Eastman Chemical (NYSE: EMN) SVP has shares withheld to cover taxes

Rhea-AI Filing Summary

Eastman Chemical Company senior vice president Michelle H. Caveness had 528 shares of common stock withheld on February 18, 2026 to cover tax obligations tied to a performance share payout for the 2023–2025 period.

After this tax-withholding disposition, she directly owned 7,655 shares of Eastman Chemical common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Caveness Michelle H

Role SVP & Chf. Mfg. Ofc.

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	528	$80.26	$42K

Holdings After Transaction: Common Stock — 7,655 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Caveness Michelle H

(Last) (First) (Middle)

200 SOUTH WILCOX DRIVE

(Street)

KINGSPORT TN 37660

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
EASTMAN CHEMICAL CO [ EMN ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP & Chf. Mfg. Ofc.

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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	02/18/2026		F		528(1)	D	$80.26	7,655	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

Explanation of Responses:

1. Shares of common stock withheld in payment of tax obligations related to the payout of performance shares for the 2023-2025 performance period.

Remarks:

	/s/ Mark D. Austin, by Power of Attorney for Michelle H. Caveness	02/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Eastman Chemical (EMN) report for Michelle H. Caveness?

Eastman Chemical reported that senior vice president Michelle H. Caveness had 528 shares of common stock withheld on February 18, 2026. The shares were used to satisfy tax obligations related to a performance share payout for the 2023–2025 performance period.

Was the Eastman Chemical (EMN) insider transaction an open-market sale?

No, the transaction was not an open-market sale. The Form 4 shows a tax-withholding disposition, where 528 shares were withheld to pay tax obligations arising from a performance share payout, rather than shares being sold on the open market for investment purposes.

How many Eastman Chemical (EMN) shares does Michelle H. Caveness own after the transaction?

After the February 18, 2026 tax-withholding disposition, Michelle H. Caveness directly owned 7,655 shares of Eastman Chemical common stock. This figure reflects her holdings following the withholding of 528 shares to cover taxes on a performance share payout.

What triggered the tax-withholding share disposition at Eastman Chemical (EMN)?

The disposition was triggered by the payout of performance shares for the 2023–2025 performance period. To satisfy related tax obligations, 528 shares of Eastman Chemical common stock were withheld, as disclosed in the Form 4 footnote for Michelle H. Caveness.