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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
BlueMountain Capital Management, LLC 280 PARK AVENUE, 12TH FLOOR NEW YORK, NY 10017 |
X | X | ||
BlueMountain GP Holdings, LLC 280 PARK AVENUE, 12TH FLOOR NEW YORK, NY 10017 |
X | |||
BLUE MOUNTAIN CREDIT GP, LLC 280 PARK AVENUE, 12TH FLOOR NEW YORK, NY 10017 |
X | |||
Blue Mountain CA Master Fund GP, Ltd. 280 PARK AVENUE, 12TH FLOOR NEW YORK, NY 10017 |
X | |||
Blue Mountain Credit Alternatives Master Fund L.P. 280 PARK AVENUE, 12TH FLOOR NEW YORK, NY 10017 |
X | |||
BlueMountain Long/Short Credit GP, LLC 280 PARK AVENUE, 12TH FLOOR NEW YORK, NY 10017 |
X | |||
BlueMountain Guadalupe Peak Fund L.P. 280 PARK AVENUE, 12TH FLOOR NEW YORK, NY 10017 |
X | |||
BlueMountain Timberline Ltd. 280 PARK AVENUE, 12TH FLOOR NEW YORK, NY 10017 |
X | |||
BlueMountain Kicking Horse Fund GP, LLC 280 PARK AVENUE, 12TH FLOOR NEW YORK, NY 10017 |
X | |||
BlueMountain Kicking Horse Fund L.P. 280 PARK AVENUE, 12TH FLOOR NEW YORK, NY 10017 |
X |
BlueMountain Capital Management, LLC, By: /s/ Eric M. Albert, Chief Compliance Officer | 03/16/2017 | |
**Signature of Reporting Person | Date | |
BlueMountain GP Holdings, LLC, By: /s/ Eric M. Albert, Chief Compliance Officer | 03/16/2017 | |
**Signature of Reporting Person | Date | |
Blue Mountain Credit GP, LLC, By: BlueMountain GP Holdings, LLC, By: /s/ Eric M. Albert, Chief Compliance Officer | 03/16/2017 | |
**Signature of Reporting Person | Date | |
Blue Mountain CA Master Fund GP, Ltd., By: /s/ Andrew Feldstein, Director | 03/16/2017 | |
**Signature of Reporting Person | Date | |
Blue Mountain Credit Alternatives Master Fund L.P., By: BlueMountain CA Master Fund GP, Ltd., By: /s/ Andrew Feldstein, Director | 03/16/2017 | |
**Signature of Reporting Person | Date | |
BlueMountain Long/Short Credit GP, LLC, By: BlueMountain GP Holdings, LLC, By: /s/ Eric M. Albert, Chief Compliance Officer | 03/16/2017 | |
**Signature of Reporting Person | Date | |
BlueMountain Guadalupe Peak Fund L.P., By: BlueMountain Long/Short Credit GP, LLC, By: BlueMountain GP Holdings, LLC, By: /s/ Eric M. Albert, Chief Compliance Officer | 03/16/2017 | |
**Signature of Reporting Person | Date | |
BlueMountain Timberline Ltd., By: /s/ Andrew Feldstein, Director | 03/16/2017 | |
**Signature of Reporting Person | Date | |
BlueMountain Kicking Horse Fund GP, LLC, By: BlueMountain GP Holdings, LLC, By: /s/ Eric M. Albert, Chief Compliance Officer | 03/16/2017 | |
**Signature of Reporting Person | Date | |
BlueMountain Kicking Horse Fund L.P., By: BlueMountain Kicking Horse Fund GP, LLC, By: BlueMountain GP Holdings, LLC, By: /s/ Eric M. Albert, Chief Compliance Officer | 03/16/2017 | |
**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) | The filing of this Form 4 shall not be construed as an admission that any of BlueMountain Capital Management, LLC ("BMCM"), GP Holdings, the General Partners, BMM GP (each as defined in Footnote 5) or BMCA GP (as defined in Footnote 4) is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise the beneficial owner of any of the shares of Common Stock, par value $0.01 per share (the "Common Stock"), of Eastman Kodak Company (the "Issuer"). Pursuant to Rule 16a-1(a)(4) of the Exchange Act, each of BMCM, GP Holdings and the General Partners disclaims such beneficial ownership, except to the extent of its pecuniary interest. |
(2) | BMCM is the investment manager of each of: (i) Blue Mountain Credit Alternatives Master Fund L.P. ("BMCA"), which is the direct beneficial owner of 2,879,503 shares of Common Stock; (ii) BlueMountain Guadalupe Peak Fund L.P. ("BMGP"), which is the direct beneficial owner of 184,278 shares of Common Stock; (iii) BlueMountain Kicking Horse Fund L.P. ("BMKH"), which is the direct beneficial owner of 242,555 shares of Common Stock; (iv) BlueMountain Credit Opportunities Master Fund I L.P. ("BMCO"), which is the direct beneficial owner of 1,836,422 shares of Common Stock; (v) BlueMountain Distressed Master Fund L.P. ("BMD"), which is the beneficial owner of 340,330 shares of Common Stock; (vi) BlueMountain Strategic Credit Master Fund L.P. ("BMSC"), which is the direct beneficial owner of 254,970 shares of Common Stock; |
