Lawson Carlton 4
4 · Kenvue Inc. · Filed Feb 18, 2026
Research Summary
AI-generated summary of this filing
Kenvue (KVUE) Lawson Carlton Converts RSUs to 39,426 Shares
What Happened
Lawson Carlton, Group President EMEA & Latin America at Kenvue, had restricted stock units (RSUs) convert/vest on Feb 13, 2026, resulting in the acquisition of 39,426 Kenvue shares. The filing shows 34,907 shares acquired at $18.66 each (total value reported $651,365) and 4,519 shares recorded at $0.00. Matching derivative “disposed” entries at $0.00 reflect the conversion/settlement of the underlying derivative awards—not an open‑market sale. Per the filing, Carlton retained all shares and paid tax withholding in cash.
Key Details
- Transaction date: 2026-02-13 (reported on Form 4 filed 2026-02-18). The filing date is within the Section 16 reporting window (filed on the second business day after the transaction, accounting for the Presidents’ Day holiday).
- Shares acquired: 34,907 at $18.66 (value $651,365) + 4,519 at $0.00 = 39,426 total shares acquired and retained.
- Shares disposed entries at $0.00 reflect derivative conversion/settlement, not sales.
- Footnotes: awards were originally granted by Johnson & Johnson and were converted into Kenvue RSUs at the time of Kenvue’s separation from J&J; the award(s) were fully vested and performance criteria were treated as satisfied per the conversion terms. Tax withholding was paid in cash.
- Shares owned after transaction: not specified in the provided filing excerpt.
Context
These entries reflect RSU conversion/settlement (derivative exercise/conversion) rather than an open‑market trade. Because Carlton retained all shares (and did not sell them), this is not a bearish liquidity event; it is the normal vesting/settlement of equity compensation originally tied to Johnson & Johnson and converted at separation.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1]2026-02-13+4,519→ 62,614.03 total - Exercise/Conversion
Common Stock
[F1]2026-02-13$18.66/sh+34,907$651,365→ 97,521.03 total - Exercise/Conversion
Restricted Stock Units
[F2][F3]2026-02-13−4,519→ 0 total→ Common Stock (4,519 underlying) - Exercise/Conversion
Restricted Stock Units
[F4][F3]2026-02-13−34,907→ 0 total→ Common Stock (34,907 underlying)
Footnotes (4)
- [F1]The reporting person retained all shares acquired upon vesting and paid the related tax withholdings in cash.
- [F2]These restricted stock units ("RSUs") were originally granted by Johnson & Johnson and, in connection with the Issuer's separation from Johnson & Johnson on August 23, 2023 (the "Separation") and pursuant to the terms of the Employee Matters Agreement, dated as of May 3, 2023 between Johnson & Johnson and the Issuer (the "Employee Matters Agreement"), were converted into RSUs with respect to Issuer common stock with adjustments made to the number of shares subject to the award in order to preserve the award's value.
- [F3]This award is fully vested.
- [F4]These RSUs were originally granted by Johnson & Johnson as performance share units and, in connection with the Separation and pursuant to the terms of the Employee Matters Agreement, were converted into time-based RSUs with respect to Issuer common stock with adjustments made to the number of shares subject to the award in order to preserve the award's value and with performance criteria deemed satisfied at the target level, unless two years have been completed in the performance period, in which case performance was deemed satisfied at the level of performance for such years.