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

Deborah R. Leone, a Director at Organon & Co., reported a transaction involving phantom stock units, reflecting an economic equivalent to common stock.

Summary

• Deborah R. Leone, a Director at Organon & Co. (OGN), has filed a Form 4 reporting a transaction related to phantom stock units.
• The transaction, dated June 12, 2026, involved the acquisition of 17,857.143 phantom stock units.
• These phantom stock units are economically equivalent to Organon common stock on a 1-for-1 basis.
• The phantom stock 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 filing also notes that holdings include phantom stock acquired through dividend reinvestment on September 11, 2025, December 11, 2025, March 12, 2026, and June 11, 2026.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, as it reports a standard insider transaction related to a phantom stock plan, which is typical for director compensation and does not inherently signal positive or negative company performance.

Positives

• Director Leone's continued participation and equity-like holdings in Organon through the phantom stock plan suggest confidence in the company's long-term prospects.
• The dividend reinvestment in phantom stock indicates a mechanism for directors to increase their economic stake in the company over time.

Risks

• The value of the phantom stock is tied to the performance of Organon's common stock, meaning any decline in the stock price will negatively impact the value of these units.
• The phantom stock units are payable in cash upon termination of service, which could create a liquidity event for the director but does not represent direct ownership of common stock.

Future Outlook

The filing does not contain forward-looking statements or guidance. It is a report of a past transaction.

Industry Context

StockSavvy.ai notes that Form 4 filings are standard disclosures for insider transactions, providing transparency into the holdings and activities of company directors and officers. This specific filing details a director's participation in a phantom stock plan, a common executive compensation tool used to align management interests with shareholders without direct stock ownership.

Stakeholder Impact

• Shareholders: The filing provides transparency into director compensation and equity-like holdings, reinforcing alignment of interests. The transaction itself does not directly impact share count or market dynamics.
• Directors: Deborah R. Leone continues to hold economic interest in Organon through the phantom stock plan, which is a component of her compensation as a director.

Next Steps

• The phantom stock units will be settled in cash upon Deborah R. Leone's termination of service as a director, according to the terms of the Organon Non-Employee Director Savings Plan.

Key Dates

Keywords

Organon & Co., OGN, Form 4, Deborah R. Leone, Phantom Stock, Director, Securities Exchange Act, Beneficial Ownership, Dividend Reinvestment