What changed in this filing

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Item 1. Financial Statements

2025-05-09 compared with 2024-11-04 · 196 added, 440 removed, 635 unchanged (50% of the section changed)

3 unchanged sentences

Three months ended

September 30, Nine months ended

September 30,

(in millions, except per share data) 2025 2024

4 unchanged sentences

Acquired IPR&D and milestones 248 164

Other operating income — — — ( 179 )

Total operating costs and expenses 9,610 9,512

1 unchanged sentence

Interest expense, net 627 453

Net foreign exchange loss (gain) ( 3 ) 25 2 97

Other expense (income), net 1,159 ( 95 ) 3,090 3,121

Net foreign exchange loss 4 4

Other expense, net 1,441 586

Earnings before income tax expense 1,661 1,755

16 unchanged sentences

Three months ended

September 30, Nine months ended

September 30,

(in millions) 2025 2024

Net earnings $ 1,289 $ 1,372

Foreign currency translation adjustments, net of tax expense (benefit) of $ 25 for the three months and $ 1 the nine months ended September 30, 2024 and $( 17 ) for the three months and $( 11 ) nine months ended September 30, 2023

574 ( 457 ) 21 ( 279 )

Net investment hedging activities, net of tax expense (benefit) of $( 91 ) for the three months and $( 11 ) for the nine months ended September 30, 2024 and $ 84 for the three months and $ 26 nine months ended September 30, 2023

( 330 ) 302 ( 39 ) 89

Pension and post-employment benefits, net of tax expense (benefit) of $( 1 ) for the three months and $ 3 for the nine months ended September 30, 2024 and $ 1 for the three months and $ 11 for the nine months ended September 30, 2023

( 3 ) 2 15 38

Cash flow hedging activities, net of tax expense (benefit) of $( 8 ) for the three months and $( 3 ) for the nine months ended September 30, 2024 and $ 7 for the three months and $( 1 ) for the nine months ended September 30, 2023

( 62 ) 52 ( 26 ) ( 2 )

Foreign currency translation adjustments, net of tax expense (benefit) of $ 17 for the three months ended March 31, 2025 and $( 20 ) for the three months ended March 31, 2024

Net investment hedging activities, net of tax expense (benefit) of $( 77 ) for the three months ended March 31, 2025 and $ 57 for the three months ended March 31, 2024

Pension and post-employment benefits, net of tax expense (benefit) of $ 0 for the three months ended March 31, 2025 and $ 1 for the three months ended March 31, 2024

Cash flow hedging activities, net of tax expense (benefit) of $( 4 ) for the three months ended March 31, 2025 and $ 7 for the three months ended March 31, 2024

Other comprehensive income (loss) 183 ( 149 )

7 unchanged sentences

Condensed Consolidated Balance Sheets

(in millions, except share data) September 30,

(in millions, except share data) March 31,

2025 December 31,

14 unchanged sentences

Current liabilities

Short-term borrowings $ 1,593 $ —

Current portion of long-term debt and finance lease obligations 3,769 6,804

6 unchanged sentences

Stockholders' equity

Common stock, $ 0.01 par value, 4,000,000,000 shares authorized, 1,831,415,039 shares issued as of September 30, 2024 and 1,823,046,087 as of December 31, 2023

Common stock held in treasury, at cost, 64,310,426 shares as of September 30, 2024 and 57,105,354 as of December 31, 2023

Common stock, $ 0.01 par value, 4,000,000,000 shares authorized, 1,837,071,074 shares issued as of March 31, 2025 and 1,831,594,494 as of December 31, 2024

Common stock held in treasury, at cost, 70,782,695 shares as of March 31, 2025 and 66,337,508 as of December 31, 2024

( 9,137 ) ( 8,201 )

10 unchanged sentences

Condensed Consolidated Statements of Equity (unaudited)

(in millions) Common shares outstanding Common stock Treasury stock Additional paid-in capital Retained earnings (accumulated deficit) Accumulated other comprehensive loss Noncontrolling interest Total

Balance at June 30, 2023 1,765 $ 18 $ ( 6,528 ) $ 19,839 $ 1,789 $ ( 2,252 ) $ 32 $ 12,898

Net earnings attributable to AbbVie Inc.

— — — — 1,778 — — 1,778

Other comprehensive loss, net of tax — — — — — ( 101 ) — ( 101 )

Dividends declared — — — — ( 2,634 ) — — ( 2,634 )

Purchases of treasury stock — — ( 4 ) — — — — ( 4 )

Stock-based compensation plans and other — — 7 182 — — — 189

Change in noncontrolling interest — — — — — — 3 3

Balance at September 30, 2023 1,765 $ 18 $ ( 6,525 ) $ 20,021 $ 933 $ ( 2,353 ) $ 35 $ 12,129

Balance at June 30, 2024 1,766 $ 18 $ ( 7,838 ) $ 20,879 $ ( 3,768 ) $ ( 2,513 ) $ 43 $ 6,821

Net earnings attributable to AbbVie Inc.

— — — — 1,561 — — 1,561

Other comprehensive income, net of tax — — — — — 179 — 179

Dividends declared — — — — ( 2,757 ) — — ( 2,757 )

Purchases of treasury stock — — ( 17 ) — — — — ( 17 )

Stock-based compensation plans and other 1 — 7 281 — — — 288

Change in noncontrolling interest — — — — — — ( 4 ) ( 4 )

Balance at September 30, 2024 1,767 $ 18 $ ( 7,848 ) $ 21,160 $ ( 4,964 ) $ ( 2,334 ) $ 39 $ 6,071

(in millions) Common shares outstanding Common stock Treasury stock Additional paid-in capital Accumulated deficit Accumulated other comprehensive loss Noncontrolling interest Total

Balance at December 31, 2023 1,766 $ 18 $ ( 6,533 ) $ 20,180 $ ( 1,000 ) $ ( 2,305 ) $ 37 $ 10,397

6 unchanged sentences

Change in noncontrolling interest — — — — — — 3 3

Balance at September 30, 2023 1,765 $ 18 $ ( 6,525 ) $ 20,021 $ 933 $ ( 2,353 ) $ 35 $ 12,129

Balance at March 31, 2024 1,766 $ 18 $ ( 7,829 ) $ 20,656 $ ( 2,384 ) $ ( 2,454 ) $ 40 $ 8,047

Balance at December 31, 2024 1,765 $ 18 $ ( 8,201 ) $ 21,333 $ ( 7,900 ) $ ( 1,925 ) $ 39 $ 3,364

1 unchanged sentence

— — — — 1,286 — — 1,286

Other comprehensive loss, net of tax — — — — — ( 29 ) — ( 29 )

Other comprehensive income, net of tax — — — — — 183 — 183

Dividends declared — — — — ( 2,913 ) — — ( 2,913 )

2 unchanged sentences

Change in noncontrolling interest — — — — — — 3 3

Balance at September 30, 2024 1,767 $ 18 $ ( 7,848 ) $ 21,160 $ ( 4,964 ) $ ( 2,334 ) $ 39 $ 6,071

Balance at March 31, 2025 1,766 $ 18 $ ( 9,137 ) $ 21,808 $ ( 9,527 ) $ ( 1,742 ) $ 42 $ 1,462

The accompanying notes are an integral part of these condensed consolidated financial statements.

2 unchanged sentences

Condensed Consolidated Statements of Cash Flows (unaudited)

Nine months ended

September 30,

Three months ended

(in millions) (brackets denote cash outflows) 2025 2024

10 unchanged sentences

Non-cash litigation reserve adjustments, net of cash payments ( 729 ) ( 12 )

Impairment of intangible assets — 2,824

Other, net 17 ( 33 )

15 unchanged sentences

Cash flows from financing activities

Net change in commercial paper borrowings 1,593 —

Proceeds from issuance of other short-term borrowings — 5,008

6 unchanged sentences

Proceeds from the exercise of stock options 56 127

Payments of contingent consideration liabilities — ( 735 )

Other, net 31 24

11 unchanged sentences

The unaudited interim condensed consolidated financial statements of AbbVie Inc.

(AbbVie or the company) have been prepared pursuant to the rules and regulations of the U.S.

Securities and Exchange Commission.

(AbbVie or the company) have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission.

Accordingly, certain information and footnote disclosures normally included in annual financial statements prepared in accordance with generally accepted accounting principles in the United States (U.S.

4 unchanged sentences

Certain other reclassifications were made to conform the prior period interim condensed consolidated financial statements to the current period presentation.

AbbVie completed its previously announced acquisitions of ImmunoGen, Inc.

(ImmunoGen) on February 12, 2024 and Cerevel Therapeutics Holdings, Inc.

(Cerevel Therapeutics) on August 1, 2024.

See Note 4 and Note 8 for additional information regarding these acquisitions.

Recent Accounting Pronouncements

Recent Accounting Pronouncements Not Yet Adopted

In December 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No.

2023-09, Income Taxes - Improvements to Income Tax Disclosures (Topic 740) .

The standard requires disaggregation of the effective rate reconciliation into standard categories, enhances disclosure of income taxes paid, and modifies other income tax-related disclosures.

The standard will be effective for AbbVie starting in annual periods in 2025, with early adoption permitted.

In November 2024, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No.

2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40 ).

The standard requires further disaggregation of relevant expense captions in a separate note to the financial statements.

The standard is effective for AbbVie starting in annual periods in 2027 and interim periods beginning in 2028, with early adoption permitted.

AbbVie is currently assessing the impact of adopting this guidance on its consolidated financial statements.

In November 2023, the FASB issued ASU No.

2023-07 Segment Reporting - Improving Reportable Segment Disclosures (Topic 280) .

The standard requires disclosures to include significant segment expenses that are regularly provided to the chief operating decision maker (CODM), a description of other segment items by reportable segment, and any additional measures of a segment's profit or loss used by the CODM when deciding how to allocate resources.

