RETIREMENT PLANS

As described below, Eastman offers various postretirement benefits to its employees.

Defined Contribution Plans

Eastman sponsors a defined contribution employee stock ownership plan (the "ESOP"), which is a component of the Eastman Investment Plan and Employee Stock Ownership Plan ("EIP/ESOP"), under Section 401(a) of the Internal Revenue Code. Eastman made a contribution in February 2019 to the EIP/ESOP for substantially all U.S. employees equal to 5 percent of their eligible compensation for the 2018 plan year. Employees may allocate contributions to other investment funds within the EIP from the ESOP at any time without restrictions. Allocated shares in the ESOP totaled 2,119,614; 2,130,176; and 2,183,950 shares as of December 31, 2018, 2017, and 2016, respectively. Dividends on shares held by the EIP/ESOP are charged to retained earnings. All shares held by the EIP/ESOP are treated as outstanding in computing earnings per share.

In 2006, the Company amended its EIP/ESOP to provide a Company match of 50 percent of the first 7 percent of an employee's compensation contributed to the plan for employees who are hired on or after January 1, 2007. Employees who are hired on or after January 1, 2007, are also eligible for the contribution to the ESOP as described above.

Charges for domestic contributions to the EIP/ESOP were $67 million, $64 million, and $63 million for 2018, 2017, and 2016, respectively.

Defined Benefit Pension Plans and Other Postretirement Benefit Plans

Pension Plans

Eastman maintains defined benefit pension plans that provide eligible employees with retirement benefits.

Effective January 1, 2000, the Company's Eastman Retirement Assistance Plan, a U.S. defined benefit pension plan, was amended. Employees' accrued pension benefits earned prior to January 1, 2000 are calculated based on previous plan provisions using the employee's age, years of service, and final average compensation as defined in the plans. The amended plan uses a pension equity formula to calculate an employee's retirement benefits from January 1, 2000 forward. Benefits payable will be the combined pre-2000 and post-1999 benefits. Employees hired on or after January 1, 2007 are not eligible to participate in Eastman's U.S. defined benefit pension plans.

Benefits are paid to employees from trust funds. Contributions to the trust funds are made as permitted by laws and regulations. The pension trust funds do not directly own any of the Company's common stock.

Pension coverage for employees of Eastman's non-U.S. operations is provided, to the extent deemed appropriate, through separate plans. The Company systematically provides for obligations under such plans by depositing funds with trustees, under insurance policies, or by book reserves.

Other Postretirement Benefit Plans

Under its other postretirement benefit plans in the U.S., Eastman provides life insurance for eligible retirees hired prior to January 1, 2007. Eastman provides a subsidy for pre-Medicare health care and dental benefits to eligible retirees hired prior to January 1, 2007 that will end on December 31, 2021. Company funding is also provided for eligible Medicare retirees hired prior to January 1, 2007 with a health reimbursement arrangement. A few of the Company's non-U.S. operations have supplemental health benefit plans for certain retirees, the cost of which is not significant to the Company.

Below is a summary balance sheet of the change in plan assets during 2018 and 2017, the funded status of the plans and amounts recognized in the Consolidated Statements of Financial Position.

