may1620118-k_votes.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934


Date of report (Date of earliest event reported): May 11, 2011



Eastman Kodak Company
(Exact name of registrant as specified in its charter)



New Jersey
1-87
16-0417150
 
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)


343 State Street,
Rochester, New York 14650
(Address of Principal Executive Office) (Zip Code)


Registrant's telephone number, including area code:   (585) 724-4000


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]  Soliciting material pursuant to Rule 14a-12 under the Securities Act (17 CFR 240.14a-12)

[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]  Pre-commencement communications pursuant to Rule 13e-4(c)under the Exchange Act (17 CFR 240.13e-4(c))


 

 
 
 

 

ITEM 5.07  Submission of Matters to a Vote of Security Holders.

The 2011 Annual Meeting of Shareholders of Eastman Kodak Company (the Company) was held on Wednesday, May 11, 2011 at the Hilton Garden Inn, 6450 Carlsbad Road, Carlsbad, California 92011.  The Company filed its definitive Proxy Statement for the proposals voted upon at the Annual Meeting with the Securities and Exchange Commission on March 31, 2011.  As of March 14, 2011, the record date for the Annual Meeting, there were 269,038,172 shares of common stock issued and outstanding.  A quorum of 188,670,361 shares of common stock was present or represented at the Annual Meeting.

The matters submitted to a vote of security holders at the 2011 Annual Meeting of the Company were as follows:

1.  
Shareholders elected each of the Company’s fourteen nominees for director to serve a term of one year to expire at the 2012 Annual Meeting of Shareholders or until their successors are duly elected and qualified, as set forth below:

Name
Votes For
Votes Against
Abstentions
Broker
Non-Votes
Richard S. Braddock
124,407,054
7,664,196
429,461
56,169,650
Herald Y. Chen
128,491,006
3,375,153
634,552
56,169,650
Adam H. Clammer
129,460,234
2,390,016
650,461
56,169,650
Timothy M. Donahue
129,247,174
2,508,156
745,381
56,169,650
Michael J. Hawley
124,986,450
6,867,898
646,363
56,169,650
William H. Hernandez
129,293,701
2,479,651
727,359
56,169,650
Douglas R. Lebda
124,934,896
6,870,467
695,348
56,169,650
Kyle P. Legg
128,774,723
3,087,764
638,224
56,169,650
Delano E. Lewis
124,902,631
6,958,408
639,572
56,169,650
William G. Parrett
124,934,494
7,114,613
451,604
56,169,650
Antonio M. Perez
128,892,004
3,173,880
434,827
56,169,650
Joel Seligman
128,364,045
3,495,318
641,348
56,169,650
Dennis F. Strigl
129,461,795
2,381,680
656,859
56,169,650
Laura D’Andrea Tyson
127,659,207
4,409,241
432,263
56,169,650


2.  
Shareholders ratified the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm, as set forth below:

Votes For
Votes Against
Abstentions
Broker
Non-Votes
183,909,058
2,813,368
1,947,841
0

 
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3.  
Shareholders approved, through an advisory vote, the compensation of the Company’s Named Executive Officers, as set forth below:

Votes For
Votes Against
Abstentions
Broker
Non-Votes
118,566,958
10,266,749
3,665,167
56,169,650


4.  
Shareholders approved, through an advisory vote, an annual frequency for the advisory vote on compensation of the Company’s Named Executive Officers.  Shareholder voting on this proposal is set forth below:

Votes For 1-year Frequency
Votes for 2-year Frequency
Votes for 3-year Frequency
Abstentions
Broker
Non-Votes
123,964,545
602,153
4,338,471
3,595,503
56,169,650


5.  
Shareholders did not approve a shareholder proposal raised from the floor by First Affirmative Financial Network LLC, concerning the Company’s relationship with the U.S. Chamber of Commerce.  Shareholder voting on this proposal is set forth below:

Votes For
Votes Against
Abstentions
Broker
Non-Votes
4,098
188,666,263
0
0


 
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SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
EASTMAN KODAK COMPANY
 
 
By:   /s/ Patrick M. Sheller
 
         Patrick M. Sheller
                                                                                                         Secretary
 


 
Date:  May 16, 2011
 



 
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