Kodak 2013 Annual Report Download - page 139

Table of Contents
Changes in Internal Control over Financial Reporting
In connection with the evaluation of disclosure controls and procedures described above, there was no change identified in Kodak’s internal
control over financial reporting that occurred during Kodak’s fourth fiscal quarter that has materially affected, or is reasonably likely to
materially affect, Kodak’s internal control over financial reporting.
None.
PART III
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 2014 Annual Meeting and Proxy Statement (the “Proxy
Statement”), which will be filed within 120 days after December 31, 2013. 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 and Finance Committee” 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 17. 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 Overview” 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 “Security Ownership of Certain Beneficial Owners and Management and
Stockholder Matters—Section 16(a) Beneficial Ownership Reporting Compliance” in the Proxy Statement.
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 “Executive Compensation—Compensation Discussion and Analysis.”
Information required by Item 12 is incorporated by reference from the information under the captions “Security Ownership of Certain
Beneficial Owners and Management and Stockholder Matters “” in the Proxy Statement. “Securities Outstanding under Shareholder and Non-
Shareholder Approved Plans” is shown below:
SECURITIES OUTSTANDING UNDER SHAREHOLDER APPROVED PLANS
As required by Item 201(d) of Regulation S-K, the Company has granted restricted stock units of 373,460, under equity compensation plans
that have been approved by security holders and that have not been approved by security holders as follows:
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ITEM 9B.
OTHER INFORMATION
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
ITEM 11. EXECUTIVE COMPENSATION
ITEM 12.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
STOCKHOLDER MATTERS
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 not approved
by security holders (1)
373,460
N/A
4,365,977
(1) The Company’s equity compensation plan not approved by security holders is the 2013 Omnibus Long-Term Compensation Plan which
was approved by the Bankruptcy Court pursuant to the Plan of Reorganization, the material terms of which were summarized in the
Company’s Report on Form 8-K filed on September 10, 2013, and a copy of which was filed with the Report on Form 10-
Q for the period
ending September 30, 2013 and is incorporated herein by reference.