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EX-99.1 - NEWS RELEASE - Merck & Co., Inc.d247064dex991.htm

 

 

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): December 1, 2011

 

 

MERCK & CO., INC.

(Exact name of registrant as specified in its charter)

 

 

 

New Jersey   1-6571   22-1918501

(State or other jurisdiction of

incorporation or organization)

 

(Commission

file number)

 

(I.R.S. Employer

Identification No.)

 

One Merck Drive, P.O. Box 100,

Whitehouse Station, NJ

  08889
(Address of principal executive offices)   (Zip code)

Registrant’s telephone number, including area code: (908) 423-1000

 

 

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))

 

 

 


Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) Retirement of Director. As previously announced on October 6, 2011, effective as of December 1, 2011, Mr. Richard T. Clark retired from the Board of Directors of Merck & Co., Inc. (the “Company”). The Company also announced at that time that the Board had elected Mr. Kenneth C. Frazier as Chairman of the Board effective upon Mr. Clark’s retirement. The news release announcing these changes is filed as Exhibit 99.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

 

  (d) Exhibits

 

99.1    News release dated October 6, 2011.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: December 1, 2011

 

Merck & Co., Inc.
By:  

/s/ Katie E. Fedosz

  Name:   Katie E. Fedosz
  Title:   Senior Assistant Secretary


EXHIBIT INDEX

 

Exhibit
Number

 

Description

99.1   News release dated October 6, 2011.