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DCIN > SEC Filings for DCIN > Form 8-K on 1-Jul-2013All Recent SEC Filings

Show all filings for DIGITAL CINEMA DESTINATIONS CORP. | Request a Trial to NEW EDGAR Online Pro

Form 8-K for DIGITAL CINEMA DESTINATIONS CORP.


1-Jul-2013

Regulation FD Disclosure


Item 7.01. Regulation FD Disclosure

On June 27, 2013, A. Dale Mayo, the Chairman and Chief Executive Officer of Digital Cinema Destinations Corp. (the "Company"), and Brian Pflug, the Company's Chief Financial Officer, adopted separate and distinct 10b5-1 plans to purchase shares of the Company's Class A common stock (bi-monthly for Mr. Mayo and monthly for Mr. Pflug) in the open market at prevailing market prices. On June 30, 2013, Charles Goldwater, the Company's Senior Vice President-Operations, also adopted a separate and distinct 10b5-1 plan for monthly purchases of the Company's Class A common stock. Each plan was established in accordance with Rule 10b5-1 under the Securities Exchange Act of 1934 and the Company's policies regarding stock transactions.

Rule 10b5-1 permits insiders to implement written, pre-arranged stock trading plans when they are not in possession of material non-public information. These plans establish predetermined trading parameters that do not permit the person adopting the plan to exercise any subsequent influence over how, when, or whether to effect trades. Using these plans, insiders can spread stock trades out over an extended period of time to reduce market impact and avoid concerns about transactions occurring at a time when they might possess inside information.

Under the terms of Mr. Mayo's Rule 10b5-1 trading plan, he intends to purchase up to 7,200 shares of Class A common stock over a period commencing August 1, 2013 and ending July 31, 2014 (the "Period"). Mr. Mayo currently owns of record and beneficially, 865,000 shares of the Company's Class B common stock and 5,000 shares of the Class A common stock. If he completes all planned purchases under the trading plan, he will increase his record and beneficial ownership of Class A common stock to 12,500 shares.

Under the terms of Mr. Pflug's Rule 10b5-1 trading plan, he intends to purchase up to 1,200 shares of Class A common stock over the Period. Mr. Pflug currently owns of record and beneficially 38,334 shares of the Company's Class A common stock. If he completes all planned purchases under the trading plan, he will increase his record and beneficial ownership of Class A common stock to 39,534 shares.

Under the terms of Mr. Goldwater's Rule 10b5-1 trading plan, he intends to purchase up to 1,200 shares of Class A common stock over the Period. Mr. Goldwater currently owns of record and beneficially 14,000 shares of the Company's Class A common stock. If he completes all planned purchases under the trading plan, he will increase his record and beneficial ownership of Class A common stock to 15,200 shares.

The transactions under the Rule 10b5-1 plans will be disclosed publicly through required Form 4 filings with the Securities and Exchange Commission.


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