{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-26-120990","form_type":"8-K","ticker":"KMB","cik":"0000055785","company_name":"KIMBERLY CLARK CORP","filed_at":"2026-11-02T14:10:51+00:00","discovered_at":"2026-11-02T14:12:00.211722+00:00","generated_at":"2026-11-02T14:12:17.947773+00:00","sec_items":["2.01","2.05","5.02","5.03","7.01","9.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.9,"calibrated_materiality_score":0.9,"confidence":"high","headline":"Kimberly-Clark closes Kenvue acquisition, issues ~281M shares at 0.14625 ratio plus $3.50 cash per share","bullets":["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."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-120990","json":"https://secwatch.observer/filing/0001104659-26-120990.json","markdown":"https://secwatch.observer/filing/0001104659-26-120990.md","text":"https://secwatch.observer/filing/0001104659-26-120990.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/55785/000110465926120990/0001104659-26-120990-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/55785/000110465926120990/tm2628636d1_8k.htm"},"model":{"generated_by":"deepseek-v4.1-flash:cloud@v2","generated_at":"2026-11-02T14:12:17.947773+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"01ec9b48cf","claim":"Richard E. Allison, Jr. was appointed as Director at KIMBERLY CLARK CORP.","evidence_excerpt":"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”).","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/55785/000110465926120990/0001104659-26-120990-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"24d220ec01","claim":"Mae C. Jemison resigned as Director at KIMBERLY CLARK CORP.","evidence_excerpt":"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.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/55785/000110465926120990/0001104659-26-120990-index.htm","confidence":0.93,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"5f119f9e12","claim":"Christa S. Quarles resigned as Director at KIMBERLY CLARK CORP.","evidence_excerpt":"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.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/55785/000110465926120990/0001104659-26-120990-index.htm","confidence":0.93,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"6a8e6ee3c9","claim":"Larry J. Merlo was appointed as Director at KIMBERLY CLARK CORP.","evidence_excerpt":"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”).","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/55785/000110465926120990/0001104659-26-120990-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"968705487e","claim":"Jaime Ramirez resigned as Director at KIMBERLY CLARK CORP.","evidence_excerpt":"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.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/55785/000110465926120990/0001104659-26-120990-index.htm","confidence":0.93,"family_label":"Executive change","details":[{"label":"Action","value":"resigned"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"d8d514d33d","claim":"Kirk L. Perry was appointed as Director at KIMBERLY CLARK CORP.","evidence_excerpt":"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”).","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/55785/000110465926120990/0001104659-26-120990-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}