JNJ · JOHNSON & JOHNSON

466 filings

JNJ SEC Filings

JOHNSON & JOHNSON - 466 total filings

Filing record · 2016–202610-K1110-Q338-K134

Showing 1–50 of 466 filings

JOHNSON & JOHNSON Quarterly Report for Q3 Ended Sep 27, 2026

Johnson & Johnson reported strong revenue growth for the nine months ended September 27, 2026, with worldwide sales reaching $74.8 billion, a 7.4% increase year-over-year. This growth was driven by both the Innovative Medicine and MedTech segments, with operational increases of 7.4% and 3.5% respectively. The company's net earnings for the nine months, however, significantly decreased to $10.979 billion from $21.688 billion in the prior year, largely impacted by a substantial $5.5 billion accrual for the proposed resolution of talc ovarian litigation in the third quarter of 2026, which also significantly lowered the effective tax rate. Despite the lower net earnings, the company generated strong operating cash flows of $18.9 billion for the nine months. The balance sheet remains robust with total assets of $197.4 billion, although it saw a slight decrease from the prior year. Management highlighted ongoing restructuring initiatives within the MedTech segment and the planned separation of its Orthopaedics business, expected by mid-2027, as key strategic priorities. The company continues to face significant litigation, particularly the talc litigation, which has a material impact on its financial results and disclosures.

Oct 21, 2026 8-K

JOHNSON & JOHNSON 8-K Report, Financial Results (Oct 13, 2026)

Johnson & Johnson reported third-quarter 2026 results (quarter ended September 27, 2026) with reported sales of $25.4 billion, up 5.9% year over year (6.0% operational, 6.1% adjusted operational). Growth was led by the U.S. (+9.1%) and Innovative Medicine (+7.7% reported, +8.0% adjusted operational), driven by TREMFYA, oncology franchises (DARZALEX, CARVYKTI, TECVAYLI, RYBREVANT/LAZCLUZE) and neuroscience (SPRAVATO, CAPLYTA), partially offset by the STELARA erosion (roughly 690 basis points of drag). MedTech grew 2.5%, with electrophysiology, Shockwave and contact lenses leading. GAAP profitability was sharply lower: net earnings fell 95.9% to $210 million and diluted EPS was $0.09, versus $2.12 a year ago. The decline reflects a one-time special charge of about $5.5 billion in litigation-related pre-tax adjustments tied to the proposed ovarian talc litigation resolution, plus IPR&D impairments of $339 million, Orthopaedics separation costs, and the Firefly Bio acquisition and Sail Biomedicines collaboration. Excluding these special items and intangible amortization, adjusted EPS was $2.59, down 7.5% from $2.80. Free cash flow was estimated at about $15.1 billion year to date. Management raised full-year 2026 guidance: estimated reported sales of $101.0-$101.4 billion (7.4% growth at midpoint, up from 7.3%) and adjusted EPS of $11.05-$11.15 (midpoint $11.10, up $0.06). Investors should weigh the strong top-line momentum against the large talc-related charge, the continued STELARA decline and the still-pending cash timing of the talc settlement, which the release does not fully quantify in this filing.

Oct 13, 2026 8-K

JOHNSON & JOHNSON 8-K Report, Executive Changes (Aug 4, 2026)

Johnson & Johnson (NYSE: JNJ) filed an 8-K on August 4, 2026 under Item 5.02 to announce the planned retirement of Jennifer Taubert, Executive Vice President and Worldwide Chairman of Innovative Medicine and a member of the Executive Committee, effective September 1, 2026. The filing reports a leadership succession rather than a financial event: no earnings, guidance, or capital allocation changes are disclosed in the report or its press release. Taubert is credited with growing the Innovative Medicine segment to more than $60 billion in annual revenue over a tenure of more than 21 years, and with overseeing commercial strategy, acquisitions, and the build-out of key therapeutic areas including oncology, immunology, neuroscience, and cardiovascular disease. Her successor, Tom Cavanaugh, is currently Company Group Chairman, North America, Innovative Medicine. He joined J&J in 2017 after nearly 15 years at Celgene, and will also join the Executive Committee effective September 1, 2026. The internal promotion suggests continuity in the segment's strategy. For investors, the key points are the orderly, planned nature of the transition, the choice of an internal successor with deep commercial experience, and the absence of any disclosed impact on financial results or outlook. The filing does not describe any change in compensation arrangements for either executive, so the practical significance is limited to watching whether the Innovative Medicine growth trajectory and pipeline execution continue under new leadership.

Aug 4, 2026 8-K

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

On July 29, 2026, Johnson & Johnson disclosed two oncology and immunology transactions that together reduce its 2026 adjusted operational EPS and adjusted EPS guidance by approximately $0.64 at the midpoint. The Firefly Bio acquisition closed for $1 billion in cash and adds the Firelink degrader antibody conjugate (DAC) platform, aimed at KRAS-driven and other hard-to-treat solid tumors. The company will record an approximately $1 billion in-process R&D charge in Q3 2026 because the deal is accounted for as an asset acquisition, which accounts for about $0.46 of the 2026 dilution. The Sail Biomedicines agreements give J&J a collaboration on an in vivo CAR-T platform for immune-mediated diseases, initial payments of $785 million (including a $465 million equity investment), up to $140 million in contingent development milestones, and an exclusive option to acquire Sail for $2.58 billion. The Sail transaction contributes about $0.18 of 2026 dilution and about $1.28 of 2027 dilution, and the 2027 figure assumes milestone achievement and exercise of the option, so it is the most uncertain part of the update. Updated 2026 guidance sets adjusted operational EPS at $10.86-$11.01 (midpoint $10.94, down from $11.58, a 5.9% reduction) and adjusted EPS at $10.96-$11.11 (midpoint $11.04, down from $11.68). Adjusted operational sales growth guidance is maintained at 6.2%-6.8%, and the adjusted pre-tax operating margin is expected to fall about 150 bps versus the prior outlook. Investors should weigh the near-term earnings hit against the longer-term pipeline optionality, and the 2027 dilution is contingent on the Sail option being exercised.

Jul 29, 2026 8-K

JOHNSON & JOHNSON 8-K Report, Regulation FD Disclosure (Jul 28, 2026)

Johnson & Johnson disclosed in an 8-K filed July 28, 2026 (press release dated July 27, 2026) that it has reached a proposed agreement to comprehensively resolve the ovarian talc litigation with the plaintiff firms leading the federal Multi-District Litigation (MDL) and related state court proceedings. The deal is conditioned on, among other things, participation by plaintiff firms representing at least 95% of the remaining claims, and calls for per-claim payments with a total Company commitment of $5.5 billion. The first payment is capped at no more than $3 billion and is due in 2027, with no additional payments due before 2028. The company frames the agreement as an efficient end to litigation covering roughly 76,000 remaining ovarian talc claims. The announcement follows a July 22, 2026 MDL court ruling that ordered plaintiffs to show cause why remaining claims should not be dismissed for inability to prove specific causation, after plaintiffs withdrew their specific causation experts in two bellwether cases. Management attributes the settlement to this favorable development and says it remains confident it would have prevailed at trial, given its record in ovarian cases tried to date. The company also notes it previously settled about 95% of filed mesothelioma lawsuits, all state consumer protection claims, and all talc-supplier disputes. For investors, the key points are the size and timing of the commitment: $5.5 billion in total, with a first payment of up to $3 billion in 2027, which spreads cash outflows over multiple years. The filing does not disclose an accounting charge, reserve amount, or the effect on earnings, and the 95% participation threshold means completion is not assured. The release also includes standard forward-looking statement cautions, and the company states it cannot predict the timing or ultimate financial impact of the matter.

Jul 28, 2026 10-Q

JOHNSON & JOHNSON Quarterly Report for Q2 Ended Jun 28, 2026

Johnson & Johnson reported solid top-line growth in the second quarter of fiscal year 2026, with worldwide sales increasing by 6.6% to $25.3 billion, driven by an operational increase of 5.6%. The company's Innovative Medicine segment showed strong performance, with sales up 7.8% to $16.4 billion, fueled by robust growth in Oncology, Neuroscience, and Pulmonary Hypertension. The MedTech segment also contributed positively, with sales increasing 4.5% to $8.9 billion, led by growth in Surgery, Vision, and Orthopaedics. Net earnings for the quarter remained stable at $5.5 billion, resulting in diluted earnings per share of $2.27, consistent with the prior year. Despite the strong sales performance, investors should note the impact of biosimilar competition on key products like STELARA and SIMPONI, which are expected to continue to weigh on future sales. Additionally, ongoing litigation, particularly concerning talc matters, remains a significant factor, with a reserve of approximately $3.7 billion established. The company continues to execute its strategic initiatives, including planned separations and investments in research and development, positioning itself for continued growth in its diversified healthcare portfolio.

