Costa Mark J 4
4 · EASTMAN CHEMICAL CO · Filed Feb 6, 2026
Research Summary
AI-generated summary of this filing
Eastman (EMN) CEO Mark Costa Exercises Options; Shares Withheld
What Happened
Mark J. Costa, Eastman Chemical Co. CEO and Board Chair, exercised 48,649 stock options on 2026-02-04. The option exercise entry shows an exercise price total of $3,169,969 (48,649 shares @ $65.16). To satisfy the exercise price and tax withholding, 43,638 shares were withheld (valued at $3,425,147, 43,638 shares @ $78.49). After the net settlement, Costa retained the remaining 5,011 shares. This was an option exercise with net settlement (cashless/net exercise), not an open-market purchase or a voluntary stock sale.
Key Details
- Transaction date: 2026-02-04; Form 4 filed 2026-02-06 (filed within the usual reporting window).
- Option exercise: 48,649 shares exercised @ $65.16 (total $3,169,969).
- Withholding to cover exercise price/taxes: 43,638 shares withheld @ $78.49 (value $3,425,147). Per filing footnotes, the withheld shares were retained by Eastman to satisfy obligations and do not represent a sale by the reporting person.
- Net shares delivered to insider: 5,011 shares (48,649 exercised − 43,638 withheld).
- Transaction codes: M = option exercise/conversion, F = payment of exercise price/tax withholding.
- Shares owned after transaction: Not specified in the provided filing excerpt.
Context
This was a routine net (cashless) exercise of stock options: the insider exercised options and elected to have shares withheld to cover the exercise cost and tax withholding. Withholding of shares to cover taxes is common and should not be read the same as an open-market sale. The filing appears timely (filed two days after the transaction).
Insider Transaction Report
- Exercise/Conversion
Common Stock
2026-02-04$65.16/sh+48,649$3,169,969→ 502,635 total - Tax Payment
Common Stock
[F1][F2]2026-02-04$78.49/sh−43,638$3,425,147→ 458,997 total - Exercise/Conversion
Employee Stock Option (right to buy)
2026-02-04−48,649→ 0 totalExercise: $65.16From: 2017-02-26Exp: 2026-02-25→ Common Stock (48,649 underlying)
- 3,231(indirect: By ESOP)
Common Stock
Footnotes (2)
- [F1]The reporting person exercised stock options and used a portion of the shares to pay the option exercise price and cover tax withholding obligations (a "net exercise") by electing to have the issuer withhold shares otherwise deliverable after the stock option exercise. The reporting person retained all of the remaining shares.
- [F2]Represents the number of shares withheld by Eastman Chemical Company to satisfy the exercise price and tax withholding obligations in connection with the net settlement of the stock options and does not represent a sale of any shares by the Reporting Person.