0000899243-18-029021.txt : 20181115 0000899243-18-029021.hdr.sgml : 20181115 20181115161720 ACCESSION NUMBER: 0000899243-18-029021 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20181114 FILED AS OF DATE: 20181115 DATE AS OF CHANGE: 20181115 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DOUGLAS KEVIN CENTRAL INDEX KEY: 0001132859 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35066 FILM NUMBER: 181187436 MAIL ADDRESS: STREET 1: 125 E. SIR FRANCIS DRAKE BLVD. STREET 2: SUITE 400 CITY: LARKSPUR STATE: CA ZIP: 94939 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JAMES & JEAN DOUGLAS IRREVOCABLE DESCENDANTS TRUST CENTRAL INDEX KEY: 0001268475 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35066 FILM NUMBER: 181187437 BUSINESS ADDRESS: STREET 1: 125 E. SIR FRANCIS DRAKE BLVD. STREET 2: SUITE 400 CITY: LARKSPUR STATE: CA ZIP: 94939 BUSINESS PHONE: 4155262200 MAIL ADDRESS: STREET 1: 125 E. SIR FRANCIS DRAKE BLVD. STREET 2: SUITE 400 CITY: LARKSPUR STATE: CA ZIP: 94939 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DOUGLAS FAMILY TRUST CENTRAL INDEX KEY: 0001268474 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35066 FILM NUMBER: 181187438 BUSINESS ADDRESS: STREET 1: 125 E. SIR FRANCIS DRAKE BLVD. STREET 2: SUITE 400 CITY: LARKSPUR STATE: CA ZIP: 94939 BUSINESS PHONE: 415-526-2200 MAIL ADDRESS: STREET 1: 125 E. SIR FRANCIS DRAKE BLVD. STREET 2: SUITE 400 CITY: LARKSPUR STATE: CA ZIP: 94939 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DOUGLAS JAMES E III CENTRAL INDEX KEY: 0001268476 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35066 FILM NUMBER: 181187439 MAIL ADDRESS: STREET 1: 125 E. SIR FRANCIS DRAKE BLVDL. STREET 2: SUITE 400 CITY: LARKSPUR STATE: CA ZIP: 94939 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CELTIC FINANCIAL LLC CENTRAL INDEX KEY: 0001691073 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35066 FILM NUMBER: 181187440 BUSINESS ADDRESS: STREET 1: 125 E SIR FRANCIS DRAKE BLVD STREET 2: STE 400 CITY: LARKSPUR STATE: CA ZIP: 94939 BUSINESS PHONE: 415-526-2200 MAIL ADDRESS: STREET 1: 125 E SIR FRANCIS DRAKE BLVD STREET 2: STE 400 CITY: LARKSPUR STATE: CA ZIP: 94939 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: IMAX CORP CENTRAL INDEX KEY: 0000921582 STANDARD INDUSTRIAL CLASSIFICATION: PHOTOGRAPHIC EQUIPMENT & SUPPLIES [3861] IRS NUMBER: 980140269 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2525 SPEAKMAN DRIVE STREET 2: MISSISSAUGA CITY: ONTARIO CANADA STATE: A6 ZIP: L5K 1B1 BUSINESS PHONE: 9054036500 MAIL ADDRESS: STREET 1: 2525 SPEAKMAN DRIVE STREET 2: MISSISSAUGA CITY: ONTARIO CANADA STATE: A6 ZIP: L5K 1B1 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2018-11-14 0 0000921582 IMAX CORP IMAX 0001132859 DOUGLAS KEVIN 125 E. SIR FRANCIS DRAKE BLVD., STE 400 LARKSPUR CA 94939 1 0 1 1 13(d)(3) group 0001268475 JAMES & JEAN DOUGLAS IRREVOCABLE DESCENDANTS TRUST 125 E. SIR FRANCIS DRAKE BLVD., STE 400 LARKSPUR 94939 0 0 1 1 13(d)(3) group 0001268474 DOUGLAS FAMILY TRUST 125 E. SIR FRANCIS DRAKE BLVD., STE 400 LARKSPUR CA 94939 0 0 1 1 13(d)(3) group 0001268476 DOUGLAS JAMES E III 125 E. SIR FRANCIS DRAKE BLVD., STE 400 LARKSPUR CA 94939 0 0 1 1 13(d)(3) group 0001691073 CELTIC FINANCIAL LLC 125 E. SIR FRANCIS DRAKE BLVD., STE 400 LARKSPUR CA 94939 0 0 1 