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2015
ANNUAL
REPORT

Table of contents

  • Page 1
    A N N U A L R E P O R T 2 015

  • Page 2

  • Page 3
    ...and shareholders. Our strategic framework positions us well to continue our leadership in the markets in which we compete through a set of strategic principles: we are broadly based in human health care, our focus is on managing for the long term, we operate under a decentralized management approach...

  • Page 4
    ...helping to reduce caregiver burden, disability, and health care spending in other parts of the system. In this environment, ensuring access to important medicines and medical procedures remains a key objective for us, and our broad Our broad base in human health care extends our reach, capabilities...

  • Page 5
    ... BUILDING SHAREHOLDER VALUE OVER TIME. Johnson & Johnson has a set of clear objectives for creating long-term value. We expect global health care to grow at three to five percent over the next five years, and we have an objective to grow our sales organically at a faster rate than the market. We...

  • Page 6
    ... commitments. Consistent with our long-term strategy, we exceeded our 2015 adjusted operational earnings per share growth goal and met our operational sales and free cash ï¬,ow goals**, while executing against our enterprise priorities for longterm value creation. The success of our strategies is...

  • Page 7
    ... to deliver more value for customers, for our company and for our shareholders. During the year, our Consumer business exceeded operational sales goals, expanding market share in Oral Care and U.S. OTC, and delivering solid operational growth in emerging markets with double-digit growth in Brazil...

  • Page 8
    ... the important role Johnson & Johnson plays in the world, and we continue to build on our 130-year legacy of caring through strategic philanthropy with hundreds of partner organizations worldwide. Our corporate philanthropy includes work with Operation Smile® - helping to provide safe surgeries for...

  • Page 9
    ... believe our long-term success is the result of meeting the needs of all the stakeholders outlined in Our Credo. As the world's largest health care company, we have a unique perspective on the challenges facing global health care. We believe we also have a responsibility to lead in addressing those...

  • Page 10

  • Page 11
    ...,359,192 shares of Common Stock outstanding. DOCUMENTS INCORPORATED BY REFERENCE Parts I and III: Portions of registrant's proxy statement for its 2016 annual meeting of shareholders filed within 120 days after the close of the registrant's fiscal year (the "Proxy Statement"), are incorporated by...

  • Page 12
    ... Seasonality Competition Research and Development Environment Regulation Available Information Risk Factors Unresolved Staff Comments Properties Legal Proceedings Mine Safety Disclosures Executive Officers of the Registrant PART II 5 6 7 7A. 8 9 9A. 9B. Market for Registrant's Common Equity, Related...

  • Page 13
    ...companies conducting business in virtually all countries of the world. The Company's primary focus is products related to human health and well-being. Johnson & Johnson was incorporated in the State of New Jersey in 1887. The Executive Committee of Johnson & Johnson is the principal management group...

  • Page 14
    ... processes where possible. They own or are licensed under a number of patents relating to their products and manufacturing processes, which in the aggregate are believed to be of material importance to the Company in the operation of its businesses. Sales 2 • Johnson & Johnson 2015 Annual Report

  • Page 15
    ...innovative products. Worldwide costs of research and development activities amounted to $9.0 billion, $8.5 billion and $8.2 billion for fiscal years 2015, 2014 and 2013, respectively. Research facilities are located in the United States, Belgium, Brazil, Canada, China, France, Germany, India, Israel...

  • Page 16
    ...cases, the Company's subsidiaries may deem it advisable to initiate product recalls. In addition, business practices in the health care industry have come under increased scrutiny, particularly in the United States, by government agencies and state attorneys general, and resulting investigations and...

  • Page 17
    ... throughout the world. Research facilities are also discussed in Item 1 of this Report under "Business - Research and Development." The Company's subsidiaries generally seek to own their manufacturing facilities, although some, principally in non-U.S. locations, are leased. Office and warehouse...

  • Page 18
    ... Medical Devices and Diagnostics Group in 2003. In 2005, Mr. Caruso was named Vice President of the Company's Group Finance organization. Mr. Caruso became a Member of the Executive Committee and Vice President, Finance and Chief Financial Officer in 2007. 6 • Johnson & Johnson 2015 Annual Report

  • Page 19
    ... 2004 as Vice President, Worldwide Human Resources for Cordis Corporation, a subsidiary of the Company. He was then named Vice President, Global Talent Management for the Company. He left Johnson & Johnson in 2007 to join Kohlberg Kravis Roberts & Co. as Chief Talent Officer. Dr. Fasolo returned to...

