Director Jeffrey C. Smith filed a Form 4 with the SEC on November 2, 2026, reporting the disposition of all Kenvue Inc. common stock and Deferred Share Units held indirectly through Starboard Value LP following Kenvue's acquisition by Kimberly-Clark Corporation.

Key Highlights

  • Full exit of common stock: 27,307,632 shares of Kenvue common stock held indirectly by Starboard Value LP were disposed of on November 2, 2026, leaving a balance of 0 shares.
  • Merger completed: Kimberly-Clark Corporation acquired Kenvue on November 2, 2026, pursuant to an Agreement and Plan of Merger dated November 2, 2025.
  • Merger consideration: Each share of Kenvue common stock was exchanged for 0.14625 shares of Kimberly-Clark common stock plus $3.50 in cash.
  • DSU acquisition: 1,453 Deferred Share Units were acquired on October 29, 2026, as a deferral of cash compensation under Kenvue's Amended and Restated Deferred Fee Plan for Directors.
  • DSU conversion: 30,404.881 DSUs (including dividend equivalents) were disposed of on November 2, 2026, and converted into Kimberly-Clark stock unit awards under the Merger Agreement's equity award exchange ratio.
  • Reporting person's role: Jeffrey C. Smith is identified as a Director of Kenvue and a Managing Member of Starboard Value LP, which served as investment manager of the accounts holding the reported shares.

Kenvue Director Smith Reports Full Position Disposition at Merger Close

According to the filing, Jeffrey C. Smith, a Director of Kenvue Inc. (NYSE:KVUE) and a Managing Member of Starboard Value LP, reported the disposition of all securities he was deemed to beneficially own in connection with the closing of Kenvue's merger with Kimberly-Clark Corporation. The transaction code for the common stock and DSU dispositions is listed as "D" in the filing, reflecting the completion of the merger on November 2, 2026.

The filing discloses that Starboard Value LP held 27,307,632 shares of Kenvue common stock in managed accounts and private investment funds. In accordance with the Merger Agreement, each share was exchanged for 0.14625 shares of Kimberly-Clark common stock (par value $1.25 per share) plus $3.50 in cash. Following that exchange, the indirect beneficial ownership reported by Smith fell to zero.

Separately, Smith acquired 1,453 Deferred Share Units on October 29, 2026, representing deferred cash compensation under Kenvue's Amended and Restated Deferred Fee Plan for Directors. At the time of merger close, Smith held 30,404.881 DSUs in total, including units credited as dividend equivalents. The filing states that each DSU was assumed and converted into a Kimberly-Clark stock unit award covering a number of shares determined by the equity award exchange ratio set out in the Merger Agreement, subject to the same terms and conditions that applied prior to the effective time. After conversion, the DSU balance reported is zero. The filing was signed by Lorelei Martin as Attorney-in-Fact for Jeffrey C. Smith.

What Was Disclosed

Jeffrey C. Smith reported the full disposition of 27,307,632 shares of Kenvue common stock and the conversion of 30,404.881 Deferred Share Units upon Kenvue's acquisition by Kimberly-Clark on November 2, 2026, under a merger that exchanged each Kenvue share for 0.14625 K-C shares plus $3.50 cash.