4 unchanged sentences
Consolidated Balance Sheets
−Removed: Consolidated Statements of Equity
+Added: Consolidated Statements of Equity (Deficit)
Consolidated Statements of Cash Flows
7 unchanged sentences
Restructuring Plans
−Removed: Deb t, Credit Facilities and Commitments and Contingencies
+Added: Debt, Credit Facilities and Commitments and Contingencies
Financial Instruments and Fair Value Measures
13 unchanged sentences
Acquired IPR&D and milestones 5,016 2,757 778
−Removed: Other operating expense (income), net ( 7 ) ( 179 ) 56
+Added: Other operating income ( 241 ) ( 7 ) ( 179 )
Total operating costs and expenses 46,085 47,197 41,561
29 unchanged sentences
Cash flow hedging activities, net of tax expense (benefit) of $( 18 ) in 2025, $ 16 in 2024 and $( 19 ) in 2023
+Added: ( 150 ) 80 ( 84 )
Other comprehensive income (loss) $ 781 $ 380 $ ( 106 )
23 unchanged sentences
Current liabilities
+Added: Short-term borrowings $ 2,499 $ —
Current portion of long-term debt and finance lease obligations 6,056 6,804
5 unchanged sentences
Commitments and contingencies
−Removed: Stockholders' equity
+Added: Stockholders' equity (deficit)
Common stock, $ 0.01 par value, 4,000,000,000 shares authorized, 1,838,678,628 shares issued as of December 31, 2025 and 1,831,594,494 as of December 31, 2024
4 unchanged sentences
Accumulated other comprehensive loss ( 1,144 ) ( 1,925 )
−Removed: Total stockholders' equity 3,325 10,360
+Added: Total stockholders' equity (deficit) ( 3,270 ) 3,325
Noncontrolling interest 42 39
−Removed: Total equity 3,364 10,397
+Added: Total equity (deficit) ( 3,228 ) 3,364
Total liabilities and equity $ 133,960 $ 135,161
2 unchanged sentences
and Subsidiaries
−Removed: Consolidated Statements of Equity
−Removed: years ended December 31 (in millions) Common shares outstanding Common stock Treasury stock Additional paid-in capital Retained earnings (accumulated deficit)
−Removed: Accumulated other comprehensive loss Noncontrolling interest Total
+Added: Consolidated Statements of Equity (Deficit)
+Added: years ended December 31 (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 December 31, 2022 1,769 $ 18 $ ( 4,594 ) $ 19,245 $ 4,784 $ ( 2,199 ) $ 33 $ 17,287
1 unchanged sentence
— — — — 4,863 — — 4,863
−Removed: Other comprehensive income, net of tax — — — — — 700 — 700
+Added: Other comprehensive loss, net of tax — — — — — ( 106 ) — ( 106 )
Dividends declared — — — — ( 10,647 ) — — ( 10,647 )
5 unchanged sentences
— — — — 4,278 — — 4,278
−Removed: Other comprehensive loss, net of tax — — — — — ( 106 ) — ( 106 )
+Added: Other comprehensive income, net of tax — — — — — 380 — 380
Dividends declared — — — — ( 11,178 ) — — ( 11,178 )
26 unchanged sentences
Acquired IPR&D and milestones 5,016 2,757 778
−Removed: Gain on divestitures — — ( 172 )
Non-cash litigation reserve adjustments, net of cash payments ( 933 ) 508 ( 443 )
10 unchanged sentences
Acquisition of businesses, net of cash acquired ( 204 ) ( 17,493 ) —
−Removed: Other acquisitions and investments ( 3,024 ) ( 1,223 ) ( 539 )
+Added: Other acquisitions and investments, net of cash acquired ( 5,237 ) ( 3,024 ) ( 1,223 )
Acquisitions of property and equipment ( 1,214 ) ( 974 ) ( 777 )
4 unchanged sentences
Cash flows from financing activities
+Added: Net change in commercial paper borrowings with original maturities of three months or less 499 — —
Proceeds from issuance of other short-term borrowings 4,798 5,008 —
15 unchanged sentences
Interest paid, net of portion capitalized $ 3,002 $ 2,811 $ 2,469
−Removed: Income taxes paid 4,064 4,702 2,988
The accompanying notes are an integral part of these consolidated financial statements.
11 unchanged sentences
On January 1, 2013, AbbVie became an independent, publicly-traded company as a result of the distribution by Abbott Laboratories (Abbott) of 100 % of the outstanding common stock of AbbVie to Abbott's shareholders.
−Removed: AbbVie completed its previously announced acquisitions of ImmunoGen, Inc.
−Removed: (ImmunoGen) on February 12, 2024 and Cerevel Therapeutics Holdings, Inc.
−Removed: (Cerevel Therapeutics) on August 1, 2024.
−Removed: See Note 5 and Note 10 for additional information regarding these acquisitions .
Note 2 Summary of Significant Accounting Policies
3 unchanged sentences
Actual results could differ from those amounts.
−Removed: Significant estimates include amounts for rebates, pension and other post-employment benefits, income taxes, litigation, valuation of goodwill and intangible assets and contingent consideration liabilities.
+Added: Significant estimates include amounts for rebates, pension and other post-employment benefits, income taxes, litigation, valuation of goodwill, intangible assets and contingent consideration liabilities.
Basis of Consolidation
14 unchanged sentences
Provisions for variable consideration are based on current pricing, executed contracts, government pricing legislation and historical data and are provided for in the period the related revenues are recorded.
−Removed: Rebate amounts are typically based upon the volume of purchases using contractual or statutory prices, which may vary by
−Removed: 2024 Form 10-K |
−Removed: product and by payer.
+Added: Rebate amounts are typically based upon the volume of purchases using contractual or statutory prices, which may vary by product and by payer.
For each type of rebate, factors used in the calculation of the accrual include the identification of the products subject to the rebate, the applicable price terms and the estimated lag time between sale and payment of the rebate, which can be significant.
