SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED
IN PROXY STATEMENT
SCHEDULE 14A
INFORMATION
Proxy Statement
Pursuant to Section 14(a) of the
Securities Exchange Act of 1934 (Amendment No. )
Securities Exchange Act of 1934 (Amendment No. )
Filed by the Registrant
[x]
Filed by a Party other than the Registrant [_]
Check the appropriate box:
[_] Preliminary Proxy Statement [_] Soliciting Material Under Rule
[_] Confidential, For Use of the 14a-12
Commission Only (as permitted
by Rule 14a-6(e)(2))
[_] Definitive Proxy Statement
[x] Definitive Additional Materials
Filed by a Party other than the Registrant [_]
Check the appropriate box:
[_] Preliminary Proxy Statement [_] Soliciting Material Under Rule
[_] Confidential, For Use of the 14a-12
Commission Only (as permitted
by Rule 14a-6(e)(2))
[_] Definitive Proxy Statement
[x] Definitive Additional Materials
EASTMAN KODAK
COMPANY
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(Name of Registrant as
Specified In Its Charter)
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(Name of Person(s)
Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee
(Check the appropriate box):
[x] No fee required.
[_] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
[x] No fee required.
[_] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
1) Title of
each class of securities to which transaction applies:
____________________________________________________________________________________
2) Aggregate number of securities to which transaction applies:
3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the
amount on which the filing fee is calculated and state how it was determined):
4) Proposed maximum aggregate value of transaction:
____________________________________________________________________________________
5) Total fee paid:
[_] Fee paid previously with preliminary materials:
[_] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which
the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the form or
schedule and the date of its filing.
____________________________________________________________________________________
1) Amount previously paid:
____________________________________________________________________________________
2) Form, Schedule or Registration Statement No.:
____________________________________________________________________________________
3) Filing Party:
____________________________________________________________________________________
4) Date Filed:
____________________________________________________________________________________
2) Aggregate number of securities to which transaction applies:
3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the
amount on which the filing fee is calculated and state how it was determined):
4) Proposed maximum aggregate value of transaction:
____________________________________________________________________________________
5) Total fee paid:
[_] Fee paid previously with preliminary materials:
[_] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which
the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the form or
schedule and the date of its filing.
____________________________________________________________________________________
1) Amount previously paid:
____________________________________________________________________________________
2) Form, Schedule or Registration Statement No.:
____________________________________________________________________________________
3) Filing Party:
____________________________________________________________________________________
4) Date Filed:
IMPORTANT EASTMAN KODAK COMPANY ANNUAL
MEETING INFORMATION — YOUR VOTE COUNTS!
MEETING INFORMATION — YOUR VOTE COUNTS!
| Annual Meeting Notice of Internet Availability of Proxy Materials | |
| Important Notice Regarding the Availability of Proxy Materials for Eastman Kodak Company’s Annual Meeting to be Held on May 12, 2010 at 9:00 a.m., Eastern Time, at the Learning Center at Miami Valley Research Park, 1900 Founders Drive, Dayton, OH 45420 | |
Under Securities and
Exchange Commission rules, you are receiving this notice that the proxy
materials for Eastman Kodak Company’s Annual Meeting are available on the
internet. Follow the instructions below to view the materials and vote online or
request a copy. The items to be voted on are on the reverse side. Your vote is
important!
This communication presents only an
overview of the more complete proxy materials that are available to you on the
internet. We encourage you to access and review all of the important information
contained in the proxy materials before voting. The Annual Report on Form 10-K
and Notice of 2010 Annual Meeting and Proxy Statement are available
at:
| www.envisionreports.com/ek |
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Easy Online Access — A
Convenient Way to View Proxy Materials and Vote When you go online to view materials, you can also vote your shares. |
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| Step 1: | To view and/or print the materials, go to www.envisionreports.com/ek | ||
| Step 2: | To vote, go to www.envisionreports.com/ek and click on Cast Your Vote or Request Materials | ||
| Step 3: | Follow the instructions on the screen to log in. | ||
| Step 4: | Make your selection as instructed on each screen to select delivery preferences and vote. | ||
| You can also help the environment by consenting online to receive electronic delivery of future materials. | |||
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Obtaining a Copy of the Proxy
Materials – If you want to receive a paper or e-mail copy of these
documents, you must request one. There is no charge to you for requesting
a copy. Please make your request for a copy as instructed on the reverse
side on or before May 2, 2010 to facilitate timely
delivery.
