Summary
This 8-K filing from Johnson & Johnson details leadership transitions and associated compensation adjustments effective January 3, 2022. Joaquin Duato has officially stepped into the role of Chief Executive Officer (CEO) and joined the Board of Directors. Concurrently, Alex Gorsky has transitioned from his dual role as Chairman and CEO to Executive Chairman. These changes represent a planned succession within the company's top leadership. In light of these transitions, the Board has approved compensation adjustments for both executives. Mr. Duato's compensation has been significantly increased to reflect his new CEO responsibilities, including a higher base salary, annual incentive target, and long-term incentive target. Mr. Gorsky's compensation has been adjusted downwards to align with his new role as Executive Chairman, with a reduced base salary and annual incentive target. Notably, Mr. Gorsky will not be eligible for future long-term incentive awards in his new capacity, although he will receive an award for his 2021 performance as Chairman and CEO.
Key Highlights
- 1Joaquin Duato assumed the role of Chief Executive Officer (CEO) and joined the Board of Directors, effective January 3, 2022.
- 2Alex Gorsky transitioned to the role of Executive Chairman, effective January 3, 2022.
- 3Mr. Duato's annual compensation increased significantly, with a base salary of $1,500,000, an annual incentive target of 175% of base salary, and a long-term incentive target of 820% of base salary.
- 4Mr. Gorsky's annual compensation decreased, with a base salary of $1,400,000 and an annual incentive target of 150% of base salary for 2022.
- 5Mr. Duato will not receive additional compensation for his Board service as he is an employee.
- 6Mr. Gorsky will not be eligible for future long-term incentive awards as Executive Chairman but will receive an award for his 2021 performance.
- 7All compensation adjustments were approved by the Board, with performance-based awards subject to independent Board member approval.