Document



UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 11-K


[X]
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2017

OR

[ ]
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____________ to _________________

Commission file number 1-225

A.
Full title of the plan and the address of the plan, if different from that of the issuer named below:

Kimberly-Clark Corporation 401(k) and Profit Sharing Plan

401 North Lake Street
Neenah, Wisconsin 54956

B.
Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

Kimberly-Clark Corporation
P. O. Box 619100
Dallas, Texas 75261-9100






1.
Financial Statements and Schedule

The financial statements and supplemental schedule included with this Form 11-K have been prepared in accordance with the Employee Retirement Income Security Act of 1974.

2.
Kimberly-Clark Corporation 401(k) and Profit Sharing Plan

The Report of Independent Registered Public Accounting Firm with respect to the financial statements of the Kimberly-Clark Corporation 401(k) and Profit Sharing Plan is set forth in the financial statements filed as Exhibit 99.1.

3.
Exhibits

No.
Description
23.1
Consent of BDO USA, LLP, Independent Registered Public Accounting Firm dated June 19, 2018
23.2
Consent of Deloitte & Touche LLP, Independent Registered Public Accounting Firm dated June 19, 2018
99.1
Kimberly-Clark Corporation 401(k) and Profit Sharing Plan Financial Statements as of and for the years ended December 31, 2017 and 2016







SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, Kimberly-Clark Corporation, as Plan Administrator of the Kimberly-Clark Corporation 401(k) and Profit Sharing Plan, has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.


KIMBERLY-CLARK CORPORATION 401(k) AND PROFIT SHARING PLAN




 
 
 
By:
Kimberly-Clark Corporation
Plan Administrator

 
 
 
 
 
Date:
June 19, 2018
 
By:
/s/ Nicholas C. Brecker
 
 
 
 
Nicholas C. Brecker
Vice President Global Rewards






EXHIBIT INDEX



Exhibit
Description
23.1
Consent of BDO USA, LLP, Independent Registered Public Accounting Firm dated June 19, 2018
23.2
Consent of Deloitte & Touche LLP, Independent Registered Public Accounting Firm dated June 19, 2018
99.1
Kimberly-Clark Corporation 401(k) and Profit Sharing Plan Financial Statements as of and for the years ended December 31, 2017 and 2016



Exhibit


EXHIBIT NO. 23.1




CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


Kimberly-Clark Corporation 401(k) and Profit Sharing Plan
We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 Nos. 333-163891 and 333-214818 of Kimberly-Clark Corporation of our report dated June 19, 2018, relating to the financial statements and supplemental schedule of Kimberly-Clark Corporation 401(k) and Profit Sharing Plan which appear in this Form 11-K for the year ended December 31, 2017.




/s/ BDO USA, LLP
Dallas, Texas
June 19, 2018







Exhibit


EXHIBIT NO. 23.2





CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


We consent to the incorporation by reference in Registration Statement Nos. 333-163891 and 333-214818 of Kimberly-Clark Corporation on Form S-8 of our report dated June 27, 2017, relating to the financial statements of Kimberly-Clark Corporation 401(k) and Profit Sharing Plan, appearing in this Annual Report on Form 11-K of the Kimberly-Clark Corporation 401(k) and Profit Sharing Plan for the year ended December 31, 2017.



/s/ DELOITTE & TOUCHE LLP
Dallas, Texas
June 19, 2018



Exhibit






















KIMBERLY-CLARK CORPORATION 401(K) AND
PROFIT SHARING PLAN

Employer ID 39-0394230
Plan ID 016

Financial Statements as of and for the Years Ended
December 31, 2017 and 2016

Supplemental Schedule
As of December 31, 2017

 

(With Reports of Independent Registered Public Accounting Firms Thereon)









Table of Contents
 
FINANCIAL INFORMATION
 
 
 
Reports of Independent Registered Public Accounting Firms
Statement of Net Assets Available for Benefits as of December 31, 2017 and 2016
Statement of Changes in Net Assets Available for Benefits for the Years Ended December 31, 2017 and 2016
Notes to Financial Statements

 
SUPPLEMENTAL SCHEDULE AS OF DECEMBER 31, 2017
 

 
Schedule of Assets (Held at End of Year)

NOTE:     The accompanying financial statements have been prepared in part for the purpose of filing with the Department of Labor's Form 5500. Supplemental schedules required by Section 2520.103-10 of the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974, other than the schedule listed above, are omitted because of the absence of the conditions under which they are required.






REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - BDO USA, LLP
To the Plan Administrator and Participants of
Kimberly-Clark Corporation 401(k) and Profit Sharing Plan

Opinion on the Financial Statements
We have audited the accompanying statement of net assets available for benefits of the Kimberly-Clark Corporation 401(k) and Profit Sharing Plan (the Plan) as of December 31, 2017, the related statement of changes in net assets available for benefits for the year ended December 31, 2017, and the related notes (collectively, the financial statements). In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2017, and the changes in net assets available for benefits for the year ended December 31, 2017, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on the Plan’s financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audit included performing procedures to assess the risk of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by the Plan’s management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.
Supplemental Information
The supplemental information in the accompanying schedule of asset (held at end of year) as of December 31, 2017 has been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. The supplemental information is presented for the purpose of additional analysis and is not a required part of the financial statements but included supplemental information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental information is the responsibility of the Plan’s management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including its form and content, is presented in conformity with the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the supplemental information is fairly stated, in all material respects, in relation to the financial statements as a whole.

3




This is our first year serving as the Plan’s auditor.

/s/ BDO USA, LLP

Dallas, Texas
June 19, 2018


4





REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - DELOITTE & TOUCHE, LLP

To the Plan Administrator and Participants of
Kimberly-Clark Corporation 401(k) and Profit Sharing Plan:

We have audited the accompanying statement of net assets available for benefits of the Kimberly-Clark Corporation 401(k) and Profit Sharing Plan (the “Plan”) as of December 31, 2016, and the related statement of changes in net assets available for benefits for the year then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2016, and the changes in net assets available for benefits for the year then ended in conformity with accounting principles generally accepted in the United States of America.


/s/ DELOITTE & TOUCHE LLP

Dallas, Texas
June 27, 2017






5




KIMBERLY-CLARK CORPORATION
401(K) AND PROFIT SHARING PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS


 
 
December 31
(Thousands of dollars)
 
2017
 
2016
 
 
 
 
 
Assets
 
 
 
 
Investments at fair value
 
$
3,812,191

 
$
3,370,140

Receivables:
 
 
 
 
Dividends and interest
 
2,200

 
2,242

Due from broker
 

 
1,869

Employee contributions
 
3,835

 
3,925

Employer matching contributions
 
2,619

 
1,560

Employer profit sharing contributions
 
46,088

 
46,382

Notes receivable from participants
 
32,570

 
29,793

Total Receivables
 
87,312

 
85,771

Total Assets
 
3,899,503

 
3,455,911

 
 
 
 
 
Liabilities
 
 
 
 
Fees payable and pending disbursements
 
1,007

 
3,852

Total Liabilities
 
1,007

 
3,852

 
 
 
 
 
Net Assets Available for Benefits
 
$
3,898,496

 
$
3,452,059


See Notes to Financial Statements.







6




KIMBERLY-CLARK CORPORATION
401(K) AND PROFIT SHARING PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS


 
 
For the Year Ended December 31
(Thousands of dollars)
 
2017
 
2016
 
 
 
 
 
Additions to Net Assets Available for Benefits
 
 
 
 
Investment income:
 
 
 
 
Net appreciation in fair value of investments
 
$
508,465

 
$
182,168

Dividends - Kimberly-Clark Corporation stock
 
8,886

 
9,376

Dividends - SDBA
 
5,592

 
4,452

Interest
 
1,141

 
388

Net investment income
 
524,084

 
196,384

Contributions:
 
 
 
