National CineMedia, Inc. (NCMI) Business

Item 1. Business

The Company

National CineMedia is the largest cinema advertising platform in the U.S. With unparalleled reach and scale, NCM connects brands to sought-after young, diverse audiences through the power of movies and pop culture. A premium video, full-funnel marketing solution for advertisers, NCM enhances advertisers’ ability to measure and drive results. NCM’s Noovie® Show is presented exclusively in 41 leading national and regional theater circuits including all three national chains, AMC, Cinemark and Regal. NCM’s cinema advertising platform consists of more than 17,000 screens in over 1,300 theaters in 184 Designated Market Areas® (“DMA®”), including all of the top 50. In November of 2025, NCM extended its reach by acquiring Spotlight and the Spotlight Cinema Network, a U.S. cinema advertising company dedicated to serving art house, luxury and dine-in exhibitors. Spotlight and the Spotlight Cinema Network presents the CineLife® Show exclusively in 108 leading national and regional theater circuits consisting of more than 1,200 screens in over 200 theaters.

We derive revenue primarily from selling advertising to national, regional and local businesses through The Noovie Show and the CineLife Show, our cinema advertising and entertainment shows seen on movie screens across the U.S. Additionally, we generate revenue from the Lobby Entertainment Network or LEN, a series of strategically-placed screens located in movie theater lobbies, as well as other promotional opportunities in theater lobbies. Beyond the theater, we extend our advertising reach through our NCMx™ suite of products, leveraging omnichannel retargeting across our owned digital properties, partnerships with third-party digital publishers and platforms, CTV and a variety of complementary out-of-home venues, such as convenience stores and college campuses, to engage entertainment audiences beyond the theater.

The Company has long-term ESAs with the ESA Parties and multi-year agreements with our network affiliates, which grant the Company exclusive rights in their respective theaters to sell advertising, subject to limited exceptions. The weighted average remaining term of the ESAs with the ESA Parties is approximately 15.6 years as of January 1, 2026. The network affiliate agreements within NCM's legacy network expire at various dates between March 31, 2026 and July 13, 2033, with our largest affiliate agreement expiring on July 13, 2033. The weighted average remaining term of the ESAs and the network affiliate agreements of the NCM network is 11.8 years as of January 1, 2026.

Organization

NCM, Inc., a Delaware corporation, was organized on October 5, 2006 and began operations on February 13, 2007 upon completion of its IPO. NCM, Inc. is a holding company that manages its consolidated subsidiary, NCM LLC. NCM, Inc. has no business operations or material assets other than its cash and cash equivalents and ownership interest of 100.0% of the common membership units in NCM LLC as of January 1, 2026. In accordance with the Common Unit Adjustment Agreement, Cinemark has the right to potentially receive common membership units in NCM LLC in the future. Following the AMC Termination Agreement, AMC will no longer have the right to receive NCM LLC membership units as part of the Common Unit Adjustment Agreement. As of January 1, 2026, AMC and Cinemark have no ownership interest in NCM LLC.

NCM, Inc.’s primary source of cash flow from operations is distributions from NCM LLC pursuant to the NCM LLC Operating Agreement. NCM, Inc. also receives management fees pursuant to a management services agreement with NCM LLC.

Recent Developments

Spotlight—On November 14, 2025, the Company acquired Spotlight, the only U.S. cinema advertising company dedicated to serving art house, luxury and dine-in exhibitors. The acquisition of Spotlight adds high-scale luxury screens and exhibitors that offer unique and engaging customer experiences to our platform, unlocking new advertising and preshow entertainment inventory across theaters nationwide. Spotlight’s exhibitor partners, including Cinépolis Luxury Cinema, Landmark Theatres, Flix Brewhouse and LOOK Dine-In Cinemas, complement NCM’s national theater network and extend NCM’s reach among culturally engaged premium audiences. The addition of Spotlight’s footprint increases NCM’s national market share by more than 6.0% and expands its theater presence by approximately 30.0% in the critical New York and Los Angeles markets. The Company paid $8.2 million of purchase consideration to acquire 100.0% of the ownership of Spotlight. Spotlight was consolidated within the Company's financial statements for the period of November 15, 2025 through January 1, 2026. Refer to Footnote 5—Business Combinations for more information regarding the acquisition and consolidation of Spotlight.

AMC Advertising Agreement—On April 17, 2025, the Company and AMC, entered into the Second Amended and Restated Exhibitor Services Agreement (the “2025 AMC Agreement”) and a separate termination agreement (the “AMC Termination Agreement”) by and among NCM LLC, NCM, Inc. and AMC. The 2025 AMC Agreement extends the term of the ESA by five years, more closely aligns the program distributed by NCM LLC in AMC theaters to the predominant pre-feature program show structure in the rest of NCM LLC's advertising network and adjusts the consideration paid by NCM

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LLC. The AMC Termination Agreement waives AMC’s rights under certain agreements entered into at the time of the IPO. The agreements were accounted for in accordance with the lease modification guidance within ASC 842—Leases as the amended ESA contains a short-term operating lease of AMC’s screens. The agreements were considered combined as they were entered into contemporaneously by the same parties. As a result of the agreements, in the quarter ended June 26, 2025, NCM LLC released $21.6 million of the 'Payable under the TRA' and reversed the receivable of $10.6 million from AMC, related to unpaid integration payments, and the receivable under the Common Unit Adjustment Agreement within 'Prepaid expenses and other assets' on the Company's unaudited Condensed Consolidated Balance Sheet. NCM will no longer have an obligation to make TRA payments to AMC, provide common units as a part of the Common Unit Adjustment Agreement or distribute NCM LLC's available cash to AMC and the Company received the benefits of the revised ESA, including enhancements related to the pre-feature show structure and the exclusive right to advertise in AMC's theaters. The net impact of these reversals was recorded to the 'Intangible Assets, net of amortization' as AMC's forfeiture of this net payable was considered akin to a lease incentive. The reduction in the intangible asset for the ESAs and the extension of the term of the ESA will result in reduced amortization expense, as it is considered akin to lease expense, for the remainder of the contract term. Refer to Note 6—Intangible Assets, Note 7 —Income Taxes, and Note 13—Commitments and Contingencies and the Company’s Form 8-K filed with the SEC on April 23, 2025 for additional detail surrounding these agreements.

Debt Agreement—On January 24, 2025, NCM LLC entered into a Loan and Security Agreement with U.S. Bank National Association, as lender. The agreement provides for a $45.0 million senior secured revolving credit facility (the “2025 Credit Facility”) that matures on January 24, 2028. In connection with entering into the 2025 Credit Facility, NCM LLC repaid in full the $10.0 million balance outstanding as of December 26, 2024, terminated all commitments under its prior Loan, Security and Guarantee Agreement (the "Revolving Credit Facility 2023"), dated August 7, 2023, with CIT Northbridge Credit LLC, as agent, and paid a prepayment fee equal to 1.0% of the total commitment. The 2025 Credit Facility has reduced the Company’s overall interest expense, extended the maturity date to 2028 and is a cash flow-based revolving loan compared to the asset-based revolving loan of the 2023 Revolving Credit Facility. As of January 1, 2026, NCM LLC has $12.0 million outstanding under the 2025 Credit Facility. Borrowings under the 2025 Credit Facility may be used for, among other things, working capital and other general corporate purposes of the Company and bear interest at a floating rate equal to term SOFR (subject to a floor of zero) plus an applicable margin of 2.00%, which is subject to increase by an additional 2.00% upon the occurrence of an event of default.

