Cover and table of contents

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Cover and table of contents

10-K 1 kmb_2018xformx10k.htm FORM 10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

xAnnual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the fiscal year ended December 31, 2018

or

oTransition Report Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

For the transition period from to

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KIMBERLY-CLARK CORPORATION

(Exact name of registrant as specified in its charter)

Delaware1-22539-0394230
(State or other jurisdiction of incorporation)(Commission file number)(I.R.S. Employer Identification No.)
P.O. Box 619100, Dallas, Texas75261-9100
(Address of principal executive offices)(Zip code)

Registrant's telephone number, including area code: (972) 281-1200

Securities registered pursuant to Section 12(b) of the Act:

Common Stock—$1.25 Par ValueNew York Stock Exchange
(Title of each class)(Name of each exchange on which registered)

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes x No o

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer xAccelerated filer o
Non-accelerated filer oSmaller reporting company o
Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes o No x

The aggregate market value of the registrant's common stock held by non-affiliates on June 30, 2018 (based on closing stock price on the New York Stock Exchange as of such date) was approximately $36.6 billion.

As of January 31, 2019, there were 344,431,630 shares of Kimberly-Clark common stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Certain information contained in the definitive Proxy Statement for Kimberly-Clark's Annual Meeting of Stockholders to be held on May 2, 2019 is incorporated by reference into Part III.

KIMBERLY-CLARK CORPORATION

TABLE OF CONTENTS

Page
Part I
Item 1.Business1
Item 1A.Risk Factors2
Item 1B.Unresolved Staff Comments6
Item 2.Properties6
Item 3.Legal Proceedings7
Item 4.Mine Safety Disclosures7
Executive Officers of the Registrant7
Part II
Item 5.Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities9
Item 6.Selected Financial Data10
Item 7.Management's Discussion and Analysis of Financial Condition and Results of Operations11
Item 7A.Quantitative and Qualitative Disclosures About Market Risk24
Item 8.Financial Statements and Supplementary Data26
Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure58
Item 9A.Controls and Procedures58
Item 9B.Other Information59
Part III
Item 10.Directors, Executive Officers and Corporate Governance60
Item 11.Executive Compensation60
Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters60
Item 13.Certain Relationships and Related Transactions, and Director Independence60
Item 14.Principal Accountant Fees and Services60
Part IV
Item 15.Exhibits, Financial Statement Schedules61
Item 16.Form 10-K Summary63
Signatures64
KIMBERLY-CLARK CORPORATION - 2018 Annual Report
PART I

Next: Item 1. BUSINESS