Caroline Litchfield - May 1, 2022 Form 4 Insider Report for Merck & Co., Inc. (MRK)

Role: EVP & CFO
Signature: /s/ Kelly E. W. Grez as attorney-in-fact for Caroline Litchfield
Stock symbol: MRK
Transactions as of: May 1, 2022
Transactions value $: $38,935
Form type: 4
Date filed: 5/3/2022, 04:22 PM
Previous filing: Feb 28, 2022
Next filing: May 4, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MRK	Common Stock	Options Exercise	$76.8K	+866	+3.26%	$88.69	27.5K	May 1, 2022	Direct
transaction	MRK	Common Stock	Tax liability	-$37.9K	-427	-1.56%	$88.69	27K	May 1, 2022	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	MRK	Restricted Stock Unit	Options Exercise	$0	-866	-50%	$0.00	866	May 1, 2022	Common Stock	866		Direct	F2, F3, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Holdings include shares acquired in dividend reinvestment transactions.
F2	Each restricted stock unit represents a contingent right to receive one share of Merck & Co., Inc. common stock.
F3	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 restricted stock unit 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.
F4	These restricted stock units vest and are distributed as shares of Merck & Co., Inc. common stock in three equal installments on 5/1/2021, 5/1/2022 and 5/1/2023.