Decker Robert J 4

What Happened

• Robert J. Decker, VP Corporate Controller at Johnson & Johnson, reported conversions/exercises of equity awards and new RSU grants. On Feb 13 and Feb 15, 2026 he converted/exercised a total of 3,736 derivative units (312 + 2,741 + 339 + 344 shares).
• To satisfy tax withholding on vested awards, 1,055 shares were withheld/disposed (104 + 762 + 94 + 95 shares) for aggregate cash of $257,792 (reported as disposed amounts of $25,433; $186,347; $22,884; $23,128).
• In addition, Decker was granted 5,571 RSUs on Feb 15, 2026 (4,871 + 700 shares) reported as award acquisitions (these RSUs vest in scheduled installments per the footnotes).

Key Details

• Transaction dates: conversions/exercises on Feb 13 & Feb 15, 2026; Form 4 filed Feb 18, 2026.
• Prices / proceeds: conversions/exercises reported at $0 (derivative conversion); tax-withheld disposals totaled $257,792 (per-item amounts shown above).
• Shares withheld for taxes: 1,055 shares (tax withholding on vested RSUs/PSUs — footnotes F2 and F4).
• New grants: 5,571 RSUs awarded on Feb 15, 2026; these RSUs vest in three equal annual installments starting one year after grant (footnote F11).
• Footnotes of note: F1/F3 describe RSUs/PSUs originally awarded Feb 13, 2023 that convert on vesting; F2/F4 confirm shares were withheld to pay taxes.
• Shares owned after transaction: not specified in the provided filing.
• Filing timeliness: Form filed Feb 18 for Feb 13–15 transactions; this filing date is several days after the earliest transactions and may indicate a late filing relative to the usual 2-business-day Form 4 deadline.

Context

• These were mostly vesting/conversion events (RSUs/PSUs/options converting into shares) with shares withheld to cover taxes — a routine, non-open-market event rather than a cash sale or new purchase.
• The grants reported (5,571 RSUs) are awards that will vest over time and do not represent immediate purchases of common stock.
• For retail investors: vesting and tax-withholding transactions are common compensation events and do not necessarily signal the insider’s buy/sell sentiment.