 
Employee contributions
 
121,325

 
116,442

Employer profit sharing contributions
 
46,088

 
46,382

Employer matching contributions
 
45,900

 
43,539

Forfeitures used to reduce employer contributions
 
(466
)
 
(559
)
Total contributions
 
212,847

 
205,804

Interest on notes receivable from participants
 
1,268

 
1,177

Total Additions
 
738,199

 
403,365

 
 
 
 
 
Deductions from Net Assets Available for Benefits
 
 
 
 
Benefits paid to participants
 
287,678

 
209,027

Administrative expenses
 
4,084

 
5,720

Total Deductions
 
291,762

 
214,747


 


 


Net Increase in Net Assets Available for Benefits
 
446,437

 
188,618

 
 
 
 
 
Net Assets Available for Benefits
 
 
 
 
Beginning of Year
 
3,452,059

 
3,263,441

End of Year
 
$
3,898,496

 
$
3,452,059


See Notes to Financial Statements.


7





KIMBERLY-CLARK CORPORATION
401(K) AND PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS

Note 1. Description of the Plan

The following brief description of the Kimberly-Clark Corporation 401(k) and Profit Sharing Plan (the "Plan") is provided for general information purposes only. Participants should refer to the Plan document for more complete information.

General
The Plan, sponsored by Kimberly-Clark Corporation (the "Corporation"), was adopted effective January 1, 2010. It is a defined contribution plan covering eligible employees of the Corporation, and its participating subsidiaries. The Plan is an employee stock ownership plan, as defined in Section 4975 of the Internal Revenue Code of 1986 (the "Code"). Salary, hourly non-union and hourly union (as bargained) employees of the Corporation and its participating U.S. subsidiaries (collectively, the "Employer") are eligible to participate in the Plan.

The Board of Directors of the Corporation or its delegate may change the eligibility and other provisions of the Plan from time to time. The assets of the Plan are held with The Northern Trust Company ("Trustee"). The named fiduciary for the Plan is the Benefits Administration Committee ("BAC").

Contributions
An eligible employee may elect to make contributions that are deducted from compensation paid by the Employer before federal income taxes are withheld ("401(k) contributions"), after-tax contributions, and Roth 401(k) contributions in any combination up to 50% in whole percentages of base salary. 401(k) contributions, after-tax contributions, and Roth 401(k) contributions in any combination up to 4% of base salary are eligible for Employer matching contributions. Employees that are new hires or re-hires are automatically enrolled in the Plan at a 6% 401(k) contribution rate.

Company Match Safe Harbor contributions ("Employer matching contributions") are matched 100% on the first 4% of eligible earnings. The Employer matching contributions are not required to meet anti-discrimination requirements and testing and do not require distinction of highly compensated employees. Employer matching contributions are accounted for separately and share in the net appreciation or depreciation in fair value of investments, dividends, interest and expenses in the same manner as contributions made by a participant. All Employer matching contributions are invested according to the participants' contribution investment elections. Employer matching contributions and future earnings (losses) on that amount can be reallocated to another investment fund within the Plan. Any forfeitures in the Plan are used to offset Employer contributions.
 
The Employer makes a discretionary annual profit sharing contribution for each eligible employee based on the adjusted earnings per share performance from a range of 0% to 8% of eligible earnings. The contribution is deposited into participants' accounts as soon as administratively possible. The contributions related to the 2017 and 2016 targets were 3.9% and 4.0% of eligible earnings for each year and totaled $46.1 million and $46.4 million, respectively, and were deposited into participants' accounts within the first two months of the following year.

Employee contributions receivable as of December 31, 2017 of $3.8 million includes 401(k) contributions receivable of $2.9 million and after-tax, Roth 401(k) and rollover contributions receivable, collectively, of $0.9 million. The employee contributions for year ended December 31, 2017 of $121.3 million includes 401(k) contributions of $92.7 million and after-tax, Roth 401(k), and rollover contributions, collectively, of $28.6 million.

