION PICTURE THEATERS [7830]
IRS NUMBER: 953885184
STATE OF INCORPORATION: NV
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 5995 SEPULVEDA BOULEVARD
STREET 2: SUITE 300
CITY: CULVER CITY
STATE: CA
ZIP: 90230
BUSINESS PHONE: 213 235 2240
MAIL ADDRESS:
STREET 1: 5995 SEPULVEDA BOULEVARD
STREET 2: SUITE 300
CITY: CULVER CITY
STATE: CA
ZIP: 90230
FORMER COMPANY:
FORMER CONFORMED NAME: CITADEL HOLDING CORP
DATE OF NAME CHANGE: 19941216
4
1
doc1.xml
FORM 4
X0306
4
2021-03-10
0
0000716634
READING INTERNATIONAL INC
RDI
0001193738
COTTER MARGARET
5995 SEPULVEDA BLVD
SUITE 300
CULVER CITY
CA
90230
1
1
1
1
Chairperson, EVP - RE Dev/NY
Member of Sec.13(d)(3) Group
Class A Non-Voting Common Stock
1612649
I
Co-Trustee and beneficiary of James J. Cotter Living Trust
Class A Non-Voting Common Stock
84956
I
Sole-Trustee of James J. Cotter Education Trust #1
Class A Non-Voting Common Stock
2021-03-10
4
M
0
4784
A
758663
D
Class A Non-Voting Common Stock
2021-03-10
4
F
0
1611
7.30
D
757052
D
Restricted Stock Units
2021-03-10
4
M
0
4784
0
D
Class A Non-Voting Common Stock
4784
14350
D
Restricted Stock Units (Performance-based)
2021-03-10
4
A
0
2126
0
A
Class A Non-Voting Common Stock
2126
2126
D
Margaret Cotter is a co-trustee of the Trust, a trust organized under the laws of CA. During the lifetime of James J. Cotter, Sr., the Trust was revocable by James J. Cotter, Sr., but the Trust became irrevocable upon the death of James J. Cotter, Sr. on September 13, 2014. The Trust serves as a vehicle for the management and distribution of the assets of James J. Cotter, Sr. Ellen Cotter and Margaret Cotter, acting together as co-trustees of the Trust, may be deemed to share voting and investment power over the shares of the Class A Non-Voting Common Stock directly beneficially owned by the Trust. Ellen Cotter disclaims beneficial ownership of the Class A Non-Voting Common Stock directly beneficially owned by the Trust and reported herein, except to the extent of her pecuniary interest therein. The extent of any pecuniary interest in Class A Non-Voting Common Stock to Ellen Cotter is dependent on certain factors yet to be resolved and is not currently known.
As per joint stipulation and court order, Margaret Cotter and James J. Cotter Jr., co-trustees of the James J. Cotter Grandchildren Trust, a trust established for James J. Cotter Sr.'s grandchildren, divided the trust into two separate trusts whereby each is the sole trustee of their children's education trust. Margaret Cotter is the sole-trustee of the James J. Cotter Education Trust #1 (the "Trust"), and may be deemed to be indirect beneficial owners of the Class A Non-voting Common Stock directly beneficially owned by such Trust. Margaret Cotter disclaims beneficial ownership in such shares, except to the extent of any pecuniary interest therein.
Each Restricted Stock Unit represents the contingent right to receive one share of Class A Non-Voting Common Stock upon vesting of the unit.
As previously reported, a total of 25,511 restricted stock units were granted on March 10, 2020 pursuant to the Company's 2010 Stock Incentive Plan. Of that amount, (i) 19,134 restricted stock units vest in four equal annual installments commencing on March 10, 2021, March 10, 2022, March 10, 2023, and March 10, 2024; and (ii) 6,377 performance-based restricted stock units (PRSU) vest on the third anniversary of the Date of Grant, March 10, 2023; provided that (a) the reporting person has not undergone a termination of her service at the vesting date (or earlier accelerating event), and (b)(1) one-third of the performance criteria (PRSU Criteria) has been met and certified by the Compensation and Stock Option Committee (Committee) for the year ended December 31, 2020, such determination to be made before March 10, 2021;
and (2) two-thirds of the PRSU Criteria shall be based upon performance for the two remaining calendar years (2021 and 2022) under objective performance criteria to be established by the Committee, and shall be subject to the certification by the Committee that such PRSU Criteria, or portion thereof (stated as a percentage), has been met. The Committee must certify on or before March 10, 2023 the percentage of the PRSU Criteria which has been met for the calendar years 2021 and 2022. On March 10, 2021, the Committee determined and certified that the reporting person met 100% of the PRSU Criteria for the year ended December 31, 2020. The reporting person previously reported all 25,511 restricted stock units (including 6,377 PRSUs) in Table II of her Form 4 dated March 12, 2020.
/s/ Margaret Cotter
2021-03-12