Nisita Vittorio 4

What Happened
Nisita Vittorio, Head of Global Business Services at Organon & Co. (OGN), received a grant of 125,208 restricted stock units (RSUs) on March 31, 2026. On the same date she converted previously granted derivative awards into 13,000 common shares (4,606 + 8,394). To satisfy tax withholding obligations, 4,453 shares were surrendered (1,578 and 2,875 shares) at the plan-determined price of $5.70 per share, totaling $25,383. Based on the filing math, that leaves 8,547 net shares delivered to the reporting person (13,000 converted minus 4,453 withheld). The RSU grant is recorded at $0 exercise price (typical for RSUs).

Key Details

• Transaction date: March 31, 2026. Withholding price used: $5.70 (Organon closing price on March 30, 2026).
• Converted shares: 13,000 (4,606 + 8,394) acquired via derivative exercise/conversion at $0.00.
• Shares withheld for taxes: 4,453 shares (1,578 + 2,875) surrendered at $5.70, proceeds = $8,995 and $16,388 respectively; total ~$25,383.
• New grant: 125,208 RSUs (each RSU = right to one share); vests in three equal annual installments on 3/31/2027, 3/31/2028 and 3/31/2029.
• Shares owned after transaction: not stated in the Form 4.
• Footnotes: withholding price is plan-determined closing price (F1); grant and vesting schedule details provided (F2–F5).
• Filing timeliness: Form 4 filed April 2, 2026 (filed within the standard Form 4 reporting window).

Context
These transactions reflect routine RSU vesting/conversion and tax withholding, not an open-market purchase or voluntary sale. The conversions were recorded as $0 exercise/conversion (typical for RSU settlement) and some shares were withheld to cover taxes rather than selling shares on the open market. The large new RSU grant vests over three years and does not by itself indicate a buy/sell judgment.