  • Page 20
    .... As of January 3, 2016, the maximum number of shares that may yet be purchased under the plan is 87,618,945 based on the closing price of Johnson & Johnson Common Stock on the New York Stock Exchange on December 31, 2015 of $102.72 per share. (2) (3) 8 • Johnson & Johnson 2015 Annual Report

  • Page 21
    ...6. Selected Financial Data Summary of Operations and Statistical Data 2005-2015 (Dollars in Millions Except Per Share Amounts) 2015 2014 2013 2012 2011 2010 2009 2008 2007 2006 2005 Sales to customers - U.S. Sales to customers - International Total sales Cost of products sold Selling, marketing and...

  • Page 22
    ... worldwide engaged in the research and development, manufacture and sale of a broad range of products in the health care field. The Company conducts business in virtually all countries of the world with the primary focus on products related to human health and well-being. The Company is organized...

  • Page 23
    ... Consolidated Financial Statements for Annual Closing Date details). The Company estimated that the fiscal year 2015 growth rate was enhanced by approximately 1.0%. While the additional week added a few days to sales, it also added a full week's worth of operating costs; therefore, the net earnings...

  • Page 24
    ...negative impact of 1.4% on the worldwide Consumer segment operational growth. Major Consumer Franchise Sales: % Change (Dollars in Millions) 2015 2014 2013 '15 vs. '14 '14 vs. '13 OTC Skin Care Baby Care Oral Care Women's Health Wound Care/Other Total Consumer Sales $3,975 3,531 2,044 1,580 1,200...

  • Page 25
    ...impact of 0.3% on the worldwide Pharmaceutical segment operational growth. Major Pharmaceutical Therapeutic Area Sales:* % Change (Dollars in Millions) 2015 2014 2013 '15 vs. '14 '14 vs. '13 Total Immunology REMICADE® SIMPONI® STELARA® Other Immunology Total Infectious Diseases EDURANT® OLYSIO...

  • Page 26
    ... U.S. is not expected to have a material adverse effect on the Company's results of operations and cash flows in 2016. See Note 21 to the Consolidated Financial Statements for legal matters regarding the REMICADE® patents. Infectious disease products sales were $3.7 billion, a decline of 34.7% from...

  • Page 27
    ...a negative currency impact of 13.1%. The divestitures of the Ortho-Clinical Diagnostics and the Cordis Businesses had a negative impact of 3.2% and 0.6%, respectively, on the worldwide operational growth of the Medical Devices segment as compared to 2014. Johnson & Johnson 2015 Annual Report • 15

  • Page 28
    ... to lower price partially offset by the success of the ANIMAS® VIBE® products. On June 30, 2014, the Company divested the Ortho-Clinical Diagnostics business (the Diagnostics Franchise) to The Carlyle Group. For additional details see Note 20 to the Consolidated Financial Statements. The Medical...

  • Page 29
    ... cost of products sold for both 2014 and 2013 was $1.4 billion. There was a decrease in the percent to sales of selling, marketing and administrative expenses in 2014 compared to the prior year primarily due to leveraged costs resulting from growth in the Pharmaceutical business, particularly sales...

  • Page 30
    ..., Inc. (formerly Johnson & Johnson Development Corporation), gains and losses on divestitures, transactional currency gains and losses, acquisition-related costs, litigation accruals and settlements, as well as royalty income. The change in other (income) expense, net for the fiscal year 2015 was...

  • Page 31
    ... markets. The proceeds of the borrowings were used for general corporate purposes. Income Before Tax by Segment Income before tax by segment of business were as follows: Percent of Segment Sales (Dollars in Millions) 2015 2014 2015 2014 Consumer Pharmaceutical Medical Devices Total (1) $1,787...

  • Page 32
    ... 936 of the Internal Revenue Code (see Note 21 to the Consolidated Financial Statements for additional information), and (ii) a settlement of substantially all issues related to the Company's U.S. Internal Revenue Service audit of tax years 2006 - 2009. The 2013 effective tax rate was reduced by...

