CONTINENZA JAMES V 4

What Happened

• James V. Continenza, Executive Chairman and CEO of Eastman Kodak Co. (KODK), was awarded 178,628 shares upon the vesting of performance-based restricted stock units (PSUs) on 2026-02-12 (122,549 shares and 56,079 shares; acquisition price reported as $0.00). To satisfy tax withholding obligations, 6,276 shares were withheld/disposed at $7.53 per share, generating proceeds of $47,259 (4,173 shares = $31,423 and 2,103 shares = $15,836). The award transactions were reported as exempt under Rule 16b-3.

Key Details

• Transaction date: 2026-02-12 (reported on Form 4 filed 2026-02-17 — filing occurred 5 days after the transactions).
• Awarded (A): 122,549 shares and 56,079 shares; Price reported for award: $0.00.
• Withheld for taxes (F): 4,173 shares @ $7.53 ($31,423) and 2,103 shares @ $7.53 ($15,836); total withheld value ≈ $47,259.
• Footnotes: F1/F3 — PSUs were granted on 3/26/2024 and 2/20/2025; the reported tranches vested 2/12/2026 and additional tranches remain subject to future vesting based on company performance. F2 — shares were withheld to satisfy tax withholding. Transactions were exempt under Rule 16b-3.
• Shares owned after the transaction: Not specified in this filing.

Context

• These transactions reflect PSU vesting (an award), not an open-market purchase or a voluntary sale. The withholding of shares to cover taxes is a common administrative action and should not be interpreted as an open-market sale signaling intent. The filing was submitted five days after the transaction date; under Section 16 timing rules, that is later than the typical two-business-day reporting window.