Romanelli Joseph 4

What Happened
Joseph Romanelli, President, Human Health International at Merck & Co. (MRK), received 5,703 shares on 2026-01-26 as a performance-based award. The shares were recorded at $107.40 each for a total value of $612,502. This was an award/vesting distribution (not an open-market purchase or sale).

Key Details

• Transaction date: 2026-01-26; Form filed: 2026-01-28.
• Shares received: 5,703 at $107.40 per share; total value $612,502.
• Footnote F1: Distribution represents net after-tax shares from performance share units granted 3/31/2023; performance payout was 94% of target and includes dividends accrued over the three-year performance period ending 12/31/2025. Shares were distributed net of taxes.
• Footnote F2: Holdings reported by the filer include shares acquired via dividend reinvestment transactions.
• Total shares owned after this transaction are not specified in the provided summary.

Context
This transaction reflects the settlement of long-term, performance-based equity awards (performance share units) rather than a market buy or sale. Such distributions are routine compensation outcomes tied to multi-year performance objectives and dividend accruals; they do not by themselves indicate an insider buying or selling stock for market sentiment reasons.