Form 4: Johnson & Johnson Executive Kathryn E. Wengel Reports Changes in Beneficial Ownership

Sentiment:

SEC Form 4 Filing


Kathryn E. Wengel, EVP, Chief TO and Risk Officer of Johnson & Johnson, reports the acquisition of Performance Share Units (PSUs) and adjustments to previously granted PSUs due to performance conditions.

Summary

  • Kathryn E. Wengel, an executive at Johnson & Johnson, filed a Form 4 to report changes in her beneficial ownership of the company's securities.
  • The report indicates that on February 10, 2025, Ms. Wengel acquired 5,837 Performance Share Units (PSUs).
  • These PSUs were awarded under Johnson & Johnson's Long-Term Incentive Plan on February 14, 2022.
  • The total number of PSUs was revised to reflect that certain PSUs, originally granted on February 14, 2022, were forfeited based on performance conditions set forth in the award agreement.
  • Following the reported transaction, Ms. Wengel beneficially owns 5,837 derivative securities.

Sentiment

Score: 6

Explanation: The sentiment is neutral. It's a routine filing related to executive compensation. The forfeiture of some PSUs is a minor negative, but the overall impact is not significant.

Positives

  • The acquisition of PSUs indicates continued alignment of executive compensation with company performance.

Negatives

  • The forfeiture of some PSUs suggests that certain performance targets were not met.

Risks

  • The value of the PSUs is contingent on Johnson & Johnson's future stock performance and the achievement of specific performance goals.

Future Outlook

The vesting of the PSUs is dependent on future performance conditions as defined in the award agreement.

Industry Context

Executive compensation through equity-based awards like PSUs is a common practice in the pharmaceutical industry to align management's interests with shareholder value.

Comparison to Industry Standards

  • Companies like Pfizer (PFE) and Merck (MRK) also utilize long-term incentive plans with performance-based equity awards for their executives.
  • The specific performance metrics and vesting schedules vary across companies, but the general principle of linking executive pay to company performance is consistent.

Stakeholder Impact

  • The changes in beneficial ownership may have a minor impact on shareholder sentiment.

Key Dates

DateDescription
February 14, 2022Original grant date of Performance Share Units under the Long-Term Incentive Plan.
February 10, 2025Date of transaction: acquisition of Performance Share Units.
February 12, 2025Date of signature for the Form 4 filing.
February 14, 2025Date of exercisable Performance Share Units.

Keywords

Form 4, beneficial ownership, Performance Share Units, PSUs, Kathryn E. Wengel, Johnson & Johnson, JNJ, Long-Term Incentive Plan, executive compensation, securities

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