Summary of Changes



	Pension Plans												Postretirement Benefit Plans
	2018						2017						2018			2017
(Dollars in millions)	U.S.			Non-U.S.			U.S.			Non-U.S.
Change in projected benefit obligation:
Benefit obligation, beginning of year	$	2,154		$	893		$	2,141		$	801		$	738		$	737
Service cost	35			14			37			13			—			3
Interest cost	67			20			66			20			22			23
Actuarial (gain) loss	(119		)	(20		)	94			(11		)	(33		)	30
Plan participants' contributions	—			1			—			1			11			12
Effect of currency exchange	—			(45		)	—			90			(1		)	1
Federal subsidy on benefits paid	—			—			—			—			—			1
Benefits paid	(178		)	(23		)	(184		)	(21		)	(65		)	(69		)
Benefit obligation, end of year	$	1,959		$	840		$	2,154		$	893		$	672		$	738
Change in plan assets:
Fair value of plan assets, beginning of year	$	2,054		$	773		$	1,959		$	667		$	148		$	149
Actual return on plan assets	(61		)	(19		)	271			31			(6		)	22
Effect of currency exchange	—			(39		)	—			76			—			—
Company contributions	5			20			8			19			43			43
Reserve for third party contributions	—			—			—			—			4			(10		)
Plan participants' contributions	—			1			—			1			11			12
Benefits paid	(178		)	(23		)	(184		)	(21		)	(65		)	(69		)
Federal subsidy on benefits paid	—			—			—			—			—			1
Fair value of plan assets, end of year	$	1,820		$	713		$	2,054		$	773		$	135		$	148
Funded status at end of year	$	(139	)	$	(127	)	$	(100	)	$	(120	)	$	(537	)	$	(590	)
Amounts recognized in the Consolidated Statements of Financial Position consist of:
Other noncurrent assets	$	2		$	—		$	12		$	8		$	41		$	38
Current liabilities	(4		)	(1		)	(3		)	(1		)	(45		)	(44		)
Post-employment obligations	(137		)	(126		)	(109		)	(127		)	(533		)	(584		)
Net amount recognized, end of year	$	(139	)	$	(127	)	$	(100	)	$	(120	)	$	(537	)	$	(590	)
Accumulated benefit obligation	$	1,900		$	796		$	2,031		$	845
Amounts recognized in accumulated other comprehensive income consist of:
Prior service (credit) cost	$	2		$	—		$	1		$	1		$	(182	)	$	(222	)

Information for pension plans with projected benefit obligations in excess of plan assets:



(Dollars in millions)	2018				2017
	U.S.		Non-U.S.		U.S.		Non-U.S.
Projected benefit obligation	$	1,726	$	840	$	1,709	$	658
Fair value of plan assets	1,585		713		1,597		530

Information for pension plans with accumulated benefit obligations in excess of plan assets:



(Dollars in millions)	2018				2017
	U.S.		Non-U.S.		U.S. ⁽¹⁾		Non-U.S.
Projected benefit obligation	$	1,726	$	568	$	170	$	618
Accumulated benefit obligation	1,667		547		159		596
Fair value of plan assets	1,585		448		117		492


⁽¹⁾	Return on assets during 2017, including returns on $200 million contributions made in 2016, resulted in the fair value of plan assets exceeding the accumulated benefit obligation for a significant U.S. pension plan.

Summary of Benefit Costs and Other Amounts Recognized in Other Comprehensive Income



	Pension Plans																		Postretirement Benefit Plans
	2018						2017						2016						2018			2017			2016
(Dollars in millions)	U.S.			Non-U.S.			U.S.			Non-U.S.			U.S.			Non-U.S.
Components of net periodic benefit (credit) cost:
Service cost	$	35		$	14		$	37		$	13		$	39		$	12		$	—		$	3		$	5
Interest cost	67			20			66			20			74			23			22			23			27
Expected return on plan assets	(147		)	(37		)	(140		)	(35		)	(138		)	(32		)	(5		)	(5		)	(6		)
Amortization of:
Prior service (credit) cost	(1		)	1			(4		)	1			(4		)	—			(40		)	(40		)	(44		)
Mark-to-market pension and other postretirement benefits (gain) loss, net	89			36			(37		)	(7		)	34			52			(26		)	23			11
Net periodic benefit (credit) cost	$	43		$	34		$	(78	)	$	(8	)	$	5		$	55		$	(49	)	$	4		$	(7	)
Other changes in plan assets and benefit obligations recognized in other comprehensive income:
Current year prior service credit (cost)	$	—		$	—		$	—		$	—		$	(3	)	$	—		$	—		$	—		$	106
Amortization of:
Prior service (credit) cost	(1		)	1			(4		)	1			(4		)	—			(40		)	(40		)	(44		)
Total	$	(1	)	$	1		$	(4	)	$	1		$	(7	)	$	—		$	(40	)	$	(40	)	$	62

In fourth quarter 2016, Eastman changed benefits provided to retirees by an Eastman other postretirement benefit plan which triggered a remeasurement of the plan's obligation. The remeasurement resulted in a pre-tax reduction in the accumulated postretirement benefit obligation of approximately $106 million which will be amortized as a prior service credit from AOCI over approximately eight years. The remeasurement was included in the 2016 year end remeasurement process.