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| Notice of the 2010 Annual Meeting of Shareholders |
The Annual Meeting
of Shareholders of Eastman Kodak Company will be held on Wednesday, May 12, 2010
at 9:00 a.m., Eastern Time, at The Learning Center at Miami Valley Research
Park, 1900 Founders Drive, Dayton, OH 45420. The following proposals will be
voted on at the Annual Meeting:
| 1. | Election of 14 directors named in the Proxy Statement for a term of one year or until their successors are duly elected and qualified. | |
| 2. | Ratification of the Audit Committee’s selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm. | |
| 3. | Approval of amendment to, and re-approval of the material terms of, the 2005 Omnibus Long-Term Compensation Plan. | |
| 4. | Approval of amendment to, and re-approval of the material terms of, the Executive Compensation for Excellence and Leadership (EXCEL) Plan. |
The Board of Directors recommends a vote
FOR Items 1, 2, 3 and 4.
If you were a
shareholder of record at the close of business on March 15, 2010, you are
entitled to vote at the Annual Meeting.
We are taking
advantage of the Securities and Exchange Commission “e-proxy” rules that allow
public companies to furnish proxy materials to their shareholders over the
internet. These rules allow us to provide you with the information you need,
while lowering the cost of delivery and reducing the environmental impact of our
Annual Meeting.
If you have any
questions about the Annual Meeting, please contact: Shareholder Services,
Eastman Kodak Company, 343 State Street, Rochester, NY 14650-0218, (585)
724-5492, e-mail: shareholderservices@kodak.com.
The Annual Meeting
will be accessible by the handicapped. If you require special assistance,
contact Shareholder Services.
By Order of the
Board of Directors
Patrick M. Sheller
Secretary & Chief Compliance Officer
Eastman Kodak Company
April 1, 2010
PLEASE NOTE -- YOU CANNOT VOTE BY
RETURNING THIS NOTICE. To vote your shares you must vote online, by telephone or
request a paper copy of the proxy materials to receive a proxy card. If you wish
to attend and vote at the Annual Meeting, please bring this notice and
identification with you. Directions to attend the Annual Meeting where you may
vote in person can be found in our Proxy Statement, which can be viewed at
www.envisionreports.com/ek.
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Here’s how to order a copy of the proxy
materials and select a future delivery preference:
Paper copies: Current and future paper delivery
requests can be submitted via the internet, telephone or e-mail options
below.
E-mail copies: Current and future e-mail delivery
requests must be submitted via the internet following the instructions
below.
If you request an e-mail copy of current materials you will receive an e-mail with a link to the materials rather than a file attachment. PLEASE NOTE: You must use the number in the
shaded bar on the reverse side when requesting a set of proxy
materials.
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Internet – Go to www.envisionreports.com/ek Follow the instructions to log in and order a paper or e-mail copy of the current proxy materials and submit your preference for e-mail or paper delivery of future proxy materials. | |||
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Telephone – Within the USA, US territories
& Canada, call us free of charge at 1-866-641-4276. Outside the USA,
US territories & Canada, call us collect at 1-781-575-3170. Using a
touch tone phone, follow the instructions to log in and order a paper copy
of the materials by mail for the current meeting. You can also submit a
preference to receive a paper copy for future meetings.
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E-mail – Send an e-mail to investorvote@computershare.com with “Proxy Materials Order” in the subject line. In the message, include your full name and address, the number located in the shaded bar on the reverse side and state that you want to receive a paper copy of current and/or future proxy materials. | |||
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To facilitate
timely delivery, all requests for a paper copy of the proxy materials must
be received by May 2, 2010.
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