Jul 23, 2026 8-K

JOHNSON & JOHNSON 8-K Report, Financial Results (Jul 15, 2026)

Johnson & Johnson reported second-quarter 2026 results on July 15, 2026, with reported sales of $25.3 billion, up 6.6% year over year (5.6% operational, 5.7% adjusted operational growth). Growth was led by Innovative Medicine, where sales rose 7.8% reported, driven by DARZALEX, CARVYKTI, TREMFYA, TECVAYLI and CAPLYTA, partly offset by a steep decline in STELARA (down 55% reported) following biosimilar erosion. MedTech sales rose 4.5% reported, with the strongest contributions from wound closure, biosurgery, electrophysiology, Shockwave and contact lenses. GAAP EPS was $2.27, down 0.9%, as GAAP net earnings were roughly flat at $5.5 billion, weighed down by higher SG&A (up 9.2%), higher other expense (including litigation and Orthopaedics separation costs) and a higher effective tax rate of 18.0%. Adjusted EPS rose 4.7% to $2.90, and free cash flow was estimated at roughly $8.7 billion year to date versus $6.2 billion a year earlier. Management raised full-year 2026 guidance. Estimated reported sales are now $100.8B to $101.4B (midpoint $101.1B, up 7.3%, previously $100.8B midpoint), and adjusted EPS is $11.60 to $11.75 (midpoint $11.68, up $0.13). Adjusted operational EPS guidance rose $0.18 to a midpoint of $11.58. The company is also targeting more than $100 billion in annual revenue for the first time in its history. Note that the guidance midpoint for reported sales ($101.1B) is above the $100B target, and the raised guidance reflects a modest currency tailwind assumption embedded in the euro rate ($1.15 versus $1.17 previously). Key watch items include the STELARA erosion, a new supply chain restructuring program (estimated $650 to $750 million through 2029, with $200 million recorded in Q2), the ongoing Orthopaedics separation (which generated $258 million of pre-tax costs in the quarter), and continued litigation exposure. The disclosure is an Item 2.02 filing furnishing the earnings release and supplementary data; the 8-K itself contains no new financial statements beyond what is attached as exhibits.

Jul 15, 2026 8-K

JOHNSON & JOHNSON 8-K Report, Shareholder Vote Results (Apr 28, 2026)

Johnson & Johnson (JNJ) filed an 8-K on April 28, 2026, detailing the outcomes of its 2026 Annual Meeting of Shareholders held on April 23, 2026. The report indicates strong shareholder support for the company's slate of director nominees and its executive compensation practices. All 12 director nominees were elected to the Board of Directors, and the executive compensation, as described in the proxy statement, was approved on an advisory basis. Additionally, shareholders ratified the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for fiscal year 2026, reflecting confidence in the company's governance and financial oversight. Notably, a shareholder proposal seeking to adopt a policy requiring an independent board chair was not approved. This outcome suggests that the current board structure and leadership model are favored by the majority of JNJ's shareholders. The detailed voting results for each item are provided in the filing, offering transparency into shareholder sentiment on key governance matters.

Apr 28, 2026 10-Q

JOHNSON & JOHNSON Quarterly Report for Q1 Ended Mar 29, 2026

Johnson & Johnson reported strong top-line growth in its first fiscal quarter of 2026, with total sales reaching $24.1 billion, a 9.9% increase year-over-year. This growth was driven by a robust 11.2% increase in the Innovative Medicine segment and a 7.7% increase in the MedTech segment. The company benefited from a 6.4% operational growth and a positive 3.5% currency impact, with acquisitions contributing an additional 1.1% to the operational sales growth. Despite this top-line strength, net earnings saw a significant decrease to $5.2 billion from $11.0 billion in the prior year's first quarter, largely due to the reversal of a $7.0 billion talc reserve in the prior year. Key drivers for the Innovative Medicine segment included strong performance in oncology, with products like DARZALEX and CARVYKTI showing substantial growth, although the Immunology segment faced headwinds from biosimilar competition for STELARA, leading to an 11.8% operational decline in that sub-segment. The MedTech segment demonstrated broad-based growth across its Cardiovascular, Surgery, Vision, and Orthopaedics franchises, signaling continued momentum in medical device and technology offerings. While operational performance was solid, the company's effective tax rate decreased significantly to 12.6% from 19.3% year-over-year, partly due to tax benefits related to equity compensation programs.

Apr 22, 2026 8-K

JOHNSON & JOHNSON 8-K Report, Financial Results (Apr 14, 2026)

Johnson & Johnson reported first-quarter 2026 results on April 14, 2026, with reported sales up 9.9% to $24.1 billion (6.4% operational growth, 5.3% adjusted operational growth). Growth was led by Innovative Medicine, up 11.2% reported, driven by DARZALEX, CARVYKTI, ERLEADA, TREMFYA, and SPRAVATO, partly offset by a roughly 920 basis point drag from STELARA and a decline in IMBRUVICA. MedTech grew 7.7% reported, led by electrophysiology, Abiomed, and Shockwave. Currency contributed 3.5 points of reported growth, so underlying growth is more modest than the headline figure. GAAP net earnings fell 52.4% to $5.2 billion ($2.14 per diluted share) from $11.0 billion a year earlier, a comparison distorted by a large prior-year litigation-related gain of about $7.0 billion. On an adjusted basis, EPS was $2.70, down 2.5% from $2.77. Adjusted net earnings declined 1.4%, and free cash flow was roughly $1.5 billion versus $3.4 billion in the prior year. Management raised full-year 2026 guidance: estimated reported sales of $100.8 billion at the midpoint (up 7.0%) and adjusted EPS of $11.55 at the midpoint (up 7.1%), both up roughly half a point from January. The company also declared a 3.1% quarterly dividend increase to $1.34 per share, its 64th consecutive annual increase, with an ex-dividend date of May 26, 2026. Management highlighted regulatory approvals including ICOTYDE for plaque psoriasis, TECVAYLI plus DARZALEX FASPRO for relapsed/refractory multiple myeloma, and TECNIS PureSee, and announced an Enterprise Business Review for December 8, 2026. The filing also references the planned separation of the Orthopaedics business.

Apr 14, 2026 10-K

JOHNSON & JOHNSON Annual Report, Year Ended Dec 28, 2025

Johnson & Johnson (JNJ) reported its 2025 fiscal year results, highlighting continued growth across its two primary segments: Innovative Medicine and MedTech. The company's overall sales increased by 6.0% to $94.2 billion, driven by strong volume growth, partially offset by pricing pressures and foreign currency impacts. The Innovative Medicine segment saw a 6.0% sales increase, propelled by strong performance in Oncology products like DARZALEX and ERLEADA, as well as new launches, though the segment experienced a significant decline in STELARA sales due to biosimilar competition. The MedTech segment also reported a 6.1% sales increase, driven by robust growth in Cardiovascular franchises, particularly from the Abiomed and Shockwave acquisitions, and steady performance in Surgery and Vision. However, the Orthopaedics business experienced modest growth, impacted by restructuring efforts and volume-based procurement in China. The company announced its intention to separate its Orthopaedics business, a move expected to be completed within 18-24 months, which may reshape its operational focus. Financially, Johnson & Johnson's earnings before taxes increased significantly, largely due to a favorable litigation outcome reversing a substantial portion of the talc reserve. The company also continues to manage its capital structure, with increased debt to fund strategic acquisitions like Intra-Cellular Therapies, Inc. (CAPLYTA), while also increasing its dividend for the 63rd consecutive year. Key risks remain, including ongoing litigation, increasing regulatory scrutiny, and the competitive landscape for key products.

Feb 11, 2026 8-K

JOHNSON & JOHNSON 8-K Report, Financial Results (Jan 21, 2026)

Johnson & Johnson reported fourth-quarter and full-year 2025 results on January 21, 2026 (quarter ended December 28, 2025). Q4 reported sales rose 9.1% to $24.6 billion, with operational growth of 7.1% and adjusted operational growth of 6.1% (excluding acquisitions/divestitures and currency). Q4 GAAP diluted EPS was $2.10 versus $1.41 a year earlier, while adjusted EPS was $2.46, up 20.6%. Both figures include a $(0.10) drag from the Halda Therapeutics acquisition. Full-year 2025 reported sales grew 6.0% to $94.2 billion, with adjusted operational growth of 4.2%. Full-year GAAP EPS was $11.03 (up 90.5%, helped by a large litigation-related pre-tax gain of about $6.0 billion), and adjusted EPS was $10.79 (up 8.1%). Free cash flow was approximately $19.7 billion, versus $19.8 billion in 2024. Growth was broad-based across both segments. Innovative Medicine rose 10.0% in Q4 and MedTech rose 7.5%. Full-year Innovative Medicine growth was driven by DARZALEX, CARVYKTI, ERLEADA, RYBREVANT/LAZCLUZE, TREMFYA, SPRAVATO and CAPLYTA, partly offset by a roughly 1,040 basis point drag from STELARA's loss of exclusivity. MedTech growth was led by electrophysiology, Abiomed and wound closure products. The company also flagged FDA submission of the OTTAVA robotic surgical system, the Halda acquisition, and a planned separation of its Orthopaedics business. For 2026, management guided to estimated reported sales of $100.0–$101.0 billion (midpoint $100.5 billion, +6.7%) and adjusted EPS of $11.43–$11.63 (midpoint $11.53, +6.9%). Guidance assumes a EUR/USD rate of $1.17. Investors should note that GAAP results are heavily affected by litigation items, so adjusted figures are more comparable year over year. The filing itself is a routine earnings 8-K (Item 2.02) and does not disclose new contingent liabilities or other non-earnings events.