+Added: | 2025 Form 10-K
In addition to revenue from contracts with customers, the company also recognizes certain collaboration revenues.
See Note 6 for additional information related to the collaborations with Janssen Biotech, Inc.
−Removed: and Genentech, Inc.
+Added: and its affiliates (Janssen) and Genentech, Inc.
Additionally, see Note 16 for disaggregation of revenue by product and geography.
Research and Development Expenses
−Removed: Internal R&D costs are expensed as incurred.
+Added: Internal research and development (R&D) costs are expensed as incurred.
Clinical trial costs incurred by third parties are expensed as the contracted work is performed.
13 unchanged sentences
In a business combination, the fair value of IPR&D projects acquired is capitalized and accounted for as indefinite-lived intangible assets until the underlying project receives regulatory approval, at which point the intangible asset will be accounted for as a definite-lived intangible asset, or discontinuation, at which point the intangible asset will be written off.
−Removed: R&D costs incurred by the company after the acquisition are expensed to R&D as incurred.
+Added: R&D costs incurred by the company after the acquisition are expensed to R&D in the consolidated statements of earnings when incurred.
Collaborations and Other Arrangements
2 unchanged sentences
AbbVie generally receives certain licensing rights under these arrangements.
−Removed: These collaborations often require upfront payments and may include additional milestone, research and development cost sharing, royalty or profit share payments, contingent upon the occurrence of certain future events linked to the success of the asset in development and commercialization.
+Added: These collaborations often require upfront payments and may include additional milestone, R&D cost sharing, royalty or profit share payments, contingent upon the occurrence of certain future events linked to the success of the asset in development and commercialization.
Upfront payments associated with collaborative arrangements and subsequent payments made to the partner for the achievement of development milestones prior to regulatory approval are expensed to acquired IPR&D and milestones expense in the consolidated statements of earnings.
3 unchanged sentences
Advertising expenses were $ 2.1 billion in 2025, $ 2.1 billion in 2024 and $ 2.2 billion in 2023.
−Removed: | 2024 Form 10-K
Pension and Other Post-Employment Benefits
1 unchanged sentence
AbbVie reviews its actuarial assumptions on an annual basis and makes modifications to the assumptions based on current rates and trends.
−Removed: Actuarial gains and losses are deferred in accumulated other comprehensive income (loss) (AOCI), net of tax and are amortized over the remaining service attribution periods of the employees under the corridor method.
+Added: Actuarial gains and losses are deferred in
+Added: 2025 Form 10-K |
+Added: accumulated other comprehensive income (loss) (AOCI), net of tax and are amortized over the remaining service attribution periods of the employees under the corridor method.
Differences between the expected long-term return on plan assets and the actual annual return are generally amortized to net periodic benefit cost over a five-year period.
18 unchanged sentences
The allowance for credit losses reflects the best estimate of future losses over the contractual life of outstanding accounts receivable and is determined on the basis of historical experience, specific allowances for known troubled accounts, other currently available information including customer financial condition and both current and forecasted economic conditions.
−Removed: 2024 Form 10-K |
Inventories are valued at the lower of cost (first-in, first-out basis) or market.
6 unchanged sentences
Inventories $ 4,951 $ 4,181
+Added: | 2025 Form 10-K
Property and Equipment, Net
7 unchanged sentences
Property and equipment, net $ 5,628 $ 5,134
−Removed: Depreciation for property and equipment is recorded on a straight-line basis over the estimated useful lives of the assets.
−Removed: The estimated useful life for buildings ranges from 10 to 50 years.
−Removed: Buildings include leasehold improvements which are amortized over the lesser of the remainder of the lease term or the useful life of the leasehold improvement.
−Removed: The estimated useful life for equipment ranges from 2 to 25 years.
−Removed: Equipment includes certain computer software and software development costs incurred in connection with developing or obtaining software for internal use and is amortized over 3 to 10 years.
+Added: Depreciation for property and equipment is recorded on a straight-line basis over the estimated useful lives of the assets ( 10 to 50 years for buildings and 2 to 25 years for equipment).
Depreciation expense was $ 762 million in 2025, $ 764 million in 2024 and $ 752 million in 2023.
20 unchanged sentences
AbbVie first compares the projected undiscounted cash flows to be generated by the asset to its carrying value.
−Removed: If the undiscounted cash
−Removed: | 2024 Form 10-K
−Removed: flows of an intangible asset are less than the carrying value, the intangible asset is written down to its fair value.
+Added: If the undiscounted cash flows of an intangible asset are less than the carrying value, the intangible asset is written down to its fair value.
Where cash flows cannot be identified for an individual asset, the review is applied at the lowest level for which cash flows are largely independent of the cash flows of other assets and liabilities.
5 unchanged sentences
AbbVie tests indefinite-lived intangible assets for impairment by first assessing qualitative factors to determine whether it is more likely than not that the fair value is less than its carrying amount.
−Removed: If the company concludes it is more likely than not that the fair value is less than its carrying amount, a quantitative impairment test is performed.
+Added: If the company concludes it is more likely than not that the fair
+Added: 2025 Form 10-K |
+Added: value is less than its carrying amount, a quantitative impairment test is performed.
For its quantitative impairment tests, the company uses an estimated future cash flow approach that requires significant judgment with respect to future volume, revenue and expense growth rates, changes in working capital use, the selection of an appropriate discount rate, asset groupings and other assumptions and estimates.
22 unchanged sentences
Cash flows related to net investment hedges are classified in the investing section of the consolidated statements of cash flows.
−Removed: 2024 Form 10-K |
Recent Accounting Pronouncements
5 unchanged sentences
AbbVie is currently assessing the impact of adopting this guidance on its consolidated financial statements.
+Added: Recently Adopted Accounting Pronouncements
In December 2023, the FASB issued ASU No.
2023-09, Income Taxes (Topic 740) .
−Removed: 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.
−Removed: The standard is effective for AbbVie starting in annual periods in 2025.
