Eastman Chemical (EMN) awards stock options and RSUs to its EVP, CFO

Rhea-AI Filing Summary

McLain William Thomas Jr. reported acquisition or exercise transactions in this Form 4 filing.

Eastman Chemical executive vice president and CFO William Thomas McLain Jr. reported equity awards consisting of 59,801 employee stock options and 8,227 restricted stock units, both granted at a price of $0 per unit.

One-third of the options become exercisable on February 24, 2027, February 24, 2028, and February 24, 2029. Each restricted stock unit represents the right to receive one share of common stock and will vest and pay out in unrestricted shares on February 24, 2029, subject to continued employment.

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^*

McLain William Thomas Jr.

(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, CFO

3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026

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

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
Employee Stock Option (right to buy)	$77.12	02/24/2026		A		59,801		02/24/2027(1)	02/23/2036	Common Stock	59,801	$0	59,801	D
Restricted Stock Units	(2)	02/24/2026		A		8,227		(3)	(3)	Common Stock	8,227	$0	8,227	D

Explanation of Responses:

1. One-third of the options become exercisable on February 24, 2027, February 24, 2028, and February 24, 2029, respectively.

2. Each restricted stock unit represents a contingent right to receive one share of issuer common stock.

3. The restricted stock units will vest and payout in unrestricted shares of Company common stock on the third anniversary of the grant date, February 24, 2029, subject to continued employment.

Remarks:

	/s/ Mark D. Austin, by Power of Attorney for Willian T. McLain Jr.	02/26/2026
	** 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 did Eastman Chemical (EMN) disclose about the CFO's latest equity awards?

Eastman Chemical disclosed that EVP and CFO William Thomas McLain Jr. received 59,801 stock options and 8,227 restricted stock units at $0 per unit. These awards are part of his equity-based compensation and follow a multi-year vesting schedule tied to continued employment.

How do the new stock options granted to Eastman Chemical's CFO vest?

The 59,801 employee stock options granted to Eastman Chemical’s CFO vest in three equal installments. One-third becomes exercisable on February 24, 2027, another third on February 24, 2028, and the final third on February 24, 2029, creating a staggered, long-term incentive.

What are the key terms of the restricted stock units granted to EMN's CFO?

The 8,227 restricted stock units each represent a right to receive one share of Eastman Chemical common stock. They will vest and pay out in unrestricted shares on February 24, 2029, provided the executive remains employed with the company through that third-anniversary vesting date.

Is the Form 4 transaction for Eastman Chemical’s CFO a purchase or an award?

The Form 4 transactions for Eastman Chemical’s CFO are equity award grants, not open-market purchases. They are classified as acquisitions under a grant or award code, with a transaction price of $0 per unit, reflecting compensation rather than cash share buying.

Does the Eastman Chemical CFO Form 4 show any stock sales?

The Form 4 for Eastman Chemical’s CFO shows only acquisitions of options and restricted stock units. It reports two grant transactions with no corresponding sales, indicating an increase in derivative-based equity holdings rather than any disposal of existing company shares.