PAGE 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 5, 2004 Eastman Kodak Company (Exact name of registrant as specified in its charter) New Jersey 1-87 16-0417150 - ---------------------------------------------------------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 343 State Street, Rochester, New York 14650 (Address of Principal Executive Office) (Zip Code) Registrant's telephone number, including area code (585) 724-4000 ------------- Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Securities Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c)under the Exchange Act (17 CFR 240.13e-4(c))2 ITEM 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers On November 8, 2004, Eastman Kodak Company announced that its board of directors (board) elected Dr. Michael Hawley, Director of Special Projects at the Massachusetts Institute of Technology, to the Company's board on November 5, 2004. In connection with this election, Dr. Hawley was named to the Finance and the Corporate Responsibility and Governance Committees of the board. Dr. Hawley's election to the board and to the related committees will be effective December 1, 2004. See press release dated November 8, 2004, which is filed along with this document as Exhibit (99.1). ITEM 9.01 Financial Statements and Exhibits (c) Exhibits (99.1) Eastman Kodak Company press release dated November 8, 2004 regarding the election of Michael Hawley to the board of directors. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. EASTMAN KODAK COMPANY By: /s/ Richard G. Brown,Jr. ----------------------------- Richard G. Brown, Jr. Controller Date: November 8, 2004
3 EASTMAN KODAK COMPANY INDEX TO EXHIBITS Exhibit No. (99.1) Eastman Kodak Company press release dated November 8, 2004.
Exhibit (99.1) EASTMAN KODAK COMPANY Media Contact: Gerard Meuchner 585-724-4513 gerard.meuchner@kodak.com Kodak Board Elects MIT's Michael Hawley to Board of Directors ROCHESTER, N.Y., Nov. 8 - Eastman Kodak Company said today that Dr. Michael Hawley, Director of Special Projects at the Massachusetts Institute of Technology, was named to the company's board of directors, effective December 1, 2004. Dr. Hawley is also the founder of Friendly Planet, a non-profit organization working to provide better educational opportunities for children in developing regions of the world. Prior to his current position at MIT, he spent 10 years as a member of the renowned MIT Media Lab, which explores the way electronic information overlaps with everyday life. "Mike brings to the Kodak board a new generation of thinking and an intimate knowledge of the digital world so vital to Kodak's growth," said Daniel A. Carp, Kodak's Chairman and Chief Executive Officer. "We look forward to having one of the leading minds of the digital age contribute to our discussions." Dr. Hawley, 42, has been the Alex. W. Dreyfoos Assistant Professor of Media Technology at the MIT Media Lab, and a principal investigator and co-founder of Things That Think, a groundbreaking research program that examines the way digital media infuses itself into everyday objects. Dr. Hawley's career has involved such disciplines as psychology and human-computer interfaces (while working for Bell Laboratories), computer music (while at IRCAM) and digital cinema (at Lucasfilm Ltd.). He has done work on the fundamental graphics interfaces that drive audio production, digital video editing and computer graphics. He is also credited with creating the world's first library of digital books, including digital editions of Shakespeare and Merriam Webster's dictionary, while working at NeXT Computer Inc.2 An avid photographer, Dr. Hawley received undergraduate degrees in music and computer science from Yale University and did his doctoral work at MIT. This election brings the Kodak board membership to 13 members, only two of whom, Daniel Carp and Antonio M. Perez, President and Chief Operating Officer, are employees of the company. 2004