−Removed: AbbVie is currently assessing the impact of adopting this guidance on its consolidated financial statements.
−Removed: Recently Adopted Accounting Pronouncements
−Removed: In November 2023, the FASB issued ASU No.
−Removed: 2023-07 Segment Reporting - Improving Reportable Segment Disclosures (Topic 280) .
−Removed: 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.
−Removed: The ASU also requires all annual disclosures currently required by Topic 280 to be included in interim periods.
−Removed: AbbVie adopted the standard in the fourth quarter of 2024.
+Added: The standard requires disaggregation of the effective tax rate reconciliation into standard categories, enhances disclosure of income taxes paid, and modifies other income tax-related disclosures.
+Added: AbbVie adopted the standard in the fourth quarter of 2025 on a prospective basis.
The adoption did not have a material impact on its consolidated financial statements.
10 unchanged sentences
Sales rebates $ 14,572 $ 14,304
−Removed: Dividends payable 2,936 2,783
Accounts payable 3,592 2,945
Current portion of contingent consideration liabilities 3,455 2,589
+Added: Dividends payable 3,099 2,936
Salaries, wages and commissions 2,219 1,986
6 unchanged sentences
Liabilities for unrecognized tax benefits 5,573 5,049
−Removed: Income taxes payable 1,261 2,182
Pension and other post-employment benefits 1,410 1,234
+Added: Income taxes payable 364 1,261
Other 3,303 3,508
27 unchanged sentences
Note 5 Licensing, Acquisitions and Other Arrangements
+Added: Acquisition of Nimble Therapeutics, Inc.
+Added: On January 23, 2025, AbbVie completed its acquisition of Nimble Therapeutics, Inc.
+Added: 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 in development for the treatment of psoriasis.
+Added: 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.
+Added: The transaction was accounted for as a business combination using the acquisition method of accounting.
+Added: 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.
+Added: As of the acquisition date, AbbVie acquired $ 118 million of intangible assets and the acquisition resulted in the recognition of $ 170 million of goodwill.
+Added: 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.
+Added: The goodwill is not deductible for tax purposes.
+Added: Other assets acquired and liabilities assumed were insignificant.
Acquisition of Cerevel Therapeutics Holdings, Inc.
−Removed: On August 1, 2024, AbbVie completed its previously announced acquisition of Cerevel Therapeutics.
+Added: On August 1, 2024, AbbVie completed its acquisition of Cerevel Therapeutics Holdings, Inc.
+Added: (Cerevel Therapeutics).
Cerevel Therapeutics is a clinical-stage biotechnology company focused on the discovery and development of differentiated therapies for neuroscience diseases.
−Removed: 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.
−Removed: Under the terms of the agreement, AbbVie acquired all outstanding shares of Cerevel Therapeutics for $ 45.00 per share in cash.
+Added: 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.
+Added: Under the terms of the agreement, AbbVie acquired all outstanding shares of Cerevel Therapeutics for $ 45.00 per
+Added: | 2025 Form 10-K
+Added: share in cash.
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).
−Removed: The acquisition of Cerevel Therapeutics has been accounted for as a business combination using the acquisition method of accounting.
+Added: The acquisition of Cerevel Therapeutics was 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.
−Removed: The valuation of assets acquired and liabilities assumed has not yet been finalized as of December 31, 2024.
−Removed: As a result, AbbVie recorded preliminary estimates for the fair value of assets acquired and liabilities assumed as of the acquisition date.
−Removed: 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.
−Removed: The completion of the valuation will occur no later than one year from the acquisition date.
−Removed: | 2024 Form 10-K
−Removed: The following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the acquisition date:
+Added: The valuation of assets acquired and liabilities assumed was finalized during the three months ended March 31, 2025.
+Added: The following table summarizes the final fair value of assets acquired and liabilities assumed as of the acquisition date:
(in millions)
29 unchanged sentences
See Note 10 and Note 11 for additional information.
+Added: 2025 Form 10-K |
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.
2 unchanged sentences
The goodwill is not deductible for tax purposes.
−Removed: 2024 Form 10-K |
AbbVie also assumed a licensing agreement entered into by Cerevel Therapeutics with Pfizer Inc.
9 unchanged sentences
Stock compensation expense related to RSUs issued at the acquisition date was not significant.
−Removed: Acquisition-related expenses, which were comprised primarily of regulatory, financial advisory and legal fees, totaled $ 44 million for the year ended December 31, 2024 and were included in selling, general and administrative (SG&A) expense in the consolidated statements of earnings.
+Added: Acquisition-related expenses, which were comprised primarily of regulatory, financial advisory and legal fees, totaled $ 44 million for the year ended December 31, 2024 and were included in SG&A expense in the consolidated statements of earnings.
Acquisition of ImmunoGen, Inc.
−Removed: On February 12, 2024, AbbVie completed its previously announced acquisition of ImmunoGen.
+Added: 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.
−Removed: The combination accelerates AbbVie’s entry into the solid tumor space and strengthens its oncology pipeline.
+Added: The combination accelerated AbbVie’s entry into the solid tumor space and strengthened its oncology pipeline.
Under the terms of the agreement, AbbVie acquired all outstanding shares of ImmunoGen for $ 31.26 per share in cash.
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).
−Removed: The acquisition of ImmunoGen has been accounted for as a business combination using the acquisition method of accounting.
+Added: The acquisition of ImmunoGen was 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 was finalized during the three months ended December 31, 2024.
+Added: | 2025 Form 10-K
The following table summarizes the final fair value of assets acquired and liabilities assumed as of the acquisition date:
19 unchanged sentences
The fair value step-up adjustment to inventories of $ 179 million was amortized to cost of products sold when the inventory was sold to customers during the year ended December 31, 2024.
−Removed: | 2024 Form 10-K
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.
13 unchanged sentences
Stock compensation expense related to RSUs issued at the acquisition date was not significant.