The ASU also requires all annual disclosures currently required by Topic 280 to be included in interim periods.

The standard is effective for AbbVie starting in annual periods in 2024 and interim periods in 2025, with early adoption permitted and requires retrospective application to all prior periods presented in the financial statements.

In December 2023, the FASB issued ASU No.

2023-09, Income Taxes (Topic 740) .

The standard requires disaggregation of the effective rate reconciliation into standard categories, enhances disclosure of income taxes paid, and modifies other income tax-related disclosures.

The standard is effective for AbbVie starting in annual periods in 2025.

AbbVie is currently assessing the impact of adopting this guidance on its consolidated financial statements.

2024 Form 10-Q |

Note 2 Supplemental Financial Information

1 unchanged sentence

Three months ended

September 30, Nine months ended

September 30,

(in millions) 2025 2024

2 unchanged sentences

Interest expense, net $ 627 $ 453

(in millions) September 30,

(in millions) March 31,

2025 December 31,

3 unchanged sentences

Inventories $ 4,526 $ 4,181

2025 Form 10-Q |

Property and Equipment, Net

(in millions) September 30,

(in millions) March 31,

2025 December 31,

2 unchanged sentences

Property and equipment, net $ 5,237 $ 5,134

Depreciation expense was $ 191 million for the three months and $ 558 million for the nine months ended September 30, 2024 and $ 196 million for the three months and $ 565 million for the nine months ended September 30, 2023.

2024 Form 10-Q |

Depreciation expense was $ 181 million for the three months ended March 31, 2025 and $ 183 million for the three months ended March 31, 2024.

Note 3 Earnings Per Share

4 unchanged sentences

Three months ended

September 30, Nine months ended

September 30,

(in millions, except per share data) 2025 2024

19 unchanged sentences

Note 4 Licensing, Acquisitions and Other Arrangements

Proposed Acquisition of Aliada Therapeutics Holdings, Inc.

Subsequent to September 30, 2024, on October 28, 2024, AbbVie announced that it entered into a definitive agreement to acquire Aliada Therapeutics, Inc.

(Aliada) including its lead program ALIA-1758.

ALIA-1758 is an anti-pyroglutamate amyloid beta (3pE-Aβ) antibody in development for the treatment of Alzheimer’s Disease.

Under the terms of the agreement, AbbVie will make an upfront cash payment of approximately $ 1.4 billion to acquire all outstanding equity of Aliada.

Closing of the proposed transaction is subject to regulatory approvals and other customary closing conditions.

Acquisition of Nimble Therapeutics, Inc.

On January 23, 2025, AbbVie completed its acquisition of Nimble Therapeutics, Inc.

Nimble is a biotechnology company dedicated to delivering on the promise of oral peptide therapeutics and its lead asset, an investigational oral peptide IL23R inhibitor, is in preclinical development for the treatment of psoriasis.

The aggregate purchase price of $ 288 million was comprised of a $ 210 million upfront cash payment and $ 78 million for the acquisition date fair value of contingent consideration liabilities, for which AbbVie may owe up to $ 130 million in future payments upon achievement of certain development milestones.

The transaction was accounted for as a business combination using the acquisition method of accounting.

As of the acquisition date, AbbVie acquired $ 118 million of intangible assets and resulted in the recognition of $ 170 million of goodwill.

Goodwill was calculated as the excess of the consideration transferred over the fair value of net assets recognized and represents the future economic benefits arising from other assets acquired that could not be individually identified and separately recognized, including expected synergies related to enhancement of AbbVie’s existing immunology discovery capabilities and development efforts.

The goodwill is not deductible for tax purposes.

Other assets acquired and liabilities assumed were insignificant.

Acquisition of Cerevel Therapeutics Holdings, Inc.

On August 1, 2024, AbbVie completed its previously announced acquisition of Cerevel Therapeutics.

On August 1, 2024, AbbVie completed its acquisition of Cerevel Therapeutics Holdings, Inc.

(Cerevel Therapeutics).

Cerevel Therapeutics is a clinical-stage biotechnology company focused on the discovery and development of differentiated therapies for neuroscience diseases.

Cerevel Therapeutics neuroscience pipeline includes multiple clinical-stage and preclinical candidates with the potential to treat several diseases including schizophrenia, Parkinson's disease and mood disorders.

Under the terms of the agreement, AbbVie acquired all outstanding shares of Cerevel Therapeutics for $ 45.00 per share in cash.

Cerevel Therapeutics neuroscience pipeline included multiple clinical-stage and preclinical candidates with the potential to treat several diseases including schizophrenia, Parkinson's disease and mood disorders.

The total fair value of the consideration transferred to owners of Cerevel Therapeutics common stock was $ 8.7 billion ($ 8.3 billion, net of cash acquired).

The acquisition of Cerevel Therapeutics has been accounted for as a business combination using the acquisition method of accounting.

The acquisition method requires, among other things, that assets acquired and liabilities assumed in a business combination be recognized at their fair values as of the acquisition date.

The valuation of assets acquired and liabilities assumed has not yet been finalized as of September 30, 2024.

As a result, AbbVie recorded preliminary estimates for the fair value of assets acquired and liabilities assumed as of the acquisition date.

Finalization of the valuation during the measurement period could result in a change in the amounts recorded for the acquisition date fair value of intangible assets, goodwill and income taxes among other items.

The completion of the valuation will occur no later than one year from the acquisition date.

The following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the acquisition date:

(in millions)

Assets acquired and liabilities assumed

Cash and equivalents $ 361

Short-term investments 382

Prepaid expenses and other current assets 9

Property and equipment, net 25

Investments 121

Intangible assets, net 8,100

Other noncurrent assets 31

Current portion of long-term debt ( 400 )

Accounts payable and accrued liabilities ( 100 )

Long-term debt ( 246 )

Deferred income taxes ( 1,292 )

Other long-term liabilities ( 31 )

Total identifiable net assets 6,960

Goodwill 1,702

Total assets acquired and liabilities assumed $ 8,662

Intangible assets relate to $ 8.1 billion of acquired in-process research and development (IPR&D) associated with products that have not yet received regulatory approval.

The estimated fair values of identifiable intangible assets were determined using the "income approach" which is a valuation technique that provides an estimate of the fair value of an asset based on market participant expectations of the cash flows an asset would generate over its remaining useful life.

Some of the more significant assumptions inherent in the development of these asset valuations include the estimated net cash flows for each year for each asset or product, the appropriate discount rate necessary to measure the risk inherent in each future cash flow stream, the life cycle of each asset, the potential regulatory and commercial success risk, competitive trends impacting the asset and each cash flow stream, as well as other factors.

2024 Form 10-Q |

The current portion of long-term debt assumed by AbbVie consists of $ 345 million aggregate principal of 2.5 % convertible senior notes due 2027.

Upon acquisition, the convertible senior notes became callable and note holders could redeem the convertible senior notes for cash at a premium.

As of the acquisition date, the convertible senior notes were recognized as current portion of long-term debt on the condensed consolidated balance sheets at an aggregate fair value of $ 400 million.

Following the acquisition date, the company repaid the convertible senior notes and there were no amounts outstanding as of September 30, 2024.

Long-term debt assumed by AbbVie relates to funding agreements entered into by Cerevel Therapeutics prior to the acquisition.

Under the agreements, Cerevel Therapeutics received funding to support development of tavapadon and agreed to repay regulatory milestones, sales milestones and royalties contingent upon approval of tavapadon by the U.S.

Food and Drug Administration (FDA).

The funding agreements were accounted for as financing arrangements and the fair value of the related financing liability was $ 246 million as of the acquisition date.

The estimated fair value of the financing liability was determined using a probability-weighted expected payment model for regulatory milestone payments and a Monte Carlo simulation model for sales milestones and royalty payments, which are then discounted to present value.

Assumptions inherent in the development of fair value include discount rates, estimated probabilities and timing of achieving milestones and estimated amounts of future sales.

See Note 8 for additional information.

Specifically, the goodwill recognized from the acquisition of Cerevel Therapeutics represents expected synergies, including the ability to:

(i) expand AbbVie’s neuroscience pipeline, (ii) leverage AbbVie’s commercial, regulatory and clinical expertise to maximize Cerevel Therapeutic’s assets and (iii) enhance AbbVie’s existing neuroscience discovery capabilities.

The goodwill is not deductible for tax purposes.

AbbVie also assumed a licensing agreement entered into by Cerevel Therapeutics with Pfizer Inc.

(Pfizer) prior to the acquisition.

Under the agreement, Cerevel Therapeutics was granted an exclusive global license under certain Pfizer patent rights to develop, manufacture and commercialize compounds included in Cerevel Therapeutic’s pipeline.

AbbVie could make additional payments of up to $ 1.6 billion upon achievement of certain regulatory and commercial milestones for all programs.

Additionally, AbbVie will pay tiered royalties on net revenues.

Following the acquisition date, the operating results of Cerevel Therapeutics have been included in the condensed consolidated financial statements.

For the period from the acquisition date through September 30, 2024, operating losses attributable to Cerevel Therapeutics were $ 299 million, inclusive of $ 161 million of cash-settled, post-closing expense for Cerevel Therapeutics employee incentive awards.

AbbVie also issued 0.3 million RSUs to holders of Cerevel Therapeutics equity awards based on a conversion factor described in the transaction agreement.

Stock compensation expense related to RSUs issued at the acquisition date was not significant.

Acquisition-related expenses, which were comprised primarily of regulatory, financial advisory and legal fees, totaled $ 44 million for the nine months ended September 30, 2024 and were included in selling, general and administrative (SG&A) expense in the condensed consolidated statements of earnings .

The acquisition of Cerevel Therapeutics was accounted for as a business combination using the acquisition method of accounting and the valuation of assets acquired and liabilities assumed was finalized during the three months ended March 31, 2025.

