Welcome to our dedicated page for Merck & Co SEC filings (Ticker: MRK), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Merck & Co., Inc. (NYSE: MRK) SEC filings page on Stock Titan provides access to the company’s U.S. Securities and Exchange Commission disclosures, along with AI-powered summaries to help interpret complex documents. Merck is a New Jersey–incorporated biopharmaceutical preparation manufacturer whose common stock and multiple series of notes are registered on the New York Stock Exchange, as reflected in its Form 8-K filings.
Through this page, readers can review Merck’s current and historical filings, including Form 8-K reports on material events such as public offerings of long-dated notes under its automatic shelf registration statement on Form S-3ASR and announcements of restructuring programs. Filings related to quarterly and annual results, such as earnings releases furnished on Form 8-K, give additional context on the company’s financial condition and performance.
For a research-intensive company like Merck, core SEC filings such as annual reports on Form 10-K and quarterly reports on Form 10-Q (when available) are key sources for information on its human health and animal health businesses, major products like KEYTRUDA and GARDASIL, pipeline programs including WINREVAIR and Alzheimer’s disease candidates, risk factors and capital structure. Forms 3, 4 and 5, when filed, provide details on insider transactions by directors and officers.
Stock Titan enhances these filings with AI-generated explanations that highlight important sections, clarify technical language and point out items that may interest investors, such as new debt issuances, restructuring charges or significant acquisitions. Real-time updates from EDGAR help ensure that newly filed Merck documents, including 10-Ks, 10-Qs and Form 4 insider reports, appear promptly, allowing users to track regulatory disclosures related to MRK in a single, organized feed.
Merck & Co., Inc. reported a first-quarter 2026 net loss driven by a large acquisition charge, despite solid sales growth. Sales were $16.286 billion, up 5% from $15.529 billion, led by oncology products such as KEYTRUDA, which generated $8.034 billion, up 12%, and strong 13% growth in Animal Health.
GAAP net loss attributable to Merck was $4.240 billion, or a loss of $1.72 per diluted share, versus earnings of $2.01 per share a year earlier. Non-GAAP loss per share was $1.28, compared with non-GAAP earnings of $2.22. Both GAAP and non-GAAP results were heavily affected by a $9.0 billion charge, equal to $3.62 per share, for the acquisition of Cidara Therapeutics.
Vaccines and diabetes franchises faced headwinds, with GARDASIL/GARDASIL 9 sales down 19% to $1.069 billion and JANUVIA/JANUMET down 28% to $574 million. Merck updated its 2026 outlook to forecast sales of $65.8 billion to $67.0 billion and non-GAAP EPS of $5.04 to $5.16, including the Cidara charge. A separate tender offer to acquire Terns is expected to be accounted for as an asset acquisition, resulting in an additional one-time charge of approximately $5.8 billion, or about $2.35 per share, plus an estimated $0.12 EPS impact over the remainder of 2026 after closing.
Merck & Co., Inc. is asking shareholders to approve its 2026 proxy proposals, including electing 13 directors, an advisory say-on-pay vote, ratifying PricewaterhouseCoopers as auditor, and three shareholder proposals that the Board recommends voting against.
The proxy highlights 2025 performance and strategy: GAAP R&D spending of $15.8B, capital returned to shareholders of $13.3B, and a late-stage pipeline expected to generate over $70B in potential commercial opportunity by the mid‑2030s. Relative total shareholder return was 9.8% over one year, 1.3% over three years, and 9.6% over five years at year-end 2025.
Executive pay remains heavily performance-based. The 2025 Company Scorecard funded annual incentives at 94% of target, and the 2023 performance share unit program also paid at 94% of target. The most recent say‑on‑pay vote received approximately 91% shareholder support. The filing also details board independence, risk oversight, sustainability integration, and extensive shareholder engagement.
Merck entities launched a cash tender offer to acquire all outstanding shares of Terns Pharmaceuticals. The offeror, Thailand Merger Sub, Inc., a wholly owned Merck subsidiary, is offering $53.00 per share in cash, pursuant to the Offer to Purchase dated April 7, 2026, and related Letter of Transmittal. The transaction is governed by an Agreement and Plan of Merger dated March 24, 2026, and the Offer is subject to the terms and conditions set forth in the Offer to Purchase.
Merck entities launched a cash tender offer to acquire all outstanding shares of Terns Pharmaceuticals. The offeror, Thailand Merger Sub, Inc., a wholly owned Merck subsidiary, is offering $53.00 per share in cash, pursuant to the Offer to Purchase dated April 7, 2026, and related Letter of Transmittal. The transaction is governed by an Agreement and Plan of Merger dated March 24, 2026, and the Offer is subject to the terms and conditions set forth in the Offer to Purchase.
Merck & Co., Inc. director Christine E. Seidman received a grant of 67.5451 phantom stock units on March 31, 2026. These units track Merck common stock on a 1-for-1 basis at a reference value of $120.29 per unit.
The phantom stock units are to be settled 100% in cash upon her termination of service under the Plan for Deferred Payment of Directors' Compensation. Following this grant, her phantom stock holdings total 19,238.3277 units, and she also holds 100 shares of Merck common stock, including shares acquired through dividend reinvestment transactions.
GLOCER THOMAS H reported acquisition or exercise transactions in this Form 4 filing.
Merck & Co., Inc. director Thomas H. Glocer received a grant of 405.2706 phantom stock units on March 31, 2026, credited at $120.29 per unit on a 1-for-1 basis with common stock. These phantom units are payable 100% in cash after his board service ends under the deferred compensation plan. He also reports direct ownership of 5,100 shares of Merck common stock, including shares accumulated through dividend reinvestment.
Merck & Co., Inc. director Mary Ellen Coe received a grant of 249.3973 phantom stock units on common stock equivalents. The units were awarded at a reference price of $120.2900 per unit and are structured on a 1-for-1 basis with Merck common stock.
The phantom stock units are to be settled 100% in cash upon Coe’s termination of service, following a distribution schedule elected under the Plan for Deferred Payment of Directors' Compensation. After this award, her phantom stock holdings total 29,702.6519 units. A separate holding entry shows she directly owns 10 shares of Merck common stock, including shares acquired through dividend reinvestment transactions.
The Vanguard Group filed Amendment No. 11 to its Schedule 13G/A reporting 0 shares of Merck & Co., Inc. common stock. The amendment states that, following an internal realignment on January 12, 2026, certain subsidiaries will report beneficial ownership separately in reliance on SEC Release No. 34-39538. The form is signed by Ashley Grim on 03/27/2026.
Merck & Co., Inc. executive Brian Foard, EVP, Specialty, Pharma, & ID, filed an initial statement of beneficial ownership on Form 3. The filing does not list any transactions or current holdings entries, serving mainly as a regulatory record of his status as a company officer.