+Added: 2025 Form 10-K |
Acquisition-related expenses, which were comprised primarily of regulatory, financial advisory and legal fees, totaled $ 59 million for the year ended December 31, 2024 and were included in SG&A expense in the consolidated statements of earnings.
11 unchanged sentences
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.
−Removed: 2024 Form 10-K |
−Removed: Acquisition of DJS Antibodies Ltd
−Removed: In October 2022, AbbVie entered into an agreement to acquire DJS Antibodies Ltd (DJS) including its lead program DJS-002 and proprietary HEPTAD platform.
−Removed: DJS-002 is an LPAR1 antagonist antibody currently in preclinical studies for the treatment of Idiopathic Pulmonary Fibrosis and other fibrotic diseases.
−Removed: HEPTAD platform is a potential novel approach to antibody discovery with specific capabilities targeting transmembrane protein targets.
−Removed: The aggregate purchase price of $ 287 million was comprised of a $ 255 million upfront cash payment and $ 32 million for the acquisition date fair value of contingent consideration liabilities, for which AbbVie may owe up to $ 95 million in future payments upon achievement of certain development milestones.
−Removed: The transaction was accounted for as a business combination using the acquisition method of accounting.
−Removed: As of the acquisition date, AbbVie acquired $ 233 million of intangible assets for in-process research and development, $ 22 million of intangible assets for developed product rights and $ 60 million of deferred tax liabilities.
−Removed: Other assets and liabilities assumed were insignificant.
−Removed: The acquisition resulted in the recognition of $ 92 million of goodwill which is not deductible for tax purposes.
Other Licensing & Acquisitions Activity
−Removed: Cash outflows related to other acquisitions and investments totaled $ 3.0 billion in 2024, $ 1.2 billion in 2023 and $ 539 million in 2022.
−Removed: AbbVie recorded acquired IPR&D and milestones expense of $ 2.8 billion in 2024, $ 778 million in 2023 and $ 697 million in 2022.
−Removed: Significant arrangements impacting 2024, 2023 and 2022, some of which require contingent milestone payments, are summarized below.
−Removed: Nimble Therapeutics, Inc.
−Removed: Subsequent to December 31, 2024, AbbVie completed its previously announced acquisition of Nimble Therapeutics, Inc.
−Removed: 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.
−Removed: Under the terms of the agreement, AbbVie made an upfront cash payment of approximately $ 200 million at closing to acquire all outstanding equity of Nimble.
−Removed: AbbVie could make additional future payments of up to $ 130 million upon the achievement of certain development milestones.
−Removed: The accounting impact of this acquisition will be included in the consolidated financial statements beginning in the first quarter of 2025.
+Added: Cash outflows related to other acquisitions and investments, net of cash acquired totaled $ 5.2 billion in 2025, $ 3.0 billion in 2024 and $ 1.2 billion in 2023.
+Added: The following table summarizes acquired IPR&D and milestone expense:
+Added: years ended December 31 (in millions) 2025 2024 2023
+Added: Upfront charges $ 4,808 $ 2,627 $ 582
+Added: Development milestones 208 130 196
+Added: Acquired IPR&D and milestones $ 5,016 $ 2,757 $ 778
+Added: RemeGen Co., Ltd.
+Added: Subsequent to December 31, 2025, AbbVie announced that it entered into a license agreement with RemeGen Co., Ltd.
+Added: Under the terms of the agreement, AbbVie will make an upfront payment of $ 650 million and receive an exclusive global license excluding China to develop, manufacture and commercialize RC148, a novel investigational Programmed Cell Death-1 (PD-1)/Vascular Endothelial Growth Factor (VEGF)-targeted bispecific antibody in development for the treatment of multiple advanced solid tumors.
+Added: AbbVie could make additional payments of up to $ 5.0 billion upon achievement of certain development, regulatory and commercial milestones and pay tiered royalties.
+Added: The transaction is expected to close in 2026, subject to regulatory approvals and other customary closing conditions.
+Added: Gilgamesh Pharmaceuticals, Inc.
+Added: In October 2025, AbbVie completed its previously announced acquisition of Gilgamesh Pharmaceuticals, Inc.
+Added: (Gilgamesh), including its lead program bretisilocin (GM-2505).
+Added: GM-2505, renamed ABBV-2505, is a short-acting serotonin (5-HT)2A receptor agonist and 5-HT releaser in development for the treatment of major depressive disorder.
+Added: As part of the transaction, Gilgamesh spun off a new independent entity that will operate under the name Gilgamesh Pharma Inc.
+Added: to retain its employees and other programs, including an existing option-to-license agreement with AbbVie which remains in effect.
+Added: Under the terms of the agreement, AbbVie made an upfront cash payment of $ 906 million to acquire all outstanding equity of Gilgamesh and the transaction was accounted for as an asset acquisition as the lead program represented substantially all of the fair value of the gross assets acquired.
+Added: The upfront cash payment was recorded in acquired IPR&D and milestones expense in the consolidated statement of earnings in the fourth quarter of 2025.
+Added: AbbVie could make additional payments of up to $ 300 million upon achievement of development milestones.
+Added: | 2025 Form 10-K
+Added: Ichnos Glenmark Innovation, Inc.
+Added: In September 2025, AbbVie entered into a license agreement with Ichnos Glenmark Innovation, Inc.
+Added: Under the terms of the agreement, AbbVie received an exclusive license to develop, manufacture and commercialize ISB-2001 (ABBV-2001), a tri-specific T-cell engager in development for the treatment of multiple myeloma across North America, Europe, Japan and Greater China.
+Added: The upfront payment of $ 700 million was recorded in acquired IPR&D and milestones expense in the consolidated statement of earnings in the third quarter of 2025.
+Added: AbbVie could make additional payments of up to $ 1.2 billion upon achievement of certain development, regulatory and commercial milestones and pay tiered royalties.
+Added: Capstan Therapeutics, Inc.
+Added: In August 2025, AbbVie acquired Capstan Therapeutics, Inc.
