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Merck (MRK) director Baker gains 1,853 Phantom Stock units and holds 16,000 shares

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

Rhea-AI Filing Summary

Merck & Co., Inc. director Douglas M. Baker Jr. reported updated holdings and a new compensation award. He now directly holds 16,000 shares of Common Stock, which the filing notes include shares acquired through dividend reinvestment transactions. He also received a grant of 1,853.0997 Phantom Stock units, bringing his Phantom Stock balance to 11,518.2084 units.

The Phantom Stock units reference Merck common shares on a 1-for-1 basis at a value of $118.72 per unit but are designed to be settled entirely in cash after his service ends, following a distribution schedule elected under the Plan for Deferred Payment of Directors' Compensation.

Positive

  • None.

Negative

  • None.
Insider BAKER DOUGLAS M JR
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 — 11,518.208 shares (Direct, null); Common Stock — 16,000 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.
Common stock holdings 16,000 shares Directly held after transactions
New Phantom Stock grant 1,853.0997 units Grant/award acquisition on 2026-05-29
Phantom Stock balance 11,518.2084 units Total Phantom Stock after grant
Phantom Stock reference price $118.72 per unit Transaction price per Phantom Stock unit
Phantom conversion ratio 1-for-1 Units referenced to Merck common stock
Phantom Stock financial
"He also received a grant of 1,853.0997 Phantom Stock units"
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.
1-for-1 financial
"The Phantom Stock units reference Merck common shares on a 1-for-1 basis"
Plan for Deferred Payment of Directors' Compensation financial
"under the Plan for Deferred Payment of Directors' Compensation"
dividend reinvestment transactions financial
"the filing notes include shares acquired through dividend reinvestment transactions"
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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*
BAKER DOUGLAS M JR
(Last)(First)(Middle)
MERCK & CO., INC.
126 EAST LINCOLN AVENE
(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)
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 Stock16,000D
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$118.7211,518.2084(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 Douglas M. Baker, Jr.06/02/2026
** 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 Douglas M. Baker Jr. report in this Form 4?

Douglas M. Baker Jr. reported updated ownership, including 16,000 shares of Merck common stock held directly. He also disclosed a new grant of 1,853.0997 Phantom Stock units, increasing his total Phantom Stock holdings to 11,518.2084 units as of the reported date.

How many Merck (MRK) common shares does Douglas M. Baker Jr. now hold?

Douglas M. Baker Jr. now directly holds 16,000 shares of Merck common stock. The filing notes that this amount includes shares acquired through dividend reinvestment transactions, reflecting both earlier investments and automatic reinvestment of dividends over time.

What Phantom Stock grant did Douglas M. Baker Jr. receive from Merck (MRK)?

He received a grant of 1,853.0997 Phantom Stock units referenced to Merck common stock. These units are credited at a value of $118.72 per unit and increase his total Phantom Stock holdings to 11,518.2084 units under the company’s deferred compensation plan.

How are Merck (MRK) Phantom Stock units for Douglas M. Baker Jr. settled?

The Phantom Stock units are to be settled 100% in cash, not shares. Payment occurs upon the director’s termination of service, following a distribution schedule elected under Merck’s Plan for Deferred Payment of Directors' Compensation, which governs timing and method of payout.

What is the relationship between Merck (MRK) Phantom Stock units and common stock?

The Phantom Stock units are linked to Merck common stock on a 1-for-1 basis. Each unit tracks the value of one share, but the units themselves are cash-settled awards, providing economic exposure without conferring actual share ownership or voting rights upon grant.