Acquisition of ImmunoGen, Inc.

On February 12, 2024, AbbVie completed its previously announced acquisition of ImmunoGen.

On February 12, 2024, AbbVie completed its acquisition of ImmunoGen, Inc.

ImmunoGen is a commercial-stage biotechnology company focused on the discovery, development and commercialization of antibody-drug conjugates (ADC) for cancer patients.

ImmunoGen's oncology portfolio includes its flagship cancer therapy Elahere, a first-in-class ADC approved for platinum-resistant ovarian cancer, and a pipeline of promising next-generation ADC's targeting hematologic malignancies and solid tumors.

The combination accelerates AbbVie’s entry into the solid tumor space and strengthens its oncology pipeline.

Under the terms of the agreement, AbbVie acquired all outstanding shares of ImmunoGen for $ 31.26 per share in cash.

ImmunoGen's oncology portfolio included its flagship cancer therapy Elahere, a first-in-class ADC approved for platinum-resistant ovarian cancer, and a pipeline of promising next-generation ADC's targeting hematologic malignancies and solid tumors.

The total fair value of the consideration transferred to owners of ImmunoGen common stock was $ 9.8 billion ($ 9.2 billion, net of cash acquired).

The acquisition of ImmunoGen has been accounted for as a business combination using the acquisition method of accounting.

The acquisition method requires, among other things, that assets acquired and liabilities assumed in a business combination be recognized at their fair values as of the acquisition date.

The valuation of assets acquired and liabilities assumed has not yet been finalized as of September 30, 2024.

As a result, AbbVie recorded preliminary estimates for the fair value of assets acquired and liabilities assumed as of the acquisition date.

The completion of the valuation will occur no later than one year from the acquisition date.

2024 Form 10-Q |

The following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the acquisition date:

(in millions)

Assets acquired and liabilities assumed

Cash and equivalents $ 591

Accounts receivable 171

Inventories 211

Prepaid expenses and other current assets 40

Property and equipment, net 7

Intangible assets, net

Developed product rights 7,200

License agreements 125

Acquired in-process research and development 1,280

Other noncurrent assets 273

Current portion of long-term debt ( 99 )

Accounts payable and accrued liabilities ( 312 )

Deferred income taxes ( 899 )

Other long-term liabilities ( 47 )

Total identifiable net assets 8,541

Goodwill 1,249

Total assets acquired and liabilities assumed $ 9,790

The fair value step-up adjustment to inventories of $ 179 million is being amortized to cost of products sold when the inventory is sold to customers, which is expected to be within approximately one year from the acquisition date.

Intangible assets relate to $ 7.3 billion of definite-lived intangible assets and $ 1.3 billion of acquired IPR&D associated with products that have not yet received regulatory approval.

The acquired definite-lived intangible assets consist of developed product rights and license agreements and are being amortized over a weighted-average estimated useful life of approximately 12 years using the estimated pattern of economic benefit.

Other noncurrent assets primarily consist of $ 250 million of deferred tax assets.

The current portion of long-term debt assumed by AbbVie was repaid concurrent with the acquisition at the fair value of $ 99 million.

See Note 8 for additional information.

Specifically, the goodwill recognized from the acquisition of ImmunoGen represents expected synergies including, the ability to:

(i) expand AbbVie’s product portfolio as well as the potential to increase revenue from future growth platforms, (ii) accelerate AbbVie’s clinical and commercial presence in the solid tumor space within oncology, (iii) leverage the respective strengths of each company, and (iv) enhance AbbVie’s existing ADC development efforts.

The goodwill is not deductible for tax purposes.

Following the acquisition date, the operating results of ImmunoGen have been included in the condensed consolidated financial statements.

For the period from the acquisition date through September 30, 2024, net revenues attributable to ImmunoGen were $ 396 million and operating losses attributable to ImmunoGen were $ 582 million, inclusive of $ 349 million of cash-settled, post-closing expense for ImmunoGen employee incentive awards, $ 158 million of inventory fair value step-up amortization and $ 113 million of intangible asset amortization.

AbbVie also issued 0.3 million RSUs to holders of ImmunoGen equity awards based on a conversion factor described in the transaction agreement.

Stock compensation expense related to RSUs issued at the acquisition date was not significant.

2024 Form 10-Q |

Acquisition-related expenses, which were comprised primarily of regulatory, financial advisory and legal fees, totaled $ 59 million for the nine months ended September 30, 2024 and were included in SG&A expense in the condensed consolidated statements of earnings .

Pro Forma Financial Information

The following table presents the unaudited pro forma combined results of AbbVie, ImmunoGen and Cerevel Therapeutics for the three and nine months ended September 30, 2024 and 2023 as if the acquisitions of ImmunoGen and Cerevel Therapeutics had occurred on January 1, 2023:

Three months ended

September 30, Nine months ended

September 30,

(in millions) 2024 2023 2024 2023

Net revenues $ 14,460 $ 14,040 $ 41,287 $ 40,263

Net earnings 1,714 1,400 4,583 2,309

The unaudited pro forma combined financial information was prepared using the acquisition method of accounting and was based on the historical financial information of AbbVie, ImmunoGen and Cerevel Therapeutics.

In order to reflect the occurrence of the acquisitions on January 1, 2023 as required, the unaudited pro forma financial information includes adjustments to reflect incremental amortization expense to be incurred based on the current preliminary fair values of the identifiable intangible assets acquired;

the incremental cost of products sold related to the fair value adjustments associated with acquisition date inventory;

the additional interest expense associated with the issuance of debt to finance the acquisition;

and the reclassification of acquisition-related costs incurred during the three and nine months ended September 30, 2024 to the nine months ended September 30, 2023.

The unaudited pro forma financial information is not necessarily indicative of what the consolidated results of operations would have been had the acquisitions been completed on January 1, 2023.

In addition, the unaudited pro forma financial information is not a projection of future results of operations of the combined company nor does it reflect the expected realization of any synergies or cost savings associated with the acquisitions.

The acquisition of ImmunoGen was accounted for as a business combination using the acquisition method of accounting and the valuation of assets acquired and liabilities assumed was finalized during the three months ended December 31, 2024.

Other Licensing & Acquisitions Activity

Cash outflows related to other acquisitions and investments totaled $ 1.2 billion for the nine months ended September 30, 2024 and $ 670 million for the nine months ended September 30, 2023.

Cash outflows related to other acquisitions and investments totaled $ 334 million for the three months ended March 31, 2025 and $ 190 million for the three months ended March 31, 2024.

The following table summarizes acquired IPR&D and milestones expense:

Three months ended

September 30, Nine months ended

September 30,

(in millions)

2024 2023 2024 2023

Upfront charges $ 246 $ 79

1 unchanged sentence

Acquired IPR&D and milestones $ 248 $ 164

Celsius Therapeutics, Inc.

In June 2024, AbbVie acquired Celsius Therapeutics, Inc.

(Celsius Therapeutics) including its lead pipeline asset CEL383.

Celsius Therapeutics is a clinical-stage biotechnology company focused on the discovery and development of precision medicine in inflammatory bowel disease.

The transaction was accounted as an asset acquisition as CEL383 represented substantially all of the fair value of the gross assets acquired.

The upfront payment of $ 250 million was recorded in acquired IPR&D and milestones expense in the condensed consolidated statement of earnings in the second quarter of 2024.

AbbVie entered into several other individually insignificant collaborations, licensing agreements or other asset acquisitions in which the related upfront payments were recorded in acquired IPR&D and milestones expense.

2025 Form 10-Q |

Subsequent to March 31, 2025, AbbVie completed its previously announced licensing agreement with Gubra A/S.

Under the terms of the agreement, AbbVie will receive an exclusive global license to develop and commercialize GUB014295 (ABBV-295), a long-acting amylin analog for the treatment of obesity.

AbbVie made an upfront payment of $ 350 million which will be recorded in acquired IPR&D and milestones expense in the condensed consolidated statement of earnings in the second quarter of 2025.

AbbVie could make additional payments of up to $ 1.9 billion upon achievement of certain development, regulatory and commercial milestones and pay tiered royalties.

Note 5 Collaborations

The company has ongoing transactions with other entities through collaboration agreements.

The following represent the significant collaboration agreements impacting the periods ended September 30, 2024 and 2023.

The following represent the significant collaboration agreements impacting the periods ended March 31, 2025 and 2024.

Collaboration with Janssen Biotech, Inc.

18 unchanged sentences

Three months ended

September 30, Nine months ended

September 30,

(in millions) 2025 2024

2 unchanged sentences

Global - AbbVie's share of other costs (included in respective line items) 25 42

AbbVie’s receivable from Janssen, included in accounts receivable, net, was $ 233 million at September 30, 2024 and $ 236 million at December 31, 2023.

AbbVie’s payable to Janssen, included in accounts payable and accrued liabilities, was $ 282 million at September 30, 2024 and $ 307 million at December 31, 2023.

AbbVie’s receivable from Janssen, included in accounts receivable, net, was $ 235 million at March 31, 2025 and $ 237 million at December 31, 2024.

AbbVie’s payable to Janssen, included in accounts payable and accrued liabilities, was $ 245 million at March 31, 2025 and $ 282 million at December 31, 2024.

Collaboration with Genentech, Inc.

1 unchanged sentence

(Genentech), a member of the Roche Group, are parties to a collaboration and license agreement executed in 2007 to jointly research, develop and commercialize human therapeutic products containing BCL-2 inhibitors and certain other compound inhibitors which includes Venclexta, a BCL-2 inhibitor used to treat certain hematological malignancies.

AbbVie shares equally with Genentech all pre-tax profits and losses from the development and commercialization of Venclexta in the United States.

2025 Form 10-Q |

shares equally with Genentech all pre-tax profits and losses from the development and commercialization of Venclexta in the United States.