+Added: (Capstan), including its lead program CPTX2309 (ABBV-619), a potential first-in-class in vivo targeted lipid nanoparticle (tLNP) anti-CD19 CAR-T therapy candidate in development for the treatment of B cell-mediated autoimmune diseases.
+Added: Under the terms of the agreement, AbbVie paid cash consideration of $ 2.1 billion ($ 1.9 billion, net of cash acquired) to acquire all outstanding equity of Capstan and the transaction was accounted for as an asset acquisition as the lead program represented substantially all of the fair value of the gross assets acquired.
+Added: The cash consideration of $ 1.9 billion, net of cash acquired, was recognized in acquired IPR&D and milestones expense in the consolidated statement of earnings in the third quarter of 2025.
+Added: In connection with the transaction, AbbVie also recorded $ 187 million of cash-settled, post-closing expense for Capstan employee incentive and compensation awards in the consolidated statement of earnings in the third quarter of 2025.
+Added: ADARx Pharmaceuticals, Inc.
+Added: In May 2025, AbbVie entered into a license option agreement with ADARx Pharmaceuticals, Inc.
+Added: 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.
+Added: 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 consolidated statement of earnings in the second quarter of 2025.
+Added: 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.
+Added: In April 2025, AbbVie entered into a licensing agreement with Gubra A/S.
+Added: Under the terms of the agreement, AbbVie received an exclusive global license to develop and commercialize GUB014295 (ABBV-295), a long-acting amylin analog in development for the treatment of obesity.
+Added: 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 consolidated statement of earnings in the second quarter of 2025.
+Added: AbbVie could make additional payments of up to $ 1.9 billion upon achievement of certain development, regulatory and commercial milestones and pay tiered royalties.
Aliada Therapeutics Holdings, Inc.
−Removed: In December 2024, AbbVie completed its previously announced acquisition of Aliada Therapeutics Holdings, Inc.
−Removed: (Aliada) including its lead program ALIA-1758 and accounted for the transaction as an asset acquisition.
−Removed: ALIA-1758 is an anti-pyroglutamate amyloid beta (3pE-Aβ) antibody in development for the treatment of Alzheimer’s Disease.
+Added: In December 2024, AbbVie acquired Aliada Therapeutics Holdings, Inc.
+Added: (Aliada) including its lead program ALIA-1758 (ABBV-1758) and accounted for the transaction as an asset acquisition as the lead program represented substantially all of the fair value of the gross assets acquired.
+Added: ABBV-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 made an upfront cash payment of approximately $ 1.4 billion to acquire all outstanding equity of Aliada which was recorded in acquired IPR&D and milestones expense in the consolidated statement of earnings in the fourth quarter of 2024.
1 unchanged sentence
In June 2024, AbbVie acquired Celsius Therapeutics, Inc.
−Removed: (Celsius Therapeutics) including its lead pipeline asset CEL383.
+Added: (Celsius Therapeutics) including its lead pipeline asset CEL383 (ABBV-8736).
Celsius Therapeutics is a clinical-stage biotechnology company focused on the discovery and development of precision medicine in inflammatory bowel disease.
−Removed: The transaction was accounted as an asset acquisition as CEL383 represented substantially all of the fair value of the gross assets acquired.
+Added: The transaction was accounted for as an asset acquisition as the lead pipeline asset 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 consolidated statement of earnings in the second quarter of 2024.
−Removed: Syndesi Therapeutics SA
−Removed: In February 2022, AbbVie acquired Syndesi Therapeutics SA and its portfolio of novel modulators of the synaptic vesicle protein 2A, including its lead molecule ABBV-552, previously named SDI-118, and accounted for the transaction as an asset acquisition.
−Removed: ABBV-552 is a small molecule, which is being evaluated to target nerve terminals to enhance synaptic efficiency.
−Removed: Under the terms of the agreement, AbbVie made an upfront payment of $ 130 million which was recorded in acquired IPR&D and milestones expense in the consolidated statement of earnings in the first quarter of 2022.
−Removed: The agreement also includes additional future payments of up to $ 870 million upon the achievement of certain development, regulatory and commercial milestones.
−Removed: | 2024 Form 10-K
−Removed: Juvise Pharmaceuticals
−Removed: In June 2022, AbbVie and Laboratories Juvise Pharmaceuticals (Juvise) entered into an asset purchase agreement where Juvise acquired worldwide commercial rights of a mature brand Pylera, which is used for the treatment of peptic ulcers with an infection by the bacterium Helicobacter pylori.
−Removed: The transaction was accounted for as the sale of an asset.
−Removed: Upon completion of the transaction, AbbVie received net cash proceeds of $ 215 million and recognized a pre-tax gain of $ 172 million which was recorded in other operating income in the consolidated statement of earnings in the second quarter of 2022.
Other Arrangements
In addition to the significant arrangements described above, AbbVie entered into several other arrangements resulting in charges related to upfront payments of $ 602 million in 2025, $ 975 million in 2024 and $ 582 million in 2023.
−Removed: In connection with the other individually insignificant early-stage arrangements entered into in 2024, AbbVie could make additional payments of up to $ 10.1 billion upon the achievement of certain development, regulatory and commercial milestones.
−Removed: Acquired IPR&D and milestones expense also included development milestones of $ 130 million in 2024, $ 196 million in 2023 and $ 252 million in 2022 .
+Added: In connection
+Added: 2025 Form 10-K |
+Added: with the other individually insignificant early-stage arrangements entered into in 2025, AbbVie could make additional payments of up to $ 6.9 billion upon the achievement of certain development, regulatory and commercial milestones.
Note 6 Collaborations
2 unchanged sentences
Collaboration with Janssen Biotech, Inc.
−Removed: In December 2011, Pharmacyclics, a wholly-owned subsidiary of AbbVie, entered into a worldwide collaboration and license agreement with Janssen Biotech, Inc.
