Kenvue: Carlos De Jesus’s 483,870 options converted
Kenvue common shares were exchanged for 0.14625 Kimberly-Clark shares plus $3.50 cash under the merger agreement.
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Form Type
4
Rhea-AI Filing Summary
Kenvue Inc. Group President, North America Carlos De Jesus reported dispositions on November 2, 2026, of 483,870 stock options and 184,749 restricted stock units. The option row lists a $17.21 exercise price. Under the merger agreement with Kimberly-Clark Corporation, the options were assumed and converted into Kimberly-Clark options, with their share count and exercise price adjusted under the Equity Award Exchange Ratio; unvested RSUs were assumed and converted into Kimberly-Clark awards.
Insider Trade Summary
Disposition: 668,619 shares
Disposition
2 txns
Insider
De Jesus Carlos
Role
Group President, North America
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Stock Options F1, F2 | 483,870 | -- | -- |
| Disposition | Restricted Stock Units F3, F1, F4 | 184,749 | -- | -- |
Holdings After Transaction:
Stock Options — 0 contracts (Direct);
Restricted Stock Units — 0 contracts (Direct)
Holdings Before and After:
Stock Options, 483,870 to 0 contracts (Direct);
Restricted Stock Units, 184,749 to 0 contracts (Direct)
Footnotes (4)
- F1. On November 2, 2026, Kimberly-Clark Corporation, a Delaware corporation ("K-C"), acquired the Company pursuant to that certain Agreement and Plan of Merger dated November 2, 2025, by and among the Company, K-C, Vesta Sub I, Inc., a Delaware corporation and a direct wholly owned subsidiary of K-C, and Vesta Sub II, LLC, a Delaware limited liability company and a direct wholly owned subsidiary of K-C (the "Merger Agreement"). In accordance with the terms of the Merger Agreement, each share of the Company's common stock ("Company Common Stock") was exchanged for 0.14625 shares of K-C common stock ("K-C Common Stock"), par value $1.25 per share (the "Stock Consideration"), plus (b) $3.50 in cash (the "Cash Consideration" and, together with the Stock Consideration, the "Merger Consideration").
- F2. Pursuant to the Merger Agreement, each outstanding option to purchase the Company's Common Stock (a "Company Option"), whether vested or unvested, was assumed and converted into an option to acquire a number of shares of K-C Common Stock equal to the number of shares of Company Common Stock under such Company Option, subject to same terms and conditions that applied prior to the Effective Time, except that the exercise price and the number of shares of K-C Common Stock issuable upon exercise of such Company Option were adjusted based on the equity award exchange ratio determined under a formula in the Merger Agreement (the "Equity Award Exchange Ratio").
- F3. Each restricted stock unit ("RSU") corresponds 1 for 1 with the Company's Common Stock.
- F4. Pursuant to the Merger Agreement, each unvested RSU was assumed and converted into an equivalent K-C award covering a number of shares of K-C Common Stock equal to the product of (a) the number of shares of Company Common Stock subject to such Company RSU immediately prior to the Effective Time (including any additional Company RSUs credited as Company DERs with respect to such Issuer RSU Award immediately prior to the Effective Time) and (b) the Equity Award Exchange Ratio, subject to the same terms and conditions that applied prior to the Effective Time.
Key Figures
Stock options disposed: 483,870 options
Restricted stock units disposed: 184,749 restricted stock units
Reported exercise price: $17.21 per share
+2 more
5 metrics
Stock options disposed
483,870 options
Reported for November 2, 2026
Restricted stock units disposed
184,749 restricted stock units
Reported for November 2, 2026
Reported exercise price
$17.21 per share
Stock-option transaction reported for November 2, 2026
Stock consideration
0.14625 shares of Kimberly-Clark common stock per Kenvue common share
Merger consideration
Cash consideration
$3.50 per Kenvue common share
Merger consideration
Key Terms
Equity Award Exchange Ratio, Merger Consideration, Company Option, restricted stock unit
4 terms
Equity Award Exchange Ratio financial
"adjusted based on the Equity Award Exchange Ratio determined under a formula"
Merger Consideration financial
"the Stock Consideration and the Cash Consideration"
Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.
Company Option financial
"each outstanding option to purchase the Company's Common Stock"
restricted stock unit financial
"Each restricted stock unit corresponds 1 for 1 with the Company's Common Stock"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What happened to KVUE Group President Carlos De Jesus's options and RSUs?
On November 2, 2026, Carlos De Jesus, Kenvue's Group President, North America, reported dispositions of 483,870 stock options and 184,749 restricted stock units. The merger terms converted the options into Kimberly-Clark options and unvested RSUs into Kimberly-Clark awards. No Rule 10b5-1 plan is reported for these transactions.
AI-generated analysis. How Rhea-AI works. Not financial advice.
