SEC Filing | FS KKR Capital Corp.

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SEC FORM 4 SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

FS Investment CORP

(Last)

(First)

(Middle)

CIRA CENTRE, 2929 ARCH STREET, SUITE 675

(Street)

PHILADELPHIA

19104

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
EASTMAN KODAK CO [ EK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2013

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	09/30/2013		J		95,651	A	⁽¹⁾	3,120,740	I	(See Footnotes)⁽²⁾⁽⁶⁾⁽¹¹⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
Common Stock	09/30/2013		J		89,068	A	⁽¹⁾	2,936,086	I	(See Footnotes)⁽³⁾⁽⁶⁾⁽¹¹⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
Common Stock	09/30/2013		J		29,442	A	⁽¹⁾	978,738	I	(See Footnotes)⁽⁴⁾⁽¹¹⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
Common Stock	09/30/2013		J		36,943	A	⁽¹⁾	1,217,061	I	(See Footnotes)⁽⁵⁾⁽¹¹⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
Common Stock								48,006	I	(See Footnotes)⁽⁷⁾⁽¹⁰⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
Common Stock								13,853	I	(See Footnotes)⁽⁸⁾⁽¹⁰⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
Common Stock								1,846	I	(See Footnotes)⁽⁹⁾⁽¹⁰⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
125% Warrants	$14.93	10/01/2013		J		33,238		09/03/2013	09/03/2018	Common Stock	33,238	⁽¹⁾	33,238	I	(See Footnotes)⁽²⁾⁽⁶⁾⁽¹¹⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
125% Warrants	$14.93	10/01/2013		J		30,951		09/03/2013	09/03/2018	Common Stock	30,951	⁽¹⁾	30,951	I	(See Footnotes)⁽³⁾⁽⁶⁾⁽¹¹⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
125% Warrants	$14.93	10/01/2013		J		10,231		09/03/2013	09/03/2018	Common Stock	10,231	⁽¹⁾	10,231	I	(See Footnotes)⁽⁴⁾⁽¹¹⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
125% Warrants	$14.93	10/01/2013		J		12,838		09/03/2013	09/03/2018	Common Stock	12,838	⁽¹⁾	12,838	I	(See Footnotes)⁽⁵⁾⁽¹¹⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
135% Warrants	$16.12	10/01/2013		J		33,238		09/03/2013	09/03/2018	Common Stock	33,238	⁽¹⁾	33,238	I	(See Footnotes)⁽²⁾⁽⁶⁾⁽¹¹⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
135% Warrants	$16.12	10/01/2013		J		30,951		09/03/2013	09/03/2018	Common Stock	30,951	⁽¹⁾	30,951	I	(See Footnotes)⁽³⁾⁽⁶⁾⁽¹¹⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
135% Warrants	$16.12	10/01/2013		J		10,231		09/03/2013	09/03/2018	Common Stock	10,231	⁽¹⁾	10,231	I	(See Footnotes)⁽⁴⁾⁽¹¹⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾
135% Warrants	$16.12	10/01/2013		J		12,838		09/03/2013	09/03/2018	Common Stock	12,838	⁽¹⁾	12,838	I	(See Footnotes)⁽⁵⁾⁽¹¹⁾⁽¹²⁾⁽¹³⁾⁽¹⁴⁾

1. Name and Address of Reporting Person^*

FS Investment CORP

(Last)

(First)

(Middle)

CIRA CENTRE, 2929 ARCH STREET, SUITE 675

(Street)

PHILADELPHIA

19104

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

FS Investment Corp II

(Last)

(First)

(Middle)

CIRA CENTRE, 2929 ARCH STREET

SUITE 675

(Street)

PHILADELPHIA

19104

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Locust Street Funding LLC

(Last)

(First)

(Middle)

CIRA CENTRE, 2929 ARCH STREET

SUITE 675

(Street)

PHILADELPHIA

19104

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

FB Income Advisor, LLC

(Last)

(First)

(Middle)

CIRA CENTRE, 2929 ARCH STREET

SUITE 675

(Street)

PHILADELPHIA

19104

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

FSIC II Advisor, LLC

(Last)

(First)

(Middle)

CIRA CENTRE, 2929 ARCH STREET

SUITE 675

(Street)

PHILADELPHIA

19104

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Forman Michael C.

(Last)

(First)

(Middle)

CIRA CENTRE, 2929 ARCH STREET

SUITE 675

(Street)

PHILADELPHIA

19104

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Adelman David J.

(Last)

(First)

(Middle)

CIRA CENTRE, 2929 ARCH STREET

SUITE 675

(Street)

PHILADELPHIA

19104

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Stahlecker Gerald

(Last)

(First)

(Middle)

CIRA CENTRE, 2929 ARCH STREET

SUITE 675

(Street)

PHILADELPHIA

19104

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Klehr Zachary

(Last)

(First)

(Middle)

CIRA CENTRE, 2929 ARCH STREET

SUITE 675

(Street)

PHILADELPHIA

19104

(City)

(State)

(Zip)

Explanation of Responses:

1. Pursuant to the First Amended Joint Plan of Reorganization of Eastman Kodak Company (the "Issuer"), holders of Class 4 General Unsecured Claims and Class 6 Retiree Settlement Unsecured Claims (together, "Allowed Unsecured Claims") with respect to Eastman Kodak Co. were issued Common Stock of the Issuer ("Common Stock") and warrants to purchase shares of Common Stock ("Warrants") in respect of a portion of such claims. GSO Special Situations Fund LP held a total of $45,710,491 in Allowed Unsecured Claims, GSO Special Situations Overseas Master Fund Ltd. held a total of $42,564,465 in Allowed Unsecured Claims, GSO Palmetto Opportunistic Investment Partners LP held a total of $14,070,050 in Allowed Unsecured Claims and GSO Credit-A Partners LP held a total of $17,654,994 in Allowed Unsecured Claims.

