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Merck (NYSE: MRK) awards options and RSUs to senior finance exec

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Merck & Co., Inc. senior vice president of finance and global controller Dalton E. Smart III received new equity awards. He was granted stock options for 5,045 shares of common stock at an exercise price of $113.15 per share and 2,298 restricted stock units, both vesting in three equal annual installments beginning 5/5/2027. Each restricted stock unit represents a contingent right to receive one Merck common share. After these awards, he directly holds 9,388.315 shares of Merck common stock.

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Insider Smart Dalton E. III
Role SVP Fin. - Global Controller
Type Security Shares Price Value
Grant/Award Restricted Stock Unit 2,298 $0.00 --
Grant/Award Stock Option (Right to Buy) 5,045 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Unit — 2,298 shares (Direct, null); Stock Option (Right to Buy) — 5,045 shares (Direct, null); Common Stock — 9,388.315 shares (Direct, null)
Footnotes (1)
  1. Each restricted stock unit represents a contingent right to receive one share of Merck & Co., Inc. common stock. These restricted stock units vest and are distributed as shares of Merck & Co., Inc. common stock in three equal installments on 5/5/2027, 5/5/2028, and, 5/5/2029. The option vests and becomes exercisable in equal installments on 5/5/2027, 5/5/2028, and, 5/5/2029.
Stock options granted 5,045 options Granted on 5/5/2026 to Dalton E. Smart III
Option exercise price $113.15 per share Exercise price for 5,045 stock options
RSUs granted 2,298 RSUs Restricted stock units granted on 5/5/2026
Common shares held 9,388.315 shares Direct Merck common stock holdings after transactions
Option expiration 5/4/2036 Expiration date for granted stock options
Restricted Stock Unit financial
"Restricted Stock Unit, transaction_type derivative, representing contingent right to shares"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Stock Option (Right to Buy) financial
"security_title Stock Option (Right to Buy) with exercise price 113.1500"
exercise price financial
"conversion_or_exercise_price 113.1500 for stock option grant"
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
vests and becomes exercisable financial
"The option vests and becomes exercisable in equal installments on 5/5/2027, 5/5/2028, and, 5/5/2029."
contingent right financial
"Each restricted stock unit represents a contingent right to receive one share"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Smart Dalton E. III
(Last)(First)(Middle)
126 EAST LINCOLN AVENUE
(Street)
RAHWAY NEW JERSEY 07065
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Merck & Co., Inc. [ MRK ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP Fin. - Global Controller
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/05/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock9,388.315D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit(1)05/05/2026A2,29805/05/2027(2)05/05/2029Common Stock2,298$02,298D
Stock Option (Right to Buy)$113.1505/05/2026A5,04505/05/2027(3)05/04/2036Common Stock5,045$05,045D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of Merck & Co., Inc. common stock.
2. These restricted stock units vest and are distributed as shares of Merck & Co., Inc. common stock in three equal installments on 5/5/2027, 5/5/2028, and, 5/5/2029.
3. The option vests and becomes exercisable in equal installments on 5/5/2027, 5/5/2028, and, 5/5/2029.
/s/ Kelly E. W. Grez, attorney-in-fact for Dalton E. Smart, III05/07/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Merck (MRK) executive Dalton E. Smart III receive in this Form 4 filing?

Dalton E. Smart III received equity compensation in the form of stock options and restricted stock units. He was granted 5,045 stock options and 2,298 restricted stock units, providing future rights to Merck common shares subject to vesting conditions over several years.

How many Merck (MRK) stock options were granted to Dalton E. Smart III and at what price?

He was granted 5,045 stock options with an exercise price of $113.15 per share. These options vest in three equal installments on 5/5/2027, 5/5/2028, and 5/5/2029, allowing him to buy Merck common stock at that set price once vested.

What restricted stock units (RSUs) were granted to Dalton E. Smart III by Merck (MRK)?

He received 2,298 restricted stock units, each representing a contingent right to one Merck common share. The RSUs vest and are distributed in three equal installments on 5/5/2027, 5/5/2028, and 5/5/2029, assuming applicable conditions are satisfied at those dates.

When do Dalton E. Smart III’s new Merck (MRK) equity awards begin vesting?

Both the stock options and restricted stock units begin vesting on 5/5/2027. Vesting occurs in three equal annual installments on 5/5/2027, 5/5/2028, and 5/5/2029, spreading the potential share delivery and option exercisability over a three-year period.

How many Merck (MRK) common shares does Dalton E. Smart III hold after these transactions?

Following the reported transactions, he directly holds 9,388.315 shares of Merck common stock. This figure reflects his direct ownership position after the grants, separate from the future rights represented by the newly awarded options and restricted stock units.

Are Dalton E. Smart III’s new Merck (MRK) stock options immediately exercisable?

No, the options are not immediately exercisable. They vest and become exercisable in three equal installments on 5/5/2027, 5/5/2028, and 5/5/2029. Only after each vesting date can the corresponding portion be exercised at the $113.15 per share exercise price.