| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | KODK | Common Stock | Award | $0 | +9K | +4.51% | $0.00 | 208K | May 19, 2021 | See Footnotes | F1, F2, F3, F4, F6, F7, F8, F9 |
| transaction | KODK | Common Stock | Award | $0 | +9K | +1.12% | $0.00 | 814K | May 19, 2021 | See Footnotes | F1, F2, F3, F5, F6, F7, F8, F9 |
| Id | Content |
|---|---|
| F1 | In addition to the previously reported grant of restricted stock units, on May 19, 2021, Eastman Kodak Company (the "Issuer") also granted 9,000 shares of restricted Common Stock to Darren Richman, a member of the Issuer's Board of Directors (the "Board") in respect of his service on the Board. Mr. Richman holds the shares of restricted Common Stock for the benefit of Kennedy Lewis Capital Partners Master Fund LP ("Master Fund I") and Kennedy Lewis Capital Partners Master Fund II LP ("Master Fund II", and together with Master Fund I, the "Funds"). Because Mr. Richman serves on the Board as a representative of the Funds and their affiliates, Mr. Richman does not have a right to any economic interest in securities of the Issuer granted to him by the Issuer in respect of his Board position and the Funds are entitled to an indirect proportionate pecuniary interest in any securities granted to Mr. Richman by the Issuer in respect of Mr. Richman's Board position. |
| F2 | (Continued from Footnote 1) Mr. Richman disclaims any direct beneficial ownership of the Issuer's securities to which this report relates and at no time has Mr. Richman had any economic interest in such securities except any indirect economic interest through interests in the Funds and their affiliates. The restricted stock award was granted under the Issuer's 2013 Omnibus Incentive Plan, as amended, and vests in four equal installments on August 18, 2021, November 18, 2021, February 18, 2022, and the day immediately preceding the Issuer's 2022 Annual Meeting of Shareholders, with pro rata vesting upon Mr. Richman's separation from service prior to vesting. |
| F3 | The 9,000 shares of restricted Common Stock are reported for each of the Funds as each has an indirect pecuniary interest. |
| F4 | Other than as disclosed in Footnotes (1) and (2) to this Form 4, these securities of the Issuer are held directly by Master Fund I. |
| F5 | Other than as disclosed in Footnotes (1) and (2) to this Form 4, these securities of the Issuer are held directly by Master Fund II. |
| F6 | Kennedy Lewis Management LP (the "Adviser") acts as investment adviser to the Funds. KLM GP LLC ("KLM") is the general partner of the Adviser. Kennedy Lewis Investment Management LLC ("Kennedy Lewis") is the owner and control person of KLM. David Chene and Darren Richman are the managing members and control persons of Kennedy Lewis. Each of the Adviser, KLM and Kennedy Lewis may be deemed to exercise voting and investment power over and thus may be deemed to beneficially own the securities of the Issuer held by each of the Funds due to their relationship with the Funds. Kennedy Lewis GP LLC ("Fund I GP") is the general partner of Master Fund I. Kennedy Lewis Investment Holdings LLC ("Holdings I") is the managing member of Fund I GP. David Chene and Darren Richman are the managing members of Holdings I. |
| F7 | (Continued from Footnote 6) Each of Fund I GP and Holdings I may be deemed to exercise voting and investment power over and thus may be deemed to beneficially own the securities of the Issuer held by Master Fund I due to their relationship with Master Fund I. Kennedy Lewis GP II LLC ("Fund II GP") is the general partner Master Fund II. Kennedy Lewis Investment Holdings II LLC ("Holdings II") is the managing member of Fund II GP. David Chene and Darren Richman are the managing members of Holdings II. Each of Fund II GP and Holdings II may be deemed to exercise voting and investment power over and thus may be deemed to beneficially own the securities held by Master Fund II due to their relationship with Master Fund II. |
| F8 | (Continued from Footnote 7) David Chene and Darren Richman, in their capacities as managing members of Kennedy Lewis, and managing members of each of Holdings I and Holdings II, may be deemed to exercise voting and investment power over and thus may be deemed to beneficially own the securities held by each of the Funds due to their relationships with the Funds. |
| F9 | For purposes of Section 16 of the Securities Exchange Act of 1934, each of the Adviser, KLM, Kennedy Lewis, Fund I GP, Holdings I, Fund II GP, Holdings II, David Chene and Darren Richman disclaims beneficial ownership of the securities of the Issuer held directly by the Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of the Adviser, KLM, Kennedy Lewis, Fund I GP, Holdings I, Fund II GP, Holdings II, David Chene or Darren Richman is the beneficial owner of such securities for purposes of Section 16 or any other purpose. |
Due to limitations of the electronic filing system, certain of the reporting persons, including Kennedy Lewis Management LP, Kennedy Lewis Capital Partners Master Fund LP, Kennedy Lewis GP LLC, Kennedy Lewis Investment Holdings LLC, Kennedy Lewis Capital Partners Master Fund II LP, Kennedy Lewis GP II LLC, and Kennedy Lewis Investment Holdings II LLC, are filing a separate Form 4. Darren Richman, a managing member of each of Kennedy Lewis Investment Management LLC, Kennedy Lewis Investment Holdings LLC, and Kennedy Lewis Investment Holdings II LLC, serves on the Board of Directors of Eastman Kodak Company (the "Issuer"). By virtue of their representation on the Board of Directors of the Issuer, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each of the reporting persons other than Mr. Richman are deemed directors by deputization of the Issuer.