Acquisition / Disposition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549     FORM 8-K     CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 2, 2021     Merck & Co., Inc. (Exact name of registrant as specified in its charter)       New Jersey   1-6571   22-1918501 (State or other jurisdiction of incorporation)   (Commission File Number)   (I.R.S. Employer Identification No.)   2000 Galloping Hill Road , Kenilworth , NJ   07033 (Address of principal executive offices)   (Zip code) (Registrant’s telephone number, including area code): (908) 740-4000 Not Applicable (Former name or former address if changed since last report.)     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company   ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐ Securities registered pursuant to Section 12(b) of the Act:   Title of Each Class   Trading Symbol(s)   Name of Each Exchange on which Registered Common Stock ($0.50 par value)   MRK   New York Stock Exchange 1.125% Notes due 2021   MRK/21   New York Stock Exchange 0.500% Notes due 2024   MRK24   New York Stock Exchange 1.875% Notes due 2026   MRK/26   New York Stock Exchange 2.500% Notes due 2034   MRK/34   New York Stock Exchange 1.375% Notes due 2036   MRK36A   New York Stock Exchange       Item 2.01. Completion of Acquisition or Disposition of Assets. On June 2, 2021, Merck & Co., Inc. (the “Company”) completed the separation of Organon & Co. (“Organon”), formerly the Company’s women’s health, biosimilars and established brands businesses into a separate, publicly-traded company (the “Separation”). In connection with the Separation, a distribution was made on June 2, 2021, on a pro rata basis, to the Company shareholders of record on May 17, 2021 (the “Record Date”) (the “Distribution”). Each Company shareholder was entitled to receive one-tenth of a share of Organon common stock for each share of Company common stock held on the Record Date. Company shareholders will receive cash in lieu of fractional shares for amounts of less than one Organon common share. The Distribution was structured to be tax-free to Company shareholders except to the extent of cash received in lieu of fractional shares. Item 9.01. Financial Statements and Exhibits. (d) Exhibits   Exhibit 104    Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.       Merck & Co., Inc. Date: June 3, 2021     By:   /s/ Kelly E. W. Grez     Name:   Kelly E. W. Grez     Title:   Deputy Corporate Secretary