Johnson & Johnson (JNJ) director gets 975 cash-settled DSUs

Rhea-AI Filing Summary

HEWSON MARILLYN A reported acquisition or exercise transactions in this Form 4 filing.

Johnson & Johnson director Marillyn A. Hewson received 975 Deferred Share Units (DSUs) as a grant under the company’s Amended and Restated Deferred Fee Plan for Directors. The DSUs were awarded at $0.00 per unit and are classified as derivative securities.

After this grant, Hewson holds a total of 15,487.939 DSUs. According to the plan terms, these DSUs will be settled in cash when her service as a director ends, with each DSU representing the fair market value of one share of Johnson & Johnson common stock on the settlement date. The holdings also include dividend equivalent rights that accrue on DSUs in line with the company’s quarterly dividend.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider HEWSON MARILLYN A

Role null

Type	Security	Shares	Price	Value
Grant/Award	Deferred Share Units	975	$0.00	--

Holdings After Transaction: Deferred Share Units — 15,487.939 shares (Direct, null)

Footnotes (1)

1. Grant of Deferred Share Units (DSU) acquired under the Issuer's Amended and Restated Deferred Fee Plan for Directors are to be settled in cash upon termination of the Reporting Person's directorship (with each DSU representing the fair market value of one share of Common Stock on the 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: 975 units DSUs held after transaction: 15,487.939 units Grant price per DSU: $0.00 per unit +1 more

4 metrics

Deferred Share Units granted 975 units Grant to director on 2026-04-23

DSUs held after transaction 15,487.939 units Total Deferred Share Units after grant

Grant price per DSU $0.00 per unit Award under director deferred fee plan

Underlying common stock 975 shares equivalent Each DSU corresponds to one common share’s fair market value

Key Terms

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

3 terms

Deferred Share Units financial

"Grant of Deferred Share Units (DSU) acquired 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

"acquired under the Issuer's Amended and Restated Deferred Fee Plan for Directors are to be settled in cash"

dividend equivalent rights financial

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

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.

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^*

HEWSON MARILLYN A

(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)
04/23/2026

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)	04/23/2026		A		975		(1)	(1)	Common Stock	975	$0	15,487.939(2)	D

Explanation of Responses:

1. Grant of Deferred Share Units (DSU) acquired under the Issuer's Amended and Restated Deferred Fee Plan for Directors are to be settled in cash upon termination of the Reporting Person's directorship (with each DSU representing the fair market value of one share of Common Stock on the 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 Marillyn A. Hewson	04/27/2026
	** 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 Marillyn Hewson report on this Form 4?

Marillyn A. Hewson reported receiving 975 Deferred Share Units as a grant under Johnson & Johnson’s director fee plan. These units are derivative awards, not open-market purchases, and increase her total DSU holdings reported in this filing.

How many Deferred Share Units does Marillyn Hewson hold in Johnson & Johnson (JNJ) after this grant?

After the reported grant, Marillyn Hewson holds 15,487.939 Deferred Share Units. This figure reflects her aggregate DSU position under Johnson & Johnson’s director compensation plan as shown in this Form 4 filing.

How are Johnson & Johnson (JNJ) Deferred Share Units for directors settled?

The Deferred Share Units granted to directors are settled in cash when the director’s service ends. Each DSU represents the fair market value of one Johnson & Johnson common share on the settlement date, according to the plan terms described in the footnotes.

What does the transaction code “A” mean in Marillyn Hewson’s Johnson & Johnson (JNJ) Form 4?

The transaction code “A” indicates a grant, award, or other acquisition of securities. In this case, it reflects Johnson & Johnson awarding 975 Deferred Share Units to director Marillyn Hewson as part of the company’s deferred fee plan for directors.

Do Johnson & Johnson (JNJ) Deferred Share Units for directors earn dividends?

Yes. The filing notes that Deferred Share Units held by the director include dividend equivalent rights. These rights accrue in connection with Johnson & Johnson’s quarterly dividend on DSUs already held, increasing the reported DSU balance over time.