What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-08-04 compared with 2025-05-09 · 193 added, 114 removed, 717 unchanged (30% of the section changed)

3 unchanged sentences

Three months ended

June 30, Six months ended

(in millions, except per share data) 2025 2024 2025 2024

4 unchanged sentences

Acquired IPR&D and milestones 823 937 1,071 1,101

Other operating income ( 24 ) — ( 24 ) —

Total operating costs and expenses 10,529 10,464 20,139 19,976

21 unchanged sentences

Three months ended

June 30, Six months ended

(in millions) 2025 2024 2025 2024

Net earnings $ 941 $ 1,373 $ 2,230 $ 2,745

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

Foreign currency translation adjustments, net of tax expense (benefit) of $ 33 for the three months and $ 50 for the six months ended June 30, 2025 and $( 4 ) for the three months and $( 24 ) for the six months ended June 30, 2024

1,051 ( 157 ) 1,538 ( 553 )

Net investment hedging activities, net of tax expense (benefit) of $( 192 ) for the three months and $( 269 ) for the six months ended June 30, 2025 and $ 23 for the three months and $ 80 for the six months ended June 30, 2024

( 698 ) 84 ( 981 ) 291

Pension and post-employment benefits, net of tax expense (benefit) of $ — for the three months and $ — for the six months ended June 30, 2025 and $ 3 for the three months and $ 4 for the six months ended June 30, 2024

Cash flow hedging activities, net of tax expense (benefit) of $( 16 ) for the three months and $( 20 ) for the six months ended June 30, 2025 and $( 2 ) for the three months and $ 5 for the six months ended June 30, 2024

( 153 ) 6 ( 172 ) 36

Other comprehensive income (loss) 204 ( 59 ) 387 ( 208 )

7 unchanged sentences

Condensed Consolidated Balance Sheets

(in millions, except share data) March 31,

(in millions, except share data) June 30,

2025 December 31,

22 unchanged sentences

Commitments and contingencies

Stockholders' equity

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

Stockholders' equity (deficit)

Common stock, $ 0.01 par value, 4,000,000,000 shares authorized, 1,837,290,114 shares issued as of June 30, 2025 and 1,831,594,494 as of December 31, 2024

Common stock held in treasury, at cost, 70,829,000 shares as of June 30, 2025 and 66,337,508 as of December 31, 2024

( 9,147 ) ( 8,201 )

2 unchanged sentences

Accumulated other comprehensive loss ( 1,538 ) ( 1,925 )

Total stockholders' equity 1,420 3,325

Total stockholders' equity (deficit) ( 183 ) 3,325

Noncontrolling interest 45 39

Total equity 1,462 3,364

Total equity (deficit) ( 138 ) 3,364

Total liabilities and equity $ 137,182 $ 135,161

2 unchanged sentences

and Subsidiaries

Condensed Consolidated Statements of Equity (unaudited)

Condensed Consolidated Statements of Equity (Deficit) (unaudited)

(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

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

Net earnings attributable to AbbVie Inc.

5 unchanged sentences

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

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

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

Net earnings attributable to AbbVie Inc.

— — — — 938 — — 938

Other comprehensive income, net of tax — — — — — 204 — 204

Dividends declared — — — — ( 2,914 ) — — ( 2,914 )

Purchases of treasury stock — — ( 10 ) — — — — ( 10 )

Stock-based compensation plans and other — — — 179 — — — 179

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

Balance at June 30, 2025 1,766 $ 18 $ ( 9,147 ) $ 21,987 $ ( 11,503 ) $ ( 1,538 ) $ 45 $ ( 138 )

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

1 unchanged sentence

— — — — 2,739 — — 2,739

Other comprehensive loss, net of tax — — — — — ( 208 ) — ( 208 )

Dividends declared — — — — ( 5,507 ) — — ( 5,507 )

Purchases of treasury stock ( 7 ) — ( 1,333 ) — — — — ( 1,333 )

Stock-based compensation plans and other 7 — 28 699 — — — 727

Change in noncontrolling interest — — — — — — 6 6

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

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

Net earnings attributable to AbbVie Inc.

