Form 4: Johnson & Johnson Director Acquires Deferred Share Units

Eugene A. Woods, a director at Johnson & Johnson, acquired deferred share units (DSUs) representing the deferral of cash retainer under the company's Amended and Restated Deferred Fee Plan for Directors.

Summary

• On September 10, 2024, Eugene A. Woods, a director of Johnson & Johnson, acquired 188.321 Deferred Share Units (DSUs) as part of the company's Amended and Restated Deferred Fee Plan for Directors.
• The DSUs represent the deferral of cash retainer and will be settled in cash upon the termination of Woods' directorship.
• Each DSU represents the fair market value of one share of Johnson & Johnson common stock on the business day prior to the settlement date.
• The price of the underlying common stock at the time of acquisition was $165.94.
• Following the transaction, Woods beneficially owns 2,574.4652 DSUs, which includes dividend equivalent rights accrued on previously held DSUs.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive. The transaction reflects standard director compensation practices and aligns director interests with shareholders. There are no indications of negative news or concerns.

Positives

• The acquisition of DSUs by a director signals confidence in the company's future performance.
• The Deferred Fee Plan for Directors aligns the interests of directors with those of shareholders.

Future Outlook

The DSUs will be settled in cash upon the termination of the Reporting Person's directorship, with the value based on the fair market value of one share of Common Stock on the business day prior to settlement date.

Industry Context

Director compensation through deferred share units is a common practice among large publicly traded companies to align the interests of directors with those of shareholders and encourage long-term value creation.

Comparison to Industry Standards

• Many companies, such as Pfizer (PFE) and Merck (MRK), utilize deferred compensation plans for their directors, often involving stock or stock-based units.
• The specific terms of these plans, such as vesting schedules and settlement methods, can vary significantly between companies.
• Johnson & Johnson's plan, which settles DSUs in cash upon termination of directorship, is a fairly standard approach.

Stakeholder Impact

• The acquisition of DSUs by a director can positively influence shareholder confidence.
• The Deferred Fee Plan for Directors aligns the interests of directors with those of shareholders.

Key Dates