Johnson & Johnson (NYSE: JNJ) director adds 154.611 deferred share units in Form 4

Rhea-AI Filing Summary

Johnson & Johnson director Daniel E. Pinto reported a compensation-related equity transaction. On 12/09/2025, he acquired 154.611 Deferred Share Units (DSUs) under Johnson & Johnson’s Amended and Restated Deferred Fee Plan for Directors at a derivative security price of $202.12. Following this transaction, he beneficially owned 331.233 DSUs.

The DSUs represent deferred cash retainers and are to be settled in cash when his service as a director ends. Each DSU is tied to the fair market value of one share of Johnson & Johnson common stock on the business day before settlement. The reported balance also includes dividend equivalent rights accrued on DSUs he already held.

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

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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)
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		154.611		(1)	(1)	Common Stock	154.611	$202.12	331.233(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	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.

FAQ

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

Daniel E. Pinto reported acquiring 154.611 Deferred Share Units (DSUs) on 12/09/2025 under Johnson & Johnson’s Amended and Restated Deferred Fee Plan for Directors.

How many Deferred Share Units does Daniel E. Pinto own after this Johnson & Johnson (JNJ) transaction?

After the reported transaction, Daniel E. Pinto beneficially owns 331.233 Deferred Share Units (DSUs) linked to Johnson & Johnson common stock.

What are Deferred Share Units (DSUs) in Johnson & Johnson’s director fee plan?

Under Johnson & Johnson’s director fee plan, DSUs represent deferred cash retainers and are settled in cash when a director’s service ends. Each DSU reflects the fair market value of one share of common stock on the business day before settlement.

At what price was the Johnson & Johnson (JNJ) DSU transaction recorded for Daniel E. Pinto?

The derivative security related to the DSUs was recorded at a price of $202.12 per underlying share for this 12/09/2025 transaction.

Do Daniel E. Pinto’s Johnson & Johnson DSUs include dividend equivalents?

Yes. The reported DSU balance includes dividend equivalent rights that accrued on existing DSUs from Johnson & Johnson’s quarterly dividend.

Is this Johnson & Johnson (JNJ) Form 4 transaction part of a director compensation plan?

Yes. The acquisition of 154.611 DSUs reflects a deferral of cash retainer under Johnson & Johnson’s Amended and Restated Deferred Fee Plan for Directors, rather than an open-market stock purchase.