— — — — 2,224 — — 2,224

Other comprehensive income, net of tax — — — — — 387 — 387

3 unchanged sentences

Change in noncontrolling interest — — — — — — 6 6

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

Balance at June 30, 2025 1,766 $ 18 $ ( 9,147 ) $ 21,987 $ ( 11,503 ) $ ( 1,538 ) $ 45 $ ( 138 )

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

2 unchanged sentences

Condensed Consolidated Statements of Cash Flows (unaudited)

Three months ended

Six months ended

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

27 unchanged sentences

Cash flows from financing activities

Net change in commercial paper borrowings 1,593 —

Net change in commercial paper borrowings with original maturities of three months or less 1,549 —

Proceeds from issuance of other short-term borrowings 4,007 5,008

41 unchanged sentences

Three months ended

June 30, Six months ended

(in millions) 2025 2024 2025 2024

2 unchanged sentences

Interest expense, net $ 678 $ 506 $ 1,305 $ 959

(in millions) March 31,

(in millions) June 30,

2025 December 31,

5 unchanged sentences

Property and Equipment, Net

(in millions) March 31,

(in millions) June 30,

2025 December 31,

2 unchanged sentences

Property and equipment, net $ 5,283 $ 5,134

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

Depreciation expense was $ 186 million for the three months and $ 367 million for the six months ended June 30, 2025 and $ 184 million for the three months and $ 367 million for the six months ended June 30, 2024.

Note 3 Earnings Per Share

4 unchanged sentences

Three months ended

June 30, Six months ended

(in millions, except per share data) 2025 2024 2025 2024

17 unchanged sentences

The number of common shares excluded was insignificant for all periods presented.

2025 Form 10-Q |

Note 4 Licensing, Acquisitions and Other Arrangements

Proposed Acquisition of Capstan Therapeutics, Inc.

In June 2025, AbbVie entered into a definitive agreement to acquire Capstan Therapeutics, Inc.

(Capstan), including its lead program CPTX2309, a potential first-in-class in vivo targeted lipid nanoparticle (tLNP) anti-CD19 CAR-T therapy candidate, currently in Phase 1, for the treatment of B cell-mediated autoimmune diseases.

Under the terms of the agreement, AbbVie will make an upfront cash payment of approximately $ 2.1 billion to acquire Capstan.

The transaction is expected to close in 2025, subject to regulatory approvals and other customary closing conditions.

2025 Form 10-Q |

Acquisition of Nimble Therapeutics, Inc.

21 unchanged sentences

Other Licensing & Acquisitions Activity

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.

Cash outflows related to other acquisitions and investments totaled $ 1.3 billion for the six months ended June 30, 2025 and $ 1.0 billion for the six months ended June 30, 2024.

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

Three months ended

June 30, Six months ended

(in millions)

2025 2024 2025 2024

Upfront charges $ 705 $ 927 $ 951 $ 1,006

2 unchanged sentences

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.

Ichnos Glenmark Innovation, Inc.

Subsequent to June 30, 2025, AbbVie announced that it entered into a licensing agreement with Ichnos Glenmark Innovation, Inc.

Under the terms of the agreement, AbbVie will make an upfront payment of $ 700 million and receive an exclusive license to develop, manufacture and commercialize ISB-2001, a tri-specific T-cell engager for the treatment of multiple myeloma across North America, Europe, Japan, and Greater China.

AbbVie could make additional payments of up to $ 1.2 billion upon achievement of certain development, regulatory and commercial milestones and pay tiered royalties.

The transaction is expected to close in 2025, subject to regulatory approvals and other customary closing conditions.

ADARx Pharmaceuticals, Inc.

In May 2025, AbbVie entered into a license option agreement with ADARx Pharmaceuticals, Inc.

Under the terms of the agreement, AbbVie received exclusive options to global license rights to develop and commercialize ADARx’s small interfering RNA (siRNA) therapeutics across multiple disease areas, including neuroscience, immunology and oncology.

Under the terms of the agreement, AbbVie made an upfront payment of $ 335 million which was recognized 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 $ 385 million for option fees and option exercise payments, up to $ 7.5 billion upon achievement of certain development, regulatory and commercial milestones and pay tiered royalties.

