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Eastman Chemical (EMN) director defers fees into 1,260 phantom stock units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Eastman Chemical director Damon J. Audia reported routine compensation-related transactions involving cash-settled Phantom Stock Units tied to Eastman Chemical common stock. On April 8, 2026, he acquired 852 units at a reference value of $74.72 per unit and another 408 units. These units reflect voluntary and automatic deferrals of director retainer fees and reinvested dividend equivalents under the company’s Directors' Deferred Compensation Plan, and are payable only in cash after his board service ends. Following these awards, his balance increased to 2,646 Phantom Stock Units, with no open‑market share purchases or sales disclosed.

Positive

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Negative

  • None.
Insider Audia Damon J
Role Director
Type Security Shares Price Value
Grant/Award Phantom Stock Units 852 $74.72 $64K
Grant/Award Phantom Stock Units 408 $0.00 --
Holdings After Transaction: Phantom Stock Units — 2,212 shares (Direct)
Footnotes (1)
  1. Phantom Stock Units credited under the Directors' Deferred Compensation Plan, each having a value equal to the market of one share of issuer common stock and payable only in cash after termination of service as a director. Voluntary deferral of a portion of director's retainer fees that would otherwise have been paid in cash. Includes dividend equivalents reinvested in additional Phantom Stock Units. Automatic deferral of a portion of director's annual retainer fees into the director's stock account of the Directors' Deferred Compensation Plan.
First phantom award 852 Phantom Stock Units at $74.72 Grant/award on April 8, 2026
Second phantom award 408 Phantom Stock Units Grant/award on April 8, 2026
Total phantom units after first grant 2,212 Phantom Stock Units Balance following 852-unit award
Total phantom units after second grant 2,646 Phantom Stock Units Ending balance after 408-unit award
Conversion price $0.00 per unit Phantom Stock Units conversion/exercise price
Phantom Stock Units financial
"Phantom Stock Units credited under the Directors' Deferred Compensation Plan"
Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.
Directors' Deferred Compensation Plan financial
"credited under the Directors' Deferred Compensation Plan, each having a value equal"
dividend equivalents financial
"Includes dividend equivalents reinvested in additional Phantom Stock Units."
Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.
voluntary deferral financial
"Voluntary deferral of a portion of director's retainer fees"
automatic deferral financial
"Automatic deferral of a portion of director's annual retainer fees"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Audia Damon J
(Last)(First)(Middle)
200 SOUTH WILCOX DR
(Street)
KINGSPORT TENNESSEE 37660
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
EASTMAN CHEMICAL CO [ EMN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/08/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock Units(1)04/08/2026A852(1)(2) (1) (1)Common Stock852(1)(2)$74.72(2)2,212(3)D
Phantom Stock Units(1)04/08/2026A408(4) (1) (1)Common Stock408(4)$0(4)2,646(3)D
Explanation of Responses:
1. Phantom Stock Units credited under the Directors' Deferred Compensation Plan, each having a value equal to the market of one share of issuer common stock and payable only in cash after termination of service as a director.
2. Voluntary deferral of a portion of director's retainer fees that would otherwise have been paid in cash.
3. Includes dividend equivalents reinvested in additional Phantom Stock Units.
4. Automatic deferral of a portion of director's annual retainer fees into the director's stock account of the Directors' Deferred Compensation Plan.
Remarks:
/s/ Mark D. Austin, by Power of Attorney for Damon J. Audia04/10/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did EMN director Damon J. Audia report in this Form 4 filing?

Damon J. Audia reported receiving Phantom Stock Units as part of director compensation. The awards reflect deferrals of cash retainer fees and dividend equivalents into a cash-settled account tied to Eastman Chemical’s share price, not open-market stock purchases or sales.

How many Phantom Stock Units did Damon J. Audia acquire in EMN’s latest filing?

He acquired 852 Phantom Stock Units at a reference value of $74.72 each and 408 additional units. These awards increased his total Phantom Stock Units to 2,646, all credited under the Directors' Deferred Compensation Plan rather than through market transactions in EMN shares.

Are the Phantom Stock Units reported by EMN’s director actual Eastman Chemical shares?

No, the Phantom Stock Units are bookkeeping entries that track EMN’s share price. They are payable only in cash after Damon J. Audia’s board service ends and do not represent current ownership of Eastman Chemical common stock or voting rights in the company.

How were the Phantom Stock Units for EMN’s director Damon J. Audia generated?

The Phantom Stock Units were credited through voluntary and automatic deferrals of director retainer fees and reinvested dividend equivalents. Instead of receiving all fees in cash, amounts are converted into Phantom Stock Units within the Directors' Deferred Compensation Plan, aligning value with EMN’s stock price.

Did EMN’s Form 4 show Damon J. Audia buying or selling common stock in the market?

The filing did not show any open-market purchases or sales of EMN common stock. It only reported compensation-related acquisitions of cash-settled Phantom Stock Units, which are linked to the stock price but paid in cash after his service as director concludes.