KVUE Form 4: Anindya Dasgupta receives RSUs and options with $21.44 strike

Rhea-AI Filing Summary

Kenvue Inc. insider Anindya Dasgupta, Group President APAC, received equity awards on 07/31/2025. The Form 4 reports 14,925 restricted stock units (RSUs) and 124,352 stock options granted the same day. The RSUs convert 1-for-1 into common stock and both awards are held directly. The equity awards vest in three equal annual installments on 07/31/2026, 07/31/2027 and 07/31/2028, subject to continued service. The stock options have an exercise price of $21.44. Following the grants, the reporting person beneficially owns 14,925 shares from RSUs and 124,352 underlying shares from options.

Positive

• Significant equity alignment: Grants of 14,925 RSUs and 124,352 options tie the reporting person's compensation to Kenvue common stock performance.
• Retention-focused vesting: Awards vest in three equal installments on 07/31/2026, 07/31/2027, and 07/31/2028, encouraging multi‑year service continuity.

Negative

• Potential dilution: Exercise of 124,352 options could increase the total share count if exercised.
• Performance dependency: Option value depends on future stock price exceeding the $21.44 exercise price, so awards may have no value if share price remains below that level.

Insights

Corporate Compensation Analyst

TL;DR: Executive received time‑based RSUs and options tying compensation to stock performance and continued service.

The awards—14,925 RSUs and 124,352 options—are standard time‑based incentives that align the executive's interests with long‑term shareholder value. Vesting in three equal installments over three years emphasizes retention. The option exercise price of $21.44 establishes the performance hurdle for intrinsic value creation. Held directly, these grants increase the executive's economic exposure to Kenvue's share price movements but will only translate to stock upon vesting and, for options, exercise.

Equity Compensation Risk Analyst

TL;DR: Grants create potential future dilution and dependency on continued service for vesting.

The structure—large option quantity and multi‑year vesting—creates potential dilution when options are exercised, and retention risk if service conditions are not met. The three‑year vesting schedule reduces short‑term turnover risk but means realization of value is contingent on continued employment and future stock price performance relative to the $21.44 strike. For investors, these grants are routine but notable for their size relative to individual executive compensation norms.

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^*

Dasgupta Anindya

(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)
	Group President APAC

3. Date of Earliest Transaction (Month/Day/Year)
07/31/2025

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

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)	07/31/2025		A		14,925		(2)	(2)	Common Stock	14,925	$0	14,925	D
Stock Options	$21.44	07/31/2025		A		124,352		(2)	07/31/2025	Common Stock	124,352	$0	124,352	D

Explanation of Responses:

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

2. This award vests in three equal installments on 07/31/2026, 07/31/2027, and 07/31/2028, subject to the reporting person's continued service through such vesting date.

Remarks:

	/s/ Alla Berenshteyn, as attorney-in-fact	08/27/2025
	** 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

What equity grants did Anindya Dasgupta report on Form 4 for KVUE?

The Form 4 reports 14,925 restricted stock units (RSUs) and 124,352 stock options granted on 07/31/2025.

When do the RSUs and options vest for KVUE insider Anindya Dasgupta?

Both awards vest in three equal installments on 07/31/2026, 07/31/2027, and 07/31/2028, subject to continued service.

What is the exercise price of the stock options granted to Anindya Dasgupta?

The stock options have an exercise price of $21.44.

How many shares will the RSUs and options represent if converted or exercised?

The RSUs correspond 1‑for‑1 to common stock (14,925 shares). The options underlie 124,352 common shares if exercised.

Are these holdings held directly or indirectly according to the filing?

The Form 4 reports these awards as direct holdings by the reporting person.