2. GSO Special Situations Fund LP directly holds these securities.

3. GSO Special Situations Overseas Master Fund Ltd. directly holds these securities. GSO Special Situations Overseas Master Fund Ltd. is a wholly-owned subsidiary of GSO Special Situations Overseas Fund Ltd.

4. GSO Palmetto Opportunistic Investment Partners LP directly holds these securities. GSO Palmetto Opportunistic Associates LLC is the general partner of GSO Palmetto Opportunistic Investment Partners LP. GSO Holdings I L.L.C. is the managing member of GSO Palmetto Opportunistic Associates LLC.

5. GSO Credit-A Partners LP directly holds these securities (together with GSO Special Situations Fund LP, GSO Special Situations Overseas Master Fund Ltd. and GSO Palmetto Opportunistic Investment Partners LP, the "GSO Funds"). GSO Credit-A Associates LLC is the general partner of GSO Credit-A Partners LP. GSO Holdings I L.L.C. is the managing member of GSO Credit-A Associates LLC.

6. GSO Capital Partners LP is the investment manager of each of GSO Special Situations Fund LP, GSO Special Situations Overseas Fund Ltd. and GSO Special Situations Overseas Master Fund Ltd. GSO Advisor Holdings L.L.C. is the general partner of GSO Capital Partners LP.

7. FS Investment Corporation directly holds these shares of Common Stock.

8. Locust Street Funding LLC directly holds these shares of Common Stock.

9. FS Investment Corporation II directly holds these shares of Common Stock (together with FS Investment Corporation and Locust Street Funding LLC, the "FS Funds").

10. FB Income Advisor, LLC and FSIC II Advisor, LLC are the investment managers of FS Investment Corporation and FS Investment Corporation II, respectively. FS Investment Corporation is the sole member of Locust Street Funding LLC. In addition, each of Michael C. Forman, David J. Adelman, Gerald F. Stahlecker and Zachary Klehr may be deemed to have shared investment control with respect to the shares of Common Stock held by the FS Funds.

11. Blackstone Holdings I L.P. is the sole member of each of GSO Advisor Holdings L.L.C. and GSO Holdings I L.L.C. Blackstone Holdings I/II GP Inc. is the general partner of Blackstone Holdings I L.P. The Blackstone Group L.P. is the controlling shareholder of Blackstone Holdings I/II GP Inc. Blackstone Group Management L.L.C. is the general partner of The Blackstone Group L.P. Stephen A. Schwarzman is the founding member of Blackstone Group Management L.L.C. In addition, each of Bennett J. Goodman, J. Albert Smith III and Douglas I. Ostrover may be deemed to have shared investment control with respect to the securities held by the GSO Funds.

12. Due to the limitations of the electronic filing system, GSO Special Situations Fund LP, GSO Special Situations Overseas Master Fund Ltd., GSO Palmetto Opportunistic Investment Partners LP, GSO Palmetto Opportunistic Associates LLC, GSO Credit-A Partners LP, GSO Credit-A Associates LLC, GSO Capital Partners LP, Bennett J. Goodman, J. Albert Smith III, Douglas I. Ostrover, Blackstone Holdings I L.P., GSO Special Situations Overseas Fund Ltd., GSO Holdings I L.L.C., GSO Advisor Holdings L.L.C., Blackstone Holdings I/II GP Inc., The Blackstone Group L.P., Blackstone Group Management L.L.C. and Stephen A. Schwarzman are filing separate Forms 4.

13. Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

14. Each of the Reporting Persons (other than each of the GSO Funds and the FS Funds to the extent they directly hold securities of the Issuer), disclaims beneficial ownership of the securities held by each of the GSO Funds and the FS Funds, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than each of the GSO Funds and the FS Funds to the extent they directly hold securities of the Issuer) states that the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

	FS Investment Corporation, By: /s/ Stephen S. Sypherd, Name: Stephen S. Sypherd, Title: Vice President	10/02/2013
	Locust Street Funding LLC, By: /s/ Stephen S. Sypherd, Name: Stephen S. Sypherd, Title: Vice President	10/02/2013
	FS Investment Corporation II, By: /s/ Stephen S. Sypherd, Name: Stephen S. Sypherd, Title: Vice President	10/02/2013
	FB Income Advisor, LLC, By: /s/ Stephen S. Sypherd, Name: Stephen S. Sypherd, Title: Senior Vice President	10/02/2013
	FSIC II Advisor, LLC, By: /s/ Stephen S. Sypherd, Name: Stephen S. Sypherd, Title: Senior Vice President	10/02/2013
	Michael C. Forman, /s/ Michael C. Forman	10/02/2013
	David J. Adelman, /s/ David J. Adelman	10/02/2013
	Gerald F. Stahlecker, /s/ Gerald F. Stahlecker	10/02/2013
	Zachary Klehr, /s/ Zachary Klehr	10/02/2013
	** Signature of Reporting Person	Date
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