Jan 21, 2026 10-Q

JOHNSON & JOHNSON Quarterly Report for Q3 Ended Sep 28, 2025

Johnson & Johnson (JNJ) reported robust financial results for the fiscal third quarter ending September 27, 2025. Sales increased by 6.8% year-over-year to $24.0 billion, driven by strong performance in both the Innovative Medicine and MedTech segments. Net earnings saw a significant jump to $5.2 billion, translating to diluted earnings per share of $2.12, compared to $2.7 billion and $1.11 in the prior year's third quarter. This performance reflects broad-based growth across key therapeutic areas and product lines, alongside effective cost management. The company demonstrated strong operational execution, with a positive impact from currency fluctuations and strategic acquisitions contributing to top-line growth. The balance sheet remains solid, with total assets growing to $192.8 billion. The company's strategic focus on innovation and portfolio management is evident in the performance of its Innovative Medicine segment, which saw sales rise by 6.8% driven by strong oncology and neuroscience offerings, notably bolstered by the recent acquisition of CAPLYTA. The MedTech segment also performed well, with sales increasing by 6.8%, supported by growth in Cardiovascular and Vision franchises, including contributions from the Shockwave acquisition. Despite ongoing legal matters, particularly related to talc and opioids, the company's financial strength and operational efficiency continue to drive shareholder value.

Oct 22, 2025 8-K

JOHNSON & JOHNSON 8-K Report, Financial Results (Oct 14, 2025)

Johnson & Johnson reported third-quarter 2025 results for the period ended September 28, 2025, with reported sales of $23.99 billion, up 6.8% year over year, and operational growth of 5.4% (adjusted operational growth of 4.4%, excluding acquisitions, divestitures and currency). Reported diluted EPS was $2.12, up 91%, but this was inflated by a large non-operating swing: other income of $478 million versus $1.8 billion of expense a year earlier, litigation-related charges of $2.4 billion in Q3 2024 that did not recur, and a $387 million gain on securities. Adjusted diluted EPS was $2.80, up 15.7%. Growth was led by Innovative Medicine (reported sales up 6.8% to $15.56 billion) with strong contributions from DARZALEX, CARVYKTI, TREMFYA and ERLEADA, offset by a roughly 1,070 basis-point drag from STELARA biosimilar erosion. MedTech sales rose 6.8% to $8.43 billion, led by electrophysiology, Abiomed and Shockwave. Management raised its full-year 2025 reported sales guidance to $93.5–$93.9 billion (midpoint $93.7 billion, up 5.7%) and kept adjusted EPS guidance at $10.80–$10.90 (midpoint $10.85), absorbing higher tax costs; the company noted an $874 million tax-related item in the quarter. Separately, Johnson & Johnson announced its intent to separate its Orthopaedics business, to be operated as a standalone company named DePuy Synthes with roughly $9.2 billion of FY2024 sales. The transaction is targeted for completion within 18 to 24 months and remains subject to conditions, board approval and regulatory approvals, and there is no assurance of timing or structure. Namal Nawana was named Worldwide President of DePuy Synthes effective immediately. For investors, the key takeaways are solid underlying top-line momentum in the pharmaceutical and surgical/cardiovascular franchises, a raised reported sales outlook, stable adjusted EPS guidance despite tax headwinds, and a portfolio-reshaping separation that management says will improve growth and margins in the remaining MedTech business. The separation is still early-stage, and near-term results will continue to be affected by STELARA erosion and the timing of the separation.

Oct 14, 2025 8-K

JOHNSON & JOHNSON 8-K Report, Executive Changes (Sep 9, 2025)

Johnson & Johnson's September 9, 2025 Form 8-K reports the election of John Morikis to its Board of Directors, announced September 8, 2025. Mr. Morikis is the retired Executive Chairman, President and Chief Executive Officer of The Sherwin-Williams Company, where he led the company from 2016 to 2024. The Board has determined that he meets the independence requirements of the NYSE Listed Company Manual. He will serve on the Audit Committee and the Compensation & Benefits Committee. This is a governance event, not a financial one. The filing contains no earnings, revenue, guidance, or balance sheet information, and it does not describe any change in JNJ's strategy or operations. Mr. Morikis will receive standard non-employee director compensation, as described in the Director Compensation section of the 2025 Proxy Statement, and the filing does not disclose specific pay terms. For investors, the appointment is a modest signal. Johnson & Johnson is adding an experienced public-company CEO with global operations and supply chain expertise, and placing him on the Audit and Compensation committees, which oversee financial reporting and executive pay. The impact on the stock is likely to be minimal.

Sep 9, 2025 10-Q

JOHNSON & JOHNSON Quarterly Report for Q2 Ended Jun 29, 2025

Johnson & Johnson (JNJ) reported a strong second quarter for fiscal year 2025, demonstrating robust sales growth and improved profitability. Worldwide sales increased by 5.8% to $23.7 billion, driven by solid performance across both the Innovative Medicine and MedTech segments. The Innovative Medicine segment saw a notable 4.9% increase in sales, propelled by strong oncology product performance, particularly from CARVYKTI and DARZALEX, alongside the recent acquisition of Intra-Cellular Therapies contributing to the neuroscience portfolio. The MedTech segment also delivered a healthy 7.3% sales increase, benefiting from the integration of Shockwave Medical and continued strength in cardiovascular and surgical solutions. Net earnings significantly rose to $5.5 billion, or $2.29 per diluted share, compared to $4.7 billion, or $1.93 per diluted share, in the prior year's quarter. This increase was significantly aided by the reversal of a substantial portion of the previously accrued talc reserve, which contributed positively to the 'Other (income) expense, net' line item. The company maintained its commitment to shareholders through dividend payments and share repurchases, underscoring a positive financial outlook.

Jul 24, 2025 8-K

JOHNSON & JOHNSON 8-K Report, Financial Results (Jul 16, 2025)

Johnson & Johnson reported second-quarter 2025 results on July 16, 2025, with reported sales of $23.7 billion, up 5.8% year over year, and operational growth of 4.6%. Adjusted operational growth, which excludes acquisitions, divestitures and currency, was a more modest 3.0%. U.S. sales grew 7.8% while international sales rose only 3.2% (0.6% operational). Growth was led by MedTech, up 7.3% reported, and Innovative Medicine, up 4.9%. Within Innovative Medicine, STELARA's steep erosion (about 1,170 basis points of drag) was offset by growth in DARZALEX, CARVYKTI, TREMFYA and others. Reported GAAP EPS was $2.29, up 18.7%, while adjusted EPS was $2.77, down 1.8% from $2.82, with adjusted net earnings down 2.1%. The GAAP-to-adjusted gap was driven largely by $1.27 billion in intangible amortization and $246 million in acquisition-related costs. Management raised full-year 2025 guidance. Estimated reported sales growth at the midpoint rose to 5.4% (about $93.4 billion), and adjusted operational EPS guidance rose to $10.68 at the midpoint. Reported EPS guidance rose $0.25 to a midpoint of $10.85, though much of the increase reflects favorable foreign exchange and the timing of the Shockwave and Intra-Cellular acquisitions rather than purely operating momentum. Management guided to the operational sales midpoint rising to 4.8%, from 3.8% previously. Adjusted operational sales growth guidance rose to 3.5% from 2.5%. Management described an expected elevated second-half growth profile tied to pending approvals and submissions across oncology, depression, psoriasis, surgery and cardiovascular. The release also notes Q2 free cash flow of roughly $6.2 billion versus $7.5 billion a year earlier, a decline investors should monitor. Filing-level items are limited to routine disclosures: an earnings release furnished under Item 2.02 with exhibits 99.1 and 99.2, and the cover page in Inline XBRL. No material agreements, leadership changes requiring 8-K disclosure, or legal settlements are announced in the filing itself. The press release does note Daniel Pinto's election to the board. Investors should focus on the sharp deceleration in underlying growth ex-acquisitions, the STELARA biosimilar erosion, and whether the second-half acceleration materializes.

