How much debt is Kimberly-Clark issuing and what are the maturities?

Kimberly-Clark is issuing senior unsecured notes with a combined aggregate principal amount of $4.9 billion. The tranches mature in 2028 ($750 million, 5.100%), 2029 ($1.0 billion, 5.300%), 2031 ($1.25 billion, 5.450%), 2034 ($750 million, 5.650%), and 2036 ($1.15 billion, 5.800%).

What is the money being used for?

The company intends to use the net proceeds, together with cash on hand and/or commercial paper borrowings, to fund the cash consideration for its proposed acquisition of Kenvue Inc. and to pay related fees and expenses. Any remaining proceeds are expected to go to general corporate purposes.

What happens to the notes if the Kenvue acquisition does not close?

If the acquisition has not been consummated by five business days after the later of May 31, 2027 or any later Outside Date agreed by the parties, or if Kimberly-Clark notifies the trustee it will not pursue the acquisition, the company must redeem all notes at 101% of aggregate principal plus accrued and unpaid interest to the redemption date.

Are the notes guaranteed by Kenvue?

Not at the outset. The notes will be fully and unconditionally guaranteed by Kenvue on an unsubordinated, unsecured basis only if specified conditions occur, such as the acquisition closing while the notes are outstanding and the exchange offers not being completed within four business days after their expiration. Completion of the exchange offers and consent solicitations is not guaranteed on the described terms or at all.

When is the offering expected to close and can investors trade the notes freely?

The offering is expected to be completed on or about October 29, 2026, subject to customary closing conditions. The notes have not been registered under the Securities Act or state securities laws, so they are subject to transfer restrictions and may be sold only to qualified institutional buyers under Rule 144A or to non-U.S. persons under Regulation S, or under another applicable exemption.

KMB 8-K SEC Disclosure — Oct 20, 2026

01—Abstract

Summary

Summary of the 8-K filed October 20, 2026. Cited figures are marked; the original filing is the authoritative source.

On October 19, 2026, Kimberly-Clark Corporation priced a private offering of senior unsecured notes with a combined aggregate principal amount of $4.9 billion^a, issued in five tranches maturing in 2028, 2029, 2031, 2034 and 2036, with coupons from 5.100% to 5.800%.

The company expects the offering to close on or about October 29, 2026, subject to customary closing conditions. The notes are being sold only to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S, and they have not been registered under the Securities Act. The proceeds are intended to fund the cash consideration for the proposed acquisition of Kenvue Inc., expected to be completed in the fourth quarter of 2026, along with related fees and expenses.

Any remaining proceeds are expected to be used for general corporate purposes. Kimberly-Clark may also use cash on hand and/or borrowings under its commercial paper program. The offering is not conditioned on completion of the acquisition.

If the acquisition is not consummated by five business days after the later of May 31, 2027 or any later Outside Date agreed by the parties, or if Kimberly-Clark notifies the trustee that it will not pursue the acquisition, the company must redeem all notes at 101%^b of principal plus accrued and unpaid interest. Separately, Kimberly-Clark commenced exchange offers and consent solicitations for Kenvue's existing senior notes on September 28, 2026.

If specified conditions are met, the new notes will be fully and unconditionally guaranteed by Kenvue. Completion of the exchange offers is not guaranteed on the described terms or at all.

02—Key points

Key Highlights

Kimberly-Clark priced $4.9 billion of senior unsecured notes in a private offering on October 19, 2026.
The notes comprise five tranches: $750 million 5.100% due 2028, $1.0 billion 5.300% due 2029, $1.25 billion 5.450% due 2031, $750 million 5.650% due 2034, and $1.15 billion 5.800% due 2036.
Closing is expected on or about October 29, 2026, subject to customary closing conditions.
Net proceeds, together with cash on hand and/or commercial paper borrowings, are intended to fund the cash consideration for the proposed Kenvue Inc. acquisition, expected to close in the fourth quarter of 2026.
The offering is not conditioned on the acquisition, but a special mandatory redemption at 101% of principal plus accrued interest applies if the acquisition is not consummated by the Outside Date framework (May 31, 2027, or later agreed date) or if the company will not pursue it.
Exchange offers for Kenvue's senior notes commenced September 28, 2026; if conditions are met, the new notes will be guaranteed by Kenvue on an unsubordinated, unsecured basis.
The notes have not been registered under the Securities Act and may be resold only under Rule 144A or Regulation S or another exemption.

03—Questions

Frequently Asked Questions

How much debt is Kimberly-Clark issuing and what are the maturities?
Kimberly-Clark is issuing senior unsecured notes with a combined aggregate principal amount of $4.9 billion. The tranches mature in 2028 ($750 million, 5.100%), 2029 ($1.0 billion, 5.300%), 2031 ($1.25 billion, 5.450%), 2034 ($750 million, 5.650%), and 2036 ($1.15 billion, 5.800%).
What is the money being used for?
The company intends to use the net proceeds, together with cash on hand and/or commercial paper borrowings, to fund the cash consideration for its proposed acquisition of Kenvue Inc. and to pay related fees and expenses. Any remaining proceeds are expected to go to general corporate purposes.
What happens to the notes if the Kenvue acquisition does not close?
If the acquisition has not been consummated by five business days after the later of May 31, 2027 or any later Outside Date agreed by the parties, or if Kimberly-Clark notifies the trustee it will not pursue the acquisition, the company must redeem all notes at 101% of aggregate principal plus accrued and unpaid interest to the redemption date.
Are the notes guaranteed by Kenvue?
Not at the outset. The notes will be fully and unconditionally guaranteed by Kenvue on an unsubordinated, unsecured basis only if specified conditions occur, such as the acquisition closing while the notes are outstanding and the exchange offers not being completed within four business days after their expiration. Completion of the exchange offers and consent solicitations is not guaranteed on the described terms or at all.
When is the offering expected to close and can investors trade the notes freely?
The offering is expected to be completed on or about October 29, 2026, subject to customary closing conditions. The notes have not been registered under the Securities Act or state securities laws, so they are subject to transfer restrictions and may be sold only to qualified institutional buyers under Rule 144A or to non-U.S. persons under Regulation S, or under another applicable exemption.

04—Continue

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