−Removed: and its affiliates (Janssen), one of the Janssen Pharmaceutical companies of Johnson & Johnson, for the joint development and commercialization of Imbruvica, a novel, orally active, selective covalent inhibitor of Bruton's tyrosine kinase and certain compounds structurally related to Imbruvica, for oncology and other indications, excluding all immune and inflammatory mediated diseases or conditions and all psychiatric or psychological diseases or conditions, in the United States and outside the United States.
+Added: In December 2011, Pharmacyclics, a wholly-owned subsidiary of AbbVie, entered into a worldwide collaboration and license agreement with Janssen, one of the Janssen Pharmaceutical companies of Johnson & Johnson, for the joint development and commercialization of Imbruvica, a novel, orally active, selective covalent inhibitor of Bruton's tyrosine kinase and certain compounds structurally related to Imbruvica, for oncology and other indications, excluding all immune and inflammatory mediated diseases or conditions and all psychiatric or psychological diseases or conditions, in the United States and outside the United States.
The collaboration provides Janssen with an exclusive license to commercialize Imbruvica outside of the United States and co-exclusively with AbbVie in the United States.
13 unchanged sentences
Other costs incurred under the collaboration are reported in their respective expense line items, net of Janssen's share.
−Removed: 2024 Form 10-K |
The following table shows the profit and cost sharing relationship between Janssen and AbbVie:
6 unchanged sentences
Collaboration with Genentech, Inc.
−Removed: AbbVie and Genentech, Inc.
−Removed: (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.
+Added: AbbVie and 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 included 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.
5 unchanged sentences
Royalties paid for Venclexta revenues outside the United States are also included in AbbVie’s cost of products sold.
+Added: | 2025 Form 10-K
The following table shows the profit and cost sharing relationship between Genentech and AbbVie:
8 unchanged sentences
Balance as of December 31, 2023 $ 32,293
+Added: Additions (a)
Foreign currency translation adjustments and other ( 288 )
Balance as of December 31, 2024 34,956
−Removed: Additions (a)
+Added: Additions (b)
Foreign currency translation adjustments and other 514
1 unchanged sentence
(a) Goodwill additions related to the acquisitions of ImmunoGen and Cerevel Therapeutics (see Note 5).
+Added: (b) Goodwill additions related to the acquisition of Nimble (see Note 5).
The company performs its annual goodwill impairment assessment in the third quarter, or earlier if impairment indicators exist.
15 unchanged sentences
Definite-Lived Intangible Assets
−Removed: The increase in definite-lived intangible assets during 2024 was primarily due to the acquisition of ImmunoGen.
−Removed: The intangible assets will be amortized using the estimated pattern of economic benefit.
−Removed: See Note 5 for additional information regarding the acquisitions.
+Added: In the third quarter of 2025, the company made a decision to discontinue development and commercialization of Resonic, a rapid acoustic pulse device for long-term improvement in the appearance of cellulite.
+Added: The company also made a decision to reduce current sales and marketing investment related to Durysta, an on-market eye care product to treat elevated intraocular pressure in open-angle glaucoma and ocular hypertension.
+Added: Each of these strategic decisions contributed to decreases in the estimated future cash flows for the respective products and represented triggering events that required an evaluation of the underlying definite-lived intangible assets for impairment.
+Added: For Resonic, the evaluation resulted in a full impairment of both the gross and net carrying amount of $ 407 million.
+Added: For Durysta, the company utilized a discounted cash flow analysis to estimate the fair value of $ 271 million, which was lower than the carrying value of $ 711 million and resulted in a partial impairment of both the gross and net carrying amount.
+Added: Based on the revised cash flows, the company recorded pre-tax impairment charges of $ 847 million in cost of products sold in the consolidated statement of earnings for the third quarter of 2025.
In the fourth quarter of 2023, the company made a decision to reduce current sales and marketing investment related to both CoolSculpting, a body contouring technology for aesthetic nonsurgical fat reduction, and Liletta, an on-market women’s health product.
4 unchanged sentences
Based on the revised cash flows, the company recorded a pre-tax impairment charge of $ 1.4 billion to costs of products sold in the consolidated statement of earnings for the fourth quarter of 2023.
−Removed: In August 2023, as part of the Inflation Reduction Act of 2022, the company’s oncology product Imbruvica sold in the United States (U.S.) was included on the list of products subject to government-set prices by the Centers for Medicare & Medicaid Services.
+Added: In the third quarter of 2023, as part of the Inflation Reduction Act of 2022, the company’s oncology product Imbruvica sold in the U.S.
+Added: was included on the list of products subject to government-set prices by CMS.
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.
1 unchanged sentence
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 consolidated statement of earnings for the third quarter of 2023.
−Removed: In September 2022, the company made a strategic decision to reduce ongoing sales and marketing investment related to Vuity, an on-market product to treat presbyopia.
−Removed: This strategic decision contributed to 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.
−Removed: The company utilized a discounted cash flow analysis to estimate the fair value of the intangible asset resulting in a full impairment of both the gross and net carrying amount.
−Removed: Based on the revised cash flows, the company recorded a pre-tax impairment charge of $ 770 million to cost of products sold in the consolidated statement of earnings for the third quarter of 2022.
Fair value measurements for the above evaluations were based on Level 3 inputs including estimated net revenues, cost of products sold, R&D costs, selling and marketing costs and discount rate.
+Added: | 2025 Form 10-K
Definite-lived intangible assets are amortized over their estimated useful lives, which range between 1 to 19 years with an average of 12 years for developed product rights and 11 years for license agreements.
3 unchanged sentences
Anticipated annual amortization expense $ 6.7 $ 6.1 $ 6.2 $ 5.7 $ 4.5
−Removed: 2024 Form 10-K |
Indefinite-Lived Intangible Assets
Indefinite-lived intangible assets represent acquired IPR&D associated with products that have not yet received regulatory approval.
−Removed: The increase in indefinite-lived intangible assets during 2024 was primarily due to the acquisitions of ImmunoGen and Cerevel Therapeutics.