In April 2025, AbbVie completed its licensing agreement with Gubra A/S.

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

Under the terms of the agreement, AbbVie made an upfront payment of $ 350 million which was recognized 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.

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.

1 unchanged sentence

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

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

The following represent the significant collaboration agreements impacting the periods ended June 30, 2025 and 2024.

Collaboration with Janssen Biotech, Inc.

6 unchanged sentences

Except in certain cases, Janssen is responsible for approximately 60 % of collaboration development costs and AbbVie is responsible for the remaining 40 % of collaboration development costs.

2025 Form 10-Q |

In the United States, both parties have co-exclusive rights to commercialize the products;

10 unchanged sentences

Three months ended

June 30, Six months ended

(in millions) 2025 2024 2025 2024

2 unchanged sentences

Global - AbbVie's share of other costs (included in respective line items) 25 40 50 82

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.

AbbVie’s receivable from Janssen, included in accounts receivable, net, was $ 227 million at June 30, 2025 and $ 237 million at December 31, 2024.

AbbVie’s payable to Janssen, included in accounts payable and accrued liabilities, was $ 247 million at June 30, 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.

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 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.

6 unchanged sentences

Three months ended

June 30, Six months ended

(in millions) 2025 2024 2025 2024

3 unchanged sentences

AbbVie's share of development costs (included in R&D) 15 23 32 42

2025 Form 10-Q |

Note 6 Goodwill and Intangible Assets

4 unchanged sentences

Foreign currency translation adjustments 512

Balance as of March 31, 2025 $ 35,285

Balance as of June 30, 2025 $ 35,638

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

As of June 30, 2025, there were no accumulated goodwill impairment losses.

Intangible Assets, Net

The following table summarizes intangible assets:

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

(in millions) Gross

10 unchanged sentences

Definite-Lived Intangible Assets

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

Amortization expense was $ 1.9 billion for the three months and $ 3.7 billion for the six months ended June 30, 2025 and $ 1.9 billion for the three months and $ 3.8 billion for the six months ended June 30, 2024.

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

2025 Form 10-Q |

Indefinite-Lived Intangible Assets

1 unchanged sentence

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

2025 Form 10-Q |

Note 7 Restructuring Plans

1 unchanged sentence

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

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 three months ended March 31, 2025:

As of June 30, 2025 and 2024, no such plans were individually significant.

Restructuring charges were $ 136 million for the three months and $ 153 million for the six months ended June 30, 2025 and $ 49 million for the three months and $ 64 million for the six months ended June 30, 2024.

These charges are recognized 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 six months ended June 30, 2025:

(in millions)

2 unchanged sentences

Payments and other adjustments ( 41 )

Accrued balance as of March 31, 2025 $ 230

Accrued balance as of June 30, 2025 $ 241

Note 8 Financial Instruments and Fair Value Measures

3 unchanged sentences

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 $ 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.

These contracts, with notional amounts totaling $ 3.8 billion at June 30, 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 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.

Accumulated gains and losses as of June 30, 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.

1 unchanged sentence

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.

These contracts had notional amounts totaling $ 6.3 billion at June 30, 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 € 3.1 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 had an aggregate principal amount of senior Euro notes designated as net investment hedges of € 3.1 billion at June 30, 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 June 30, 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.

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 company is a party to interest rate swap contracts designated as fair value hedges with notional amounts totaling $ 3.5 billion at June 30, 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.

1 unchanged sentence

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

2025 Form 10-Q |

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

1 unchanged sentence

Derivatives in liability position

(in millions) Balance sheet caption March 31,

(in millions) Balance sheet caption June 30,

2025 December 31,

2024 Balance sheet caption March 31,

2024 Balance sheet caption June 30,

2025 December 31,

11 unchanged sentences

Three months ended

June 30, Six months ended

(in millions) 2025 2024 2025 2024

2 unchanged sentences

Designated as net investment hedges ( 570 ) 88 ( 763 ) 222

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 |

Assuming market rates remain constant through contract maturities, the company expects to reclassify pre-tax losses of $ 8 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 $ 283 million for the three months and $ 416 million for the six months ended June 30, 2025 and pre-tax gains of $ 50 million for the three months and $ 207 million for the six months ended June 30, 2024.