  • Page 33
    ... to date. The Company will continue to work closely with these customers on payment plans, monitor the economic situation and take appropriate actions as necessary. Financing and Market Risk The Company uses financial instruments to manage the impact of foreign exchange rate changes on cash flows...

  • Page 34
    ... equity and total debt) in 2015 and 21.2% of total capital in 2014. Shareholders' equity per share at the end of 2015 was $25.82 compared to $25.06 at year-end 2014, an increase of 3.0%. A summary of borrowings can be found in Note 7 to the Consolidated Financial Statements. Contractual Obligations...

  • Page 35
    .... The Company infrequently exchanges products from inventory for returned products. The sales returns reserve for the total Company has been approximately 1.0% of annual net trade sales during the fiscal reporting years 2015, 2014 and 2013. Promotional programs, such as product listing allowances...

  • Page 36
    ... of accrued rebates, returns, promotions, reserve for doubtful accounts and reserve for cash discounts by segment of business for the fiscal years ended January 3, 2016 and December 28, 2014. Consumer Segment Balance at Beginning of Period Payments/ Credits Balance at End of Period (Dollars...

  • Page 37
    ... in a tax return. Management believes that changes in these estimates would not have a material effect on the Company's results of operations, cash flows or financial position. At January 3, 2016 and December 28, 2014, the cumulative amounts of undistributed international earnings were approximately...

  • Page 38
    ... businesses have expressed concerns about the rising cost of health care. In response to these concerns, the Company has a long-standing policy of pricing products responsibly. For the period 2005-2015, in the United States, the weighted average compound annual growth rate of the Company's net price...

  • Page 39
    ...340 million and income by $90 million. The Company faces various worldwide health care changes that may continue to result in pricing pressures that include health care cost containment and government legislation relating to sales, promotions and reimbursement of health care products. Changes in the...

  • Page 40
    ... Stock is listed on the New York Stock Exchange under the symbol JNJ. As of February 19, 2016, there were 158,749 record holders of Common Stock of the Company. The composite market price ranges for Johnson & Johnson Common Stock during 2015 and 2014 were: 2015 High Low High 2014 Low First quarter...

  • Page 41
    ... actual results to differ materially from expectations can be found in this Report for the fiscal year ended January 3, 2016, including in Exhibit 99. The Company notes these factors as permitted by the Private Securities Litigation Reform Act of 1995. Johnson & Johnson 2015 Annual Report • 29

  • Page 42
    ... Income Consolidated Statements of Equity Consolidated Statements of Cash Flows Notes to Consolidated Financial Statements Report of Independent Registered Public Accounting Firm Management's Report on Internal Control Over Financial Reporting 30 • Johnson & Johnson 2015 Annual Report

  • Page 43
    ...& Johnson and Subsidiaries Consolidated Balance Sheets At January 3, 2016 and December 28, 2014 (Dollars in Millions Except Share and Per Share Amounts) (Note 1) 2015 2014 Assets Current assets Cash and cash equivalents (Notes 1 and 2) Marketable securities (Notes 1 and 2) Accounts receivable trade...

  • Page 44
    ... & Johnson and Subsidiaries Consolidated Statements of Earnings (Dollars and Shares in Millions Except Per Share Amounts) (Note 1) 2015 2014 2013 Sales to customers Cost of products sold Gross profit Selling, marketing and administrative expenses Research and development expense In-process research...

  • Page 45
    ...for the fiscal years ended 2015, 2014 and 2013 respectively: Securities; $187 million, $81 million and $48 million, Employee Benefit Plans; $519 million, $1,556 million and $1,421 million, Derivatives & Hedges; $95 million, $56 million and $128 million. See Notes to Consolidated Financial Statements...

  • Page 46
    ... Subsidiaries Consolidated Statements of Equity (Dollars in Millions) (Note 1) Accumulated Other Comprehensive Income Common Stock Issued Amount Treasury Stock Amount Total Retained Earnings Balance, December 30, 2012 Net earnings Cash dividends paid Employee compensation and stock option plans...

  • Page 47
    ...cash equivalents, end of year (Note 1) Supplemental cash flow data Cash paid during the year for: Interest Interest, net of amount capitalized Income taxes Supplemental schedule of non-cash investing and financing activities Treasury stock issued for employee compensation and stock option plans, net...

