8-K
filed November 2, 2026, 9:10 AM ET
ticker KMB
CIK 0000055785
M&A
confidence high
sentiment positive
materiality 0.90
Kimberly-Clark closes Kenvue acquisition, issues ~281M shares at 0.14625 ratio plus $3.50 cash per share
KIMBERLY CLARK CORP
- Completed acquisition of Kenvue on Nov. 2, 2026; each Kenvue share converted into 0.14625 KMB shares plus $3.50 cash, with ~281.06M KMB shares issued.
- Board approved Kenvue Integration Program: ~$3.1B cumulative pre-tax charges ($2.5B cash, $0.6B non-cash) through Dec. 31, 2029, plus ~$1.4B capex.
- K-C reiterates anticipated run-rate synergies of $2.1B; combined portfolio includes 10 billion-dollar brands such as Huggies, Listerine, Neutrogena, Tylenol and Kleenex.
- Three Kenvue directors joined K-C board: Richard E. Allison Jr., Larry J. Merlo and Kirk L. Perry; Mae C. Jemison, Christa S. Quarles and Jaime Ramirez resigned to create vacancies.
- One-time premium-priced options granted: Michael Hsu $6.6M, Nelson Urdaneta $2.15M, Jeffrey Melucci $1.8M; exercise price at least $120, vesting Dec. 1, 2029.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
Richard E. Allison, Jr. was appointed as Director at KIMBERLY CLARK CORP.
- Action
- appointed
- Role
- Director
Exact text from the filing
Pursuant to the Merger Agreement, at the First Effective Time, Richard E. Allison, Jr., Larry J. Merlo, and Kirk L. Perry (collectively, the “Kenvue Designees”), each of whom was a member of the board of directors of Kenvue prior to the First Effective Time, were appointed to the board of directors of K-C (the “Board”).
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.93
Mae C. Jemison resigned as Director at KIMBERLY CLARK CORP.
- Action
- resigned
- Role
- Director
Exact text from the filing
At the First Effective Time, Mae C. Jemison, M.D., Christa S. Quarles and Jaime Ramirez resigned from the Board. The resignations of Dr. Jemison, Ms. Quarles and Mr. Ramirez were not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices but were solely for the purpose of creating adequate vacancies on the Board to allow for the appointment of the Kenvue Designees.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.93
Christa S. Quarles resigned as Director at KIMBERLY CLARK CORP.
- Action
- resigned
- Role
- Director
Exact text from the filing
At the First Effective Time, Mae C. Jemison, M.D., Christa S. Quarles and Jaime Ramirez resigned from the Board. The resignations of Dr. Jemison, Ms. Quarles and Mr. Ramirez were not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices but were solely for the purpose of creating adequate vacancies on the Board to allow for the appointment of the Kenvue Designees.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Larry J. Merlo was appointed as Director at KIMBERLY CLARK CORP.
- Action
- appointed
- Role
- Director
Exact text from the filing
Pursuant to the Merger Agreement, at the First Effective Time, Richard E. Allison, Jr., Larry J. Merlo, and Kirk L. Perry (collectively, the “Kenvue Designees”), each of whom was a member of the board of directors of Kenvue prior to the First Effective Time, were appointed to the board of directors of K-C (the “Board”).
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.93
Jaime Ramirez resigned as Director at KIMBERLY CLARK CORP.
- Action
- resigned
- Role
- Director
Exact text from the filing
At the First Effective Time, Mae C. Jemison, M.D., Christa S. Quarles and Jaime Ramirez resigned from the Board. The resignations of Dr. Jemison, Ms. Quarles and Mr. Ramirez were not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices but were solely for the purpose of creating adequate vacancies on the Board to allow for the appointment of the Kenvue Designees.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Kirk L. Perry was appointed as Director at KIMBERLY CLARK CORP.
- Action
- appointed
- Role
- Director
Exact text from the filing
Pursuant to the Merger Agreement, at the First Effective Time, Richard E. Allison, Jr., Larry J. Merlo, and Kirk L. Perry (collectively, the “Kenvue Designees”), each of whom was a member of the board of directors of Kenvue prior to the First Effective Time, were appointed to the board of directors of K-C (the “Board”).
View on SEC.gov
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