The following table summarizes the pre-tax amounts and location of derivative instrument net gains (losses) recognized in the condensed consolidated statements of earnings, including the net gains (losses) reclassified out of AOCI into net earnings.

1 unchanged sentence

Three months ended

June 30, Six months ended

(in millions) Statement of earnings caption 2025 2024 2025 2024

7 unchanged sentences

Interest expense, net 5 6 10 12

2025 Form 10-Q |

Fair Value Measures

3 unchanged sentences

• 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 March 31, 2025:

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 June 30, 2025:

Basis of fair value measurement

39 unchanged sentences

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.

Changes in fair value recognized in other expense, net and in other comprehensive income (loss) for the three and six months ended June 30, 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.

5 unchanged sentences

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

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

Range Weighted average (a)

7 unchanged sentences

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

Three months ended

Six months ended

(in millions) 2025 2024

4 unchanged sentences

Ending balance $ 24,649 $ 21,150

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

(a) Additions during the six months ended June 30, 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 March 31, 2025 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 June 30, 2025 are shown in the table below:

Basis of fair value measurement

21 unchanged sentences

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 $ 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.

The carrying amount of these investments was $ 166 million as of June 30, 2025 and $ 169 million as of December 31, 2024.

No significant cumulative upward or downward adjustments have been recorded for these investments as of June 30, 2025.

Concentrations of Risk

Of total net accounts receivable, three U.S.

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.

wholesalers accounted for 80 % as of June 30, 2025 and 81 % as of 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

11 unchanged sentences

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.

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

In May 2025, the company repaid $ 3.8 billion aggregate principal amount of 3.60 % senior notes at maturity.

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.

2025 Form 10-Q |

Short-Term Borrowings

Short-term borrowings included commercial paper borrowings of $ 3.6 billion as of June 30, 2025, of which $ 2.0 billion had original maturities greater than three months.

There were no commercial paper amounts outstanding as of December 31, 2024.

The weighted-average interest rate on commercial paper borrowings was 4.64 % for the six months ended June 30, 2025 and 5.54 % for the six months ended June 30, 2024.

In April 2025, AbbVie entered into a $ 4.0 billion 364-day term loan credit agreement.

In May 2025, AbbVie borrowed $ 2.0 billion under this term loan credit agreement which was outstanding and included in short-term borrowings on the condensed consolidated balance sheet as of June 30, 2025.

Borrowings under the term loan bear interest at adjusted Secured Overnight Financing Rate Reference Rate (SOFR) + 0.7 %.

The term loan may be prepaid without penalty upon prior notice and contains covenants, all of which the company was in compliance with as of June 30, 2025.

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.

At June 30, 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 June 30, 2025 and December 31, 2024.

Financing Related to ImmunoGen and Cerevel Therapeutics Acquisitions

7 unchanged sentences

In February 2024, AbbVie borrowed and repaid $ 5.0 billion under the term loan credit agreement.

Interest charged on this borrowing was based on Secured Overnight Financing Rate Reference Rate (SOFR) + 0.975 % with an effective interest rate of 6.29 %.

Interest charged on this borrowing was based on SOFR + 0.975 % with an effective interest rate of 6.29 %.

Subsequent to the $ 15.0 billion issuance of senior notes, AbbVie terminated both the bridge and term loan credit agreements in the first quarter of 2024.

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.

2025 Form 10-Q |

Note 9 Post-Employment Benefits

3 unchanged sentences

Three months ended

March 31, Three months ended

June 30, Six months ended

June 30, Three months ended

June 30, Six months ended

(in millions) 2025 2024 2025 2024 2025 2024 2025 2024

6 unchanged sentences

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 |

Note 10 Equity

2 unchanged sentences

Three months ended

June 30, Six months ended

(in millions) 2025 2024 2025 2024

6 unchanged sentences

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

(in millions) Six months ended

June 30, 2024

Cost of products sold $ 31

3 unchanged sentences

Stock Options

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 .