1 13(d)(3) group Common Stock 3939603 D Common Stock 2584441 I By James Douglas and Jean Douglas Irrevocable Descendants' Trust Common Stock 2018-11-14 4 J 0 200000 D 1251989 I By Douglas Family Trust Common Stock 923645 I By James E. Douglas III Common Stock 2018-11-14 4 J 0 200000 A 200000 I By Celtic Financial, LLC These securities are held directly and jointly by Kevin Douglas and his wife, Michelle Douglas. Each of the reporting persons hereunder (individually, a "Reporting Person" and collectively the "Reporting Persons") may be deemed a member of a "group" within the meaning of Section 13(d)(3) of the Securities and Exchange Act of 1934, as amended (the "Exchange Act") or Rule 13d-5 promulgated under the Exchange Act, with one or more of the other Reporting Persons. Although the Reporting Persons are reporting such securities as if they were members of a "group", the filing of this Form 4 shall not be deemed an admission by any Reporting Person that such Reporting Person is a beneficial owner of any securities other than those directly held by such Reporting Person. These securities are held directly by the James Douglas and Jean Douglas Irrevocable Descendants' Trust and indirectly by Kevin Douglas. Kevin Douglas and Michelle Douglas, husband and wife, are each a co-trustee of the James Douglas and Jean Douglas Irrevocable Descendants' Trust These securities are held directly by the Douglas Family Trust and indirectly by Kevin Douglas. James E. Douglas and Jean A. Douglas, husband and wife, are each a co-trustee of the Douglas Family Trust. These securities are held directly by James E. Douglas III and indirectly by Kevin Douglas. Includes 62,652 shares held by an intentionally defective grantor trust (the "KGD IDGT"). Kevin Douglas, as the settlor of the KGD IDGT, has the right to substitute property of equivalent value in return for the shares held by the KGD IDGT and may be deemed to have shared voting and dispositive power over the shares held by the KGD IDGT. Includes 62,652 shares held by an intentionally defective grantor trust (the "MMD IDGT"). Michelle Douglas, as the settlor of the MMD IDGT, has the right to substitute property of equivalent value in return for the shares held by the MMD IDGT and may be deemed to have shared voting and dispositive power over the shares held by the MMD IDGT. These securities are held directly by Celtic Financial, LLC and indirectly by Kevin Douglas. The Douglas Family Trust (controlled by the Reporting Person) transferred 200,000 shares to Celtic Financial, LLC (controlled by the Reporting Person). This transaction was exempt under Rule 16a-13 as a change in form of beneficial ownership. /s/ Eileen Wheatman, attorney in fact for Kevin Douglas 2018-11-15 /s/ Eileen Wheatman, attorney in fact for Douglas Family Trust 2018-11-15 /s/ Eileen Wheatman, attorney in fact for James Douglas and Jean Douglas Irrevocable Descendants' Trust 2018-11-15 /s/ Eileen Wheatman, attorney in fact for James E. Douglas III 2018-11-15 /s/ Eileen Wheatman, attorney in fact for Celtic Financial, LLC 2018-11-15 EX-24 2 attachment1.htm EX-24 DOCUMENT
                         LIMITED POWER OF ATTORNEY FOR
       REPORTING OBLIGATIONS UNDER SECTION 16 OF THE SECURITIES EXCHANGE ACT
                                    OF 1934

