Form 4: Organon SVP Controller Reports Future Stock Transactions

Organon & Co.'s SVP and Corporate Controller, Lynette Holzbaur, reported future transactions involving common stock and restricted stock units.

Summary

• Lynette Holzbaur, SVP and Corporate Controller of Organon & Co. (OGN), reported changes in her beneficial ownership of the company's securities.
• On November 7, 2025, Ms. Holzbaur acquired 2,417 shares of Organon & Co. Common Stock at a price of $0, likely due to the vesting of restricted stock units.
• Concurrently, on November 7, 2025, she disposed of 689 shares of Common Stock at a price of $6.71, typically for tax withholding purposes related to the vesting.
• Following these transactions, Ms. Holzbaur directly beneficially owns 14,676.427 shares of Common Stock.
• The filing also details the acquisition of 2,417 Restricted Stock Units (RSUs) on November 7, 2025, which represent a contingent right to receive one share of common stock.
• An original grant of 7,252 RSUs occurred on November 7, 2023, with one-third vesting each year, and the final vesting date set for November 7, 2026.
• After the reported transactions, Ms. Holzbaur directly beneficially owns 2,418 derivative securities (RSUs).

Sentiment

Score: 5

Explanation: The filing reports routine insider transactions related to compensation, which are generally neutral in sentiment, despite the unusual future dates reported.

Positives

• The vesting of 2,417 restricted stock units represents a realization of compensation for the SVP and Corporate Controller, Lynette Holzbaur.

Negatives

• The disposition of 689 shares of common stock for tax withholding purposes reduces the direct beneficial ownership of the reporting person.

Future Outlook

The filing indicates a future RSU vesting event scheduled for November 7, 2026, as part of the original grant terms.

Industry Context

This filing represents a routine insider compensation event, specifically the vesting and tax-related sale of restricted stock units for a corporate officer. It does not reflect broader industry trends or competitive positioning.

Related Party Transactions

• Lynette Holzbaur, SVP and Corporate Controller, engaged in transactions involving Organon & Co. common stock and restricted stock units, which are considered related party dealings due to her executive position.

Stakeholder Impact

• Minimal impact on shareholders due to routine RSU vesting and tax-related share disposition, which are standard compensation practices.
• Positive impact on the reporting person (Lynette Holzbaur) through the vesting of compensation.

Next Steps

• The final one-third of the 7,252 RSUs granted on November 7, 2023, are scheduled to vest on November 7, 2026.

Key Dates

Keywords

Organon, OGN, Form 4, insider transaction, restricted stock units, RSU vesting, beneficial ownership, corporate controller