  • Page 48
    ... worldwide engaged in the research and development, manufacture and sale of a broad range of products in the health care field. The Company conducts business in virtually all countries of the world and its primary focus is on products related to human health and well-being. The Company is organized...

  • Page 49
    ... and money market funds. RRAs are collateralized by deposits in the form of 'Government Securities and Obligations' for an amount not less than 102% of their value. The Company does not record an asset or liability as the Company is not permitted to sell or Johnson & Johnson 2015 Annual Report...

  • Page 50
    ... Company evaluates market conditions for products or groups of products primarily through the analysis of wholesaler and other third-party sell-through and market research data, as well as internally generated information. Sales returns are generally estimated and recorded based on historical sales...

  • Page 51
    exchanges products from inventory for returned products. The sales returns reserve for the total Company has been approximately 1.0% of annual sales to customers during the fiscal reporting years 2015, 2014 and 2013. Promotional programs, such as product listing allowances and cooperative ...

  • Page 52
    ... 3, 2016 and approximately $1.1 billion as of December 28, 2014 of the Southern European Region net trade accounts receivable balance related to the Company's Consumer, Vision Care and Diabetes Care businesses as well as certain Pharmaceutical and Medical Devices customers which are in line with...

  • Page 53
    ...financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the amounts reported. Estimates are used when accounting for sales discounts, rebates, allowances and incentives, product liabilities, income...

  • Page 54
    ... with unrealized gains and losses reported net of taxes in other comprehensive income. Fair value of government securities and obligations and corporate debt securities were estimated using quoted broker prices and significant other observable inputs. 42 • Johnson & Johnson 2015 Annual Report

  • Page 55
    ... available for sale securities are from one to five years at January 3, 2016. The Company invests its excess cash in both deposits with major banks throughout the world and other high-quality money market instruments. The Company has a policy of making investments only with commercial institutions...

  • Page 56
    ...to the Consolidated Financial Statements for additional details related to acquisitions and divestitures. 6. Fair Value Measurements The Company uses forward foreign exchange contracts to manage its exposure to the variability of cash flows, primarily related to the foreign exchange rate changes of...

  • Page 57
    ... by actual exchange rates at maturity of the derivative. The following table is a summary of the activity related to derivatives designated as cash flow hedges for the fiscal years ended January 3, 2016 and December 28, 2014: Gain/(Loss) Recognized In Accumulated OCI(1) 2015 2014 Gain/(Loss...

  • Page 58
    ... as current marketable securities. Classified as other current assets. Classified as accounts payable. (2) (3) (4) (5) (6) (7) (8) See Notes 2 and 7 for financial assets and liabilities held at carrying amount on the Consolidated Balance Sheet. 46 • Johnson & Johnson 2015 Annual Report

  • Page 59
    ... market prices, which were corroborated by quoted broker prices and significant other observable inputs. The Company has access to substantial sources of funds at numerous banks worldwide. In September 2015, the Company secured a new 364-day Credit Facility. Total credit available to the Company...

  • Page 60
    ... Company's effective tax rate is as follows: (Dollars in Millions) 2015 2014 2013 U.S. International Earnings before taxes on income: Tax rates: U.S. statutory rate International operations excluding Ireland Ireland and Puerto Rico operations(1) Research and orphan drug tax credits U.S. state and...

  • Page 61
    ... Financial Statements for additional information), and (ii) a settlement of substantially all issues related to the Company's U.S. Internal Revenue Service audit of tax years 2006- 2009. The impact of the settlement is reflected in the U.S. tax on international income and the All other line...

  • Page 62
    ... using a new formula based on employee compensation over total years of service. International subsidiaries have plans under which funds are deposited with trustees, annuities are purchased under group contracts, or reserves are provided. The Company does not fund retiree health care benefits in...

  • Page 63
    ... high quality, long-term fixed income instruments. The resulting discount rates are consistent with the duration of plan liabilities. For the fiscal year 2016, the Company will change its methodology in determining service and interest cost from the single weighted average discount rate approach to...

  • Page 64
    ... & acquisitions Benefits paid from plan assets Effect of exchange rates Plan assets at fair value - end of year Funded status - end of year Amounts Recognized in the Company's Balance Sheet consist of the following: Non-current assets Current liabilities Non-current liabilities Total recognized...

