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Executive Change

Filed Feb 4, 2021 · 5y ago · Accession 0001140361-21-003357

Plain English

Material event — a significant development the company must disclose promptly.

Read the source below for the full document.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section   13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 1, 2021 (February 4, 2021) Merck & Co., Inc. (Exact name of registrant as specified in its charter) New Jersey 1-6571 22-1918501 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S Employer Identification No.) 2000 Galloping Hill Road , Kenilworth , NJ 07033 (Address of principal executive offices) (Zip code) (Registrant’s telephone number, including area code)   ( 908 ) 740-4000 Not Applicable (Former name, former address, and former fiscal year if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company  ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Securities registered pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol(s) Name of Each Exchange on which Registered Common Stock ($0.50 par value) MRK New York Stock Exchange 1.125% Notes due 2021 MRK/21 New York Stock Exchange 0.500% Notes due 2024 MRK24 New York Stock Exchange 1.875% Notes due 2026 MRK/26 New York Stock Exchange 2.500% Notes due 2034 MRK/34 New York Stock Exchange 1.375% Notes due 2036 MRK36A New York Stock Exchange Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers . (b)(c)(d) Merck & Co., Inc. (the “Company”) announced that Kenneth C. Frazier, the Company’s Chairman and Chief Executive Officer will retire as Chief Executive Officer, effective June 30, 2021.  After his retirement, Mr. Frazier will continue as Executive Chairman of the Company for a transition period to be determined by the Board of Directors (“Board”). In addition, on February 1, 2021, the Board unanimously elected Robert M. Davis, age 54, the Company’s current Executive Vice President, Global Services and Chief Financial Officer, to serve as President of the Company, effective April 1, 2021, and as the Chief Executive Officer and a director of the Company, effective July 1, 2021. On February 4, 2021, the Company issued a press release (the “Press Release”) announcing the foregoing.  The Press Release is attached as Exhibit 99.1 and incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (d) Exhibits 99.1 Press Release issued February 4, 2021 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Merck & Co., Inc. Date: February 4, 2021 By: /s/  Jennifer Zachary Name: Jennifer Zachary Title: Executive Vice President, General Counsel and Corporate Secretary
Filing details
Ticker
MRK
CIK
310158
Form type
8-K
Filing date
Feb 4, 2021
Report date
Feb 1, 2021
Document
brhc10019731_8k.htm
Size
275 KB