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Organon & Co.

For the period ended Sep 30, 2024. Filed Nov 1, 2024.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2024 · Filed Nov 1, 2024

OGN$13.87+0.6%Stored close · as of Nov 6, 2026

What changed in Risk Factors?

Read the current filing

Previous report: 10-Q

Period ended 2024-06-30; filed 2024-08-07.

0001821825-24-000083

Item 1A. Risk FactorsOther Information

Current report: 10-Q

Period ended 2024-09-30; filed 2024-11-01.

0001821825-24-000108

Item 1A. Risk FactorsOther Information

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 8 previous paragraphs and 5 current paragraphs.

5 unchanged; 0 reworded; 0 added; 3 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

The current filing states there were no material changes to risk factors.

This is the filer’s own statement, not a conclusion from the comparison. Read its qualifications and the report it references.

Current filing’s statement

There have been no material changes in our risk factors from those disclosed in Item 1A. Risk Factors, in our Annual Report on Form 10-K for the year ended December 31, 2023.
Removed paragraphs (3)

Previous report

Amendments to Award Agreements

Previous report

On February 7, 2024, the Company’s existing form of Non-qualified Stock Option (“NQSO”) Award Agreement under the Organon & Co. 2021 Incentive Stock Plan (the “Plan”) was amended and revised to reflect the compensation recoupment provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 and the Organon & Co. Dodd-Frank Policy on Recoupment of Incentive Compensation (together, the “Recoupment Provisions”) and other immaterial changes. The Company’s existing form of Performance Share Unit (“PSU”) Award Agreement under the Plan was also amended and revised to reflect the Recoupment Provisions, as well as to update the calculation of final awards of PSUs and to make other immaterial changes. In addition, the Company’s existing form of Restricted Share Unit (“RSU”) Award Agreement under Plan was amended and revised to comprise two separate forms, (i) a “Stock Default” RSU Award Agreement and (ii) a “Cash Default” RSU Award Agreement, each of which also reflect the Recoupment Provisions and a default settlement mechanism (shares of the Company’s common stock, in the case of the “Stock Default” RSU Award Agreement, and cash, in the case of the “Cash Default” RSU Award Agreement).

Previous report

Except as described above, the revised forms of NQSO Award Agreement, PSU Award Agreement, and RSU Award Agreements are substantially consistent with prior versions of such agreements and is qualified in all respects by reference to the full text of the form of such revised agreement filed as Exhibit 10.2, 10.3, 10.4, and 10.5, respectively, to this report.