Kodak (NYSE: KODK) CEO receives 5M restricted stock units grant

Rhea-AI Filing Summary

EASTMAN KODAK CO Executive Chairman and CEO James V. Continenza received a grant of 5,000,000 restricted stock units on February 24, 2026. The RSUs convert into common stock on a one-for-one basis and, under the award terms, will vest annually in five equal installments starting on 12/31/2026.

The filing also reports Continenza’s existing equity interests, including holdings of restricted stock units with various vesting dates in 2026–2028, phantom stock units representing the right to receive common shares after board service ends, several fully vested stock option awards, and 3,050,896 shares of common stock held directly.

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^*

CONTINENZA JAMES V

(Last) (First) (Middle)

C/O EASTMAN KODAK COMPANY

343 STATE STREET

(Street)

ROCHESTER NY 14650

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
EASTMAN KODAK CO [ KODK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Chairman and CEO

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
Common Stock, par value $.01								3,050,896	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
Restricted Stock Units	$0(1)	02/24/2026		A		5,000,000		(1)	(1)	Common stock, par value $.01	5,000,000	$0	5,000,000	D
Restricted Stock Units	$0(2)							(2)	(2)	Common stock, par value $.01	100,000		100,000	D
Restricted Stock Units	$0(3)							(3)	(3)	Common Stock, par value $.01	196,336		196,336	D
Restricted Stock Units	$0(4)							(4)	(4)	Common Stock, par value $.01	114,943		114,943	D
Restricted Stock Units	$0(5)							(5)	(5)	Common Stock, par value $.01	163,613		163,613	D
Phantom Stock	$0(6)							(6)	(6)	Common Stock, par value $.01	241,589		241,589	D
Stock Option (Right to Buy)	$4.53							(7)	02/19/2029	Common Stock, par value $.01	298,780		298,780	D
Stock Option (Right to Buy)	$6.03							(7)	02/19/2029	Common Stock, par value $.01	298,780		298,780	D
Stock Option (Right to Buy)	$12							(7)	02/19/2029	Common Stock, par value $.01	170,733		170,733	D
Stock Option (Right to Buy)	$4.53							(7)	02/19/2029	Common Stock, par value $.01	350,000		350,000	D
Stock Option (Right to Buy)	$6.03							(7)	02/19/2029	Common Stock, par value $.01	350,000		350,000	D
Stock Option (Right to Buy)	$12							(7)	02/19/2029	Common Stock, par value $.01	200,000		200,000	D

Explanation of Responses:

1. These restricted stock units, which convert into common stock on a one-for-one basis ("RSUs"), were granted under the Company's Amended and Restated 2013 Omnibus Incentive Plan in a transaction exempt under Rule 16b-3 and, except as otherwise provided in the award notice or the employment agreement between the reporting person and the Company, will vest annually in five equal installments commencing 12/31/2026.

2. These RSUs will vest on 2/26/2026, except as otherwise provided in the award notice or the employment agreement between the reporting person and the Company.

3. These RSUs will vest on 11/29/2026, except as otherwise provided in the award notice or the employment agreement between the reporting person and the Company.

4. These RSUs will vest in substantially equal installments on each of 11/29/2026 and 11/29/2027, except as otherwise provided in the award notice or the employment agreement between the reporting person and the Company.

5. These RSUs will vest in substantially equal installments on each of 11/29/2026, 11/29/2027 and 11/29/2028, except as otherwise provided in the award notice or the employment agreement between the reporting person and the Company.

6. Each share of phantom stock represents a right to receive one share of common stock and becomes payable at the election of Mr. Continenza in the year following the year of his separation from service as a director in either a single lump sum payment or in a maximum of ten annual installments.

7. This option is fully vested as of the date of this report.

	/s/ Roger W. Byrd, Attorney-in-Fact for James V. Continenza	02/26/2026
	** Signature of Reporting Person	Date
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FAQ

What equity award did Kodak (KODK) CEO James Continenza receive?

James Continenza received a grant of 5,000,000 restricted stock units (RSUs) on February 24, 2026. Each RSU converts into one share of Eastman Kodak common stock, providing a substantial stock-based incentive tied to the company’s future performance and his continued service.

How do James Continenza’s new Kodak RSUs vest over time?

The 5,000,000 RSUs vest in five equal annual installments, beginning December 31, 2026. Vesting continues annually thereafter, subject to the terms in the award notice and his employment agreement, linking the bulk of this equity award to multi-year service at Eastman Kodak.

What does James Continenza’s Kodak phantom stock represent?

The filing shows 241,589 shares of phantom stock, each representing a right to receive one Kodak common share. Payment occurs after his separation from service as a director, in either a lump sum or up to ten annual installments, at his election under the plan’s rules.

What stock option positions does James Continenza hold at Kodak?

Continenza holds several stock options to buy Kodak common shares, with reported post-transaction balances such as 298,780, 170,733, 350,000 and 200,000 options in different grants. One option grant is stated to be fully vested as of the report date, enhancing his potential upside.

How many Kodak common shares does James Continenza directly own?

The Form 4 reports that James Continenza directly holds 3,050,896 shares of Kodak common stock. This figure reflects his direct ownership after the reported transactions, separate from his restricted stock units, phantom stock, and stock options, which represent additional contingent or derivative interests.

Do the new Kodak RSUs for James Continenza have a cash cost to him?

The 5,000,000 RSUs were granted at a price of $0.0000 per unit, meaning Continenza did not pay cash to receive the award. Instead, the RSUs represent stock-based compensation that may settle in Kodak common shares as vesting conditions are satisfied over time.