  • Page 65
    ...Other Benefit Plans 2015 2014 Amounts Recognized in Net Periodic Benefit Cost and Other Comprehensive Income Net periodic benefit cost Net actuarial (gain) loss Amortization of net actuarial loss Prior service cost (credit) Amortization of prior service (cost) credit Effect of exchange rates Total...

  • Page 66
    ... models, quoted prices of securities with similar characteristics or discounted cash flows and are classified as Level 2. Level 3 debt instruments are priced based on unobservable inputs. • Equity securities - Common stocks are valued at the closing price reported on the major market on which the...

  • Page 67
    ... issued by insurance companies. The fair value is based on negotiated value and the underlying investments held in separate account portfolios as well as considering the credit worthiness of the issuer. The underlying investments are government, asset-backed and fixed income securities. In general...

  • Page 68
    ...,684 Aggregate shares of common stock issued were approximately 3,119,843,000 shares at the end of 2015, 2014 and 2013. Cash dividends paid were $2.95 per share in 2015, compared with dividends of $2.76 per share in 2014, and $2.59 per share in 2013. On October 13, 2015, the Company announced that...

  • Page 69
    ... share to diluted net earnings per share for the fiscal years ended January 3, 2016, December 28, 2014 and December 29, 2013: (In Millions Except Per Share Amounts) 2015 2014 2013 Basic net earnings per share Average shares outstanding - basic Potential shares exercisable under stock option plans...

  • Page 70
    ... employee benefit equity issuances. Stock Options Stock options expire 10 years from the date of grant and vest over service periods that range from 6 months to 4 years. All options are granted at the average of the high and low prices of the Company's Common Stock on the New York Stock Exchange...

  • Page 71
    ...of three equally-weighted goals that directly align with or help drive long-term total shareholder return: operational sales, adjusted operational earnings per share, and relative total shareholder return. The number of shares actually earned at the end of the three-year period will vary, based only...

  • Page 72
    ... share units vested in 2013. 18. Segments of Business and Geographic Areas Sales to Customers (Dollars in Millions) 2015 2014 2013 Consumer - United States International Total Pharmaceutical - United States International Total Medical Devices - United States International Total Worldwide total...

  • Page 73
    ... million and $31 million in the Pharmaceutical and Medical Devices segments, respectively. The Medical Devices segment includes a net gain of $1,899 million from the divestiture of the Ortho-Clinical Diagnostics business, Synthes integration (2) (3) (4) Johnson & Johnson 2015 Annual Report • 61

  • Page 74
    ... Quarter(4) First Quarter(5) 2014 Second Quarter(6) Third Quarter(7) Fourth Quarter(8) Segment sales to customers Consumer Pharmaceutical Medical Devices Total sales Gross profit Earnings before provision for taxes on income Net earnings Basic net earnings per share Diluted net earnings per share...

  • Page 75
    ... of success factor of 26.0% was used to reflect inherent clinical and regulatory risk. The discount rate applied was 12.5% . During 2015, the Company recorded a charge for the impairment of the IPR&D related to the acquisition of Covagen AG. Certain businesses were acquired for $835 million in cash...

  • Page 76
    ... the aforementioned acquisitions did not have a material effect on the Company's results of operations, cash flows or financial position. During 2015, the Company divestitures included: The Cordis business to Cardinal Health; the SPLENDA® brand to Heartland Food Products Group and the U.S. license...

  • Page 77
    ...does not address litigation outside of the United States. The Company continues to receive information with respect to potential costs associated with this recall on a worldwide basis. The Company has established accruals for the costs associated with the DePuy ASRâ„¢ Hip program and related product...

  • Page 78
    ...2007, Roche Diagnostics Operations, Inc., et al. (Roche) filed a patent infringement lawsuit against LifeScan, Inc. (LifeScan) in the United States District Court for the District of Delaware, alleging LifeScan's OneTouch® Line of Blood Glucose Monitoring Systems infringe two patents related to the...

  • Page 79
    ... relating to marketing practices for LifeScan strips. In March 2013, Medinol Ltd. (Medinol) filed a patent infringement lawsuit against Cordis Corporation (Cordis) and Johnson & Johnson in the United States District Court for the Southern District of New York alleging that all of Cordis's sales...

