{"schemaVersion":1,"research":true,"symbol":"mrk","name":"Merck & Co.","topic":"moat","path":"/stock/mrk/moat","status":"published","version":3,"updatedAt":"2026-10-17T22:09:53.396Z","locked":false,"publicFairValue":false,"fairValue":null,"moat":{"verdict":"narrow","summary":"Merck has a narrow moat from approved, differentiated medicines and vaccines and product-specific intellectual property. Approvals, commercial demand and selective realized price increases support a current advantage, but generic-driven sales losses demonstrate its finite durability. Pricing power is uneven and constrained by reimbursement, rebates and contractual commitments. Pipeline candidates and recent acquisitions could replenish the portfolio, but their future returns are not established.","advantages":[{"mechanism":"intangible_assets","claim":"Approved differentiated products and patent-backed exclusivity create product-specific barriers. Actual approvals and commercial demand support an existing advantage; they do not establish permanent portfolio leadership.","durability":"Limited and dependent on individual products and successful replenishment. New approvals demonstrate continued development capability, but the passages do not establish remaining protection periods for the principal earnings contributors.","risks":"Generic substitution has already caused severe Dificid erosion and reduced international Bridion demand. Other exclusivity losses, competing therapies, payer bargaining and agreed pricing restrictions can weaken both demand and economics. New approvals do not yet establish replacement earnings.","invalidation":"The portfolio-level narrow-moat judgment would fail if successive reporting periods showed generic-driven losses and price concessions overwhelming demand and commercial contributions from protected products and new launches. Failure of differentiated approvals to produce sustained commercial demand would also undermine the replenishment thesis.","competitors":[],"evidenceIds":["e1","e2","e3","e4","e5","e6","e7"],"counterEvidenceIds":["e8","e9","e10","e11","e12","e13","e14"]}],"evidence":[{"id":"e1","sourceId":"filing-2","location":"Patent Litigation: generic and biosimilar applications","excerpt":"Patent Litigation From time to time, generic and biosimilar manufacturers of pharmaceutical products file Abbreviated New Drug Applications (ANDAs) and Biologics License Applications, respectively, with the U.S."},{"id":"e2","sourceId":"filing-2","location":"Patent Litigation: applications before expiration of Merck-owned patents","excerpt":"Food and Drug Administration (FDA) seeking to market generic and biosimilar forms of the Company’s products prior to the expiration of relevant patents owned by the Company."},{"id":"e3","sourceId":"filing-3","location":"Compensation Discussion and Analysis: completed 2025 regulatory approvals","excerpt":"Key 2025 milestones included the approvals of KEYTRUDA QLEX, which enables subcutaneous administration of the immunotherapy in KEYTRUDA, additional KEYTRUDA based regimens in earlier stage cancers, and ENFLONSIA, for the prevention of RSV lower respiratory tract disease for infants born during or entering their first RSV season."},{"id":"e4","sourceId":"filing-2","location":"Operating Results: July 2026 Lipfendra approval","excerpt":"In July 2026, the FDA approved Lipfendra tablets as an adjunct to diet and exercise to reduce low-density lipoprotein cholesterol (LDL-C) in adults with hypercholesterolemia, including heterozygous familial hypercholesterolemia (HeFH)."},{"id":"e5","sourceId":"filing-2","location":"Operating Results: Lipfendra differentiation","excerpt":"Lipfendra is a novel macrocyclic peptide and is the first FDA-approved oral PCSK9 inhibitor shown to lower LDL-C, also known as bad cholesterol."},{"id":"e6","sourceId":"filing-3","location":"Compensation Discussion and Analysis: 2025 revenue growth and product demand","excerpt":"We delivered revenue growth of 2%(1), driven by continued global demand for KEYTRUDA, strong demand for WINREVAIR, a treatment for certain adults with pulmonary arterial hypertension, and CAPVAXIVE, our 21-valent pneumococcal conjugate vaccine, and robust Animal Health performance."