AbbVie pays royalties on Venclexta net revenues outside the United States.

2 unchanged sentences

Genentech’s share of United States profits is included in AbbVie’s cost of products sold.

AbbVie records sales and marketing costs associated with the United States collaboration as part of SG&A expenses and global development costs as part of research and development (R&D) expenses, net of Genentech’s share.

AbbVie records sales and marketing costs associated with the United States collaboration as part of selling, general and administrative (SG&A) expenses and global development costs as part of research and development (R&D) expenses, net of Genentech’s share.

Royalties paid for Venclexta revenues outside the United States are also included in AbbVie’s cost of products sold.

2024 Form 10-Q |

The following table shows the profit and cost sharing relationship between Genentech and AbbVie:

Three months ended

September 30, Nine months ended

September 30,

(in millions) 2025 2024

9 unchanged sentences

Foreign currency translation adjustments 159

Balance as of September 30, 2024 $ 35,295

(a) Goodwill additions related to the acquisitions of ImmunoGen and Cerevel Therapeutics (see Note 4).

Balance as of March 31, 2025 $ 35,285

(a) Goodwill additions related to the acquisition of Nimble (see Note 4).

The company performs its annual goodwill impairment assessment in the third quarter, or earlier if impairment indicators exist.

As of September 30, 2024, there were no accumulated goodwill impairment losses.

As of March 31, 2025, there were no accumulated goodwill impairment losses.

Intangible Assets, Net

The following table summarizes intangible assets:

September 30, 2024 December 31, 2023

March 31, 2025 December 31, 2024

(in millions) Gross

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Definite-Lived Intangible Assets

The increase in definite-lived intangible assets during 2024 was primarily due to the acquisition of ImmunoGen.

The intangible assets will be amortized using the estimated pattern of economic benefit.

See Note 4 for additional information regarding the acquisitions.

Amortization expense was $ 1.9 billion for the three months and $ 5.7 billion for the nine months ended September 30, 2024 and $ 2.0 billion for the three months and $ 6.1 billion for the nine months ended September 30, 2023.

Amortization expense was $ 1.9 billion for the three months ended March 31, 2025 and 2024.

Amortization expense was included in cost of products sold in the condensed consolidated statements of earnings.

In August 2023, as part of the Inflation Reduction Act (IRA) of 2022, the company’s oncology product Imbruvica sold in the United States (U.S.) was included on the list of products selected for negotiation by the Centers for Medicare & Medicaid Services.

The selection resulted in a significant decrease in the estimated future cash flows for the product and represented a triggering event which required the company to evaluate the underlying definite lived-intangible asset for impairment.

The company utilized a discounted cash flow analysis to determine the fair value of $ 1.9 billion, which was lower than the carrying value of $ 4.0 billion and resulted in a partial impairment of both the gross and net carrying amount as of August 29, 2023.

Based on the revised cash flows, the company recorded a pre-tax impairment charge of $ 2.1 billion to cost of products sold in the condensed consolidated statement

2025 Form 10-Q |

of earnings for the third quarter of 2023.

The fair value measurement was based on Level 3 inputs including estimated net revenues, cost of products sold, R&D costs, selling and marketing costs and discount rate.

Indefinite-Lived Intangible Assets

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The company performs its annual impairment assessment of indefinite-lived intangible assets in the third quarter, or earlier if impairment indicators exist.

The increase in indefinite-lived intangible assets during 2024 was primarily due to the acquisitions of ImmunoGen and Cerevel Therapeutics.

See Note 4 for additional information regarding the acquisitions.

During the first quarter of 2023, the company made a decision to revise the research and development plan for AGN-151607, a novel investigational neurotoxin for the prevention of postoperative atrial fibrillation in cardiac surgery patients.

This decision contributed to a delay in the estimated timing of regulatory approval as well as a significant decrease in estimated future cash flows of the product and represented a triggering event which required the company to evaluate the underlying indefinite-lived intangible asset for impairment.

The company utilized a discounted cash flow analysis to estimate the fair value which was below the carrying value of the intangible asset.

Based on the revised cash flows, the company recorded a pre-tax impairment charge of $ 630 million to research and development expense in the condensed consolidated statements of earnings for the first quarter of 2023.

Note 7 Restructuring Plans

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As a result, AbbVie management periodically approves individual restructuring plans to achieve these objectives.

As of September 30, 2024 and 2023, no such plans were individually significant.

Restructuring charges were $ 30 million for the three months and $ 94 million for the nine months ended September 30, 2024 and $ 10 million for the three months and $ 55 million for the nine months ended September 30, 2023.

As of March 31, 2025 and 2024, no such plans were individually significant.

Restructuring charges were $ 17 million for the three months ended March 31, 2025 and $ 15 million for the three months ended March 31, 2024.

These charges are recorded in cost of products sold, R&D expense and SG&A expense in the condensed consolidated statements of earnings based on the classification of the affected employees or the related operations.

The following table summarizes the cash activity in the restructuring reserve for the nine months ended September 30, 2024:

The following table summarizes the cash activity in the restructuring reserve for the three months ended March 31, 2025:

(in millions)

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Payments and other adjustments ( 18 )

Accrued balance as of September 30, 2024 $ 161

Allergan Integration Plan

Following the closing of the Allergan acquisition, AbbVie implemented an integration plan designed to reduce costs, integrate and optimize the combined organization and incurred total cumulative charges of $ 2.5 billion through December 31, 2023 .

These costs consisted of severance and employee benefit costs (cash severance, non-cash severance including accelerated equity award compensation expense, retention and other termination benefits) and other integration ex penses.

The Allergan integration plan was substantially complete as of December 31, 2023 and the remaining accrual as of September 30, 2024 is not significant.

The following table summarizes the prior year charges associated with the Allergan acquisition integration plan:

(in millions) Three Months Ended

September 30, 2023 Nine Months Ended

September 30, 2023

Cost of products sold $ 20 $ 66

Research and development 1 2

Selling, general and administrative 39 134

Total charges $ 60 $ 202

2024 Form 10-Q |

Accrued balance as of March 31, 2025 $ 230

Note 8 Financial Instruments and Fair Value Measures

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Various AbbVie foreign subsidiaries enter into foreign currency forward exchange contracts to manage exposures to changes in foreign exchange rates for anticipated intercompany transactions denominated in a currency other than the functional currency of the local entity.

These contracts, with notional amounts totaling $ 2.6 billion at September 30, 2024 and $ 1.8 billion at December 31, 2023, are designated as cash flow hedges and are recorded at fair value.

These contracts, with notional amounts totaling $ 1.7 billion at March 31, 2025 and $ 1.9 billion at December 31, 2024, are designated as cash flow hedges and are recorded at fair value.

The durations of these forward exchange contracts were generally less than 18 months.

Accumulated gains and losses as of September 30, 2024 are reclassified from accumulated other comprehensive income (loss) (AOCI) and included in cost of products sold at the time the products are sold, generally not exceeding six months from the date of settlement.

In 2019, the company entered into treasury rate lock agreements with notional amounts totaling $ 10.0 billion to hedge exposure to variability in future cash flows resulting from changes in interest rates related to the issuance of long-term debt in connection with the acquisition of Allergan.

The treasury rate lock agreements were designated as cash flow hedges and recorded at fair value.

The agreements were net settled upon issuance of the senior notes in 2019 and the resulting net gain was recognized in AOCI.

This gain is reclassified to interest expense, net over the term of the related debt.

In June 2023, the company entered into a cross-currency swap contract that matured in November 2023 with a notional amount totaling € 433 million to hedge the company’s exposure to changes in future cash flows of foreign currency denominated debt related to changes in foreign exchange rates.

The cross-currency swap contract was designated as a cash flow hedge and effectively converted the interest and principal payments of the related foreign currency denominated debt to U.S.

The unrealized gains and losses on the contract were included in AOCI and reclassified to net foreign exchange loss over the term of the related debt.

Accumulated gains and losses as of March 31, 2025 are reclassified from accumulated other comprehensive income (loss) (AOCI) and included in cost of products sold at the time the products are sold, generally not exceeding six months from the date of settlement.

The company also enters into foreign currency forward exchange contracts to manage its exposure to foreign currency denominated trade payables and receivables and intercompany loans.

These contracts are not designated as hedges and are recorded at fair value.

Resulting gains or losses are reflected in net foreign exchange gain or loss in the condensed consolidated statements of earnings and are generally offset by losses or gains on the foreign currency exposure being managed.

These contracts had notional amounts totaling $ 7.7 billion at September 30, 2024 and $ 7.9 billion at December 31, 2023.

Resulting gains or losses are reflected in net foreign exchange loss in the condensed consolidated statements of earnings and are generally offset by losses or gains on the foreign currency exposure being managed.

These contracts had notional amounts totaling $ 6.6 billion at March 31, 2025 and $ 5.9 billion at December 31, 2024.

The company also uses foreign currency forward exchange contracts or foreign currency denominated debt to hedge its net investments in certain foreign subsidiaries and affiliates.

The company had an aggregate principal amount of senior Euro notes designated as net investment hedges of € 3.2 billion at September 30, 2024 and € 5.4 billion at December 31, 2023.

In addition, the company had foreign currency forward exchange contracts designated as net investment hedges with notional amounts totaling € 6.2 billion, SEK 1.9 billion, CAD 750 million and CHF 70 million at September 30, 2024 and € 4.9 billion, SEK 1.4 billion, CAD 750 million and CHF 50 million at December 31, 2023.

The company had an aggregate principal amount of senior Euro notes designated as net investment hedges of € 3.1 billion at March 31, 2025 and December 31, 2024.

