Alvarado Luani 4

What Happened
Alvarado Luani, Chief People Officer of Kenvue, converted/vested a total of 15,942 restricted stock units (RSUs) on February 13, 2026 (two separate derivatives: 14,120 and 1,822 shares). To satisfy tax withholding, 5,468 shares were surrendered at $18.66 per share (4,843 and 625 shares), totaling $102,033. No cash exercise price was paid (investment cost $0 for the converted RSUs); the net shares delivered to the insider were 10,474 (15,942 gross − 5,468 withheld). The withholding is a routine tax-payment disposition rather than an open-market sale.

Key Details

• Transaction date: February 13, 2026; Form 4 filed February 18, 2026 (filing within required window).
• Conversion/vesting: 14,120 and 1,822 shares acquired at $0.00 (derivative conversion/exercise entries).
• Tax withholding: 4,843 shares ($90,370) and 625 shares ($11,663) withheld at $18.66/share — total $102,033.
• Net shares received: 10,474.
• Shares owned after transaction: not specified in the supplied filing details.
• Relevant footnotes: F1 = shares withheld to pay taxes; F2/F4 = these RSUs were originally granted by Johnson & Johnson and converted to Kenvue RSUs upon separation; F3 = award fully vested.
• Transaction codes: M = exercise/conversion of derivative; F = payment of exercise price or tax liability (share withholding).

Context
This was a conversion/vesting of RSUs (formerly J&J performance share units converted at Kenvue separation) with taxes paid by withholding shares — effectively a cashless method to cover tax liability. Such withholding disposals are common and do not necessarily indicate a broader sell signal. The filing shows routine insider compensation mechanics rather than an open-market sale or a purchase.