Eastman Kodak Company’s SEC filings document financial results, governance matters, executive compensation, equity awards, pension-plan actions, and debt-related disclosures for the public manufacturer. Form 8-K reports furnish quarterly and annual operating results, including segment detail for Print and Advanced Materials & Chemicals, as well as material events such as the Kodak Retirement Income Plan reversion, creation of the Kodak Cash Balance Plan, and term-loan repayments.
Proxy materials describe annual meeting proposals, director elections, board independence, board leadership, committee structure, codes of conduct, executive compensation programs, employment arrangements, restricted stock units, and shareholder voting matters. Other current reports record leadership transitions and compensation changes affecting senior management roles.
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.
Eastman Kodak Company director and 10% owner Philippe D. Katz reported buying additional common stock of EASTMAN KODAK CO (KODK). On 11/17/2025, he purchased 5,000 shares of common stock at a price of $7.35 per share in an open-market transaction, bringing his directly owned holdings to 185,026 shares.
In addition to his direct holdings, Mr. Katz reports indirect beneficial ownership of 2,522,011 shares held by KF Investors LLC, 1,569,870 shares held by Momar Corporation, 7,598 shares held by United Equities Commodities Company, 87,720 shares held by Marneu Holding Company, and 48,875 shares held by 111 John Realty Corp., while disclaiming beneficial ownership except to the extent of his pecuniary interest.
He also holds derivative interests: 16,393 restricted stock units that convert one-for-one into common stock and vest immediately before the company’s 2026 annual meeting of shareholders, 125,871 phantom stock units payable after his separation from service as a director, and several fully vested stock options to buy common stock at exercise prices of $3.03, $4.53, $6.03, and $12 with expirations including 05/19/2027 and 05/19/2030.
Eastman Kodak Company reported that longtime executive Terry Taber, Senior Vice President, Advanced Materials & Chemicals, Chief Technical Officer and Vice President, plans to retire effective January 2, 2026. Taber has served Kodak for about 45 years and is described as a key contributor to the company’s technological innovation, research and development, and the Advanced Materials & Chemicals division. After retiring, he will continue to support Kodak during the transition of his responsibilities and will serve as a consultant, for which he is expected to receive $25,000 per quarter in compensation.
Eastman Kodak (KODK) insider transaction: On 11/10/2025, Roger W. Byrd, General Counsel, Secretary and SVP, exercised 19,744 stock options at $3.09 and sold 19,744 common shares at $8 pursuant to a Rule 10b5-1 plan adopted on 06/16/2025.
Following the transactions, he beneficially owns 59,266 common shares directly. Derivative holdings listed include vested and time- or performance-based awards with future vesting and expiration dates as disclosed.
KODK filed a Form 144 reporting a proposed sale of 19,744 shares of common stock on the NYSE. The notice lists an aggregate market value of $153,805.76 and names Morgan Stanley Smith Barney LLC (Executive Financial Services, New York) as broker. The seller acquired the shares on 11/10/2025 through a cash exercise of stock options from the issuer, with the approximate sale date also on 11/10/2025. Shares outstanding were 96,400,000. The signer represents they do not know undisclosed material adverse information.