In third quarter 2016, the Company announced a change to a UK defined benefit pension plan which triggered an interim remeasurement of the plan obligation resulting in a MTM loss of $30 million. The MTM loss was primarily due to a lower discount rate at the third quarter 2016 remeasurement date compared to December 31, 2015. The lower discount rate was reflective of changes in global market conditions and interest rates on high-grade corporate bonds. The plan was remeasured in fourth quarter 2016 as part of the annual MTM remeasurement process.

In first quarter 2016, the Company changed the approach used to calculate service and interest cost components of net periodic benefit costs for its significant defined benefit pension and other postretirement benefit plans. The Company elected to calculate service and interest costs by applying the specific spot rates along the yield curve to the plans' projected cash flows. The change does not affect the measurement of the total benefit obligation or the annual net periodic benefit cost or credit of the plans because the change in the service and interest costs will be offset in the MTM actuarial gain or loss which typically is recognized in the fourth quarter of each year or in any other quarters in which an interim remeasurement is triggered. The change in the approach for full-year 2016 pre-tax expense was an increase to service cost of approximately $2 million and a reduction in interest cost of approximately $22 million compared to the previous method. The net reduction of approximately $20 million was offset by a MTM loss as part of the annual remeasurement of the plans in fourth quarter 2016.

The estimated prior service credit for the other postretirement benefit plans that will be amortized from AOCI into net periodic cost in 2019 is $39 million.

Plan Assumptions

The assumptions used to develop the projected benefit obligation for Eastman's significant U.S. and non-U.S. defined benefit pension plans and U.S. postretirement benefit plans are provided in the following tables.



	Pension Plans												Postretirement Benefit Plans
	2018				2017				2016				2018		2017		2016
Weighted-average assumptions used to determine benefit obligations for years ended December 31:	U.S.		Non-U.S.		U.S.		Non-U.S.		U.S.		Non-U.S.
Discount rate	4.29	%	2.35	%	3.57	%	2.25	%	3.89	%	2.33	%	4.26	%	3.54	%	3.91	%
Rate of compensation increase	3.25	%	2.94	%	3.25	%	2.95	%	3.25	%	2.94	%	3.25	%	3.25	%	3.25	%
Health care cost trend
Initial													6.50	%	6.75	%	7.00	%
Decreasing to ultimate trend of													5.00	%	5.00	%	5.00	%
in year													2025		2025		2021

Weighted-average assumptions used to determine net periodic cost for years ended December 31:	U.S.		Non-U.S.		U.S.		Non-U.S.		U.S.		Non-U.S.
Discount rate	3.57	%	2.25	%	3.89	%	2.33	%	4.13	%	3.26	%	3.54	%	3.91	%	4.17	%
Discount rate for service cost	3.64	%	2.25	%	3.89	%	2.33	%	4.13	%	3.26	%	3.28	%	4.31	%	4.57	%
Discount rate for interest cost	3.18	%	2.25	%	3.24	%	2.33	%	3.33	%	3.26	%	3.14	%	3.28	%	3.42	%
Expected return on assets	7.48	%	4.83	%	7.49	%	5.02	%	7.60	%	5.11	%	3.75	%	3.75	%	3.75	%
Rate of compensation increase	3.25	%	2.95	%	3.25	%	2.94	%	3.50	%	3.00	%	3.25	%	3.25	%	3.50	%
Health care cost trend
Initial													6.75	%	7.00	%	7.50	%
Decreasing to ultimate trend of													5.00	%	5.00	%	5.00	%
in year													2025		2021		2021

A 6.50 percent rate of increase in per capita cost of covered health care benefits is assumed for 2019. The rate is assumed to decrease gradually to five percent in 2025 and remain at that level thereafter. A one percent increase or decrease in health care cost trend would have had no material impact on the 2018 service and interest costs or the 2018 benefit obligation, because the Company's contributions for benefits are fixed.

In 2017, the Company performed a five year experience study on assumptions for the U.S. plans, including a review of the mortality tables. As a result of the study, the Company has updated the mortality assumptions used to a modified RP-2017 table with a modified MP-2017 improvement scale and no collar adjustment.