During the six months ended June 30, 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 June 30, 2025, $ 10 million of unrecognized compensation cost related to stock options is expected to be recognized as expense over approximately the next two years .

2025 Form 10-Q |

RSUs and Performance Shares

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 .

During the six months ended June 30, 2025, primarily in connection with the company's annual grant, AbbVie granted 4.8 million RSUs and performance shares with a weighted-average grant-date fair value of $ 193.81 .

As of June 30, 2025, $ 905 million 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

11 unchanged sentences

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 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.

AbbVie repurchased 3 million shares for $ 606 million during the six months ended June 30, 2025 and 5 million shares for $ 959 million during the six months ended June 30, 2024.

AbbVie's remaining stock repurchase authorization was approximately $ 2.9 billion as of June 30, 2025.

Accumulated Other Comprehensive Loss

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:

The following table summarizes the changes in each component of accumulated other comprehensive loss, net of tax, for the six months ended June 30, 2025:

(in millions) Foreign currency

6 unchanged sentences

Other comprehensive income (loss) before reclassifications 1,538 ( 925 ) 1 ( 142 ) 472

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

Net losses (gains) reclassified from accumulated other comprehensive loss — ( 56 ) 1 ( 30 ) ( 85 )

Net current-period other comprehensive income (loss) 1,538 ( 981 ) 2 ( 172 ) 387

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:

Balance as of June 30, 2025 $ ( 576 ) $ ( 432 ) $ ( 662 ) $ 132 $ ( 1,538 )

Other comprehensive income for the six months ended June 30, 2025 included foreign currency translation adjustments totaling a gain of $ 1.5 billion 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 $ 981 million.

2025 Form 10-Q |

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

(in millions) Foreign currency

8 unchanged sentences

Net current-period other comprehensive income (loss) ( 553 ) 291 18 36 ( 208 )

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 |

Balance as of June 30, 2024 $ ( 1,659 ) $ 356 $ ( 1,470 ) $ 260 $ ( 2,513 )

Other comprehensive loss for the six months ended June 30, 2024 included foreign currency translation adjustments totaling a loss of $ 553 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 $ 291 million.

The following table presents the impact on AbbVie’s condensed consolidated statements of earnings for significant amounts reclassified out of each component of accumulated other comprehensive loss:

Three months ended

June 30, Six months ended

(in millions) (brackets denote gains) 2025 2024 2025 2024

5 unchanged sentences

Pension and post-employment benefits

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

Amortization of actuarial losses and other (b)

$ 3 $ 9 $ 2 $ 17

Tax benefit ( 1 ) ( 3 ) ( 1 ) ( 4 )

1 unchanged sentence

Cash flow hedging activities

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

Gains on foreign currency forward exchange contracts (c)

$ ( 29 ) $ ( 10 ) $ ( 28 ) $ ( 22 )

( 5 ) ( 6 ) ( 10 ) ( 12 )

Total reclassifications, net of tax $ ( 28 ) $ ( 12 ) $ ( 30 ) $ ( 26 )

2 unchanged sentences

2025 Form 10-Q |

Note 11 Income Taxes

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

The effective tax rate was 39 % for the three months and 31 % for the six months ended June 30, 2025 compared to 36 % for the three months and 30 % for the six months ended June 30, 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.

The increase in the effective tax rate for the three months and six months ended June 30, 2025 over the prior year was primarily due to changes in fair value of contingent consideration offset by changes in jurisdictional mix of earnings and business development activities.

Subsequent to June 30, 2025, on July 4, 2025, the United States government signed into law the One Big Beautiful Bill Act of 2025 (2025 Act).

Included within the 2025 Act are certain new tax provisions, limitations and modifications to existing tax provisions that were previously enacted under the Tax Cuts and Jobs Act of 2017, including rules related to the taxation of income earned outside of the United States and the tax treatment of domestic performed research and development costs.

In addition, the legislation contains various effective dates and transition elections.

AbbVie is currently evaluating the impact of the 2025 Act on its consolidated financial statements.