Employee contributions receivable as of December 31, 2016 of $3.9 million includes 401(k) contributions receivable of $3.0 million and after-tax and Roth 401(k) contributions receivable, collectively, of $0.9 million. The employee contributions for year ended December 31, 2016 of $116.4 million includes 401(k) contributions of $89.7 million and after-tax, Roth 401(k), and rollover contributions, collectively, of $26.7 million.

Participant Accounts
Individual accounts are maintained for each Plan participant. Each participant's account is credited with the employee's contributions, the Employer matching contributions, profit sharing contributions, and Plan earnings and losses, less expenses.



Investments
All investment elections are held by the Trustee and employee contributions allocated to a specific fund are commingled with those of other participants and are invested in accordance with the nature of the specific fund. Pending such investment, the Trustee is authorized to invest in short-term securities of the United States of America or in other investments of a short-term nature. Employees can elect to have their contributions in any of the 19 fund options available. The fund options consist of Kimberly-Clark Corporation Stock Fund ("K-C Stock Fund"), two different collective funds offered by Columbia Management (formerly Ameriprise), which are the Money Market and Stable Income Fund, and 16 collective funds offered by BlackRock which include the Russell 1000 Value Index Fund F, Russell 2000 Index Fund F, Russell 1000 Growth Index Fund F, U.S. Debt Index Fund F, Russell 1000 Index Fund F, MSCI ACWI ex-U.S. IMI Index Fund F, and 10 LifePath Index Fund F funds which are the Retirement Fund, 2020 Fund, 2025 Fund, 2030 Fund, 2035 Fund, 2040 Fund, 2045 Fund, 2050 Fund, 2055 Fund and 2060 Fund. The participant can also choose from a broad range of funds and certain other investments offered through a brokerage account.

Vesting
Employees are immediately vested in their 401(k), after-tax, Roth 401(k), and rollover contributions. The Plan was amended May 1, 2017 to provide immediate vesting in all company contributions for active employees. Prior to May 1, 2017, vesting in company match and profit sharing contributions occurred after two years of service.

Participant Loans
Participants may borrow from their fund accounts a minimum of $1 thousand up to a maximum of 50% or $50 thousand of their vested account balance, whichever is less. The loans are secured by the balance in the participant's account and bear interest at the prime +1 percent interest rate as published in the Wall Street Journal on the 15th of the month prior to the first day of the month to which it applies. Principal and interest is paid ratably through payroll deductions. A participant may have only one outstanding loan. A loan processing fee of $50 is charged to the participant. A loan may be a general purpose loan which must be repaid within a maximum of four years, or a primary residence loan, which must be repaid within a maximum of 10 years.
 
Distributions
Upon termination of a participant's employment, or because of death, the value of the participant's accounts, including the value of all Employer matching and profit sharing contributions, is distributable in either a lump sum, partial amount or systematic withdrawal per the participant's request. An automatic distribution will occur within 90 days if the participant's balance is $5 thousand or less. If the balance is $1 thousand or less, the distribution will be in the form of cash. If the balance is $5 thousand or less but more than $1 thousand, the balance will automatically be rolled over to to an Individual Retirement Account (IRA) with Fidelity. Prior to May 1, 2017, the distribution would only have been for the participant's vested interest in their account and the IRA would have been established for the participant at Millennium Trust, a financial services company servicing individuals. For those terminating employment with less than two years of qualified service, the value of nonvested Employer matching and profit sharing contributions was forfeited and used to reduce subsequent Employer matching and profit sharing contributions to the Plan.

A participant invested in the K-C Stock Fund earns dividends quarterly and has the option to reinvest the dividends earned into the fund or receive a distribution. Dividends distributed to participants during the years ended December 31, 2017 and 2016 were $2.6 million and $2.7 million, respectively, and are included in benefits paid to participants on the Statements of Changes in Net Assets Available for Benefits.

