[Form 4] Kenvue Inc. Insider Trading Activity

Rhea-AI Filing Summary

BlackRock Portfolio Management LLC filed Amendment No. 3 to Schedule 13G disclosing its beneficial ownership in iShares iBonds 2032 Term High Yield & Income ETF (CUSIP 46438G364). As of 30 June 2025, the firm reports:

• Shares held: 280,000
• Percent of outstanding class: 80.0%
• Sole voting power: 280,000
• Sole dispositive power: 280,000

The filing states the position is held in the ordinary course of business and not for the purpose of influencing control of the issuer. The large stake is attributed to specific “Reporting Business Units” of BlackRock, Inc. and excludes other disaggregated units. A related person—BlackRock Financial Management, Inc. – MTM – Consol—also owns more than 5 % of the ETF’s outstanding shares.

Because BlackRock is both the ETF sponsor and an affiliated investment adviser, its 80 % ownership indicates tight alignment of interests but also a highly concentrated float. Investors should consider potential liquidity constraints until additional shares are issued and dispersed.

Positive

• Strong sponsor alignment: BlackRock’s 80 % stake demonstrates commitment to supporting the ETF’s launch and liquidity.
• Sole voting & dispositive control: Clear ownership structure reduces uncertainty about who exercises voting rights.

Negative

• Limited free-float: An 80 % insider position leaves a small public float, potentially widening bid-ask spreads and elevating liquidity risk.
• Governance concentration: Outside investors have minimal influence until ownership diversifies.

Insights

Securities Analyst

TL;DR: BlackRock controls 80 % of the ETF; strong sponsor backing but free-float is minimal.

From an equity-market standpoint, the disclosure is unsurprising—BlackRock commonly seeds new iShares ETFs to provide initial liquidity. Nonetheless, 80 % control signals that secondary-market trading may remain thin until assets grow. Sponsor alignment is positive, yet market makers may widen spreads, affecting entry and exit costs for outside investors.

Corporate Governance Expert

TL;DR: Ownership concentration raises governance and liquidity questions but no control intent is claimed.

BlackRock’s certification expressly disclaims any intent to influence control, consistent with routine seed capital practices. Still, with such dominance, independent shareholder voice is effectively absent, making board accountability largely internal. This is standard for ETF structures, but until ownership diversifies, governance checks rely on BlackRock’s internal policies rather than market oversight.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Smith Jeffrey C

(Last) (First) (Middle)

201 E LAS OLAS BOULEVARD, SUITE 1000

(Street)

FORT LAUDERDALE FL 33301

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2025

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

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, $0.01 par value								20,929,938	I	By Starboard Value LP(1)

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
Deferred Share Units(2)	(3)	06/30/2025		A		1,061		(3)	(3)	Common Stock	1,061	(2)	10,734.383(4)	D

Explanation of Responses:

1. Starboard Value LP ("Starboard") serves as the investment manager or manager of certain managed accounts and private investment funds (collectively, the "Starboard Accounts"), which hold the securities reported herein and as such may be deemed to beneficially own such securities. The Reporting Person, as a Managing Member of Starboard, may be deemed to beneficially own the securities directly held by the Starboard Accounts for purposes of Section 16 of the Securities Exchange Act of 1934, as amended. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

2. Each Deferred Share Unit ("DSU") represents the right to receive one share of Issuer common stock.

3. The DSUs represent deferral of cash compensation under the Issuer's Amended and Restated Deferred Fee Plan for Directors and will be settled in shares of common stock following the Reporting Person's separation from service.

4. Includes DSUs acquired as dividend equivalents.

	/s/ Lindsey Cara, Attorney-in-Fact for Jeffrey C. Smith	07/02/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many shares of USBF does BlackRock Portfolio Management LLC own?

BlackRock reports owning 280,000 shares of iShares iBonds 2032 Term High Yield & Income ETF.

What percentage of USBF’s outstanding shares does this represent?

The filing states the stake equals 80.0 % of the ETF’s total outstanding common stock.

Does BlackRock share voting power with any other entity?

No. The firm reports sole voting and dispositive power over all 280,000 shares.

Is the position intended to influence control of the ETF?

According to Item 10 certifications, the securities were acquired in the ordinary course and not to change or influence control.

Who signed the Schedule 13G filing for BlackRock?

The filing was signed by Spencer Fleming, Managing Director, on 02 July 2025.