Reverse Stock Split—On August 3, 2023, the Company effected a one-for-ten (1:10) reverse stock split of its common stock, par value $0.01 per share. The reverse stock split reduced the number of outstanding shares of the Company’s common stock from 174,112,385 shares as of August 3, 2023, to 17,411,323 shares outstanding post-split. After the cancellation of Regal’s shares on August 7, 2023, there were 13,343,065 shares outstanding. The primary purpose of the reverse stock split was to comply with the Company’s obligations under the NCMI 9019 Settlement discussed under "Chapter 11 Proceedings" below, as well as to increase the per share market price of the Company’s common stock in an effort to maintain compliance with applicable Nasdaq continued listing standards.

Share Repurchase Program—On March 18, 2024, the Board of Directors of the Company approved a stock repurchase program under which the Company is authorized to use assets of the Company to repurchase up to $100.0 million of shares of the Company’s Common Stock, exclusive of any fees, commissions or other expenses related to such repurchases, from time to time over a period of three years. Shares may be repurchased under the program through open market purchases, block trades, or accelerated or other structured share repurchase programs. During the year ended January 1, 2026 and December 26, 2024, 4.1 million and 2.5 million shares were repurchased on the open market, respectively. In accordance with ASC 505 —Equity, the Company elected to retire the shares. Upon the retirement of these shares, the excess over par value paid, inclusive of direct costs, of $22.3 million and $13.4 million was recorded as a reduction to retained earnings for the year ended January 1, 2026 and December 26, 2024, respectively. As of January 1, 2026, 6.6 million shares have been repurchased on the open market since the program's inception.

Regal Advertising Agreement—On September 7, 2022, Cineworld Group plc, the parent company of Regal, and certain of its subsidiaries, including Regal, Regal Cinemas, Inc., formerly a party to an ESA with NCM LLC, and Regal CineMedia Holdings, LLC, formerly a party to other agreements with NCM LLC and the Company, filed petitions for reorganization under Chapter 11 of the United States Bankruptcy Code in the Southern District of Texas. In connection with their Chapter 11 process, Regal filed a motion to reject the ESA and NCM LLC filed an adversary proceeding against Regal. On June 3, 2023, following extensive negotiations, NCM LLC, entered into a Network Affiliate Transaction Agreement (the “Regal Advertising Agreement”) with Regal. The Regal Advertising Agreement became effective on July 14, 2023. Pursuant to a separate termination agreement (the “Regal Termination Agreement”), effective on July 14, 2023, Regal rejected and terminated its ESA. Additionally Regal and Regal’s affiliates’ waived all rights and interests as to the TRA, the Common Unit Adjustment Agreement, the Software License Agreement, the Director Designation Agreement, the Registration Rights Agreement and all the other joint venture agreements described in the NCM LLC Operating Agreement and the Company and NCM LLC, and Regal and Regal’s affiliates waived and released claims against the other party. Regal also agreed to support NCM LLC’s Plan (as defined under “Chapter 11 Proceedings” below) and surrendered all shares of NCM, Inc.

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common stock upon the Effective Date. In connection with the Regal Advertising Agreement, NCM LLC and Regal also agreed to dismiss with prejudice the ongoing litigation between the parties related to NCM LLC’s request to enforce certain provisions of the ESA, including the exclusivity provision. As of July 14, 2023, Regal is no longer an ESA Party of NCM, Inc. or NCM LLC and is presented within network affiliate balances and metrics subsequent to July 14, 2023.

Chapter 11 Proceedings

On April 11, 2023, NCM LLC filed a voluntary petition for reorganization (“Chapter 11 Case”) with a prearranged Chapter 11 plan under Chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”) in the U.S. Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”).

On April 11, 2023, NCM, Inc. also entered into a restructuring support agreement (the “Restructuring Support Agreement”) with NCM LLC and certain of NCM LLC’s (a) prepetition lenders under (i) the Term Loan Credit Agreement, dated as of June 18, 2018 among NCM LLC as borrower, JPMorgan Chase Bank, N.A. (“JPM”) in its capacity as administrative agent, and the lenders party thereto (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”); (ii) the Revolving Credit Agreement, dated as of June 20, 2018 among NCM LLC as borrower, JPM in its capacity as administrative agent, and the lenders party thereto (as amended, supplemented or otherwise modified from time to time, the “Revolving Credit Agreement 2018”); (iii) the Revolving Credit Agreement dated as of January 5, 2022 among NCM LLC as borrower, JPM in its capacity as administrative agent, and the lenders party thereto (as amended, supplemented or otherwise modified from time to time, the “Revolving Credit Agreement 2022”); and (b) prepetition noteholders under (i) the Secured Notes Indenture dated as of October 8, 2019 and Computershare Trust Company, National Association (“Computershare”) in its capacity as indenture trustee for NCM LLC’s 5.875% Senior Secured Notes due 2028 (as amended, supplemented or otherwise modified from time to time, the “Secured Notes Indenture” and together with the Term Loan Credit Agreement, Revolving Credit Facility 2018, and Revolving Credit Agreement 2022, the “Prepetition Secured Debt Documents”) and (ii) the Unsecured Notes Indenture dated as of August 19, 2016 with Computershare in its capacity as indenture trustee for NCM LLC’s 5.750% Senior Unsecured Notes due 2026 (as amended, supplemented or otherwise modified from time to time, the “Unsecured Notes Indenture”). The parties to the Restructuring Support Agreement held, in the aggregate, more than two-thirds of all claims arising under the Prepetition Secured Debt Documents.

In connection with the Restructuring Support Agreement, the Company, NCM LLC, and lender parties agreed to a settlement, the “NCMI 9019 Settlement,” pursuant to which, the Company agreed to (i) affirm its obligations under NCM LLC and NCM, Inc.’s joint venture agreements (including the Tax Receivable Agreement and the Common Unit Adjustment Agreement) to preserve the Company’s Up-C corporate structure, (ii) issue equity to the lenders as provided in the Plan (as defined below), (iii) make a capital contribution of $15.0 million to NCM LLC (the “NCMI Capital Contribution”), (iv) enter into the new Director Designation Agreement and appoint the director nominees appointed by the creditors upon NCM LLC’s emergence from Chapter 11, and (v) take other specified actions needed to facilitate the completion of the transactions contemplated by the Plan (as described below) and in exchange the Company would receive approximately 13.8% of the ownership of NCM LLC’s equity upon emergence from Chapter 11 including equity issued on account of the Company’s ownership of NCM LLC’s prepetition secured notes. The Restructuring Support Agreement also set forth additional transactions that became the basis of the Plan.

