Kodak 2010 Annual Report Download - page 104

102
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
The information required by Item 10 regarding directors is incorporated by reference from the information under the caption "Board
Structure and Corporate Governance - Board of Directors" in the Company's Notice of 2010 Annual Meeting and Proxy Statement
(the “Proxy Statement”), which will be filed within 120 days after December 31, 2010. The information required by Item 10 regarding
audit committee financial expert disclosure is incorporated by reference from the information under the caption "Board Structure and
Corporate Governance - Audit Committee Financial Qualifications" in the Proxy Statement. The information required by Item 10
regarding executive officers is contained in Part I under the caption "Executive Officers of the Registrant" on page 15. The
information required by Item 10 regarding the Company's written code of ethics is incorporated by reference from the information
under the captions "Board Structure and Corporate Governance - Corporate Governance Guidelines" and "Board Structure and
Corporate Governance - Business Conduct Guide and Directors' Code of Conduct" in the Proxy Statement. The information required
by Item 10 regarding compliance with Section 16(a) of the Securities Exchange Act of 1934 is incorporated by reference from the
information under the caption "Reporting Compliance - Section 16(a) Beneficial Ownership Reporting Compliance" in the Proxy
Statement.
ITEM 11. EXECUTIVE COMPENSATION
The information required by Item 11 is incorporated by reference from the information under the following captions in the Proxy
Statement: "Board Structure and Corporate Governance" and "Compensation Discussion and Analysis."
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
AND RELATED STOCKHOLDER MATTERS
Most of the information required by Item 12 is incorporated by reference from the information under the captions "Beneficial
Ownership" in the Proxy Statement. "Stock Options and SARs Outstanding under Shareholder and Non-Shareholder Approved
Plans" is shown below:
Stock Options and Sars Outstanding Under Shareholder and Non-Shareholder Approved Plans
As required by Item 201(d) of Regulation S-K, the Company's total options outstanding of 18,074,627, including total SARs
outstanding of 44,459, have been granted under equity compensation plans that have been approved by security holders and that
have not been approved by security holders as follows:
Plan Category
Number of Securities
to be issued Upon
Exercise of
Outstanding Options,
Warrants and Rights
Weighted-Average
Exercise Price of
Outstanding
Options,
Warrants and Rights
Number of Securities Remaining
Available for Future Issuance Under
Equity Compensation Plans
(Excluding Securities Reflected in
Column (a))
(a)
(b)
(c)
Equity compensation plans
approved by security holders (1)
18,067,695
$ 25.21
11,082,356
Equity compensation plans not
approved by security holders (2)
6,932
36.69
0
Total
18,074,627
$ 25.22
11,082,356
(1) The Company's equity compensation plans approved by security holders include the 2005 Omnibus Long-Term Compensation
Plan, the 2000 Omnibus Long-Term Compensation Plan, and the Eastman Kodak Company 1995 Omnibus Long-Term
Compensation Plan.
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