0000891839-20-000226.txt : 20200730 0000891839-20-000226.hdr.sgml : 20200730 20200730074632 ACCESSION NUMBER: 0000891839-20-000226 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200727 FILED AS OF DATE: 20200730 DATE AS OF CHANGE: 20200730 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CONTINENZA JAMES V CENTRAL INDEX KEY: 0001197594 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-00087 FILM NUMBER: 201059243 MAIL ADDRESS: STREET 1: C/O ARCH WIRELESS INC STREET 2: 1800 WEST PARK DR #250 CITY: WESTBOROUGH STATE: MA ZIP: 01581 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: EASTMAN KODAK CO CENTRAL INDEX KEY: 0000031235 STANDARD INDUSTRIAL CLASSIFICATION: PHOTOGRAPHIC EQUIPMENT & SUPPLIES [3861] IRS NUMBER: 160417150 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 343 STATE ST CITY: ROCHESTER STATE: NY ZIP: 14650-0910 BUSINESS PHONE: 5857244000 MAIL ADDRESS: STREET 1: 343 STATE STREET CITY: ROCHESTER STATE: NY ZIP: 14650 4/A 1 edgar.xml PRIMARY DOCUMENT X0306 4/A 2020-07-27 2020-07-29 0000031235 EASTMAN KODAK CO KODK 0001197594 CONTINENZA JAMES V C/O EASTMAN KODAK COMPANY 343 STATE STREET ROCHESTER NY 14650 1 1 0 0 Executive Chairman and CEO Stock Option (Right to Buy) 3.03 2020-07-27 4 A 0 981707 0 A 2026-02-19 Common Stock, par value $.01 981707 981707 D Stock Option (Right to Buy) 4.53 2020-07-27 4 A 0 298780 0 A 2026-02-19 Common Stock, par value $.01 298780 298780 D Stock Option (Right to Buy) 6.03 2020-07-27 4 A 0 298780 0 A 2026-02-19 Common Stock, par value $.01 298780 298780 D Stock Option (Right to Buy) 12 2020-07-27 4 A 0 170733 0 A 2026-02-19 Common Stock, par value $.01 170733 170733 D These options were previously reported by Mr. Continenza and the Form 4 is being amended to provide greater detail on the terms of the options. Following the issuance of the Company's 5.00% Secured Convertible Notes due 2021 (the "Notes"), the Board of Directors of the Company desired to protect Mr. Continenza from the economic dilution attributable to the issuance of the Notes, which affected the value of the options granted upon his becoming Executive Chairman of the Company (the "Original Grant"). The options described in this Form 4 were out-of-the-money when granted and have the same exercise prices and term as the Original Grant. The terms of this award described in this Form 4, including the exercise prices, were generally designed to put Mr. Continenza in the same economic position he would have been in had the Notes been repaid instead of converted into common stock. The award described in this Form 4 was unable to be made until additional shares were authorized to be issued under the Company's 2013 Omnibus Incentive Plan, as amended (the "Plan"), which additional shares were not approved by shareholders until May 20, 2020. These options were granted under the Plan in a transaction exempt under Rule 16b-3 and, except as otherwise provided in the award notice, 28.57% of these options vest immediately, with the remaining 71.43% vesting on the conversion of the Company's outstanding 5.00% Secured Convertible Notes due 2021. If the 5.00% Secured Convertible Notes due 2021 are not fully converted, the 71.43% remainder portion of the options will vest on a pro rata basis based on the percentage converted. /s/ Roger W. Byrd, Attorney-in-fact for James V. Continenza 2020-07-29