Kenvue (KVUE) Prices 182.33M Share Secondary Offering at $20/sh

Kenvue Inc. (NYSE: KVUE) (“Kenvue”) announced today the pricing of its previously announced secondary underwritten public offering (the “Offering”) of 182,329,550 shares of its common stock (the “Shares”) at a public offering price of $20.00 per share. The Offering is expected to close on May 17, 2024, subject to the satisfaction or waiver of customary closing conditions. Kenvue is not selling any shares of common stock and will not receive any proceeds from the sale of the Shares in the Offering or from the debt-for-equity exchange (as described below).

In connection with the Offering, Johnson & Johnson (NYSE: JNJ) is expected to exchange the Shares for indebtedness of Johnson & Johnson expected to be held by Goldman Sachs & Co. LLC and J.P. Morgan (collectively, the “Selling Shareholders”). Following the debt-for-equity exchange, if consummated, the Selling Shareholders intend to sell the Shares to the underwriters in the Offering. After the completion of the Offering, Johnson & Johnson will no longer own any shares of Kenvue’s common stock.

Goldman Sachs & Co. LLC, J.P. Morgan and BofA Securities are acting as joint lead book-running managers for the Offering. Citigroup, Deutsche Bank Securities, BNP PARIBAS, HSBC, RBC Capital Markets and UBS Investment Bank are acting as book-running managers for the Offering. Academy Securities, Ramirez & Co., Inc., R. Seelaus & Co., LLC and Siebert Williams Shank are acting as co-managers for the Offering.

A registration statement on Form S-1 relating to these securities has been filed and declared effective by the Securities and Exchange Commission. The Offering is being made only by means of a prospectus forming part of the effective registration statement. A copy of the final prospectus relating to the Offering, when available, may be obtained from Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, New York 10282, telephone: 1-866-471-2526, facsimile: 212-902-9316, or by emailing: [email protected]; J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717 or by emailing: [email protected] and [email protected]; or BofA Securities, NC1-022-02-25, Attention: Prospectus Department, 201 North Tryon Street, Charlotte, North Carolina 28255, telephone: 1-800-294-1322, or by emailing: [email protected].

This press release is neither an offer to sell nor a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful.

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