In addition, the company had foreign currency forward exchange contracts designated as net investment hedges with notional amounts totaling € 6.5 billion, SEK 1.9 billion, CAD 500 million and CHF 80 million at March 31, 2025 and € 6.2 billion, SEK 1.4 billion, CAD 500 million and CHF 50 million at December 31, 2024.

The company uses the spot method of assessing hedge effectiveness for derivative instruments designated as net investment hedges.

Realized and unrealized gains and losses from these hedges are included in AOCI and the initial fair value of hedge components excluded from the assessment of effectiveness is recognized in interest expense, net over the life of the hedging instrument.

The company is a party to interest rate swap contracts designated as fair value hedges with notional amounts totaling $ 3.5 billion at September 30, 2024 and $ 5.0 billion at December 31, 2023.

2025 Form 10-Q |

The company is a party to interest rate swap contracts designated as fair value hedges with notional amounts totaling $ 3.5 billion at March 31, 2025 and December 31, 2024.

The effect of the hedge contracts is to change a fixed-rate interest obligation to a floating rate for that portion of the debt.

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No amounts are excluded from the assessment of effectiveness for cash flow hedges or fair value hedges.

2024 Form 10-Q |

The following table summarizes the amounts and location of AbbVie’s derivative instruments on the condensed consolidated balance sheets:

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Derivatives in liability position

(in millions) Balance sheet caption September 30,

(in millions) Balance sheet caption March 31,

2025 December 31,

2023 Balance sheet caption September 30,

2024 Balance sheet caption March 31,

2025 December 31,

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Designated as cash flow hedges Prepaid expenses and other $ 48 $ 119 Accounts payable and accrued liabilities $ 1 $ 5

Designated as cash flow hedges Other assets 1 — Other long-term liabilities — —

Designated as net investment hedges Prepaid expenses and other 2 4 Accounts payable and accrued liabilities 43 —

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Three months ended

September 30, Nine months ended

September 30,

(in millions) 2025 2024

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Designated as net investment hedges ( 193 ) 134

Cross-currency swap contracts designated as cash flow hedges — ( 14 ) — ( 5 )

Assuming market rates remain constant through contract maturities, the company expects to reclassify pre-tax gains of $ 6 million into cost of products sold for foreign currency cash flow hedges and pre-tax gains of $ 21 million into interest expense, net for treasury rate lock agreement cash flow hedges during the next 12 months.

Related to AbbVie’s non-derivative, foreign currency denominated debt designated as net investment hedges, the company recognized in other comprehensive income (loss) pre-tax losses of $ 151 million for the three months and pre-tax gains of $ 56 million for the nine months ended September 30, 2024 and pre-tax gains of $ 173 million for the three months and pre-tax gains of $ 47 million for the nine months ended September 30, 2023.

Assuming market rates remain constant through contract maturities, the company expects to reclassify pre-tax gains of $ 105 million into cost of products sold for foreign currency cash flow hedges and pre-tax gains of $ 21 million into interest expense, net for other cash flow hedges during the next 12 months.

Related to AbbVie’s non-derivative, foreign currency denominated debt designated as net investment hedges, the company recognized in other comprehensive income (loss) pre-tax losses of $ 133 million for the three months ended March 31, 2025 and pre-tax gains of $ 157 million for the three months ended March 31, 2024.

2025 Form 10-Q |

2 unchanged sentences

Three months ended

September 30, Nine months ended

September 30,

(in millions) Statement of earnings caption 2025 2024

2 unchanged sentences

Designated as net investment hedges Interest expense, net 34 27

Not designated as hedges Net foreign exchange loss (gain) ( 30 ) ( 41 ) ( 14 ) ( 7 )

Treasury rate lock agreements designated as cash flow hedges Interest expense, net 6 6 18 18

Cross-currency swap contracts designated as cash flow hedges Net foreign exchange loss (gain) — ( 14 ) — ( 6 )

Not designated as hedges Net foreign exchange loss ( 29 ) ( 18 )

Interest rate swap contracts

1 unchanged sentence

Debt designated as hedged item in fair value hedges Interest expense, net ( 55 ) 65

Interest expense, net 5 6

Fair Value Measures

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• Level 3 – Valuations using significant inputs that are unobservable in the market and include the use of judgment by the company’s management about the assumptions market participants would use in pricing the asset or liability.

The following table summarizes the bases used to measure certain assets and liabilities carried at fair value on a recurring basis on the condensed consolidated balance sheet as of September 30, 2024:

The following table summarizes the bases used to measure certain assets and liabilities carried at fair value on a recurring basis on the condensed consolidated balance sheet as of March 31, 2025:

Basis of fair value measurement

6 unchanged sentences

Equity securities 85 54 31 —

Interest rate swap contracts 43 — 43 —

Foreign currency contracts 87 — 87 —

19 unchanged sentences

Foreign currency contracts 35 — 35 —

Financing liability 328 — — 328

Contingent consideration 21,666 — — 21,666

3 unchanged sentences

The derivatives entered into by the company were valued using observable market inputs including published interest rate curves and both forward and spot prices for foreign currencies.

The financing liability is related to funding agreements entered into by Cerevel Therapeutics prior to the acquisition and assumed by AbbVie.

The funding agreements represent financial instruments that are accounted for as financing arrangements and the company elected to account for the financing liability in accordance with the fair value option, as permitted under ASC 825 Financial Instruments .

The financing liability is related to financing arrangements which the company elected to account for in accordance with the fair value option, as permitted under ASC 825 Financial Instruments .

The fair value measurement of the financing liability was determined based on significant unobservable inputs.

Potential payments are estimated by applying a probability-weighted expected payment model for regulatory milestone payments and a Monte Carlo simulation model for sales milestones and royalty payments, which are then discounted to present value.

Potential payments are estimated by applying a probability-weighted expected payment model, which are then discounted to present value.

Changes to the fair value of the financing liability can result from changes to one or a number of inputs, including discount rates, estimated probabilities and timing of achieving milestones and estimated amounts of future sales.

The change in fair value recognized in net earnings is recorded in other expense (income), net in the condensed consolidated statements of earnings and the change in fair value attributable to instrument-specific credit risk is recognized in other comprehensive loss.

Changes in fair value recognized in other expense (income), net and other comprehensive loss for the three months ended September 30, 2024 were not significant.

The change in fair value recognized in net earnings is recorded in other expense, net in the condensed consolidated statements of earnings and the change in fair value attributable to instrument-specific credit risk is recognized in other comprehensive income (loss).

Changes in fair value recognized in other expense, net and other comprehensive income (loss) for the three months ended March 31, 2025 were insignificant.

The fair value measurements of the contingent consideration liabilities were determined based on significant unobservable inputs, including the discount rate, estimated probabilities and timing of achieving specified development, regulatory and commercial milestones and the estimated amount of future sales of the acquired products.

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The fair value of the company's contingent consideration liabilities was calculated using the following significant unobservable inputs:

September 30, 2024 December 31, 2023

March 31, 2025 December 31, 2024

Range Weighted average (a)

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4.6 % - 5.2 %

Probability of payment for royalties by indication (b)

100 % - 100 %

Probability of payment for royalties by indication

Projected year of payments 2025 - 2034

(a) Unobservable inputs were weighted by the relative fair value of the contingent consideration liabilities.

(b) Excluding approved indications, the estimated probability of payment was 89 % at December 31, 2023.

There have been no transfers of assets or liabilities into or out of Level 3 of the fair value hierarchy.

The following table presents the changes in fair value of total contingent consideration liabilities which are measured using Level 3 inputs:

Nine months ended

September 30,

Three months ended

(in millions) 2025 2024

Beginning balance $ 21,666 $ 19,890

Additions (a)

Change in fair value recognized in net earnings 1,518 660

1 unchanged sentence

Ending balance $ 22,713 $ 20,159

The change in fair value recognized in net earnings is recorded in other expense (income), net in the condensed consolidated statements of earnings.

Contingent consideration payments of amounts up to the initial acquisition date fair value are classified as cash outflows from financing activities and payments of amounts in excess of the initial acquisition date fair value are classified as cash outflows from operating activities in the condensed consolidated statements of cash flows.

(a) Additions during the three months ended March 31, 2025, represent contingent consideration liabilities related to the Nimble acquisition.

The change in fair value recognized in net earnings is recorded in other expense, net in the condensed consolidated statements of earnings.

Certain financial instruments are carried at historical cost or some basis other than fair value.

The book values, approximate fair values and bases used to measure the approximate fair values of certain financial instruments as of September 30, 2024 are shown in the table below:

The book values, approximate fair values and bases used to measure the approximate fair values of certain financial instruments as of March 31, 2025 are shown in the table below:

Basis of fair value measurement

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(Level 2) Significant unobservable inputs

Short-term borrowings $ 1,593 $ 1,593 $ — $ 1,593 $ —

Current portion of long-term debt and finance lease obligations, excluding fair value hedges 3,767 3,765 3,748 17 —

Long-term debt and finance lease obligations, excluding fair value hedges 58,500 57,177 56,747 430 —

Long-term debt and finance lease obligations, excluding fair value hedges and financing liability

64,350 60,904 58,486 2,418 —

Total liabilities $ 69,710 $ 66,262 $ 62,234 $ 4,028 $ —

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Current portion of long-term debt and finance lease obligations, excluding fair value hedges $ 6,797 $ 6,767 $ 6,620 $ 147 $ —

Long-term debt and finance lease obligations, excluding fair value hedges 52,460 49,541 48,983 558 —

Long-term debt and finance lease obligations, excluding fair value hedges and financing liability

60,243 55,836 53,441 2,395 —

Total liabilities $ 67,040 $ 62,603 $ 60,061 $ 2,542 $ —

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The company records these investments at cost and remeasures them to fair value based on certain observable price changes or impairment events as they occur.

The carrying amount of these investments was $ 153 million as of September 30, 2024 and $ 159 million as of December 31, 2023.

