Organon (OGN) director Ramona Sequeira receives 17,857 phantom stock units as cash-settled award

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Sequeira Ramona reported acquisition or exercise transactions in this Form 4 filing.

Organon & Co. director Ramona Sequeira received a grant of phantom stock units as compensation. On this Form 4, she was awarded 17,857.143 phantom stock units tied to Organon common stock at an indicated value of $13.44 per unit. Each unit is economically equivalent to one share of common stock but is payable in cash after she leaves the board, under the Organon Non-Employee Director Savings Plan. Following this grant and prior dividend reinvestments, her reported phantom stock holdings total 39,950.644 units.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Sequeira Ramona

Role null

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock	17,857.143	$13.44	$240K

Holdings After Transaction: Phantom Stock — 39,950.644 shares (Direct, null)

Footnotes (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 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.

Key Figures

Phantom stock units granted: 17,857.143 units Transaction price per unit: $13.44 per unit Total phantom units after grant: 39,950.644 units +1 more

4 metrics

Phantom stock units granted 17,857.143 units Grant to director Ramona Sequeira reported on Form 4

Transaction price per unit $13.44 per unit Reported value for phantom stock grant

Total phantom units after grant 39,950.644 units Director’s phantom stock holdings following the transaction

Equivalence ratio 1 unit = 1 share Each phantom stock unit equals one Organon common share economically

Key Terms

Phantom Stock, Organon Non-Employee Director Savings Plan, dividend reinvestment transactions

3 terms

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 (the "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 →

06/15/2026 - 04:40 PM

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^*

Sequeira Ramona

(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)

X	Director	10% 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)

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)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Phantom Stock	⁽¹⁾	06/12/2026		A		17,857.143		⁽²⁾	⁽²⁾	Common Stock	17,857.143	$13.44	39,950.644⁽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 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 Ramona Sequeira	06/15/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Organon (OGN) report for Ramona Sequeira?

Organon reported that director Ramona Sequeira received a grant of 17,857.143 phantom stock units. These units are a form of cash-settled compensation tied to Organon’s common stock value and are reported as an acquisition on this Form 4 filing.

How many phantom stock units does Ramona Sequeira hold at Organon (OGN) after this filing?

After the reported grant, Ramona Sequeira holds 39,950.644 phantom stock units. This total includes the newly awarded units plus prior units accumulated, including amounts from earlier dividend reinvestment transactions referenced in the Form 4 footnotes.

What is phantom stock in the context of Organon (OGN) director compensation?

Phantom stock units are cash-settled awards that mirror the value of Organon common shares. Each unit here is economically equivalent to one share and is payable in cash after the director’s termination of service, according to the company’s Non-Employee Director Savings Plan.

At what reference price were Organon (OGN) phantom stock units granted to Ramona Sequeira?

The Form 4 shows Ramona Sequeira’s 17,857.143 phantom stock units with an indicated value of $13.44 per unit. This figure serves as the transaction price per unit for reporting purposes, reflecting the economic value tied to Organon’s common stock.

Do Organon (OGN) phantom stock units give directors actual shares or voting rights?

The phantom stock units reported do not represent actual shares or voting rights. Instead, each unit is an economic equivalent of one Organon common share and is settled in cash after the director’s service ends, under the Non-Employee Director Savings Plan’s terms.