JOHNSON & JOHNSON — Director's Dealing 2013

Jan 18, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JOHNSON & JOHNSON (JNJ)
CIK: 0000200406
Period of Report: 2013-01-16

Reporting Person: Ullmann Michael H (VP, General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-31	Common Stock	J	47	—	Acquired	59	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-01-16	Employee Stock Options (Right to Buy)	$72.54	A	134615	Acquired	2023-01-13	Common Stock (134615)	Direct
2013-01-16	Restricted Share Units	$	A	6679	Acquired		Common Stock (6679)	Direct
2013-01-16	Performance Share Units	$	A	16697	Acquired		Common Stock (16697)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	45200	Direct
Common Stock	1287	Indirect

Footnotes

F1: Shares acquired in the Johnson & Johnson Stock Fund under Johnson & Johnson's 401(k) Savings Plan as of Plan's most recent reporting date (12/31/2012).

F2: Shares held by ESOP under Johnson & Johnson's 401(k) Savings Plan as of Plan's most recent reporting date (12/31/2012).

F3: Awarded under Issuer's Long-Term Incentive Plan.

F4: Each Restricted Share Unit represents a contingent right to receive one share of Common Stock and vests three years after date of grant.

F5: Each Performance Share Unit converts into one share of Common Stock upon distribution in the first quarter of 2016 based on a performance factor.