Merck & Co., Inc. SEC Filings

Merck & Co., Inc. is asking shareholders to approve its 2026 proxy proposals, including electing 13 directors, an advisory say-on-pay vote, ratifying PricewaterhouseCoopers as auditor, and three shareholder proposals that the Board recommends voting against.

The proxy highlights 2025 performance and strategy: GAAP R&D spending of $15.8B, capital returned to shareholders of $13.3B, and a late-stage pipeline expected to generate over $70B in potential commercial opportunity by the mid‑2030s. Relative total shareholder return was 9.8% over one year, 1.3% over three years, and 9.6% over five years at year-end 2025.

Executive pay remains heavily performance-based. The 2025 Company Scorecard funded annual incentives at 94% of target, and the 2023 performance share unit program also paid at 94% of target. The most recent say‑on‑pay vote received approximately 91% shareholder support. The filing also details board independence, risk oversight, sustainability integration, and extensive shareholder engagement.

Merck & Co., Inc. director Christine E. Seidman received a grant of 67.5451 phantom stock units on March 31, 2026. These units track Merck common stock on a 1-for-1 basis at a reference value of $120.29 per unit.

The phantom stock units are to be settled 100% in cash upon her termination of service under the Plan for Deferred Payment of Directors' Compensation. Following this grant, her phantom stock holdings total 19,238.3277 units, and she also holds 100 shares of Merck common stock, including shares acquired through dividend reinvestment transactions.

GLOCER THOMAS H reported acquisition or exercise transactions in this Form 4 filing.

Merck & Co., Inc. director Thomas H. Glocer received a grant of 405.2706 phantom stock units on March 31, 2026, credited at $120.29 per unit on a 1-for-1 basis with common stock. These phantom units are payable 100% in cash after his board service ends under the deferred compensation plan. He also reports direct ownership of 5,100 shares of Merck common stock, including shares accumulated through dividend reinvestment.

Merck & Co., Inc. director Mary Ellen Coe received a grant of 249.3973 phantom stock units on common stock equivalents. The units were awarded at a reference price of $120.2900 per unit and are structured on a 1-for-1 basis with Merck common stock.

The phantom stock units are to be settled 100% in cash upon Coe’s termination of service, following a distribution schedule elected under the Plan for Deferred Payment of Directors' Compensation. After this award, her phantom stock holdings total 29,702.6519 units. A separate holding entry shows she directly owns 10 shares of Merck common stock, including shares acquired through dividend reinvestment transactions.

The Vanguard Group filed Amendment No. 11 to its Schedule 13G/A reporting 0 shares of Merck & Co., Inc. common stock. The amendment states that, following an internal realignment on January 12, 2026, certain subsidiaries will report beneficial ownership separately in reliance on SEC Release No. 34-39538. The form is signed by Ashley Grim on 03/27/2026.

Merck & Co., Inc. executive Brian Foard, EVP, Specialty, Pharma, & ID, filed an initial statement of beneficial ownership on Form 3. The filing does not list any transactions or current holdings entries, serving mainly as a regulatory record of his status as a company officer.

Merck & Co., Inc. reported 2025 total sales of 65,011 million, slightly above 64,168 million in 2024, driven by its Pharmaceutical segment at 58,142 million and Animal Health at 6,354 million. Oncology remains the main growth engine, with Keytruda/Keytruda Qlex sales rising to 31,680 million from 29,482 million, while Gardasil/Gardasil 9 declined to 5,233 million from 8,583 million.

The company details an extensive portfolio across oncology, vaccines, hospital acute care, cardiometabolic, virology, neuroscience, diabetes and animal health, supported by broad global approvals in 2025–early 2026 for Keytruda, Keytruda Qlex, Capvaxive, Enflonsia, Gardasil 9, Welireg, Winrevair and multiple animal health brands.

Merck also highlights mounting pricing and access pressures, including the U.S. Inflation Reduction Act drug price setting for Januvia, Janumet, Janumet XR and Lenvima, a three‑year most‑favored‑nation agreement with the U.S. government, and the expectation that Keytruda will enter government price setting in 2029, after which U.S. Keytruda sales are expected to decline materially.

Merck & Co. submitted a Form 13F holding report. The report lists 12 Form 13F information-table entries with a total market value of $276,276,803. The filing was signed by Kelly Grez, Corporate Secretary in Rahway, NJ on 02-17-2026.

The filing shows a planned sale of 20,000 shares of Merck (MRK) common stock through Morgan Stanley Smith Barney LLC on the NYSE, with an aggregate market value of 2,368,202.00. Merck had 2,482,022,536 common shares outstanding at the time of this notice.

The seller, identified as Chirfi Guindo, previously sold 20,000 common shares on 02/05/2026 for gross proceeds of 2,437,676.00. The shares to be sold were acquired through restricted stock vesting under a registered plan on several dates between 08/03/2023 and 01/27/2025. By signing, the seller represents they are not aware of undisclosed material adverse information about Merck.