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 $ 1.8 billion as of March 31, 2025 and $ 2.5 billion as of December 31, 2024.

The recorded accrual balance for litigation was approximately $ 1.8 billion as of June 30, 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

2025 Form 10-Q |

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 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 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 380 lawsuits, approximately 20 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 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.

2025 Form 10-Q |

In March 2023, AbbVie Inc.

2 unchanged sentences

Commissioner of Internal Revenue.

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.

The petition disputed 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.

In June 2025, the United States Tax Court granted AbbVie’s motion for summary judgment and denied the Commissioner of Internal Revenue’s cross-motion for summary judgment.

The United States Tax Court ordered and decided that there is no deficiency in income tax due from AbbVie for the tax year 2014.

Shareholder and Securities Litigation

In May 2024, a putative class action lawsuit, Reese v.

AbbVie Inc., was filed in Delaware Chancery Court challenging the lawfulness of Section 2.13(D)(iv) in the Second Amended and Restated By-laws of AbbVie Inc.

As noted in its Form 8-K filed on September 6, 2024, AbbVie believed this provision was lawful but no longer had any practical value.

Accordingly, AbbVie did not believe defending this provision was the best use of Company resources.

AbbVie therefore amended its by-laws to, among other things, delete section 2.13(D)(iv).

As a result of this amendment, plaintiff agreed that his claims were moot.

In September 2024, the court granted an Order Voluntarily Dismissing the Action as Moot and Retaining Jurisdiction to Determine Plaintiff's Counsel’s Application for an Award of Attorneys’ Fees and Reimbursement of Expenses.

To avoid the time and expense of continued litigation and without any admissions, the parties agreed to resolve plaintiff’s counsel fee application with a payment of $ 175 thousand to plaintiff’s counsel.

In July 2025, the court entered a stipulation and order providing that the case will be closed.

In entering that order, the court was not asked to review, and did not pass judgment on, the payment of the attorneys’ fees and expenses or their reasonableness.

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

1 unchanged sentence

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

In July 2025, the court granted AbbVie and the individual defendants’ motion for summary judgement.

Product Liability and General Litigation

2 unchanged sentences

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

In 2018, a qui tam lawsuit, U.S.

Silbersher v.

Allergan Inc., et al., was filed in the United States District Court for the Northern District of California against several Allergan entities and others, alleging that their conduct before the U.S.

Patent Office resulted in false claims for payment being made to federal and state healthcare payors for Namenda XR and Namzaric.

The plaintiff-relator sought damages and attorneys' fees under the federal False Claims Act and state law analogues.

The federal government and state governments declined to intervene in the lawsuit.

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.

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.

Lawsuits are pending against various Allergan entities in the United States and other countries including Australia, 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 1,290 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

2025 Form 10-Q |

Product Liability Litigation, MDL No.

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

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

6 unchanged sentences

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.

and Aurobindo Pharma Ltd.

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

4 unchanged sentences

MSN Pharmaceuticals Inc., MSN Laboratories Private Limited, and MSN Life Sciences Private Limited;

and Hetero USA Inc., Hetero Labs Limited Unit-III, and Hetero Labs Limited.

and Hetero USA Inc., Hetero Labs

2025 Form 10-Q |

Limited Unit-III, and Hetero Labs Limited.

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

9 unchanged sentences

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.

Net earnings and significant segment expenses reviewed by CODM are reported on the condensed consolidated statements of earnings for the periods ended June 30, 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.

3 unchanged sentences

Three months ended

June 30, Six months ended

(in millions) 2025 2024 2025 2024

31 unchanged sentences

Three months ended

June 30, Six months ended

(in millions) 2025 2024 2025 2024

6 unchanged sentences

Elahere United States

$ 138 $ 128 $ 303 $ 192

International

1 unchanged sentence

Epkinly Collaboration revenues

$ 49 $ 29 $ 85 $ 51

International 21 7 36 12

Total $ 70 $ 36 $ 121 $ 63

Other Oncology United States $ 2 $ — $ 2 $ —

Botox Cosmetic United States $ 410 $ 450 $ 705 $ 839

33 unchanged sentences

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