Kenvue (KVUE) Chief Scientific Officer reports RSU vesting and share withholding

Rhea-AI Filing Summary

Kenvue Inc. insider updates holdings after equity award vesting. The company’s Chief Scientific Officer reported the vesting and settlement of 1,538.75 Restricted Stock Units into an equal number of Kenvue common shares on 12/01/2025 at an exercise price of $0, reflecting equity compensation rather than an open‑market purchase.

To cover taxes due at vesting, 788 common shares were withheld and disposed of at a price of $17.22 per share. Following these transactions, the officer directly holds 44,879.51 shares of Kenvue common stock and 1,538.86 RSUs, which include units acquired through dividend reinvestment and are scheduled to vest in installments subject to continued service through the vesting dates.

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^*

Tillett Caroline

(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 Scientific Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/01/2025

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	12/01/2025		M		1,538.75	A	$0(1)	45,667.51	D
Common Stock	12/01/2025		F		788(2)	D	$17.22	44,879.51	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
Restricted Stock Units	(1)	12/01/2025		M			1,538.75	(3)	(3)	Common Stock	1,538.75	$0	1,538.86(4)	D

Explanation of Responses:

1. These units correspond 1 for 1 with the Company's common stock.

2. Shares withheld for payment of taxes upon vesting of Restricted Share Units (RSUs).

3. This award vests in three equal installments on 12/01/2024, 12/01/2025, and 12/01/2026, subject to the reporting person's continued service through the vesting date.

4. Includes RSUs acquired in dividend reinvestment transactions.

Remarks:

	/s/ Alla Berenshteyn, as attorney-in-fact	12/03/2025
	** 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).
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FAQ

What insider transaction did Kenvue (KVUE) report in this Form 4?

The Chief Scientific Officer of Kenvue Inc. (KVUE) reported the vesting of 1,538.75 Restricted Stock Units into an equal number of common shares on 12/01/2025, along with related tax share withholding.

How many Kenvue shares were withheld for taxes in this KVUE Form 4 filing?

The filing shows that 788 Kenvue common shares were withheld and disposed of at $17.22 per share to satisfy tax obligations upon the vesting of Restricted Stock Units.

How many Kenvue shares does the reporting person own after the 12/01/2025 transaction?

After the reported transactions, the Chief Scientific Officer directly owns 44,879.51 shares of Kenvue Inc. common stock.

What derivative securities are disclosed for Kenvue (KVUE) in this Form 4?

The filing discloses Restricted Stock Units (RSUs) that convert on a 1-for-1 basis into Kenvue common stock, with 1,538.86 RSUs reported as beneficially owned after the transaction.

What is the vesting schedule for the Kenvue RSU award in this Form 4?

The RSU award is scheduled to vest in three equal installments on 12/01/2024, 12/01/2025, and 12/01/2026, subject to the reporting person’s continued service through each vesting date.

Does the Kenvue (KVUE) Form 4 involve open-market purchases by the insider?

No. The transactions involve RSU vesting and share withholding for taxes. The common shares were acquired at an exercise price of $0 from equity awards, rather than purchased in the open market.