Johnson & Johnson Insider: Option Exercise and Partial Sale on 08/29/2025

Rhea-AI Filing Summary

Insider transaction summary for Johnson & Johnson (JNJ): Elizabeth Forminard, Executive VP and General Counsel, reported option-related activity on 08/29/2025. She exercised 11,521 employee stock options with an exercise price of $115.67, acquiring 11,521 shares at that price. Following the exercise, she sold 9,570 shares at $177.20, leaving her beneficial ownership at 12,853 shares of common stock. The options exercised were originally granted on 02/13/2020 and vested to be exercisable on the third anniversary of the grant; their expiration date is 02/13/2027. The Form 4 was signed by an attorney-in-fact on 09/03/2025.

Positive

• Exercise and partial sale executed and reported timely: Transactions on 08/29/2025 were disclosed and Form 4 was signed 09/03/2025.
• Realized gain per sold share: Sale at $177.20 versus exercise price $115.67 shows a clear per-share spread of $61.53.

Negative

• Reduction in insider ownership: Disposition of 9,570 shares reduced direct beneficial holdings to 12,853 shares.
• No indication of a 10b5-1 plan in the filing text: The form does not check the box indicating the transaction was pursuant to a pre-arranged plan.

Insights

Securities Analyst

TL;DR: Insider exercised options and sold part of the resulting shares, capturing a clear profit per share between exercise and sale prices.

The filing shows an exercise of 11,521 employee stock options at $115.67 followed by a disposition of 9,570 shares at $177.20 on the same date, indicating the reporting person realized a per-share spread of $61.53 before taxes and fees. Remaining direct holdings are 12,853 shares. For investors, this is a routine monetization of vested options by a senior executive rather than a corporate event; it slightly increases public float but has no direct impact on fundamentals. The timing and size are consistent with option exercise and partial sale practices for executives.

Corporate Governance Expert

TL;DR: Transaction appears to follow standard option exercise and reporting procedures, with no indications of policy breaches.

The Form 4 discloses exercised options granted 02/13/2020 that vested on the third anniversary, consistent with the stated vesting schedule. A portion of shares was sold the same day, a common approach to cover exercise costs and taxes. The filing was executed by an attorney-in-fact and signed on 09/03/2025, meeting procedural requirements. There is no information in the filing suggesting reliance on a Rule 10b5-1 plan or other pre-arranged sale instructions; that box was not checked in the provided text.

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^*

Forminard Elizabeth

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive VP, General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025

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
Common Stock	08/29/2025		M		11,521	A	$115.67	22,423	D
Common Stock	08/29/2025		F		9,570	D	$177.2	12,853	D

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
Employee Stock Options (Right to Buy)	$115.67	08/29/2025		M			11,521	02/13/2020(1)	02/13/2027	Common Stock	11,521	$115.67	0	D

Explanation of Responses:

1. Vested and exercisable on the third anniversary of the date of the grant.

Remarks:

	/s/ Laura H. McFalls, as attorney-in-fact for Elizabeth Forminard	09/03/2025
	** 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 did Elizabeth Forminard report on Form 4 for JNJ?

She reported exercising 11,521 employee stock options at $115.67 and selling 9,570 shares at $177.20 on 08/29/2025.

How many JNJ shares does the reporting person own after the transaction?

12,853 shares of common stock beneficially owned following the reported transactions.

What were the exercise and sale prices reported on the Form 4 (JNJ)?

Exercise price: $115.67 per share; Sale price: $177.20 per share for the disposed shares.

When were the underlying options granted and when do they expire?

The options were granted on 02/13/2020, vested on the third anniversary, and have an expiration date of 02/13/2027.

Was the Form 4 filed and signed appropriately for JNJ insider reporting?

Yes. The Form 4 was signed by an attorney-in-fact for Elizabeth Forminard on 09/03/2025.