Kenvue (KVUE) CEO updates insider filing on RSU tax withholding

Rhea-AI Filing Summary

Kenvue Inc. reported an amended insider transaction for its Chief Executive Officer on a Form 4/A. On 12/15/2025, 56,007 shares of Kenvue common stock were withheld to cover taxes due when Restricted Stock Units vested. The filing explains that this amendment is being made because the number of shares previously reported as withheld for taxes was over-withheld due to an administrative error, and the share amount has now been adjusted.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Perry Kirk

(Last) (First) (Middle)

1 KENVUE WAY

(Street)

SUMMIT NJ 07901

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Kenvue Inc. [ KVUE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/15/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
12/17/2025

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/15/2025		F		56,007(1)	D	$17.21	62,554.65	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares withheld for payment of taxes upon vesting of Restricted Stock Units. This Form 4/A is being filed to report the adjusted number of shares withheld, which amount was previously over-withheld due to an administrative error.

	/s/ Alla Berenshteyn, as attorney-in-fact	12/23/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Kenvue (KVUE) disclose in this Form 4/A?

The filing reports that Kenvue’s Chief Executive Officer had 56,007 shares of common stock withheld on 12/15/2025 to pay taxes upon the vesting of Restricted Stock Units.

Why was this Kenvue (KVUE) Form 4 amended?

The Form 4 was amended because the previously reported number of shares withheld for taxes was over-withheld due to an administrative error, and the amended filing reflects the adjusted share amount.

Who is the reporting person in this Kenvue (KVUE) Form 4/A?

The reporting person is an officer of Kenvue Inc., serving as the company’s Chief Executive Officer, as indicated in the relationship section.

What type of Kenvue (KVUE) shares are involved in this transaction?

The transaction involves common stock of Kenvue Inc., withheld to satisfy tax obligations arising from the vesting of Restricted Stock Units.

Was the Kenvue (KVUE) CEO buying or selling shares in the market?

No open-market trade is described. The filing states that shares were withheld for payment of taxes when Restricted Stock Units vested, which is an administrative share withholding rather than a market purchase or sale.

What does the transaction code in the Kenvue (KVUE) Form 4/A indicate?

The transaction is coded as “F”, which the form uses for shares withheld to pay tax liability upon the vesting of equity awards such as Restricted Stock Units.