−Removed: See Note 5 for additional information regarding the acquisitions.
The company performs its annual impairment assessment of indefinite-lived intangible assets in the third quarter, or earlier if impairment indicators exist.
−Removed: In November 2024, the company announced that its two Phase 2 EMPOWER trials investigating emraclidine as a once-daily, oral monotherapy treatment for adults with schizophrenia who are experiencing an acute exacerbation of psychotic symptoms, did not meet their primary endpoint of showing a statistically significant reduction (improvement) in the change from baseline in the Positive and Negative Syndrome Scale total score compared to the placebo group at week 6.
+Added: During the fourth quarter of 2024, the company announced that its two Phase 2 EMPOWER trials investigating emraclidine as a once-daily, oral monotherapy treatment for adults with schizophrenia who are experiencing an acute exacerbation of psychotic symptoms, did not meet their primary endpoint of showing a statistically significant reduction (improvement) in the change from baseline in the Positive and Negative Syndrome Scale total score compared to the placebo group at week 6.
The results of these trials represented a triggering event which required the company to evaluate the underlying indefinite-lived intangible asset for impairment which resulted in a significant decrease in the estimated future cash flows for the product.
11 unchanged sentences
Restructuring charges recorded were $ 282 million in 2025, $ 189 million in 2024 and $ 132 million in 2023 and were primarily related to employee severance and contractual obligations.
−Removed: These charges were recorded in cost of products sold, R&D expense and SG&A expenses in the consolidated statements of earnings based on the classification of the affected employees or operations.
+Added: These charges were recorded in cost of products sold, R&D expense and SG&A expense in the consolidated statements of earnings based on the classification of the affected employees or the related operations.
2025 Form 10-K |
11 unchanged sentences
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 expenses.
−Removed: The Allergan integration plan was substantially complete as of December 31, 2023 and the remaining accrual as of December 31, 2024 is not significant.
+Added: The Allergan integration plan was substantially complete as of December 31, 2023 and the remaining accrual as of December 31, 2025 is insignificant.
The following table summarizes the charges associated with the Allergan acquisition integration plan:
4 unchanged sentences
Total charges $ 288
−Removed: 2024 Form 10-K |
Note 9 Leases
10 unchanged sentences
Total lease liabilities $ 924 $ 915
+Added: | 2025 Form 10-K
The following table summarizes the lease costs recognized in the consolidated statements of earnings:
4 unchanged sentences
Total lease cost $ 392 $ 347 $ 305
−Removed: In December 2022, the company entered into an agreement to sublease a portion of its Madison, New Jersey office space through the end of the original lease maturity in 2030.
−Removed: As a result of this agreement, the company recognized an impairment loss on its right-of-use asset of $ 69 million and wrote-off the related leasehold improvements of $ 37 million.
−Removed: These losses were recorded in SG&A expense in the consolidated statements of earnings for the year ended December 31, 2022.
−Removed: The company used a discounted cash flows method to value the right-of-use asset to determine the impairment amount.
Sublease income and finance lease costs were insignificant in 2025, 2024 and 2023.
−Removed: | 2024 Form 10-K
The following table presents the weighted-average remaining lease term and weighted-average discount rate for operating and finance leases:
36 unchanged sentences
$ — 2.09 - 3.66 %
−Removed: Floating rate term loans due 2025
−Removed: 6.22 % — 5.95 % 2,000
2.95 % senior notes due 2026
2 unchanged sentences
3.28 % 2,000 3.28 % 2,000
−Removed: 2.95 % senior notes due 2026
−Removed: 3.02 % 4,000 3.02 % 4,000
−Removed: 3.20 % senior notes due 2026
−Removed: 3.28 % 2,000 3.28 % 2,000
4.549 % term loan due 2027
6 unchanged sentences
4.38 % 1,750 4.38 % 1,750
+Added: 4.65 % senior notes due 2028
+Added: 4.78 % 1,250 — —
2.125 % senior euro notes due 2028 (€ 750 principal)
8 unchanged sentences
4.91 % 2,500 4.91 % 2,500
+Added: 4.875 % senior notes due 2030
+Added: 4.96 % 1,000 — —
1.25 % senior euro notes due 2031 (€ 650 principal)
34 unchanged sentences
5.44 % 3,000 5.44 % 3,000
+Added: 5.60 % senior notes due 2055
+Added: 5.64 % 750 — —
+Added: 5.50 % senior notes due 2064
+Added: 5.53 % 1,500 5.53 % 1,500
Fair value hedges ( 47 ) ( 224 )
8 unchanged sentences
| 2025 Form 10-K
−Removed: Senior notes and floating rate term loans are redeemable prior to maturity at a redemption price equal to the principal amount plus a make-whole premium and AbbVie may redeem these debt securities at par generally between one and six months prior to maturity.
+Added: Senior notes are redeemable prior to maturity at a redemption price equal to the principal amount plus a make-whole premium and AbbVie may redeem these debt securities at par generally between one and six months prior to maturity.
At December 31, 2025, the company was in compliance with its senior note covenants and term loan covenants.
2 unchanged sentences
Thereafter 39,262
−Removed: Total obligations and commitments 66,841
+Added: Total long-term debt 64,503
Fair value hedges, unamortized bond premiums/discounts, deferred financing costs, finance lease obligations and financing liability 494
Total long-term debt and finance lease obligations $ 64,997
+Added: Issuance and Repayment of Long-Term Debt
+Added: In 2025, the company issued $ 4.0 billion aggregate principal amount of unsecured senior notes.
+Added: 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.
+Added: 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.
+Added: AbbVie may also redeem the fixed-rate senior notes at par between one and six months prior to maturity.
+Added: The company also repaid $ 3.0 billion aggregate principal amount of 3.80 % senior notes and $ 3.8 billion aggregate principal amount of 3.60 % senior notes at maturity.