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On May 12, 2023, NCM LLC filed the solicitation versions of the First Amended Plan of Reorganization of National CineMedia, LLC Pursuant to Chapter 11 of the Bankruptcy Code [Docket No. 249] and the Amended Disclosure Statement for First Amended Chapter 11 Plan of Reorganization of National CineMedia, LLC [Docket No. 250] (the “Disclosure Statement”). On June 25, 2023, NCM LLC filed the Modified First Amended Plan of Reorganization of National CineMedia, LLC Pursuant to Chapter 11 of the Bankruptcy Code [Docket No. 428] (as may be amended, supplemented, or otherwise modified from time to time, and including all exhibits and supplements thereto, the “Plan”).

On June 27, 2023, the Bankruptcy Court entered an order (the “Confirmation Order”) which approved the Disclosure Statement on a final basis and confirmed the Plan. The Plan provided for, among other things, the treatment for classes of claims and interests as follows:

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Secured debt claims. Each holder of a secured debt claim received its pro rata share of 100% of new common membership units (the equity in reorganized NCM LLC) with the right to exchange the units and receive shares of NCM, Inc.’s common stock subject to (a) reallocation of new common membership units to NCM, Inc. pursuant to the NCMI 9019 Settlement and (b) dilution on account of new common membership units issued on account of, among other things, a post-emergence management incentive plan.

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General unsecured claims. Each holder of a general unsecured claim, which includes, among other things, claims under the Unsecured Note Indenture, received its pro rata share of $15.0 million, with (i) $14.5 million contributed by NCM LLC and (ii) $0.5 million contributed directly from NCM, Inc. (the “General Unsecured Claim Pool”).

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General unsecured convenience claims. Each holder of a general unsecured claim in the amount of $50,000 or less received payment in full in cash on NCM LLC’s emergence from Chapter 11 or the date due in the ordinary course of business in accordance with the terms and conditions of the particular transaction giving rise to such claim; provided that any general unsecured claim (other than claims under the Unsecured Note Indenture) that was allowed in excess of $50,000 was not to be treated as a general unsecured convenience claim unless the holder of such allowed general unsecured claim opted in to such treatment, and agreed to reduce its allowed general unsecured claim to $50,000 pursuant to the procedures set forth in the Confirmation Order.

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Existing NCM LLC interests. Interests in NCM LLC received no recovery and were cancelled.

Pursuant to Section 1123(b)(3) of the Bankruptcy Code and Rule 9019 of the Federal Rules of Bankruptcy Procedure, the Plan contained and effected global and integrated compromises and settlements between and among NCM LLC, the Creditors’ Committee (as defined in the Plan), the Consenting Creditors (as defined in the Plan) and NCM, Inc. The NCMI 9019 Settlement provided that following the Effective Date (as defined below) NCM, Inc. continued to have an aggregate ownership interest of approximately 13.8% of NCM LLC that was reallocated to NCM, Inc. from the Secured Debt Claims.

On August 7, 2023, following confirmation of the Plan, all the conditions to effectiveness of the Plan were satisfied or waived, the Restructuring Transactions (as defined in the Plan) were substantially consummated, and NCM LLC emerged from bankruptcy (the “Effective Date”). Among other things, on the Effective Date, in accordance with the Plan, NCM, Inc. transferred approximately $15.5 million to NCM LLC consistent with the NCMI 9019 Settlement, NCM LLC assumed certain unexpired Executory Contracts and Unexpired Leases (each, as defined in the Plan), including AMC’s and Cinemark’s ESAs, all Common Units of NCM LLC under the LLC Agreement were canceled and extinguished, NCM LLC commenced distributions to creditors, including the issuance of shares of NCM, Inc. Common Stock to Holders of Secured Debt Claims, and NCM LLC entered into an Exit Facility (as defined in the Plan) to support operations upon emergence.

NCM LLC was wholly owned by NCM, Inc. prior to April 11, 2023 when NCM LLC filed the Chapter 11 Case. As a result of the Chapter 11 Case and in accordance with applicable GAAP, the Company concluded that NCM, Inc. no longer controlled NCM LLC for accounting purposes, and therefore, NCM LLC was deconsolidated from the Company’s unaudited financial statements prospectively as of April 11, 2023. Upon emergence on August 7, 2023, NCM, Inc. retained its ownership in and regained control of NCM LLC for accounting purposes. NCM LLC was again consolidated into the Company’s consolidated financial statements prospectively as of the Effective Date. Within the financial results outlined within, all activity during the Chapter 11 Case from April 11, 2023 to August 7, 2023 when NCM LLC was deconsolidated from NCM, Inc. represents activity and balances for NCM, Inc. standalone. All activity and balances prior to the deconsolidation of NCM LLC on April 11, 2023 and after the reconsolidation of NCM LLC on August 7, 2023 represent NCM, Inc. consolidated, inclusive of NCM LLC. Upon emergence, NCM LLC transferred $8.8 million of cash to a professional fees escrow account and $15.0 million to an unsecured creditor settlements escrow account for the General Unsecured Claim Pool.

As of January 1, 2026, NCM LLC is still in the process of finalizing the settlement of unsecured creditors’ claims and has not completed all payments to NCM LLC’s unsecured creditors. NCM LLC holds a total of $3.0 million within the escrow accounts and accruals, presented within ‘Restricted cash’ and ‘Accounts Payable’ on the audited Consolidated

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Balance Sheets as of January 1, 2026, December 26, 2024 and December 28, 2023, respectively. Please refer to Note 5—Business Combinations for more information regarding the reconsolidation of NCM LLC.

The Noovie® Show Advertising

The Noovie Show—The Noovie Show provides an entertaining pre-movie experience for theater patrons while serving as an incremental revenue source for our theater circuits. The Noovie Show gives movie audiences a reason to arrive at the theater early to discover what's next, with exclusive entertainment content and engaging advertising from national, regional and local brands, as well as long-form entertainment and advertising content provided to us under exclusive multi-year arrangements with leading media, entertainment, technology and other companies (“content partners”).

In almost all of NCM's theater network, NCM offers post-show advertising inventory which may consist of a lights-down segment that runs after the advertised showtime with trailer lighting and may consist of a Platinum Spot embedded in the trailers, as further described below (“Post-Showtime Inventory”).

Given the customizable nature of The Noovie Show by theater circuit, theater location/market, film rating, film genre and film title, we produce and distribute many different versions of The Noovie Show each month. This programming flexibility provides advertisers with the ability to target specific audience demographics and geographic locations and ensure that the content and advertising are age-appropriate for the movie audience.

