Director Larry J. Merlo filed a Form 4 with the SEC on November 4, 2026, disclosing the disposition and conversion of 58,793.61 Kenvue deferred share units following the acquisition of Kenvue Inc. by Kimberly-Clark Corporation on November 2, 2026.

Key Highlights

  • Transaction date: November 2, 2026, the date Kimberly-Clark Corporation completed its acquisition of Kenvue Inc. pursuant to a merger agreement dated November 2, 2025.
  • Reporting person: Larry J. Merlo, identified in the filing as a director of Kenvue Inc. (NASDAQ:KVUE).
  • DSUs disposed: 58,793.61 deferred share units, each representing the right to receive one share of Kenvue common stock, were disposed of (transaction code D).
  • Conversion terms: Each DSU was assumed and converted into a Kimberly-Clark stock unit award covering shares of K-C common stock, calculated using an equity award exchange ratio set by the merger agreement.
  • Merger consideration: Each share of Kenvue common stock was exchanged for 0.14625 shares of K-C common stock (par value $1.25 per share) plus $3.50 in cash, according to the filing.
  • Remaining DSUs: Following the transaction, the number of Kenvue DSUs beneficially owned by Merlo is reported as 0.

Kenvue Director's Deferred Share Units Converted Upon Kimberly-Clark Acquisition

According to the Form 4 filed on November 4, 2026, Kimberly-Clark Corporation completed its acquisition of Kenvue Inc. on November 2, 2026, under the terms of an Agreement and Plan of Merger dated November 2, 2025. The filing identifies the merger parties as Kenvue Inc., Kimberly-Clark Corporation, Vesta Sub I, Inc. (a direct wholly owned subsidiary of K-C), and Vesta Sub II, LLC (also a direct wholly owned subsidiary of K-C).

The filing discloses that director Larry J. Merlo held 58,793.61 deferred share units in Kenvue at the time of the merger. Each DSU represented the right to receive one share of Kenvue common stock. Pursuant to the merger agreement, those DSUs were disposed of under transaction code D and converted into Kimberly-Clark stock unit awards. The filing states that the number of K-C shares covered by each converted award was determined by multiplying the number of Kenvue shares subject to the DSU immediately prior to the effective time, including any additional DSUs credited as dividend equivalent rights, by an equity award exchange ratio derived from a formula in the merger agreement. The converted awards are described as subject to the same terms and conditions that applied before the effective time.

As for the broader merger consideration, the filing states that each share of Kenvue common stock was exchanged for 0.14625 shares of K-C common stock plus $3.50 in cash. Following the reported transaction, Merlo's beneficial ownership of Kenvue DSUs stands at zero, as reported in Table II of the filing. The Form 4 was signed by Pinto Adhola as attorney in fact on November 4, 2026.

What Was Disclosed

The filing reports the conversion and disposition of 58,793.61 Kenvue deferred share units held by director Larry J. Merlo, triggered by the November 2, 2026 merger of Kenvue Inc. into a Kimberly-Clark Corporation subsidiary, with DSUs converted into K-C stock unit awards under the merger agreement's terms.