Form 4: Organon CFO Matthew Walsh Reports Equity Transactions

Organon & Co.'s Chief Financial Officer, Matthew M. Walsh, reported the acquisition and disposition of common stock related to performance share unit vesting and tax withholdings.

Summary

• Matthew M. Walsh, Chief Financial Officer of Organon & Co. (OGN), reported transactions involving the company's common stock on February 27, 2026.
• Walsh acquired 42,599 shares of common stock at a price of $0, representing the release of performance share units (PSUs) granted on August 11, 2023, after performance goal attainment was certified.
• An additional 12,020 shares of common stock were acquired at a price of $0, representing dividend equivalents earned on the released PSUs.
• Walsh disposed of 14,887 shares of common stock at $7.17 per share to cover tax withholding obligations related to the PSU vesting.
• Walsh also disposed of 4,117 shares of common stock at $7.23 per share, likely for additional tax withholding.
• Following these transactions, Walsh beneficially owns 180,751 shares of Organon & Co. common stock.
• The reported beneficial ownership includes an addition of 652 shares from dividend equivalents net of withholding tax not previously required to be reported.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event, representing routine equity compensation vesting and associated tax-related share dispositions for a company executive.

Positives

• The vesting of 42,599 performance share units indicates that Organon & Co. met specific performance goals, as certified by the Talent Committee of the Board of Directors.

Negatives

• A total of 19,004 shares were disposed of to cover tax withholding obligations, reducing the direct beneficial ownership of the Chief Financial Officer.

Future Outlook

This filing does not contain any forward-looking statements or guidance regarding the company's future performance.

Industry Context

StockSavvy.ai notes that these transactions are routine for executives in publicly traded companies, representing the vesting of equity compensation and the subsequent disposition of shares to cover tax liabilities. This is a standard component of executive compensation packages across various industries.

Comparison to Industry Standards

• The use of Performance Share Units (PSUs) as a component of executive compensation is a common practice among global pharmaceutical and biotechnology companies, aligning executive incentives with company performance.
• The disposition of shares to cover tax obligations upon vesting is a standard and expected procedure for equity awards across all industries, including healthcare, and is not indicative of a specific company or industry trend.

Related Party Transactions

• The reported transactions involve the Chief Financial Officer and Organon & Co., which are considered related parties. These transactions are part of a standard equity compensation plan for executives.

Stakeholder Impact

• Shareholders: The impact on shareholders is minimal, as these are routine executive compensation transactions and do not reflect a change in company fundamentals or strategy.
• Employees: No direct impact on general employees is indicated by this filing.

Key Dates

Recommendation

The reported transactions are routine for executive equity compensation, involving the vesting of performance share units and subsequent share dispositions for tax purposes. This type of insider filing does not typically indicate a change in the company's fundamental outlook or warrant a shift in investment strategy.

Keywords

Organon, OGN, Matthew Walsh, CFO, Form 4, Insider Trading, Equity Compensation, PSU Vesting, Stock Transactions