Withdrawals
An employee may withdraw the value of their after-tax accounts and company matching contributions after being in the Plan for 24 months. Subject to certain conditions, a participant may withdraw the value of 401(k) contributions, Roth 401(k) contributions, Company Match Safe Harbor contributions, profit sharing, and earnings credited in the case of hardship or after attaining age 59½. The employee will be required to suspend subsequent contributions to the Plan for six months following any hardship withdrawal of 401(k) contributions and earnings thereon.

K-C Stock Fund
A participant has the right to direct the Trustee as to the manner in which to vote at each annual meeting and special meeting of the stockholders of the Corporation the number of whole shares of the Corporation's common stock held by the Trustee and attributable to his or her K-C Stock Fund account as of the valuation date coincident with the record date for the meeting. In addition, the participant has the right to determine whether whole shares of the Corporation's common stock held by the Trustee and attributable to his or her K-C Stock Fund account should be tendered in response to offers thereof.

The K-C Stock Fund is allocated to participants using a unit value, which is calculated using the stock's year end market price plus cash held in a collective short term investment fund.

Note 2. Accounting Principles and Practices

Basis of Accounting
The accompanying financial statements for the Plan have been prepared on the accrual basis and are in accordance with the accounting principles generally accepted in the United States of America ("U.S. GAAP") for defined contribution benefit plans. The significant accounting policies employed in the preparation of the accompanying financial statements are described below.

Use of Estimates
The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of net assets available for benefits and changes therein. Actual results could differ from those estimates.

Investment Valuation and Income Recognition
All investments are stated at fair value. The Plan primarily invests in collective funds that have underlying investments and the fair value is determined by the Plan's proportionate share of the underlying investments and is estimated using the net asset value per share.  The fair value of the Corporation's common stock held by the Plan is determined as the last selling price on the last business day of the year, as published by an independent source. Security transactions are recorded on the trade date. Cash equivalents represent the following: 1) funds held for distributions and transfers in the K-C Stock Fund, 2) funds held for pending participant disbursements in the clearing account, and 3) funds invested in cash equivalent securities and pending transactions in the SDBA. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Net appreciation (depreciation) includes the Plan's gains and losses on investments bought and sold as well as held during the year.

Notes Receivable from Participants
Notes receivable from participant loans are valued at their unpaid principal balance plus any accrued but unpaid interest.

Administrative Expenses
Administrative expenses of the Plan are paid by the Plan as provided in the Plan document.

Benefits Paid to Participants
Distributions are recorded when paid. Amounts allocated to accounts of participants who have elected to withdraw from the Plan, but have not yet been paid, were insignificant at December 31, 2017 and 2016.

Transfers to (from) the Plan
For the years ended December 31, 2017 and 2016, there were no transfers to or from the Plan.

Note 3. Fair Value Measurements

The following fair value information is based on a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The three levels in the hierarchy used to measure fair value are:

Level 1 – Unadjusted quoted prices in active markets accessible at the reporting date for identical assets and liabilities.

Level 2 – Quoted prices for similar assets or liabilities in active markets. Quoted prices for identical or similar assets and liabilities in markets that are not considered active or financial instruments for which all significant inputs are observable, either directly or indirectly.
Level 3 – Prices or valuations that require inputs that are significant to the valuation and are unobservable.

A financial instrument's level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.

The following tables set forth by level, within the fair value hierarchy, a summary of the Plan's investments measured at fair value as of December 31, 2017 and 2016. Approximately 87% and 85% of the assets as of December 31, 2017 and 2016, respectively, are held in pooled funds and are measured using a net asset value. Accordingly, such assets do not meet the Level 1, Level 2 or Level 3 criteria of the fair value hierarchy.

