Director Vasant M Prabhu filed a Form 4 with the SEC on November 4, 2026, disclosing the disposition of 37,794.81 deferred share units in Kenvue Inc. (NYSE:KVUE) in connection with the company's merger with Kimberly-Clark Corporation on November 2, 2026.

Key Highlights

  • Transaction date: November 2, 2026, the date Kimberly-Clark Corporation acquired Kenvue Inc. pursuant to the Merger Agreement.
  • Securities disposed: 37,794.81 deferred share units (DSUs), each representing the right to receive one share of Kenvue common stock, were disposed of (transaction code D).
  • Merger consideration: 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, 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 determined by an equity award exchange ratio under the Merger Agreement, subject to the same terms and conditions as before the merger.
  • Remaining DSU balance: Following the transaction, the reporting person held 0 DSUs in Kenvue directly.
  • Reporting person role: Vasant M Prabhu is identified as a Director of Kenvue Inc.

Kenvue Director Prabhu's DSU Holdings Converted at Kimberly-Clark Merger Close

According to the filing, on November 2, 2026, Kimberly-Clark Corporation, a Delaware corporation, completed its acquisition of Kenvue Inc. pursuant to an Agreement and Plan of Merger dated November 2, 2025. The parties to that agreement, as described in the filing, included Kenvue Inc., Kimberly-Clark Corporation, 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 reports that Vasant M Prabhu, a Director of Kenvue, held 37,794.81 DSUs immediately prior to the merger's effective time. Each DSU represented the right to receive one share of Kenvue common stock. Under the terms of the Merger Agreement, those DSUs were disposed of and simultaneously converted into Kimberly-Clark stock unit awards. The number of K-C shares underlying the converted awards was determined by multiplying the number of Kenvue shares subject to each DSU (including any additional DSUs credited as dividend equivalent rights prior to the effective time) by the equity award exchange ratio established under the Merger Agreement. The filing states the converted awards are "subject to the same terms and conditions that applied prior to the Effective Time."

At the broader transaction level, the filing discloses 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 reflects a post-transaction direct beneficial ownership of 0 Kenvue DSUs for Prabhu.

What Was Disclosed

Vasant M Prabhu, a Kenvue director, reported the disposition of 37,794.81 DSUs upon the November 2, 2026 closing of Kimberly-Clark's acquisition of Kenvue, with those units converted into K-C stock unit awards under the Merger Agreement's exchange ratio formula.