|4Dec 17, 5:48 PM ET

Dyer Russell 4

4 · Kenvue Inc. · Filed Dec 17, 2025

Insider Transaction Report

Form 4
Period: 2025-12-15
Dyer Russell
Chief Corp. Affairs Officer
Transactions
  • Exercise/Conversion

    Common Stock

    2025-12-15+2,752.064,456.21 total
  • Tax Payment

    Common Stock

    2025-12-15$17.21/sh1,408$24,2323,048.21 total
  • Exercise/Conversion

    Common Stock

    2025-12-15+2,155.935,204.14 total
  • Tax Payment

    Common Stock

    2025-12-15$17.21/sh1,103$18,9834,101.14 total
  • Exercise/Conversion

    Restricted Stock Units

    2025-12-152,752.062,774.84 total
    Common Stock (2,752.06 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    2025-12-152,155.934,308.85 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

1 file
  • 4
    wk-form4_1766011723.xmlPrimary

    FORM 4