Wengel Kathryn E 4

What Happened
Kathryn E. Wengel, EVP, Chief TO and Risk Officer at Johnson & Johnson (JNJ), was granted 13,706 performance share units (PSUs) on February 9, 2026. The reported transaction is an award (derivative), with an acquisition price of $0.00 (no cash paid) and a reported value of $0. PSUs convert into shares of common stock only upon vesting.

Key Details

• Transaction date: 2026-02-09; Filing date: 2026-02-11 (filed within the typical 2-business-day Form 4 window).
• Transaction type/code: A (award/grant, derivative). Reported price: $0.00; reported value: $0.
• Shares/units granted: 13,706 PSUs (reflecting target PSUs from a Feb 13, 2023 grant, adjusted for performance).
• Footnotes: F1—PSUs awarded under the issuer's Long-Term Incentive Plan on Feb 13, 2023 and convert into shares upon vesting. F2—the 13,706 number reflects the target PSUs adjusted for performance and was certified on Feb 9, 2026.
• Shares owned after transaction: Not specified in the filing.
• No tax-withholding sale, open-market trade, or 10b5-1 plan is indicated.

Context
This was an equity compensation award (performance-based RSU-like units), not a market purchase or sale. PSUs are contingent on meeting performance and/or service conditions and only become actual shares if and when they vest; the reported grant amount here reflects the performance certification made Feb 9, 2026. Such awards are routine for executives and represent compensation rather than an immediate change in market exposure.