Form 4: Organon & Co. Director Reports Phantom Stock Acquisition

Helene D. Gayle, a Director at Organon & Co., reported the acquisition of 17,857.143 phantom stock units on June 12, 2026, under the company's Non-Employee Director Savings Plan.

Summary

• Helene D. Gayle, a Director of Organon & Co., acquired 17,857.143 phantom stock units on June 12, 2026.
• These phantom stock units are economically equivalent to common stock on a 1-for-1 basis.
• The units are part of the Organon Non-Employee Director Savings Plan and will be settled in cash upon termination of service as a director.
• The acquisition price for these units was $13.44 per unit.
• Following this transaction, Gayle beneficially owns 81,141.134 phantom stock units.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, as it represents a routine transaction related to director compensation and does not indicate significant new strategic information or financial performance changes.

Positives

• Director Helene D. Gayle has acquired a significant number of phantom stock units, indicating continued investment and commitment to the company.
• The acquisition is part of a structured savings plan for non-employee directors, suggesting a well-defined compensation and incentive program.

Risks

• The phantom stock units are payable in cash upon termination of service, meaning the value is subject to market fluctuations until settlement.
• The value of the phantom stock is tied to the performance of Organon & Co. common stock, which carries inherent market risks.

Future Outlook

The phantom stock units are payable in cash upon termination of service as a director, with the exact future value dependent on the company's stock performance at that time.

Industry Context

StockSavvy.ai notes that the reporting of phantom stock unit acquisitions by directors is a common practice in the pharmaceutical and healthcare sectors, reflecting standard executive compensation and alignment strategies.

Stakeholder Impact

• Shareholders: The acquisition by a director reinforces alignment between management and shareholders, though it does not directly impact share price in the short term.
• Employees: The transaction is part of the company's compensation structure for its directors, indirectly reflecting on the overall compensation philosophy.

Next Steps

• Settlement of phantom stock units in cash upon termination of service as a director.

Key Dates

Keywords

Organon & Co., OGN, Form 4, Director, Phantom Stock, Securities Acquisition, Beneficial Ownership, Non-Employee Director Savings Plan