EASTMAN KODAK CO — Director's Dealing 2016

Mar 15, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EASTMAN KODAK CO (KODK)
CIK: 0000031235
Period of Report: 2016-03-12

Reporting Person: CLARKE JEFF (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-03-12	Common Stock	M	36764	—	Acquired	86120	Direct
2016-03-12	Common Stock	F	17353	$10.19	Disposed	68767	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-03-12	Restricted Stock Units	$0	M	36764	Disposed	2017-03-12	Common Stock, par value $.01 (36764)	Direct
2016-03-12	Stock Option (Right to Buy)	$10.19	A	0	Acquired	2023-03-11	Common Stock, par value $.01 (0)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$27.20	2021-03-11	Common Stock, par value $.01 (114943)	114943	Direct
Stock Option (Right to Buy)	$18.46	2022-03-11	Common Stock, par value $.01 (152207)	152207	Direct

Footnotes

F1: Except as otherwise provided in the award notice or in Mr. Clarke's employment agreement, 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 3/12/14 grant date.

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

F3: Except as otherwise provided in the award notice or in Mr. Clarke's employment agreement, this option vests one-third on each of the first three anniversaries of the 3/12/14 grant date.

F4: Except as otherwise provided in the award notice or in Mr. Clarke's employment agreement, this option vests one-third on each of the first three anniversaries of the 3/12/15 grant date.

F5: This option was granted pursuant to the terms of Mr. Clarke's 3/12/14 employment agreement under the Company's 2013 Omnibus Incentive Plan in a transaction exempt under Rule 16b-3. Except as otherwise provided in the award notice or the employment agreement, this option vests one third on each of the first three anniversaries of the grant date. The number of shares underlying the option cannot be determined at this time, but will be based on $1,000,000 divided by the Black-Scholes valuation of the option on the grant date. Once the number is determined, Mr. Clarke will file an amendment to this report.