强生美股招股说明书(2025-02-19版)

€% Notes due 20€% Notes due 20€% Notes due 20€% Notes due 20 We will pay interest on the% notes due 20, the% notes due 20, the% notes due 20, the% notes due20, and the% notes due 20(collectively, the “notes”) onof each year, beginning on, 2025. The notes will be our senior unsecured obligations and will rank equally with our other unsecured and unsubordinated debtfrom time to time outstanding. The notes will be issued in minimum denominations of €100,000 and integral multiples of €1,000in excess thereof. We may redeem some or all of the notes at any time, and from time to time, at the redemption prices described The notes are new issues of securities with no established trading market. We intend to apply to list the notes on the NewYork Stock Exchange (“NYSE”), and we expect trading in the notes on the NYSE to begin within 30days after the originalissue date. Neither the Securities and Exchange Commission (the “SEC”) nor any state securities commission has approved ordisapproved of these notes or determined that this prospectus supplement or the accompanying prospectus is accurate or The underwriters expect to deliver the notes in book-entry form only through the facilities of Clearstream Banking S.A. andthe Euroclear Bank S.A./N.V. on, 2025. TABLE OF CONTENTSProspectus Supplement Table of Contents ABOUT THIS PROSPECTUS SUPPLEMENT This document is in two parts. The first part is this prospectus supplement, which describes the terms of the offering of the notes. The second partis the accompanying prospectus dated February16, 2023, which we refer to as the “accompanying prospectus.” The accompanying prospectus containsa description of our debt securities and gives more general information, some of which may not apply to the notes. Both the prospectus supplement andthe accompanying prospectus also incorporate by reference documents that are described under “Where You Can Find More Information” in each of the In making your investment decision, you should rely only on the information contained or incorporated by reference in this prospectussupplement, in the accompanying prospectus or in any free writing prospectus filed by us with the SEC. We have not, and the underwriters have not,authorized anyone to provide you with any other information. If you receive any different or inconsistent information, you should not rely on it. You We and the underwriters are offering to sell the notes only in jurisdictions where sales are permitted. The distribution of this prospectussupplement and the accompanying prospectus and the offering of the notes in certain jurisdictions may be restricted by law. Persons outside the UnitedStates who come into possession of this prospectus supplement and the accompanying prospectus must inform themselves about and observe anyrestrictions relating to the offering of the notes and the distribution of this prospectus supplement and the accompanying prospectus outside the United References in this prospectus supplement to “Johnson& Johnson,” the “Company,” “we,” “us” and “our” and all similar references are toJohnson& Johnson and its consolidated subsidiaries, unless otherwise stated or the context otherwise requires. However, in the “Description of theNotes” and related summary sections of this prospectus supplement and the “Description of Debt Securities” section of the accompanying prospectus, References herein to “$” and “U.S. dollars” are to the lawful currency of the United States. References to “€” and “euro” are to the lawfulcurrency of the member states of the European Monetary Union that have adopted the euro as their currency. The financial information presented or The notes are being offered for sale only in jurisdictions where it is lawful to make such offers. The distribution of this prospectus supplement andthe accompanying prospectus and the offering of the notes in certain jurisdictions may be restricted by law. Persons outside the United States whoreceive this prospectus supplement and the accompanying base prospectus should inform themselves about and observe any such restrictions. Thisprospectus supplement and the accompanying prospectus do not constitute, and may not be used in connection with, an offer or solicitation by anyone inany jurisdiction in which such offer or solicitation is not authorized or in which the person making such offer or solicitation is not authorized or in whichthe person making such offer or solicitation is not qualified to do so or to any person to whom it is unlawful to make such offer or solicitation. See Table of Contents Notice to Prospective Investors in the European Economic Area The notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to anyretail investor in the European Economic Area (“EEA”). For these purposes, a retail investor means a person who is one (or more) of: (i)a retail client asdefined in point (11)of Article 4(1) of Directive 2