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Organon (OGN) director Alan Ezekowitz awarded 17,857 phantom stock units

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

Rhea-AI Filing Summary

Organon & Co. director Alan Ezekowitz received a grant of 17,857.143 phantom stock units on Organon common stock. The units were valued at $13.44 per unit and bring his total phantom stock holdings to 81,141.131 units. Each unit is economically equivalent to one share of Organon common stock and is payable in cash after his service as a director ends under the Organon Non-Employee Director Savings Plan. Holdings also reflect phantom stock acquired through dividend reinvestment on several prior dates.

Positive

  • None.

Negative

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Insider Ezekowitz Alan
Role null
Type Security Shares Price Value
Grant/Award Phantom Stock 17,857.143 $13.44 $240K
Holdings After Transaction: Phantom Stock — 81,141.131 shares (Direct, null)
Footnotes (1)
  1. Each phantom stock unit is an economic equivalent of one share of Organon & Co. ("Organon") common stock, or 1-for-1. Phantom stock units are granted under the Organon Non-Employee Director Savings Plan (the "Plan") and are payable in cash upon settlement after the reporting person's termination of service as a director pursuant to the terms of the Plan. Holdings include phantom stock acquired in dividend reinvestment transactions on September 11, 2025, December 11, 2025, March 12, 2026 and June 11, 2026.
Phantom stock units granted 17,857.143 units Grant on June 12, 2026
Grant price per unit $13.44 per unit Phantom stock valuation
Total phantom units after grant 81,141.131 units Holdings following transaction
Unit-to-share ratio 1-for-1 Each unit equals one Organon share economically
Phantom Stock financial
"Each phantom stock unit is an economic equivalent of one share of Organon & Co. common stock"
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.
Organon Non-Employee Director Savings Plan financial
"Phantom stock units are granted under the Organon Non-Employee Director Savings Plan"
dividend reinvestment transactions financial
"Holdings include phantom stock acquired in dividend reinvestment transactions on September 11, 2025, December 11, 2025, March 12, 2026 and June 11, 2026"
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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*
Ezekowitz Alan
(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/12/2026		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
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)06/12/2026A17,857.143 (2) (2)Common Stock17,857.143$13.4481,141.131(3)D
Explanation of Responses:
1. Each phantom stock unit is an economic equivalent of one share of Organon & Co. ("Organon") common stock, or 1-for-1.
2. Phantom stock units are granted under the Organon Non-Employee Director Savings Plan (the "Plan") and are payable in cash upon settlement after the reporting person's termination of service as a director pursuant to the terms of the Plan.
3. Holdings include phantom stock acquired in dividend reinvestment transactions on September 11, 2025, December 11, 2025, March 12, 2026 and June 11, 2026.
Remarks:
/s/ Tarnetta V. Jones, as Attorney-in-Fact for Alan Ezekowitz06/15/2026
** 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 Organon (OGN) director Alan Ezekowitz receive in this transaction?

Alan Ezekowitz received 17,857.143 phantom stock units linked to Organon common stock. These units represent a grant as part of director compensation and increase his total phantom stock holdings to 81,141.131 units, all tied to the company’s share value.

What is the value of the phantom stock units granted to Organon (OGN) director Alan Ezekowitz?

The phantom stock units were granted at $13.44 per unit, totaling about $240,000 in notional value. This amount is not paid immediately in cash but reflects the economic value tied to Organon’s common stock price over time.

How do Organon (OGN) phantom stock units work for director compensation?

Each Organon phantom stock unit is economically equivalent to one share of common stock. For Alan Ezekowitz, these units are payable in cash after his service as a director ends, under the Organon Non-Employee Director Savings Plan’s terms.

When will Alan Ezekowitz receive cash for his Organon (OGN) phantom stock units?

The phantom stock units are payable in cash upon settlement after Alan Ezekowitz’s termination of service as a director. Payment timing follows the Organon Non-Employee Director Savings Plan, which governs how and when these deferred compensation awards are settled.

How many phantom stock units in total does Alan Ezekowitz hold at Organon (OGN)?

After this grant, Alan Ezekowitz holds 81,141.131 phantom stock units linked to Organon common stock. This total includes the new award and units previously accumulated, including amounts acquired through dividend reinvestment transactions on earlier specified dates.

What role did dividend reinvestment play in Alan Ezekowitz’s Organon (OGN) phantom stock holdings?

His phantom stock holdings include units acquired through dividend reinvestment on several dates in 2025 and 2026. Instead of taking cash dividends, the value was reinvested as additional phantom stock units, increasing his deferred, stock-linked compensation balance.