EASTMAN KODAK CO — Director's Dealing 2017

May 2, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EASTMAN KODAK CO (KODK)
CIK: 0000031235
Period of Report: 2017-04-28

Reporting Person: Mahe Eric-Yves (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-04-28	Common Stock, par value $.01	M	4995	—	Acquired	11168	Direct
2017-04-28	Common Stock, par value $.01	M	2038	—	Acquired	13206	Direct
2017-04-28	Common Stock, par value $.01	M	4734	—	Acquired	17940	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-04-28	Restricted Stock Units	$0	M	4995	Disposed	2017-04-28	Common Stock, par value $.01 (4995)	Direct
2017-04-28	Restricted Stock Units	$0	M	2038	Disposed	2018-04-28	Common Stock, par value $.01 (2038)	Direct
2017-04-28	Restricted Stock Units	$0	M	4734	Disposed	2019-04-28	Common Stock, par value $.01 (4734)	Direct
2017-04-28	Restricted Stock Units	$0	A	15910	Acquired	2020-04-28	Common Stock, par value $.01 (15910)	Direct
2017-04-28	Stock Option (Right to Buy)	$11.00	A	0	Acquired	2024-04-27	Common Stock, par value $.01 (0)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$0	2018-05-12	Common Stock, par value $.01 (1858)	1858	Direct
Stock Option (Right to Buy)	$20.44	2022-04-27	Common Stock, par value $.01 (17508)	17508	Direct
Stock Option (Right to Buy)	$17.95	2022-05-11	Common Stock, par value $.01 (7003)	7003	Direct
Stock Option (Right to Buy)	$12.32	2023-04-27	Common Stock, par value $.01 (33461)	33461	Direct

Footnotes

F1: 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 4/28/2015 grant date.

F2: 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 5/12/2015 grant date.

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 4/28/2016 grant date.

F4: 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, except as otherwise provided in the award notice or Mr. Mahe's employment agreement, vest one-third on each of the first three anniversaries of the 4/28/2017 grant date.

F5: This option vests one-third on each of the first three anniversaries of the 4/28/2015 grant date.

F6: This option vests one-third on each of the first three anniversaries of the 5/12/2015 grant date.

F7: This option vests one-third on each of the first three anniversaries of the 4/28/2016 grant date.

F8: This option was granted under the Company's 2013 Omnibus Incentive Plan in a transaction exempt under Rule 16b-3 and, except as otherwise provided in the award notice or Mr. Mahe's employment agreement, vests one-third on each of the first three anniversaries of the 4/28/2017 grant date. The number of shares underlying the option canot be determined at this time, but will be based on $175,000 divided by the Black-Scholes valuation of the option on the grant date. Once the number is determined, Mr. Mahe will file an amendment to this report.