Code of Conduct and Reporting Policy

Adopted by the Board of Trustees, January 28, 2026

 

The Robert Wood Johnson Foundation (“Foundation”) has the special privilege and responsibility to manage the distribution of private funds set aside for charitable purposes to create a future where health is no longer a privilege but a right. We are committed to carrying out our work consistent with our Guiding Principles and our Equity, Diversity, and Inclusion Commitment.  To succeed, we must ensure that we operate with integrity in all aspects of our work to facilitate the trust of our grantees and the communities we serve. As such, the Foundation is committed to lawful and ethical behavior in all its activities.

While we conduct our activities within the framework of applicable professional standards, laws, regulations, and internal policies, we also acknowledge that there are additional expectations that the Foundation has for individuals who carry out the Foundation’s mission. As a result, the Foundation has developed this Code of Conduct and Reporting Policy, which is based on our Guiding Principles and assists us in applying these Principles as we go about our daily tasks and responsibilities. 

Although this policy provides a broad range of information about the standards of integrity and conduct expected at the Foundation, no policy can address every situation that individuals may encounter. As a result, the Foundation reserves the right, in its sole discretion, to revise, supplement, or rescind any portion of this policy as it deems appropriate and to take disciplinary action for any conduct that violates this policy, even if that conduct is not explicitly mentioned herein. Furthermore, this policy is not a substitute for individual responsibility and accountability to exercise good judgment. All individuals are encouraged to obtain guidance on proper conduct should they have any questions, to seek support when needed, and to raise any issues or concerns through appropriate channels. Foundation employees with questions about this policy should contact Human Resources or the Law department. 

PROHIBITED CONDUCT 

Our Trustees, officers, and employees are expected to carry out their work in a lawful and ethical manner and consistent with our Guiding Principles and our Equity, Diversity, and Inclusion Commitment. While it is not possible to list all forms of conduct or behavior that are considered unacceptable at the Foundation, some non-exhaustive examples of conduct that violate this policy include:

  • Violation of any Foundation policies or procedures. This includes but is not limited to our Anti-Harassment and Anti-Discrimination policy, Confidentiality policy, and Conflicts of Interest policy;
  • Threatening, intimidating, or abusive conduct toward Foundation employees, officers, Trustees, grantees, or others; 
  • Altering or falsifying Foundation records or documents, supplying false or misleading information on the Foundation’s financial or other public documents (such as the Foundation’s tax return, Form 990-PF), or other dishonest or fraudulent conduct of any kind;
  • Paying for services or goods with Foundation assets that are not rendered or delivered to the Foundation;  
  • Breaching confidentiality obligations to the Foundation;
  • Theft, unauthorized removal, or destruction of Foundation property, or property belonging to Foundation employees, officers, Trustees, grantees, or others; 
  • Embezzlement or other use of Foundation assets for personal gain or benefit;
  • Creating or contributing to any conditions that are hazardous or otherwise increase the risk of physical injury on Foundation premises or in connection with one’s work for the Foundation;
  • Unauthorized use of Foundation equipment or resources;
  • Possession of weapons or firearms on Foundation property;
  • Use, possession, distribution, manufacture, or sale of a controlled substance on Foundation premises, while performing work for the Foundation, or while otherwise engaged in Foundation business; reporting to work intoxicated due to alcohol consumption or being under the influence of other controlled substances while engaged in Foundation business or on Foundation premises;  
  • Facilitating or concealing any of the above or similar actions; or
  • Other illegal or unethical actions. 

Nothing in this policy is intended to, and should not be construed to, restrict employees from discussing, disclosing, or inquiring about wages to the extent consistent with applicable pay equity laws, or from engaging in activity protected by the National Labor Relations Act; for example, (i) non-managerial and non-supervisory employee discussions regarding their terms and conditions of employment, wages, and working conditions and (ii) raising work-related complaints with the Foundation.  

Reporting Concerns

The Foundation encourages any individual who feels that this Code of Conduct has been violated to raise a concern in accordance with this policy.

An individual should promptly make a report when:  

  • They have a good faith concern about the propriety or legality of any action that has been taken by the Foundation or a Foundation employee; 
  • They have a good faith concern about the propriety or legality of any action being considered by the Foundation or a Foundation employee;  
  • They have a good faith concern about the propriety or legality of any policy or procedure that has been adopted by, or is under consideration by, the Foundation; or 
  • They have a good faith belief that action needs to be taken by the Foundation to comply with applicable laws or the Foundation’s ethical standards.  

Reports can be made, orally or in writing, to: 

  • Vice President and General Counsel Ricardo Castro (609-627-5965 or rcastro@rwjf.org); or  
  • Interim Vice President, Human Resources, Shannan Foat-Gelber (609-627-7649 or sfoat-gelber@rwjf.org). 

Reports also may be made anonymously by calling 877-778-5463, by texting "RWJF" to 63975, or via the Report It website or app (code: RWJF). 

If, after taking these steps, you believe the Foundation has been unresponsive, you should report your concerns to both the Board Chair and the Chair of the Audit Committee by sending an email marked as “Confidential” to boardreport@rwjf.org with a note “ATTN: Board and Audit Committee Chairs.”1  The Board Chair and Audit Committee Chair, in their discretion, will determine next steps in consultation with the CEO, other committee Chairs, and additional parties, as appropriate. The Board Chair and Audit Committee Chair will inform other members of the Foundation’s Board of Trustees and the CEO, as appropriate, while protecting both confidentiality (to the extent possible) and the integrity of the investigation. 

If either the Board Chair or Audit Committee Chair is the subject of the complaint, you may raise concerns to the other Chair by sending an email marked as “Confidential” to boardreport@rwjf.org, with a note “ATTN: Board Chair” or “ATTN: Audit Committee Chair.” In such cases, the Chair receiving the email will determine next steps with other members of the Foundation’s Board of Trustees, the CEO, or other individuals, as appropriate.

Investigation. Every report will be investigated with care and as discreetly as possible. But because of the need to investigate the report, correct a problem, or prevent future problems, the Foundation cannot promise complete confidentiality. 

Nonretaliation. Individuals who report in good faith what they perceive to be wrongdoing, violations of the law or the Foundation’s ethical standards, or other unethical conduct will not be discharged, threatened, discriminated against, or retaliated against for reporting these concerns. Anyone who threatens or retaliates against someone for making such a good faith report pursuant to this policy will face discipline, up to and including termination of employment.  

This nonretaliation policy applies even if an individual’s report was made in good faith but ultimately is unsubstantiated. Note that deliberately false reports made with the purpose of harming or retaliating against another individual are not protected under this policy.

 

1 Emails sent to boardreport@rwjf.org will be forwarded by the Foundation’s General Counsel or Deputy General Counsel to the Board Chair and/or Audit Committee Chair as noted in the email.