Form 4: Kenvue Chief Corporate Affairs Officer Reports Routine RSU Vesting and Share Acquisition

Kenvue Inc.'s Chief Corporate Affairs Officer, Russell Dyer, reported the vesting of Restricted Stock Units and the subsequent acquisition of common stock, with a portion withheld for tax obligations.

Summary

• Russell Dyer, Kenvue Inc.'s Chief Corporate Affairs Officer, acquired 2,669.15 shares of Kenvue common stock on June 3, 2025, through the vesting of Restricted Stock Units (RSUs).
• These RSUs converted on a one-for-one basis to common stock at a price of $0.
• Concurrently, 965 shares were withheld by the company for tax payments related to the RSU vesting, at a price of $22.21 per share.
• Following these transactions, Russell Dyer directly beneficially owns 1,704.15 shares of common stock.
• Additionally, Dyer holds 5,337.34 unvested Restricted Stock Units, which include dividend equivalents.
• The RSU award vests in three equal installments on June 3, 2025, June 3, 2026, and June 3, 2027, contingent on continued service.

Sentiment

Score: 6

Explanation: The document reports a routine executive compensation event (RSU vesting) and subsequent tax-related share withholding. While it shows continued executive equity ownership and alignment, it does not present new positive or negative operational or financial news for the company. The acquisition of shares at $0 is positive for the individual, but the tax withholding is a standard consequence.

Positives

• The vesting of 2,669.15 Restricted Stock Units indicates continued employment and alignment of executive interests with shareholder value.
• The acquisition of common stock at a $0 price through RSU vesting represents a direct increase in the officer's equity stake in the company.

Negatives

• 965 shares were withheld for tax purposes, reducing the net number of shares directly acquired by the officer from the RSU vesting.

Future Outlook

The remaining 5,337.34 Restricted Stock Units are scheduled to vest in two equal installments on June 3, 2026, and June 3, 2027, contingent on Russell Dyer's continued service.

Industry Context

This filing is a routine disclosure of an executive's equity compensation vesting, common across publicly traded companies. It reflects standard practices for aligning executive incentives with long-term company performance through equity awards.

Stakeholder Impact

• Shareholders: The transaction increases the Chief Corporate Affairs Officer's direct ownership in Kenvue, aligning executive interests with shareholder value. The withholding of shares for taxes is a standard process and does not indicate a negative outlook.
• Employees: The vesting of RSUs is a common form of executive compensation, which can be seen as a positive for employee retention and motivation at the executive level.

Next Steps

• The remaining two installments of Restricted Stock Units are scheduled to vest on June 3, 2026, and June 3, 2027, subject to continued service.

Key Dates

Keywords

Kenvue Inc., KVUE, Russell Dyer, SEC Form 4, Insider Transaction, Restricted Stock Units, RSU Vesting, Common Stock, Executive Compensation, Share Ownership