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Merck (NYSE: MRK) details 2026 shareholder votes for board directors

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Rhea-AI Filing Summary

Merck & Co., Inc. reported the results of shareholder voting from its Annual Meeting of Shareholders held on May 26, 2026. The report focuses on the submission of matters to a vote of security holders.

Shareholders cast detailed votes for the election of 13 directors, with each nominee receiving over 1.6 billion votes "For" and significant broker non-votes of 283,983,197 reported for each director. The company states that a majority of the votes cast was required for all six proposals presented at the meeting.

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Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Votes for Douglas M. Baker, Jr. 1,849,536,622 votes Director election at May 26, 2026 Annual Meeting
Votes for Robert M. Davis 1,729,744,541 votes Director election at May 26, 2026 Annual Meeting
Votes against Patricia F. Russo 217,186,188 votes Director election at May 26, 2026 Annual Meeting
Broker non-votes per director 283,983,197 votes Reported for each director election
Votes for Christine E. Seidman, M.D. 1,848,205,743 votes Director election at May 26, 2026 Annual Meeting
Annual Meeting of Shareholders financial
"The Annual Meeting of Shareholders of Merck & Co., Inc. (the “Company”) was held on May 26, 2026."
A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.
Broker Non-Votes financial
"Names | Votes For | Votes Against | Abstentions | Broker Non-Votes"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
Emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Securities registered pursuant to Section 12(b) of the Act regulatory
"Securities registered pursuant to Section 12(b) of the Act"
Understanding 8-K Material Events →
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of

The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported) May 28, 2026 (May 26, 2026)

 

Merck & Co., Inc.

(Exact name of registrant as specified in its charter)

 

New Jersey

(State or other jurisdiction

of incorporation)

 

1-6571

(Commission

File Number)

 

22-1918501

(I.R.S. Employer

Identification No.)

 

126 East Lincoln Avenue, Rahway, NJ

(Address of principal executive offices)

 

07065

(Zip Code)

 

(732) 594-4000

Registrant’s telephone number, including area code

 

Not Applicable

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class  Trading Symbol(s)  Name of each exchange on which registered
       
Common Stock ($0.50 par value)  MRK  New York Stock Exchange
1.875% Notes due 2026  MRK/26  New York Stock Exchange
3.250% Notes due 2032  MRK/32  New York Stock Exchange
2.500% Notes due 2034  MRK/34  New York Stock Exchange
1.375% Notes due 2036  MRK 36A  New York Stock Exchange
3.500% Notes due 2037  MRK/37  New York Stock Exchange
3.700% Notes due 2044  MRK/44  New York Stock Exchange
3.750% Notes due 2054  MRK/54  New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company  ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ¨

 

 

 

 

 

 

Item 5.07. Submission of Matters to a Vote of Security Holders.

 

(a) The Annual Meeting of Shareholders of Merck & Co., Inc. (the “Company”) was held on May 26, 2026.

(b) Shareholders voted on the matters set forth below:

 

1.The following nominees were elected to the Company’s Board of Directors to hold office until the Company’s next Annual Meeting of Shareholders and received the number of votes set forth opposite their names:

 

Names Votes For Votes Against Abstentions

Broker

Non-Votes

 

Douglas M. Baker, Jr. 1,849,536,622 5,420,062 2,563,716 283,983,197
Mary Ellen Coe 1,839,523,954 15,699,812 2,296,634 283,983,197
Pamela J. Craig 1,805,030,600 48,837,633 3,652,167 283,983,197
Robert M. Davis 1,729,744,541 117,936,777 9,839,082 283,983,197
Thomas H. Glocer 1,733,084,321 121,844,310 2,591,769 283,983,197
Surendralal L. Karsanbhai 1,832,639,394 21,031,536 3,849,470 283,983,197
Risa J. Lavizzo-Mourey, M.D. 1,838,747,154 16,432,343 2,340,903 283,983,197
Stephen L. Mayo, Ph.D. 1,849,015,649 6,015,256 2,489,495 283,983,197
Paul B. Rothman, M.D. 1,835,774,436 19,226,470 2,519,494 283,983,197
Patricia F. Russo 1,636,745,520 217,186,188 3,588,692 283,983,197
Christine E. Seidman, M.D. 1,848,205,743 7,001,420 2,313,237 283,983,197
Inge G. Thulin 1,822,902,605 32,175,009 2,442,786 283,983,197
Kathy J. Warden 1,821,054,647 32,894,586 3,571,167 283,983,197

 

2.Non-binding advisory vote to approve the compensation of our named executive officers:

 

1,730,192,132votes FOR

 

109,310,633votes AGAINST

 

18,017,635shares abstained from voting

 

283,983,197broker non votes

 

3.Ratification of the appointment of the Company’s independent registered public accounting firm for 2026:

 

2,011,579,504votes FOR

 

126,487,980votes AGAINST

 

3,436,113shares abstained from voting

 

 1 

 

4.Shareholder proposal regarding a report on DEI risks in federal contracting:

 

22,754,046votes FOR

 

1,812,455,404votes AGAINST

 

22,310,950shares abstained from voting

 

283,983,197broker non votes

 

5.Shareholder proposal regarding a report on healthcare coverage gaps:

 

23,597,628votes FOR

 

1,811,874,302votes AGAINST

 

22,048,470shares abstained from voting

 

283,983,197broker non votes

 

6.Shareholder proposal regarding a report on political contributions:

 

227,074,175votes FOR

 

1,606,594,343votes AGAINST

 

23,851,882shares abstained from voting

 

283,983,197broker non votes

 

A majority of the votes cast was required for all six proposals to be approved.

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  Merck & Co., Inc.
      
Date: May 28, 2026 By: /s/ Kelly E. W. Grez
    Kelly E. W. Grez
    Corporate Secretary

 

 

 

Source: View Original Filing on SEC EDGAR

FAQ

What did Merck (MRK) report in this Form 8-K filing?

Merck & Co., Inc. reported shareholder voting results from its Annual Meeting of Shareholders held on May 26, 2026. The filing details votes cast for director elections and notes that a majority of votes cast was required for all six proposals.

When was Merck (MRK) 2026 Annual Meeting of Shareholders held?

Merck’s 2026 Annual Meeting of Shareholders was held on May 26, 2026. The Form 8-K dated May 28, 2026 summarizes how shareholders voted on director elections and other proposals requiring a majority of votes cast.

How did shareholders vote on Merck (MRK) director Douglas M. Baker, Jr.?

For director Douglas M. Baker, Jr., shareholders cast 1,849,536,622 votes For, 5,420,062 votes Against, and 2,563,716 Abstentions. There were also 283,983,197 broker non-votes reported for this director election at the 2026 Annual Meeting.

What were the shareholder votes for Merck (MRK) CEO Robert M. Davis as director?

For director Robert M. Davis, shareholders cast 1,729,744,541 votes For, 117,936,777 votes Against, and 9,839,082 Abstentions. In addition, 283,983,197 broker non-votes were recorded for his election at the May 26, 2026 Annual Meeting.

How many broker non-votes were reported in Merck (MRK) 2026 director elections?

For each director election, Merck reported 283,983,197 broker non-votes. This same broker non-vote figure appears across all 13 director nominees listed in the voting results from the May 26, 2026 Annual Meeting of Shareholders.

What voting standard applied to the proposals at Merck (MRK) 2026 Annual Meeting?

A majority of the votes cast was required for all six proposals presented at Merck’s 2026 Annual Meeting. The Form 8-K states this standard alongside detailed vote counts for the director elections and broker non-votes.

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