No significant cumulative upward or downward adjustments have been recorded for these investments as of September 30, 2024.

The carrying amount of these investments was $ 157 million as of March 31, 2025 and $ 169 million as of December 31, 2024.

No significant cumulative upward or downward adjustments have been recorded for these investments as of March 31, 2025.

Concentrations of Risk

Of total net accounts receivable, three U.S.

wholesalers accounted for 78 % as of September 30, 2024 and 81 % as of December 31, 2023, and substantially all of AbbVie’s pharmaceutical product net revenues in the United States were to these three wholesalers.

wholesalers accounted for 81 % as of March 31, 2025 and December 31, 2024, and substantially all of AbbVie’s pharmaceutical product net revenues in the United States were to these three wholesalers.

Debt and Credit Facilities

Issuance and Repayment of Long-Term Debt

In February 2025, the company issued $ 4.0 billion aggregate principal amount of unsecured senior notes.

The following table summarizes the issued debt:

(in millions)

4.65% Senior Notes due 2028

4.875% Senior Notes due 2030

5.20% Senior Notes due 2035

5.60% Senior Notes due 2055

Total debt issued $ 4,000

The notes are unsecured, unsubordinated obligations of AbbVie and will rank equally in right of payment with all of AbbVie’s existing and future unsecured, unsubordinated indebtedness, liabilities and other obligations.

AbbVie may redeem the fixed-rate senior notes prior to maturity at a redemption price equal to the greater of the principal amount or the sum of present values of the remaining scheduled payments of principal and interest plus a make-whole premium.

AbbVie may also redeem the fixed-rate senior notes at par between one and six months prior to maturity.

In March 2025, the company repaid $ 3.0 billion aggregate principal of 3.80 % senior notes at maturity.

Short-Term Borrowings

Short-term borrowings included commercial paper borrowings of $ 1.6 billion as of March 31, 2025 and there were no amounts outstanding as of December 31, 2024.

The weighted-average interest rate on commercial paper borrowings was 4.59 % for the three months ended March 31, 2025 and 5.54 % for the three months ended March 31, 2024.

Subsequent to March 31, 2025, the company entered into a $ 4.0 billion 364-day term loan credit agreement.

No amounts were borrowed under the term loan credit agreement as of the date of filing of this Quarterly Report on Form 10-Q.

2025 Form 10-Q |

In January 2025, AbbVie entered into a new $ 3.0 billion five-year revolving credit facility that matures in January 2030 which is in addition to the existing $ 5.0 billion five-year revolving credit facility that matures in March 2028.

The revolving credit facilities are available to support AbbVie’s commercial paper program and enable the company to borrow funds to meet liquidity requirements on an unsecured basis at variable interest rates and contain various covenants.

At March 31, 2025, the company was in compliance with all covenants, and commitment fees under the credit facility were insignificant.

No amounts were outstanding under the company's credit facilities as of March 31, 2025 and December 31, 2024.

Financing Related to ImmunoGen and Cerevel Therapeutics Acquisitions

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AbbVie used the net proceeds received from the issuance of the notes to finance the acquisition of ImmunoGen, repay its term-loan, repay commercial paper borrowings, pay fees and expenses in respect of the foregoing, finance general corporate purposes and, together with cash on hand, fund AbbVie’s acquisition of Cerevel Therapeutics.

See Note 4 for additional information.

2024 Form 10-Q |

The following table summarizes issued debt in connection with the acquisitions of ImmunoGen and Cerevel Therapeutics:

(in millions)

4.80% Senior Notes due 2027 $ 2,250

4.80% Senior Notes due 2029 2,500

4.95% Senior Notes due 2031 2,000

5.05% Senior Notes due 2034 3,000

5.35% Senior Notes due 2044 750

5.40% Senior Notes due 2054 3,000

5.50% Senior Notes due 2064 1,500

Total debt issued $ 15,000

In December 2023, AbbVie entered into a $ 9.0 billion 364-day bridge credit agreement and $ 5.0 billion 364-day term loan credit agreement.

3 unchanged sentences

In February 2024, concurrent with the ImmunoGen acquisition, the company assumed and repaid an ImmunoGen senior secured term loan at a fair value of $ 99 million.

In connection with the acquisition of Cerevel Therapeutics, the company assumed $ 345 million aggregate principal of 2.5 % convertible senior notes due 2027.

Upon acquisition, the convertible senior notes became callable and note holders could redeem the convertible senior notes for cash at a premium.

As of the acquisition date, the convertible senior notes were recognized as current portion of long-term debt on the condensed consolidated balance sheets at an aggregate fair value of $ 400 million.

Following the acquisition date, the company repaid the convertible senior notes and there were no amounts outstanding as of September 30, 2024.

The company also assumed funding agreements entered into by Cerevel Therapeutics prior to the acquisition.

Food and Drug Administration (FDA).

In addition, upon acquisition the company has the option to satisfy payment obligations early by making a payment equal to the amount of funding provided to Cerevel Therapeutics plus a variable premium.

In all circumstances, total repayments under the funding agreements will not exceed $ 531 million in aggregate.

The funding agreements were accounted for as financing arrangements and the fair value of the related financing liability was $ 246 million as of the acquisition date.

In conjunction with the funding agreements, AbbVie also assumed security agreements entered into by Cerevel Therapeutics prior to the acquisition pursuant to which Cerevel Therapeutics granted the funding investors a security interest in the assets material to the development and commercialization of tavapadon in the United States.

Other Long-Term Debt

In May 2024, the company repaid a € 1.5 billion aggregate principal amount of 1.38 % senior euro notes at maturity.

In June 2024, the company repaid a € 700 million aggregate principal amount of 1.25 % senior euro notes and $ 1.0 billion aggregate principal amount of 3.85 % senior notes at maturity.

Subsequent to September 30, 2024, the company refinanced its $ 2.0 billion floating rate three-year term loan.

As part of the refinancing, the company repaid the existing $ 2.0 billion term loan due May 2025 and borrowed $ 2.0 billion under a new term loan due April 2027.

In January 2023, the company repaid a $ 1.0 billion floating rate three-year term loan that was scheduled to mature in May 2023.

In March 2023, the company repaid a $ 350 million aggregate principal amount of 2.80 % senior notes at maturity.

In May 2023, the company repaid $ 1.0 billion aggregate principal amount of 2.85 % senior notes at maturity.

Short-Term Borrowings

During the nine months ended September 30, 2024, the company issued and redeemed $ 1.7 billion of commercial paper.

There were no commercial paper borrowings outstanding as of September 30, 2024 and December 31, 2023.

The weighted average interest rate on commercial paper borrowings was 5.54 % for the nine months ended September 30, 2024.

2024 Form 10-Q |

In March 2023, AbbVie entered into an amended and restated five-year revolving credit facility.

The amendment increased the unsecured revolving credit facility commitments from $ 4.0 billion to $ 5.0 billion and extended the maturity date of the facility from August 2023 to March 2028.

This amended facility enables the company to borrow funds on an unsecured basis at variable interest rates and contains various covenants.

At September 30, 2024, the company was in compliance with all covenants, and commitment fees under the credit facility were insignificant.

No amounts were outstanding under the company's credit facilities as of September 30, 2024 and December 31, 2023.

Note 9 Post-Employment Benefits

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Three months ended

September 30, Nine months ended

September 30, Three months ended

September 30, Nine months ended

September 30,

March 31, Three months ended

(in millions) 2025 2024 2025 2024

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Expected return on plan assets ( 206 ) ( 197 ) — —

Amortization of prior service cost (credit) — — — 1 ( 9 ) ( 9 ) ( 27 ) ( 27 )

Amortization of prior service credit — — ( 9 ) ( 9 )

Amortization of actuarial loss 6 13 2 4

Net periodic benefit cost (credit) $ ( 20 ) $ 1 $ 14 $ 16

The components of net periodic benefit cost other than service cost are included in other expense (income), net in the condensed consolidated statements of earnings.

The components of net periodic benefit cost other than service cost are included in other expense, net in the condensed consolidated statements of earnings.

2025 Form 10-Q |

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Three months ended

September 30, Nine months ended

September 30,

(in millions) 2025 2024

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After-tax compensation expense $ 340 $ 288

In addition to stock-based compensation expense included in the table above and in connection with the acquisitions of ImmunoGen and Cerevel Therapeutics, AbbVie incurred cash-settled, post-closing expense for ImmunoGen and Cerevel Therapeutics employee incentive awards, which is summarized in the table below:

(in millions) Three months ended September 30, 2024

Nine months ended September 30, 2024

In addition to stock-based compensation expense included in the table above and in connection with the acquisition of ImmunoGen, AbbVie incurred cash-settled, post-closing expense for ImmunoGen employee incentive awards, which is summarized in the table below:

(in millions) Three months ended

March 31, 2024

Cost of products sold $ 31

3 unchanged sentences

Stock Options

During the nine months ended September 30, 2024, primarily in connection with the company's annual grant, AbbVie granted 0.6 million stock options with a weighted-average grant-date fair value of $ 31.53 .

As of September 30, 2024, $ 8 million of unrecognized compensation cost related to stock options is expected to be recognized as expense over approximately the next two years .

During the three months ended March 31, 2025, primarily in connection with the company's annual grant, AbbVie granted 0.6 million stock options with a weighted-average grant-date fair value of $ 38.39 .

As of March 31, 2025, $ 12 million of unrecognized compensation cost related to stock options is expected to be recognized as expense over approximately the next two years .

RSUs and Performance Shares

During the nine months ended September 30, 2024, primarily in connection with the company's annual grant, AbbVie granted 5.5 million RSUs and performance shares with a weighted-average grant-date fair value of $ 176.43 .

During the nine months ended September 30, 2024 and in connection with the ImmunoGen and Cerevel Therapeutics acquisitions, AbbVie issued 0.6 million RSUs to holders of ImmunoGen and Cerevel Therapeutics equity awards based on a conversion factor described in each of the transaction agreements.