All versions of The Noovie Show are produced by our internal creative team, which is cost-effective and gives us significant flexibility while offering advertisers opportunities for sponsorship and integration into our movie and pop culture content series. Additionally, we work with several media and non-profit partners who provide NCM with pre-produced, culturally relevant editorial content for the show at no cost. Those content segments are co-branded with the partner and Noovie messaging and can be monetized by NCM through advertising sponsorships and brand integrations. We also offer pre- and post-production advertising creative services to our clients (primarily local clients who may not have their own creative agency), as well as branded content creation for national brands for a fee.

The Noovie Show Structure Including Post-Showtime Inventory—The Noovie Show with Post-Showtime Inventory format is typically comprised of three segments that are each approximately four to ten minutes in length and shown prior to showtime, as well as two additional advertising segments shown after the advertised showtime as described below. The total length of The Noovie Show plus our Post-Showtime Inventory varies by circuit and the demand for advertising during a given time period. The following graphic is for illustrative purposes and is not to exact scale.

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The Silver Pod is the first section of The Noovie Show which contains the entertaining content that is a core element of The Noovie Show programming. NCM programs exclusive Noovie content at the beginning of the show that gives audiences a look at what’s happening in the movie and pop culture arenas and features long-form entertainment from our content partners. In 2025, we continued our Noovie Show editorial series featuring celebrities, creators and journalists to appeal to both our moviegoing audience and to advertisers for sponsorship and integration opportunities. These series include The Noovie Trivia Show, where our Emmy-award winning host Maria Menounos quizzes celebrities about their career through the lens of movie trivia; Close Up with Perri, starring movie expert Perri Nemiroff, who shares her insider reviews on what movies to watch and why; cultural celebrations, focusing on relevant cultural holidays and moments in our communities; and the Flashback Series, focusing on key moments from popular culture in the past usually tied to historical movies. The Silver Pod features primarily local and regional advertisements, which generally range between 15 to 90 seconds. This segment also typically includes a spot for Noovie Show programming, such as Noovie Trivia, Noovie Cultural Celebrations (e.g. original content around Black History Month or Hispanic Heritage Month, which can also be sponsored by advertisers) and shorter segments from the editorial series mentioned above.

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The Gold Pod runs after the Silver Pod and features primarily national advertisements, which are generally 30 or 60 seconds, as well as a long-form entertainment content segment from one of our content partners. Advertised showtime is after the Gold Pod, except in Regal, where the advertised showtime is after the Silver Pod.

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The Pre-Trailer Pod runs after the Gold Pod and typically features 5 minutes of national advertisements which are generally between 30 or 60 seconds, at a lower lighting level than that of ads that play prior to the advertised showtime. After the conclusion of this pod, there is a courtesy public service announcement (“courtesy PSA”) (e.g. “Silence Your Cell Phones”) and a 30 second or a 60 second advertisement for the ESA Parties' beverage supplier.

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The Platinum Spot features an additional advertising unit that is either 30 or 60 seconds deeply embedded within the movie trailers at trailer level lighting and at similar volume levels, directly prior to the last one or two trailers preceding the feature film.

CineLife Show—Following the acquisition of Spotlight on November 14, 2025, the Company continued to present Spotlight's historical preshow for dine in and arthouse theaters, CineLife® within Spotlight's legacy theaters for the remainder of 2025. The CineLife Show is a curated preshow with two formats for its art house and dine-in circuits designed to appeal to an adult, culturally engaged audience. The CineLife Show features local, paid advertising, short films, contemporary movie trivia, customized exhibitor messaging and an eclectic soundtrack of today’s best music, curated monthly by Spotlight.

National, Regional and Local Advertising—Our cinema advertising business has a diverse customer base, consisting of national, regional and local advertisers. National and regional on-screen advertising in The Noovie Show is sold on a CPM basis to national and regional clients. We generally sell our national advertising units across our national network by film rating or groups of ratings, or by individual film or film genre grouping. This ability to target various groups of films offers national advertisers a way to target specific audience demographics at various price points and overall cost levels, which we believe expands the number of potential clients. Local advertising is often sold on a per-theater, per-week basis.

As with other premium video mediums like linear TV and connected TV (CTV), we sell The Noovie Show inventory in both the upfront and scatter markets. Upfront is a term that describes the practice of buying advertising time “up front” on an annual basis for the upcoming year, purchasing inventory in advance and locking in the advertising rates (CPMs). Consistent with the television industry's upfront booking practices, a portion of our upfront commitments have cancellation options or options to reduce the amount that advertisers may purchase up until their commitment begins airing. These options could reduce what is ultimately spent by clients that have made upfront commitments. Scatter refers to the buying of advertising on a shorter-term basis closer to when the advertisements will run, which often results in a pricing premium compared to upfront rates. The mix between the upfront and scatter markets is based upon a number of advertising market factors, such as pricing, demand for advertising time and economic conditions. The demand in the scatter market impacts the pricing achieved for our remaining advertising inventory not sold upfront and can vary throughout the year.

During the years ended January 1, 2026 and December 26, 2024, the Company derived 80.0% and 78.1%, respectively, of its advertising revenue from national clients (including advertising agencies that represent our clients) and 14.2% and 16.2%, respectively, of its advertising revenue from regional and local advertisers across the country (including advertising agencies that represent these clients).

Programmatic and Self-Serve Marketplaces. Since 2024, the Company also has two additional marketplaces where advertisers can purchase our advertising inventory: programmatic and self-serve. The programmatic marketplace offers real-time data-driven trading of advertising inventory, allowing bidding on available audiences during The Noovie Show. Buyers can choose from programmatic guaranteed and private marketplace options, and programmatic buys can be customized by reach, geography, film rating, day of the week and time of day. Additionally, through NCM's fully automated self-serve solution, local and regional companies can plan, buy and schedule their own ads to run on the big screen directly from NCM.

Beverage Advertising. Each of the ESA Parties has a relationship with a beverage concessionaire supplier under which it is obligated to provide on-screen advertising time as part of its agreement to purchase branded beverages sold in its theaters. Under the ESAs, up to 90 seconds of the Noovie program can be sold to the ESA Parties to satisfy their on-screen advertising commitments under their beverage concessionaire agreements in effect in 2025. The price for the time sold to Cinemark's beverage supplier and AMC's beverage supplier will increase at a fixed rate of 2.0% each year.

During 2025, we sold 60 seconds of on-screen advertising to one of the ESA Parties and 30 seconds of on-screen advertising to the other ESA Party for their beverage concessionaires. In 2026, such obligations are expected to decrease resulting in lower beverage revenue in 2026, as compared to 2025. During 2025, the beverage concessionaire revenue from the ESA Parties’ beverage agreements was approximately 5.8% of NCM LLC’s total revenue.

Content. Beyond the Noovie-branded content during The Noovie Show, the majority of our entertainment and advertising content segments are provided to us by content partners. Under the terms of the contracts, our content partners create original long-form entertainment content segments and make commitments to buy a portion of our advertising

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inventory at a specified CPM over a time period that is typically longer than a typical national advertising purchase. The original content produced by these content partners typically features upcoming media programming or technology products. In 2025, the content partner segments were between 60 and 120 seconds in length.

