SEC Form 4 · accession 0001225208-15-011493
KIMBERLY CLARK CORP · KMB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas J Falk
Officer — Chairman of the Board and CEO · Director
Period of report
May 4, 2015
Accepted (ET)
May 6, 2015 · 5:11 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000055785
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | May 4, 2015 | M | 79,766 | $75.2203 | A | 79,766 | D | |
| Common Stock | May 4, 2015 | M | 78,596 | $98.9241 | A | 158,362 | D | |
| Common StockF1 | May 4, 2015 | S | 78,596 | $110.7079 | D | 79,766 | D | |
| Common StockF2 | May 4, 2015 | S | 79,766 | $111.1237 | D | 0 | D | |
| Common StockF3 | holding | — | — | — | 13,845 | I | 401(k) and Profit Sharing Plan | |
| Common StockF4 | holding | — | — | — | 523,798 | I | Held by TKM II, Ltd. | |
| Common StockF5 | holding | — | — | — | 99,411 | I | Held by TKM, Ltd. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F6,F7,F8 | $98.9241 | May 4, 2015 | M | 78,596 | D | — | May 1, 2023 | Common Stock | 78,596 | 123,579 | D |
| Stock Option (Right to Buy)F6,F7,F9 | $75.2203 | May 4, 2015 | M | 79,766 | D | — | May 2, 2022 | Common Stock | 79,766 | 0 | D |
Explanation of responses
- F1This transaction was executed in multiple trades at prices ranging from $110.50 to $110.99. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- F2This transaction was executed in multiple trades at prices ranging from $110.99 to $111.51. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- F3Shares are held by the trustee of the Kimberly-Clark Corporation 401(k) and Profit Sharing Plan and beneficially owned by the reporting person as of recent practicable date.
- F4TKM II, Ltd. is a family limited partnership which is owned by (i) an entity owned by a trust, controlled by the reporting person and his spouse as general partner, and (ii) a trust controlled by the reporting person and his spouse as limited partners.
- F5TKM, Ltd. is a family limited partnership which is owned by (i) an entity owned by a trust, controlled by the reporting person and his spouse as general partner and (ii) two family trusts previously established for the benefit of the reporting person's son as limited partners.
- F6Employee stock option granted under the Kimberly-Clark Corporation 2011 Equity Participation Plan.
- F7All historical share and stock option exercise price data in this Form 4 have been adjusted to reflect the Corporation's spin-off of its wholly-owned subsidiary Halyard Health, Inc. on October 31, 2014. The adjustments were made to preserve the intrinsic value of the reporting person's stock options existing prior to the spin-off.
- F8The stock options were granted on May 1, 2013, and are fully vested and exercisable.
- F9The stock options were granted on May 2, 2012, and are fully vested and exercisable.