EASTMAN KODAK CO — Director's Dealing 2016

Apr 6, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EASTMAN KODAK CO (KODK)
CIK: 0000031235
Period of Report: 2016-04-01

Reporting Person: Underberg Sharon E. (General Counsel, Sec., SVP)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-04-01	Common Stock, par value $.01	M	2539	—	Acquired	4797	Direct
2016-04-01	Common Stock, par value $.01	F	1074	$10.84	Disposed	3723	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-04-01	Restricted Stock Units	$0	A	2539	Acquired	2016-04-01	Common Stock, par value $.01 (2539)	Direct
2016-04-01	Restricted Stock Units	$0	M	2539	Disposed	2016-04-01	Common Stock, par value $.01 (2539)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$0	2017-12-15	Common Stock, par value $.01 (6585)	6585	Direct
Restricted Stock Units	$0	2018-12-15	Common Stock, par value (15836)	15836	Direct
Stock Option (Right to Buy)	$20.25	2021-12-14	Common Stock, par value $.01 (27286)	27286	Direct
Stock Option (Right to Buy)	$12.63	2022-12-14	Common Stock, par value $.01 (39604)	39604	Direct
125% Warrants to purchase Common Stock, par value $.01	$14.93	2018-09-03	Common Stock, par value $.01 (314)	314	Direct
135% Warrants to purchase Common Stock, par value $.01	$16.12	2018-09-03	Common Stock, par value $.01 (314)	314	Direct

Footnotes

F1: These restricted stock units, which convert into common stock on a one-for-one basis, were granted under the Company's 2013 Omnibus Incentive Plan in a transaction exempt under Rule 16b-3 and vest immediately.

F2: Shares withheld to cover tax withholding obligations upon the vesting of restricted stock units.

F3: These restricted stock units, which convert into common stock on a one-for-one basis, vest one-third on each of the first three anniversaries of the 12/15/14 grant date.

F4: These restricted stock units, which convert into common stock on a one-for-one basis, vest one-third on each of the first three anniversaries of the 12/15/15 grant date.

F5: This option vests one-third on each of the first three anniversaries of the 12/15/14 grant date.

F6: This option vests one-third on each of the first three anniversaries of the 12/15/15 grant date.

F7: Each of these Warrants entitles the holder to purchase one share of common stock; however for each Warrant exercised, the holder will receive a net share amount equal to the number of shares issuable upon the exercise multiplied by the closing sale price of the common stock on the exercise date minus the exercise price, divided by the closing sale price, together with cash for any fractional shares.