Form 4: Hycroft Mining Grants Restricted Stock Units to AMC CFO Sean Goodman, a Key Director
Insider Transaction Report
Hycroft Mining Holding Corp has awarded 23,962 restricted stock units to Sean Goodman, Executive Vice President and Chief Financial Officer of AMC Entertainment Holdings, Inc., who also serves as a director on Hycroft's board.
Summary
- Hycroft Mining Holding Corp (HYMC) granted 23,962 restricted stock units (RSUs) to Sean Goodman, who is a director on Hycroft's Board of Directors and also AMC Entertainment Holdings, Inc.'s Executive Vice President and Chief Financial Officer.
- The RSU award was made on June 30, 2025, with 11,981 RSUs vesting immediately on that date and the remaining 11,981 RSUs scheduled to vest on June 30, 2026.
- Each RSU represents a contingent right to receive one share of Hycroft's Class A common stock.
- The recipient, Sean Goodman, has elected to defer the conversion of these RSUs into common stock until his separation from service as a director.
- Following this transaction, the total amount of Class A common stock beneficially owned is 2,416,842 shares, which includes 11,981 unvested RSUs as of July 2, 2025.
- AMC Entertainment Holdings, Inc. and its wholly-owned subsidiary, American Multi-Cinema, Inc., are filing this statement as reporting persons, identifying themselves as a 10% owner and director by deputization for Section 16 purposes.
Sentiment
Score: 7
Explanation: The sentiment is generally positive as it represents a standard equity award to a key director, aligning interests and incentivizing long-term commitment. There are no negative financial implications or significant risks disclosed.
Positives
- The RSU grant aligns the interests of Sean Goodman, a key director and executive from a significant shareholder (AMC), with the long-term performance of Hycroft Mining.
- Equity compensation is a standard practice that incentivizes directors and executives to contribute to the company's success.
Risks
- Conversion of RSUs into common stock may be delayed if the reporting person is prohibited from trading in the issuer's securities due to applicable securities laws or the issuer's policies, with conversion occurring on the second trading day after the prohibition is lifted.
Future Outlook
The remaining 11,981 restricted stock units are scheduled to vest on June 30, 2026. The recipient has elected to defer the conversion of all RSUs to common stock until their separation from service as a director.
Management Comments
- Sean Goodman is AMC Holdings' Executive Vice President and Chief Financial Officer and serves as a director on the Board of Directors of Hycroft Mining Holding Corp.
- Each of the reporting persons (AMC Holdings and American Multi-Cinema, Inc.) is a 'director by deputization' solely for purposes of Section 16 of the Securities Exchange Act of 1934, as amended.
Industry Context
This RSU grant is a common form of executive and director compensation in publicly traded companies, aiming to align the interests of key personnel with shareholder value. For Hycroft Mining, having a director who is also a senior executive from a significant shareholder like AMC Entertainment Holdings reinforces the strategic relationship between the two entities.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Policy | The conversion date for RSUs may be adjusted by the Compensation Committee of the issuer's Board of Directors if the reporting person is prohibited from trading. | 06/30/2025 | Ensures compliance with securities laws and company policies regarding insider trading, providing flexibility in RSU conversion. |
Related Party Transactions
- The RSU award to Sean Goodman, who is a director of Hycroft Mining and also the EVP and CFO of AMC Entertainment Holdings (a 10% owner and reporting person by deputization), constitutes a transaction involving a related party.
Stakeholder Impact
- Shareholders: The RSU grant aligns the interests of a key director and a significant shareholder (AMC) with the long-term performance of Hycroft Mining, potentially benefiting shareholders through improved governance and strategic alignment.
- Employees (specifically Sean Goodman): Receives equity compensation, incentivizing performance and long-term commitment to Hycroft Mining.
Next Steps
- Vesting of the remaining 11,981 restricted stock units on June 30, 2026.
- Conversion of RSUs to common stock upon Sean Goodman's separation from service as a director, subject to trading prohibitions.
Key Dates
| Date | Description |
|---|---|
| 06/30/2025 | Date of earliest transaction; award of 23,962 restricted stock units (RSUs) and vesting of 11,981 RSUs. |
| 07/02/2025 | Date of filing of the Form 4 statement. |
| 06/30/2026 | Scheduled vesting date for the remaining 11,981 restricted stock units. |
Keywords
Restricted Stock Units, RSUs, Equity Compensation, SEC Form 4, Insider Ownership, Corporate Governance, Director Compensation, HYMC, AMC Entertainment Holdings, Hycroft Mining
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