JNJ (JNJ) CEO Duato reports major stock awards and tax withholding
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
JOHNSON & JOHNSON CEO and Chairman Joaquin Duato reported multiple equity transactions related to the company’s long-term incentive plan. On February 15, 2026, he received a grant of 131,734 employee stock options and 9,459 restricted share units, each representing the right to receive one share of common stock upon vesting.
Across February 13 and 15, 2026, previously awarded RSUs and performance share units vested and were converted into common stock through several exercises coded “M”. In connection with these vestings, common shares coded “F” were withheld at prices around $243.45–$244.55 per share to satisfy tax obligations. Duato also reports indirect holdings of 998 common shares through a 401(k) plan and 30,852 shares held by his spouse.
Positive
- None.
Negative
- None.
Insider Trade Summary
84,710 shares exercised/converted
Mixed
16 txns
Insider
Duato Joaquin
Role
CEO and Chairman of the Board
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Share Units | 3,682 | $0.00 | -- |
| Exercise | Restricted Share Units | 4,505 | $0.00 | -- |
| Grant/Award | Employee Stock Options (Right to Buy) | 131,734 | $0.00 | -- |
| Grant/Award | Restricted Share Units | 9,459 | $0.00 | -- |
| Exercise | Common Stock | 3,682 | $0.00 | -- |
| Tax Withholding | Common Stock | 1,602 | $243.45 | $390K |
| Exercise | Common Stock | 4,505 | $0.00 | -- |
| Tax Withholding | Common Stock | 1,960 | $243.45 | $477K |
| Exercise | Restricted Share Units | 3,469 | $0.00 | -- |
| Exercise | Performance Share Units | 73,054 | $0.00 | -- |
| Exercise | Common Stock | 3,469 | $0.00 | -- |
| Tax Withholding | Common Stock | 989 | $244.55 | $242K |
| Exercise | Common Stock | 73,054 | $0.00 | -- |
| Tax Withholding | Common Stock | 31,679 | $244.55 | $7.75M |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Restricted Share Units — 3,682 shares (Direct);
Employee Stock Options (Right to Buy) — 131,734 shares (Direct);
Common Stock — 323,504 shares (Direct);
Performance Share Units — 0 shares (Direct);
Common Stock — 998 shares (Indirect, By 401k)
Footnotes (1)
- Awarded under Issuer's Long-Term Incentive Plan. The Restricted Share Units (RSUs) awarded on February 13, 2023 vest in three annual equal installments beginning on the first anniversary of the grant date. The RSUs convert into shares of Common Stock upon vesting. Shares withheld for payment of taxes upon vesting of RSUs. Performance Share Units (PSUs) awarded under Issuer's Long-Term Incentive Plan on February 13, 2023. The PSUs convert into shares of Common Stock upon vesting. Shares withheld for payment of taxes upon vesting of PSUs. Awarded under Issuer's Long-Term Incentive Plan. The Restricted Share Units (RSUs) awarded on February 15, 2024 vest in three annual equal installments beginning on the first anniversary of the grant date. The RSU convert into shares of Common Stock upon vesting. Awarded under Issuer's Long-Term Incentive Plan. The Restricted Share Units (RSUs) awarded on February 15, 2025 vest in three annual equal installments beginning on the first anniversary of the grant date. The RSUs convert into shares of Common Stock upon vesting on a one for one basis. Includes shares accrued due to dividend reinvestment in the Johnson & Johnson Stock Fund under the Johnson & Johnson Savings Plan as of the Plan's most recent reporting date (1/31/2026). Each RSU represents a contingent right to receive one share of Company Common Stock. Awarded under Issuer's Long-Term Incentive Plan. The Stock Option Award vests in three equal annual installments beginning on the first anniversary of the grant date. Awarded under Issuer's Long-Term Incentive Plan. The Restricted Share Units (RSUs) awarded on February 15, 2026 vest in three annual equal installments beginning on the first anniversary of the grant date. The RSUs convert into shares of Common Stock upon vesting on a one for one basis.
FAQ
What equity awards did JNJ CEO Joaquin Duato receive in this Form 4?
Joaquin Duato received a grant of 131,734 employee stock options and 9,459 restricted share units on February 15, 2026. These awards were granted under Johnson & Johnson’s long-term incentive plan and will vest in three annual installments beginning on the first anniversary.
How were Johnson & Johnson RSUs and PSUs for JNJ’s CEO settled?
Previously granted restricted share units and performance share units vested and were converted into Johnson & Johnson common stock through transactions coded “M”. According to the filing, each unit represents a contingent right to receive one share of common stock when vesting conditions are met.
How do JNJ’s long-term incentive plan awards for the CEO vest?
The reported RSUs and stock options generally vest in three equal annual installments, beginning on the first anniversary of the grant date. Upon vesting, RSUs convert into Johnson & Johnson common stock on a one-for-one basis, while options become exercisable according to their award terms.
What do the M and F transaction codes mean in the JNJ Form 4?
Code M indicates exercise or conversion of derivative securities such as RSUs or PSUs into common stock. Code F indicates shares withheld to pay taxes or exercise costs. In this filing, F-coded transactions represent tax-withholding dispositions tied to vesting, not discretionary market sales.