Courtesy PSA. In 2025, we had two agreements throughout the year to exhibit a 40-second “silence your cell phone” courtesy PSA reminding moviegoers to silence their cell phones and refrain from texting during feature films. There are two agreements in place as of February 2026.

Theater Circuit Messaging. The Noovie Show also includes time slots for the ESA Parties and network affiliates to advertise various activities associated with the operations of the theaters, including concessions, online ticketing partners, gift card and loyalty programs, special events presented by the theater operator and vendors of services provided to theaters, so long as such promotion is incidental to the vendor’s service or products sold in the theater. This service is provided to the theater operator at no charge.

Data & Digital Advertising

NCMx™. NCMx is a data, insights and analytics platform that utilizes the Company’s comprehensive knowledge and extensive data about moviegoer behavior to connect brands with custom audiences across all screens, both in theaters and beyond, before, during and after their moviegoing experience. NCM clients are able to leverage NCMx to execute advanced audience-matching against key geographic, behavioral and contextual targets on the big screen, as well as retarget moviegoers across any screen with tailored ads or exclusive brand offers. NCM provides advertisers with access to one of the largest collections of deterministic moviegoer data in the industry, delivering a 360-degree view of recent consumer behavior with performance metrics to refine campaign plans and generate a better return on their advertising investment. NCM is leading the cinema advertising industry as it transforms into a data-first media company that reaches audiences at scale with the most engaging content.

NCM Boost℠. In 2024, the Company expanded our Audience Accelerator digital product with NCM Boost which enhances cinema advertising campaigns by extending their reach beyond the big screen. This enhancement empowers advertisers to execute comprehensive retargeting, reconnecting with the elusive moviegoer audience on the right screen at the right time to maximize campaign impact. With NCM Boost, brands reach a national level scale while also targeting moviegoers with enough precision to achieve saturation at a detailed local level. NCM Boost identifies moviegoers using first-, second- and third-party data, enabling precise targeting based on demographics, genres or additional data layers to deliver tailored client campaigns. Data-driven campaigns are executed across all platforms, connecting brands with their target audience through an all-encompassing approach. Campaigns are distributed through strategic partnerships with leading premium streaming networks, ensuring broad reach across diverse channels, allowing brands to engage moviegoers on platforms such as the internet, mobile devices, connected televisions (CTV), and over-the-top (OTT) devices. This comprehensive strategy ensures brands can effectively reach their audience wherever they consume entertainment information and content.

NCM Boomerang℠. Launched in 2024, NCM Boomerang is the NCMx™ retargeting solution designed to amplify post-theater engagement by reconnecting with moviegoers after their theater experience through the use of onscreen QR codes. By retargeting audiences at a predetermined interval, such as three hours after initial campaign exposure, NCM Boomerang enables advertisers to capitalize on the last-click attribution of big-screen campaigns seen in theaters, maximizing their impact and driving measurable results.

NCM Bullseye℠. Launched in 2025, NCM Bullseye leverages AI-generated creative to deliver dynamic, hyper-localized messaging at a national scale. NCM Bullseye integrates key signals, such as DMA, geo-targeting, local offers and audience insights to optimize campaigns' reach with precision across the NCM network by enabling advertisers to deploy multiple creative renderings across a single cinema campaign, adapting and localizing the content based on audience segment, audience behavior and audience location.

NCM Blueprint℠. Launched in 2025, NCM Blueprint uses real-time renovation permit data to identify homeowners who are actively engaged in remodeling projects, giving brands the ability to reach high-intent consumers at high-intent purchase moments.

We market NCM’s data platform and all-encompassing marketing solutions through our national and local sales groups to enable integrated selling. Our new and upcoming data and digital products are designed to complement in-theater advertisements, offering integrated marketing packages as discussed in “Business—Our Strategy”. We plan to continue investing in our data and digital partnerships and all-encompassing marketing solutions in 2026 and beyond.

Lobby Advertising

Lobby Entertainment Network—Our LEN is a network of video screens strategically located throughout the lobbies of all digitally equipped ESA Parties’ theaters, as well as the majority of our network affiliates’ theaters. The LEN screens

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are placed in high-traffic locations such as concession stands, box offices and other waiting areas. In certain exhibitors, NCM is working with a hardware partner to develop a more modern approach to the LEN, including larger formats and multiple screens.

Programming on our LEN consists of an approximately 30-minute loop of branded entertainment content segments created specifically for the lobby with advertisements running between each segment. We have the scheduling flexibility to send different LEN programming to each theater through our DCN, and the same program is displayed simultaneously on all LEN screens within a given theater, which we believe provides the maximum impact for our advertisers. We sell national and local advertising on the LEN individually or bundled with on-screen or other lobby promotions. As a part of the LEN programming, theater exhibitors have the right to promote activities associated with the operation of the theaters or display other feature film related materials.

NCM launched the LEN programmatic offering in 2022. This automated offering allows advertisers to access and purchase available LEN programming. The partnership enabled advertisers to reach the largest network of lobby screens in movie theaters across the country programmatically for the first time.

Lobby Promotions and Experiential Products—We also sell a wide variety of advertising and promotional products in theater lobbies across our ESA Parties and certain network affiliates. These products can be sold individually or bundled with on-screen, LEN or digital advertising. Lobby promotions and experiential products may include:

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brand activations ranging from lounges to 3D holograms, selfie photo stations, social media, vending machines, costume displays and more;

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advertising on concession items such as beverage cups, popcorn bags and kids’ trays;

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coupons and promotional materials, which are customizable by film and are distributed to ticket buyers at the box office or as they exit the theater;

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tabling displays, product demonstrations and sampling;

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touch-screen display units, kiosks and other interactive and creative forms of media;

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signage throughout the lobbies, including posters, banners, counter cards, danglers, floor mats, standees and window clings; and

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exit sampling.

Under the terms of the ESAs, the ESA Parties may conduct a limited number of lobby promotions at no charge in connection with strategic programs that promote motion pictures; however, such activities will not reduce the lobby promotions inventory available to us.

Our ability to provide in-lobby marketing and promotional placements in conjunction with our cinema advertising products allows us to offer integrated marketing solutions to advertisers that provide multiple touchpoints with theater patrons throughout the movie-going experience, which we believe is a competitive advantage over other national media platforms.

Digital Out-of-Home Products

NCM’s Digital Out-of-Home (“DOOH”) group is embedded as part of our national and local sales organizations and was created in October 2020 to further unite brands with the power of movies by extending movie-centric Noovie® entertainment content, trivia and advertising beyond movie theaters to a variety of complementary venues. In 2025, NCM sold DOOH media inventory on a national, regional, local and programmatic level in relationships with digital place-based properties including screens in convenience stores and college campuses.

