MRK · 10-K filed 24 Feb 2026 · year to 31 Dec 2025

Merck

39 named things its latest annual report says its results depend on, each in the company's own words. 15 of them are also named by other companies we've read.

Read the filing on SEC.gov ↗

Suppliers

WuXi AppTec Co., Ltd.

depends onnamed as a risk

In addition to its commercial operations, the Company has significant research and manufacturing operations in China, including working with Chinese entities such as Wuxi Apptech Co., Ltd.Risk factors (Item 1A)

Partners and platforms

AstraZeneca PLC

depends on · 1,450

Lynparza is being developed as part of a collaboration with AstraZeneca PLC.Business (Item 1)

Eisai Co., Ltd.

depends on · 1,053

Lenvima is being developed as part of a collaboration with Eisai Co., Ltd.Business (Item 1)

Gardasil commercialization partner in China

earns fromnamed as a risk

Due to above normal inventory levels at the Company’s commercialization partner in China, the Company made a decision to pause shipments to China beginning in February 2025 and has not resumed shipments to date.Risk factors (Item 1A)

Moderna, Inc.

depends on

Intismeran autogene is being developed as part of a collaboration with Moderna, Inc.Business (Item 1)

Also named by VRTX

Daiichi Sankyo

depends on

Ifinatamab deruxtecan is being developed as part of a collaboration with Daiichi Sankyo.Business (Item 1)

Kelun-Biotech

depends on

Sacituzumab tirumotecan is being developed as part of a collaboration with Kelun-Biotech.Business (Item 1)

Bayer AG

depends on

Commercialized under a worldwide collaboration with Bayer AG.Business (Item 1)

Sanofi Pasteur MSD

depends on

The Company manufactures a hepatitis B vaccine (Recombivax HB, Hepatitis B Vaccine [Recombinant]) and, subject to a collaboration agreement with Sanofi Pasteur MSD, co-promotes a hexavalent vaccine that includes a hepatitis B component (Vaxelis, Diphtheria and Tetanus Toxoids and Acellular Pertussis, Inactivated Poliovirus, Haemophilus b Conjugate and Hepatitis B Vaccine).Business (Item 1)

Other companies

Keytruda

concentrated in · 49% of the Company’s total salesnamed as a risk

In particular, in the aggregate, in 2025, sales of Keytruda represented 49% of the Company’s total sales.Risk factors (Item 1A)

Bravecto

concentrated in · $1.1 billion, which represented 18% of the Company’s Animal Health segment salesnamed as a risk

Any negative event with respect to the Bravecto family of products could have a material adverse effect on the Company’s Animal Health sales.Risk factors (Item 1A)

Organon & Co.

named as a risk

If any facts, assumptions, representations, and undertakings from the Company and Organon regarding the past and future conduct of their respective businesses and other matters are incorrect or not otherwise satisfied, the Spin-Off may not qualify for tax-free treatment, which could result in significant U.S. federal income tax liabilities for the Company and its shareholders.Risk factors (Item 1A)

Product liability self-insurance

named as a risk

The Company has evaluated its risks and has determined that the cost of obtaining product liability insurance outweighs the likely benefits of the coverage that is available and, as such, has no insurance for most product liabilities.Risk factors (Item 1A)

Competitors

Keytruda patent expiration and biosimilar competition

competes with · 49% of the Company’s total salesnamed as a risk

Also, the Company expects that sales of Keytruda will be materially negatively impacted by biosimilar competition between 2028 and 2029.Risk factors (Item 1A)

Bridion U.S. loss of exclusivity

competes withnamed as a risk

Bridion will lose market exclusivity in the U.S. in July 2026 at which time the Company anticipates a significant and rapid decline in U.S. sales of Bridion.Risk factors (Item 1A)

Januvia/Janumet U.S. loss of exclusivity

competes withnamed as a risk

The Company expects a significant decline in sales of Januvia in the first half of 2026 reflecting the impact of government price setting noted above and subsequently, following loss of market exclusivity in May 2026, the Company anticipates it will lose nearly all U.S. sales of Januvia and Janumet.Risk factors (Item 1A)

Places

China

earns fromnamed as a risk

The Company’s business in China experienced significant contraction in 2025 due to lower sales of Gardasil/Gardasil 9.Business (Item 1)

Also named by A, AA, AAOI, AAP, AAPL, AB, ADI, AEHR and 261 more

Japan

subject tonamed as a risk

In Japan, the pharmaceutical industry is subject to government-mandated annual price reductions of pharmaceutical products and certain vaccines.Business (Item 1)

Also named by A, AAPL, AFL, AMKR, ANET, BMY, BSX, CAT and 25 more

Argentina

operates innamed as a risk

For example, Argentina is currently experiencing hyperinflation, which is affecting the Company’s operations in that market.Risk factors (Item 1A)

Also named by BALL, C, ECL, FISV, GMED, INGR, JNJ, KMB and 6 more

Hazards

Hurricanes

named as a risk

In addition, the Company could experience difficulties or delays in manufacturing its products caused by natural disasters, such as hurricanes.Risk factors (Item 1A)

Also named by AIG, AN, ASO, BAC, BBY, BJ, BPOP, BRO and 89 more

Avian Influenza

named as a risk

For example, the outbreak of disease carried by animals, such as Avian Influenza or African Swine Fever, could lead to their widespread death and precautionary destruction as well as the reduced consumption and demand for animals, which could adversely affect the Company’s results of operations.Risk factors (Item 1A)

