JOHNSON & JOHNSON — Director's Dealing 2014

Jan 14, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JOHNSON & JOHNSON (JNJ)
CIK: 0000200406
Period of Report: 2014-01-10

Reporting Person: Caruso Dominic J (VP, Finance; CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-01-10	Common Stock	M	12121	—	Acquired	65656	Direct
2014-01-10	Common Stock	F	4056	$94.53	Disposed	61600	Direct
2013-12-31	Common Stock	J	4	—	Acquired	68	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-01-10	Restricted Share Units	$	M	12121	Disposed		Common Stock (12121)	Direct
2013-12-31	Deferred Share Units	$	I	365	Acquired		Common Stock (365)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	225	Indirect

Footnotes

F1: Includes 98 shares held under Issuer's Dividend Reinvestment Plan.

F2: Shares withheld for the payment of taxes upon vesting of Restricted Share Units.

F3: Shares accrued due to dividend reinvestment in the Johnson & Johnson Stock Fund under the Johnson & Johnson Savings Plan as of the Plan's most recent reporting date (12/31/2013).

F4: Shares held by ESOP under the Johnson & Johnson Savings Plan as of Plan's most recent reporting date (12/31/2013).

F5: Each Restricted Share Unit, awarded under Issuer's Long-Term Incentive Plan on January 10, 2011, represents a contingent right to receive one share of Common Stock, and vests three years after date of grant.

F6: Dividends accrued under the Issuer's Amended and Restated Deferred Fee Plan for Directors. Deferred Share Units are to be settled in cash upon the Reporting Person's Retirement (with each Deferred Share Unit representing the fair market value of one share of Common Stock on the settlement date).