},{"id":"e7","sourceId":"filing-2","location":"Animal Health: first-half 2026 Bravecto sales","excerpt":"Sales of the Bravecto line of products were $738 million in the first six months of 2026, representing growth of 11%, or 7% excluding the effect of foreign exchange, compared with the same period of 2025."},{"id":"e8","sourceId":"filing-2","location":"Infectious Diseases: realized Dificid decline from generic competition","excerpt":"difficile-associated diarrhea, declined 77% and 69% in the second quarter and first six months of 2026, respectively, due to generic competition in the U.S."},{"id":"e9","sourceId":"filing-2","location":"Infectious Diseases: international Bridion demand affected by generics","excerpt":"was partially offset by lower demand in most international markets due to generic competition."},{"id":"e10","sourceId":"filing-2","location":"Diabetes: Januvia and Janumet loss of U.S. exclusivity","excerpt":"Januvia and Janumet lost market exclusivity in the U.S."},{"id":"e11","sourceId":"filing-2","location":"Diabetes: May 2026 exclusivity loss and Janumet XR disclosure","excerpt":"in May 2026 and Janumet XR lost market exclusivity in the U.S."},{"id":"e12","sourceId":"filing-2","location":"Pricing agreements: most-favored-nation commitments for launches","excerpt":"Additionally, the Company agreed that products launched during the term of the MFN Agreement (with certain exceptions) will be subject to “most-favored-nation” pricing in reference to prices for such products in a specified group of countries (MFN Countries)."},{"id":"e13","sourceId":"filing-1","location":"Pricing: Medicaid rebates exceeding receipts on specified products in 2024","excerpt":"As a result of this provision, the Company paid state Medicaid programs more in rebates than it received on Medicaid sales of Januvia, Janumet and Janumet XR in 2024."},{"id":"e14","sourceId":"filing-1","location":"Competition: potential displacement even for patented products","excerpt":"However, the introduction of new products and processes by competitors may result in price reductions and product displacements, even for products protected by patents."},{"id":"e15","sourceId":"filing-2","location":"Vaccines: higher U.S. Gardasil net pricing partially offsetting lower sales","excerpt":"primarily due to unfavorable CDC purchasing patterns and lower demand, partially offset by higher net pricing."},{"id":"e16","sourceId":"filing-2","location":"Infectious Diseases: Bridion sales growth, U.S. demand and pricing","excerpt":"Infectious Diseases Three Months Ended June 30, % Change Excluding Foreign Exchange Six Months Ended June 30, % Change Excluding Foreign Exchange ($ in millions) 2026 2025 % Change 2026 2025 % Change Bridion $ 497 $ 461 8 % 8 % $ 969 $ 902 7 % 7 % Prevymis 295 228 29 % 28 % 568 436 30 % 27 % Dificid 22 96 (77) % (77) % 56 179 (69) % (69) % Lagevrio 5 83 (95) % (95) % 32 185 (82) % (83) % Global sales of Bridion (sugammadex), for the reversal of two types of neuromuscular blocking agents used during surgery, grew 8% and 7% in the second quarter and first six months of 2026, respectively, as higher demand and pricing in the U.S."},{"id":"e17","sourceId":"filing-2","location":"Vaccines: first-half 2026 Gardasil sales decline and demand","excerpt":"Combined worldwide sales of Gardasil and Gardasil 9 declined 9% in the first six months of 2026 primarily driven by lower demand in China (discussed below) and in Japan, reflecting in part that the last date to initiate the first dose in Japan’s national immunization program catch-up cohort was in March 2025."},{"id":"e18","sourceId":"filing-2","location":"Vaccines: China shipment suspension and elevated channel inventory","excerpt":"As previously disclosed, the Company suspended shipments to China in February 2025 given lower demand and elevated channel inventory levels in China."},{"id":"e19","sourceId":"filing-2","location":"Operating Results: 2026 sales growth and offsetting therapeutic declines","excerpt":"Worldwide sales were $16.6 billion and $32.9 billion in the second quarter and first six months of 2026, respectively, representing increases of 5% compared with the same periods of 2025, reflecting growth in oncology, cardiometabolic and respiratory, and animal health, partially offset by declines in diabetes and infectious diseases."