(3) | (vii) BlueMountain Summit Trading L.P. ("BMST" and, together with BMCA, BMGP, BMKH, BMCO, BMD and BMSC, the "Partnerships"), which is the direct beneficial owner of 467,544 shares of Common Stock; (viii) BlueMountain Timberline Ltd. ("BMT"), which is the direct beneficial owner of 313,012 shares of Common Stock; and (ix) BlueMountain Montenvers Master Fund SCA SICAV-SIF ("BMM" and, together with the Partnerships and BMT, the "Funds"), which is the direct beneficial owner of 652,465 shares of Common Stock. BMCM, although it directs the voting and disposition of the Common Stock held by the Funds, only receives an asset-based fee relating to the Common Stock held by the Funds. |
(4) | (i) Blue Mountain CA Master Fund GP, Ltd. ("BMCA GP") is the general partner of BMCA and has an indirect profits interest in the Common Stock beneficially owned by it; (ii) Blue Mountain Credit GP, LLC ("BMC GP") is the sole owner of BMCA GP and has an indirect profits interest in the Common Stock beneficially owned by BMCA; (iii) BlueMountain Long/Short Credit GP, LLC ("BMGP GP") is the general partner of BMGP and has an indirect profits interest in the Common Stock beneficially owned by it; (iv) BlueMountain Kicking Horse Fund GP, LLC ("BMKH GP") is the general partner of BMKH and has an indirect profits interest in the Common Stock beneficially owned by it; (v) BlueMountain Credit Opportunities GP I, LLC ("BMCO GP") is the general partner of BMCO and has an indirect profits interest in the Common Stock beneficially owned by it; |
(5) | (vi) BlueMountain Distressed GP, LLC ("BMD GP") is the general partner of BMD and has an indirect profits interest in the Common Stock beneficially owned by it; (vii) BlueMountain Strategic Credit GP, LLC ("BMSC GP") is the general partner of BMSC and has an indirect profits interest in the Common Stock beneficially owned by it; (viii) BlueMountain Summit Opportunities GP II, LLC ("BMST GP" and, together with BMC GP, BMGP GP, BMKH GP, BMCO GP, BMD GP and BMSC GP, the "General Partners") is the general partner of BMST and has an indirect profits interest in the Common Stock beneficially owned by it; and (ix) BlueMountain Montenvers GP S.a r.l. ("BMM GP") is the general partner of BMM and has an indirect profits interest in the Common Stock beneficially owned by it. BlueMountain GP Holdings, LLC ("GP Holdings") is the sole owner of each of the General Partners and thus has an indirect profits interest in the Common Stock beneficially owned by the Partnerships. |
(6) | BMCM is the sole owner of BMM GP and thus has an indirect profits interest in the Common Stock beneficially owned by BMM. |
(7) | On March 14, 2017, (i) BMCA sold 10,038, 10,039 and 50,195 shares of Common Stock for $11.45, $11.65 and $11.75 per share, respectively, (ii) BMGP sold 643, 642 and 3,210 shares of Common Stock for $11.45, $11.65 and $11.75 per share, respectively, (iii) BMT sold 1,091, 1,091 and 5,455 shares of Common Stock for $11.45, $11.65 and $11.75 per share, respectively, (iv) BMKH sold 846, 846 and 4,230 shares of Common Stock for $11.45, $11.65 and $11.75 per share, respectively, (v) BMCO sold 6,403, 6,402 and 32,010 shares of Common Stock for $11.45, $11.65 and $11.75 per share, respectively, (vi) BMD sold 1,186, 1,186 and 5,931 shares of Common Stock for $11.45, $11.65 and $11.75 per share, respectively, (vii) BMM sold 2,275, 2,275 and 11,374 shares of Common Stock for $11.45, $11.65 and $11.75 per share, respectively, (viii) BMSC sold 888, 889 and 4,445 shares of Common Stock for $11.45, $11.65 and $11.75 per share, respectively, and |
(8) | (ix) BMST sold 1,630, 1,630 and 8,150 shares of Common Stock for $11.45, $11.65 and $11.75 per share, respectively. |
(9) | The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16(a)-3(j) under the Exchange Act. The Forms 4 for certain additional transactions and Reporting Persons are being filed separately and simultaneously with this Form 4 due to the limitation of 30 transactions and 10 Reporting Persons per filing. |