FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Smart Dalton
  2. Issuer Name and Ticker or Trading Symbol
Merck & Co., Inc. [MRK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP Fin. - Global Controller
(Last)
(First)
(Middle)
126 EAST LINCOLN AVENUE
3. Date of Earliest Transaction (Month/Day/Year)
04/30/2024
(Street)

RAHWAY, NJ 07065
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/02/2024   M   381 A $ 128.8 3,048.286 D  
Common Stock 05/02/2024   F   131 D $ 128.8 2,917.286 (1) D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Unit (2) 04/30/2024   A   1,393   04/30/2025(3) 04/30/2027 Common Stock 1,393 $ 0 1,393 D  
Stock Option (Right to Buy) $ 129.22 04/30/2024   A   7,031   04/30/2025(4) 04/29/2034 Common Stock 7,031 $ 0 7,031 D  
Restricted Stock Unit (2) 05/02/2024   M     381 05/02/2024(5) 05/02/2026 Common Stock 381 $ 0 764 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Smart Dalton
126 EAST LINCOLN AVENUE
RAHWAY, NJ 07065
      SVP Fin. - Global Controller  

Signatures

 /s/ Kelly E. W. Grez, attorney-in-fact for Dalton Smart   05/02/2024
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Includes .041 shares of Merck & Co., Inc. common stock not previously reported due to a clerical error.
(2) Each restricted stock unit represents a contingent right to receive one share of Merck & Co., Inc. common stock.
(3) These restricted stock units vest and are distributed as shares of Merck & Co., Inc. common stock in three equal installments on 4/30/2025, 4/30/2026 and 4/30/2027.
(4) The option vests and becomes exercisable in three equal installments on 4/30/2025, 4/30/2026 and 4/30/2027.
(5) These restricted stock units vest and are distributed as shares of Merck & Co., Inc. common stock in three equal installments on 5/2/2024, 5/2/2025 and 5/2/2026.

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