Also named by CMG, CVLG, FLO, ZTS

Commodities and inputs

Single-source raw materials

depends onnamed as a risk

However, the Company obtains certain raw or intermediate materials primarily from only one source.Business (Item 1)

Regulators

U.S. Food and Drug Administration (FDA)

subject tonamed as a risk

Of particular importance is the FDA in the U.S., which administers requirements covering the testing, approval, safety, effectiveness, manufacturing, labeling, and marketing of prescription pharmaceuticals.Business (Item 1)

Also named by A, ABBV, ABT, AMGN, ARE, ARWR, ATR, AXGN and 112 more

Centers for Medicare & Medicaid Services (CMS)

subject tonamed as a risk

HHS, through the Centers for Medicare & Medicaid Services (CMS), selected Januvia in 2023 for the first year of the IRA’s “Drug Price Negotiation Program” (Program), and selected Janumet and Janumet XR in 2025 for the second year of the Program.Business (Item 1)

Also named by A, ABT, AMGN, AXGN, BAX, BWIN, CNC, COO and 23 more

CDC Advisory Committee on Immunization Practices (ACIP)

subject tonamed as a risk

Changes that have been made to the CDC’s recommended immunization schedule which could impact public and private coverage, as well as reduction in state-controlled school immunization requirements, could cause a decline in vaccine uptake.Risk factors (Item 1A)

Internal Revenue Service (IRS) TCJA transition tax examination

subject tonamed as a risk

If the IRS’ challenge to the Company’s transition tax position is ultimately successful, the impact could be material to the Company’s cash flows, results of operations and financial condition.Risk factors (Item 1A)

Laws and programs

China volume-based procurement (VBP)

subject to · more than 50%named as a risk

Mature products that have entered into the latest rounds of VBP had, on average, a price reduction of more than 50%.Business (Item 1)

Also named by BDX, GEHC, PFE, SYK, VTRS, WAT, ZBH

China National Reimbursement Drug List (NRDL)

subject to · approximately 60% price reductionsnamed as a risk

A new NRDL was recently completed in which new entries averaged approximately 60% price reductions.Business (Item 1)

Also named by GEHC, LLY

Medicare

subject tonamed as a risk

In 2022, Congress passed the IRA, which made significant changes to how drugs are covered and paid for under the Medicare program, including the creation of financial penalties for drugs whose prices rise faster than the rate of inflation, redesign of the Medicare Part D program to require manufacturers to bear more of the liability for certain drug benefits, which has taken effect in 2025, and government price setting for certain Medicare Part D drugs, starting in 2026, and Medicare Part B drugs starting in 2028.Business (Item 1)

Also named by ABT, ARWR, AXGN, BAX, BDX, BMY, BSX, CAH and 48 more

Medicaid

subject tonamed as a risk

This change presents a risk to Merck for drugs that have high Medicaid utilization and rebate exposure that is more than 100% of the AMP.Business (Item 1)

Also named by ABBV, ABT, ARE, ARWR, BAX, BMY, BSX, CHE and 39 more

340B Drug Pricing Program

subject tonamed as a risk

Additionally, increased utilization of the 340B Federal Drug Discount Program and restrictions on the Company’s ability to identify inappropriate discounts are having a negative impact on Company performance.Business (Item 1)

Also named by ABBV, BAX, BIIB, BMY, CAH, COR, CVS, EXEL and 13 more

EU Health Technology Assessment Regulation 2021/2282 (HTAR)

subject tonamed as a risk

A negative HTA of one of the Company’s products may mean that the product is not reimbursable or may force the Company to reduce its reimbursement price or offer discounts or rebates.Business (Item 1)

Also named by COR

Inflation Reduction Act of 2022 (IRA) Drug Price Negotiation Program

subject tonamed as a risk

Furthermore, the Company expects that Keytruda will be selected in 2027 for government price setting, which would become effective on January 1, 2029, and the Company expects that, as a result, U.S. sales of Keytruda will decline materially after that time.Business (Item 1)

MFN Agreement with U.S. government

subject tonamed as a risk

In addition, it is possible that as a consequence of the MFN Agreement, certain of the Company’s products may not be launched in the MFN Countries or their launch may be delayed and as a result, the MFN Countries may take actions that adversely impact the Company.Risk factors (Item 1A)

EU pharmaceutical legislation reform

subject tonamed as a risk

If the final text of the legislation includes such provisions, there is a risk that Member States may seek to exploit the threat of loss of exclusivity to further pressure pharmaceutical prices.Business (Item 1)

Prescription Drug Affordability Boards

subject tonamed as a risk

The Company expects that states will continue their focus on pharmaceutical pricing and will increasingly shift to more aggressive price control tools such as Prescription Drug Affordability Boards that have the authority to conduct affordability reviews and establish upper payment limits and that Company products may be selected for such reviews.Business (Item 1)

Lagevrio Emergency Use Authorization

subject tonamed as a risk

The Company is currently marketing Lagevrio in the U.S. pursuant to an EUA.Business (Item 1)

U.S. Section 232 pharmaceutical tariffs

subject to

Additionally, the Company reached an agreement with the U.S. Department of Commerce to delay Section 232 tariffs for three years, enabling the Company to make investments in the U.S. to reshore manufacturing for American patients.Business (Item 1)

Also named by COR, GILD, LLY, PFE, REGN

Vaccines for Children (VFC) program

earns from

MMR and varicella vaccines remain recommended and funded through the VFC program for both the first and second doses.Business (Item 1)