8-KThe WireRed Alert
Executive Change
Filed Mar 22, 2022 · 4y ago · Accession 0001104659-22-036329
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
WASHINGTON, D.C.
20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or
15(d) of the Securities Exchange Act of 1934
Date of Report: March 22, 2022
(Date of earliest
event reported)
KIMBERLY-CLARK CORPORATION
(Exact name of registrant
as specified in its charter)
Delaware
1-225
39-0394230
(State or other jurisdiction
of
(Commission file number)
(I.R.S. Employer Identification No.)
incorporation)
P.O. Box 619100
Dallas , TX
75261-9100
(Address
of principal executive offices)
(Zip
code)
Registrant’s
telephone number, including area code: ( 972 ) 281-1200
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))
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock
KMB
New York Stock Exchange
0.625% Notes due 2024
KMB24
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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers
On March 22, 2022, Kimberly-Clark Corporation (the “Corporation”)
announced that Nelson Urdaneta, age 49, has been appointed Senior Vice President and Chief Financial Officer of the Corporation, effective
April 22, 2022. On that date, the current Senior Vice President and Chief Financial Officer, Maria Henry will assume the title of
Executive Vice President to serve in an advisory capacity until she begins her retirement on September 1, 2022.
Mr. Urdaneta has served as Senior Vice President, Treasurer at
Mondelēz International, Inc. (“Mondelēz”), an American multinational confectionery, food, holding and beverage
and snack food company, from September 2021 to March 2022. He previously served as Senior Vice President, Corporate Controller
and Chief Accounting Officer at Mondelēz from September 2016 to September 2021. He joined Mondelēz in 2005 and held
numerous positions of increasing responsibility across multiple geographies, including Chief Financial Officer of Asia Pacific and General
Manager of Venezuela.
Mr. Urdaneta’s initial base salary will be $775,000 per
year. As a participant in the Corporation’s annual incentive plan, Mr. Urdaneta will be eligible for an annual bonus, based
on individual and company performance. His target bonus under the plan has been set at 100% of his base salary and for 2022 his bonus
will be prorated. Mr. Urdaneta will be eligible for annual stock-based incentives, and his 2022 long-term incentive target will be
$2,200,000. He will receive additional sign-on awards comprised of a cash bonus of $250,000 and time-vested restricted share units valued
at $1,250,000 which vest one-half per year over two years. He will also participate in the Corporation’s supplemental 401(k) plan
and other benefit plans available to the Corporation’s executive officers and employees, as described in the Corporation’s
Definitive Proxy Statement for the Annual Meeting of Stockholders to be held on April 27, 2022.
A copy of the press release announcing the appointment of Mr. Urdaneta
as Senior Vice President and Chief Financial Officer is attached as Exhibit 99.1.
Item
9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 News release issued by Kimberly-Clark Corporation on March 22,
2022.
104 The cover page from this Current Report on Form 8-K,
formatted as Inline XBRL.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
KIMBERLY-CLARK CORPORATION
Date: March 22, 2022
By:
/s/ Alison M. Rhoten
Alison M. Rhoten
Vice President, Deputy General Counsel, Global Corporate Affairs & Corporate Secretary
Filing details
- Company
- KIMBERLY CLARK CORP
- Ticker
- KMB
- CIK
- 55785
- Form type
- 8-K
- Filing date
- Mar 22, 2022
- Report date
- Mar 22, 2022
- Document
- tm2210023d1_8k.htm
- Size
- 311 KB