Pentwater Capital Management and Matthew Halbower report beneficial ownership of AMC Entertainment Holdings Class A Common Stock totaling 63,643,277 shares, representing 9.99% of the class as of the disclosures. The reported total includes 9,370,686 shares held directly and 54,272,591 shares issuable upon exchange of the issuer's 1.5% Convertible Notes due April 30, 2030, calculated as of March 31, 2026.
The filing states an Ownership Limitation under the Notes' indenture that prevents receipt of shares on exchange to the extent such receipt would cause beneficial ownership to exceed 9.99%. The filing also notes 31,894,172 additional underlying shares are excluded from reported beneficial ownership due to that limitation. Shares outstanding used for the ownership percentage were 582,797,250 as of March 23, 2026.
Positive
None.
Negative
None.
Insights
Pentwater reports a near-10% economic exposure via convertible notes and direct holdings.
Pentwater's position combines 9,370,686 direct shares and 54,272,591 shares issuable on conversion of the Notes, with an ownership cap limiting recognized beneficial ownership to 9.99%. The position is presented as shared voting and dispositive power of 63,643,277 shares.
The Ownership Limitation in the indenture is the operative qualifier here; timing and receipt of additional shares depend on that contractual cap and future elections to exchange Notes. Subsequent filings would show any changes in conversion elections or the reported percentage.
Key Figures
Reported beneficial holdings:63,643,277 sharesPercent of class:9.99%Direct shares held:9,370,686 shares+3 more
6 metrics
Reported beneficial holdings63,643,277 sharesshared voting/dispositive power as of March 31, 2026
Percent of class9.99%calculated using 582,797,250 shares outstanding as of March 23, 2026
Direct shares held9,370,686 sharesdirectly held by certain Pentwater Funds as of March 31, 2026
Shares issuable on Notes54,272,591 sharesissuable upon exchange of 1.5% Convertible Notes due April 30, 2030 (as of March 31, 2026)
Underlying shares excluded31,894,172 sharesexcluded from beneficial ownership due to Ownership Limitation as of March 31, 2026
Shares outstanding used582,797,250 sharesshares outstanding as of March 23, 2026 per company prospectus
"Pursuant to Section 10.15 of the Indenture governing the Notes, such Pentwater Funds are prohibited from receiving Common Stock"
Convertible Notesfinancial
"54,272,591 shares of Common Stock issuable upon exchange of the Issuer's 1.5% Convertible Notes due April 30, 2030"
Convertible notes are a type of short-term loan that a company receives from investors, which can later be turned into company shares instead of being paid back in cash. They matter to investors because they offer a way to support a company early on while giving the potential to own a stake in its success if the company grows and later raises more funding.
Beneficial ownershipregulatory
"The number of shares reported includes... issuable upon exchange of the Notes, calculated as of March 31, 2026"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
AMC Entertainment Holdings, Inc.
(Name of Issuer)
Class A Common Stock, par value $0.01 per share
(Title of Class of Securities)
00165C302
(CUSIP Number)
03/31/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
00165C302
1
Names of Reporting Persons
Pentwater Capital Management LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
63,643,277.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
63,643,277.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
63,643,277.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.99 %
12
Type of Reporting Person (See Instructions)
IA, PN
Comment for Type of Reporting Person: The number of shares reported includes 9,370,686 shares of Common Stock held directly by certain of the Pentwater Funds (defined below) and 54,272,591 shares of Common Stock issuable upon exchange of the Issuer's 1.5% Convertible Notes due April 30, 2030 (the "Notes"), calculated as of March 31, 2026. Pursuant to Section 10.15 of the Indenture governing the Notes, such Pentwater Funds are prohibited from receiving Common Stock on account of an exchange of Notes to the extent such exchange would result in the Investment Manager beneficially owning, together with its Affiliates and any "group" members for purposes of Section 13(d) of the Exchange Act, in excess of 9.99% of the outstanding Common Stock (the "Ownership Limitation"). As of March 31, 2026, an additional 31,894,172 shares of Common Stock underlying the Notes could have been received in exchange for Notes owned by Pentwater Funds but are excluded from beneficial ownership by virtue of the Ownership Limitation and are not reported herein.
SCHEDULE 13G
CUSIP Number(s):
00165C302
1
Names of Reporting Persons
Matthew Halbower
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
63,643,277.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
63,643,277.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
63,643,277.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.99 %
12
Type of Reporting Person (See Instructions)
HC, IN
Comment for Type of Reporting Person: The number of shares reported includes 9,370,686 shares of Common Stock held directly by certain of the Pentwater Funds (defined below) and 54,272,591 shares of Common Stock issuable upon exchange of the Notes, calculated as of March 31, 2026. Pursuant to Section 10.15 of the Indenture governing the Notes, such Pentwater Funds are prohibited from receiving Common Stock on account of an exchange of Notes to the extent such exchange would result in the Investment Manager beneficially owning, together with its Affiliates and any "group" members for purposes of Section 13(d) of the Exchange Act, in excess of 9.99% of the outstanding Common Stock (the "Ownership Limitation"). As of March 31, 2026, an additional 31,894,172 shares of Common Stock underlying the Notes could have been received in exchange for Notes owned by Pentwater Funds but are excluded from beneficial ownership by virtue of the Ownership Limitation and are not reported herein.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
AMC Entertainment Holdings, Inc.
(b)
Address of issuer's principal executive offices:
One AMC Way, 11500 Ash Street, Leawood, KS 66211
Item 2.
(a)
Name of person filing:
This statement is filed by:
(i) Pentwater Capital Management LP (the "Investment Manager"), a Delaware limited partnership, and the investment adviser to certain funds (the "Pentwater Funds"), with respect to the shares of Class A common stock, par value $0.01 per share ("Class A Common Stock"), of AMC Entertainment Holdings, Inc., a Delaware corporation, that were directly held by the Pentwater Funds; and
(ii) Mr. Matthew Halbower ("Mr. Halbower"), the sole shareholder of MCH PWCM Holdings Inc., the general partner of the Investment Manager, with respect to the shares of Class A Common Stock that were directly held by the Pentwater Funds.
The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons."
(b)
Address or principal business office or, if none, residence:
The address of the business office of each of the Reporting Persons is 1001 10th Avenue South, Suite 216, Naples, FL 34102.
(c)
Citizenship:
The Investment Manager is a Delaware limited partnership. Mr. Halbower is a citizen of the United States.
(d)
Title of class of securities:
Class A Common Stock, par value $0.01 per share
(e)
CUSIP Number(s):
00165C302
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
The information required by Item 4(a) is set forth in Row 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
The percentage set forth in this Schedule 13G is calculated based upon an aggregate of 582,797,250 shares of Common Stock outstanding as of March 23, 2026, as reported in the Company's Prospectus filed pursuant to Rule 424(b)(7), filed with the Securities and Exchange Commission on March 24, 2026, as well as 54,272,591 shares of Common Stock that could have been received in exchange for Notes owned by Pentwater Funds as of March 31, 2026.
(b)
Percent of class:
9.99%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
See Item 2(a). The Pentwater Funds have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock reported herein.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Pentwater Capital Management LP
Signature:
/s/ Matthew Halbower
Name/Title:
By: MCH PWCM Holdings Inc., General Partner, By: Matthew Halbower, Chief Executive Officer