Jul 16, 2025 8-K

JOHNSON & JOHNSON 8-K Report, Executive Changes (Jun 10, 2025)

On June 10, 2025, Johnson & Johnson (NYSE: JNJ) disclosed under Item 5.02 that Daniel Pinto, President of JPMorganChase, will join its Board of Directors effective July 1, 2025, serving on the Audit Committee and the Compensation & Benefits Committee. As a non-employee director, he will receive compensation as described in the Director Compensation section of the 2025 Proxy Statement. The filing carries no reported financial results, guidance changes, or operational updates, so its significance for investors is primarily governance-related. The filing also discloses a related-party relationship that investors should weigh. Mr. Pinto is currently JPMorganChase's President and will become Vice Chairman from July 1, 2025 through his retirement at the end of 2026. JPMorganChase provides banking services to J&J, and in fiscal 2024 J&J paid the bank approximately $39.2 million for routine banking fees, supplier financing, short-term debt instruments, and M&A advisory services. The amount is modest relative to J&J's scale, but a board member with a continuing commercial relationship to a key financial services provider sitting on the Audit Committee warrants attention regarding independence and conflict-of-interest oversight. From a broader perspective, the appointment brings a seasoned capital markets executive with more than three decades of experience at JPMorganChase and its predecessors, including leadership of the Corporate & Investment Bank and Global Fixed Income. Management characterized the addition as strengthening financial expertise and global capital markets perspective on the board. The 8-K does not indicate any change to J&J's financial outlook, capital allocation, or pipeline, and investors should expect the board's independence assessment to be detailed in the forthcoming proxy materials.

Jun 10, 2025 8-K

JOHNSON & JOHNSON 8-K Report, Executive Changes (Apr 30, 2025)

Johnson & Johnson (JNJ) filed an 8-K on April 29, 2025, reporting on the company's 2025 Annual Meeting of Shareholders held on April 24, 2025. The report details the outcomes of various shareholder votes, including the election of all 11 director nominees and the advisory approval of executive compensation. Notably, the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for 2025 was ratified. The filing also announced the upcoming retirement of board member D. Adamczyk, effective May 31, 2025, due to his decision to join Goldman Sachs as a Partner. This departure is stated to be for personal reasons and not a result of any disagreement with the company's management.

Apr 30, 2025 10-Q

JOHNSON & JOHNSON Quarterly Report for Q1 Ended Mar 30, 2025

Johnson & Johnson (JNJ) reported a strong first quarter for fiscal year 2025, with worldwide sales reaching $21.9 billion, a 2.4% increase year-over-year. This growth was driven by a robust operational increase of 4.2%, partially offset by a 1.8% negative currency impact. The Innovative Medicine segment showed resilience with a 2.3% sales increase, fueled by strong performance in Oncology, particularly with products like Darzalex and CARVYKTI, despite a significant 33.7% decline in Stelara sales due to biosimilar competition. The MedTech segment also grew by 2.5%, boosted by the recent acquisition of Shockwave Medical and continued strength in Cardiovascular and Vision product lines. The company reported a substantial increase in net earnings to $11.0 billion from $3.3 billion in the prior year's quarter. This significant jump was largely influenced by the reversal of approximately $7.0 billion related to the previously accrued talc reserve, which had a material positive impact on the 'Other (income) expense, net' line item. Excluding this one-time item, operational performance remains solid, demonstrating the company's ongoing ability to drive growth across its diverse portfolio.

Apr 23, 2025 8-K

JOHNSON & JOHNSON 8-K Report, Financial Results (Apr 15, 2025)

Johnson & Johnson reported first-quarter 2025 results on April 15, 2025, with reported sales of $21.9 billion, up 2.4% year over year, and operational growth of 4.2%. Adjusted operational growth, which excludes acquisitions, divestitures, and currency, was 3.3%. GAAP diluted EPS rose to $4.54 from $1.34, but this was driven by a large non-recurring benefit: a $6.97 billion pre-tax litigation-related reversal in other income. Adjusted diluted EPS grew 2.2% to $2.77, and adjusted net earnings rose 1.9% to $6.71 billion. Investors should weigh the adjusted figures more heavily when assessing underlying earnings power. The Innovative Medicine segment grew operational sales 4.2%, led by oncology (DARZALEX, CARVYKTI, ERLEADA, RYBREVANT/LAZCLUZE), immunology (TREMFYA, SIMPONI), and neuroscience (SPRAVATO). STELARA continued to decline sharply, subtracting roughly 810 basis points from segment growth. MedTech grew operational sales 4.1%, helped by the Shockwave acquisition and Abiomed, while Orthopaedics declined. U.S. sales rose 5.9%, while international sales fell 1.8% reported, with currency a headwind of 3.9 points. Management raised its 2025 operational sales guidance to $91.6–$92.4 billion (midpoint $92.0 billion, up from $91.3 billion), reflecting the addition of CAPLYTA from the Intra-Cellular Therapies acquisition. Adjusted operational EPS guidance was maintained at $10.50–$10.70, or 6.2% growth at the midpoint, despite tariff costs, acquisition dilution, and foreign exchange. The company also declared a 4.8% dividend increase to $1.30 per quarter, its 63rd consecutive annual raise.

Apr 15, 2025 8-K

JOHNSON & JOHNSON 8-K Report, Regulation FD Disclosure (Apr 3, 2025)

Johnson & Johnson (JNJ) disclosed on March 31, 2025 (reported in this 8-K filed April 3, 2025) that the U.S. Bankruptcy Court for the Southern District of Texas denied confirmation of the prepackaged Chapter 11 plan proposed by its subsidiary Red River Talc LLC. The court's ruling ends the company's bankruptcy-based path to resolving talc claims. Management said it will not appeal and instead will return to the tort system to defend against the claims, which it characterizes as meritless. The company also said it will reverse approximately $7 billion of amounts previously reserved for the bankruptcy resolution, a material non-cash item that could affect reported earnings in the period the reversal is recorded. For investors, the key question shifts from a negotiated, capped settlement to open-ended litigation. Management cited a record of prevailing in 16 of 17 ovarian cases tried over 11 years, pending motions in the Multi-District Litigation to exclude plaintiffs' experts and to disqualify lead plaintiff counsel, and its earlier settlement of 95% of filed mesothelioma lawsuits. The company also noted it had concluded all State consumer protection claims and all talc-supplier disputes. Against this, the release does not quantify remaining exposure, and the company states it cannot predict the timing or outcome of the matter. The filing is largely a Regulation FD disclosure with an attached press release. It contains no financial statements, and the press release itself does not disclose a revised litigation reserve, a timeline for the MDL rulings, or a quantified range of remaining talc liability. Investors should watch the MDL rulings, the next 10-Q for updated contingency disclosures, and the accounting treatment of the $7 billion reserve reversal.

Apr 3, 2025 8-K

JOHNSON & JOHNSON 8-K Report, Corporate Update (Feb 26, 2025)

Johnson & Johnson (JNJ) completed the public offering of five tranches of euro-denominated senior notes on February 26, 2025, under its effective Form S-3 shelf registration (Reg. No. 333-269836). The total aggregate principal amount is €4.0 billion across maturities from 2029 to 2055: €600 million of 2.700% notes due 2029, €700 million of 3.050% notes due 2033, €1.0 billion of 3.350% notes due 2037, €700 million of 3.600% notes due 2045, and €1.0 billion of 3.700% notes due 2055. The principal-weighted average coupon is roughly 3.33%. The offering was executed through an underwriting agreement dated February 19, 2025 with Citigroup Global Markets Limited, Deutsche Bank AG (London Branch), Goldman Sachs & Co. LLC, and other underwriters. The agreement incorporates standard debt underwriting provisions previously filed on Form 8-K. The filing is primarily a disclosure of completed financing and does not report financial results, guidance, or changes in operations. For investors, this is a routine, non-dilutive debt financing that adds to the company's long-term debt and diversifies its funding into the euro market. The filing does not disclose the net proceeds, use of proceeds, or the company's stated purpose, so those details would need to be confirmed in the prospectus supplement or subsequent filings.

Feb 26, 2025 8-K

JOHNSON & JOHNSON 8-K Report, Corporate Update (Feb 20, 2025)

Johnson & Johnson (JNJ) announced the completion of a significant public offering of debt securities on February 20, 2025. The company successfully issued a total of $5.25 billion in notes across various maturities ranging from 2027 to 2035. This capital raise includes $750 million in 4.500% Notes due 2027, $750 million in 4.550% Notes due 2028, $1 billion in 4.700% Notes due 2030, $1.25 billion in 4.850% Notes due 2032, and $1.25 billion in 5.000% Notes due 2035. The offering was conducted under the company's existing shelf registration statement.

Feb 20, 2025 10-K

JOHNSON & JOHNSON Annual Report, Year Ended Dec 29, 2024

Johnson & Johnson's 2024 10-K filing reveals a company navigating a dynamic healthcare landscape, demonstrating resilience with an increase in total sales to $88.8 billion, a 4.3% rise from the previous year, driven by strong performance in the MedTech segment and growth in specific Innovative Medicine therapeutic areas like Oncology. The company continues to invest heavily in research and development, allocating $17.2 billion to drive innovation across its two core segments: Innovative Medicine and MedTech. Despite facing ongoing challenges such as patent expirations for key products like STELARA and REMICADE, increasing competition, and a complex regulatory environment, Johnson & Johnson is strategically positioning itself for future growth through acquisitions and pipeline advancements. The company also highlights its commitment to human capital management, focusing on attracting, developing, and retaining top talent, underscored by a competitive voluntary turnover rate of 6.3% in 2024.

