Welcome to our dedicated page for Kenvue SEC filings (Ticker: KVUE), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
This page provides access to Kenvue Inc. (NYSE: KVUE) SEC filings, giving investors a primary source for the company’s regulatory disclosures. As the world’s largest pure-play consumer health company by revenue, Kenvue uses its SEC reports to detail financial performance, risk factors, governance matters and significant corporate events related to its portfolio of brands such as Aveeno®, BAND-AID® Brand, Johnson’s®, Listerine®, Neutrogena®, Tylenol® and Zyrtec®.
Among the most important documents for KVUE are current reports on Form 8-K. In 2025, Kenvue filed several 8-Ks to furnish quarterly earnings press releases and to describe leadership changes, preliminary financial results and the Board’s comprehensive review of strategic alternatives. A key 8-K filed on November 3, 2025 outlines an Agreement and Plan of Merger with Kimberly-Clark Corporation, under which a Kimberly-Clark subsidiary will merge with and into Kenvue and Kenvue will ultimately become part of a wholly owned Kimberly-Clark subsidiary. That filing explains the merger structure, the cash and stock consideration for each share of Kenvue common stock, conditions to closing, and termination and fee provisions.
Investors can also use Kenvue’s filings to understand how management presents non-GAAP financial measures. The company’s 8-K earnings materials define metrics such as Adjusted gross profit margin, Adjusted operating income and margin, Adjusted net income, Adjusted diluted earnings per share, Adjusted EBITDA margin, Adjusted effective tax rate, Free cash flow and Organic sales, and reconcile them to the most comparable U.S. GAAP measures. These disclosures clarify how Kenvue evaluates operating efficiency, profitability and cash generation over time.
On this page, Stock Titan surfaces Kenvue’s SEC submissions as they are made available on EDGAR and pairs them with AI-powered summaries to explain the key points in plain language. Users can quickly scan new 10-K and 10-Q reports when filed, review 8-Ks for material events such as the Kimberly-Clark merger agreement or leadership transitions, and examine any proxy materials related to shareholder votes. This combination of real-time filings access and AI explanations helps investors follow how regulatory disclosures may affect KVUE shareholders and the future of the Kenvue business within the consumer health sector.
Kenvue Inc. Group President EMEA & LA Lawson Carlton reported the vesting and conversion of restricted stock units into common stock. On February 13, 2026, RSUs covering 4,519 shares and 34,907 shares were exercised, resulting in corresponding acquisitions of Kenvue common stock.
One RSU conversion reflected a price of $18.66 per share, while another showed a price of $0.00, consistent with stock-settled awards. Footnotes state all shares acquired upon vesting were retained and related tax withholdings were paid in cash. Following these transactions, Carlton directly owned 97,521.03 shares of Kenvue common stock.
Kenvue Inc. VP & Chief Accounting Officer Heather Howlett reported equity compensation activity involving restricted stock units (RSUs) and common stock. On February 13, 2026, she exercised or converted RSUs into 12,016 shares of common stock and a separate 1,555 RSUs into common stock, both at a stated price of $0.0000 per share, reflecting non-cash vesting.
To cover tax liabilities upon RSU vesting, 4,131 shares and an additional 518 shares of common stock were disposed of at $18.6600 per share through tax-withholding transactions, rather than open-market sales. After these transactions, Howlett directly owned 30,190.0200 shares of Kenvue common stock.
Kenvue Inc. reported mixed 2025 results alongside a new cost-cutting plan and continued progress toward its sale to Kimberly-Clark. Fourth-quarter net sales grew 3.2%, driven by 1.2% organic growth and 2.1% foreign exchange benefit, with diluted EPS of $0.17 and adjusted diluted EPS of $0.27.
For full-year 2025, net sales declined 2.1% and organic sales fell 2.2% as lower volumes outweighed modest pricing. Diluted EPS rose to $0.76 from $0.54, while adjusted diluted EPS slipped to $1.08 from $1.14. Operating income margin improved to 16.0%, but adjusted operating margin eased to 21.0%.
Cash generation strengthened: operating cash flow reached $2.2 billion versus $1.8 billion, and free cash flow increased to $1.7 billion. Year-end cash and cash equivalents were $1.1 billion and total debt $8.5 billion. The board approved a restructuring expected to cut the global workforce by about 3.5% and generate approximately $250 million of pre-tax restructuring and related charges in fiscal 2026.
Kenvue highlighted segment trends, including growth in Essential Health and softer performance in Self Care and Skin Health and Beauty over the year. The company reiterated that, due to the pending Kimberly-Clark transaction, it is not providing forward-looking guidance or hosting a quarterly call. The Kimberly-Clark acquisition has shareholder approvals and U.S. antitrust waiting-period expiration, with closing anticipated in the second half of 2026, subject to remaining regulatory clearances and customary conditions.
T. Rowe Price Associates, Inc. filed an amended Schedule 13G to report beneficial ownership of 19,752,028 shares of Kenvue Inc. common stock, representing 1.0% of the class as of December 31, 2025.
