Kenvue Inc. filings document the public-company disclosures of a pure-play consumer health issuer with brands including Tylenol, Listerine, Johnson’s, Aveeno, Neutrogena and BAND-AID Brand. Its SEC record includes material-event reports, proxy and governance disclosures, shareholder voting matters, capital-structure information, operating and financial results, and consumer-health regulatory topics.
The company’s filings also cover executive officer appointments and compensatory arrangements, material definitive agreements, risk-factor disclosures and common-stock matters. Proxy materials and Form 8-K reports provide formal records of board governance, security-holder votes and other events affecting Kenvue’s corporate structure and reporting obligations.
Kenvue Inc. director Richard E. Allison Jr. exchanged 25,598 common shares in Kenvue's merger with Kimberly-Clark on November 2, 2026, receiving 0.14625 shares of Kimberly-Clark common stock and $3.50 cash per share; his reported direct common-stock balance afterward was zero. On the same date, 53,709.41 deferred share units were assumed and converted into Kimberly-Clark stock unit awards under the merger terms. He acquired 1,453 deferred share units on October 29, 2026, representing deferred cash compensation and including dividend equivalents.
Kenvue Inc.'s common stock is the subject of a Form 25 notice concerning removal from listing and/or registration on the New York Stock Exchange. The notice contains language addressing the exchange's process for striking a class of securities and the issuer's requirements for voluntary withdrawal.
Kenvue Inc. completed its merger transaction with Kimberly-Clark Corporation (K-C) on November 2, 2026, and Kenvue LLC became a direct wholly owned subsidiary of K-C after two mergers. Each Kenvue common share outstanding immediately before the First Effective Time, other than shares owned by Kenvue, K-C or their wholly owned subsidiaries or held in Kenvue treasury, was converted into the right to receive 0.14625 K-C common shares and $3.50 in cash, without interest. Cash for fractional shares is based on the average volume-weighted average price per share of K-C common stock over the five consecutive trading days ending on the first trading day before closing.
Kenvue LLC assumed the obligations under the indenture and the outstanding senior notes. Kenvue paid all fees, expenses and other obligations under its $4.0 billion revolving credit agreement, terminated its commitments and had no borrowings outstanding at closing. Outstanding equity awards converted into K-C awards; performance stock units became time-vesting restricted stock units.
Kenvue requested NYSE trading suspension and a Form 25 delisting; delisting will take effect 10 days after Form 25 is filed. Following its effectiveness, Kenvue LLC intends to file Form 15. Kenvue Brands LLC agreed to make an additional payment to General Counsel Matthew Orlando if he incurs a merger-related Section 280G excise tax; the payment is capped at $8 million and expected to be substantially less.
Kenvue Inc. reported net sales of $3.886 billion for the three months ended September 27, 2026, compared with $3.764 billion for the three months ended September 28, 2025. Net income was $430 million versus $398 million, and diluted earnings per share were $0.22 versus $0.21.
For the nine months ended September 27, 2026, net sales were $11.750 billion and net income was $1.36 billion, compared with $11.344 billion and $1.14 billion, respectively, for the prior-year period. Operating cash flow was $1.877 billion, versus $1.343 billion. Total debt was $8.206 billion as of September 27, 2026, compared with $8.524 billion as of December 28, 2025.
Under the pending transaction with Kimberly-Clark Corporation, Kenvue shareholders would receive 0.14625 shares of Kimberly-Clark common stock plus $3.50 in cash per Kenvue share, subject to the merger agreement’s conditions. Shareholders approved the agreement and the antitrust waiting period expired; completion remains subject to satisfaction or waiver of other customary closing conditions. Current Kenvue shareholders are expected to own approximately 46% of the combined company on a fully diluted basis, and current Kimberly-Clark shareholders approximately 54%.
Kenvue Inc. reported fiscal third-quarter 2026 net sales of $3.886 billion, up 3.2% from a year earlier, including 2.9% organic sales growth. Diluted EPS was $0.22 versus $0.21, and adjusted diluted EPS was $0.29 versus $0.28. Gross profit margin was 59.5%, compared with 59.1%, while operating income margin was 18.2%, versus 16.7%. Self Care net sales grew 5.9%, Essential Health grew 2.5%, and Skin Health and Beauty grew 0.1%; that segment's organic sales declined 0.5%.
For the first nine months of fiscal 2026, operating cash flow was $1.9 billion versus $1.3 billion, and free cash flow was $1.6 billion versus $1.0 billion. Cash and cash equivalents were $1.0 billion and total debt was $8.2 billion as of September 27, 2026. Kenvue expects approximately $250 million in pre-tax restructuring expenses and other charges in fiscal 2026 under its 2026 Restructuring Initiative. Due to its pending transaction with Kimberly-Clark, Kenvue will not provide forward-looking guidance or host a quarterly conference call.
Kenvue Inc. entered into a third supplemental indenture on October 9, 2026, amending the indenture for its seven series of senior notes. The covered notes are the 5.050% notes due 2028, 5.000% notes due 2030, 4.850% notes due 2032, 4.900% notes due 2033, 5.100% notes due 2043, 5.050% notes due 2053 and 5.200% notes due 2063. The amendments are connected to Kimberly-Clark Corporation’s exchange offers for any and all of those notes, in exchange for cash and up to $7,000,000,000 aggregate principal amount of new Kimberly-Clark notes.
The amendments eliminate substantially all restrictive covenants, certain events that may lead to an Event of Default except those based on failure to pay principal, premium or interest, the SEC reporting covenant, and certain restrictions on consolidations, mergers and transfers or leases of assets. The supplemental indenture became effective upon execution, but amendments for each series become operative only upon settlement of the related exchange offer and consent solicitation. Settlement is expected promptly after expiration; expiration is expected on or about the closing date of Kimberly-Clark’s acquisition of Kenvue.
Kenvue Inc. Group President EMEA & LA Carlton Lawson acquired 36,597 shares of common stock on October 2, 2026, as distribution shares after performance criteria for performance share units granted on October 2, 2023, were satisfied. The reported transaction price was $17.20 per share. Lawson directly held 148,012 shares following the transaction.
Kenvue Inc. (KVUE) General Counsel Matthew Orlando received a distribution of 35,754 common shares on October 2, 2026, after performance share units granted October 2, 2023 met their performance criteria. The units vested at 100% of the target award and included dividend equivalents accrued during the three-year performance period. On the same date, 14,749 shares were withheld for payment of taxes; both entries report $17.20 per share.
Kenvue Inc. (KVUE) Chief Operations Officer Meredith Stevens received a distribution of 35,754 common shares on October 2, 2026, after the performance criteria were met for Performance Share Units granted October 2, 2023. The units vested at 100% of the target award and included dividend equivalents accrued during the three-year performance period. On the same date, 15,192 shares were withheld for payment of taxes.
Kenvue Inc. Chief Scientific Officer Caroline Tillett received a distribution of 24,732 common shares on October 2, 2026, after performance criteria were met for Performance Share Units granted October 2, 2023. The units vested at 100% of the target award and included dividend equivalents accrued during the three-year performance period. On October 2, 2026, 8,471 shares were withheld for payment of taxes.