Form 4: Organon Director Grace Puma Whiteford Increases Phantom Stock Holdings

Organon & Co. Director Grace Puma Whiteford has reported an increase in her beneficial ownership of phantom stock units, primarily through dividend reinvestment and a new grant, as disclosed in a recent SEC Form 4 filing.

Summary

• Grace Puma Whiteford, a Director at Organon & Co. (OGN), reported changes in her beneficial ownership of phantom stock units.
• On June 13, 2025, she acquired 23,904.382 phantom stock units.
• These phantom stock units were acquired at a price of $10.04 per unit.
• Each phantom stock unit is an economic equivalent of one share of Organon common stock.
• The units are granted under the Organon Non-Employee Director Savings Plan and are payable in cash upon settlement after the reporting person's termination of service as a director.
• Her total beneficial ownership of phantom stock units following this transaction is 62,702.652 units.
• This total includes phantom stock units acquired through dividend reinvestment transactions on June 13, 2024, September 12, 2024, December 12, 2024, March 13, 2025, and June 12, 2025.

Sentiment

Score: 6

Explanation: Slightly positive, as a director increasing their holdings (even phantom stock) through a plan and dividend reinvestment indicates continued alignment with the company's performance and long-term commitment.

Positives

• The increase in phantom stock holdings by a director aligns the director's interests with those of the shareholders, as the value of these units is tied to the company's common stock performance.
• The acquisition through dividend reinvestment indicates a long-term commitment and belief in the company's future by the director.

Future Outlook

The phantom stock units are designed to be settled in cash upon the reporting person's termination of service as a director, aligning future payout with the company's stock performance at that time.

Industry Context

This filing represents a routine disclosure of an insider transaction, common across all publicly traded companies, reflecting a director's participation in a compensation plan tied to company equity. It does not provide broader industry trends or competitive insights.

Related Party Transactions

• The transaction involves Grace Puma Whiteford, a director of Organon & Co., acquiring phantom stock units under the Organon Non-Employee Director Savings Plan. This is a standard compensation arrangement for a related party (director).

Stakeholder Impact

• Shareholders may view the director's increased phantom stock holdings positively, as it suggests continued confidence in the company's future and aligns the director's financial interests with shareholder value.

Next Steps

• Settlement of phantom stock units in cash upon the reporting person's termination of service as a director, as per the terms of the Organon Non-Employee Director Savings Plan.

Key Dates

Keywords

Organon & Co., OGN, Grace Puma Whiteford, SEC Form 4, Insider Transaction, Phantom Stock, Director Holdings, Beneficial Ownership, Dividend Reinvestment, Corporate Governance