       The undersigned hereby make, constitute and appoint each of Eileen
Davis-Wheatman and Kevin Douglas, acting either individually or together, as
each of the undersigned's true and lawful attorneys-in- fact, with full power
and authority as hereinafter described on behalf of and in the name, place and
stead of each of the undersigned to:

       (1)prepare, execute, acknowledge, deliver and file Forms 3, 4 and 5
(including any amendments thereto) with respect to the securities of IMAX
Corporation, a corporation formed under the laws of  Canada (the "Company"),
with the U.S. Securities and Exchange Commission, any national securities
exchanges and the Company, as considered necessary or advisable under Section 16
of the Securities Exchange Act of 1934 (the "Exchange Act") and the rules and
regulations promulgated thereunder;

       (2)seek or obtain, as each of the undersigned's representative and on
each of the undersigned's behalf, information on transactions in the Company's
securities from any third party, including brokers, employee benefit plan
administrators and trustees, in connection with the foregoing, and the
undersigned hereby authorizes any such person to release any such information to
any of the attorneys-in-fact and approve and ratify any such release of
information; and

       (3)perform any and all other acts which in the discretion of such
attorney-in-fact are necessary or desirable for and on behalf of the undersigned
in connection with the foregoing.

       The undersigned acknowledge that:

       (1)this Limited Power of Attorney authorizes, but does not require, each
such attorney-in-fact to act in his or her discretion on information provided to
such attorney-in-fact without independent verification of such information;

       (2)any documents prepared and/or executed by any such attorney-in-fact
on behalf of the undersigned pursuant to this Limited Power of Attorney will be
in such form and will contain such information and disclosure as such
attorney-in-fact, in his or her discretion, deems necessary or desirable;

       (3)none of such attorneys-in-fact assumes (i) any liability for any
responsibility of the undersigned to comply with the requirements of the
Exchange Act, or (ii) any liability of the undersigned for any failure to comply
with such requirements; and

       (4)this Limited Power of Attorney does not relieve the undersigned from
responsibility for compliance with the obligations of the undersigned under the
Exchange Act, including without limitation the reporting requirements under
Section 16 of the Exchange Act and the rules and regulations promulgated
thereunder.

        The undersigned hereby give and grant each of the foregoing attorneys-
in-fact full power and authority to do and perform all and every act and thing
whatsoever requisite, necessary, appropriate or desirable to be done in and
about the foregoing matters as fully to all intents and purposes as the
undersigned might or could do if present, hereby ratifying all that each such
attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or
cause to be done by virtue of this Limited Power of Attorney.

        This Limited Power of Attorney shall remain in full force and effect
until the undersigned are no longer required to file 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 each such attorney-in-fact.

        The undersigned have caused this Limited Power of Attorney to be
executed as of this 15th day of November, 2018.


                                        KEVIN DOUGLAS
                                        /s/ Kevin Douglas
                                        ----------------------------------------

                                         MICHELLE DOUGLAS
                                        /s/ Michelle Douglas
                                        ----------------------------------------


                                        JAMES E. DOUGLAS, III
                                        /s/ James E. Douglas III
                                        ---------------------------------------


                                        K&M DOUGLAS TRUST


                                        /s/ Kevin Douglas
                                        ---------------------------------------
                                        By:     Kevin Douglas
                                        Title:  Trustee


                                        /s/ Michelle Douglas
                                        ---------------------------------------
                                        By:     Michelle Douglas
                                        Title:  Trustee


                                        DOUGLAS FAMILY TRUST


                                        /s/ James E. Douglas, Jr.
                                        ---------------------------------------
                                        By:     James E. Douglas, Jr.
                                        Title:  Trustee


                                        /s/ Jean A. Douglas
                                        ---------------------------------------
                                        By:     Jean A. Douglas
                                        Title:  Trustee


                                        JAMES DOUGLAS AND JEAN DOUGLAS
                                        IRREVOCABLE DESCENDANTS' TRUST


                                        /s/ Kevin Douglas
                                        ---------------------------------------
                                        By:     Kevin Douglas
                                        Title:  Trustee


                                        /s/ Michelle Douglas
                                        ---------------------------------------
                                        By:     Michelle Douglas
                                        Title:  Trustee


                                        CELTIC FINANCIAL, LLC


                                        /s/ Kevin Douglas
                                        ---------------------------------------
                                        By:     Kevin Douglas
                                        Title:  Manager