},{"id":"e20","sourceId":"filing-2","location":"Condensed Consolidated Statement of Operations: first-half 2026 comparative results","excerpt":"AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited, $ in millions except per share amounts) Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Sales $ 16,607 $ 15,806 $ 32,893 $ 31,335 Costs, Expenses and Other Cost of sales 4,395 3,557 8,590 6,976 Selling, general and administrative 2,904 2,649 5,604 5,202 Research and development 9,741 4,048 22,333 7,669 Restructuring costs 151 560 346 629 Other (income) expense, net 99 (7) 237 (43) 17,290 10,807 37,110 20,433 (Loss) Income Before Taxes (683) 4,999 (4,217) 10,902 Income Tax Provision 654 571 1,363 1,388 Net (Loss) Income (1,337) 4,428 (5,580) 9,514 Less: Net (Loss) Income Attributable to Noncontrolling Interests (2) 1 (5) 8 Net (Loss) Income Attributable to Merck & Co., Inc."},{"id":"e21","sourceId":"filing-2","location":"Condensed Consolidated Statement of Cash Flows: operating cash, acquisitions, debt and distributions","excerpt":"AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited, $ in millions) Six Months Ended June 30, 2026 2025 Cash Flows from Operating Activities Net (loss) income $ (5,580) $ 9,514 Adjustments to reconcile net (loss) income to net cash provided by operating activities: Amortization 1,915 1,198 Depreciation 1,180 1,020 Income from investments in equity securities, net (411) (189) Charges for research and development asset acquisitions 13,811 — Deferred income taxes (859) (634) Share-based compensation 483 411 Other (61) 444 Net changes in assets and liabilities (1,190) (5,971) Net Cash Provided by Operating Activities 9,288 5,793 Cash Flows from Investing Activities Capital expenditures (1,884) (2,092) Purchases of securities and other investments (522) (1,207) Proceeds from sales of securities and other investments 1,303 1,057 Acquisition of Cidara Therapeutics, Inc., net of cash acquired (8,779) — Acquisition of Terns Pharmaceuticals, Inc., net of cash acquired (5,842) — Other (88) (15) Net Cash Used in Investing Activities (15,812) (2,257) Cash Flows from Financing Activities Proceeds from term loan 6,000 — Payments on term loan (6,000) — Proceeds from issuance of debt 5,956 — Payments on debt (1,145) (2,500) Dividends paid to stockholders (4,249) (4,127) Purchases of treasury stock (1,631) (2,509) Proceeds from exercise of stock options 200 31 Other (350) (206) Net Cash Used in Financing Activities (1,219) (9,311) Effect of Exchange Rate Changes on Cash, Cash Equivalents and Restricted Cash (56) 530 Net Decrease in Cash, Cash Equivalents and Restricted Cash (7,799) (5,245) Cash, Cash Equivalents and Restricted Cash at Beginning of Year (includes restricted cash of $125 and $76 at January 1, 2026 and 2025, respectively, included in Other current assets) 14,690 13,318 Cash, Cash Equivalents and Restricted Cash at End of Period (includes restricted cash of $42 and $66 at June 30, 2026 and 2025, respectively, included in Other current assets) $ 6,891 $ 8,073 The accompanying notes are an integral part of this condensed consolidated financial statement."},{"id":"e22","sourceId":"filing-2","location":"R&D expenses: acquisition and licensing charges","excerpt":"Also included in R&D expenses are Animal Health research costs, upfront and milestone payments for collaboration and licensing agreements (including the charges related to Hengrui Pharma and EyeBio noted above), charges for transactions - 39 - accounted for as asset acquisitions (including the charges for the acquisitions of Terns and Cidara noted above), and costs incurred by other divisions in support of R&D activities, including depreciation, production, and general and administrative, which in the aggregate were $7.0 billion and $1.2 billion for the second quarter of 2026 and 2025, respectively, and $17.0 billion and $2.3 billion for the first six months of 2026 and 2025, respectively."