McGee Grant B 4

What Happened

• Grant B. McGee, General Counsel & Secretary of Kimberly‑Clark (KMB), had 3,529 restricted share units (RSUs) vest on 2026-01-31 and those RSUs were converted into 3,529 shares of common stock (reported as derivative conversions, code M). Of those shares, 1,451 were automatically surrendered to the company to satisfy tax withholding obligations at $99.99 per share, totaling $145,085 (reported as code F). The exercise/conversion shows $0 exercise price, consistent with RSU vesting rather than option purchase.
• Net to McGee after withholding: 2,078 shares retained (3,529 vested minus 1,451 withheld). This was a vesting/award event (routine compensation), not an open‑market purchase or discretionary sale.

Key Details

• Transaction date: 2026-01-31; Filing date: 2026-02-02 (timely filing).
• Vested/converted: 3,529 RSUs → 3,529 shares (code M; $0.00 exercise price).
• Withheld for taxes: 1,451 shares at $99.99/share = $145,085 (code F; automatic surrender per footnote F3).
• Net shares delivered to insider: 2,078 shares (3,529 − 1,451).
• Shares owned after transaction: not specified in the filing.
• Footnotes indicate these were vested restricted share units paid in stock and that the surrender was automatic to cover tax withholding.

Context

• This was a routine vesting of equity compensation (RSUs), not a market buy or discretionary sale. The automatic surrender of shares to cover taxes is common and does not by itself signal insider sentiment. The filing shows conversion of RSUs (derivative conversion) and tax withholding rather than a cashless sale into the open market.