Our Network

The Noovie® Show is distributed across NCM LLC’s national theater network — the largest digital in-theater network in North America — through the use of our proprietary DCN and Digital Content Software (“DCS”). With the DCN and DCS, we are able to schedule, deliver, play and reconcile advertising and entertainment content for The Noovie Show and the LEN on a national, regional, local, theater and auditorium level.

The DCN is the combination of a satellite distribution network and a terrestrial management network. The DCN is integrated with NCM’s cinema advertising management system to seamlessly schedule and distribute advertising content. NCM's integrated system dynamically controls the quality, placement, timing of playback and completeness of content within specific auditoriums, and it also allows us to monitor and initiate repairs to the equipment in our digital network of theaters.

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Advertising and entertainment content for The Noovie Show and LEN is uploaded to our cinema advertising management system and is delivered via multicast technology to the theaters in our network and received by our Alternative Content Engine. The Alternative Content Engine holds the content until displayed in specified theater auditoriums and lobbies according to contract terms. Each theater auditorium and lobby has hardware and/or software architecture that controls the content to be shown. After playback of content, confirmation of playback is returned to NCM and is included in “post” reports provided to our advertising clients.

In 2025, more than 403.8 million moviegoers attended theaters that are currently under contract to present The Noovie Show or the CineLife Show. A summary of the screens and theaters in our combined advertising network is set forth in the table below:

Our Network

(As of January 1, 2026)

As of January 1, 2026, The Noovie Show was displayed on network movie screens using digital projectors. Almost all screens within our network receive content through our DCN and are equipped with more powerful digital cinema projectors, with the remainder comprised of LCD projectors.

Human Capital

We had 248 full-time employees as of January 1, 2026. Our employees are located in our Centennial, Colorado headquarters, and in our other offices, including New York, Los Angeles, Chicago and Detroit. We also have remote employees, including many major markets advertising account executives that work remotely throughout the U.S. The Company continually works to structure the organization in optimal ways to meet customer, employee and shareholder needs. None of our employees are covered by collective bargaining agreements. We believe that we have a good relationship with our employees.

Talent—We are focused on building talent at all levels of the organization by recruiting high quality talent with a broad set of backgrounds and characteristics and have taken steps to align our policies with best practices from other respected organizations. We are focused on identifying and helping to implement initiatives intended to improve areas such as recruitment, retention, brand awareness and community outreach.

Organizational Development—Our Human Resources and leadership team is focused on broad management development as well as supporting targeted training to individuals and teams based on business needs. Managers and supervisors participate in specialized training to develop management skills, encourage employee development and retention and assist the Company with succession planning by identifying top talent to be developed into future leaders. Our Human Resources department also regularly provides employees with mandatory compliance training regarding preventing harassment and discrimination, workplace diversity, our code of conduct, IT and cyber security and other related courses to

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help them with their daily responsibilities. Compliance with mandatory training requirements is tracked by our Human Resources department and management is notified when the requirements are not met.

The Human Resources department also focuses on defining and embedding the NCM culture into all people-related practices and policies to help us recruit, develop and retain a world-class team to grow the business. The Company has implemented a number of targeted initiatives to increase employee engagement and satisfaction, including team and culture-building activities, career and succession planning and ongoing analysis and enhancements of our total rewards program.

Total Rewards—We invest in our employees by providing comprehensive benefits and compensation packages. Our benefits packages include comprehensive health insurance with a wellness program for all eligible employees, parental leave for all new parents for the birth or adoption of a child or placement of foster care, 401k plan with a comprehensive financial wellness component and voluntary benefits employees can tailor to their specific needs ranging from additional life insurance to pet insurance.

Seasonality

Our revenue and operating results are seasonal in nature, coinciding with the timing of marketing expenditures by our advertising clients and to a lesser extent the attendance patterns within the film exhibition industry. Historically, both advertising expenditures and theater attendance tend to be higher during the second, third and fourth fiscal quarters. Advertising revenue is primarily correlated with new product releases, advertising client marketing priorities and economic cycles and to a lesser extent theater attendance levels. Seasonal demand during the summer is driven by the absence of alternative attractive advertising mediums and during the winter holiday season due to high client demand across all advertising mediums. The actual quarterly results for each quarter could differ materially depending on these factors or other risks and uncertainties. Based on our historical experience, our first quarter typically has less revenue than the other quarters of a given year due primarily to lower advertising client demand and increased inventory availability in competitive advertising mediums. There can be no assurances that seasonal variations will not materially affect our results of operations in the future.

The following table reflects the quarterly percentage of total NCM LLC revenue for the fiscal years ended 2025, 2024 and 2023:

Government Regulations

Currently, we are not subject to regulations specific to the sale and distribution of cinema advertising. We are subject to federal, state and local laws that govern businesses generally such as wage and hour, worker compensation and health and safety laws as well as privacy, information security and consumer protection-related laws and regulations. We have been and are currently in compliance with all material government mandated and environmental regulations.

Competition

Our advertising business competes in the estimated $409 billion U.S. advertising industry in 2025, which includes spending across television, radio, print, digital, mobile and out-of-home advertising. While cinema advertising represents a small portion of the overall advertising industry today, we believe it is well-positioned to capitalize on the continuing shift of advertising spending away from traditional media, in particular linear television where consumers can skip advertisements through DVRs and other technology, to newer and more targeted forms of media.

Our advertising business also competes with other providers of cinema advertising, which vary substantially in size. As the largest cinema advertising network in the U.S., we believe that we are able to generate economies of scale, operating efficiencies and enhanced opportunities for our clients to reach an engaged movie audience on both a national and local level to allow us to better compete for premium video dollars in the larger advertising marketplace.

Competitive Strengths

We believe that several strengths position us well to compete in an increasingly fragmented media landscape. We believe that our cinema advertising network is an attractive option for advertisers on a national, regional and local level and delivers measurable results for our clients that are comparable, and preferred, to the television, online and mobile or other video advertising options that we compete against in the marketplace.

Extensive national market coverage—Our contractual agreements with our ESA Parties and network affiliates provide long-term exclusive access (subject to limited exceptions) to sell cinema advertising across the largest network of

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digitally-equipped theaters in the U.S. This allows us to offer advertisers the broad reach and national scale that they need to effectively reach their target audiences.

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Our NCM Network consisted of 17,621 screens (9,314 operated by the ESA Parties) located in 1,371 theaters (676 operated by the ESA Parties) in 47 states and the District of Columbia, including each of the top 25, 50 and 100 DMAs®, and 184 DMAs® in total, as of January 1, 2026;

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The over 398 million people who attended theaters in the NCM Network in 2025 represented 69.3%, 64.0% and 62.0% of the total theater attendance in theaters that present cinema advertising in the top 10, 25 and 50 U.S. DMAs®, respectively, and 56.4% of all DMAs® nationally, providing an attractive platform for national advertisers who want exposure in larger markets or on a national basis;

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The average screens per theater in our NCM Network during 2025 was 12.9 screens; and

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The aggregate annual attendance per screen of theaters included in our NCM Network during 2025 was 22,609.

