J&J Form 4: Duato Option Exercise and Sale of 125,824 Shares

Rhea-AI Filing Summary

Joaquin Duato, CEO and Chairman of Johnson & Johnson (JNJ), reported transactions on Form 4 dated 08/22/2025 showing the exercise and sale of company shares. On 08/22/2025 he exercised 125,824 employee stock options at an exercise price of $101.87 per share, and contemporaneously sold 125,824 shares at a weighted average sale price of $179.2079. After these transactions the filing shows 275,967 shares beneficially owned directly. The report also discloses 401,791 shares held directly following another acquisition entry and 130,852 shares held indirectly by spouse and 974 shares indirectly via a 401(k) plan as of the plan reporting date.

The Form 4 was signed by an attorney-in-fact on 08/25/2025 and includes an explanation that the sale prices reflect multiple trades between $178.985 and $179.37 and that dividend reinvestment figures are as of 07/31/2025. The filing documents a routine insider option exercise and sale rather than disclosure of new compensation terms.

Insights

Securities Analyst

TL;DR: CEO exercised 125,824 options and sold the same number of shares at ~$179.21; post-trade direct holdings reported at 275,967 shares.

The report shows an option exercise at $101.87 per share and an immediate sale of the exercised shares at a weighted average price of $179.2079, generating a spread between exercise and sale prices. The filing discloses multiple trades that produced the weighted average sale price and quantifies indirect holdings via spouse and the company 401(k) plan. For investors, this is a clear disclosure of insider liquidity activity rather than a change in compensation structure or control.

Corporate Governance Expert

TL;DR: Disclosure complies with Section 16 reporting: exercise and sale of options were reported and signed by attorney-in-fact.

The Form 4 includes required details: transaction dates, codes indicating exercise (M) and sale (S), quantities, prices, ownership after transactions, and an explanatory note about trade price ranges and dividend reinvestment timing. The signature by an attorney-in-fact is noted. The filing reflects routine insider reporting obligations and contains no additional governance actions or amendments.

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
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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^*

Duato Joaquin

(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
X	Officer (give title below)		Other (specify below)
	CEO and Chairman of the Board

3. Date of Earliest Transaction (Month/Day/Year)
08/22/2025

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	08/22/2025		M		125,824	A	$101.87	401,791	D
Common Stock	08/22/2025		S		125,824	D	$179.2079(1)	275,967	D
Common Stock								974(2)	I	By 401k
Common Stock								130,852	I	By spouse

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)	$101.87	08/22/2025		M			125,824	02/09/2019(3)	02/08/2026	Common Stock	125,824	$101.87	0	D

Explanation of Responses:

1. This transaction was executed in multiple trades at prices ranging from $178.985 to $179.37. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide, upon request, to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

2. 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 (7/31/2025).

3. Vested and exercisable one day after the third anniversary of the date of the grant.

Remarks:

	/s/ Laura H. McFalls, as attorney-in-fact for Joaquin Duato	08/25/2025
	** 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 transactions did Joaquin Duato report on Form 4 for JNJ?

He reported exercising 125,824 employee stock options at $101.87 per share and selling 125,824 shares at a weighted average price of $179.2079 on 08/22/2025.

How many JNJ shares does Joaquin Duato beneficially own after the reported transactions?

The Form 4 shows 275,967 shares beneficially owned directly following the sale, and separately reports 401,791 shares in another line and indirect holdings of 130,852 by spouse and 974 via the 401(k) plan as disclosed.

At what prices were the JNJ shares sold?

The sale was executed in multiple trades at prices ranging from $178.985 to $179.37, producing a weighted average sale price of $179.2079.

When did the reported option become exercisable and when does it expire?

The option grant referenced was exercisable one day after the third anniversary of the grant date and lists an expiration date of 02/08/2026 with an original exercisable date of 02/09/2019 noted in the filing.

Who signed the Form 4 filing for Joaquin Duato?

The Form 4 was signed by Laura H. McFalls as attorney-in-fact for Joaquin Duato on 08/25/2025.