SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Vandagriff Randy

(Last) (First) (Middle)
C/O EASTMAN KODAK COMPANY
343 STATE STREET

(Street)
ROCHESTER NY 14650

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
EASTMAN KODAK CO [ KODK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Vice President
3. Date of Earliest Transaction (Month/Day/Year)
12/04/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $.01 2,986 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units $0(1) (1) 12/15/2018 Common Stock, par value $.01 1,058 1,058 D
Restricted Stock Units $0(2) 12/04/2018 A 19,231 (2) 09/03/2021 Common Stock, par value $.01 19,231 $0 19,231 D
Stock Option (Right to Buy) $20.25 (3) 12/14/2021 Common Stock, par value $.01 11,597 11,597 D
Stock Option (Right to Buy) $12.63 (4) 12/14/2022 Common Stock, par value $.01 7,921 7,921 D
Stock Option (Right to Buy) $12.5 (5) 09/13/2024 Common Stock, par value $.01 152,285 152,285 D
Stock Option (Right to Buy) $3.9 12/04/2018 A 30,488 (6) 12/03/2025 Common Stock, par value $.01 30,488 $0 30,488 D
Explanation of Responses:
1. These restricted stock units, which convert into common stock on a one-for-one basis, vest one-half on each of the second and third anniversary of the 12/15/2015 grant date.
2. 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 one-third on 9/3/2019 and one-third on each of the first two anniversaries of such date.
3. This option vests one-third on each of the first three anniversaries of the 12/15/2014 grant date.
4. This option vests one-third on each of the first three anniversaries of the 12/15/2015 grant date.
5. This option vests one-third on each of the first three anniversaries of the 9/14/2017 grant date.
6. This option was 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, vests one-third on 9/3/2019 and one-third on each of the first two anniversaries of such date.
Remarks:
/s/ Sharon E. Underberg, Attorney-in-fact for Randy Vandagriff 12/07/2018
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

POWER OF ATTORNEY

The undersigned, Randy D. Vandagriff, hereby appoints
each of Sharon E. Underberg and Kim Zampatori,
individually, his attorney-in-fact to:

(1) execute for and on behalf of the undersigned, in 
the undersigned's capacity as an Officer of Eastman
Kodak Company (the "Company"), Forms 4 and 5 in
accordance with Section 16(a) of the Securities Exchange
Act of 1934 and the rules thereunder, as amended from
time to time (the "Exchange Act"), and any other forms
or reports the undersigned may be required to file in
connection with the undersigned's ownership, acquisition
or disposition of securities of the Company;

(2) execute for and on behalf of the undersigned, in 
the undersigned's capacity as an Officer of the Company,
Form 144 in accordance with the Securities Act of 1933
and the rules thereunder, as amended from time to time
(the "Securities Act");

(3) perform any and all acts for and on behalf of the 
undersigned which may be necessary or desirable to 
complete and execute any such Form 4 or 5, or Form 
144 and timely file such form with the SEC and any stock 
exchange or similar authority; and

(4) take any other action of any type whatsoever in 
connection with the foregoing which, in the opinion of 
such attorney-in-fact, may be of
 benefit to, in the best 
interest of, or legally required by, the undersigned, it 
being understood that the documents executed by such 
attorney-in-fact on behalf of the undersigned pursuant 
to this Power of Attorney shall be in such form and 
shall contain such terms and conditions as such 
attorney-in-fact may approve in her discretion.

The undersigned hereby grants to each attorney-in-fact 
full power and authority to do anything that is necessary 
or desirable in the exercise of any of the rights and 
powers herein granted, as fully and to all intents and 
purposes as the undersigned could do if personally 
present, with full power of substitution or revocation, 
hereby ratifying and confirming all that such 
attorney-in-fact, or such attorney-in-fact's substitute 
or substitutes, shall lawfully do or cause to be done by 
virtue of this Power of Attorney and the rights and 
powers herein granted. The undersigned acknowledges that 
each attorney-in-fact, in serving in such capacity at 
the request of the undersigned, is not assuming, nor is 
the Company assuming, any of the undersigned's 
responsibilities to comply with Section 16 of the 
Exchange Act or Rule 144 under the Securities Act.

This Power of Attorney shall remain in full force and 
effect until the undersigned is no longer required to 
file forms under Section 16(a) of the Exchange Act and 
Form 144 under the Securities Act with respect to the 
undersigned's holdings of and transactions in securities 
issued by the Company, unless earlier revoked by the 
undersigned in a signed writing to the foregoing 
attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this 
Power of Attorney to be executed as of this 23rd day 
of October 2018.

				/s/ Randy D. Vandagriff
				
				Randy D. Vandagriff