Feb 13, 2025 8-K

JOHNSON & JOHNSON 8-K/A Report, Exhibit Filing (Jan 22, 2025)

Johnson & Johnson reported fourth-quarter and full-year 2024 results that showed solid top-line growth but weaker per-share earnings in the quarter. Q4 reported sales rose 5.3% to $22.52 billion, with operational growth of 6.7% and adjusted operational growth of 5.7%. Q4 reported diluted EPS fell 17.1% to $1.41, and adjusted EPS fell 10.9% to $2.04, both reduced by a $0.22 charge for acquired in-process R&D related to the V-Wave acquisition. Full-year reported sales grew 4.3% to $88.8 billion (5.4% adjusted operational growth), and full-year adjusted EPS rose 0.6% to $9.98. Full-year reported diluted EPS of $5.79 was up 11.3%, though both EPS figures include a $0.67 acquired IPR&D charge. The company's 2025 guidance calls for adjusted operational sales growth of 2.0% to 3.0% (2.5% midpoint) and adjusted operational EPS of $10.75 to $10.95, implying about 8.7% growth at the midpoint. Investors should note that the guidance excludes COVID-19 Vaccine sales, and that the estimated reported EPS range of $10.50 to $10.70 reflects amortization and special items. Free cash flow was an estimated roughly $19.8 billion for 2024, up from $18.2 billion, which supports continued investment and capital return. This filing is Amendment No. 1 to the January 22, 2025 Form 8-K. It was filed solely to align the format of the Reported Sales line in Exhibit 99.1 with the newswire version of the press release, and the amendment states that no reported figures changed. Notable subsequent events include the announced acquisition of Intra-Cellular Therapies, which strengthens the Neuroscience franchise, and several regulatory and pipeline milestones.

Jan 22, 2025 8-K

JOHNSON & JOHNSON 8-K Report, Financial Results (Jan 22, 2025)

Johnson & Johnson reported fourth-quarter 2024 reported sales of $22.5 billion, up 5.3%, with operational growth of 6.7% and adjusted operational growth of 5.7% excluding acquisitions, divestitures and currency. U.S. sales rose 10.0%, while International sales were roughly flat (-0.7% reported, +2.0% adjusted operational). GAAP EPS fell 17.1% to $1.41 and adjusted EPS fell 10.9% to $2.04, which includes a $(0.22) charge for acquired IPR&D related to the V-Wave acquisition. Q4 R&D rose 18.3% and SG&A rose 11.1%, which pressured earnings even as sales grew. For full-year 2024, reported sales reached $88.8 billion (+4.3%), with adjusted operational growth of 5.4% and 7.0% excluding COVID-19 vaccine sales. GAAP EPS rose 11.3% to $5.79, but adjusted EPS was nearly flat at $9.98 (+0.6%) because of $(0.67) of acquired IPR&D charges. Innovative Medicine grew 5.8% on an adjusted operational basis, led by DARZALEX, ERLEADA, CARVYKTI, TREMFYA and SPRAVATO, partly offset by STELARA, which declined 14.7% in Q4. MedTech grew 4.7% on an adjusted operational basis, driven by electrophysiology and Abiomed. Currency was a 1.6% headwind for the full year. Management guided 2025 adjusted operational sales growth of 2.0% to 3.0% (2.5% midpoint, excluding COVID-19 vaccine), operational sales growth of 2.5% to 3.5%, and reported sales of $89.2 billion to $90.0 billion (0.5% to 1.5% growth at the midpoint). Adjusted operational EPS is guided to $10.75 to $10.95 (8.7% growth at the midpoint), and adjusted EPS to $10.50 to $10.70. Investors should note the post-quarter announcement of the Intra-Cellular Therapies acquisition and the temporary pause of U.S. VARIPULSE cases announced January 5, 2025.

Jan 22, 2025 10-Q

JOHNSON & JOHNSON Quarterly Report for Q3 Ended Sep 29, 2024

Johnson & Johnson reported a total sales increase of 5.2% to $22.5 billion for the fiscal third quarter of 2024, with operational growth of 6.3%, partially offset by a negative currency impact. For the nine-month period, total sales grew by 4.0% to $66.3 billion, with operational growth of 5.6%. The company's Innovative Medicine segment showed resilient growth, with sales increasing by 4.9% in the third quarter and 3.9% for the nine-month period, driven by strong performance in Oncology and Pulmonary Hypertension, despite headwinds in Immunology and Infectious Diseases. The MedTech segment also demonstrated positive momentum, with sales up 5.8% for the quarter and 4.1% for the nine months, boosted by the acquisition of Shockwave Medical and strong performance in Electrophysiology and Cardiovascular areas. However, the company's earnings before provision for taxes saw a significant decrease in the third quarter to $3.3 billion from $5.2 billion in the prior year, primarily impacted by substantial charges related to talc matters ($2.0 billion in the quarter). The nine-month period showed an increase in earnings before taxes to $12.8 billion from $10.2 billion, driven by higher sales and a reduction in talc-related charges compared to the prior year's nine-month period. J&J continues to manage significant legal matters, particularly concerning talc and opioid litigation, which have led to substantial accruals and charges impacting profitability. The company's balance sheet remains robust, with cash and cash equivalents of $20.0 billion, and it continues to return capital to shareholders through dividends and share repurchases.

Oct 23, 2024 8-K

JOHNSON & JOHNSON 8-K Report, Financial Results (Oct 15, 2024)

Johnson & Johnson reported third-quarter 2024 results (quarter ended September 29, 2024) with reported sales up 5.2% to $22.5 billion, operational growth of 6.3%, and adjusted operational growth of 5.4%. Growth was led by the U.S. (up 7.6% reported) and Innovative Medicine (up 4.9% reported, 6.3% operational), with MedTech sales up 5.8% reported. Oncology, DARZALEX, TREMFYA, and SPRAVATO were key drivers, partly offset by STELARA and SIMPONI declines. Growth was partly offset by currency headwinds of about 1.1 points and weakness in international markets, which grew only 2.2% reported. GAAP profitability fell sharply. Net earnings from continuing operations dropped 37.5% to $2.69 billion, and diluted EPS fell 34.3% to $1.11, driven by a $2.4 billion pre-tax litigation charge and roughly $1.8 billion in acquired IPR&D, largely tied to the V-Wave acquisition. Adjusted EPS declined 9.0% to $2.42, with acquired IPR&D reducing results by approximately 1,900 basis points. Quarterly R&D expense rose 43.7% to $4.95 billion, reflecting the acquired IPR&D charges. On guidance, management raised full-year 2024 operational sales growth guidance to a 6.3%-6.8% range (midpoint 6.6%) and raised reported sales guidance to a midpoint of $88.6 billion. Adjusted operational EPS guidance was revised to a midpoint of $9.91, from $10.05 in July, as the $0.10 improvement in underlying performance was more than offset by a $0.24 dilution from the V-Wave acquisition. Investors should weigh the strong top-line momentum against the one-time charges and the dilution from recent acquisitions.

Oct 15, 2024 8-K

JOHNSON & JOHNSON 8-K Report, Regulation FD Disclosure (Sep 20, 2024)

On September 20, 2024, Johnson & Johnson disclosed that its subsidiary, Red River Talc LLC, filed a voluntary prepackaged Chapter 11 case in the U.S. Bankruptcy Court for the Southern District of Texas. The filing seeks to resolve all current and future U.S. ovarian cancer claims arising from cosmetic talc litigation. Red River filed after securing support from approximately 83% of current claimants, well above the 75% threshold required under the Bankruptcy Code for plan confirmation. The Future Claims Representative also supports the plan. To win that support, Red River increased its settlement contribution by $1.75 billion, to a present value of approximately $8 billion (about $10 billion nominal, paid over 25 years). Of the increase, Red River committed an additional $1.1 billion to the claimant trust, and the Company separately agreed to contribute $650 million toward plaintiffs' counsel fees and expenses tied to the multi-district litigation. The Company says the plan would resolve 99.75% of pending U.S. talc lawsuits. Remaining mesothelioma claims are being handled outside the plan, and the Company states it has already resolved about 95% of mesothelioma suits filed to date. For investors, the key takeaways are a defined, capped cost for the ovarian talc liability and a path to ending a long-running overhang on the stock. The Company still disputes the merits of the claims, and the outcome depends on court confirmation, so the timing and final financial impact remain uncertain. The filing is a Regulation FD disclosure and includes forward-looking statements that carry material risk.

Sep 20, 2024 8-K

JOHNSON & JOHNSON 8-K Report, Executive Changes (Sep 10, 2024)

Johnson & Johnson (JNJ) filed an 8-K on September 10, 2024, primarily to announce the retirement of Director D. S. Davis. Mr. Davis stepped down from the Board of Directors after successfully transitioning his responsibilities as Chair of the Audit Committee to D. Adamczyk. The company emphasized that Mr. Davis's retirement is for personal reasons and is not indicative of any disagreements with the company's management or its operational, policy, or practice matters. This transition appears to be a planned succession within the Board's committee leadership.

