JOHNSON & JOHNSON — Director's Dealing 2012

Jan 20, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JOHNSON & JOHNSON (JNJ)
CIK: 0000200406
Period of Report: 2012-01-17

Reporting Person: Gorsky Alex (Member, Executive Committee)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-01-17	Common Stock	A	2925	—	Acquired	52638	Direct
2011-12-31	Common Stock	J	34	—	Acquired	218	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-01-17	Employee Stock Options (Right to Buy)	$65.37	A	231951	Acquired	2022-01-17	Common Stock (231951)	Direct
2012-01-17	Restricted Share Units	$	A	16845	Acquired		Common Stock (16845)	Direct
2012-01-17	Performance Share Units	$	A	42112	Acquired		Common Stock (42112)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1074	Indirect

Footnotes

F1: Awarded under Issuer's Executive Incentive Plan.

F2: Shares acquired in the Johnson & Johnson Stock Fund under Johnson & Johnson's 401(k) Savings Plan as of Plan's most recent reporting date (12/31/2011).

F3: Shares held by ESOP under Johnson & Johnson's 401(k) Savings Plan as of Plan's most recent reporting date (12/31/2011).

F4: Awarded under Issuer's Long-Term Incentive Plan.

F5: Each Restricted Share Unit represents a contingent right to receive one share of Common Stock.

F6: The Restricted Share Units vest three years after date of grant.

F7: Each Performance Share Unit converts into one share of Common Stock upon distribution in the first quarter of 2015 based on a performance factor.