Organon (OGN) controller sells 26,448 shares, ends direct stake

Rhea-AI Filing Summary

Organon & Co.’s SVP and Corporate Controller, Lynette Holzbaur, reported an amended insider transaction on common stock. The filing now shows an open-market sale of 26,448.366 shares of common stock at $13.3498 per share on May 6, 2026, leaving her with 0 shares directly owned afterward.

The amendment clarifies that this transaction should be treated as a sale (disposition) rather than a purchase as previously reported. It also records the acquisition of 45.939 shares of common stock that had not been required to be reported earlier, categorized as an “other acquisition or disposition.”

Insider Trade Summary

Net Seller: 26,448.366 shares ($353,080)

Net Sell 2 txns

Insider Holzbaur Lynette

Role SVP and Corporate Controller

Sold 26,448.366 shs ($353K)

Type	Security	Shares	Price	Value
Other	Common Stock	45.939	$0.00	--
Sale	Common Stock	26,448.366	$13.3498	$353K

Holdings After Transaction: Common Stock — 26,448.366 shares (Direct, null)

Footnotes (1)

1. This reflects the acquisition of 45.939 shares of common stock not previously required to be reported. This amendment updates the reporting of the 26,448.366 shares in Table I to reflect a sale (disposition) instead of a purchase.

Key Figures

Shares sold: 26,448.366 shares Sale price per share: $13.3498 per share Shares acquired (other): 45.939 shares +2 more

5 metrics

Shares sold 26,448.366 shares Common Stock sold on May 6, 2026

Sale price per share $13.3498 per share Open-market sale of Common Stock

Shares acquired (other) 45.939 shares Previously unreported acquisition of Common Stock

Shares after sale 0 shares Total Common Stock directly owned following transaction

Net shares sold 26,448.366 shares Net-sell direction from transaction summary

Key Terms

open-market sale, other acquisition or disposition, Form 4/A, Common Stock, +1 more

5 terms

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

other acquisition or disposition financial

"transaction_code_description": "Other acquisition or disposition""

Form 4/A regulatory

"This amendment updates the reporting of the 26,448.366 shares"

Form 4/A is an amended filing that corrects or updates an earlier Form 4, the mandatory report that insiders (like company executives, directors, or large shareholders) must file when their ownership stakes change. Think of it as an edited receipt showing who bought or sold stock and when; investors use it to track insider confidence, detect potential conflicts, and spot trading patterns that might signal future company prospects.

Common Stock financial

"security_title": "Common Stock""

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

net-sell financial

"netBuySellDirection": "net-sell""

Form 4 Insider Transactions: What Each Field Means →

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^*

Holzbaur Lynette

(Last) (First) (Middle)

C/O ORGANON & CO.

30 HUDSON STREET, FLOOR 33

(Street)

JERSEY CITY NEW JERSEY 07302

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Organon & Co. [ OGN ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP and Corporate Controller

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026

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

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

4. If Amendment, Date of Original Filed (Month/Day/Year)
05/07/2026

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	05/06/2026		J		45.939	A	$0	26,448.366(1)	D
Common Stock	05/06/2026		S		26,448.366	D	$13.3498	0(2)	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

Explanation of Responses:

1. This reflects the acquisition of 45.939 shares of common stock not previously required to be reported.

2. This amendment updates the reporting of the 26,448.366 shares in Table I to reflect a sale (disposition) instead of a purchase.

Remarks:

	/s/ Tarnetta V. Jones, as Attorney-in-Fact for Lynette Holzbaur	05/07/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Organon (OGN) report for Lynette Holzbaur?

Organon reported that SVP and Corporate Controller Lynette Holzbaur sold 26,448.366 shares of common stock in an open-market transaction at $13.3498 per share on May 6, 2026, and now directly holds zero shares afterward.

Why was this Organon (OGN) Form 4 amended (Form 4/A)?

The amendment corrects a prior classification, updating 26,448.366 shares in Table I to reflect a sale (disposition) instead of a purchase. It also adds 45.939 shares of common stock that were previously acquired but not required to be reported at that time.

How many Organon (OGN) shares did the insider sell and at what price?

Lynette Holzbaur sold 26,448.366 shares of Organon common stock in an open-market transaction. The reported average price per share was $13.3498, as disclosed, which provides a reference for the transaction’s per-share value on the sale date.

What is Lynette Holzbaur’s Organon (OGN) shareholding after this transaction?

Following the reported sale of 26,448.366 shares of Organon common stock, the filing shows that Lynette Holzbaur directly owns zero shares. This reflects her post-transaction balance as disclosed in the total shares following the transaction field.

What does the 45.939-share entry mean in the Organon (OGN) filing?

The filing notes an acquisition of 45.939 shares of Organon common stock coded as an “other” transaction. A footnote explains these shares were acquired earlier but were not previously required to be reported, so they are now being reflected in the amended filing.