ProxyMiner / Company

Merck & Co., Inc.MRK

Latest proxy: 2026 · view on SEC ↗ · CIK 0000310158

CEO total pay

$20,797,845

Robert M. Davis · 2025

Say on pay

91%

Latest disclosed shareholder vote

CEO pay ratio

Item 402(u)

191 to 1

Median employee: $20,797,845

Compensation committee

CD&A

Compensation and Management Development Committee

Per the latest proxy

Filings indexed: 2 · 2026 · 2025

Executive pay

What did they pay them?

From the Summary Compensation Table. Pay mix and YoY are computed from these rows.

ExecutiveRoleTotalYoYPay mixSalaryStockCash incentiveOther
Robert M. Davis2025 compensation
Chairman, Chief Executive Officer and President
$20,797,845 10%
89% at-risk
$1,645,302$12,102,838$2,326,500$658,058
Caroline Litchfield2025 compensation
Executive Vice President and Chief Financial Officer
$7,514,085 0%
81% at-risk
$1,173,214$3,580,681$1,099,800$127,618
Dean Li, M.D., Ph.D.2025 compensation
Executive Vice President and President, Merck Research Laboratories
$8,892,881 12%
81% at-risk
$1,460,000$4,296,864$1,368,640$168,547
Jennifer Zachary2025 compensation
Executive Vice President and General Counsel
$5,860,578
79% at-risk
$1,062,217$2,685,571$995,749$112,722
Sanat Chattopadhyay2025 compensation
Executive Vice President and President, Merck Manufacturing Division
$5,408,408
77% at-risk
$982,170$2,363,261$920,710$191,199

Pay mix: base cash incentive equity other

CD&A excerpt

Compensation discussion & analysis

Opening passage of the loaded filing's CD&A. Use Ask below to query the full text with citations.

This CD&A describes the material elements of compensation for our 2025 Named Executive Officers. Named Executive Officers Robert M. Davis Chairman, Chief Executive Officer, and President Caroline Litchfield Executive Vice President and Chief Financial Officer Sanat Chattopadhyay Executive Vice President and President, Merck Manufacturing Division Dean Li, M.D., Ph.D. Executive Vice President and President, Merck Research Laboratories Jennifer Zachary Executive Vice President and General Counsel Executive Summary 44 Executive Compensation Overview 45 Our Industry Environment 45 Our Executive Compensation Strategy 45 Compensation Policies and Practices 46 Say-on-Pay Advisory Vote 46 Peer Groups 47 Primary Peer Group 47 Supplemental Peer Group 47 Detailed Discussion and Analysis 48 The Elements of 2025 Compensation 51 How Our Compensation Program Works 51 Base Salary 52 Annual Cash Incentive 52 2025 Company Scorecard 52 Long-Term Equity Incentives 54 Other Employee Benefits 58 Other Compensation Practices 58 Compensation Risk Assessment 61 Compensation and Management Development Committee Report 61 Merck & Co., Inc., Rahway, NJ, U.S.A., 2026 Proxy Statement 44 ç ç ç ç Compensation Dis

Read the full CD&A on SEC.gov ↗

Peer comparison

Who they benchmark against

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Governance

Policy guardrails

  • hedging

    Hedging and Pledging

    Hedging and Pledging

  • pledging

    Hedging and Pledging

    Hedging and Pledging

  • clawback

    present

    Clawback Policy”)

  • stock ownership guidelines

    present

    The C&MD Committee recognizes the critical role that executive stock ownership has in aligning the interests of management with those of shareholders. As such, we maintain a formal stock ownership policy that requires th

  • change in control

    For information on payments and benefits in connection with a retirement, see “Potential Payments Upon Termination or a Change in Control” on page 80.

    For information on payments and benefits in connection with a retirement, see “Potential Payments Upon Termination or a Change in Control” on page 80.

  • compensation consultant

    independent

    independent compensation consultant, and discussed with the C&MD Committee in November 2024

  • compensation committee

    Compensation and Management Development Committee

    Compensation and Management Development Committee

Performance markers

Metric facts

  • revenue

    $65.01

    items, consistent with plan design. (2) Reflects adjustment of +1.0 point for certain regulatory approvals received but not originally anticipated in 2025. (3) Rounded to the nearest whole number. Revenue: Consistent wit

  • say on pay

    91%

    votes cast in favor of the say-on-pay proposal.

  • ceo pay ratio

    191 to 1

    median employee as calculated under the Summary Compensation table requirements was $108,614. This calculation is comprised of base salary, annual cash incentive, savings plan matching contributions, and change in pensio

  • median employee compensation

    $20,797,845

    the Summary Compensation table requirements was $108,614. This calculation is comprised of base salary, annual cash incentive, savings plan matching contributions, and change in pension value. The total annual compensati

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