UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): November 20, 2020

Cinemark Holdings, Inc.

(Exact Name of Registrant as Specified in Charter)

3900 Dallas Parkway, Plano, Texas 75093

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: 972.665.1000

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Effective November 18, 2020 (the “Effective Date”), Cinemark Holdings, Inc. (the “Company”) entered into the Second Amended and Restated Employment Agreement with Mark Zoradi (the “Restated Employment Agreement”).  The Restated Employment Agreement extends the term of Mr. Zoradi’s employment from December 31, 2020 to December 31, 2021 (the “Term”), provided however, the end of the Term may be accelerated upon the mutual agreement of Mr. Zoradi and the Board of Directors of the Company (the “Board”). Additionally, upon termination of Mr. Zoradi’s employment by us without cause or his resignation for good reason, Mr. Zoradi and his dependents shall be entitled to continue to participate in the Company's group health insurance programs on the same terms as similarly situated active employees for a period of 18 months instead of 24 months as was previously provided.

The foregoing description is qualified in its entirety by reference to the full text of the Restated Employment Agreement, which is attached hereto as Exhibit 10.1 and incorporated by reference herein.

Effective November 19, 2020, the Board approved an amendment and restatement of the Cinemark Holdings, Inc. 2017 Omnibus Incentive (the “Restated Omnibus Plan”) amending the Cinemark Holdings, Inc. 2017 Omnibus Plan (the “Omnibus Plan”). The Omnibus Plan, approved by the Company’s stockholders at the 2017 annual meeting, was amended to delete certain provisions, including defined terms and timing requirements, that are no longer applicable due to the elimination of the performance-based compensation exception to Section 162(m) of the Internal Revenue Code.

The foregoing description of the Restated Omnibus Plan is qualified in its entirety by reference to the full text of the Restated Omnibus Plan, which is attached hereto as Exhibit 10.2 and incorporated by reference herein.

(d)Exhibits.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: November 20, 2020