Other Events. As previously disclosed, on April 26, 2026, Organon & Co., a Delaware corporation (the “ Company ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) by and among the Company, Sun Pharmaceutical Holdings USA, Inc. (“ Sun Pharma USA ”), and Sun Pharma America, Inc., a wholly owned subsidiary of Sun Pharma USA (“ Merger Sub ”), and, solely for purposes of certain specified provisions of the Merger Agreement, Sun Pharmaceutical Industries Limited, Sun Pharma…

The filing is about the approval of an amended and restated stock plan, not a management change.

Results of Operations and Financial Condition. On April 30, 2026, Organon & Co. (the “ Company ”) issued a press release (the “ Earnings Release ”) regarding its results for the quarter ended March 31, 2026. A copy of the Earnings Release is included as Exhibit 99.1 to this report. The information contained in this Item 2.02, including Exhibit 99.1 attached hereto, is considered to be “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934…

Entry into a Material Definitive Agreement. On April 26, 2026, Organon & Co. (the “ Company ”) entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) with Sun Pharmaceutical Holdings USA, Inc., a Delaware corporation (“ Parent ”), Sun Pharma America, Inc., a Delaware corporation and wholly owned subsidiary of Parent and/or its affiliates (“ Merger Sub ”) and, solely for the purposes of certain covered provisions of the Merger Agreement, Sun Pharmaceutical Industries Limited,…

Executive Chair — Carrie S. Cox: Ms. Cox was appointed to serve as Executive Chair on a non-interim basis.

Regulation FD Disclosure. On April 26, 2026, the Company and Parent issued a joint press release announcing the entry into the Merger Agreement. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information in this Item 7.01, including Exhibit 99.1 attached hereto, is considered to be “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liab…

Other Events. As previously disclosed on February 12, 2026, the Audit Committee of the Board of Directors of Organon & Co. (the “ Company ”) conducted an independent review of the information brought to the Audit Committee’s attention on February 11, 2026 relating to the timing of the Company’s purchases of biosimilars from a supplier in prior years. The Audit Committee has completed its independent review with the assistance of outside counsel. The review determined that no action is require…

Results of Operations and Financial Condition. On February 12, 2026, Organon & Co. (the “ Company ”) issued a press release (the “ Earnings Release ”) regarding its results for the quarter and full year ended December 31, 2025. A copy of the Earnings Release is included as Exhibit 99.1 to this report. The information contained in this Item 2.02, including Exhibit 99.1 attached hereto, is considered to be “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities…

Results of Operations and Financial Condition. On November 10, 2025, Organon & Co. (the “ Company ”) issued a press release (the “ Earnings Release ”) regarding its results for the quarter ended September 30, 2025. A copy of the Earnings Release is included as Exhibit 99.1 to this report. The information contained in this Item 2.02, including Exhibit 99.1 attached hereto, is considered to be “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act…

Director — Grace Puma: The filing discloses a director's decision not to stand for re-election at the next annual meeting, which is a routine board succession event rather than a sudden executive departure.

Executive Chair — Ms. Cox: The filing discloses the appointment of Ms. Cox to the role of Executive Chair and her associated compensation, which is a role expansion rather than a departure.

CEO — Mr. Morrissey: The filing discloses the appointment of an Interim CEO (Mr. Morrissey) following the departure of the previous CEO (Mr. Ali), representing an orderly succession rather than a sudden loss of the current sitting executive.

Other Events. On October 27, 2025, the Company issued a press release announcing the results to date of an investigation by the Audit Committee of the Board regarding the Company’s wholesaler sales practices. The investigation is substantially complete, although the Company’s review of its internal control over financial reporting is ongoing, as discussed below. Based on the investigation findings to date, as further described below, the Company has determined that there will be no restatemen…

Results of Operations and Financial Condition. On August 5, 2025, Organon & Co. (the “ Company ”) issued a press release (the “ Earnings Release ”) regarding its results for the quarter ended June 30, 2025. A copy of the Earnings Release is included as Exhibit 99.1 to this report. The information contained in this Item 2.02, including Exhibit 99.1 attached hereto, is considered to be “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934,…

The filing discloses the approval of an incentive stock plan amendment, which is a compensatory arrangement rather than a change in management personnel.

Results of Operations and Financial Condition. On May 1, 2025, Organon & Co. (the “ Company ”) issued a press release (the “ Earnings Release ”) regarding its results for the quarter ended March 31, 2025. A copy of the Earnings Release is included as Exhibit 99.1 to this report. The information contained in this Item 2.02, including Exhibit 99.1 attached hereto, is considered to be “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, a…

Other Events. On May 1, 2025, the Company’s Board of Directors declared a quarterly dividend of $0.02 for each issued and outstanding share of the Company’s common stock. This is a revision from the Company’s prior quarterly dividend rate of $0.28 per share. The dividend is payable on June 12, 2025, to stockholders of record at the close of business on May 12, 2025.

Director — Ramona A. Sequeira: The filing discloses the appointment of a new director to fill a vacancy created by a board expansion, which is a routine governance action rather than an executive departure.

Results of Operations and Financial Condition. On February 13, 2025, Organon & Co. (the “ Company ”) issued a press release (the “ Earnings Release ”) regarding its results for the quarter and full year ended December 31, 2024. The Earnings Release is included as Exhibit 99.1 to this report. The information contained in this Item 2.02, including Exhibit 99.1 attached hereto, is considered to be “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange A…

Chief Commercial Officer — Susanne Fiedler: The Chief Commercial Officer ceased performing her functions and is transitioning to a senior advisor role before departing, representing a genuine executive departure.

Director — Martha E. McGarry: A director resigned from the board and committee, which is a departure but typically low materiality compared to C-suite executive changes.

Regulation FD Disclosure. On November 5, 2024, Organon & Co. (“ Organon ” or the “ Company ”) issued a press release announcing that the U.S. Food and Drug Administration (the “ FDA ”) extended by three months the target action date of its review of the supplemental New Drug Application for VTAMA® (tapinarof) cream, 1% as a treatment for atopic dermatitis in adults and children two years of age and older. The new target date is March 12, 2025, revised from the original target action date of D…

Results of Operations and Financial Condition. On October 31, 2024, Organon & Co. (the “ Company ”) issued a press release (the “ Earnings Release ”) regarding its results for the quarter ended September 30, 2024. The Earnings Release is included as Exhibit 99.1 to this report. The information contained in this Item 2.02, including Exhibit 99.1 attached hereto, is considered to be “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as…

Entry into a Material Definitive Agreement. The Agreement and Plan of Merger On September 17, 2024, Organon & Co., a Delaware corporation (“ Organon ”, the “ Company ”), and Organon Bermuda Ltd., an exempted company limited by shares incorporated under the laws of Bermuda and an indirect wholly owned subsidiary of Organon (“ Merger Sub ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) by and among Organon, Merger Sub, Dermavant Sciences Ltd., an exempted company limi…

Results of Operations and Financial Condition. On August 6, 2024, Organon & Co. (the “ Company ”) issued a press release (the “ Earnings Release ”) regarding its results for the quarter ended June 30, 2024. The Earnings Release is included as Exhibit 99.1 to this report. The information contained in this Item 2.02, including Exhibit 99.1 attached hereto, is considered to be “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amende…