Form 4: Kimberly-Clark Director Receives Equity Grant

Kimberly-Clark Corporation's Director, Jaime A. Ramirez, was granted 1,923 restricted share units as part of the company's compensation plan for outside directors.

Summary

• Jaime A. Ramirez, a Director at Kimberly-Clark Corporation (KMB), was granted 1,923 Restricted Share Units (RSUs).
• The transaction date for this grant was January 2, 2026.
• The RSUs were granted at a price of $0.0000 per unit, as is typical for such grants.
• These RSUs are payable on a 1-for-1 basis in Common Stock and accrue additional units based on dividends paid on the Corporation's common stock.
• The RSUs cannot be sold or transferred until the reporting person ceases to be a member of the Corporation's Board of Directors.
• Following this transaction, Jaime A. Ramirez beneficially owns a total of 8,562 Restricted Share Units, which includes previously accrued units based on dividends.

Sentiment

Score: 6

Explanation: Slightly positive, as it represents a routine and positive corporate governance practice of aligning director interests with shareholders, without any negative implications.

Positives

• The grant of Restricted Share Units to a director aligns their financial interests with those of the shareholders, promoting long-term value creation.
• This is a standard component of compensation for outside directors, reflecting a common corporate governance practice.

Future Outlook

The Restricted Share Units are subject to transfer restrictions, meaning they may not be sold or transferred until the reporting person ceases to be a member of the Corporation's Board of Directors, indicating a long-term retention incentive.

Industry Context

The grant of equity-based compensation, such as Restricted Share Units, to outside directors is a common and widely accepted practice across various industries, including consumer goods, to attract and retain qualified board members and align their interests with shareholders.

Comparison to Industry Standards

• The use of Restricted Share Units (RSUs) for director compensation is a prevalent practice among S&P 500 companies, including peers in the consumer staples sector like Procter & Gamble (PG) and Colgate-Palmolive (CL), which also utilize equity awards to incentivize long-term performance and board alignment.
• The restriction on sale or transfer until cessation of board membership is a standard feature of such plans, ensuring directors maintain a vested interest in the company's long-term success, similar to governance structures seen at companies like Johnson & Johnson (JNJ) for their non-employee directors.

Corporate Governance

Related Party Transactions

• Grant of 1,923 Restricted Share Units to Jaime A. Ramirez, an outside director, under the Kimberly-Clark Corporation Outside Directors' Compensation Plan.

Stakeholder Impact

• Shareholders: The grant aligns the director's long-term interests with those of the shareholders, potentially fostering more shareholder-centric decision-making.
• Employees: No direct impact on employees is indicated by this specific filing.

Next Steps

• The Restricted Share Units will continue to accrue additional units based on dividends paid on Kimberly-Clark's common stock.
• The RSUs will convert to common stock and become transferable upon Jaime A. Ramirez ceasing to be a member of the Board of Directors.

Key Dates

Keywords

Kimberly-Clark, KMB, Restricted Share Units, RSU, Director Compensation, Equity Grant, Insider Transaction, Form 4