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EASTMAN KODAK CO·4

Feb 26, 9:15 PM ET

CONTINENZA JAMES V 4

4 · EASTMAN KODAK CO · Filed Feb 26, 2026

Research Summary

AI-generated summary of this filing

Updated

Eastman Kodak CEO James Continenza Receives 5,000,000 RSU Award

What Happened

  • James V. Continenza, Executive Chairman, CEO and Director of Eastman Kodak (KODK), was granted 5,000,000 restricted stock units (RSUs) on 2026-02-24. The Form 4 reports this as an award (code A) with an acquisition price of $0.00 (a derivative award rather than a market purchase). The RSUs convert one-for-one into common stock when they vest and were granted under the company’s Amended and Restated 2013 Omnibus Incentive Plan (exempt under Rule 16b-3).

Key Details

  • Transaction date: 2026-02-24; Form filed 2026-02-26 (timely filing).
  • Award amount/price: 5,000,000 RSUs at $0.00 (no cash exchanged at grant).
  • Shares owned after transaction: Not specified in the filing.
  • Vesting/footnotes: The award includes multiple tranches with different vesting terms — some RSUs vest immediately on 2/26/2026; others vest on 11/29/2026, with additional installments on 11/29/2027 and 11/29/2028; another tranche vests in equal annual installments over five years beginning 12/31/2026. The filing also references phantom-stock treatment for certain awards payable after separation. (See footnotes F1–F6 for tranche specifics.)
  • Other notes: No mention of tax withholding, 10b5-1 plan, or immediate sale; transaction coded as an award/derivative.

Context

  • RSUs are compensation awards that convert to shares only when they vest; they are not an immediate open-market purchase or sale. Because these are vesting awards (some immediate, many delayed), they reflect compensation structure rather than an insider buying or selling stock. The grant was reported promptly and is a routine executive compensation disclosure.

Insider Transaction Report

Form 4
Period: 2026-02-24
EASTMAN KODAK COKODK
CONTINENZA JAMES V
DirectorExecutive Chairman and CEO
Transactions
  • Award

    Restricted Stock Units

    [F1]
    2026-02-24+5,000,000→ 5,000,000 total
    Exercise: $0.00→ Common stock, par value $.01 (5,000,000 underlying)
Holdings

  • Common Stock, par value $.01

    3,050,896

  • Restricted Stock Units

    [F2]
    Exercise: $0.00→ Common stock, par value $.01 (100,000 underlying)
    100,000

  • Restricted Stock Units

    [F3]
    Exercise: $0.00→ Common Stock, par value $.01 (196,336 underlying)
    196,336

  • Restricted Stock Units

    [F4]
    Exercise: $0.00→ Common Stock, par value $.01 (114,943 underlying)
    114,943

  • Restricted Stock Units

    [F5]
    Exercise: $0.00→ Common Stock, par value $.01 (163,613 underlying)
    163,613

  • Phantom Stock

    [F6]
    Exercise: $0.00→ Common Stock, par value $.01 (241,589 underlying)
    241,589

  • Stock Option (Right to Buy)

    [F7]
    Exercise: $4.53Exp: 2029-02-19→ Common Stock, par value $.01 (298,780 underlying)
    298,780

  • Stock Option (Right to Buy)

    [F7]
    Exercise: $6.03Exp: 2029-02-19→ Common Stock, par value $.01 (298,780 underlying)
    298,780

  • Stock Option (Right to Buy)

    [F7]
    Exercise: $12.00Exp: 2029-02-19→ Common Stock, par value $.01 (170,733 underlying)
    170,733

  • Stock Option (Right to Buy)

    [F7]
    Exercise: $4.53Exp: 2029-02-19→ Common Stock, par value $.01 (350,000 underlying)
    350,000

  • Stock Option (Right to Buy)

    [F7]
    Exercise: $6.03Exp: 2029-02-19→ Common Stock, par value $.01 (350,000 underlying)
    350,000

  • Stock Option (Right to Buy)

    [F7]
    Exercise: $12.00Exp: 2029-02-19→ Common Stock, par value $.01 (200,000 underlying)
    200,000
Footnotes (7)
  • [F1]These restricted stock units, which convert into common stock on a one-for-one basis ("RSUs"), were granted under the Company's Amended and Restated 2013 Omnibus Incentive Plan in a transaction exempt under Rule 16b-3 and, except as otherwise provided in the award notice or the employment agreement between the reporting person and the Company, will vest annually in five equal installments commencing 12/31/2026.
  • [F2]These RSUs will vest on 2/26/2026, except as otherwise provided in the award notice or the employment agreement between the reporting person and the Company.
  • [F3]These RSUs will vest on 11/29/2026, except as otherwise provided in the award notice or the employment agreement between the reporting person and the Company.
  • [F4]These RSUs will vest in substantially equal installments on each of 11/29/2026 and 11/29/2027, except as otherwise provided in the award notice or the employment agreement between the reporting person and the Company.
  • [F5]These RSUs will vest in substantially equal installments on each of 11/29/2026, 11/29/2027 and 11/29/2028, except as otherwise provided in the award notice or the employment agreement between the reporting person and the Company.
  • [F6]Each 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.
  • [F7]This option is fully vested as of the date of this report.
Signature
/s/ Roger W. Byrd, Attorney-in-Fact for James V. Continenza|2026-02-26

Documents

1 file
  • 4
    form4.xmlPrimary

    STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES