Merck & Co., Inc. — Director's Dealing 2021

Nov 3, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Merck & Co., Inc. (MRK)
CIK: 0000310158
Period of Report: 2021-11-01

Reporting Person: Gerberding Julie L. (EVP, Chief Patient Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-11-01	Common Stock	M	35287	—	Acquired	74449.138	Direct
2021-11-01	Common Stock	M	30175	—	Acquired	104624.138	Direct
2021-11-01	Common Stock	M	19394	—	Acquired	124018.138	Direct
2021-11-01	Common Stock	M	11414	—	Acquired	135432.138	Direct
2021-11-01	Common Stock	S	96270	$87.9057	Disposed	39162.138	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-11-01	Stock Option (Right to Buy)	$62.07	M	35287	Disposed	2027-05-04	Common Stock (35287)	Direct
2021-11-01	Stock Option (Right to Buy)	$56.04	M	30175	Disposed	2028-05-03	Common Stock (30175)	Direct
2021-11-01	Stock Option (Right to Buy)	$77.62	M	19394	Disposed	2029-05-02	Common Stock (19394)	Direct
2021-11-01	Stock Option (Right to Buy)	$75.36	M	11414	Disposed	2030-04-30	Common Stock (11414)	Direct

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $87.9050 to $87.9250, 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 became exercisable in equal installments on 5/5/2018, 5/5/2019 and 5/5/2020.

F5: The option became exercisable in equal installments on 5/4/2019, 5/4/2020, and 5/4/2021.

F6: The option vests and becomes exercisable in three equal installments on 5/3/2020, 5/3/2021 and 5/3/2022.

F7: The option vests and becomes exercisable in three equal installments on 5/1/2021, 5/1/2022 and 5/1/2023.