SEC Form 4 · accession 0000891839-19-000034
EASTMAN KODAK CO · KODK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James V Continenza
Officer — Executive Chairman · Director
Period of report
Feb 20, 2019
Accepted (ET)
Feb 22, 2019 · 4:57 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000031235
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F2 | $3.03 | Feb 20, 2019 | A | 1,150,000 | A | — | Feb 19, 2026 | Common Stock, par value $.01 | 1,150,000 | 1,150,000 | D |
| Stock Option (Right to Buy)F2 | $4.53 | Feb 20, 2019 | A | 350,000 | A | — | Feb 19, 2026 | Common Stock, par value $.01 | 350,000 | 350,000 | D |
| Stock Option (Right to Buy)F2 | $6.03 | Feb 20, 2019 | A | 350,000 | A | — | Feb 19, 2026 | Common Stock, par value $.01 | 350,000 | 350,000 | D |
| Stock Option (Right to Buy)F2 | $12.00 | Feb 20, 2019 | A | 200,000 | A | — | Feb 19, 2026 | Common Stock, par value $.01 | 200,000 | 200,000 | D |
| Restricted Stock UnitsF1 | $0.00 | holding | — | — | — | — | — | Common Stock, par value $.01 | 88,029 | 88,029 | D |
| Phantom StockF3 | $0.00 | holding | — | — | — | — | — | Common Stock, par value $.01 | 153,560 | 153,560 | D |
Explanation of responses
- F1These restricted stock units convert into common stock on a one-for-one basis and, except as otherwise provided in the award notice, vest on January 8, 2020, subject to continuous service as a member of the board of directors.
- F2This option was granted pursuant to Mr. Continenza's employment agreement, effective as of February 20, 2019, under the Company's 2013 Omnibus Incentive Plan, as amended, in a transaction exempt under Rule 16b-3. Except as otherwise provided in the award notice or the employment agreement, this option vests immediately with respect to one-half of the grant, with the remainder vesting in four equal installments on each of May 20, 2019, August 20, 2019, November 20, 2019 and February 20, 2020.
- F3Each share of phantom stock represents a right to receive one share of common stock and becomes payable at the election of Mr. Continenza in the year following the year of his separation from service as a director in either a single lump sum payment or in a maximum of ten annual installments.