The fair value of plan assets for the U.S. pension plans at December 31, 2018 and 2017 was $1.8 billion and $2.1 billion, respectively, while the fair value of plan assets at December 31, 2018 and 2017 for non-U.S. pension plans was $713 million and $773 million, respectively. At December 31, 2018 and 2017, the expected weighted-average long-term rate of return on U.S. pension plan assets was 7.43 percent and 7.48 percent, respectively. The expected weighted-average long-term rate of return on non-U.S. pension plans assets was 4.49 percent and 4.83 percent at December 31, 2018 and 2017, respectively.

Plan Assets

The following tables reflect the fair value of the defined benefit pension plans assets.



(Dollars in millions)					Fair Value Measurements at December 31, 2018
Description	Total Fair Value				Quoted Prices in Active Markets for Identical Assets (Level 1)				Significant Other Observable Inputs (Level 2)				Significant Unobservable Inputs (Level 3)
Pension Assets:	U.S.		Non-U.S.		U.S.		Non-U.S.		U.S.		Non-U.S.		U.S.		Non-U.S.
Cash & Cash Equivalents ⁽¹⁾	$	16	$	53	$	16	$	53	$	—	$	—	$	—	$	—
Public Equity - United States ⁽²⁾	2		—		2		—		—		—		—		—
Other Investments ⁽³⁾	—		51		—		—		—		—		—		51
Total Assets at Fair Value	$	18	$	104	$	18	$	53	$	—	$	—	$	—	$	51
Investments Measured at Net Asset Value ⁽⁴⁾	1,802		609
Total Assets	$	1,820	$	713



(Dollars in millions)					Fair Value Measurements at December 31, 2017
Description	Total Fair Value				Quoted Prices in Active Markets for Identical Assets (Level 1)				Significant Other Observable Inputs (Level 2)				Significant Unobservable Inputs (Level 3)
Pension Assets:	U.S.		Non-U.S.		U.S.		Non-U.S.		U.S.		Non-U.S.		U.S.		Non-U.S.
Cash & Cash Equivalents ⁽¹⁾	$	20	$	57	$	20	$	57	$	—	$	—	$	—	$	—
Public Equity - United States ⁽²⁾	4		—		4		—		—		—		—		—
Other Investments ⁽³⁾	—		51		—		—		—		—		—		51
Total Assets at Fair Value	$	24	$	108	$	24	$	57	$	—	$	—	$	—	$	51
Investments Measured at Net Asset Value ⁽⁴⁾	2,030		665
Total Assets	$	2,054	$	773


⁽¹⁾	Cash & Cash Equivalents: Funds generally invested in actively managed collective trust funds or interest bearing accounts.


⁽²⁾	Public Equity - United States: Common stock equity securities which are primarily valued using a market approach based on the quoted market prices.


⁽³⁾	Other Investments: Primarily consist of insurance contracts which are generally valued using a crediting rate that approximates market returns and investments in underlying securities whose market values are unobservable and determined using pricing models, discounted cash flow methodologies, or similar techniques.

⁽⁴⁾

Investments Measured at Net Asset Value: The underlying debt and public equity investments in this category are generally held in common trust funds, which are either actively or passively managed investment vehicles, that are valued at the net asset value per unit/share multiplied by the number of units/shares held as of the measurement date. The other alternative investments in this category are valued under the practical expedient method which is based on the most recently reported net asset value provided by the management of each private investment fund, adjusted as appropriate, for any lag between the date of the financial reports and the measurement date.

The following tables reflect the fair value of the postretirement benefit plan assets. The postretirement benefit plan is for the voluntary employees' beneficiary association ("VEBA") trust the Company assumed as part of the Solutia acquisition.



(Dollars in millions)			Fair Value Measurements at December 31, 2018
Description	Total Fair Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Postretirement Benefit Plan Assets:
Cash & Cash Equivalents ⁽¹⁾	$	3	$	3	$	—	$	—
Debt ⁽²⁾:
Fixed Income (U.S.)	78		—		78		—
Fixed Income (Non-U.S.)	26		—		26		—
Total	$	107	$	3	$	104	$	—



(Dollars in millions)			Fair Value Measurements at December 31, 2017
Description	Total Fair Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Postretirement Benefit Plan Assets:
Cash & Cash Equivalents ⁽¹⁾	$	2	$	2	$	—	$	—
Debt ⁽²⁾:
Fixed Income (U.S.)	82		—		82		—
Fixed Income (Non-U.S.)	31		—		31		—
Total	$	115	$	2	$	113	$	—


⁽¹⁾	Cash & Cash Equivalents: Funds generally invested in actively managed collective trust funds or interest bearing accounts.

