Eastman Kodak SEC Filings

Eastman Kodak Company executive Roger W. Byrd, the General Counsel, Secretary and Senior Vice President, reported a stock option exercise and related share withholding. On 01/14/2026, he exercised a stock option for 70,000 shares of common stock at an exercise price of $3.09 per share, increasing his direct holdings to 129,266 shares immediately after the exercise.

On the same date, 39,995 shares of common stock were withheld at a price of $7.55 per share to cover the option exercise price and tax withholding obligations in a "net exercise". After this withholding, he directly owned 89,271 common shares. The option, granted under the Company’s 2013 Omnibus Incentive Plan and scheduled to expire on 01/15/2026, was exercised under a Board committee policy allowing net exercises within three months of expiration.

Byrd also reports holdings of 8,334 restricted stock units and 25,000 performance stock units, each convertible into common stock on a one-for-one basis and scheduled to vest on 05/17/2026, with the performance units and certain stock options vesting only if a volume-weighted average price condition is met. He additionally holds multiple vested or time- and performance-based stock options with exercise prices ranging from $3.03 to $12.50 and expirations including 02/19/2026, 02/19/2029 and 05/17/2030.

Eastman Kodak's CFO and Senior Vice President, David E. Bullwinkle, reported a stock option exercise and related share withholding. On 01/05/2026, he exercised 15,000 stock options with a conversion or exercise price of $3.03 per share, receiving common stock of the same amount. As part of a "net exercise," 9,421 common shares were withheld at a price of $8.42 per share to cover the option exercise price and tax withholding obligations, and he retained the remaining shares. Following these transactions, he directly owned 90,807 shares of common stock. He also held 16,668 restricted stock units that convert into common stock on a one-for-one basis and are scheduled to vest on 05/17/2026, and 50,000 performance stock units that will vest on 05/17/2026 if a specified volume-weighted average price condition is met.

Eastman Kodak Company Executive Chairman and CEO James V. Continenza reported multiple stock option exercises and related share withholdings on 12/19/2025. He exercised options to buy 1,150,000 and 981,707 shares of common stock at an exercise price of $3.03 per share. A total of 706,229 and 602,878 shares were withheld at a price of $8.33 per share to cover the option exercise price and tax withholding in a "net exercise," and he retained the remaining shares. Following these transactions, he directly beneficially owned 2,878,544 shares of common stock. He also reports holdings of restricted stock units that vest between 2026 and 2028, phantom stock representing 241,589 share-equivalent units, and additional stock options with exercise prices between $4.53 and $12 expiring on 02/19/2029.

Eastman Kodak Company disclosed that funds advised by Kennedy Lewis purchased an aggregate 1,000,000 shares of its 4.0% Series B Convertible Preferred Stock from third-party sellers on December 5, 2025. The shares were bought in privately negotiated transactions at $101.50 per preferred share and carry a 4.0% annual cumulative cash dividend and a $100 liquidation preference per share.

Each preferred share is convertible into 9.5238 shares of Eastman Kodak common stock, subject to antidilution adjustments and a 4.99% Beneficial Ownership Limitation that restricts conversions which would push a fund’s ownership above that level. The preferred stock is convertible at the holder’s option, is subject to mandatory redemption after a specified anniversary of February 26, 2021, and may be mandatorily converted into common stock if the common share price reaches at least $14.50 for 45 trading days within a 60-day window. Certain Kennedy Lewis affiliates and principals are deemed directors of Eastman Kodak through board representation.

Eastman Kodak (KODK) insider affiliates reported a large preferred stock purchase. On December 5, 2025, Kennedy Lewis–managed funds purchased an aggregate 1,000,000 shares of Kodak’s 4.0% Series B Convertible Preferred Stock from several third-party sellers in privately negotiated deals at $101.50 per share. The preferred stock carries a $100 per share liquidation preference and pays 4.0% cumulative annual cash dividends, payable quarterly.

Each preferred share is convertible into 9.5238 shares of Kodak common stock, subject to antidilution adjustments, but an agreed 4.99% Beneficial Ownership Limitation restricts conversions that would push any fund’s beneficial ownership above that threshold, unless the fund changes this limit with at least 61 days’ notice. The preferred shares are redeemable by Kodak on a date tied to the fifth anniversary of February 26, 2021, and may also be mandatorily converted to common stock if Kodak’s common share price meets a specified trading-price condition.

Eastman Kodak Company director affiliates file initial ownership report showing no holdings. Several investment entities advised by Kennedy Lewis Management LP have jointly filed an initial Form 3 related to Eastman Kodak Company (ticker KODK). The filing notes that Darren Richman, an effective control person of Kennedy Lewis Investment Management LLC and Kennedy Lewis Investment Holdings II LLC, serves on Eastman Kodak's Board of Directors. Because of this board representation, the reporting entities are deemed directors of Eastman Kodak by deputization under Section 16 rules, even though the filing states that no securities of Eastman Kodak are beneficially owned by these reporting persons.

Eastman Kodak Co. disclosed that long-time investor Southeastern Asset Management, Inc., its affiliated Longleaf Partners Small-Cap Fund, and O. Mason Hawkins now report 0 shares of Kodak common stock, representing 0% of the outstanding class, as of the event date noted in the filing. All three reporting persons state they have no sole or shared power to vote or dispose of any Kodak shares.

The filing indicates that these investors now own 5% or less of Kodak’s common stock, meaning they are no longer significant beneficial owners under Schedule 13G thresholds. The reporting persons also certify that any securities previously held were acquired and held in the ordinary course of business and not for the purpose of changing or influencing control of Eastman Kodak.

Eastman Kodak Company reported equity activity for its Executive Chairman and CEO, who is also a director. On 11/29/2025, the insider exercised restricted stock units (RSUs) that converted into common stock, adding 57,471 shares in one transaction and 196,335 shares in another at an exercise price of $0 per share, consistent with RSU terms. To cover tax withholding on these vestings, the company withheld 22,615 shares and 77,258 shares at a price of $7.64 per share. After these transactions, the insider directly owned 2,055,944 shares of Eastman Kodak common stock. In addition, the insider received a new grant of 163,613 RSUs under the company’s Amended and Restated 2013 Omnibus Incentive Plan, which are scheduled to vest in substantially equal installments on 11/29/2026, 11/29/2027 and 11/29/2028, subject to the award terms.

Eastman Kodak Company completed the pension reversion process for its Kodak Retirement Income Plan, fully settling all KRIP pension obligations and receiving excess pension assets of $1.023 billion as of November 26, 2025. The assets consisted of $614 million of cash and investment assets valued at $409 million.

Kodak directed $5 million of cash and $251 million of investment assets into the Kodak Cash Balance Plan, which will replace KRIP and is expected to provide employee benefits without additional cash cost. The remaining $609 million of cash and investments valued at $158 million were distributed to the company, including $312 million of cash used to prepay term loans, accrued interest and a prepayment premium, leaving a remaining term loan principal balance of $200 million.

Of the net cash of $297 million received, $153 million must be paid by December 31, 2025 for excise taxes. The investment assets, primarily hedge funds in redemption, are projected to yield about $100 million of cash by December 31, 2026, with most of the remainder expected in 2027 and 2028. The remaining $144 million of cash and future redemptions will be available for general corporate purposes.