Sep 10, 2024 8-K

JOHNSON & JOHNSON 8-K Report, Executive Changes (Aug 26, 2024)

Johnson & Johnson (NYSE: JNJ) disclosed in an 8-K filed August 26, 2024 that Executive Vice President and Chief Human Resources Officer Peter M. Fasolo will retire. He steps down from the CHRO role and the Executive Committee effective October 1, 2024, and departs the Company at the end of 2024. He has served as CHRO and an Executive Committee member since 2010 and has been with the company since 2004, spanning roughly 16 years of leadership in the role. The Company has named Kristen Mulholland as his successor, effective October 1, 2024. She also joins the Executive Committee on that date. Ms. Mulholland has been with J&J since 2005 and most recently led Global Total Rewards and Enterprise HR Functions, where she worked with the Board's Compensation & Benefits Committee and played a key role in the separation of the consumer business that formed Kenvue. Fasolo and Mulholland will overlap in a transition period through year-end. For investors, this is a planned, orderly leadership succession rather than a signal of operational or financial concern. The filing contains no financial results, guidance, or material financial information. The most relevant takeaways are continuity in talent strategy, with an internal successor who has deep Credo-based and company-specific experience, and a transition window that reduces execution risk.

Aug 26, 2024 10-Q

JOHNSON & JOHNSON Quarterly Report for Q2 Ended Jun 30, 2024

Johnson & Johnson reported solid performance for the second quarter of 2024, demonstrating revenue growth driven by strong performance in its Innovative Medicine and MedTech segments. Total sales increased by 4.3% year-over-year to $22.4 billion, with operational growth of 6.6%, partially offset by currency headwinds. The Innovative Medicine segment saw a 5.5% increase in sales, propelled by robust growth in Oncology and Pulmonary Hypertension, despite a decline in COVID-19 vaccine revenue and ongoing biosimilar competition for certain products. The MedTech segment also delivered growth, up 2.2%, boosted by acquisitions and strong performance in Cardiovascular and Orthopaedics. Financially, the company maintained healthy profitability, although earnings before taxes saw a slight decrease due to significant charges related to acquisitions and ongoing litigation settlements, particularly concerning talc matters. The company continues to navigate substantial legal proceedings, notably the talc and opioid litigations, which have resulted in significant accruals. Despite these challenges, Johnson & Johnson's liquidity remains strong, with substantial cash and cash equivalents, and effective management of its debt obligations. The company's strategic acquisitions, including Shockwave Medical, are expected to contribute to future growth, showcasing a continued focus on expanding its portfolio in key areas.

Jul 25, 2024 8-K

JOHNSON & JOHNSON 8-K Report, Financial Results (Jul 17, 2024)

Johnson & Johnson reported second-quarter 2024 sales of $22.4 billion, up 4.3% reported and 6.5% on an adjusted operational basis (7.1% excluding the COVID-19 vaccine). Growth was led by the U.S., where sales rose 7.8%, and by Innovative Medicine, where worldwide operational sales excluding the vaccine rose 8.8%. Oncology (DARZALEX, ERLEADA, CARVYKTI), TREMFYA, and SPRAVATO drove the gains. MedTech grew 4.4% operationally, led by electrophysiology, Abiomed, and wound closure. GAAP diluted EPS fell 5.9% to $1.93, and GAAP net earnings from continuing operations fell 12.8% to $4.7 billion. The decline reflects special items, including $352 million of litigation charges, $431 million of losses on securities, $194 million of IPR&D impairments, and $1.1 billion of intangible amortization. Adjusted diluted EPS rose 10.2% to $2.82. Full-year 2024 guidance was reshaped by acquisitions rather than by core performance. Management raised its operational sales guidance to $89.2-89.6 billion (midpoint 6.4% growth) to include Shockwave Medical, while reported sales guidance was unchanged at $88.0-88.4 billion. Pre-M&A adjusted operational EPS was raised by $0.05 to $10.73. After a $0.68 dilution from Shockwave, Proteologix, and NM26, the adjusted operational EPS midpoint fell to $10.05 from $10.68, and adjusted diluted EPS guidance fell to $9.97-$10.07. Investors should read the EPS cut as acquisition-driven dilution against an improved underlying outlook. The filing also flagged a legal development: LLT Management LLC, a subsidiary, plans a 'prepackaged' reorganization to resolve all current and future ovarian cancer talc claims. Pipeline and regulatory news was heavy, including the TREMFYA Crohn's disease and ulcerative colitis filings, a subcutaneous amivantamab BLA, and EU approvals for RYBREVANT and CARVYKTI. Gross margin compressed to 69.4% from 70.0%, and R&D spending fell 7.1%.

Jul 17, 2024 8-K

JOHNSON & JOHNSON 8-K Report, Corporate Update (May 20, 2024)

On May 20, 2024, Johnson & Johnson completed public debt offerings totaling approximately $4.0 billion in U.S. dollar notes and €2.5 billion in euro notes, issued under its existing Form S-3 shelf registration (Reg. No. 333-269836). The U.S. dollar tranches comprise four series: $1.15 billion of 4.800% notes due 2029, $1.15 billion of 4.900% notes due 2031, $850 million of 4.950% notes due 2034, and $850 million of 5.250% notes due 2054. The euro tranches comprise €700 million of 3.200% notes due 2032, €800 million of 3.350% notes due 2036, and €1.0 billion of 3.550% notes due 2044. The filing is largely administrative. It records the completion of previously announced offerings, identifies the underwriting agreements (U.S. dollar notes dated May 13, 2024, with J.P. Morgan, BofA Securities, and Citigroup as representatives; euro notes dated May 14, 2024, with J.P. Morgan, Citigroup, and Deutsche Bank), and lists the exhibits, including the indenture-related company orders, note forms, and legal opinions from Weil, Gotshal & Manges and Troutman Pepper Hamilton Sanders. The filing does not disclose the intended use of proceeds, any covenants beyond those in the standard provisions, or any changes to the company's financial outlook. For investors, the key takeaways are that Johnson & Johnson raised substantial new long-term capital across two currencies and a range of maturities from five to thirty years, and that the coupon levels reflect the prevailing rate environment at the time of issuance. The issuance adds meaningfully to the company's debt stack and extends its maturity profile. Investors should review the company's subsequent financial disclosures for how the proceeds are deployed and how the additional debt affects leverage and interest expense.

May 20, 2024 8-K

JOHNSON & JOHNSON 8-K Report, Corporate Update (May 17, 2024)

Johnson & Johnson (JNJ) has finalized its divestiture of its remaining stake in its former Consumer Health business, now operating as Kenvue Inc. The company announced on May 17, 2024, that it completed a Debt-for-Equity Exchange. In this transaction, JNJ exchanged its remaining 182.3 million shares of Kenvue Common Stock for $3.6 billion aggregate principal amount of commercial paper that it had issued on May 15, 2024. This exchange effectively settles the commercial paper and marks the complete exit of Johnson & Johnson from its ownership of Kenvue. This strategic move concludes Johnson & Johnson's long-planned separation of its consumer health division. The initial separation began with Kenvue's IPO in May 2023, followed by a significant exchange offer in August 2023 that reduced JNJ's stake substantially. The final exchange of shares for debt removes any lingering ownership ties and allows Johnson & Johnson to fully focus on its pharmaceutical and medtech segments. Investors should view this as a significant step in JNJ's strategic realignment.

May 17, 2024 8-K

JOHNSON & JOHNSON 8-K Report, Financial Results (May 1, 2024)

Johnson & Johnson's May 1, 2024 8-K reports first-quarter 2024 results and a major legal development. The company announced a proposed Plan of Reorganization, run through its subsidiary LLT Management LLC, to resolve all current and future U.S. ovarian cancer cosmetic talc claims. The company will pay a present value of about $6.475 billion (nominal about $8.4 billion) over 25 years, discounted at 4.4%. It recorded an incremental $2.7 billion litigation charge, bringing its total talc reserve to about $11 billion present value ($13.7 billion nominal). Because the plan is a recognized subsequent event, GAAP net earnings for Q1 2024 fall from $5.4 billion to $3.3 billion, and GAAP EPS falls from $2.20 to $1.34. Underlying operations were solid. Sales rose 2.3% to $21.4 billion, and adjusted EPS grew 12.4% to $2.71 from $2.41, with operational adjusted EPS of $2.72. Adjusted figures are unaffected by the litigation charge, so investors should weigh the GAAP hit as largely a one-time, non-cash-in-period reserve rather than a change in run-rate earnings. The company also disclosed that the plan would resolve 99.75% of pending U.S. talc lawsuits, that a three-month claimant vote is planned with 75% approval needed to proceed, and that mesothelioma and state consumer protection claims will be handled separately. Management maintains that the claims lack merit and that it will pursue parallel litigation pathways. For investors, the central questions are whether the 75% claimant vote succeeds and whether the Daubert review of plaintiffs' expert opinions in the MDL goes in the company's favor. Both could materially change the final cost of the talc exposure. The 25-year payment schedule also creates a long-dated liability that will weigh on the balance sheet and cash flow.

