Form 4: Merck EVP & CFO Caroline Litchfield Reports Acquisition of 23,432 Shares Following Performance Share Unit Payout
Summary
- On January 27, 2025, Caroline Litchfield, the EVP & CFO of Merck & Co., Inc., acquired 23,432 shares of Merck's common stock.
- The acquisition was a result of the satisfaction of performance criteria for performance share units granted on March 31, 2022.
- The performance shares were paid out at 169 percent of the target awards and include dividends accrued over the three-year performance period ending December 31, 2024.
- The price per share was $97.94.
- Following the transaction, Litchfield directly owns 74,340.194 shares of Merck common stock.
Sentiment
Score: 7
Explanation: The sentiment is moderately positive as the acquisition of shares by the CFO, resulting from the vesting of performance share units above target, suggests confidence in the company's performance and future prospects.
Positives
- The vesting of performance share units at 169% suggests strong company performance over the three-year performance period.
Industry Context
Form 4 filings are standard disclosures required by the SEC to ensure transparency in insider trading activities. This filing indicates the acquisition of shares by a key executive, which can be interpreted as a sign of confidence in the company's future performance.
Stakeholder Impact
- The acquisition of shares by a key executive could positively influence shareholder sentiment.
Key Dates
- 03/31/2022: Date of grant for the performance share units.
- 12/31/2024: End of the three-year performance period for the performance share units.
- 01/27/2025: Date of the transaction (acquisition of shares).
- 01/29/2025: Date of signature on the Form 4 filing.
Keywords
Filings with Classifications
Quarterly Report
- Worldwide sales were down 2% year over year.
- Gardasil/Gardasil 9 sales declined significantly by 41% due to lower demand in China.
- Lagevrio sales decreased by 71% due to lower demand in the Asia Pacific region.
Quarterly Report
- The company has experienced manufacturing delays related to ProQuad and Varivax, and anticipates that some international markets will experience supply constraints during 2025.
Quarterly Report
- Total worldwide sales decreased by 2% compared to the first quarter of 2024.
- The full-year 2025 non-GAAP EPS outlook was revised to reflect a negative impact from an anticipated one-time charge of approximately $0.06 per share related to the license agreement with Hengrui Pharma.
Annual Results
- The company is currently experiencing manufacturing delays related to Varivax and ProQuad which will result in supply constraints in 2025.
Annual Results
- The company expects a significant decline in Gardasil/Gardasil 9 sales in China for 2025.
- The company expects U.S. sales of Keytruda to decline beginning in January 2028 due to government pricing under the IRA.
Earnings Release
- The company's full year sales of $64.2 billion were better than the $60.115 billion in the prior year.
- The company's full year GAAP EPS of $6.74 was better than the $0.14 in the prior year.
- The company's full year Non-GAAP EPS of $7.65 was better than the $1.51 in the prior year.
SEC Form 4
- The performance shares were paid out at 169 percent of target awards, indicating that the company exceeded its performance goals during the three-year period.
SEC Form 4 Filing
- The performance shares were paid out at 169 percent of target awards, indicating that the company exceeded its performance goals.
SEC Form 4
- The performance shares were paid out at 169 percent of target awards, indicating better than expected performance.
SEC Form 4 Filing
- The performance shares were paid out at 169 percent of target awards, indicating better than expected performance.
SEC Form 4 Filing
- The performance shares were paid out at 169 percent of target awards, indicating better than expected performance.
SEC Form 4 Filing
- The performance shares were paid out at 169 percent of target awards, indicating better than expected performance.
SEC Form 4 Filing
- The performance shares were paid out at 169 percent of target awards, indicating better than expected performance.
SEC Form 4 Filing
- The performance shares were paid out at 169 percent of target awards, indicating better than expected performance.
SEC Form 4 Filing
- The performance shares were paid out at 169 percent of target awards, indicating better than expected performance.
Quarterly Report
- Merck is currently working to incorporate guidance from regulatory authorities into the company's clinical trial design for its two prospective Gardasil 9 single-dose trials, consequently, the trials will not be started in 2024.
Quarterly Report
- Net income attributable to Merck decreased in Q3 2024 compared to Q3 2023 due to significant acquisition charges and restructuring costs.
Quarterly Report
- The company's GAAP and non-GAAP EPS were lower than the previous year due to significant charges related to business development transactions.
Quarterly Report
- The company's net income improved significantly compared to the same period last year, which had a net loss.
- The company's sales growth exceeded expectations, driven by strong performance in oncology and vaccines.
- The company's research and development expenses decreased due to lower charges for business development transactions.
Quarterly Report
- The company received a complete response letter from the FDA for patritumab deruxtecan due to manufacturing facility issues.
Quarterly Report
- The full-year non-GAAP EPS outlook was lowered due to a one-time charge of approximately $1.3 billion, or $0.51 per share, for the acquisition of EyeBio.
Debt Issuance Announcement
- MSD Netherlands Capital B.V. raised $3.4 billion through the issuance of senior notes.
- The proceeds from the offering will be used for general corporate purposes.
Quarterly Report
- The company's sales and net income exceeded expectations due to strong performance in oncology and vaccines.
- Keytruda sales growth was higher than anticipated, driven by new indications and continued uptake.
- The company's gross margin improved due to favorable product mix and lower royalty rates.
Quarterly Report
- Merck's first quarter sales and earnings exceeded expectations, driven by strong growth in key products.
- The company raised and narrowed its full-year outlook, indicating increased confidence in future performance.
Annual Results
- The company experienced a significant decrease in net income from continuing operations, with GAAP net income at $365 million and non-GAAP net income at $3.837 billion, which is worse than the previous year.
- The company experienced a substantial decline in Lagevrio sales, which is worse than the previous year.
Quarterly Report
- The company reported a GAAP loss per share for the fourth quarter and a significantly lower EPS for the full year compared to the previous year, primarily due to charges related to collaborations and business development transactions.
- Non-GAAP EPS also declined significantly compared to the previous year, indicating a weaker financial performance despite excluding certain items.
Disclaimer: This summary was generated by artificial intelligence and its accuracy is not guaranteed. The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.