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• Reported EBIT was $311 million (Q2 2025: $222 million); adjusted EBIT was $320 million (Q2 2025: $275 million).
• Earnings per diluted share were $1.59 (Q2 2025: $1.20); adjusted EPS were $1.97 (Q2 2025: $1.60).
• Cash provided by operating activities was $224 million in Q2 2026, versus $233 million in Q2 2025.
• Company expects full-year 2026 operating cash flow to approach $900 million and third-quarter adjusted EPS to approach $1.97.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• All 11 director nominees were elected, each receiving a majority of votes cast; votes for ranged from 82,207,815 (Julie F. Holder) to 89,954,694 (Donald W. Slager).
• Shareholders ratified PricewaterhouseCoopers LLP as independent auditor for 2026 with 96,146,277 votes for and 4,386,005 against.
• The advisory say-on-pay proposal passed with 69,669,114 votes for and 20,478,706 against.
• The 2026 Omnibus Stock Compensation Plan was approved (80,737,425 for), but a stockholder proposal to lower the special meeting threshold to 10% was rejected (25,178,875 for, 64,930,702 against).

5.07 Submission of Matters to a Vote of Security Holders

• Adjusted EBIT was $200 million in Q1 2026, down from $311 million in Q1 2025.
• Adjusted earnings per diluted share were $1.09 in Q1 2026, down from $1.91 in Q1 2025.
• Company projects Q2 2026 adjusted EPS in the range of $1.70 to $1.90.
• Full-year 2026 outlook includes $125–$150 million cost savings and ~$400 million capital expenditures.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• The Notes mature on February 20, 2031, with interest paid semi-annually on February 20 and August 20, commencing August 20, 2026.
• The company may redeem the Notes before January 20, 2031 at a make-whole price based on Treasury Rate plus 15 basis points, and at par on or after that date.
• Net proceeds are expected to be approximately $593.7 million, to be used for general corporate purposes, including working capital, capital expenditures, and repayment of other indebtedness.
• The offering was made under an underwriting agreement dated February 17, 2026, with Barclays, BofA Securities, Citigroup, J.P. Morgan, and Mizuho as representatives.

1.01 Entry into a Material Definitive Agreement · 8.01 Other Events · 9.01 Financial Statements and Exhibits

• Fourth-quarter 2025 sales revenue was $1,973 million, down 12% from $2,245 million in Q4 2024; full-year 2025 sales were $8,752 million, down 7% from $9,382 million in 2024.
• Q4 2025 adjusted diluted EPS was $0.75, down from $1.87 in Q4 2024; full-year adjusted diluted EPS was $5.42, down from $7.89 in 2024.
• The company returned approximately $500 million to stockholders in 2025 through dividends and share repurchases, and raised the dividend for the 16th consecutive year.
• For Q1 2026, the company expects adjusted EPS between $1.00 and $1.20, excluding potential impact from winter storms; full-year adjusted EPS guidance not provided due to macroeconomic uncertainty.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• Reported EBIT fell to $188 million from $329 million; adjusted EBIT was $210 million versus $366 million.
• Diluted EPS was $0.40, down from $1.53; adjusted diluted EPS was $1.14 versus $2.26.
• Operating cash flow was $402 million, up from $396 million; inventory reduced by ~$200 million from Q2 2025.
• Full-year 2025 adjusted EPS guidance is $5.40–$5.65, with operating cash flow approaching $1 billion.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• Stephen G. Crawford will return to Eastman as Executive Vice President - Technology Projects on November 3, 2025, and transition to Executive Vice President - Chief Technology Officer and Chief Sustainability Officer on January 1, 2026.
• Crawford's base salary will be $705,000, with an annual bonus target of 85% of base salary (prorated for the current year).
• Crawford will receive a sign-on bonus of $800,000 to replace forfeited equity awards and satisfy remaining severance obligations from his prior agreement dated May 1, 2025.
• Crawford is eligible for a restricted stock unit award with a grant date fair value of $2,200,000 for the 2026 long-term incentive plan cycle, granted on or about January 2, 2026.

5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements

• Reported diluted EPS was $1.20 in Q2 2025, compared to $1.94 in Q2 2024; adjusted diluted EPS was $1.60 versus $2.15.
• Adjusted EBIT declined to $275 million from $353 million; reported EBIT fell to $222 million from $337 million.
• Cash provided by operating activities was $233 million in Q2 2025, down from $367 million in Q2 2024; $145 million was returned to stockholders via dividends and share repurchases.
• Company projects Q3 2025 adjusted EPS of about $1.25 and full-year operating cash flow of ~$1 billion, with plans to reduce inventory by over $200 million.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits