0001127602-24-005191.txt : 20240215 0001127602-24-005191.hdr.sgml : 20240215 20240215160131 ACCESSION NUMBER: 0001127602-24-005191 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240213 FILED AS OF DATE: 20240215 DATE AS OF CHANGE: 20240215 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Davis Robert M CENTRAL INDEX KEY: 0001363076 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-06571 FILM NUMBER: 24643689 MAIL ADDRESS: STREET 1: 2000 GALLOPING HILL ROAD CITY: KENILWORTH STATE: NJ ZIP: 07033 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Merck & Co., Inc. CENTRAL INDEX KEY: 0000310158 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 221918501 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2000 GALLOPING HILL ROAD CITY: KENILWORTH STATE: NJ ZIP: 07033 BUSINESS PHONE: 908-740-4000 MAIL ADDRESS: STREET 1: 2000 GALLOPING HILL ROAD CITY: KENILWORTH STATE: NJ ZIP: 07033 FORMER COMPANY: FORMER CONFORMED NAME: Merck & Co. Inc. DATE OF NAME CHANGE: 20091103 FORMER COMPANY: FORMER CONFORMED NAME: SCHERING PLOUGH CORP DATE OF NAME CHANGE: 19920703 4 1 form4.xml PRIMARY DOCUMENT X0508 4 2024-02-13 0000310158 Merck & Co., Inc. MRK 0001363076 Davis Robert M MERCK & CO., INC. 126 EAST LINCOLN AVENUE RAHWAY NJ 07065 1 1 Chairman, CEO & President 0 Common Stock 2024-02-13 4 M 0 41509 75.36 A 389835.757 D Common Stock 2024-02-13 4 M 0 108491 73.73 A 498326.757 D Common Stock 2024-02-13 4 S 0 124676 125.7431 D 373650.757 D Common Stock 2024-02-13 4 S 0 25324 126.3733 D 348326.757 D Common Stock 2024-02-14 4 M 0 85021 73.73 A 433347.757 D Common Stock 2024-02-14 4 S 0 85021 125.3993 D 348326.757 D Stock Option (Right to Buy) 75.36 2024-02-13 4 M 0 41509 0 D 2021-05-01 2030-04-30 Common Stock 41509 83020 D Stock Option (Right to Buy) 73.73 2024-02-13 4 M 0 108491 0 D 2022-05-04 2031-05-03 Common Stock 108491 181781 D Stock Option (Right to Buy) 73.73 2024-02-14 4 M 0 85021 0 D 2022-05-04 2031-05-03 Common Stock 85021 96760 D The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $125.2700 to $126.2600, inclusive. The reporting person undertakes to provide to Merck & Co., Inc., any security holder of Merck & Co., Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $126.2650 to $126.525, inclusive. The reporting person undertakes to provide to Merck & Co., Inc., any security holder of Merck & Co., Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $125.0900 to $125.8200, inclusive. The reporting person undertakes to provide to Merck & Co., Inc., any security holder of Merck & Co., Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Exercise price and holdings reflect the adjustments that occurred as of June 2, 2021 in connection with the Organon & Co. ("Organon") spin-off as described in the registration statement on Form 10 filed with the SEC by Organon (the "Form 10"). As reported in the Form 10, all Merck stock option awards outstanding as of immediately prior to the distribution date were converted on the distribution date into adjusted Merck awards for Merck employees to preserve the same intrinsic value and general terms and conditions (including vesting) as were in place immediately prior to the adjustments. The option vested and became exercisable in three equal installments on 5/1/2021, 5/1/2022 and 5/1/2023. The option vests and becomes exercisable in three equal installments on 5/4/2022, 5/4/2023 and 5/4/2024. /s/ Kelly E. W. Grez as Attorney-in-Fact for Robert M. Davis 2024-02-15