  • Page 80
    ... aside Hospira's Notice of Compliance, subject to Health Canada's right to appeal, which appeal was filed in June 2015. Nevertheless, Hospira began marketing a biosimilar version of REMICADE® as a distributor under Celltrion's Notice of Compliance. 68 • Johnson & Johnson 2015 Annual Report

  • Page 81
    ... pending against generic companies that have filed Abbreviated New Drug Applications (ANDAs) with the FDA, or undertaken similar regulatory processes outside of the United States, seeking to market generic forms of products sold by various subsidiaries of Johnson & Johnson prior to expiration...

  • Page 82
    ...an Order enjoining the defendants from marketing their generic versions of PREZISTA® before the expiration of the relevant patents. CONCERTA® In May 2014, ALZA Corporation (ALZA) and Janssen Pharmaceuticals, Inc. (JPI) filed a patent infringement lawsuit in the United States District Court for the...

  • Page 83
    ... to dismiss the Delaware lawsuit for lack of personal jurisdiction. In January 2016, Janssen and Gilead filed a first amended complaint in the New Jersey Action adding claims for patent infringement with respect to United States Patent Nos. 7,399,856 and Johnson & Johnson 2015 Annual Report • 71

  • Page 84
    ... Like other companies in the pharmaceutical and medical devices industries, Johnson & Johnson and certain of its subsidiaries are subject to extensive regulation by national, state and local government agencies in the United States and other countries in which they operate. As a result, interaction...

  • Page 85
    ...RISPERDAL® In November 2013, Johnson & Johnson and its subsidiary, Janssen Pharmaceuticals, Inc. (JPI), finalized previously disclosed settlement agreements with the United States Department of Justice and forty-five states resolving federal investigations and state Medicaid claims related to past...

  • Page 86
    ...'s Second Amended Complaint for failure to state a claim. In September 2014, the Tennessee Attorney General Division of Consumer Affairs issued a Request for Information to JPI and other pharmaceutical companies related to opioids marketing practices. 74 • Johnson & Johnson 2015 Annual Report

  • Page 87
    ... August 2014 that publicly unsealed the United States' declination notice; however, the complaint in the matter remains under seal. In addition, in October 2013, a group of state Attorneys General issued Civil Investigative Demands relating to the development, sales and marketing of several of DePuy...

  • Page 88
    ...Guidant with prejudice. The Company recorded a gain associated with this transaction in fiscal first quarter of 2015. In June 2009, following the public announcement that Ortho-Clinical Diagnostics, Inc. (OCD) had received a grand jury subpoena from the United States Department of Justice, Antitrust...

  • Page 89
    ... filed its Statement of Claim seeking monetary damages. In August 2015, two third-party payors filed a purported class action in the United States District Court for the Eastern District of Louisiana against Janssen Research & Development, LLC, Janssen Ortho LLC, Janssen Pharmaceuticals, Inc., Ortho...

  • Page 90
    ... their cash flows for each of the three years in the period ended January 3, 2016 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as...

  • Page 91
    ... registered public accounting firm, as stated in their report, which appears herein. /s/ Alex Gorsky Alex Gorsky Chairman, Board of Directors Chief Executive Officer /s/ Dominic J. Caruso Dominic J. Caruso Vice President, Finance Chief Financial Officer Johnson & Johnson 2015 Annual Report • 79

  • Page 92
    ...cumulative total shareholder return on the Company's Common Stock for periods of five years and ten years ending December 31, 2015, against the cumulative total return of the Standard & Poor's 500 Stock Index, the Standard & Poor's Pharmaceutical Index and the Standard & Poor's Health Care Equipment...

  • Page 93
    ... or weakness in the Company's internal control over financial reporting. In response to this initiative, the Company has and will continue to align and streamline the design and operation of its financial control environment. Item 9B. Other Information Not applicable. Johnson & Johnson 2015 Annual...

  • Page 94
    ... Proxy Statement; and the material under the caption "Executive Officers of the Registrant" in Part I of this Report. The Company's Code of Business Conduct, which covers all employees (including the Chief Executive Officer, Chief Financial Officer and Controller), meets the requirements of the SEC...

  • Page 95
    ... compensation plans which have been approved by the Company's shareholders: 2005 Long-Term Incentive Plan and 2012 Long-Term Incentive Plan. This column excludes shares reflected under the column "Number of Securities to be Issued Upon Exercise of Outstanding Options and Rights." The 2005 Long-Term...

