Kenvue Inc. Files 8-K: Material Agreement & Officer Changes

Ticker: KVUE · Form: 8-K · Filed: 2025-03-05T00:00:00.000Z

Sentiment: neutral

Topics: material-agreement, officer-changes, director-changes

Related Tickers: KVUE

TL;DR

Kenvue inked a big deal and shuffled execs, filing an 8-K on 3/5/25.

AI Summary

Kenvue Inc. announced on March 5, 2025, the entry into a material definitive agreement and changes in its board of directors and officer appointments. The company also reported on compensatory arrangements for certain officers. Specific details regarding the agreement and appointments were filed with the SEC.

Why It Matters

This filing indicates significant corporate actions, including a new material agreement and changes in leadership, which could impact the company's strategic direction and operational execution.

Risk Assessment

Risk Level: medium — Material definitive agreements and changes in officers can signal significant strategic shifts or internal adjustments that may carry inherent risks.

Key Players & Entities

FAQ

What is the nature of the material definitive agreement entered into by Kenvue Inc. on March 5, 2025?

The filing indicates the entry into a material definitive agreement, but the specific details of this agreement are not provided in the excerpt.

What specific changes occurred regarding Kenvue Inc.'s directors or officers?

The filing reports on the departure of directors or certain officers, the election of directors, and the appointment of certain officers, as well as compensatory arrangements for certain officers.

When was the earliest event reported in this 8-K filing?

The earliest event reported in this 8-K filing was on March 5, 2025.

What is Kenvue Inc.'s state of incorporation and SEC file number?

Kenvue Inc. is incorporated in Delaware and its SEC file number is 001-41697.

What is the principal executive office address and phone number for Kenvue Inc.?

The principal executive offices are located at 199 Grandview Road Skillman, New Jersey 08558, and the telephone number is (908) - 874-1200.

From the Filing

0001944048-25-000035.txt : 20250305 0001944048-25-000035.hdr.sgml : 20250305 20250305080654 ACCESSION NUMBER: 0001944048-25-000035 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 16 CONFORMED PERIOD OF REPORT: 20250305 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20250305 DATE AS OF CHANGE: 20250305 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Kenvue Inc. CENTRAL INDEX KEY: 0001944048 STANDARD INDUSTRIAL CLASSIFICATION: PERFUMES, COSMETICS & OTHER TOILET PREPARATIONS [2844] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 881032011 STATE OF INCORPORATION: DE FISCAL YEAR END: 1229 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-41697 FILM NUMBER: 25708910 BUSINESS ADDRESS: STREET 1: 1 KENVUE WAY CITY: SUMMIT STATE: NJ ZIP: 07901 BUSINESS PHONE: 908-874-1200 MAIL ADDRESS: STREET 1: 1 KENVUE WAY CITY: SUMMIT STATE: NJ ZIP: 07901 FORMER COMPANY: FORMER CONFORMED NAME: JNTL, Inc. DATE OF NAME CHANGE: 20220825 8-K 1 kvue-20250305.htm 8-K kvue-20250305 0001944048 false 0001944048 2025-03-05 2025-03-05 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported):  March 5, 2025 Kenvue Inc.  (Exact name of registrant as specified in its charter) Delaware 001-41697 88-1032011 (State or other jurisdiction  of incorporation) (Commission File Number) (IRS Employer Identification No.) 199 Grandview Road Skillman , New Jersey 08558 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (908) - 874-1200 Not applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:   ☐      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $0.01 par value per share KVUE New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐ Item 1.01 Entry into a Material Definitive Agreement. On March 5, 2025, Kenvue Inc. (the “ Company ”) entered into a cooperation agreement (the “ Agreement ”) with Starboard Value and Opportunity Master Fund Ltd and certain of its affiliates (collectively, “ Starboard ”). Pursuant to the Agreement, the Company (i) in accordance with Section 2 of Article Five of the Company’s Amended and Restated Certificate of Incorporation, adopted as of May 3, 2023, agreed to temporarily increa

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