},{"id":"e23","sourceId":"filing-3","location":"2025 compensation: actual annual incentive payouts and long-term incentive vehicles","excerpt":"Target Named Executive Officer Annual Base Salary (as of 12/31/25) ($) Annual Incentive (%) Annual Incentive ($) Company Scorecard Result (%) Final Award ($) Davis $1,650,000 150 % $2,475,000 94 % $2,326,500 Litchfield 1,170,000 100 1,170,000 94 1,099,800 Chattopadhyay 979,479 100 979,479 94 920,710 Li 1,456,000 100 1,456,000 94 1,368,640 Zachary 1,059,307 100 1,059,307 94 995,749 Long-Term Equity Incentives The long-term incentive program, which consists of a mix of PSUs, RSUs, and stock options, is designed to provide our NEOs with a meaningful ownership interest in the Company while directly linking a substantial portion of their compensation to the returns realized by our shareholders."},{"id":"e24","sourceId":"filing-3","location":"2025 PSU grants: cumulative EPS weighting","excerpt":"For PSUs granted in 2025, final awards will be determined based on the following: • 50% of the award will be determined by the Company’s cumulative EPS versus target for the three-year performance period (2025-2027)."},{"id":"e25","sourceId":"filing-3","location":"2025 PSU grants: relative total shareholder return weighting","excerpt":"• 50% of the award will be determined by the Company’s average annual TSR (inclusive of reinvested dividends) relative to the median TSR for our primary peer group for the three-year performance period (2025-2027)."},{"id":"e26","sourceId":"filing-3","location":"Appendix B: incentive metric definitions and exclusions","excerpt":"Merck & Co., Inc., Rahway, NJ, U.S.A., 2026 Proxy Statement Table of Contents ÷ ÷ ÷ ÷ 103 Appendix B—Explanation of Adjustments to Non-GAAP Results For Incentive Plans Incentive Program Financial Metric Weighting of Component Definition Adjustments Pipeline 20% The Company’s Research and Development goals for the Company Scorecard No Adjustments Sustainability 10% The Company’s patient access and employee inclusion and engagement metrics for the Company Scorecard No Adjustments Revenue 35% Excludes charges or items from the measurement of performance relating to (1) the impact of significant acquisitions and/or divestitures; (2) fluctuations in currency exchange rates versus rates budgeted in the annual operating plan; and (3) extraordinary items and other unusual or non-recurring charges and/or events that impact revenue Pre-Tax Income 35% The Company’s target non-GAAP income before taxes Excludes charges or items from the measurement of performance relating to (1) restructurings, discontinued operations, purchase accounting items, merger-related costs, the impact of significant acquisitions and/or divestitures, extraordinary items and other unusual or non-recurring charges and/ or events; (2) an event either not directly related to Company operations or not reasonably within the control of Company management; (3) fluctuations in foreign exchange versus rates budgeted in the annual operating plan; and (4) the effects of accounting changes in accordance with GAAP, or other significant legislative changes, including tariffs Earnings Per Share (or EPS) 50% The Company’s cumulative after-tax non-GAAP net income (attributable to the Company) divided by total shares outstanding assuming dilution, measured at the end of the applicable three-year period All of the adjustments listed for “Pre-Tax Income” above, as well as the impact of share repurchases by the Company above or below planned levels Relative TSR (or R-TSR) 50% The comparison of the Company’s average annual TSR (inclusive of reinvested dividends) to the median TSR for the primary peer group, measured at the end of the applicable three-year period No Adjustments Merck & Co., Inc., Rahway, NJ, U.S.A., 2026 Proxy Statement Table of Contents Our Purpose We use the power of leading-edge science to save and improve lives around the world."},{"id":"e27","sourceId":"filing-3","location":"Corporate Governance: committee independence determinations","excerpt":"The Board also has determined that each member of the Audit Committee, the C&MD Committee, and the Governance Committee is independent within the meaning of the NYSE Corporate Governance Listing Standards and the rules of the SEC."