Johnson & Johnson (NYSE: JNJ) director defers fees into DSUs

Rhea-AI Filing Summary

Johnson & Johnson director Daniel E. Pinto received a grant of 134.241 Deferred Share Units on June 9, 2026, tied to a reference price of $232.79 per unit. After this award, he holds 2,320.824 Deferred Share Units.

The units were acquired by deferring his cash retainer under the company’s Amended and Restated Deferred Fee Plan for Directors. These Deferred Share Units are settled in cash when his board service ends and each unit reflects the fair market value of one share of common stock at settlement, including dividend equivalent rights credited over time.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Pinto Daniel E

Role null

Type	Security	Shares	Price	Value
Grant/Award	Deferred Share Units	134.241	$232.79	$31K

Holdings After Transaction: Deferred Share Units — 2,320.824 shares (Direct, null)

Footnotes (1)

1. Acquisition of Deferred Share Units (DSU) for deferral of cash retainer under the Issuer's Amended and Restated Deferred Fee Plan for Directors. DSUs are to be settled in cash upon termination of the Reporting Person's directorship. Each DSU represents the fair market value of one share of Common Stock on the business day prior to settlement date. Includes dividend equivalent rights in connection with the Issuer's quarterly dividend and accrued to the Reporting Person on DSUs held by the Reporting Person.

Key Figures

Deferred Share Units granted: 134.241 units Reference price per unit: $232.79 per unit Total Deferred Share Units after grant: 2,320.824 units +1 more

4 metrics

Deferred Share Units granted 134.241 units Award on June 9, 2026

Reference price per unit $232.79 per unit Fair market value basis for DSUs

Total Deferred Share Units after grant 2,320.824 units Holdings following reported transaction

Conversion/exercise price $0.00 Deferred Share Units under director fee plan

Key Terms

Deferred Share Units, Amended and Restated Deferred Fee Plan for Directors, dividend equivalent rights

3 terms

Deferred Share Units financial

"Acquisition of Deferred Share Units (DSU) for deferral of cash retainer under the Issuer's Amended and Restated Deferred Fee Plan for Directors."

Deferred share units are promises that give an executive or director the right to receive company shares or their cash value at a future date, often when they retire or leave the company. Think of them as a paycheck held in a savings account that converts into stock later; they matter to investors because they tie pay to long-term performance, create potential future dilution of shares, and represent a delayed cash or share obligation the company must eventually fulfill.

Amended and Restated Deferred Fee Plan for Directors financial

"for deferral of cash retainer under the Issuer's Amended and Restated Deferred Fee Plan for Directors."

dividend equivalent rights financial

"Includes dividend equivalent rights in connection with the Issuer's quarterly dividend and accrued to the Reporting Person on DSUs held by the Reporting Person."

Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Pinto Daniel E

(Last) (First) (Middle)

ONE JOHNSON & JOHNSON PLAZA

(Street)

NEW BRUNSWICK NEW JERSEY 08933

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
JOHNSON & JOHNSON [ JNJ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/09/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Deferred Share Units	(1)	06/09/2026		A		134.241		(1)	(1)	Common Stock	134.241	$232.79	2,320.824(2)	D

Explanation of Responses:

1. Acquisition of Deferred Share Units (DSU) for deferral of cash retainer under the Issuer's Amended and Restated Deferred Fee Plan for Directors. DSUs are to be settled in cash upon termination of the Reporting Person's directorship. Each DSU represents the fair market value of one share of Common Stock on the business day prior to settlement date.

2. Includes dividend equivalent rights in connection with the Issuer's quarterly dividend and accrued to the Reporting Person on DSUs held by the Reporting Person.

Remarks:

	/s/ Joleen Morgan, as attorney-in-fact for Daniel E. Pinto	06/11/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Johnson & Johnson (JNJ) director Daniel E. Pinto report on this Form 4?

Daniel E. Pinto reported receiving 134.241 Deferred Share Units as a compensation-related award. The units come from deferring his director cash retainer into the company’s Deferred Fee Plan, increasing his total Deferred Share Units to 2,320.824.

How many Deferred Share Units did Daniel E. Pinto receive from Johnson & Johnson (JNJ)?

He received 134.241 Deferred Share Units in this transaction. The award is part of Johnson & Johnson’s Amended and Restated Deferred Fee Plan for Directors, where directors can defer cash retainers into units linked to the company’s common stock value.

At what reference price were Daniel E. Pinto’s Johnson & Johnson Deferred Share Units valued?

The 134.241 Deferred Share Units were tied to a reference price of $232.79 per unit. Each Deferred Share Unit represents the fair market value of one Johnson & Johnson common share on the business day before the future cash settlement date.

How many Deferred Share Units does Daniel E. Pinto hold after this Johnson & Johnson grant?

Following the grant, he holds a total of 2,320.824 Deferred Share Units. These units are cash-settled when his directorship ends and are designed to mirror Johnson & Johnson’s common stock value, including credited dividend equivalent rights over time.

Are Daniel E. Pinto’s Johnson & Johnson Deferred Share Units settled in stock or cash?

They are settled in cash rather than stock. Upon termination of his directorship, Johnson & Johnson pays cash equal to the fair market value of one common share for each Deferred Share Unit, based on the business day immediately before settlement.

Do Daniel E. Pinto’s Deferred Share Units at Johnson & Johnson earn dividends?

They receive dividend equivalent rights linked to Johnson & Johnson’s quarterly dividend. These equivalents accrue on the Deferred Share Units he holds, effectively tracking the value impact of dividends even though the units themselves are ultimately settled in cash.