The firm has sole voting power over 19,227,798 shares and sole dispositive power over 19,751,964 shares, with no shared voting or dispositive power. It certifies the shares are held in the ordinary course of business, not to change or influence control of Kenvue, and expressly denies beneficial ownership beyond its institutional role.
Kenvue Inc. announced that Chief Financial Officer Amit Banati will step down from his role effective May 12, 2026 to become chief executive officer of another company. The company plans to appoint a successor to serve as interim principal financial officer in connection with its pending transaction with Kimberly-Clark Corporation.
Over the next three months, Banati will work closely with Kenvue’s leadership, finance, and accounting teams to support a smooth transition of his responsibilities. The company also highlights forward-looking statement risks related to the leadership transition and refers investors to its recent SEC filings for additional risk factors.
Kenvue Inc. Chief People Officer Luani Alvarado exercised employee stock options that were about to expire and settled related taxes without selling shares in the market. On February 6, 2026, Alvarado exercised 85,534 stock options at an exercise price of $13.76 per share, receiving the same number of Kenvue common shares.
Kenvue then withheld 71,581 shares at a price of $18.13 per share to cover the option exercise price and associated tax obligations, as described in the footnotes. The filing states that no shares were sold by Alvarado to cover these costs and that no market transactions occurred from the automatic option exercise. Following these transactions, Alvarado held 46,602.14 shares of Kenvue common stock directly.
Kenvue Inc. stockholders approved the Agreement and Plan of Merger with Kimberly-Clark Corporation at a virtual special meeting held on January 29, 2026. Holders of 1,500,665,005 shares, about 78.32% of outstanding common stock as of the record date, were present or represented, providing a quorum.
The merger proposal passed with 1,489,923,158 votes for, 7,467,731 against, and 3,274,116 abstentions. Stockholders also approved, on a non-binding basis, the transaction-related compensation for Kenvue’s named executive officers, with 1,465,779,826 votes for and 29,007,140 against. An adjournment proposal was not needed. Kenvue and Kimberly-Clark issued a joint press release describing the preliminary voting results.
Kimberly-Clark used its Q4 and full-year 2025 update to highlight strong execution of its Powering Care strategy and a major portfolio shift toward higher-growth, higher-margin personal care and health and wellness. The company exited low-margin businesses, is forming a 49% International Family Care & Professional joint venture with Suzano, and plans to acquire Kenvue, creating a combined $32 billion pure-play global health and wellness leader.
In 2025, organic growth became volume-and-mix led, with innovations launched in the past three years driving 78% of volume/mix growth and enterprise share up about 10 basis points. Gross productivity reached 6.2% of adjusted COGS for the year and 7.2% in Q4, supporting adjusted gross margin expansion to 37.3% and adjusted operating margin of 16.6%. Adjusted free cash flow was $1.9 billion, leverage remained below 2.0x net debt to EBITDA, and the cash conversion cycle improved to roughly -10 days.
For 2026, management targets organic sales growth in line with or ahead of market, mid‑to‑high single-digit constant-currency adjusted operating profit growth and double‑digit adjusted EPS growth from continuing operations, while total adjusted EPS is expected roughly flat as discontinued operations step down. The company still expects about $2 billion of adjusted free cash flow alongside increased capex of roughly $1.3 billion to modernize its supply chain and support future productivity.
Kimberly-Clark Corporation filed an updated communication about its planned two-step merger with Kenvue Inc., which would make Kenvue a wholly owned subsidiary through a pair of merger entities. The filing notes several stockholder lawsuits and demand letters from purported Kenvue and Kimberly-Clark stockholders that challenge the adequacy of disclosure in the joint proxy statement/prospectus, seeking to delay the stockholder votes or the mergers unless additional information is provided.
To reduce the risk of delay and minimize litigation expense, Kimberly-Clark is voluntarily supplementing the joint proxy statement/prospectus. The new disclosures add detail on Kenvue’s strategic review committee and non‑disclosure agreements, legal counsel conflicts review, fee and financing information for J.P. Morgan, and expanded valuation analyses from Centerview and Goldman Sachs, including enterprise values, EBITDA multiples, discounted cash flow work and non‑GAAP projections for Kimberly‑Clark, Kenvue and the combined company through 2030. The Kimberly‑Clark board continues to unanimously recommend that its stockholders vote “FOR” the share issuance and adjournment proposals related to the mergers.
Kenvue Inc. filed a Form 8-K and Form 425 supplementing its joint proxy statement/prospectus for the proposed merger with Kimberly-Clark. The filing describes multiple stockholder lawsuits and demand letters alleging disclosure deficiencies and seeking to delay the merger unless additional information is provided. To reduce litigation risk and avoid delaying the transaction, Kenvue adds detail on its board’s strategic review process, the special committee, and the non-disclosure agreement with Kimberly-Clark.
The supplement also expands disclosure on advisory relationships and fees paid to J.P. Morgan, Centerview and Goldman Sachs, and provides more specifics on comparable-company analyses, discounted cash flow valuations and long-term projections for Kenvue, Kimberly-Clark and the pro forma combined company. The Kenvue board continues to unanimously recommend that stockholders vote in favor of the merger-related proposals at the January 29, 2026 special meeting.