Byrd Roger W. Form 4 EASTMAN KODAK / Roger W. Byrd ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Byrd Roger W.

(Last) (First) (Middle)

C/O EASTMAN KODAK COMPANY

343 STATE STREET

(Street)

ROCHESTER NY 14650

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
EASTMAN KODAK CO [ KODK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
General Counsel, Sec., SVP

3. Date of Earliest Transaction (Month/Day/Year)
11/28/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $.01								39,292	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	$0(1)							(1)	(1)	Common Stock, par value $.01	25,000		25,000	D
Performance Stock Units	$0(2)							(2)	(2)	Common Stock, par value $.01	25,000		25,000	D
Stock Option (Right to Buy)	$4.28							(3)	05/17/2030	Common Stock, par value $.01	25,000		25,000	D
Stock Option (Right to Buy)	$4.28							(4)	05/17/2030	Common Stock, par value $.01	25,000		25,000	D
Stock Option (Right to Buy)	$3.03	11/28/2023		D(5)			15,000	(5)	02/19/2029	Common Stock, par value $.01	15,000	(5)	0	D
Stock Option (Right to Buy)	$3.03	11/28/2023		A(5)		15,000		(5)	02/19/2026	Common Stock, par value $.01	15,000	(5)	15,000	D
Stock Option (Right to Buy)	$4.53							(6)	02/19/2029	Common Stock, par value $.01	10,000		10,000	D
Stock Option (Right to Buy)	$6.03							(6)	02/19/2029	Common Stock, par value $.01	10,000		10,000	D
Stock Option (Right to Buy)	$12							(6)	02/19/2029	Common Stock, par value $.01	10,000		10,000	D
Stock Option (Right to Buy)	$3.09	11/28/2023		D(7)			89,744	(7)	01/15/2029	Common Stock, par value $.01	89,744	(7)	0	D
Stock Option (Right to Buy)	$3.09	11/28/2023		A(7)		89,744		(7)	01/15/2026	Common Stock, par value $.01	89,744	(7)	89,744	D
Stock Option (Right to Buy)	$12.5							(6)	09/13/2027	Common Stock, par value $.01	30,457		30,457	D

Explanation of Responses:

1. These restricted stock units, which convert into common stock on a one-for-one basis, will vest in substantially equal installments on each of 5/17/2024, 5/17/2025 and 5/17/2026, except as otherwise provided in the award notice.

2. These performance stock units, which convert into common stock on a one-for-one basis, will vest on 5/17/2026 if the volume-weighted average price per share of common stock within the 20 trading day period before the vesting date exceeds a specified price, except as otherwise provided in the award notice.

3. This option will vest in substantially equal installments on each of 5/17/2024, 5/17/2025 and 5/17/2026, except as otherwise provided in the award notice.

4. This option will vest on 5/17/2026 if the volume-weighted average price per share of common stock within the 20 trading day period before the vesting date exceeds a specified price, except as otherwise provided in the award notice.

5. The reported transaction involved the reversal, to avoid adverse tax consequences, of a previously reported amendment of an outstanding option to extend the expiration date thereof by three years. The reported transaction reinstates the original expiration date, resulting in the deemed cancellation of the "old" option for Section 16 purposes and the grant of a replacement option for Section 16 purposes. The option was originally granted on July 27, 2020 and is fully vested.

6. This option is fully vested as of the date of this report.

7. The reported transaction involved the reversal, to avoid adverse tax consequences, of a previously reported amendment of an outstanding option to extend the expiration date thereof by three years. The reported transaction reinstates the original expiration date, resulting in the deemed cancellation of the "old" option for Section 16 purposes and the grant of a replacement option for Section 16 purposes. The option was originally granted on January 16, 2019 and is fully vested.

	/s/ Roger W. Byrd	12/04/2023
	** Signature of Reporting Person	Date
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