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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units | $ 0 (1) | 01/08/2019 | M | 48,388 | 01/08/2019 | 01/08/2019 | Common Stock, par value $.01 | 48,388 | $ 0 | 0 | D | ||||
Restricted Stock Units | $ 0 (3) | 01/08/2019 | A | 52,817 | (3) | (3) | Common Stock, par value $.01 | 52,817 | $ 0 | 52,817 | D | ||||
Series A Covertible Preferred Stock | $ 17.4 | (4) | (4) | Common Stock, par value $.01 | 574,710 | 100,000 | I | See footnote (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Engelberg Jeffrey D. C/O EASTMAN KODAK COMPANY 343 STATE STREET ROCHESTER, NY 14650 |
X |
/s/ Sharon E. Underberg, Attorney-in-fact for Jeffrey D. Engelberg | 01/10/2019 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | These restricted stock units convert into common stock on a one-for-one basis. |
(2) | These securities are owned directly by C2W Partners Master Fund Limited. Mr. Engelberg is the managing member of Additive Advisory and Capital, LLC, which receives management fees from C2W Partners Master Fund Limited. Mr. Engelberg disclaims beneficial ownership of the securities held by C2W Partners Master Fund Limited and states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose. |
(3) | These restricted stock units, which convert into common stock on a one-for-one basis, were granted under the Company's 2013 Omnibus Incentive Plan, as amended, in a transaction exempt under Rule 16b-3 and, except as otherwise provided in the award notice, vest on 1/8/2020, subject to continuous service as a member of the board of directors. |
(4) | The convertible preferred stock is convertible at any time, at the holder's election, and has no expiration date. |