Director at Johnson & Johnson (NYSE: JNJ) defers board fees into DSUs

Rhea-AI Filing Summary

Pinto Daniel E reported acquisition or exercise transactions in this Form 4 filing.

Johnson & Johnson director Daniel E. Pinto received a grant of 129.058 Deferred Share Units, credited at a reference price of $242.14 per unit, in connection with deferring his cash director retainer. These units track the value of one common share each and are to be settled in cash when his board service ends, bringing his total deferred units to 462.069 including dividend-equivalent accruals.

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

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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 NJ 08933

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
03/10/2026

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

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

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

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)	03/10/2026		A		129.058		(1)	(1)	Common Stock	129.058	$242.14	462.069(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	03/12/2026
	** 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.

FAQ

What insider transaction did Johnson & Johnson (JNJ) report for Daniel E. Pinto?

Johnson & Johnson reported that director Daniel E. Pinto acquired 129.058 Deferred Share Units. The units were granted as part of a deferred fee plan for directors and reflect deferral of his cash retainer into equity-linked, cash-settled units tied to the company’s common stock value.

How many Deferred Share Units does Daniel E. Pinto hold after this JNJ Form 4?

After this transaction, Daniel E. Pinto holds a total of 462.069 Deferred Share Units. This figure includes the newly granted 129.058 units as well as previously accumulated units and dividend-equivalent rights credited in connection with Johnson & Johnson’s regular quarterly dividends.

At what value were Daniel E. Pinto’s Johnson & Johnson Deferred Share Units credited?

The 129.058 Deferred Share Units were credited at a reference value of $242.14 per unit. Each unit represents the fair market value of one share of Johnson & Johnson common stock on the business day before settlement, although the units themselves are ultimately settled in cash.

When will Daniel E. Pinto’s Johnson & Johnson Deferred Share Units be settled?

The Deferred Share Units are scheduled to be settled in cash upon termination of Daniel E. Pinto’s directorship. They are issued under Johnson & Johnson’s Amended and Restated Deferred Fee Plan for Directors and are intended to mirror the value of common stock over his service period.

What are dividend-equivalent rights on Daniel E. Pinto’s JNJ Deferred Share Units?

The holdings include dividend-equivalent rights that accrue when Johnson & Johnson pays its quarterly dividend. These rights add additional Deferred Share Units to Daniel E. Pinto’s account, ensuring his deferred compensation reflects the same dividend value paid on outstanding common shares.

Is Daniel E. Pinto’s Johnson & Johnson Form 4 transaction a market purchase or sale?

The Form 4 reflects a grant of 129.058 Deferred Share Units as compensation, not an open-market purchase or sale. The units arise from deferring his cash director retainer under Johnson & Johnson’s deferred fee plan, with settlement occurring in cash at the end of his board service.