Scalable, state-of-the-art digital content distribution technology—Our use of the combination of satellite and terrestrial DCN network technology, combined with the design and functionality of our DCS and Customer Experience Center infrastructure, makes our network efficient and scalable and also allows us to target specific audiences and provide advertising scheduling flexibility and reporting. National, local and regional advertisers are generally able to run their ads in The Noovie® Show less than 72 hours following the close of the proposal which is comparable to the lead time of television advertising, giving businesses that rely on time-sensitive promotional advertising strategies the opportunity to take advantage of the power of cinema.

This scalability of our distribution technology allows us to expand our cinema advertising network with minimal additional capital expenditures or personnel, and we expect to benefit from this scalability in the event we add to the theaters from the ESA Parties, our existing network affiliate relationships and the addition of new network affiliates.

Access to a highly attractive, engaged audience—We offer advertisers the ability to reach highly-coveted target demographics, including young, affluent and educated “Millennial” and “Gen Z” moviegoers. According to Comscore PostTrak, approximately 56% of the NCM Network audiences were between the ages of 12-34 and the median age of our moviegoers is 30. Further, approximately 38% of our moviegoers reside in households with an annual income greater than $100,000, with a median moviegoer household income of $122,000. Approximately 39.0% of our audience has attained a bachelor’s degree or higher according to Transunion.

Due to the impact of cinema’s state-of-the-art immersive video and audio presentation, we also believe that movie audiences are highly engaged with The Noovie Show advertising and entertainment content that they view in our theater environment. The ground-breaking attention studies conducted in 2022 and 2023 by Lumen, a leader in attention measurement, demonstrated that moviegoers paid greater attention to advertisements in theaters compared to all other premium video platforms. Cinema’s attention advantage is 2 to 3 times that of Linear Live Sports, Fast Nets, Top Tier AVOD and podcasts and 7 to 16 times that of social media and digital. Further, with over 400 research studies conducted since 2017, advertising on the big screen consistently delivers strong results for advertisers across categories regardless of ad length, creative or movie rating with an average ad recall score of 75.0% with brand lift for critical key performance indicators of awareness (increase of 62.0%) and consideration (increase of 24.0%). Additionally, according to an intercept study conducted by eWorks, a market research company, a Platinum Spot advertiser experienced 88.0% brand recall among adult moviegoers between ages 18 to 34, with significant lifts in brand relevance (increase of 52.0%) and brand excitement (increase of +64%) after advertising with NCM in August 2025. The 4Dx format reaffirms the power of the immersive cinematic experience with a major auto advertiser experiencing a brand lift in awareness (increase of 425.0%) following a summer 2025 campaign.

World-class entertainment and innovative, branded pre-feature content—The film content created by Hollywood studios is considered some of the finest entertainment content in the world, which creates a highly-desirable advertising environment for brands. We believe that The Noovie Show program provides a high-quality entertainment experience for theater audiences and an effective marketing platform for advertisers. By partnering with leading media, entertainment, technology and other companies, we are able to provide better original content for our audience and increase the impact for the advertiser. Because we offer local and national “pods” within The Noovie Show (that is, groupings of ads interspersed among video content), our format is consistent with the grouping of ads on television networks, which allows advertisers to more easily integrate The Noovie Show into traditional sight-sound-and-motion media buys.

Prime movie audience data, measurability and targeting—As with many other advertising mediums, we are measured by third-party research companies. The People Platform (formerly Epicenter Experience LLC) measured our audience in 2025, including the total attendance that are in their seats during The Noovie® Show. Additionally, unlike some other advertising mediums, we also receive attendance information by film, by rating and by screen at least monthly for all of the ESA Parties’ theaters, and by location for the network affiliate theaters within the NCM Network at least monthly, which

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allows us to report the actual audience size for each showing of a film where The Noovie Show played. We believe that the ability to provide detailed information to our clients gives us a distinct competitive advantage over traditional media platforms whose measurement is based only on extrapolations of a very small sample of the total audience.

In 2025, we continued to invest in the development of our cloud-based Data Management Platform (DMP), enabling us to deliver enhanced audience insights and analytics to our clients. To strengthen the connection between brands and moviegoers, we aggregate audience data from various sources within our DMP. This data supports ad targeting and provides complete attribution reporting to evaluate campaign performance. Looking ahead to 2026, we plan to further enhance the platform’s capabilities by broadening first-party data collection through strategic initiatives and integrating additional second- and third-party data sources and audience segments.

Integrated marketing and digital products—Our ability to bundle our on-screen advertising opportunities with integrated lobby, digital marketing and digital out-of-home products allows us to offer advertisers multiple touchpoints to reach movie audiences anytime and anywhere to execute true 360-degree marketing programs. We believe these multiple marketing impressions throughout the entire entertainment experience allow our advertisers to extend the exposure for their brands and products and create a more engaging relationship with movie audiences in every stage of their movie journey. Additionally, our NCMx™ data platform makes cinema advertising more measurable, targetable and attributable than ever before. We power the NCMx suite of products with first-, second- and third-party data to better reach advertising clients’ target audiences with higher degrees of accuracy and measure a variety of business outcomes more accurately.

Contractual theater circuit and advertiser relationships—Our exclusive multi-year contractual relationships with our ESA Parties and network affiliates allow us to offer advertisers a national network with the scale, flexibility and targeting to meet their marketing needs. Our exclusive contractual relationships with our content partners and courtesy PSA sponsors, as well as our agreements to satisfy the ESA Parties’ on-screen marketing obligations to their beverage concessionaires, provide us with a significant upfront revenue commitment, accounting for approximately 17.1% and 19.0% of our total revenue for the years ended January 1, 2026 and December 26, 2024, respectively. In addition, our participation in the annual advertising upfront marketplace has allowed us to secure significant annual upfront commitments from national advertisers looking to secure premium cinema inventory. These upfront commitments accounted for approximately 28.9% and 30.1% of our total revenue for the years ended January 1, 2026 and December 26, 2024, respectively.

Limited capital requirements—NCM LLC’s capital expenditures were 3.4% and 2.3% of revenue for the years ended January 1, 2026 and December 26, 2024, respectively. For the year ended January 1, 2026, our capital expenditures and other investments were $8.3 million with $2.9 million associated with network affiliate additions, $2.7 million associated with continued upgrades within our cinema advertising management system and associated reporting; $0.9 million associated with leasehold improvements; $0.7 million associated with digital product development; and $0.5 million associated with certain implementation and prepaid costs associated with cloud computing arrangements. Due to the network equipment investments made in theaters by us and in conjunction our ESA Parties under the ESA, and the scalable nature of our Customer Experience Center and other infrastructure, we do not expect to need major capital investments to grow our operations as our network of theaters continues to expand. We do expect to incur some capital investments in order to integrate the Spotlight Cinema Network and potentially modernize the technology within certain exhibitor lobbies. Additionally, as we continue to move our technology to cloud-based Software as a Service (“SaaS”) platforms, we expect to continue to reduce our annual capital expenditure spending. However, operating expenses associated with the SaaS licenses will continue to increase. Certain implementation costs of our SaaS platforms were capitalized during the implementation period and are recognized within operating income over the term of the SaaS contract once the systems are fully implemented.

