Form 4: Johnson & Johnson Director Acquires Deferred Share Units

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

Summary

• Marillyn A. Hewson, a director of Johnson & Johnson, filed a Form 4 indicating a change in beneficial ownership.
• The transaction involved the acquisition of 1,316 Deferred Share Units (DSUs) on April 24, 2025.
• These DSUs represent the deferral of cash retainer under Johnson & Johnson's Amended and Restated Deferred Fee Plan for Directors.
• The DSUs will be settled in cash upon termination of Hewson's directorship, with each DSU representing the fair market value of one share of Common Stock on the business day prior to settlement.
• Following the transaction, Hewson beneficially owns 13,006.9497 derivative securities, including dividend equivalent rights.

Sentiment

Score: 7

Explanation: The document reflects a routine transaction related to director compensation, indicating stable corporate governance practices. There is no indication of negative sentiment.

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

This filing is a routine disclosure related to director compensation and is typical for publicly traded companies. It reflects the standard practice of offering deferred compensation options to board members.

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 share unit programs as part of their director compensation packages.
• The specifics of these plans, such as the vesting schedules and settlement terms, can vary, but the underlying principle of aligning director interests with shareholder value is consistent.

Stakeholder Impact

• The acquisition of DSUs aligns the director's interests with those of the shareholders, as the value of the DSUs is tied to the performance of Johnson & Johnson's common stock.

Key Dates

Keywords

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