  • Page 96
    ...filed as part of this report: 1. Financial Statements Consolidated Balance Sheets at end of Fiscal Years 2015 and 2014 Consolidated Statements of Earnings for Fiscal Years 2015, 2014 and 2013 Consolidated Statements of Comprehensive Income for Fiscal Years 2015, 2014 and 2013 Consolidated Statements...

  • Page 97
    ... by the undersigned, thereunto duly authorized. Date: February 24, 2016 JOHNSON & JOHNSON (Registrant) By /s/ A. Gorsky A. Gorsky, Chairman, Board of Directors, and Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the...

  • Page 98
    Signature Title Date /s/ C. Prince C. Prince /s/ A. E. Washington A. E. Washington /s/ R. A. Williams R. A. Williams Director February 24, 2016 Director February 24, 2016 Director February 24, 2016 86 • Johnson & Johnson 2015 Annual Report

  • Page 99
    ...the year ended December 28, 2008.* Amendment to the Excess Benefit Plan of Johnson & Johnson and Affiliated Companies, effective as of January 1, 2015 - Incorporated herein by reference to Exhibit 10(q) of the Registrant's Form 10-K Annual Report for the year ended December 28, 2014.* Executive Life...

  • Page 100
    ... fiscal year ended January 3, 2016, formatted in Extensive Business Reporting Language (XBRL): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Earnings, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Statements of Equity, (v) Consolidated Statements of Cash...

  • Page 101
    ... information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company's internal control over financial reporting. /s/ Alex Gorsky Alex Gorsky Chief Executive Officer Date: February 24, 2016 Johnson & Johnson 2015 Annual...

  • Page 102
    ... (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company's internal control over financial reporting. /s/ Dominic J. Caruso Dominic J. Caruso Chief Financial Officer Date: February 24, 2016 Johnson & Johnson 2015 Annual Report

  • Page 103
    ...(a) of the Securities Exchange Act of 1934; and (2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. /s/ Alex Gorsky Alex Gorsky Chief Executive Officer Dated: February 24, 2016 This certification is...

  • Page 104
    ... that, to the best of my knowledge: (1) the Company's Annual Report on Form 10-K for the fiscal year ended January 3, 2016 (the "Report") fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934; and (2) the information contained in the Report fairly presents, in...

  • Page 105
    ... due to any required consultation procedures relating to restructuring of workforce; • Uncertainty of commercial success for new and existing products and of the ability of the Company to successfully execute strategic plans, including restructuring plans; Johnson & Johnson 2015 Annual Report

  • Page 106
    ... on scientific evidence, resulting in product withdrawals, recalls, regulatory action on the part of the FDA (or international counterparts) or declining sales; • Significant litigation or government action adverse to the Company, including product liability claims, patent infringement claims and...

  • Page 107
    ... predict or identify all such factors and should not consider this list to be a complete statement of all potential risks and uncertainties. The Company has identified the factors on this list as permitted by the Private Securities Litigation Reform Act of 1995. Johnson & Johnson 2015 Annual Report

  • Page 108
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  • Page 109
    ... research and development Synthes integration costs DePuy ASRâ„¢ Hip program Litigation expense, net Ortho-Clinical Diagnostics divestiture net gain Additional year of Branded Prescription Drug Fee Tax benefit associated with Conor Medsystems Diluted Net Earnings per share - as adjusted Operational...

  • Page 110
    ... JOAQUIN DUATO Worldwide Chairman, Pharmaceuticals PETER M. FASOLO Vice President, Global Human Resources Member, Executive Committee RONALD A. KAPUSTA Corporate Controller Chief Accounting Officer JORGE MESQUITA Worldwide Chairman, Consumer SANDRA E. PETERSON Group Worldwide Chairman Member...

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    ... OFFICE STOCK LISTING JOHNSON & JOHNSON ONLINE One Johnson & Johnson Plaza New Brunswick, New Jersey 08933 (732) 524-0400 2016 ANNUAL MEETING OF SHAREHOLDERS Listed on New York Stock Exchange Stock Symbol: JNJ SHAREHOLDER RELATIONS CONTACT Our website: www.jnj.com http://www.jnj.com/our-news...

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