Form 4: Johnson & Johnson Director Acquires Deferred Share Units

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

Summary

• On March 4, 2025, Marillyn A. Hewson, a director of Johnson & Johnson, acquired 225.768 Deferred Share Units (DSUs) as part of the company's Amended and Restated Deferred Fee Plan for Directors.
• These DSUs represent a deferral of cash retainer and will be settled in cash upon termination of Hewson's 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.
• Following the transaction, Hewson beneficially owns 11,690.9497 DSUs, which includes dividend equivalent rights accrued on previously held DSUs.

Sentiment

Score: 7

Explanation: The document reflects a routine transaction related to director compensation, indicating stability and alignment of interests. It's a neutral event with a slightly positive undertone due to the director's increased stake in the company.

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 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.

Industry Context

Directors often receive stock-based compensation to align their interests with shareholders. Deferred Share Units are a common form of equity compensation, allowing directors to defer income and potentially benefit from future stock appreciation.

Comparison to Industry Standards

• Deferred compensation plans for directors are common among large, publicly traded companies like Johnson & Johnson.
• Companies such as Pfizer (PFE) and Merck (MRK) also utilize similar deferred compensation strategies for their board members.
• The specific terms of these plans, such as the vesting schedule and settlement method, can vary across companies.

Stakeholder Impact

• The transaction aligns the director's interests with those of shareholders, potentially leading to better corporate governance and decision-making.

Key Dates

Keywords

Deferred Share Units, Director Compensation, Form 4, Johnson & Johnson, JNJ, Insider Transaction, Beneficial Ownership