Merck (MRK) director Mary Ellen Coe adds 285 phantom stock units

Rhea-AI Filing Summary

Merck & Co., Inc. director Mary Ellen Coe reported an acquisition of derivative securities linked to the company’s common stock. On 12/31/2025, she received 285.0086 phantom stock units, each tied on a 1-for-1 basis to Merck common shares, at a reference price of $105.26 per unit. Following this transaction, she holds 29,231.5716 phantom stock units directly.

The phantom stock units are to be settled 100% in cash upon her termination of service, according to a distribution schedule elected under Merck’s Plan for Deferred Payment of Directors’ Compensation. Her holdings also include shares acquired through dividend reinvestment, reflecting ongoing participation in Merck’s director compensation and deferral programs rather than open-market share purchases.

SEC Form 4

FORM 4

UNITED 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 CA 94043

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Merck & Co., Inc. [ MRK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock								10	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Stock	(1)	12/31/2025		A		285.0086		(2)	(2)	Common Stock	285.0086	$105.26	29,231.5716(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 Coe	01/05/2026
	** Signature of Reporting Person	Date
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.

FAQ

What did Merck (MRK) disclose in this Form 4 filing?

The filing shows that director Mary Ellen Coe acquired 285.0086 phantom stock units linked to Merck & Co., Inc. common stock on 12/31/2025 and updated her total holdings.

How many phantom stock units does Mary Ellen Coe now hold in Merck (MRK)?

After the reported transaction, Mary Ellen Coe beneficially owns 29,231.5716 phantom stock units directly, as stated in the derivative securities table.

What are the terms of the phantom stock units reported for Merck (MRK)?

The phantom stock units are on a 1-for-1 basis with Merck common stock and are to be settled 100% in cash upon the reporting person’s termination of service, under Merck’s Plan for Deferred Payment of Directors’ Compensation.

When will the Merck (MRK) phantom stock units be paid out to the director?

The phantom stock units are scheduled to be settled in cash upon the director’s termination of service, following a distribution schedule elected under the company’s deferred compensation plan.

Did the Merck (MRK) director buy common stock directly in this Form 4?

The filing describes an acquisition of phantom stock units, a type of derivative security, rather than an open-market purchase of Merck common shares.

What additional holdings are noted for the Merck (MRK) director?

The explanation states that the director’s holdings include shares acquired in dividend reinvestment transactions, indicating automatic reinvestment of dividends into additional units or shares.