Kenvue Inc. (KVUE) · Nov 2, 2026 · Acquisition
Acquisition closed — 0.14625 K-C shares + $3.50 cash per Kenvue share
Kenvue’s acquisition by Kimberly-Clark has closed, converting shareholders into K-C holders and ending Kenvue’s NYSE-listed life.
Kenvue entered this filing as the world’s largest pure-play consumer-health company, with brands including Tylenol, Listerine, Neutrogena and Band-Aid, but its operating future had already been transferred into Kimberly-Clark’s planned combination. The deal was announced on November 2, 2025, and both companies had guided investors to a second-half 2026 closing, so today’s filing confirms the expected endpoint rather than changing the underlying story.
The merger is complete, not merely pending. Kenvue shareholders receive 0.14625 shares of Kimberly-Clark plus $3.50 in cash for each Kenvue share, and Kenvue became a wholly owned K-C subsidiary. 〔0〕
| Deal terms | Closing terms | Comparison |
|---|---|---|
| K-C stock consideration (Merger Agreement) | 0.14625 shares | |
| Cash consideration (Merger Agreement) | $3.50/share | |
| Kenvue revolving facility (Credit Agreement) | $4.0 billion | $0 borrowings |
| Kenvue senior notes assumed (Fourth Supplemental Indenture) | $7.0 billion | 7 series |
The key investor consequence is Kenvue’s disappearance as a listed equity. Trading was requested to be suspended before the November 2, 2026 open, with an NYSE Form 25 filing to follow and a later Form 15 intended to terminate registration and reporting obligations. 〔1〕
The financing and legal cleanup are mostly mechanical. Kenvue had no borrowings under its $4.0 billion revolver at closing, that facility was terminated, and Kenvue LLC assumed the existing $7.0 billion note obligations. 〔2〕 〔3〕
Control and leadership now belong to Kimberly-Clark. Kenvue’s pre-closing directors resigned, K-C’s merger-subsidiary directors and officers took over the surviving entity, and Kenvue’s corporate form was converted into Kenvue LLC. The filing also discloses a potential tax gross-up for General Counsel Matthew Orlando capped at $8 million, but that is a minor transaction expense rather than a change to the business outlook.
Bottom line: This filing completes the transaction investors already knew was coming. It matters operationally because Kenvue is now inside Kimberly-Clark, but it is not a new strategic surprise; the standalone Kenvue story is over, and the next chapter is integration under K-C.
NYSE Form 25, then Form 15 deregistration
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