UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
October 27, 2022 (
(Exact name of registrant as specified in its charter)
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Item 2.02. Results of Operations and Financial Condition.
The following information, including the exhibits hereto, is being furnished pursuant to this Item 2.02.
Incorporated by reference is a press release issued by Merck & Co., Inc. (“Merck”) on October 27, 2022, regarding earnings for the third quarter of 2022, attached as Exhibit 99.1. Also incorporated by reference is certain supplemental information not included in the press release, attached as Exhibit 99.2.
This information shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, and is not incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangment of Certiain Officers.
(b) Merck announced that Kenneth C. Frazier, the Executive Chairman of Merck’s Board of Directors (the “Board”) will retire from the Board, effective November 30, 2022.
In addition, on October 26, 2022, the Board unanimously elected Robert M. Davis, Merck’s current Chief Executive Officer and President as well as a Director on the Board to serve as Chairman of the Board, effective December 1, 2022.
On October 26, 2022, the Company issued a press release announcing the foregoing. The press release is attached as Exhibit 99.3 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit 99.1 | Press release issued October 27, 2022, regarding earnings for the third quarter of 2022 | ||
| Exhibit 99.2 | Certain supplemental information not included in the press release | ||
| Exhibit 99.3 | Press release issued October 26, 2022, regarding the appointment of the Chairman of the Board of Directors | ||
| Exhibit 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Merck & Co., Inc. | ||
| Date: October 27, 2022 | By: | /s/ Kelly E. W. Grez |
| Kelly E. W. Grez | ||
| Corporate Secretary | ||