May 1, 2024 10-Q

JOHNSON & JOHNSON Quarterly Report for Q1 Ended Mar 31, 2024

Johnson & Johnson reported a strong first quarter for fiscal year 2024, with total sales reaching $21.4 billion, a 2.3% increase year-over-year, driven by robust operational growth of 3.9%. The company returned to profitability with net earnings of $3.3 billion, a significant improvement from a net loss of $68 million in the prior year's first quarter. This rebound was largely influenced by a substantial reduction in legal charges, particularly related to talc matters, which decreased from $6.9 billion to $2.7 billion year-over-year. The Innovative Medicine segment showed resilience with a 1.1% sales increase, supported by strong performance in Oncology and Pulmonary Hypertension, while the MedTech segment saw a 4.5% sales boost, led by growth in Cardiovascular and Orthopaedics. Despite some headwinds, including a decline in COVID-19 vaccine revenue and ongoing biosimilar competition for key products, Johnson & Johnson demonstrated effective operational management and strategic execution. The company also continued its commitment to shareholder returns by declaring a quarterly dividend and actively repurchasing shares. The pending acquisition of Shockwave Medical, a significant move within the MedTech segment, signals a continued focus on strategic growth and portfolio enhancement.

May 1, 2024 8-K

JOHNSON & JOHNSON 8-K Report, Bylaw Amendment (Apr 29, 2024)

Johnson & Johnson (JNJ) filed an 8-K on April 29, 2024, detailing key governance and shareholder meeting outcomes from their 2024 Annual Meeting held on April 25, 2024. The most significant corporate action was the adoption of amended and restated by-laws, which introduce updated procedures for shareholder actions, including calling special meetings and submitting director nominations or proposals. These changes aim to align with current regulatory standards, such as universal proxy rules, and clarify existing corporate governance practices. Furthermore, the filing provides the final voting results from the Annual Meeting. Shareholders overwhelmingly elected all 13 director nominees, approved executive compensation on an advisory basis, and ratified the appointment of PricewaterhouseCoopers LLP as the independent auditor for fiscal year 2024. Notably, a shareholder proposal requesting a report on gender-based compensation gaps and associated risks was not approved.

Apr 29, 2024 8-K

JOHNSON & JOHNSON 8-K Report, Financial Results (Apr 16, 2024)

Johnson & Johnson reported first-quarter 2024 results on April 16, 2024, with reported sales up 2.3% to $21.4 billion. Operational growth was 3.9% and adjusted operational growth was 4.0%; excluding the COVID-19 vaccine, adjusted operational growth was a stronger 7.7%, showing the core business accelerating as the vaccine tail rolled off. GAAP diluted EPS was $2.20, though this is not comparable to the prior-year period, which was depressed by a $6.9 billion litigation charge. Adjusted EPS rose 12.4% to $2.71. Growth was led by Innovative Medicine excluding the vaccine (up 8.3% operationally), with oncology drugs such as DARZALEX, CARVYKTI, and ERLEADA, plus pulmonary hypertension and TREMFYA contributing. MedTech grew 6.3% operationally, driven by electrophysiology and Abiomed. Management raised the midpoint of full-year 2024 guidance. Adjusted operational sales growth is now expected at 5.5%–6.0% (midpoint 5.8%, up from 5.5%), and adjusted operational EPS is guided to $10.60–$10.75 (midpoint $10.68, up from $10.65). Reported sales guidance midpoint rose to $88.2 billion, and adjusted EPS guidance midpoint is $10.65, unchanged. The company also announced a 4.2% quarterly dividend increase to $1.24 per share, its 62nd consecutive annual increase, which brings the annualized payout to $4.96. The quarter also included regulatory and pipeline milestones, including FDA approval of OPSYNVI and biweekly TECVAYLI dosing, and the pending acquisition of Shockwave Medical. Investors should weigh the strong underlying growth and guidance raise against ongoing dependence on oncology and the continued impact of currency and the COVID-19 vaccine wind-down.

Apr 16, 2024 8-K

JOHNSON & JOHNSON 8-K/A Report, Exhibit Filing (Apr 16, 2024)

Johnson & Johnson reported first-quarter 2024 reported sales of $21.4 billion, up 2.3%, with operational growth of 3.9% and adjusted operational growth of 4.0%. Excluding the COVID-19 vaccine, adjusted operational growth was 7.7%, which points to solid underlying demand. Adjusted EPS rose 12.4% to $2.71, while GAAP EPS was $2.20. Innovative Medicine operational sales excluding the COVID-19 vaccine grew 8.3%, led by DARZALEX, ERLEADA, CARVYKTI, TECVAYLI, UPTRAVI, OPSUMIT, TREMFYA, and SPRAVATO. MedTech operational sales grew 6.3%, driven by electrophysiology, Abiomed, and wound closure products. Management raised its full-year 2024 guidance for operational sales and adjusted operational EPS. The operational sales midpoint rose to $88.9 billion from $88.6 billion, and the adjusted operational growth midpoint rose to 5.8% from 5.5%. The adjusted operational EPS midpoint increased to $10.68 from $10.65. Reported sales guidance (midpoint $88.2 billion, 5.0% growth) and adjusted EPS guidance (midpoint $10.65) were unchanged. Because the reported and adjusted EPS midpoints did not move, investors may read the raise as driven mainly by operations and currency assumptions rather than a broad upgrade. This document is Amendment No. 1 (Form 8-K/A) to the April 16, 2024 Form 8-K. Its only purpose is to correct a typographical error in the operational sales guidance midpoint in Exhibit 99.1, changing it from $88.0 billion to $88.9 billion. The amendment does not change the underlying results. The company also disclosed pipeline and regulatory milestones, the pending Shockwave Medical acquisition, and the completed Ambrx acquisition, and it referenced the separation of Kenvue Inc.

Apr 16, 2024 10-K

JOHNSON & JOHNSON Annual Report, Year Ended Dec 31, 2023

Johnson & Johnson (JNJ) has filed its 10-K for the fiscal year ending December 30, 2023. The report highlights a strategic reorganization into two primary business segments: Innovative Medicine and MedTech, following the separation of its Consumer Health business (Kenvue). Financially, the company demonstrated robust sales growth, driven by strong performance in both segments, particularly in Oncology and MedTech's Interventional Solutions (boosted by the Abiomed acquisition). However, the company also reported a significant charge related to talc litigation, impacting overall earnings before taxes. Despite this, J&J maintained a strong liquidity position and continued its commitment to shareholder returns through dividends and share repurchases. Key risks highlighted include ongoing litigation, patent expirations, pricing pressures in the healthcare industry, and global economic uncertainties.

Feb 16, 2024 8-K

JOHNSON & JOHNSON 8-K Report, Financial Results (Jan 23, 2024)

Johnson & Johnson reported fourth-quarter 2023 worldwide sales of $21.4 billion, up 7.3% reported and 7.2% operationally. Adjusted operational growth, which excludes acquisitions, divestitures and currency, was 5.7%. Excluding COVID-19 vaccine sales, operational growth was 10.9%, which is the cleaner read on the underlying business. Q4 GAAP diluted EPS from continuing operations was $1.70, up 39.3%, while adjusted EPS was $2.29, up 11.7%. Gains on securities of $435 million and other income of $421 million helped the GAAP figure. MedTech was the strongest segment, with worldwide sales up 13.3% and Abiomed contributing meaningfully. Innovative Medicine grew 4.2% reported, or 9.7% excluding COVID-19 vaccine, led by DARZALEX, STELARA, TREMFYA, SPRAVATO and ERLEADA. For the full year, sales rose 6.5% to $85.2 billion, with operational growth of 7.4% and adjusted operational growth of 5.9%. Excluding COVID-19 vaccine, operational growth was 9.0%. Full-year GAAP diluted EPS from continuing operations fell 15.3% to $5.20, driven by a one-time litigation-related charge of roughly $7.2 billion pre-tax in the first quarter. Adjusted EPS rose 11.1% to $9.92. Management reaffirmed 2024 guidance of 5.0% to 6.0% adjusted operational sales growth and adjusted operational EPS of $10.55 to $10.75, implying about 7.4% growth at the midpoint. The filing is an Item 2.02 earnings disclosure rather than a material event. The main investor considerations are the sustainability of growth as COVID-19 vaccine revenue runs off, the recurring nature of litigation charges reflected in GAAP results, and the 2024 share count, which reflects the Kenvue exchange offer.