See Note 4 for additional information regarding the ImmunoGen and Cerevel Therapeutics acquisitions.

As of September 30, 2024, $ 799 million of unrecognized compensation cost related to RSUs and performance shares is expected to be recognized as expense over approximately the next two years .

During the three months ended March 31, 2025, primarily in connection with the company's annual grant, AbbVie granted 4.7 million RSUs and performance shares with a weighted-average grant-date fair value of $ 193.46 .

As of March 31, 2025, $ 1.1 billion of unrecognized compensation cost related to RSUs and performance shares is expected to be recognized as expense over approximately the next two years .

Cash Dividends

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02/15/24 05/15/24 $ 1.55

2024 Form 10-Q |

Stock Repurchase Program

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Shares repurchased under this program are recorded at acquisition cost, including related expenses, and are available for general corporate purposes.

2025 Form 10-Q |

On February 16, 2023, AbbVie’s board of directors authorized a $ 5.0 billion increase to the existing stock repurchase authorization.

AbbVie repurchased 5 million shares for $ 959 million during the nine months ended September 30, 2024 and 10 million shares for $ 1.6 billion during the nine months ended September 30, 2023.

AbbVie's remaining stock repurchase authorization was approximately $ 3.9 billion as of September 30, 2024.

AbbVie repurchased 3 million shares for $ 606 million during the three months ended March 31, 2025 and 5 million shares for $ 959 million during the three months ended March 31, 2024.

AbbVie's remaining stock repurchase authorization was approximately $ 2.9 billion as of March 31, 2025.

Accumulated Other Comprehensive Loss

The following table summarizes the changes in each component of accumulated other comprehensive loss, net of tax, for the nine months ended September 30, 2024:

The following table summarizes the changes in each component of accumulated other comprehensive loss, net of tax, for the three months ended March 31, 2025:

(in millions) Foreign currency

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Other comprehensive income (loss) before reclassifications 487 ( 256 ) ( 1 ) ( 17 ) 213

Net losses (gains) reclassified from accumulated other comprehensive loss — ( 70 ) 19 ( 46 ) ( 97 )

Net gains reclassified from accumulated other comprehensive loss — ( 27 ) ( 1 ) ( 2 ) ( 30 )

Net current-period other comprehensive income (loss) 487 ( 283 ) ( 2 ) ( 19 ) 183

Balance as of September 30, 2024 $ ( 1,085 ) $ 26 $ ( 1,473 ) $ 198 $ ( 2,334 )

The following table summarizes the changes in each component of accumulated other comprehensive loss, net of tax, for the nine months ended September 30, 2023:

Balance as of March 31, 2025 $ ( 1,627 ) $ 266 $ ( 666 ) $ 285 $ ( 1,742 )

Other comprehensive income for the three months ended March 31, 2025 included foreign currency translation adjustments totaling a gain of $ 487 million principally due to the impact of the strengthening of the Euro on the translation of the company’s Euro-denominated assets and the offsetting impact of net investment hedging activities totaling a loss of $ 283 million.

The following table summarizes the changes in each component of accumulated other comprehensive loss, net of tax, for the three months ended March 31, 2024:

(in millions) Foreign currency

6 unchanged sentences

Other comprehensive income (loss) before reclassifications ( 396 ) 228 3 44 ( 121 )

Net gains reclassified from accumulated other comprehensive loss — ( 67 ) ( 5 ) ( 63 ) ( 135 )

Net losses (gains) reclassified from accumulated other comprehensive loss — ( 21 ) 7 ( 14 ) ( 28 )

Net current-period other comprehensive income (loss) ( 396 ) 207 10 30 ( 149 )

Balance as of September 30, 2023 $ ( 1,792 ) $ 553 $ ( 1,420 ) $ 306 $ ( 2,353 )

Other comprehensive loss for the nine months ended September 30, 2023 included foreign currency translation adjustments totaling a loss of $ 279 million principally due to the impact of the weakening of the Euro on the translation of the company’s Euro-denominated assets and the offsetting impact of net investment hedging activities totaling a gain of $ 89 million.

Balance as of March 31, 2024 $ ( 1,502 ) $ 272 $ ( 1,478 ) $ 254 $ ( 2,454 )

Other comprehensive loss for the three months ended March 31, 2024 included foreign currency translation adjustments totaling a loss of $ 396 million principally due to the impact of the weakening of the Euro on the translation of the company’s Euro-denominated assets and the offsetting impact of net investment hedging activities totaling a gain of $ 207 million.

2025 Form 10-Q |

1 unchanged sentence

Three months ended

September 30, Nine months ended

September 30,

(in millions) (brackets denote gains) 2025 2024

6 unchanged sentences

Amortization of actuarial losses (gains) and other (b)

$ 8 $ ( 2 ) $ 25 $ ( 5 )

Tax benefit — ( 1 )

1 unchanged sentence

Cash flow hedging activities

Gains on foreign currency forward exchange contracts (c)

$ ( 19 ) $ ( 11 ) $ ( 41 ) $ ( 67 )

Gains on treasury rate lock agreements (a)

( 6 ) ( 6 ) ( 18 ) ( 18 )

Gains on cross-currency swap contracts (d)

Losses (gains) on foreign currency forward exchange contracts (c)

Total reclassifications, net of tax $ ( 2 ) $ ( 14 )

2 unchanged sentences

(d) Amounts are included in net foreign exchange loss (gain) (see Note 8).

Note 11 Income Taxes

The effective tax rate was 25 % for the three months and 28 % for the nine months ended September 30, 2024 compared to 9 % for the three months and 20 % for the nine months ended September 30, 2023.

The effective tax rate was 22 % for the three months ended March 31, 2025 and 2024.

The effective tax rate in each period differed from the U.S.

statutory tax rate of 21 % principally due to the impact of foreign operations which reflects the impact of lower income tax rates in locations outside the United States, changes in fair value of contingent consideration and business development activities, including ImmunoGen and Cerevel Therapeutics acquisition-related costs.

The increase in the effective tax rate for the three months ended September 30, 2024 over the prior year was primarily due to changes in fair value of contingent consideration, impact of foreign operations and business development activities.

The increase in the effective tax rate for the nine months ended September 30, 2024 over the prior year was primarily due to the impact of foreign operations and business development activities.

It is reasonably possible that the company’s gross unrecognized tax benefits balance may change within the next 12 months by up to $ 58 million in connection with statute of limitation expirations.

The company has various federal, state and foreign examinations ongoing.

Finalizing examinations with the relevant taxing authorities can include formal administrative and legal proceedings, and as a result, we cannot reasonably estimate the timing of resolution for certain unrecognized tax benefits.

Subsequent to September 30, 2024, the company was notified that the administrative proceeding related to its U.S.

federal income tax examination for certain tax years was substantially completed.

Final resolution of examination of such years may occur in the fourth quarter of 2024.

The company anticipates that final resolution will result in a decrease in the gross amount of unrecognized tax benefits on the condensed consolidated balance sheets and recognition of an income tax benefit in the condensed consolidated statement of earnings, which could be material.

The Company does not anticipate that such resolution will have a significant impact on its cash flows.

2024 Form 10-Q |

Note 12 Legal Proceedings and Contingencies

1 unchanged sentence

Loss contingency provisions are recorded for probable losses at management’s best estimate of a loss, or when a best estimate cannot be made, a minimum loss contingency amount within a probable range is recorded.

The recorded accrual balance for litigation was approximately $ 2.4 billion as of September 30, 2024 and $ 2.0 billion as of December 31, 2023.

The recorded accrual balance for litigation was approximately $ 1.8 billion as of March 31, 2025 and $ 2.5 billion as of December 31, 2024.

For litigation matters discussed below for which a loss is probable or reasonably possible, the company is unable to estimate the possible loss or range of loss, if any, beyond the amounts accrued.

4 unchanged sentences

Lawsuits are pending against AbbVie and others generally alleging that the 2005 patent litigation settlement involving Niaspan entered into between Kos Pharmaceuticals, Inc.

(a company acquired by Abbott in 2006 and presently a subsidiary of AbbVie) and a generic company violated federal and state antitrust laws and state unfair and deceptive trade practices and unjust enrichment laws.

(a company acquired by Abbott in 2006 and presently a subsidiary of AbbVie) and a

2025 Form 10-Q |

generic company violated federal and state antitrust laws and state unfair and deceptive trade practices and unjust enrichment laws.

Plaintiffs generally seek monetary damages and/or injunctive relief and attorneys' fees.

3 unchanged sentences

In October 2016, the Orange County, California District Attorney’s Office filed a lawsuit on behalf of the State of California regarding the Niaspan patent litigation settlement in Orange County Superior Court, asserting a claim under the unfair competition provision of the California Business and Professions Code seeking injunctive relief, restitution, civil penalties and attorneys’ fees.

In August 2019, direct purchasers of AndroGel filed a lawsuit, King Drug Co.

of Florence, Inc., et al.

AbbVie Inc., et al., against AbbVie and others in the United States District Court for the Eastern District of Pennsylvania, alleging that 2006 patent litigation settlements and related agreements by Solvay Pharmaceuticals, Inc.

(a company Abbott acquired in February 2010 and now known as AbbVie Products LLC) with three generic companies violated federal antitrust law, and also alleging that 2011 patent litigation by Abbott with two generic companies regarding AndroGel was sham litigation and the settlements of those litigations violated federal antitrust law.

In September 2024, AbbVie and plaintiffs reached an agreement to resolve this lawsuit.

In November 2022, the State of Oregon filed a lawsuit in the Multnomah County, Oregon Circuit Court making similar allegations regarding the 2011 patent litigation with one of the generic companies.

