Form 4: Johnson & Johnson Director Adamczyk Receives Deferred Share Units

Director Darius Adamczyk receives deferred share units under Johnson & Johnson's Amended and Restated Deferred Fee Plan for Directors.

Summary

• Darius Adamczyk, a director at Johnson & Johnson, received 1,385.697 Deferred Share Units (DSUs) on April 25, 2024, under the company's Amended and Restated Deferred Fee Plan for Directors.
• These DSUs will be settled in cash upon termination of Adamczyk's directorship, with each DSU representing the fair market value of one share of Johnson & Johnson common stock on the settlement date.
• Following this transaction, Adamczyk beneficially owns 3,712.704 DSUs, which includes dividend equivalent rights accrued on previously held DSUs.

Sentiment

Score: 7

Explanation: The document reflects a routine director compensation transaction, which is generally viewed neutrally to positively as it aligns director interests with shareholder value.

Positives

• The grant of DSUs aligns the director's interests with the long-term performance of the company.
• The Deferred Fee Plan for Directors is a common practice to attract and retain qualified board members.

Future Outlook

The DSUs will be settled in cash upon termination of the Reporting Person's directorship.

Industry Context

Deferred compensation plans are a common practice among large publicly traded companies to attract and retain qualified directors. These plans align the interests of directors with those of shareholders by linking a portion of their compensation to the company's long-term performance.

Comparison to Industry Standards

• Many large corporations, such as Pfizer, Merck, and AbbVie, utilize deferred compensation plans for their directors.
• These plans often involve the grant of stock options, restricted stock units, or deferred share units that vest over time or upon retirement.
• The specific terms of these plans, such as the vesting schedule and settlement method, can vary depending on the company's compensation philosophy and governance practices.

Stakeholder Impact

• Shareholders may view the grant of DSUs positively as it aligns the director's interests with the long-term performance of the company.
• The plan is part of the overall compensation strategy to attract and retain qualified board members.

Key Dates