Daniel Karp - 31 Mar 2025 Form 4 Insider Report for Organon & Co. (OGN)

Role
Executive VP, Corp. Dev.
Signature
/s/ Tarnetta V. Jones, as Attorney-in-Fact for Daniel Karp
Issuer symbol
OGN
Transactions as of
31 Mar 2025
Net transactions value
-$157,724
Form type
4
Filing time
02 Apr 2025, 17:44:06 UTC
Previous filing
17 Sep 2024
Next filing
07 May 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OGN Common Stock Options Exercise $0 +14,184 +73% $0.000000 33,546 31 Mar 2025 Direct
transaction OGN Common Stock Tax liability $64,511 -4,446 -13% $14.51 29,100 31 Mar 2025 Direct F1
transaction OGN Common Stock Options Exercise $0 +11,338 +39% $0.000000 40,438 31 Mar 2025 Direct
transaction OGN Common Stock Tax liability $51,569 -3,554 -8.8% $14.51 36,884 31 Mar 2025 Direct F1
transaction OGN Common Stock Options Exercise $0 +4,861 +13% $0.000000 41,745 31 Mar 2025 Direct
transaction OGN Common Stock Tax liability $22,113 -1,524 -3.7% $14.51 40,221 31 Mar 2025 Direct F1
transaction OGN Common Stock Options Exercise $0 +4,294 +11% $0.000000 44,515 31 Mar 2025 Direct
transaction OGN Common Stock Tax liability $19,530 -1,346 -3% $14.51 43,169 31 Mar 2025 Direct F1

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 Stock Option (right to buy) Award $0 +99,009 $0.000000 99,009 31 Mar 2025 Common Stock 99,009 $14.89 Direct F2
transaction OGN Restricted Stock Units Award $0 +20,147 $0.000000 20,147 31 Mar 2025 Common Stock 20,147 Direct F3, F4
transaction OGN Restricted Stock Units Options Exercise $0 -14,184 -33% $0.000000 28,369 31 Mar 2025 Common Stock 14,184 Direct F3, F5
transaction OGN Restricted Stock Units Options Exercise $0 -11,338 -50% $0.000000 11,338 31 Mar 2025 Common Stock 11,338 Direct F3, F6
transaction OGN Restricted Stock Units Options Exercise $0 -4,861 -100% $0.000000 0 31 Mar 2025 Common Stock 4,861 Direct F3, F7
transaction OGN Restricted Stock Units Options Exercise $0 -4,294 -100% $0.000000 0 31 Mar 2025 Common Stock 4,294 Direct F3, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 This price is the closing market price of Organon & Co. ("Organon") common stock on Friday, March 28, 2025, as required by the plan under which the Restricted Stock Units ("RSU") were awarded.
F2 The Reporting Person was granted stock options, which vest and become exercisable in three equal installments on March 31, 2026, March 31, 2027, and March 31, 2028.
F3 Each RSU converts into one share of Organon common stock.
F4 The Reporting Person was granted RSUs, which represent a contingent right to receive one share of Organon common stock for each RSU. On March 31, 2025, RSUs were granted and will vest in three equal installments on each of March 31, 2026, March 31, 2027, and March 31, 2028.
F5 On March 29, 2024, RSUs were granted and on March 29, 2025, one-third of these RSUs vested, with the remaining RSUs to vest on March 29, 2026, and March 29, 2027. Since the first anniversary of the date of grant was on Saturday, March 29, 2025, the vesting occurred on Monday, March 31, 2025, the next business day.
F6 On March 31, 2023, RSUs were awarded and on March 31, 2025, one-third of these RSUs vested with the remaining RSUs to vest on March 31, 2026.
F7 On November 7, 2022, RSUs were awarded and on March 31, 2025, the final third of these RSUs vested.
F8 On March 31, 2022, RSUs were awarded and on March 31, 2025, the final third of these RSUs vested.