},{"id":"e28","sourceId":"filing-3","location":"Audit Committee report: actual 2025 oversight meetings","excerpt":"During 2025, at each of its regularly scheduled meetings (which include meetings scheduled in conjunction with the regular Board meetings, as well as meetings to review the quarterly and annual financial statements filed with the SEC), the Audit Committee met as a group with senior members of the Company’s financial management, the independent auditors, and internal auditors."},{"id":"e29","sourceId":"filing-3","location":"Audit Committee report: private oversight sessions","excerpt":"In addition, at each meeting in connection with regular Board meetings, the Audit Committee held separate private sessions with senior management, the independent auditors, internal audit, the Chief Ethics and Compliance Officer, and, at times, the Chief Information Officer to confirm that all were carrying out their respective responsibilities."},{"id":"e30","sourceId":"filing-3","location":"Corporate Governance: shareholder engagement and existing proxy access","excerpt":"Topics Discussed with Shareholders during 2025 • Company strategy • Board leadership, composition, refreshment, and tenure • Board evaluation process • Management succession • Policy environment • Risk oversight • Capital allocation • Human capital management and company culture • Cybersecurity • Artificial Intelligence • Sustainability reporting and goals and the Company’s focus areas • Shareholder proposals • Global access to our Company’s products • Lobbying expenditures • Executive compensation programs Proxy Access Our By-Laws allow a shareholder (or a group of no more than twenty shareholders) who has maintained continuous qualifying ownership of at least 3% of the Company’s outstanding common stock for at least three years to include Director nominees constituting up to 20% of the Board in the Company’s proxy materials for an annual meeting of shareholders."},{"id":"e31","sourceId":"filing-1","location":"Performance Graph: named shareholder-return comparison peers","excerpt":"and European-based pharmaceutical companies, which are: AbbVie Inc., Amgen Inc., AstraZeneca plc, Bristol-Myers Squibb Company, Johnson & Johnson, Eli Lilly and Company, Gilead Sciences Inc., GlaxoSmithKline plc, Novartis AG, Pfizer Inc., Roche Holding AG, and Sanofi SA."}],"changes":["No comparable previous version."],"limitations":["Assessment uses only supplied passages. Filing dates remain filing dates: February 24, April 8 and August 7, 2026. The August filing includes some July developments; these are distinguished from first-half operating results.","The passages omit principal-product patent expiration schedules, detailed market shares, comparative clinical outcomes and complete oncology economics, limiting confidence in portfolio-wide durability.","Competitive disclosures identify generic categories. Named performance-comparison peers are not established as product-level competitors by those passages; collaborators likewise are not automatically competitors. The competitors array is therefore empty.","Financial results, completed approvals and disclosed contractual terms support numerical assessments, but sources are predominantly issuer disclosures. Pipeline potential, restructuring targets and acquisition valuations do not prove future returns.","Retention is assessed indirectly from product demand and sales. No patient persistence, distributor renewal or switching-cost measurements are supplied.","Pricing outcomes are product-specific; the passages do not establish a portfolio-wide net price trend. Litigation allegations about vaccine monopoly pricing are not treated as demonstrated pricing power.","The proxy supplies actual compensation arrangements and governance practices, but the supplied passages do not establish executive ownership levels or final vesting outcomes for 2025 PSU grants. Proposed annual-meeting votes are not treated as completed approvals."],"qualityAssessments":[{"category":"moat","checks":[{"criterion":"structural_advantage","grade":3,"rationale":"Existing patent rights, completed approvals, differentiated approved products and