8-KShareholder MattersOther EventsExhibits & Filings

JOHNSON & JOHNSON 8-K Report, Shareholder Vote Results (May 2, 2016)

Filed May 2, 2016For Securities:JNJ

Summary

This 8-K filing from Johnson & Johnson (JNJ) reports on the outcomes of their Annual Shareholder Meeting held on April 28, 2016. Key events include the overwhelming re-election of all 11 director nominees and the advisory approval of executive compensation. Additionally, the company announced a significant 6.7% increase in its quarterly dividend rate, raising it from $0.75 to $0.80 per share, translating to an annualized dividend of $3.20. While shareholder support was strong for board-approved items, several shareholder proposals did not pass. These included proposals on share repurchase preference, having an independent board chairman, lobbying disclosure reports, and take-back programs for unused medicines. The company also ratified the appointment of PricewaterhouseCoopers LLP as its independent auditor for fiscal year 2016, reflecting continued confidence in its financial oversight.

Key Highlights

  • 1All 11 director nominees were successfully re-elected by shareholders.
  • 2Shareholders provided advisory approval for the company's executive compensation.
  • 3The Board of Directors declared a 6.7% increase in the quarterly dividend, from $0.75 to $0.80 per share.
  • 4The new annualized dividend rate is $3.20 per share, up from the previous $3.00 per share.
  • 5PricewaterhouseCoopers LLP was ratified as the independent registered public accounting firm for fiscal year 2016.
  • 6Several shareholder proposals, including those for an independent board chairman and lobbying disclosure, did not receive majority support.

Frequently Asked Questions

The primary decisions included the re-election of all director nominees, advisory approval of executive compensation, and the ratification of PricewaterhouseCoopers LLP as the independent auditor. Importantly, the Board also announced a significant increase in the quarterly dividend.

The quarterly dividend was increased by 6.7% to $0.80 per share, resulting in an annualized dividend of $3.20 per share. The next quarterly dividend is scheduled to be paid on June 7, 2016, to shareholders of record as of May 24, 2016.

Shareholder proposals that did not receive majority approval include those related to a policy for share repurchase preference, establishing an independent board chairman, a report on lobbying disclosure, and implementing take-back programs for unused medicines.

The ratification of PricewaterhouseCoopers LLP signifies shareholder confidence in the company's financial reporting integrity and audit process for fiscal year 2016.