Director Sarah Hofstetter filed a Form 4 with the SEC on November 4, 2026, disclosing the conversion of 24,828.06 deferred share units in connection with Kimberly-Clark Corporation's acquisition of Kenvue Inc. (NYSE:KVUE) on November 2, 2026.

Key Highlights

  • Transaction date: November 2, 2026, the date Kimberly-Clark Corporation completed its acquisition of Kenvue Inc.
  • DSUs disposed: 24,828.06 deferred share units held by Director Sarah Hofstetter were reported as disposed of (transaction code D).
  • Merger consideration: Each share of Kenvue common stock was exchanged for 0.14625 shares of Kimberly-Clark common stock plus $3.50 in cash, according to the filing.
  • DSU conversion: Each DSU was assumed and converted into a Kimberly-Clark stock unit award covering a number of K-C shares calculated using the equity award exchange ratio defined in the Merger Agreement.
  • Post-transaction DSU balance: Hofstetter's directly owned deferred share units following the reported transaction totaled 0, per the filing.
  • Merger agreement date: The Agreement and Plan of Merger was dated November 2, 2025, among Kenvue, Kimberly-Clark, Vesta Sub I, Inc., and Vesta Sub II, LLC.

Hofstetter DSU Conversion Under the Kenvue-Kimberly-Clark Merger Agreement

According to the Form 4 filing, on November 2, 2026, Kimberly-Clark Corporation completed its acquisition of Kenvue Inc. pursuant to the Agreement and Plan of Merger dated November 2, 2025. The merger parties named in the filing are Kenvue, Kimberly-Clark, Vesta Sub I, Inc. (a direct wholly owned subsidiary of Kimberly-Clark), and Vesta Sub II, LLC (also a direct wholly owned subsidiary of Kimberly-Clark).

The filing discloses that Director Sarah Hofstetter held 24,828.06 deferred share units (DSUs) immediately prior to the transaction. Each DSU represented the right to receive one share of Kenvue common stock. Under the terms of the Merger Agreement, those DSUs were reported as disposed of and simultaneously assumed and converted into a Kimberly-Clark stock unit award. The number of K-C shares underlying the converted award was calculated as the product of the number of Kenvue shares subject to the DSU immediately before the effective time and the equity award exchange ratio determined under a formula in the Merger Agreement, the filing states. Following the transaction, Hofstetter's directly owned DSU balance is reported as 0.

For common stockholders, the filing states that each share of Kenvue common stock was exchanged for 0.14625 shares of Kimberly-Clark common stock, par value $1.25 per share, plus $3.50 in cash. The Form 4 was signed by Pinto Adhola as attorney in fact on November 4, 2026, and was filed on that same date.

What Was Disclosed

The filing reports Director Sarah Hofstetter's disposition of 24,828.06 Kenvue DSUs, converted into a Kimberly-Clark stock unit award under the November 2, 2026 merger, with Hofstetter's post-transaction directly held DSU balance reduced to zero.