demonstrated commercial demand support strong product-specific intangible advantages. Evidence does not establish other moat mechanisms or exceptional portfolio dominance.","evidenceIds":["e1","e2","e3","e4","e5","e6","e7"]},{"criterion":"durability","grade":1,"rationale":"Protection is finite: Dificid has experienced severe generic erosion, and additional diabetes products have lost exclusivity. New approvals support replenishment capability, but principal-product protection periods and replacement economics are missing.","evidenceIds":["e3","e4","e8","e10","e11"]},{"criterion":"customer_dependency","grade":2,"rationale":"Demand for important medicines and growing Bravecto sales indicate continued product use indirectly. Gardasil demand weakness and generic substitution show that this is uneven and do not demonstrate broad customer lock-in.","evidenceIds":["e6","e7","e8","e17","e18"]},{"criterion":"erosion_resilience","grade":2,"rationale":"First-half 2026 sales grew despite therapeutic declines, demonstrating some portfolio resilience. Severe individual-product erosion and new exclusivity losses limit confidence that this resilience will persist.","evidenceIds":["e19","e8","e9","e10","e11"]}]},{"category":"pricing_power","checks":[{"criterion":"realized_pricing","grade":2,"rationale":"Higher Gardasil net pricing and U.S. Bridion pricing provide positive realized evidence. Medicaid rebates exceeding sales receipts on specified diabetes products provide direct adverse evidence. Overall pricing power is mixed, with no portfolio-wide price bridge.","evidenceIds":["e15","e16","e13"]},{"criterion":"retention","grade":2,"rationale":"Product-demand disclosures and Bravecto growth indirectly support repeat demand, while Gardasil weakness and Dificid substitution demonstrate fragility. No retention rate or causal evidence that customers accepted higher prices without switching is supplied.","evidenceIds":["e6","e7","e17","e18","e8"]},{"criterion":"margin_resilience","grade":1,"rationale":"First-half cost of sales increased faster than sales, compressing gross margin, while reported operating results deteriorated substantially. Acquisition-related R&D charges complicate the operating comparison; these results do not isolate a pricing effect or establish permanent impairment.","evidenceIds":["e20","e22"]},{"criterion":"contractual_freedom","grade":1,"rationale":"Agreed most-favored-nation pricing for certain launches and realized Medicaid rebate burdens demonstrate material limits on price-setting freedom. Product exceptions and selective realized increases prevent interpreting these constraints as universal.","evidenceIds":["e12","e13","e15","e16"]}]},{"category":"strong_management","checks":[{"criterion":"capital_discipline","grade":2,"rationale":"First-half operating cash generation increased, but major acquisitions, capital expenditure and shareholder distributions coincided with debt issuance and substantial cash depletion. This demonstrates financing capacity and material commitments; acquisition returns and repurchase value creation remain unproven.","evidenceIds":["e21","e22"]},{"criterion":"incentive_alignment","grade":2,"rationale":"Actual 2025 cash payouts were below target, and granted PSUs link compensation to three-year EPS and relative shareholder returns. Broad incentive exclusions weaken accountability for some acquisition and restructuring costs. Future PSU payouts and executive ownership alignment are not established.","evidenceIds":["e23","e24","e25","e26"]},{"criterion":"execution","grade":2,"rationale":"Completed approvals and continued aggregate sales growth demonstrate execution. Gardasil shipment suspension, demand declines and inventory issues offset those achievements. Commercial execution is partly assessed indirectly from operating results; future pipeline and acquisition success remains unproven.","evidenceIds":["e3","e4","e19","e17","e18"]},{"criterion":"governance","grade":3,"rationale":"Disclosed committee independence, actual audit oversight meetings and private sessions, and existing shareholder proxy access support strong governance processes. 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