8




 
December 31
2017
 
Fair Value Measurements
 
 
 
Level 1
 
Level 2
 
NAV
 
(Thousands of dollars)
Cash equivalents
$
46,263

 
$
33,198

 
$
54

 
$
13,011

Kimberly-Clark Corporation stock
259,428

 
259,428

 

 

Self-Directed Brokerage Account ("SDBA")
203,921

 
203,530

 
391

 

Common collective trusts
3,302,579

 

 

 
3,302,579

Total Investments at Fair Value
$
3,812,191

 
$
496,156

 
$
445

 
$
3,315,590


 
December 31
2016
 
Fair Value Measurements
 
 
 
Level 1
 
Level 2
 
NAV
 
(Thousands of dollars)
Cash equivalents
$
46,546

 
$

 
$
38,887

 
$
7,659

Kimberly-Clark Corporation stock
291,058

 
291,058

 

 

SDBA
164,161

 
163,371

 
790

 

Common collective trusts
2,868,375

 

 

 
2,868,375

Total Investments at Fair Value
$
3,370,140

 
$
454,429

 
$
39,677

 
$
2,876,034


As of December 31, 2017 and 2016, there were no assets with a Level 3 fair value determination. The availability of observable market data is monitored to assess the appropriate classification of financial instruments within the fair value hierarchy. Changes in economic conditions or model-based valuation techniques may require the transfer of financial instruments from one fair value level to another. The Plan's policy is to recognize significant transfers between levels at the end of the year. The significance of transfers between levels is evaluated based upon the nature of the financial instrument and size of the transfer relative to total net assets available for benefits. During the years ended December 31, 2017 and 2016, there were no significant transfers between level 1 or 2 fair value determinations.
 
Following is a description of the valuation methodologies used for the Plan's investments measured at fair value. There have been no changes in the methodologies used at December 31, 2017 and 2016.

Cash equivalents: The cash equivalents includes cash liquidity held in the SDBA. The valuation of the cash equivalents is classified as level 2 due to the cash being held in money market funds or short-term cash that has movement between funds or out of the Plan. Cash equivalents also includes cash associated with the K-C Stock Fund and the clearing account which are invested in a collective short term investment fund. The fair value of the collective short term investment fund is based on net asset value as a practical expedient.

Kimberly-Clark Corporation stock: The K-C Stock Fund investments are held directly by the Plan. The fair value of the Corporation's common stock is determined based on the closing unadjusted quoted price as of the end of the year.

SDBA: The account consists primarily of mutual funds and common stocks that are valued on the basis of readily determinable market prices.

Collective funds: Composed of a money market fund, stable income fund, fixed income fund, equity funds and multi-asset class funds. The fair value of each fund is determined by multiplying the net asset value per unit by the number of units held by the Plan. The net asset value is based on the values of the underlying securities and cash held in the fund.

Note 4. Net Asset Value (NAV) Per Share

The following table for December 31, 2017 and 2016, sets forth a summary of the Plan's investments with a reported NAV.


9




 
Fair Value Estimated Using NAV per Share
Investment
December 31 2017 Fair Value (a)
December 31 2016 Fair Value (a)
Unfunded Commitment
Redemption Frequency
Other Redemption Restrictions
Redemption Notice Period

(Thousands of dollars)
 



Short-term investment funds (b)
$
13,011

$
7,659

$

Daily
None
Daily
Fixed income funds (c)
771,374

827,980


Daily
None
Daily
Multi-asset class funds (d)
421,684

416,449


Daily
None
Daily
Equity index funds (e)
2,109,521

1,623,946


Daily
None
Daily
(a) 
The fair values of the investments have been estimated using the NAV of the investment.
(b) 
Short-term investment fund strategies seek to invest in high-quality, short-term securities which is included in cash and cash equivalents.
(c) 
The fixed income fund strategy seeks to replicate the Barclays Bloomberg U.S.Aggregate Bond Index or provide capital preservation and income.
(d) 
Multi-asset class funds are target date funds that seek to provide a diversified asset allocation consistent with the participants' current stage of life.
(e) 
Equity index fund strategies seek to replicate the return of an index of a specific financial market, such as the Russell 1000 Index or Russell 2000 Index.

