0001127602-22-024610.txt : 20221101
0001127602-22-024610.hdr.sgml : 20221101
20221101163841
ACCESSION NUMBER: 0001127602-22-024610
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20221028
FILED AS OF DATE: 20221101
DATE AS OF CHANGE: 20221101
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FRAZIER KENNETH C
CENTRAL INDEX KEY: 0001181175
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-06571
FILM NUMBER: 221351035
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]
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
X0306
4
2022-10-28
0000310158
Merck & Co., Inc.
MRK
0001181175
FRAZIER KENNETH C
MERCK & CO., INC.
126 E. LINCOLN AVENUE
RAHWAY
NJ
07065
1
1
Executive Chair
Common Stock
2022-10-28
4
M
0
567084
0
A
1273367.063
D
Common Stock
2022-10-28
4
S
0
75489
99.1516
D
1197878.063
D
Common Stock
2022-10-28
4
S
0
313232
100.2539
D
884646.063
D
Common Stock
2022-10-28
4
S
0
178363
100.7983
D
706283.063
D
Common Stock
2022-10-31
4
M
0
300000
0
A
1006283.063
D
Common Stock
2022-10-31
4
S
0
70698
99.8157
D
935585.063
D
Common Stock
2022-10-31
4
S
0
229302
101.0341
D
706283.063
D
Common Stock - 401(k) Plan
4481.1286
I
By 401(k)
Stock Option (Right to Buy)
56.49
2022-10-28
4
M
0
567084
0
D
2015-05-09
2024-05-08
Common Stock
567084
0
D
Stock Option (Right to Buy)
58.08
2022-10-31
4
M
0
300000
0
D
2016-05-01
2025-04-30
Common Stock
300000
465828
D
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.6100 to $99.6000, inclusive. The reporting person undertakes to provide to Merck & Co., Inc.,
anysecurity 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 above 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 $99.6400 to $100.6400, 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 above 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 $100.6500 to $100.9725, 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 above 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 $99.3300 to $100.3200, 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 above 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 $100.3600 to $101.3100, 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 above in this
footnote.
Holdings include shares acquired in dividend reinvestment transactions.
Includes shares acquired and dividends earned through October 7, 2022 in the Merck U.S. Savings Plan, a 401(k) plan.
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 became exercisable in equal installments on 5/9/2015, 5/9/2016 and 5/9/2017.
The option became exercisable in equal installments on 5/1/2016, 5/1/2017 and 5/1/2018.
/s/ Kelly E. W. Grez as Attorney-in-Fact for Kenneth C. Frazier
2022-11-01