8-K

UNITED STATES

SECURITIES ANDEXCHANGE 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)

P.O. Box 619100

Dallas, TX

75261-9100

(Addressof principal executive offices)

(Zipcode)

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:

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. ¨

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.

Item9.01    Financial Statements and Exhibits.

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.

Exhibit 99.1

Maria Henry to Retire; Nelson Urdaneta NamedCFO

DALLAS, March 22, 2022 – Kimberly-Clark Corporation (NYSE: KMB) announced that Chief Financial Officer Maria Henry has decided to retire from the company. She joined Kimberly-Clark as CFO in 2015 and has played a significant role in the design and execution of the company’s strategy.

“Maria leaves a tremendous legacy that’s broad and deep,” said Chairman and CEO Mike Hsu. “Her strategic contributions and financial stewardship have positioned the company well for years to come. Personally, I’m grateful to Maria for her strong partnership since I became CEO. On behalf of K-C, we thank Maria for her commitment to our shareholders and her lasting positive impact on our people and our business.”

Following Kimberly-Clark’s earnings call on April 22, Nelson Urdaneta, Senior Vice President, Treasurer at Mondelēz International, will succeed Henry as CFO and become a member of Kimberly-Clark’s executive leadership team. Urdaneta joins the company after nearly 17 years at Mondelēz, where he held numerous positions of increasing responsibility across multiple geographies, including Corporate Controller and Chief Accounting Officer, CFO of Asia Pacific and General Manager of Venezuela. Among his accomplishments at Mondelēz, Urdaneta oversaw the integration of the Cadbury business in Venezuela and led the finance transformation efforts in Asia Pacific to support the company’s growth ambitions. He also served as a board member of Mondelēz’s publicly traded joint ventures of JDE Peet’s N.V. and Keurig Dr. Pepper Inc.

“Nelson brings to Kimberly-Clark strong global and operational leadership as well as breadth of experience across all financial disciplines,” said Hsu. “He’s the ideal leader to take the helm of our Global Finance organization. I’m looking forward to his leadership and partnership in driving our long-term growth ambitions and delivering meaningful shareholder value.”

“From its iconic brands to its purpose-led growth agenda, it is an exciting time to join Kimberly-Clark,” said Urdaneta. “I look forward to working with Mike and the rest of the leadership team to bring the company’s purpose to life and deliver value for our shareholders.”

To ensure a smooth transition, Henry will continue at Kimberly-Clark in an advisory capacity until Sept. 1.

“It has been a privilege to be part of the great team at Kimberly-Clark,” said Henry. “I’m proud of what we have accomplished together, including building a strong foundation for future growth. I remain optimistic about Kimberly-Clark’s future, and I’m pleased to see a high-caliber leader like Nelson step in as the next CFO of the company.”

About Kimberly-Clark

Kimberly-Clark (NYSE: KMB) and its trusted brands are an indispensable part of life for people in more than 175 countries. Fueled by ingenuity, creativity, and an understanding of people's most essential needs, we create products that help individuals experience more of what's important to them. Our portfolio of brands, including Huggies, Kleenex, Scott, Kotex, Cottonelle, Poise, Depend, Andrex, Pull-Ups, GoodNites, Intimus, Neve, Plenitud, Sweety, Softex, Viva and WypAll, hold No. 1 or No. 2 share positions in approximately 80 countries. We use sustainable practices that support a healthy planet, build strong communities, and ensure our business thrives for decades to come. To keep up with the latest news and to learn more about the company's nearly 150-year history of innovation, visit kimberly-clark.com.

KMB-F

Media contacts: Terry Balluck/Aileen Zerrudo

Media.Relations@KCC.com