Note 5. Party-In-Interest Transactions

At December 31, 2017, the Plan held 2.2 million shares of the Corporation's common stock at a fair value of $259 million. During the year ended December 31, 2017, 0.6 million shares were acquired and 1.0 million shares were disposed. At December 31, 2016, the Plan held 2.6 million shares of the Corporation's common stock at a fair value of $291 million. During the year ended December 31, 2016, 1.9 million shares were acquired and 1.6 million shares were disposed. All of these transactions are exempt from the prohibitions against party-in-interest transactions under ERISA.

Note 6. Plan Termination

Although it has not expressed any intention to do so, the Corporation has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions set forth in ERISA.

Note 7. Federal Income Tax Status

The Internal Revenue Service ("IRS") has determined and informed the Corporation in a letter dated October 18, 2017, that the Plan and the related trust were designed in accordance with the applicable requirements of the Code. The Plan satisfies the requirement of Section 401(a) of the Code and Plan management is not aware of any Plan provision that would result in disqualification. The federal income tax status of participants with respect to the Plan is as follows: A participant's after-tax and Roth contributions, in whatever form, are not tax-deductible by the participant; however, the portion of a distribution attributable to such contributions is not taxable upon distribution. Participant pre-tax 401(k) contributions are considered contributions by the Employer rather than the participant and, as a result, are not taxable until the year in which they are distributed. Employer contributions and the earnings on employer and participant contributions are generally not taxable to the participant until the year in which they are distributed.

U.S. GAAP requires plan management to evaluate tax positions taken by the Plan and recognize a tax liability (or asset) if the Plan has taken an uncertain position that more likely than not would not be sustained upon examination by the IRS. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. The Plan administrator believes it is no longer subject to income tax examinations for years prior to 2012.

Note 8. Changes to the Plan

During the year ended December 31, 2017, the BAC approved the following administrative changes to the Plan: (1) transfer all Blackrock Non-lendable Fund F investments to Blackrock funds that engage in securities lending without changing the investment objectives, effective January 1, 2017; (2) prohibit SDBA Plan participants from purchasing interests in master limited partnerships,

10




effective March 6, 2017; (3) transition the Plan administration, including check and tax service duties, to Fidelity, effective May 1, 2017; and (4) allow overpayment refunds less than $25 to be posted to a participant's account, effective May 1, 2017.

Effective May 1, 2017, the Plan was amended to: (1) differentiate the ability to repay an outstanding loan for a spousal beneficiary in the event of a participant death; (2) change the vesting period such that vesting in the Plan occurs immediately upon Plan participation; (3) adopt Roth in-plan conversion feature; (4) eliminate the flat dollar contribution option and adopt conversion default; (5) allow a participant directed effective date for the automatic annual increase; (6) eliminate the target percentage for participant elected automatic annual increases; (7) eliminate the ability to elect automatic annual increases for after-tax contributions; (8) set a maximum amount of annual increase from one percent to ten percent; (9) change the automatic rebalancing option from an automated service to a notification service; (10) allow a terminated participant to set up a systematic withdrawal of payments to draw down the 401(k) account balance; and (11) allow Plan balances of $5 thousand or less but more than $1 thousand to be automatically rolled over to Fidelity Investments upon termination of employment. Effective November 1, 2017, the Plan was amended to change the reinvestment date for dividends earned in the KC Stock Fund to be the same as the dividend payment date.

During the year ended December 31, 2016, the Plan was amended to: (1) provide that the discretionary Profit Sharing Contribution to the Plan will range between zero percent and eight percent; effective January 1, 2016 and (2) clarify how loan payments of outstanding loans for terminated Participants are administered with respect to cash-out balances; effective January 1, 2016.

Note 9. Reconciliation of Financial Statements to Form 5500

Benefit payments requested by participants are recorded on the Form 5500 for benefit payments that have been processed and approved for payment prior to year end, but not yet paid as of that date.
 
