[Form 4] EASTMAN CHEMICAL CO Insider Trading Activity

Rhea-AI Filing Summary

Insider transaction summary: A director of Eastman Chemical Co. (EMN) recorded a non‑cash acquisition of 487 phantom stock units on 10/07/2025. The units were credited under the Directors' Deferred Compensation Plan as an automatic deferral of a portion of annual retainer fees that would otherwise have been paid in cash. Phantom units track the market value of one share and are payable in cash after the director's service ends. Following the transaction the reporting person beneficially owns 13,391 common‑stock‑equivalent units, which includes 268 units credited since 05/01/2025 for reinvested dividend equivalents.

Positive

• Director aligned pay with shareholder outcomes by deferring retainer fees into 487 phantom stock units
• Dividend reinvestment added 268 units since 05/01/2025, increasing long‑term notional ownership to 13,391

Negative

• None.

Insights

Corporate Governance Specialist

Director deferred cash compensation into 487 phantom units, modestly raising long‑term alignment with shareholders.

Phantom stock units under the Directors' Deferred Compensation Plan provide cash value tied to the company's common stock price rather than actual shares; the reported 487 units increase the director's notional exposure without immediate stock transfers.

The holding of 13,391 common‑stock equivalents, including 268 dividend‑equivalent units since 05/01/2025, suggests routine compensation deferral and dividend reinvestment. Monitor future filings for additional deferrals or exercises if cash‑settlement timing becomes material within a compensation or governance review horizon of 12–24 months.

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^*

Mink Kim Ann

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/07/2025

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

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
Phantom Stock Units	$0(1)	10/07/2025		A		487(2)		(1)	(1)	Common Stock	487(2)	$0(2)	13,391(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 into the director's stock account of the Directors' Deferred Compensation Plan, which would otherwise have been paid in cash.

3. Includes 268 units credited since May 1, 2025 as hypothetical reinvestment of dividend equivalents.

Remarks:

	/s/ Mark D. Austin, by Power of Attorney for Kim Ann Mink	10/09/2025
	** 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 did the Form 4 filed for EMN report on 10/07/2025?

It reports a director acquisition of 487 phantom stock units credited under the Directors' Deferred Compensation Plan on 10/07/2025.

How many common‑stock equivalents does the reporting person own after the transaction?

The reporting person beneficially owns 13,391 common‑stock equivalents following the reported transaction.

Why were phantom stock units issued instead of actual shares?

The units were an automatic deferral of director retainer fees into the Directors' Deferred Compensation Plan, payable only in cash after termination of service.

What does the Form 4 say about dividend equivalents?

It states that 268 units were credited since 05/01/2025 as hypothetical reinvestment of dividend equivalents.

Who filed the Form 4 on behalf of the reporting person?

The form is signed by Mark D. Austin by power of attorney for the reporting person on 10/09/2025.