Kimberly-Clark Corp: announces early tender results for Kenvue notes

What happened

• Kimberly-Clark Corporation announced on Oct 13, 2026 the early tender results of its offers to exchange any and all outstanding notes issued by Kenvue Inc. for up to $7,000,000,000 aggregate principal amount of new notes issued by Kimberly-Clark and cash, and related solicitations of consents to amend the indenture governing the Kenvue notes.
• Based on early tenders as of 5:00 p.m., New York City time, on Oct 9, 2026 (the "Early Participation Date"), the requisite number of consents were received to adopt the proposed amendments, and Kenvue executed a supplemental indenture implementing those amendments; the amendments will become operative only upon settlement of the exchange offers.

Key details

• Aggregate exchange consideration available: up to $7,000,000,000 in new Kimberly-Clark notes and cash.
• Early Participation Date: Oct 9, 2026 at 5:00 p.m. New York City time; announcement date: Oct 13, 2026.
• The proposed amendments would (per the filing) eliminate substantially all restrictive covenants in the Kenvue indenture, remove certain events of default (other than failure to pay), eliminate the SEC reporting covenant, and remove certain restrictions on consolidations/mergers/transfers.
• The exchange offers and consent solicitations expire at 5:00 p.m., New York City time, on Oct 27, 2026 (unless extended or terminated), are conditioned on the consummation of Kimberly-Clark’s acquisition of Kenvue (expected in the fourth quarter of calendar year 2026), and settlement is not anticipated before Nov 2, 2026.

Why it may matter

• This Form 8-K reports Item 8.01 (Other events) describing Kimberly-Clark’s announced exchange offers and consent solicitations relating to Kenvue Inc. notes and proposed amendments to the Kenvue indenture. A filing does not show why the insider traded or why the company acted.