Our Strategy

We are continuing to pursue a growth strategy that we believe will create significant value following the normalization of our operations. Our strategy includes the following key components:

Increase the Value of Cinema Media

We intend to drive an increase in value through innovation and optimization of our current product offerings. Beginning in 2019 and further expanded with the 2025 AMC Agreement, we have achieved one of our key initiatives by obtaining inventory for The Noovie® Show after the advertised showtime in almost all of our theaters as of January 1, 2026, based upon attendance. This Post-Showtime Inventory consists of a total of five to ten minutes depending upon the ESA Party or affiliate between the lights-down segment beginning just after the advertised movie showtime and including trailer lighting and the 30- or 60-second Platinum Spot deeply embedded within the movie trailers with trailer lighting and full trailer volume. Nearly every Spotlight exhibitor includes approximately two to five minutes of Post-Showtime Inventory, resulting in 97.0% of our combined networks including Post-Showtime Inventory as of January 1, 2026. We believe this inventory constitutes prized and impactful ad spots. We believe our local and regional clients also benefit from better inventory as their placement is closer to the advertised showtime. Within the Regal Advertising Affiliate Agreement, effective on July 14, 2023, we began advertising for five additional minutes after the posted showtime for a total of ten

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minutes. Within the 2025 AMC Agreement, we began advertising for five minutes after the posted showtime and in the Platinum Spot. We believe this higher value inventory, combined with an entertaining and engaging show that is integrated with our Noovie digital ecosystem, provides a unique cross-platform premium video product that will stand out in the media marketplace. We also believe it will help mitigate the potential future impact of reserved seating on our business.

Our relationships with our exhibitors are a key focus of our business. Our Affiliate Partnerships team is dedicated to serving the needs of our ESA Parties’ theater circuits and our 41 network affiliates nationwide in the NCM Network as of January 1, 2026. We plan to continue to expand our affiliate network by strategically targeting priority exhibitors who are not currently part of our network and whose cinema advertising contracts will be coming up for renewal in the next several years in order to add key affiliates and screens in select markets. This will allow us to increase our revenue by increasing the number of impressions we have available to sell to advertisers, extending our reach to additional markets to further improve our national footprint for brands looking to reach those audiences and strengthening our reach in markets we are already in for greater saturation in those DMAs. In 2025, we acquired Spotlight, adding 108 exhibitors and approximately 30.0 million annual attendees to our network. In January 2024, we renewed our exhibitor agreement with Santikos Enterprises through December 31, 2028, one of the largest cinema operators in the U.S, which operates a circuit of 27 theaters with 377 screens.

As part of our strategy to demonstrate the effectiveness and accountability of cinema as a premium advertising medium, the Company continues to invest in independent measurement to quantify media quality, attention and outcomes. Third-party studies have consistently shown that cinema advertising delivers materially higher attention than other video environments.

In 2023, the Company released a comprehensive attention study conducted by Lumen, an independent attention measurement provider, which found that cinema generates four to seven times greater attention than television, connected TV, online video, social media, and other digital platforms. The study demonstrated longer sustained attention and higher engagement throughout ad playback, as well as a direct relationship between attention metrics and brand outcomes, including recall and brand choice.

These findings have been reinforced through ongoing measurement partnerships, including with Adelaide. Using Adelaide’s Attention Unit (AU) framework, cinema campaigns measured across multiple years have consistently exceeded digital and premium video benchmarks, placing cinema among the highest-quality media environments measured. Together, these studies demonstrate that cinema’s attention advantage is durable and repeatable across campaigns, categories and time.

Expand our Marketplace through Data and Programmatic Capabilities

The Company has expanded its outcome measurement and attribution capabilities through NCMx, its proprietary data and technology platform, which integrates exposure data with third-party datasets to measure incremental reach, visitation and downstream actions. The Company has also continued to scale its programmatic capabilities through integrations with leading supply-side platforms, including Place Exchange and Vistar, enabling increased access to programmatic demand while maintaining premium media quality and measurement standards. We also intend to ensure our technology infrastructure is built to support sustained revenue growth. Following the development of programmatic LEN capabilities in 2021, in 2024 we launched two new offerings for on-screen advertising; programmatic and self-serve. Programmatic offers real-time data-driven trading of cinema advertising inventory, allowing bidding on available audiences during The Noovie Show. Buyers can choose from programmatic guaranteed and private marketplace options, and programmatic buys can be customized by reach, geography, film rating, day of the week and time of day. Additionally, through NCM's fully automated self-serve solution, local and regional companies can plan, buy, and schedule their ads to run on the big screen.

Optimize Operation Effectiveness and Efficiency

We intend to ensure our technology infrastructure is built to support sustained revenue growth. We continue to further enhance our cinema advertising management system implemented in January of 2021, most recently with the additional functionality of programmatic and self-serve, as discussed above.

As technology continues to evolve, we will further assess our strategy in order to best leverage its capabilities including through use of artificial intelligence and automation, as applicable, as we continue our focus on increasing both revenue growth and cost efficiencies within our broader business processes.

Intellectual Property Rights

We have been granted a perpetual, royalty-free license from the ESA Parties to use certain proprietary software for the delivery of digital advertising and other content through our DCN to screens in the U.S. We have made improvements to this software since our IPO and we own those improvements exclusively, except for improvements that were developed jointly with the ESA Parties.

We have secured U.S. trademark registrations for NCM®, National CineMedia®, Noovie® and NCMx™. Following the acquisition of Spotlight, the Company acquired an additional trademark registration for Spotlight Cinema Networks®,

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Cinelife® and Cinelife Entertainment®. It is our practice to defend our trademarks and other intellectual property rights, including the associated goodwill, from infringement by others. We are aware that other persons or entities may use names and marks containing variations of our registered trademarks and other marks and trade names. Potentially, claims alleging infringement of intellectual property rights, such as trademark infringement, could be brought against us by the users of those other names and marks. If any such infringement claim were to prove successful in preventing us from either using or prohibiting a competitor’s use of our registered trademarks or other marks or trade names, our ability to build brand identity could be negatively impacted.

Available Information

We maintain a website at www.ncm.com, on which we post free of charge our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and any amendments to these reports (under the heading “Investor Relations” located at the bottom of the home page) after we electronically file such material with, or furnish it to, the Securities and Exchange Commission (the “SEC”). We also regularly post information about the Company on the Investor Relations page. We do not incorporate the information on our website into this document and you should not consider any information on, or that can be accessed through, our website as part of this document. The SEC also maintains a website that contains our reports and other information at www.sec.gov.