On March 15, 2023, Johnson & Johnson announced that it has received a shareholder proposal from Hal Scott/The Doris Behr 2012 Irrevocable Trust, requesting the Company to take all practicable steps to adopt a mandatory arbitration bylaw that provides 1) for disputes between a stockholder and the Company and/or its directors, officers or controlling persons relating to claims under federal securities laws in connection with the purchase or sale of any securities issued by the Company to be exclusively and finally settled by arbitration under the Commercial Rules of the American Arbitration Association (AAA), as supplemented by the Securities Arbitration Supplementary Procedures; 2) that any disputes subject to arbitration may not be brought as a class and may not be consolidated or joined; 3) an express submission to arbitration by each stockholder, the Corporation and its directors, officers, controlling persons and third parties consenting to be bound; 4) unless the claim is determined by the arbitrator(s) to be frivolous, the Company shall pay the fees of the AAA and the arbitrator(s), and if the stockholder party is successful, the fees of its counsel; 5) a waiver of any right under the laws of any jurisdiction to apply to any court of law or other judicial authority to determine any matter or to appeal or otherwise challenge the award, ruling or decision of the arbitrator(s); 6) that governing law is federal law; and 7) for a five-year sunset provision, unless holders of a majority of Company shares vote for an extension and the duration of any extension. In addition, the Company recommended the shareholders to vote against the proposal at the annual meeting of shareholders scheduled to be held on April 27, 2023.