4//SEC Filing
Dyer Russell 4
Accession 0001944048-25-000229
CIK 0001944048other
Filed
Dec 16, 7:00 PM ET
Accepted
Dec 17, 5:48 PM ET
Size
14.3 KB
Accession
0001944048-25-000229
Insider Transaction Report
Form 4
Kenvue Inc.KVUE
Dyer Russell
Chief Corp. Affairs Officer
Transactions
- Exercise/Conversion
Common Stock
2025-12-15+2,752.06→ 4,456.21 total - Tax Payment
Common Stock
2025-12-15$17.21/sh−1,408$24,232→ 3,048.21 total - Exercise/Conversion
Common Stock
2025-12-15+2,155.93→ 5,204.14 total - Tax Payment
Common Stock
2025-12-15$17.21/sh−1,103$18,983→ 4,101.14 total - Exercise/Conversion
Restricted Stock Units
2025-12-15−2,752.06→ 2,774.84 total→ Common Stock (2,752.06 underlying) - Exercise/Conversion
Restricted Stock Units
2025-12-15−2,155.93→ 4,308.85 total→ Common Stock (2,155.93 underlying)
Footnotes (6)
- [F1]Shares withheld for payment of taxes upon vesting of Restricted Share Units.
- [F2]These units correspond 1 for 1 with the Company's common stock.
- [F3]This award was scheduled to vest in three equal installments on 06/03/2025, 06/03/2026, and 06/03/2027, subject to the reporting person's continued service through such vesting date but the vesting of the portion reflected herein was accelerated from 06/03/2026 in in order to mitigate the adverse impact to the Issuer and the Reporting Person of Section 280G of the Internal Revenue Code in connection with the pending transaction between the Issuer and Kimberly-Clark Corporation ("Section 280G Mitigation").
- [F4]This award will be subject to clawback in the event it is determined that the Reporting Person would not have ultimately vested in the award notwithstanding the acceleration reflected herein.
- [F5]Includes shares acquired in dividend reinvestment transactions.
- [F6]This award was scheduled to vest in three equal installments on 03/10/2026, 03/10/2027, and 03/10/2028, subject to the reporting person's continued service through such vesting date but the vesting of the portion reflected herein was accelerated from 03/10/2026 in connection with the Section 280G Mitigation.
Documents
Issuer
Kenvue Inc.
CIK 0001944048
Entity typeother
Related Parties
1- filerCIK 0002023971
Filing Metadata
- Form type
- 4
- Filed
- Dec 16, 7:00 PM ET
- Accepted
- Dec 17, 5:48 PM ET
- Size
- 14.3 KB