Jan 23, 2024 8-K

JOHNSON & JOHNSON 8-K Report, Executive Changes (Dec 5, 2023)

Johnson & Johnson (JNJ) filed a Form 8-K on December 5, 2023 to report that Eugene A. Woods, CEO of Advocate Health, was elected to its Board of Directors. The appointment was announced November 30, 2023. Mr. Woods will be paid as a non-employee director under the Director Compensation section of the 2023 Proxy Statement. The filing does not disclose his specific compensation, committee assignments, or equity grants. The filing also discloses a related-party commercial relationship. Advocate Health, which Mr. Woods leads, is a customer of J&J's medical technology and pharmaceutical businesses. In fiscal 2022 Advocate Health paid J&J approximately $175 million for products used in its hospitals. J&J paid Advocate Health less than $1 million in connection with clinical trials. The filing describes these as ordinary-course transactions. Nothing in the filing suggests they are material to J&J's overall results, though the amounts are disclosed under Item 5.02(d) because of the director's affiliation. For investors, this is primarily a governance event. It adds a large healthcare system executive with substantial hospital-operations experience to the board. The filing also cover page lists the company's listed securities, including common stock (JNJ) and several senior notes on the NYSE. No financial results, guidance, or capital-structure changes are reported.

Dec 5, 2023 8-K

JOHNSON & JOHNSON 8-K Report, Corporate Update (Dec 5, 2023)

On December 5, 2023, Johnson & Johnson furnished an 8-K under Item 8.01 announcing its Enterprise Business Review, a New York Stock Exchange investor meeting presenting its strategy, pipelines, and long-term financial outlook. The company's headline targets are an Enterprise operational sales CAGR of 5-7% for 2025-2030, with at least 3% operational sales growth in 2025 despite the U.S. biosimilar entry of STELARA. Innovative Medicine is also targeting a 5-7% operational sales CAGR for 2025-2030, supported by 10+ assets with potential peak year sales above $5 billion and 15+ assets with potential of $1-5 billion. These projections are risk-adjusted and forward-looking, and the company disclosed no new financial results in the filing. For MedTech, management expects growth in the upper range of markets projected to expand 5-7% through 2027, with one-third of 2027 sales coming from products launched within the prior five years. Management also reiterated its capital allocation priorities: R&D investment, annual dividend increases, business development for inorganic growth, and share repurchases when appropriate. For 2024, J&J guided to 5-6% operational sales growth and adjusted operational EPS of $10.55-$10.75, implying about 7.3% growth at the midpoint. That guidance includes an approximate $0.15 dilutive impact from the pending Laminar, Inc. acquisition. Operational sales growth and adjusted operational EPS are non-GAAP measures, and the company did not provide GAAP reconciliations for its forward-looking figures.

Dec 5, 2023 8-K

JOHNSON & JOHNSON 8-K Report, Corporate Update (Nov 30, 2023)

On November 30, 2023, Johnson & Johnson MedTech announced it completed the acquisition of Laminar, Inc., a privately held medical device company developing an investigational device for Left Atrial Appendage Elimination (LAAX) in patients with non-valvular atrial fibrillation. The acquisition was made jointly by Johnson & Johnson and Ethicon, Inc., and Laminar joins Biosense Webster, the company's cardiac arrhythmia business. The upfront payment is $400 million, subject to customary adjustments, with additional clinical and regulatory milestone payments possible in 2024 and beyond. Financially, the key item for investors is the guidance change. Because the deal is structured as an asset acquisition, it triggers an in-process research and development (IPR&D) charge that reduces fiscal 2023 operational and reported Adjusted EPS by approximately $0.17 versus prior guidance. Updated Adjusted EPS ranges are $9.85 to $9.91 (operational) and $9.90 to $9.96 (reported). The deal is also expected to weigh on fiscal 2024 EPS by roughly $0.15. Strategically, the filing positions the deal as an expansion into a high-growth segment. AFib affects about 38 million people worldwide, and the company says Laminar's rotational approach differs from current plug-based LAA closure devices. The U.S. pivotal study is expected to begin enrollment in early 2024. Execution risk remains, as the product is investigational and the company flags clinical, regulatory, and integration risks, so the commercial and clinical outcome will determine whether the $400 million upfront plus milestones delivers value.

Nov 30, 2023 8-K

JOHNSON & JOHNSON 8-K Report, Executive Changes (Nov 27, 2023)

Johnson & Johnson (JNJ) announced the adoption of a new Deferred Compensation Plan (the "Plan") effective November 21, 2023. This unfunded, nonqualified plan allows eligible management and highly compensated employees, including named executive officers, to defer a portion of their pre-tax base salary and annual cash performance bonuses. Participants can defer up to 50% of their base salary and 100% of their annual cash bonus for the following year. All amounts deferred, along with any investment gains or losses, are immediately vested with the employee. This plan replaces the previous Executive Income Deferral Plan (EIDP) for future deferrals, while existing EIDP balances will transition to the new plan's terms regarding payment timing and investment options.

Nov 27, 2023 10-Q

JOHNSON & JOHNSON Quarterly Report for Q3 Ended Oct 1, 2023

Johnson & Johnson (JNJ) reported a mixed financial performance for the fiscal third quarter and nine months ended September 30, 2023. Total sales increased by 6.8% to $21.35 billion for the quarter and 6.2% to $63.76 billion for the nine months, driven by strong operational growth in both the Innovative Medicine and MedTech segments, as well as favorable currency impacts in the quarter. Despite the top-line growth, the company faced significant headwinds, including a substantial charge related to the talc settlement proposal which significantly impacted year-to-date earnings. The company also completed the significant separation of its Consumer Health business (Kenvue), which resulted in a large one-time gain from discontinued operations. The Innovative Medicine segment showed resilience with sales up 5.1% for the quarter and 4.2% year-to-date, with notable growth in immunology, oncology, and neuroscience products. The MedTech segment also demonstrated robust growth, up 10.0% for the quarter and 10.0% year-to-date, significantly boosted by the acquisition of Abiomed and strong performance in interventional solutions. However, the company's net earnings were heavily influenced by the large gain from discontinued operations related to the Kenvue separation, making direct comparison of profitability challenging without considering this non-recurring item.

Oct 27, 2023 8-K

JOHNSON & JOHNSON 8-K Report, Executive Changes (Oct 23, 2023)

Johnson & Johnson's Form 8-K, filed October 23, 2023, reports the departure of Ashley McEvoy, Executive Vice President and Worldwide Chairman of MedTech, who resigned effective October 20, 2023. Under Item 5.02, the company disclosed that she will remain with J&J into the first quarter of 2024 to support a transition. The filing is a personnel change rather than a financial disclosure, and the 8-K contains no financial statements, earnings results, or guidance. Tim Schmid, previously Company Group Chairman of Johnson & Johnson MedTech Asia Pacific, has been appointed to succeed her as Executive Vice President, Worldwide Chairman of MedTech, and joins the Executive Committee. Schmid has roughly 30 years of J&J experience, and the press release credits the Asia Pacific region with above-market growth and a stronger competitive position under his leadership. He also previously served as Chief Strategic Customer Officer for J&J MedTech, where he helped reshape business-to-business relationships with U.S. health systems. For investors, the change is a leadership transition in the MedTech segment, which J&J has described as a sector led by McEvoy through a period of transformation and improved performance. McEvoy's departure is orderly, with a defined transition period and an internal successor, which suggests limited near-term disruption. The filing does not state a reason beyond her intent to "pursue other opportunities," and it provides no quantitative impact on segment results or financial outlook.

Oct 23, 2023 8-K

JOHNSON & JOHNSON 8-K Report, Financial Results (Oct 17, 2023)

Johnson & Johnson reported third-quarter 2023 results for the period ended October 1, 2023, with worldwide sales of $21.4 billion, up 6.8% reported and 6.4% on an operational basis. Adjusted operational growth, which excludes acquisitions, divestitures and currency, was 4.9%, and growth excluding the COVID-19 vaccine was 9.0% operationally. GAAP diluted EPS from continuing operations was $1.69, up 4.3%, while adjusted EPS was $2.66, up 19.3%. Reported GAAP net earnings of $26.0 billion include a one-time, non-cash gain of roughly $21 billion from discontinued operations tied to the final separation of the Consumer Health business (Kenvue), so headline net earnings are not representative of ongoing performance. The quarter's growth was led by MedTech, where adjusted operational sales rose 6.0% and reported operational growth was 10.4% including the Abiomed acquisition. Innovative Medicine grew 4.4% on an adjusted operational basis, or 8.2% excluding COVID-19 vaccine sales, driven by DARZALEX, ERLEADA, CARVYKTI, STELARA, TREMFYA and SPRAVATO. Offsets included lower COVID-19 vaccine sales, ZYTIGA, IMBRUVICA and REMICADE. Management also disclosed R&D prioritization that exited several programs, including the RSV adult vaccine, and a MedTech Orthopaedics restructuring. Management raised full-year 2023 guidance midpoints: adjusted operational sales growth to 7.5% (from 6.7%), estimated reported sales to $83.6–$84.0 billion (midpoint $83.8 billion, up from $83.6 billion), and adjusted EPS to $10.07–$10.13 (midpoint $10.10, up from $10.05). Investors should note that GAAP reported results carry significant special items, including $1.0 billion in securities losses and about $7.0 billion of nine-month litigation charges, which are excluded from adjusted metrics.

Oct 17, 2023