8-KRegulation FDExhibits & Filings

JOHNSON & JOHNSON 8-K Report, Regulation FD Disclosure (Jul 29, 2026)

Filed July 29, 2026For Securities:JNJ

Summary

Johnson & Johnson (JNJ) announced on July 29, 2026, the completion of its acquisition of Firefly Bio, Inc. and the initiation of strategic agreements and collaboration with Sail Biomedicines. These transactions are expected to have a significant near-term impact on the Company's earnings. Specifically, JNJ anticipates a reduction in its 2026 Adjusted Operational EPS and Adjusted EPS by approximately $0.64 per share. This impact is split between the Firefly acquisition ($0.46) and the Sail collaboration ($0.18). As a result of these moves, Johnson & Johnson is revising its full-year 2026 financial guidance. The most notable adjustment is a decrease in the midpoint of its Adjusted Operational EPS guidance to $10.94 from $11.58 and its Adjusted EPS guidance to $11.04 from $11.68. This guidance revision reflects a decrease of $0.64 in both measures, indicating a shift in profitability expectations for the current fiscal year. The company also projects a reduction in its adjusted pre-tax operating margin by approximately 150 basis points compared to the prior year.

Key Highlights

  • 1JNJ has completed the acquisition of Firefly Bio, Inc. and entered into strategic agreements with Sail Biomedicines.
  • 2These transactions are projected to reduce 2026 Adjusted Operational EPS and Adjusted EPS by approximately $0.64 per share.
  • 3The Firefly acquisition is attributed $0.46 to the EPS reduction, while the Sail collaboration accounts for $0.18.
  • 4Full-year 2026 guidance has been updated to reflect these impacts, with a lower EPS outlook.
  • 5The company's 2026 Adjusted Operational EPS midpoint guidance is now $10.94 (down from $11.58), and Adjusted EPS midpoint guidance is $11.04 (down from $11.68).
  • 6An estimated reduction of approximately 150 basis points in adjusted pre-tax operating margin for the full year 2026 is also expected.
  • 7A longer-term impact is forecast for 2027, with an estimated EPS reduction of $1.36, contingent on Sail's development milestones and option exercise.

Frequently Asked Questions

The immediate financial impact for 2026 is an expected reduction in Johnson & Johnson's Adjusted Operational Earnings Per Share (EPS) and Adjusted EPS by approximately $0.64 per share. This is comprised of $0.46 from the Firefly acquisition and $0.18 from the Sail collaboration.

Johnson & Johnson has lowered its full-year 2026 guidance to reflect these transactions. The midpoint for Adjusted Operational EPS is now projected at $10.94 (down from $11.58), and the midpoint for Adjusted EPS is now $11.04 (down from $11.68). Additionally, the adjusted pre-tax operating margin is expected to decrease by approximately 150 basis points compared to the prior year.

For 2027, the company anticipates a combined reduction in Adjusted Operational EPS and Adjusted EPS of approximately $1.36 per share. This estimate includes $0.08 from the Firefly acquisition and $1.28 from the Sail transaction, which is dependent on Sail achieving certain development milestones and Johnson & Johnson exercising its option.

The financial measures discussed in this filing, such as Adjusted Operational EPS, Adjusted EPS, and Adjusted pre-tax operating margin, are non-GAAP financial measures. Johnson & Johnson believes these measures provide enhanced understanding of financial performance but should not be considered a substitute for GAAP measures. Reconciliations to GAAP are not provided for forward-looking guidance due to the unpredictability of certain items.