Form 4: Kodak Insider Converts Preferred Stock to Common

A 10% owner and director of Eastman Kodak Company converted 5.00% Cumulative Series C Convertible Preferred Stock into common shares at an agreed price of $8.25 per share.

Summary

• GO EK Ventures IV, LLC, a 10% owner and director of Eastman Kodak Co., exchanged 1,241,871 shares of 5.00% Cumulative Series C Convertible Preferred Stock for 15,103,163 shares of Common Stock.
• The exchange was executed on August 8, 2025, pursuant to a Series C Preferred Stock Exchange Agreement.
• The agreed-upon exchange price for the common stock was $8.25 per share.
• The transaction also included accrued and unpaid dividends on the preferred stock.
• Following the transaction, GO EK Ventures IV, LLC directly owns 15,103,163 shares of Common Stock.
• B. Thomas Golisano, the sole member of GO EK Ventures IV, LLC, indirectly owns these shares and directly owns an additional 47,348 shares of Common Stock.

Sentiment

Score: 6

Explanation: The conversion of preferred stock to common stock simplifies the capital structure and eliminates future dividend obligations, which is generally positive. However, it also results in significant dilution for existing common shareholders. The transaction is a pre-arranged exchange, not an operational result.

Positives

• Simplifies Eastman Kodak's capital structure by converting preferred stock into common equity.
• Eliminates future dividend obligations on the Series C Preferred Stock.
• Demonstrates continued commitment from a significant 10% owner and director, B. Thomas Golisano, by converting his stake into common equity.

Negatives

• Results in significant dilution for existing common shareholders due to the issuance of 15,103,163 new common shares.

Future Outlook

NA

Industry Context

NA

Related Party Transactions

• The transaction involves GO EK Ventures IV, LLC, which is a 10% owner and has a director on the board (B. Thomas Golisano), making it a related party transaction.
• The exchange was conducted under a Series C Preferred Stock Exchange Agreement between the Issuer (Eastman Kodak Co.) and the Reporting Person (GO EK Ventures IV, LLC).

Stakeholder Impact

• Shareholders: Existing common shareholders experience dilution due to the issuance of over 15 million new common shares. The capital structure is simplified, potentially making the company more attractive to certain investors.
• Creditors: The elimination of preferred stock dividend obligations could slightly improve the company's cash flow for debt servicing, though the impact is likely minor.

Key Dates

Recommendation

While the conversion simplifies the capital structure and shows continued insider commitment, the significant dilution from the issuance of over 15 million new common shares could put downward pressure on the stock. Investors should hold to observe how the market absorbs this new supply and assess the long-term implications of the simplified capital structure.

Keywords

Eastman Kodak, KODK, SEC Form 4, Beneficial Ownership, Stock Conversion, Preferred Stock, Common Stock, Insider Transaction, B. Thomas Golisano, GO EK Ventures IV LLC, Capital Structure