Kodak 2014 Annual Report Download - page 130

ITEM 9B. OTHER INFORMATION
Pursuant to Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012, which added Section 13(r) to the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), Kodak hereby incorporates by reference herein Exhibit 99.1 to this report. Exhibit 99.1 includes disclosure publicly filed by an entity that may be
considered an “affiliate” (as such term is defined in Rule 12b-2 of the Exchange Act) of Kodak.
PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
The information required by Item 10 regarding directors is incorporated herein by reference from the information under the caption "Board Structure and Corporate
Governance - Board of Directors" in the Company's Notice of 2015 Annual Meeting and Proxy Statement (the “Proxy Statement”), which will be filed within 120 days after
December 31, 2014. The information required by Item 10 regarding audit committee composition and audit committee financial expert disclosure is incorporated by reference
from the information under the caption "Board Structure and Corporate Governance - Committees of the Board - 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 18 of this report. The
information required by Item 10 regarding compliance with Section 16(a) of the Securities Exchange Act of 1934 is incorporated herein by reference from the information
under the caption "Security Ownership of Certain Beneficial Owners and Management - Section 16(a) Beneficial Ownership Reporting Compliance" in the Proxy Statement.
We have adopted a Business Conduct Guide that applies to all of our officers and employees, including our principal executive, principal financial and principal accounting
officers, or persons performing similar functions, as well as a Directors’ Code of Conduct that applies to our directors and Board observers. Our Business Conduct Guide and
Directors’ Code of Conduct are posted on our website located at http://ek.client.shareholder.com/supporting.cfm . We intend to disclose future amendments to certain
provisions of the Business Conduct Guide or Directors’ Code of Conduct and waivers of the Business Conduct Guide or Directors’ Code of Conduct granted to executive
officers or directors, on the website within four business days following the date of the amendment or waiver.
ITEM 11. EXECUTIVE COMPENSATION
The information required by Item 11 is incorporated herein by reference from the information under the following captions in the Proxy Statement: "Executive
Compensation."
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
Information required by Item 12 is incorporated by reference from the information under the captions "Security Ownership of Certain Beneficial Owners and Management"
in the Proxy Statement. "Securities Authorized for Issuance Under Equity Compensation Plans" is shown below:
EQUITY COMPENSATION PLAN INFORMATION
As of December 31, 2014, information about the Company’s equity compensation plans is as follows:
Plan Category Number of Securities to be Issued
Upon Exercise of Outstanding Options,
and Restricted Stock Units
Weighted-Average Exercise
Price of Outstanding Options
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)
1,466,751
$22.56
3,146,037
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