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Eastman Chemical (EMN) director awarded 408 phantom stock units as deferred pay

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

Rhea-AI Filing Summary

Haynesworth Linnie M reported acquisition or exercise transactions in this Form 4 filing.

Eastman Chemical director Linnie M. Haynesworth received 408 Phantom Stock Units on April 8, 2026, as a grant under the company’s Directors’ Deferred Compensation Plan. These units track the value of one share of Eastman common stock but are payable only in cash after board service ends.

The award increased Haynesworth’s Phantom Stock Unit balance to 5,640 units. The grant reflects an automatic deferral of a portion of the director’s annual retainer fees, with dividend equivalents reinvested into additional units, and does not represent an open-market stock purchase or sale.

Positive

  • None.

Negative

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Insider Haynesworth Linnie M
Role Director
Type Security Shares Price Value
Grant/Award Phantom Stock Units 408 $0.00 --
Holdings After Transaction: Phantom Stock Units — 5,640 shares (Direct)
Footnotes (1)
  1. Phantom Stock Units credited under the Directors' Deferred Compensation Plan, each having a value equal to the market value of one share of issuer common stock and payable only in cash after termination of service as a director. Automatic deferral of a portion of director's annual retainer fees that would otherwise have been paid in cash. Includes dividend equivalents reinvested in additional Phantom Stock Units.
Phantom Stock Units granted 408 units Grant on April 8, 2026 to director Linnie M. Haynesworth
Total Phantom Stock Units after grant 5,640 units Director’s balance following this deferred compensation award
Grant price per unit $0.0000 per unit Compensation grant, not an open-market purchase
Underlying security reference 408 common stock-equivalent units Each Phantom Stock Unit equals market value of one common share
Phantom Stock Units financial
"Phantom Stock Units credited under the Directors' Deferred Compensation Plan, each having a value equal to the market value of one share"
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
"Phantom Stock Units credited under the Directors' Deferred Compensation Plan, each having a value equal to the market value"
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.
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*
Haynesworth Linnie M
(Last)(First)(Middle)
200 S. WILCOX DRIVE
(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$0(1)04/08/2026A408(1)(2) (1) (1)Commnon Stock408(1)(2)$0(2)5,640(3)D
Explanation of Responses:
1. Phantom Stock Units credited under the Directors' Deferred Compensation Plan, each having a value equal to the market value of one share of issuer common stock and payable only in cash after termination of service as a director.
2. Automatic deferral of a portion of director's annual retainer fees that would otherwise have been paid in cash.
3. Includes dividend equivalents reinvested in additional Phantom Stock Units.
Remarks:
/s/ Mark D. Austin, by Power of Attorney for Linnie M. Haynesworth04/10/2026
** 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 Eastman Chemical (EMN) director Linnie Haynesworth report on this Form 4?

Linnie Haynesworth reported receiving 408 Phantom Stock Units as a compensation-related award. The units were credited under Eastman Chemical’s Directors’ Deferred Compensation Plan and increased her total Phantom Stock Unit balance to 5,640, reflecting deferred portions of director retainer fees and reinvested dividend equivalents.

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

The Phantom Stock Units are not actual shares of Eastman Chemical stock. Each unit’s value equals one share of common stock but is payable only in cash after the director’s service ends, providing economic exposure to the stock price without issuing additional common shares.

How many Phantom Stock Units does the EMN director hold after this transaction?

After receiving 408 additional Phantom Stock Units, the director now holds a total of 5,640 units. This total reflects current deferred compensation balances under the Directors’ Deferred Compensation Plan, including prior awards and dividend equivalents reinvested into additional Phantom Stock Units over time.

Was this EMN Form 4 transaction an open-market buy or sell of stock?

No, this transaction was not an open-market buy or sell of Eastman Chemical stock. It was a grant of 408 Phantom Stock Units as part of the director’s deferred compensation, recorded at a price of $0.0000 per unit and tied to service on the board.

How are the Phantom Stock Units for Eastman Chemical’s director ultimately paid out?

The Phantom Stock Units are payable only in cash after the director’s service on Eastman Chemical’s board ends. Their cash value is based on the market value of Eastman common stock at payout, and includes amounts from dividend equivalents reinvested into additional units during the service period.

What do the footnotes in this EMN Form 4 explain about the Phantom Stock Units?

The footnotes explain that the units are credited under the Directors’ Deferred Compensation Plan, represent an automatic deferral of retainer fees, and include dividend equivalents. They clarify that each Phantom Stock Unit equals the value of one common share and is settled only in cash after board service terminates.