Eastman Chemical (NYSE: EMN) EVP has 3,086 shares withheld for tax obligations

Rhea-AI Filing Summary

Eastman Chemical Company executive reports tax-related share withholding. EVP, AFP, Mfg., WWEC & HSE Brian Travis Smith had 3,086 shares of common stock withheld at $80.26 per share on a tax-withholding disposition related to performance shares for the 2023–2025 performance period, leaving him with 24,235 directly owned shares.

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).

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^*

SMITH BRIAN TRAVIS

(Last) (First) (Middle)

200 S. 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)
	EVP, AFP, Mfg., WWEC & HSE

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		3,086(1)	D	$80.26	24,235	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 Brian Travis Smith	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).
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FAQ

What insider transaction did Eastman Chemical (EMN) report for Brian Travis Smith?

Eastman Chemical reported that EVP Brian Travis Smith had 3,086 shares of common stock withheld to cover tax obligations. The withholding was tied to the payout of performance shares for the 2023–2025 performance period and was not an open-market sale.

How many Eastman Chemical (EMN) shares were withheld for taxes in this Form 4?

The Form 4 shows 3,086 Eastman Chemical common shares were withheld for tax obligations. The shares were valued at $80.26 each and related to the payout of performance shares for the 2023–2025 performance period, reflecting a routine tax-withholding disposition.

What price per share was used for the Eastman Chemical (EMN) tax-withholding disposition?

The tax-withholding disposition used a price of $80.26 per Eastman Chemical common share. This value applied to the 3,086 shares withheld to satisfy tax obligations arising from the payout of performance shares covering the 2023–2025 performance period.

How many Eastman Chemical (EMN) shares does Brian Travis Smith own after this transaction?

After the tax-withholding disposition, Brian Travis Smith directly owns 24,235 Eastman Chemical common shares. This figure reflects his holdings following the withholding of 3,086 shares to meet tax obligations tied to vested performance shares for the 2023–2025 performance cycle.

Was the Eastman Chemical (EMN) Form 4 transaction an open-market sale?

No, the Form 4 describes a tax-withholding disposition, not an open-market sale. Shares were withheld by the company to satisfy tax obligations from the payout of performance shares for the 2023–2025 performance period, a common administrative transaction for equity awards.

What is the nature of the Eastman Chemical (EMN) Form 4 transaction code F?

Transaction code F on this Form 4 indicates payment of tax liability by delivering or withholding securities. For Eastman Chemical, 3,086 shares were withheld from EVP Brian Travis Smith’s equity payout to cover taxes on performance shares for the 2023–2025 period.