Steven Mizell - Oct 28, 2022 Form 4 Insider Report for Merck & Co., Inc. (MRK)

Role
EVP, Chief HR Officer
Signature
/s/ Kelly E. W. Grez as Attorney-in-Fact for Steven C. Mizell
Stock symbol
MRK
Transactions as of
Oct 28, 2022
Transactions value $
-$2,490,720
Form type
4
Date filed
11/1/2022, 04:33 PM
Previous filing
Jun 7, 2022
Next filing
Nov 10, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MRK Common Stock Options Exercise $0 +17K +42.35% $0.00 57.1K Oct 28, 2022 Direct
transaction MRK Common Stock Sale -$1.7M -17K -29.75% $100.00 40.1K Oct 28, 2022 Direct
transaction MRK Common Stock Sale -$791K -8K -19.93% $98.84 32.1K Oct 28, 2022 Direct F1, F2

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 Stock Option (Right to Buy) Options Exercise $0 -17K -32.18% $0.00 35.8K Oct 28, 2022 Common Stock 17K $70.71 Direct F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.8400 to $98.8450, 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.
F2 Holdings include shares acquired in dividend reinvestment transactions.
F3 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.
F4 The option vested and became exercisable in three equal installments on 10/30/2019, 10/30/2020 and 10/30/2021.