Form 4 for KVUE Kenvue
Accepted 2023-08-25 00:00:00 ET · period of report 2023-08-23 · accession 0001944048-23-000038 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2023-08-25 | 2023-08-23 | KVUE | Lawson Carlton | Group Pres EMEA | J - Other | $0.00 | +1,670 | 1,670 | New | $0 |
| DM | 2023-08-25 | 2023-08-23 | KVUE | Lawson Carlton | Group Pres EMEA | A - Grant | $0.00 | +397.6K | 34.9K | New | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2023-08-23 | J | A | 1,670 | $0.00 | 1,670 | D | — | — | (F1) On July 24, 2023, Johnson & Johnson commenced a registered exchange offer to holders of shares of Johnson & Johnson common stock to exchange Johnson & Johnson common stock for Kenvue Inc. ("Kenvue") common stock. The final exchange ratio was 8.0324 shares of Kenvue common stock per share of Johnson & Johnson common stock accepted in the exchange offer. |
| 2 | Derivative | Restricted Stock Units | 2023-08-23 | A | A | 13,557 | $0.00 | 13,557 | D | — · — to — | 13,557 Common Stock | (F2) These restricted share units ("RSUs") were originally granted by Johnson & Johnson and, in connection with the Issuer's separation from Johnson & Johnson on August 23, 20223 (the "Separation") and pursuant to the terms of the Employee Matters Agreement, dated as of May 3, 2023 between Johnson & Johnson and the Issuer (the "Employee Matters Agreement"), were converted into RSUs with respect to Issuer common stock with adjustments made to the number of shares subject to the award in order to preserve the award's value. (F3) This award vests in three equal installments on 02/13/2024, 02/13/2025, and 02/13/2026, subject to the reporting person's continued service through the vesting date. |
| 3 | Derivative | Restricted Stock Units | 2023-08-23 | A | A | 11,846 | $0.00 | 11,846 | D | — · — to — | 11,846 Common Stock | (F2) These restricted share units ("RSUs") were originally granted by Johnson & Johnson and, in connection with the Issuer's separation from Johnson & Johnson on August 23, 20223 (the "Separation") and pursuant to the terms of the Employee Matters Agreement, dated as of May 3, 2023 between Johnson & Johnson and the Issuer (the "Employee Matters Agreement"), were converted into RSUs with respect to Issuer common stock with adjustments made to the number of shares subject to the award in order to preserve the award's value. (F4) This award will vest in full on 02/14/2025, subject to the reporting person's continued service through the vesting date. |
| 4 | Derivative | Restricted Stock Units | 2023-08-23 | A | A | 3,119 | $0.00 | 3,119 | D | — · — to — | 3,119 Common Stock | (F2) These restricted share units ("RSUs") were originally granted by Johnson & Johnson and, in connection with the Issuer's separation from Johnson & Johnson on August 23, 20223 (the "Separation") and pursuant to the terms of the Employee Matters Agreement, dated as of May 3, 2023 between Johnson & Johnson and the Issuer (the "Employee Matters Agreement"), were converted into RSUs with respect to Issuer common stock with adjustments made to the number of shares subject to the award in order to preserve the award's value. (F5) This award will vest in full on 02/08/2024, subject to the reporting person's continued service through the vesting date. |
| 5 | Derivative | Restricted Stock Units | 2023-08-23 | A | A | 29,618 | $0.00 | 29,618 | D | — · — to — | 29,618 Common Stock | (F6) These RSUs were originally granted by Johnson & Johnson as performance share units and, in connection with the Separation and pursuant to the terms of the Employee Matters Agreement, were converted into time-based RSUs with respect to Issuer common stock with adjustments made to the number of shares subject to the award in order to preserve the award's value and with performance criteria deemed satisfied at the target level, unless two years have been completed in the performance period, in which case performance was deemed satisfied at the level of performance for such years. (F4) This award will vest in full on 02/14/2025, subject to the reporting person's continued service through the vesting date. |
| 6 | Derivative | Stock Options | 2023-08-23 | A | A | 34,225 | $0.00 | 34,225 | D | $22.23 · — to 2031-02-08 | 34,225 Common Stock | (F8) These stock options were originally granted by Johnson & Johnson and, in connection with the Separation and pursuant to the terms of the Employee Matters Agreement, were converted into options with respect to Issuer common stock with adjustments made to the number of shares subject to the award and its exercise price in order to preserve the award's value. (F5) This award will vest in full on 02/08/2024, subject to the reporting person's continued service through the vesting date. |
| 7 | Derivative | Restricted Stock Units | 2023-08-23 | A | A | 9,949 | $0.00 | 9,949 | D | — · — to — | 9,949 Common Stock | (F6) These RSUs were originally granted by Johnson & Johnson as performance share units and, in connection with the Separation and pursuant to the terms of the Employee Matters Agreement, were converted into time-based RSUs with respect to Issuer common stock with adjustments made to the number of shares subject to the award in order to preserve the award's value and with performance criteria deemed satisfied at the target level, unless two years have been completed in the performance period, in which case performance was deemed satisfied at the level of performance for such years. (F5) This award will vest in full on 02/08/2024, subject to the reporting person's continued service through the vesting date. |
| 8 | Derivative | Stock Options | 2023-08-23 | A | A | 112,197 | $0.00 | 112,197 | D | $21.97 · — to 2033-02-13 | 112,197 Common Stock | (F8) These stock options were originally granted by Johnson & Johnson and, in connection with the Separation and pursuant to the terms of the Employee Matters Agreement, were converted into options with respect to Issuer common stock with adjustments made to the number of shares subject to the award and its exercise price in order to preserve the award's value. (F3) This award vests in three equal installments on 02/13/2024, 02/13/2025, and 02/13/2026, subject to the reporting person's continued service through the vesting date. |
| 9 | Derivative | Stock Options | 2023-08-23 | A | A | 117,012 | $0.00 | 117,012 | D | $22.40 · — to 2032-02-14 | 117,012 Common Stock | (F8) These stock options were originally granted by Johnson & Johnson and, in connection with the Separation and pursuant to the terms of the Employee Matters Agreement, were converted into options with respect to Issuer common stock with adjustments made to the number of shares subject to the award and its exercise price in order to preserve the award's value. (F4) This award will vest in full on 02/14/2025, subject to the reporting person's continued service through the vesting date. |
| 10 | Derivative | Stock Options | 2023-08-23 | A | A | 31,173 | $0.00 | 31,173 | D | $20.44 · — to 2030-02-10 | 31,173 Common Stock | (F8) These stock options were originally granted by Johnson & Johnson and, in connection with the Separation and pursuant to the terms of the Employee Matters Agreement, were converted into options with respect to Issuer common stock with adjustments made to the number of shares subject to the award and its exercise price in order to preserve the award's value. (F9) This award is fully vested |
| 11 | Derivative | Restricted Stock Units | 2023-08-23 | A | A | 34,907 | $0.00 | 34,907 | D | — · — to — | 34,907 Common Stock | (F6) These RSUs were originally granted by Johnson & Johnson as performance share units and, in connection with the Separation and pursuant to the terms of the Employee Matters Agreement, were converted into time-based RSUs with respect to Issuer common stock with adjustments made to the number of shares subject to the award in order to preserve the award's value and with performance criteria deemed satisfied at the target level, unless two years have been completed in the performance period, in which case performance was deemed satisfied at the level of performance for such years. (F7) This award will vest in full on 02/13/2026, subject to the reporting person's continued service through the vesting date. |