Current Report Filing (8-k)
February 05 2020 - 6:51AM
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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)
February 5, 2020
Merck & Co., Inc.
(Exact name of registrant as specified in
its charter)
New Jersey
(State or other jurisdiction
of incorporation)
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1-6571
(Commission
File Number)
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22-1918501
(IRS Employer
Identification No.)
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2000 Galloping Hill Road, Kenilworth, NJ
(Address of principal executive offices)
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07033
(Zip Code)
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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:
¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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
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Trading Symbol(s)
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Name of each exchange on which registered
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Common
Stock ($0.50 par value)
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MRK
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New York Stock Exchange
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1.125% Notes due 2021
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MRK/21
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New York Stock Exchange
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0.500% Notes due 2024
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MRK 24
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New York Stock Exchange
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1.875% Notes due 2026
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MRK/26
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New York Stock Exchange
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2.500% Notes due 2034
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MRK/34
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New York Stock Exchange
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1.375% Notes due 2036
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MRK 36A
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New York Stock Exchange
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Item 2.02. Results of Operations and Financial Condition.
The following information, including the
exhibits hereto, is being furnished pursuant to this Item 2.02.
Incorporated by reference is a press release
issued by Merck & Co., Inc. (the “Company”) on February 5, 2020, regarding earnings for the fourth quarter and
year end of 2019, attached as Exhibit 99.1. Also incorporated by reference is certain supplemental information not included in
the press release, attached as Exhibit 99.2.
This information shall not be deemed to
be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”),
or otherwise subject to the liabilities of that Section, and is not incorporated by reference in any filing under the Securities
Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 8.01. Other Events.
Incorporated by reference is a press release
issued by the Company on February 5, 2020, regarding the spin-off of certain products into a new, independent, publicly-traded
company.
Item 9.01. Financial Statements and
Exhibits.
(d) Exhibits
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.
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Merck & Co., Inc.
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Date: February 5, 2020
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By:
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/s/ Faye C. Brown
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FAYE C. BROWN
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Senior Assistant Secretary
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