The following is a reconciliation of benefits paid to participants per the financial statements for the year ended December 31, 2017, to Form 5500:
 
 
December 31, 2017
 
 
(Thousands of dollars)
Benefits paid to participants per the financial statements
 
$
287,678

Add: Benefit payments requested by participants at December 31, 2017
 
30

Less: Benefit payments requested by participants at December 31, 2016
 
(320
)
Benefits paid to participants for Form 5500
 
$
287,388


The following is a reconciliation of net assets available for benefits per the financial statements at December 31, 2017 and 2016 to Form 5500:
 
 
December 31
 
 
2017
 
2016
 
 
(Thousands of dollars)
Net assets available for benefits per the financial statements
 
$
3,898,496

 
$
3,452,059

Less: Benefit payments requested by participants
 
(30
)
 
(320
)
Net assets available for benefits per Form 5500
 
$
3,898,466

 
$
3,451,739



Note 10. Risks and Uncertainties

Plan assets are invested in funds and securities as directed by plan participants. These investment securities, in general, are exposed to various risks, such as interest rate, credit, and overall market volatility. Accordingly, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the Statements of Net Assets Available for Benefits.

Note 11. Subsequent Events

The Plan has evaluated subsequent events through June 19, 2018, the date the financial statements were available to be issued.



11


















SUPPLEMENTAL INFORMATION REQUIRED
BY THE DEPARTMENT OF LABOR'S RULES AND REGULATIONS FOR
REPORTING AND DISCLOSURE UNDER THE
EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974




















KIMBERLY-CLARK CORPORATION
401(K) AND PROFIT SHARING PLAN
SCHEDULE H, PART IV, 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)

SPONSOR'S EIN: 39-0394230
PLAN NAME/NUMBER: Kimberly-Clark Corporation 401(K) and Profit Sharing Plan / 016
 
 
 
 
December 31, 2017
Identity of Investment Issuer
 
Description of Investment
 
Fair Value
 
 
 
 
(Thousands of dollars)
The Northern Trust (1)
 
Collective Fund:
 



 
Collective Government Short Term Investment Fund
 
$
13,011


 

 
13,011

 
 
 
 
 
Columbia Management
 
Collective Funds:
 
 
 
 
CT Money Market Fund Z
 
89,255

 
 
CT Stable Government Fund Z
 
73,923

 
 
CT Stable Income Fund Z
 
194,890

 
 
 
 
358,068

 
 
 
 
 
BlackRock
 
Collective Funds:
 
 
 
 
U.S. Debt Index Fund F
 
413,305

 
 
Russell 1000 Index Fund F
 
523,009

 
 
Russell 1000 Value Index Fund F
 
348,037

 
 
Russell 1000 Growth Index Fund F
 
457,932

 
 
Russell 2000 Index Fund F
 
264,269

 
 
MSCI ACWI ex-U.S. IMI Index Fund F
 
516,275

 
 
LifePath Index Target Conservative Fund F
 
75,511

 
 
LifePath Index 2020 Fund F
 
27,967

 
 
LifePath Index 2025 Fund F
 
112,283

 
 
LifePath Index 2030 Fund F
 
19,567

 
 
LifePath Index 2035 Fund F
 
85,236

 
 
LifePath Index 2040 Fund F
 
15,924

 
 
LifePath Index 2045 Fund F
 
55,980

 
 
LifePath Index 2050 Fund F
 
12,072

 
 
LifePath Index 2055 Fund F
 
12,466

 
 
LifePath Index 2060 Fund F
 
4,678

 
 
 
 
2,944,511

 
 
 
 
 
K-C (1)
 
Kimberly-Clark Corporation Common Stock
 
259,428

 
 
 
 
 
Fidelity (1)
 
SDBA
 
237,173

 
 
 
 
 
The Northern Trust (1)
 
Notes receivable from participants rate of interest (3.25% - 8.25%) maturity dates (January 2018 - December 2027)
 
32,570

 
 
 
 
 
Total Investments
 
 
 
$
3,844,761

(1)
Sponsor and/or issuer known to be a party-in-interest to the Plan.
Cost is not presented as all investments are participant directed.
See accompanying report of independent registered public accounting firm.

13