ROBERT ESSNER - 04 Jun 2021 Form 4 Insider Report for Organon & Co. (OGN)

Role: Director
Signature: /s/ Faye C. Brown, as Attorney-in-Fact for Robert Essner
Issuer symbol: OGN
Transactions as of: 04 Jun 2021
Net transactions value: +$316,231
Form type: 4
Filing time: 08 Jun 2021, 20:36:39 UTC
Previous filing: 02 Jun 2021
Next filing: 14 Jun 2021
SEC: View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	OGN	Phantom Stock	Award	$316,231	+8,772		$36.05	8,772	04 Jun 2021	Common Stock	8,772		Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	1-for-1
F2	Consists of (i) a one-time grant of 5,549 phantom units awarded in connection with the separation of Organon & Co. ("Organon") from Merck & Co., Inc. (the "Separation"), which units will vest in full on the earlier of the one-year anniversary of the Separation or Organon's first annual shareholders meeting after the Separation, and (ii) a pro-rata portion of the annual equity retainer in the form of 3,223 phantom units, which units are fully vested. Phantom units are granted under the Organon Non-Employee Director Savings Plan and are payable in cash upon settlement no sooner than one year after service as a director ceases.

Content

1-for-1

Consists of (i) a one-time grant of 5,549 phantom units awarded in connection with the separation of Organon & Co. ("Organon") from Merck & Co., Inc. (the "Separation"), which units will vest in full on the earlier of the one-year anniversary of the Separation or Organon's first annual shareholders meeting after the Separation, and (ii) a pro-rata portion of the annual equity retainer in the form of 3,223 phantom units, which units are fully vested. Phantom units are granted under the Organon Non-Employee Director Savings Plan and are payable in cash upon settlement no sooner than one year after service as a director ceases.