Johnson & Johnson director defers fees into 185.533 DSUs at $202.12

Johnson & Johnson director reports deferred share units award A Johnson & Johnson (JNJ) director reported receiving 185.533 Deferred Share Units (DSUs) on 12/09/2025 at a price of $202.12 per unit.

Rhea-AI Filing Summary

Johnson & Johnson director reports deferred share units award

A Johnson & Johnson (JNJ) director reported receiving 185.533 Deferred Share Units (DSUs) on 12/09/2025 at a price of $202.12 per unit. After this transaction, the director beneficially owns 5,058.0682 DSUs in total, held directly.

The DSUs were acquired by deferring the director’s cash retainer under Johnson & Johnson’s Amended and Restated Deferred Fee Plan for Directors. These units will be settled in cash when the director’s board service ends, and each DSU represents the fair market value of one share of Johnson & Johnson common stock on the business day before settlement. The total includes dividend-equivalent rights that accrue on DSUs in line with the company’s quarterly dividend.

Insider Trade Summary

Grant/Award: 185.533 shares

Grant/Award 1 txn

Insider Woods Eugene A.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Deferred Share Units	185.533	$202.12	$37K

Holdings After Transaction: Deferred Share Units — 5,058.0682 contracts (Direct)

Footnotes (2)

1. F1. 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. F2. 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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did the Johnson & Johnson (JNJ) director report in this Form 4?

The director reported acquiring 185.533 Deferred Share Units (DSUs) of Johnson & Johnson on 12/09/2025 at $202.12 per unit, increasing their total beneficial ownership to 5,058.0682 DSUs held directly.

How does the Johnson & Johnson (JNJ) director compensation relate to these DSUs?

The 185.533 DSUs were acquired through the deferral of the director’s cash retainer under Johnson & Johnson’s Amended and Restated Deferred Fee Plan for Directors, effectively converting cash fees into deferred equity-linked units settled in cash later.

When will the Johnson & Johnson (JNJ) director’s DSUs be settled?

The filing states that the DSUs are to be settled in cash upon termination of the reporting person’s directorship, meaning payment occurs when the director leaves the board.

What does each Johnson & Johnson (JNJ) Deferred Share Unit represent?

Each DSU represents the fair market value of one share of Johnson & Johnson common stock on the business day prior to the settlement date, with settlement made in cash rather than shares.

Do the Johnson & Johnson (JNJ) DSUs include dividend equivalents?

Yes. The filing notes that the reported total includes dividend equivalent rights tied to Johnson & Johnson’s quarterly dividend that have accrued on DSUs held by the director.

What is the ownership form for the Johnson & Johnson (JNJ) director’s DSUs?

The 5,058.0682 DSUs reported after the transaction are held with direct ownership by the reporting person, according to the filing’s ownership table.

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Accepted by SEC EDGAR 12/11/2025 - 05:02 PM Learn about SEC filing dates

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^*

Woods Eugene A.

(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)
12/09/2025

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

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)	12/09/2025		A		185.533		(1)	(1)	Common Stock	185.533	$202.12	5,058.0682(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 Eugene A. Woods	12/11/2025
	** 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.