柯达美股招股说明书(2025-05-21版)

Up to $100,000,000 of Common Stock This prospectus supplement relates to shares of common stock, par value $0.01 per share, of Eastman Kodak Company (“Kodak” or the “Company”). Kodak hasentered into an ATM Equity Offering Sales Agreement with BofA Securities, Inc. as our sales agent (the “Agent”), under which we may offer and sell from time to timeour common stock having an aggregate offering price of up to $100,000,000. The Agent may act as agent on our behalf or purchase shares of our common stock as Our common stock is listed on the New York Stock Exchange (the “NYSE”) under the symbol “KODK.” On May20, 2025, the closing price of our commonstock on the NYSE was $6.45 per share. Sales, if any, of our common stock under the ATM Equity Offering Sales Agreement may be made in ordinary brokers’ transactions, to or through a market maker,on or through the NYSE or any other market venue where our common stock may be traded, in theover-the-countermarket, in privately negotiated transactions, in blocktrades, in transactions that are deemed to be “at the market offerings” as defined in Rule 415 under the Securities Act of 1933, as amended (the “Securities Act”) or We will designate the maximum amount of our common stock to be sold through the Agent on a daily basis or otherwise as we and the Agent agree and theminimum price per share at which such common stock may be sold. Subject to the terms and conditions of the ATM Equity Offering Sales Agreement, the Agent will useits reasonable efforts consistent with its normal sales and trading practices to sell on our behalf all of the designated shares of our common stock. We may instruct the We will pay the Agent a commission of up to 3% of the gross sales price per share of common stock sold through the Agent under the ATM Equity Offering SalesAgreement. We have also agreed to reimburse the Agent for certain of its expenses. In connection with the sale of the shares of common stock on our behalf, the Agent Settlement of any sales of common stock will occur on the first trading day following the date on which such sales were made. There is no arrangement for fundsto be received in an escrow, trust or similar arrangement. Sales of our common stock as contemplated in this prospectus supplement will be settled through the facilities Investing in our common stock involves a high degree of risk. Before making a decision to invest in our common stock, youshould carefully consider the risks described in Part I, Item 1A of our most recent Annual Report on Form10-Kunder the heading“Risk Factors,” and under the heading “Risk Factors” of this prospectus supplement and the accompanying prospectus. The Form Neither the Securities and Exchange Commission (“SEC”) nor any other regulatory body has approved or disapproved of these securities or passed uponthe adequacy or accuracy of this prospectus supplement or the related prospectus. Any representation to the contrary is a criminal offense. This Prospectus Supplement is dated May21, 2025 TABLE OF CONTENTSProspectus Supplement ABOUT THIS PROSPECTUSWHERE YOU CAN FIND MORE INFORMATION Table of Contents ABOUT THIS PROSPECTUS SUPPLEMENT You should rely only on the information contained, or incorporated by reference, in this prospectus supplement and the accompanying prospectus.Neither we nor the Agent has authorized anyone to provide you with different information. If anyone provides you with different or inconsistentinformation, you should not rely on it. Neither we nor the Agent is making an offer to sell the securities in any jurisdiction where the offer or sale is notpermitted or in which the person making such offer or solicitation is not qualified to do so or to any person to whom it is unlawful to make such offer or This document is in two parts. The first part is this prospectus supplement, which describes the terms of this offering of our common stock andadds to and updates information contained in the accompanying prospectus and the documents incorporated by reference into this prospectussupplement and the accompanying prospectus. The second part, the accompanying prospectus dated August21, 2024, including the documents In this prospectus supplement, as permitted by law, we “incorporate by reference” information from other documents that we file with the SEC.This means that we can disclose important information to you by referring you to those documents. To the extent there is a conflict between theinformation contained in this prospectus supplement, on the one hand, and the information contained in the accompanying prospectus or in anydocument incorporated by reference that was filed with the SEC before the date of this prospectus supplement, on the other hand, you should rely on theinformation in this prospectus supplement. If any statement in one of these documents is inconsistent with a statement in another document having alater date (for example, a document incorporated by reference in this prospectus supple