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Merck (MRK) director Coe receives 1,853 phantom stock units in cash-settled award

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

Rhea-AI Filing Summary

Merck & Co., Inc. director Mary Ellen Coe reported a routine compensation-related change in holdings. She received a grant of 1,853.0997 phantom stock units, each on a 1-for-1 basis referencing Merck common stock. These phantom units are to be settled 100% in cash upon her termination of service, following a distribution schedule elected under the Plan for Deferred Payment of Directors' Compensation. After the grant, she holds 31,765.6386 phantom stock units and 10 shares of Merck common stock, with share holdings including amounts acquired through dividend reinvestment transactions.

Positive

  • None.

Negative

  • None.
Insider Coe Mary Ellen
Role null
Type Security Shares Price Value
Grant/Award Phantom Stock 1,853.1 $118.72 $220K
holding Common Stock -- -- --
Holdings After Transaction: Phantom Stock — 31,765.639 shares (Direct, null); Common Stock — 10 shares (Direct, null)
Footnotes (1)
  1. 1-for-1 Phantom stock units are to be settled 100% in cash upon reporting person's termination of service in accordance with a distribution schedule elected pursuant to the terms of the Plan for Deferred Payment of Directors' Compensation. Holdings include shares acquired in dividend reinvestment transactions.
Phantom stock units granted 1,853.0997 units Grant of phantom stock units to director on 2026-05-29
Phantom stock grant price $118.72 per unit Recorded transaction price for phantom stock grant
Total phantom units after grant 31,765.6386 units Director’s phantom stock balance following the transaction
Common shares held 10 shares Direct Merck common stock holdings after reported transactions
Conversion or exercise price $0.00 Conversion/exercise price for phantom stock units
Phantom stock financial
"Phantom stock units are to be settled 100% in cash upon reporting person's termination of service"
A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.
Plan for Deferred Payment of Directors' Compensation financial
"pursuant to the terms of the Plan for Deferred Payment of Directors' Compensation"
dividend reinvestment transactions financial
"Holdings include shares acquired in dividend reinvestment transactions"
1-for-1 financial
"1-for-1"
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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*
Coe Mary Ellen
(Last)(First)(Middle)
ALPHABET INC.
1600 AMPHITHEATRE PARKWAY
(Street)
MOUNTAIN VIEW CALIFORNIA 94043
(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/29/2026		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 Stock10D
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
Phantom Stock(1)05/29/2026A1,853.0997 (2) (2)Common Stock1,853.0997$118.7231,765.6386(3)D
Explanation of Responses:
1. 1-for-1
2. Phantom stock units are to be settled 100% in cash upon reporting person's termination of service in accordance with a distribution schedule elected pursuant to the terms of the Plan for Deferred Payment of Directors' Compensation.
3. Holdings include shares acquired in dividend reinvestment transactions.
/s/ Kelly E. W. Grez as Attorney-in-Fact for Mary Ellen Coe06/02/2026
** 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) director Mary Ellen Coe report in this Form 4?

Mary Ellen Coe reported a grant of 1,853.0997 phantom stock units tied 1-for-1 to Merck common stock. The filing also shows she now directly holds 10 common shares, including shares acquired through dividend reinvestment transactions.

Is the Merck (MRK) phantom stock grant a cash-settled award?

Yes. The phantom stock units are to be settled 100% in cash upon Mary Ellen Coe’s termination of service. Payment timing follows a distribution schedule she elected under the Plan for Deferred Payment of Directors' Compensation.

How many phantom stock units does Mary Ellen Coe hold after this Merck (MRK) transaction?

Following the grant, Mary Ellen Coe holds a total of 31,765.6386 phantom stock units. Each unit references one share of Merck common stock, but the award will be settled entirely in cash, not by delivering actual shares.

Did Mary Ellen Coe buy or sell Merck (MRK) common stock in this Form 4?

The Form 4 does not show any open-market purchases or sales of Merck common stock. It reports a grant of phantom stock units and lists that she directly holds 10 common shares, including shares from dividend reinvestment transactions.

What does the 1-for-1 phantom stock notation mean for Merck (MRK)?

The 1-for-1 notation means each phantom stock unit tracks the value of one Merck common share. However, these units are bookkeeping entries only and will be settled entirely in cash, rather than by issuing actual Merck stock.

How is the Merck (MRK) director phantom stock grant priced in this filing?

The phantom stock grant to Mary Ellen Coe is recorded at 1,853.0997 units with a transaction price of $118.72 per unit. The conversion price is shown as $0.00, reflecting that no additional exercise price is required for these cash-settled units.