FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
DATE OF REPORT: AUGUST 8, 2002
(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 (Commission File (IRS Employer
of incorporation) Number) Identification No.)
P.O. BOX 619100, DALLAS, TEXAS 75261-9100
(Address of principal executive offices) (Zip Code)
(972) 281-1200
(Registrant's telephone number, including area code)
Item 9. Regulation FD Disclosure
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On August 8, 2002, Wayne R. Sanders and John W. Donehower, the Corporation's
Chief Executive Officer and Chief Financial Officer, respectively, submitted
to the Securities and Exchange Commission (the "Commission") their Statements
Under Oath required by the Commission's Order pursuant to Section 21(a)(1) of
the Securities and Exchange Act of 1934 (Commission File No. 4-460). A copy of
Mr. Sanders' sworn statement is attached to this Form 8-K as Exhibit 99.1 and
is incorporated herein by reference. A copy of Mr. Donehower's sworn
statement is attached to this Form 8-K as Exhibit 99.2 and is incorporated
herein by reference.
SIGNATURE
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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: August 8, 2002 By: /s/ John W. Donehower
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John W. Donehower
Senior Vice President and
Chief Financial Officer
EXHIBIT INDEX
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(99.1) A copy of Wayne R. Sanders' Statement Under Oath, dated August 8, 2002,
filed with the Commission in accordance with the Commission's Order
Pursuant to Section 21(a)(1) of the Securities and Exchange Act of 1934
(Commission File No. 4-460).
(99.2) A copy of John W. Donehower's Statement Under Oath, dated August 8,
2002, filed with the Commission in accordance with the Commission's
Order Pursuant to Section 21(a)(1) of the Securities and Exchange Act
of 1934 (Commission File No. 4-460).
Exhibit 99.1
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STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER
REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS
I, Wayne R. Sanders, state and attest that:
(1) To the best of my knowledge, based upon a review of the covered reports of
Kimberly-Clark Corporation, and, except as corrected or supplemented in a
subsequent covered report:
- no covered report contained an untrue statement of a material fact as
of the end of the period covered by such report (or in the case of a
report on Form 8-K or definitive proxy materials, as of the date on
which it was filed); and
- no covered report omitted to state a material fact necessary to make
the statements in the covered report, in light of the circumstances
under which they were made, not misleading as of the end of the
period covered by such report (or in the case of a report on Form 8-K
or definitive proxy materials, as of the date on which it was filed).
(2) I have reviewed the contents of this statement with the Company's audit
committee.
(3) In this statement under oath, each of the following, if filed on or before
the date of this statement, is a "covered report":
- Annual Report of Kimberly-Clark Corporation on Form 10-K filed with
the Commission on March 18, 2002.
- all reports on Form 10-Q, all reports on Form 8-K and all definitive
proxy materials of Kimberly-Clark Corporation filed with the
Commission subsequent to the filing of the Form 10-K identified above;
and
- any amendments to any of the foregoing.
/s/ Wayne R. Sanders Subscribed and sworn to
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Wayne R. Sanders before me this 8th day of
Chairman of the Board and August 2002.
Chief Executive Officer
(principal executive officer) /s/
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Notary Public
August 8, 2002
My Commission Expires:
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Exhibit 99.2
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STATEMENT UNDER OATH OF PRINCIPAL FINANCIAL OFFICER
REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS
I, John W. Donehower, state and attest that:
(1) To the best of my knowledge, based upon a review of the covered reports of
Kimberly-Clark Corporation, and, except as corrected or supplemented in a
subsequent covered report:
- no covered report contained an untrue statement of a material fact as
of the end of the period covered by such report (or in the case of
a report on Form 8-K or definitive proxy materials, as of the date on
which it was filed); and
- no covered report omitted to state a material fact necessary to make
the statements in the covered report, in light of the circumstances
under which they were made, not misleading as of the end of the period
covered by such report (or in the case of a report on Form 8-K or
definitive proxy materials, as of the date on which it was filed).
(2) I have reviewed the contents of this statement with the Company's audit
committee.
(3) In this statement under oath, each of the following, if filed on or before
the date of this statement, is a "covered report":
- Annual Report of Kimberly-Clark Corporation on Form 10-K filed with
the Commission on March 18, 2002.
- all reports on Form 10-Q, all reports on Form 8-K and all definitive
proxy materials of Kimberly-Clark Corporation filed with the
Commission subsequent to the filing of the Form 10-K identified above;
and
- any amendments to any of the foregoing.
/s/ John W. Donehower Subscribed and sworn to
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John W. Donehower before me this 8th day of
Senior Vice President and August 2002.
Chief Financial Officer
(principal financial officer) /s/
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Notary Public
August 8, 2002
My Commission Expires:
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