Statement of Changes in Beneficial Ownership (4)
May 12 2015 - 12:38PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
FALK THOMAS J
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2. Issuer Name
and
Ticker or Trading Symbol
KIMBERLY CLARK CORP
[
KMB
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chairman of the Board and CEO
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(Last)
(First)
(Middle)
P.O. BOX 619100
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3. Date of Earliest Transaction
(MM/DD/YYYY)
5/8/2015
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(Street)
DALLAS, TX 75261-9100
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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5/8/2015
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M
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42708.0000
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A
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$98.9241
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42708.0000
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D
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Common Stock
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5/8/2015
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S
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42708.0000
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D
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$110.9368
(1)
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0.0000
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D
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Common Stock
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13844.6600
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I
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401(k) and Profit Sharing Plan
(2)
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Common Stock
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523798.0000
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I
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Held by TKM II, Ltd.
(3)
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Common Stock
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99411.0000
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I
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Held by TKM, Ltd.
(4)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Stock Option (Right to Buy)
(5)
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$98.9241
(6)
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5/8/2015
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M
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42708.0000
(6)
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(7)
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5/1/2023
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Common Stock
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42708.0000
(6)
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$0.0000
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80871.0000
(6)
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D
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Explanation of Responses:
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(
1)
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This transaction was executed in multiple trades at prices ranging from $110.50 to $111.23. 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.
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(
2)
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Shares 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.
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(
3)
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TKM 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.
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(
4)
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TKM, 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.
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(
5)
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Employee stock option granted under the Kimberly-Clark Corporation 2011 Equity Participation Plan.
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(
6)
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All 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.
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(
7)
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The stock options were granted on May 1, 2013, and are fully vested and exercisable.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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FALK THOMAS J
P.O. BOX 619100
DALLAS, TX 75261-9100
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X
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Chairman of the Board and CEO
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Signatures
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/s/ Jeffrey S. McFall as attorney-in-fact for Thomas J. Falk
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5/12/2015
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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