⁽²⁾

Debt: The fixed income securities are primarily valued upon a market approach, using matrix pricing and considering a security's relationship to other securities for which quoted prices in an active market may be available, or an income approach, converting future cash flows to a single present value amount. Inputs used in developing fair value estimates include reported trades, broker quotes, benchmark yields, and base spreads.

The Company valued assets with unobservable inputs (Level 3), primarily insurance contracts, using a crediting rate that approximates market returns and investments in underlying securities whose market values are unobservable and determined using pricing models, discounted cash flow methodologies, or similar techniques.



	Fair Value Measurements Using Significant Unobservable Inputs (Level 3)
	Other Investments⁽¹⁾
(Dollars in millions)	Non-U.S. Pension Plans
Balance at December 31, 2016	$	44
Unrealized gains	7
Balance at December 31, 2017	51
Unrealized gains	—
Balance at December 31, 2018	$	51


⁽¹⁾	Primarily consists of insurance contracts.

The following table reflects the target allocation for the Company's U.S. and non-U.S. pension and postretirement benefit plans assets for 2019 and the asset allocation at December 31, 2018 and 2017, by asset category.



	U.S. Pension Plans			Non-U.S. Pension Plans			Postretirement Benefit Plan
	2019 Target Allocation	Plan Assets at December 31, 2018	Plan Assets at December 31, 2017	2019 Target Allocation	Plan Assets at December 31, 2018	Plan Assets at December 31, 2017	2019 Target Allocation	Plan Assets at December 31, 2018	Plan Assets at December 31, 2017
Asset category
Equity securities	43%	43%	48%	23%	19%	22%	—%	—%	—%
Debt securities	40%	44%	40%	54%	54%	55%	100%	100%	100%
Real estate	2%	2%	2%	5%	8%	7%	—%	—%	—%
Other investments ⁽¹⁾	15%	11%	10%	18%	19%	16%	—%	—%	—%
Total	100%	100%	100%	100%	100%	100%	100%	100%	100%


⁽¹⁾	U.S. primarily consists of private equity and natural resource and energy related limited partnership investments. Non-U.S. primarily consists of annuity contracts and alternative investments.

Investment Strategy

Eastman's investment strategy for its defined benefit pension plans is to maximize the long-term rate of return on plan assets within an acceptable level of risk in order to meet or exceed the plan's actuarially assumed long-term rate of return and to minimize the cost of providing pension benefits. A periodic asset/liability study is conducted in order to assist in the determination and, if necessary, modification of the appropriate long-term investment policy for the plan. The investment policy establishes a target allocation range for each asset class and the fund is managed within those ranges. The plans use a number of investment approaches including investments in equity, real estate, and fixed income funds in which the underlying securities are marketable in order to achieve this target allocation. The plans also invest in private equity and other funds. Diversification is created through investments across various asset classes, geographies, fund managers, and individual securities. This investment process is designed to provide for a well-diversified portfolio with no significant concentration of risk. The investment process is monitored by an investment committee that includes senior management.

Eastman's investment strategy for its VEBA trust is to invest in intermediate-term, well diversified, high quality investment instruments, with a primary objective of capital preservation.

The expected rate of return for all plans was determined primarily by modeling the expected long-term rates of return for the categories of investments held by the plans and the targeted allocation percentage against various potential economic scenarios.

The Company made no contributions to its U.S. defined benefit pension plans in 2018 or 2017. For 2019 calendar year, there are no minimum required cash contributions for the U.S. defined benefit pension plans under the Employee Retirement Income Security Act of 1974, as amended, and the Internal Revenue Code of 1986, as amended.

The estimated future benefit payments, reflecting expected future service, as appropriate, are as follows:



	Pension Plans				Postretirement Benefit Plans
(Dollars in millions)	U.S.		Non-U.S.
2019	$	200	$	22	$	57
2020	168		25		57
2021	159		24		57
2022	156		25		53
2023	151		27		47
2024-2028	718		167		225