Reading International

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SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Lucas Steven John

(Last)

(First)

(Middle)

5995 SEPULVEDA BLVD

SUITE 300

(Street)

CULVER CITY

90230

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
READING INTERNATIONAL INC [ RDI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
VP, Controller & CAO

3. Date of Earliest Transaction (Month/Day/Year)
03/23/2017

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Non-Voting Common Stock	04/11/2017		M		176	A	⁽¹⁾	176	D
Class A Non-Voting Common Stock	03/23/2018		M		138	A	⁽¹⁾	314	D
Class A Non-Voting Common Stock	04/11/2018		M		176	A	⁽¹⁾	490	D
Class A Non-Voting Common Stock	03/23/2019		M		139	A	⁽¹⁾	629	D
Class A Non-Voting Common Stock	04/11/2019		M		176	A	⁽¹⁾	805	D
Class A Non-Voting Common Stock	04/12/2019		M		135	A	⁽¹⁾	940	D
Class A Non-Voting Common Stock	03/13/2020		M		582	A	⁽¹⁾	1,522	D
Class A Non-Voting Common Stock	03/23/2020		M		138	A	⁽¹⁾	1,660	D
Class A Non-Voting Common Stock	04/11/2020		M		176	A	⁽¹⁾	1,836	D
Class A Non-Voting Common Stock	04/12/2020		M		135	A	⁽¹⁾	1,971	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units (Class A Non-Voting Common Stock)	⁽¹⁾	03/23/2017		A		553		⁽²⁾	⁽²⁾	Class A Non-Voting Common Stock	553	$0	553	D
Stock Options; Rights to Buy; Class A Non-Voting Common Stoc	$15.97	03/23/2017		A		2,555		⁽³⁾	03/22/2022	Class A Non-Voting Common Stock	2,555	$0	2,555	D
Restricted Stock Units (Class A Non-Voting Common Stock)	⁽¹⁾	04/11/2017		M			176	⁽⁴⁾	⁽⁴⁾	Class A Non-Voting Common Stock	176	$0	528	D
Restricted Stock Units (Class A Non-Voting Common Stock)	⁽¹⁾	03/23/2018		M			138	⁽²⁾	⁽²⁾	Class A Non-Voting Common Stock	138	$0	415	D
Restricted Stock Units (Class A Non-Voting Common Stock)	⁽¹⁾	04/11/2018		M			176	⁽⁴⁾	⁽⁴⁾	Class A Non-Voting Common Stock	176	$0	352	D
Restricted Stock Units (Class A Non-Voting Common Stock)	⁽¹⁾	04/12/2018		A		538		⁽⁵⁾	⁽⁵⁾	Class A Non-Voting Common Stock	538	$0	538	D
Stock Options; Rights to Buy; Class A Non-Voting Common Stoc	$16.44	04/12/2018		A		2,320		⁽⁶⁾	04/11/2023	Class A Non-Voting Common Stock	2,320	$0	2,320	D
Restricted Stock Units (Class A Non-Voting Common Stock)	⁽¹⁾	03/13/2019		A		2,328		⁽⁷⁾	⁽⁷⁾	Class A Non-Voting Common Stock	2,328	$0	2,328	D
Stock Options; Rights to Buy; Class A Non-Voting Common Stoc	$16.11	03/13/2019		A		10,714		⁽⁸⁾	03/13/2024	Class A Non-Voting Common Stock	10,714	$0	10,714	D
Restricted Stock Units (Class A Non-Voting Common Stock)	⁽¹⁾	03/23/2019		M			139	⁽²⁾	⁽²⁾	Class A Non-Voting Common Stock	139	$0	276	D
Restricted Stock Units (Class A Non-Voting Common Stock)	⁽¹⁾	04/11/2019		M			176	⁽⁴⁾	⁽⁴⁾	Class A Non-Voting Common Stock	176	$0	176	D
Restricted Stock Units (Class A Non-Voting Common Stock)	⁽¹⁾	04/12/2019		M			135	⁽⁵⁾	⁽⁵⁾	Class A Non-Voting Common Stock	135	$0	403	D
Restricted Stock Units (Class A Non-Voting Common Stock)	⁽¹⁾	03/10/2020		A		9,651		⁽⁹⁾	⁽⁹⁾	Class A Non-Voting Common Stock	9,651	$0	9,651	D
Restricted Stock Units (Class A Non-Voting Common Stock)	⁽¹⁾	03/13/2020		M			582	⁽⁷⁾	⁽⁷⁾	Class A Non-Voting Common Stock	582	$0	1,746	D
Restricted Stock Units (Class A Non-Voting Common Stock)	⁽¹⁾	03/23/2020		M			138	⁽²⁾	⁽²⁾	Class A Non-Voting Common Stock	138	$0	138	D
Restricted Stock Units (Class A Non-Voting Common Stock)	⁽¹⁾	04/11/2020		M			176	⁽⁴⁾	⁽⁴⁾	Class A Non-Voting Common Stock	176	$0	0	D
Restricted Stock Units (Class A Non-Voting Common Stock)	⁽¹⁾	04/12/2020		M			135	⁽⁵⁾	⁽⁵⁾	Class A Non-Voting Common Stock	135	$0	268	D

Explanation of Responses:

1. Each Restricted Stock Unit represents the contingent right to receive one share of Class A Non-Voting Common Stock upon vesting of the unit.

2. 553 restricted stock units granted on March 23, 2017 pursuant to the Company's 2010 Stock Incentive Plan, vesting in four equal annual installments commencing on the first anniversary of the Date of Grant. The installments vest on March 23, 2018, March 23, 2019, March 23, 2020, and March 23, 2021.

3. 2,555 stock options granted on March 23,2017 pursuant to the Company's 2010 Stock Incentive Plan, vesting in four equal annual installments commencing on the first anniversary of the Date of Grant. The installments are exercisable on March 23, 2018, March 23, 2019, March 23, 2020, and March 23, 2021.

4. 704 restricted stock units granted on April 11, 2016 pursuant to the Company's 2010 Stock Incentive Plan, vesting in four equal annual installments commencing on the first anniversary of the Date of Grant. The installments vest on April 11, 2017, April 11, 2018, April 11, 2019, and April 11, 2020.

5. 538 restricted stock units granted on April 12, 2018 pursuant to the Company's 2010 Stock Incentive Plan, vesting in four equal annual installments commencing on the first anniversary of the Date of Grant. The installments vest on April 12, 2019, April 12, 2020, April 12, 2021, and April 12, 2022.

6. 2,320 stock options granted on April 12, 2018 pursuant to the Company's 2010 Stock Incentive Plan, vesting in four equal annual installments commencing on the first anniversary of the Date of Grant. The installments are exercisable on April 12, 2019, April 12, 2020, April 12, 2021, and April 12, 2022.

7. 2,328 restricted stock units granted on March 13, 2019 pursuant to the Company's 2010 Stock Incentive Plan, vesting in four equal annual installments commencing on the first anniversary of the Date of Grant. The installments vest on March 13, 2020, March 13, 2021, March 13, 2022, and March 13, 2023.

8. 10,714 stock options granted on March 13, 2019 pursuant to the Company's 2010 Stock Incentive Plan, vesting in four equal annual installments commencing on the first anniversary of the Date of Grant. The installments are exercisable on March 13, 2020, March 13, 2021, March 13, 2022, and March 13, 2023.

9. 9,651 restricted stock units granted on March 10, 2020 pursuant to the Company's 2010 Stock Incentive Plan, vesting in four equal annual installments commencing on the first anniversary of the Date of Grant. The installments vest on March 10, 2021, March 10, 2022, March 10, 2023, and March 10, 2024.

	Steve J. Lucas	06/23/2020
	** Signature of Reporting Person	Date
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