In November 2022, the State of Oregon filed a lawsuit in the Multnomah County, Oregon Circuit Court, alleging that 2011 patent litigation by Abbott with a generic company regarding AndroGel was sham litigation and the settlement of that litigation violated state antitrust law.

Oregon also brought a claim under the Oregon False Claims Act, which the court dismissed on October 31, 2024.

In March 2025, the court approved the parties’ settlement of this matter.

Government Proceedings

6 unchanged sentences

Of these approximately 430 lawsuits, approximately 25 of them are brought by states, counties, cities, and other municipal entities, approximately 5 of which are in the process of being dismissed pursuant to the previously announced settlement.

Another approximately 45 of the approximately 440 lawsuits are covered by a proposed class settlement between Allergan and a class of acute care hospitals, which is subject to court approval and other contingencies.

Another approximately 45 of the approximately 430 lawsuits are in the process of being dismissed pursuant to class settlement between Allergan and a class of acute care hospitals, which received final court approval in March 2025.

In March 2023, AbbVie Inc.

3 unchanged sentences

The petition disputes the Internal Revenue Service determination concerning a $ 572 million income tax benefit recorded in 2014 related to a payment made to a third party for the termination of a proposed business combination.

2024 Form 10-Q |

Shareholder and Securities Litigation

In October 2018, a federal securities lawsuit, Holwill v.

AbbVie Inc., et al., was filed in the United States District Court for the Northern District of Illinois against AbbVie, its chief executive officer and former chief financial officer, alleging that reasons stated for Humira sales growth in financial filings between 2013 and 2018 were misleading because they omitted alleged misconduct in connection with Humira patient and reimbursement support services and other services and items of value that allegedly induced Humira prescriptions.

AbbVie Inc., et al., was filed in the United States District Court for the Northern District of Illinois against AbbVie, its former chief executive officer and former chief financial officer, alleging that reasons stated for Humira sales growth in financial filings between 2013 and 2018 were misleading because they omitted alleged misconduct in connection with Humira patient and reimbursement support services and other services and items of value that allegedly induced Humira prescriptions.

In September 2021, the court granted plaintiffs' motion to certify a class.

In May and July 2022, two shareholder derivative lawsuits, Treppel Family Trust v.

Gonzalez et al., and Katcher v.

Gonzalez, et al., were filed in the United States District Court for the Northern District of Illinois, alleging that certain AbbVie directors and officers breached fiduciary and other legal duties in making or allowing alleged misstatements regarding the potential effect that safety information about another company’s product would have on the Food and Drug Administration’s approval and labeling for AbbVie’s Rinvoq.

In October 2024, the court granted defendants’ motion to dismiss without prejudice.

Product Liability and General Litigation

9 unchanged sentences

In March 2023, the court granted Allergan’s motion to dismiss, dismissing plaintiff-relator’s federal law claims with prejudice and state law claims without prejudice.

The plaintiff-relator is appealing the court’s motion to dismiss ruling.

In January 2025, the United States Court of Appeals for the Ninth Circuit affirmed that dismissal.

Lawsuits are pending against various Allergan entities in the United States and other countries including Brazil, Canada, South Korea, and the Netherlands, in which plaintiffs generally allege that they developed, or may develop, breast implant-associated anaplastic large cell lymphoma (ALCL) or other injuries from Allergan’s Biocell® textured breast implants, which were voluntarily withdrawn from worldwide markets in 2019.

Approximately 145 ALCL lawsuits and 1,260 other lawsuits are coordinated for pre-trial purposes in the United States District Court for the District of New Jersey under the MDL rules as In re:

Allergan Biocell Textured Breast Implant Product Liability Litigation, MDL No.

Allergan Biocell Textured Breast Implant

2025 Form 10-Q |

Product Liability Litigation, MDL No.

Approximately 75 ALCL lawsuits and 475 other lawsuits are pending in various state courts.

1 unchanged sentence

Plaintiffs generally seek monetary damages, medical monitoring, and attorneys’ fees.

In January 2025, a putative class action lawsuit, Sheet Metal Workers’ Health Plan of Southern California, Arizona, and Nevada v.

AbbVie Inc., was filed in the United States District Court for the Northern District of Illinois on behalf of third-party payors of Humira, alleging that AbbVie’s rebating practices are impairing biosimilar competition with Humira in violation of federal and state antitrust laws.

The plaintiff generally seeks monetary damages, injunctive relief and attorneys' fees.

Intellectual Property Litigation

is seeking to enforce patent rights relating to venetoclax (a drug sold under the trademark Venclexta).

Litigation was filed in the United States District Court for the District of Delaware in July 2020 against Dr.

Reddy’s Laboratories, Ltd.

Reddy’s Laboratories, Inc.

AbbVie alleges defendants’ proposed generic venetoclax products infringe certain patents and seeks declaratory and injunctive relief.

Genentech, Inc., which is in a global collaboration with AbbVie concerning the development and marketing of Venclexta, is the co-plaintiff in this suit.

is seeking to enforce patent rights relating to upadacitinib (a drug sold under the trademark Rinvoq).

Litigation was filed in the United States District Court for the District of Delaware in November 2023 against Hetero USA, Inc., Hetero Labs Limited, Hetero Labs Limited Unit-V, Aurobindo Pharma USA, Inc., Aurobindo Pharma Ltd., Sandoz, Inc.

Sandoz Private Limited, Sandoz GMBH, and Sun Pharmaceutical Industries, Ltd.

AbbVie alleges defendants’ proposed generic upadacitinib products infringe certain patents and seeks declaratory and injunctive relief.

15 unchanged sentences

The determination of a single business segment is consistent with the consolidated financial information regularly reviewed by the CODM for purposes of assessing performance, allocating resources and planning and forecasting future periods.

The CODM regularly reviews net revenues, net earnings and significant segment expenses and uses net earnings as its principal measure of segment profit or loss.

Net earnings and significant segment expenses reviewed by CODM are reported on the condensed consolidated statements of earnings for the periods ended March 31, 2025 and 2024.

The CODM uses net earnings as its principal measure of segment profit or loss to compare past financial performance with current performance and analyze underlying business performance and trends.

The CODM does not use segment assets to make decisions regarding resources;

therefore, the total asset disclosure has not been included.

The following table details AbbVie’s worldwide net revenues:

Three months ended

September 30, Nine months ended

September 30,

(in millions) 2025 2024

Humira United States $ 1,765 $ 3,020 $ 5,896 $ 9,420

International 462 527 1,415 1,680

Total $ 2,227 $ 3,547 $ 7,311 $ 11,100

Skyrizi United States $ 2,919 $ 1,656

4 unchanged sentences

Total $ 1,718 $ 1,093

Imbruvica United States $ 618 $ 678 $ 1,823 $ 1,982

Collaboration revenues 210 230 676 711

Humira United States $ 744 $ 1,771

International 377 499

Total $ 1,121 $ 2,270

Venclexta United States $ 340 $ 281 $ 921 $ 811

Vraylar United States $ 763 $ 692

International 2 2

Total $ 765 $ 694

United States

$ 139 $ — $ 331 $ —

Epkinly Collaboration Revenues $ 31 $ 14 $ 82 $ 14

Botox Therapeutic United States $ 723 $ 611

International 143 137

Total $ 866 $ 748

Botox Cosmetic United States $ 414 $ 388 $ 1,253 $ 1,217

Ubrelvy United States $ 233 $ 197

International 7 6

Total $ 240 $ 203

Juvederm Collection United States $ 105 $ 116 $ 349 $ 363

Qulipta United States $ 172 $ 128

International 21 3

Total $ 193 $ 131

Other Aesthetics United States $ 272 $ 255 $ 828 $ 785

Vyalev United States $ 6 $ —

International 57 9

Total $ 63 $ 9

Botox Therapeutic United States $ 708 $ 626 $ 1,988 $ 1,827

Duodopa United States $ 20 $ 25

International 76 90

Total $ 96 $ 115

Vraylar United States $ 873 $ 750 $ 2,338 $ 1,967

Other Neuroscience United States $ 55 $ 61

International 4 4

2 unchanged sentences

Three months ended

September 30, Nine months ended

September 30,

(in millions) 2025 2024

Duodopa United States $ 24 $ 25 $ 72 $ 74

Imbruvica United States $ 529 $ 610

Collaboration revenues 209 228

Total $ 738 $ 838

Venclexta United States $ 312 $ 281

International 353 333

Total $ 665 $ 614

Ubrelvy United States $ 261 $ 230 $ 685 $ 574

Elahere United States

International

Total $ 179 $ 64

Qulipta United States $ 168 $ 131 $ 442 $ 292

Epkinly Collaboration revenues

International 15 5

Total $ 51 $ 27

Other Neuroscience United States $ 54 $ 55 $ 172 $ 195

Botox Cosmetic United States $ 295 $ 389

International 261 244

Total $ 556 $ 633

Juvederm Collection United States $ 75 $ 106

International 156 191

Total $ 231 $ 297

Other Aesthetics United States $ 270 $ 281

International 45 38

Total $ 315 $ 319

Ozurdex United States $ 30 $ 34

7 unchanged sentences

Total $ 60 $ 59

Restasis United States $ 8 $ 104 $ 70 $ 265

International 13 13 40 43

Total $ 21 $ 117 $ 110 $ 308

Other Eye Care United States $ 117 $ 149

11 unchanged sentences

Total net revenues $ 13,343 $ 12,310

(a) Net revenues include ImmunoGen product revenues after the acquisition closing date of February 12, 2024.

See the following for additional information about certain income and expenses included in net earnings:

intangible assets amortization expense (Note 6), change in fair value of contingent consideration (Note 8), interest income and expense (Note 2), depreciation expense (Note 2), litigation matters (Note 12), income tax expense (Note 11) and restructuring expense (Note 7).

2025 Form 10-Q |

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements