Forminard Elizabeth 4

What Happened

• Elizabeth Forminard, Executive Vice President and Chief Legal Officer of Johnson & Johnson, exercised stock options for 8,921 shares at an exercise price of $129.51 per share on 2026-02-05 (total cost ≈ $1,155,359).
• On the same date she disposed of 6,226 shares to cover tax withholding at a weighted average sale price of $237.90 per share (total proceeds ≈ $1,481,165). The filing also reports a derivative disposition of 8,921 shares at $129.51 (reflecting the option-to-share conversion).
• This is a routine exercise with shares sold for tax withholding (not an open-market investment sell signal).

Key Details

• Dates and prices: 2026-02-05. Exercise: 8,921 shares @ $129.51. Tax-withholding sale: 6,226 shares @ weighted avg $237.90 (trade prices ranged $237.89–$237.935; weighted avg reported) (see footnote F1).
• Transaction codes: M = option exercise/conversion; F = payment of exercise price or tax liability (share withholding).
• Shares owned after transaction: not specified in the filing.
• Footnotes: F1 notes the weighted-average sale price and availability of detailed trade-level prices upon request; F2 notes vesting/exercise terms (vested and exercisable on the third anniversary of the grant).
• Filing: Form 4 filed 2026-02-06 for transactions dated 2026-02-05 — appears timely.

Context

• This was an option exercise followed by share disposition to satisfy tax withholding (a common, routine practice known as a cashless exercise/share-withholding). Such transactions primarily reflect compensation mechanics rather than a directional bet on the stock.
• For retail investors, purchases by insiders are often more informative than routine exercises/sales made to cover taxes; treat this as standard exec compensation activity.