+Added: In 2024, the company repaid $ 3.8 billion aggregate principal amount of 2.60 % senior notes, € 1.5 billion aggregate principal amount of 1.38 % senior euro notes, € 700 million aggregate principal amount of 1.25 % senior euro notes and $ 1.0 billion aggregate principal amount of 3.85 % senior notes.
+Added: During the quarter ended December 31, 2024, the company refinanced its $ 2.0 billion floating rate three-year term loan.
+Added: 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 at a fixed rate of 4.549 %.
+Added: These term notes rank equally with all other unsecured and unsubordinated indebtedness of the company.
+Added: AbbVie may redeem the fixed-rate term notes between fifteen and twenty-one months at a redemption price equal to the notional amount plus one percent make whole amount and can be redeemed at par after twenty-one months.
+Added: All other significant terms of the loan remained unchanged after the refinancing.
Financing Related to ImmunoGen and Cerevel Therapeutics Acquisitions
9 unchanged sentences
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 %.
−Removed: 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.
+Added: Subsequent to the $ 15.0 billion issuance of senior notes, AbbVie terminated both the bridge
+Added: 2025 Form 10-K |
+Added: 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.
5 unchanged sentences
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.
−Removed: 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.
1 unchanged sentence
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.
−Removed: In conjunction with the funding agreements, AbbVie also assumed security agreements entered into by
−Removed: 2024 Form 10-K |
−Removed: 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.
−Removed: Repayment and Issuance of Long-Term Debt
−Removed: In 2024, the company repaid $ 3.8 billion aggregate principal amount of 2.60 % senior notes, € 1.5 billion aggregate principal amount of 1.38 % senior euro notes, € 700 million aggregate principal amount of 1.25 % senior euro notes and $ 1.0 billion aggregate principal amount of 3.85 % senior notes.
−Removed: During the quarter ended December 31, 2024, the company refinanced its $ 2.0 billion floating rate three-year term loan.
−Removed: 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 at a fixed rate of 4.549 %.
−Removed: These term notes rank equally with all other unsecured and unsubordinated indebtedness of the company.
−Removed: AbbVie may redeem the fixed-rate term notes between fifteen and twenty-one months at a redemption price equal to the notional amount plus one percent make whole amount and can be redeemed at par after twenty-one months.
−Removed: All other significant terms of the loan remained unchanged after the refinancing.
−Removed: In 2023, the company repaid a $ 1.0 billion floating rate three-year term loan, $ 350 million aggregate principal amount of 2.80 % senior notes and $ 1.0 billion aggregate principal amount of 2.85 % senior notes at maturity.
−Removed: During the quarter ended December 31, 2023, the company also repaid € 500 million aggregate principal amount of 1.50 % senior euro notes and $ 1.3 billion aggregate principal amount of 3.75 % senior notes at maturity.
+Added: 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.
Short-Term Borrowings
−Removed: During the twelve months ended December 31, 2024, AbbVie issued and redeemed $ 7.7 billion of commercial paper.
−Removed: Subsequent to December 31, 2024, AbbVie issued commercial paper borrowings of which $ 3.3 billion were outstanding as of date of filing of this Annual Report on Form 10-K.
−Removed: There were no commercial paper borrowings outstanding as of December 31, 2024 and December 31, 2023.
−Removed: The weighted average interest rate on commercial paper borrowings was 4.91 % for the twelve months ended December 31, 2024.
−Removed: AbbVie currently has an existing $ 5.0 billion five-year revolving credit facility that matures in March 2028.
−Removed: Subsequent to December 31, 2024, in addition to the existing revolving credit facility, AbbVie entered into a new $ 3.0 billion five-year revolving credit facility that matures in January 2030.
−Removed: The revolving credit facilities enable the company to borrow funds on an unsecured basis at variable interest rates and contain various covenants.
−Removed: At December 31, 2024, the company was in compliance with all covenants and commitment fees under the credit facility were insignificant.
−Removed: No amounts were outstanding under the company's credit facilities as of December 31, 2024 and December 31, 2023.
+Added: Short-term borrowings included commercial paper borrowings of $ 499 million as of December 31, 2025.
+Added: There were no commercial paper borrowings outstanding as of December 31, 2024.
+Added: The weighted average interest rate on commercial paper borrowings was 4.46 % for the twelve months ended December 31, 2025 and 4.91 % for the twelve months ended December 31, 2024.
+Added: In April 2025, the company entered into a $ 4.0 billion 364-day term loan credit agreement.
+Added: In May 2025, the company borrowed $ 2.0 billion under this term loan credit agreement which was outstanding and included in short-term borrowings on the consolidated balance sheet as of December 31, 2025.
+Added: Borrowings under the term loan bear interest at adjusted SOFR + 0.7 %.
+Added: 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 December 31, 2025.
+Added: 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.
+Added: The revolving credit facilities are available to support AbbVie's commercial paper program and enable the company to borrow funds to meet the liquidity requirements on an unsecured basis at variable interest rates and contain various covenants.
+Added: At December 31, 2025, the company was in compliance with all covenants, and commitment fees under the revolving credit facilities were insignificant.
+Added: No amounts were outstanding under the company's revolving credit facilities as of December 31, 2025 and December 31, 2024.
Contingencies and Guarantees
9 unchanged sentences
AbbVie also periodically enters into interest rate swaps in which the company agrees to exchange, at specified intervals, the difference between fixed and floating interest amounts calculated by reference to an agreed-upon notional amount.
−Removed: Derivative instruments are not used for trading purposes or to manage exposure to changes in interest rates for investment securities, and none of the company's outstanding derivative instruments contain credit risk related contingent features;
+Added: Derivative instruments are not used for trading purposes or to manage
+Added: | 2025 Form 10-K
+Added: exposure to changes in interest rates for investment securities, and none of the company's outstanding derivative instruments contain credit risk related contingent features;
collateral is generally not required.
Financial Instruments
−Removed: 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
−Removed: | 2024 Form 10-K
−Removed: functional currency of the local entity.
+Added: 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 $ 2.5 billion at December 31, 2025 and $ 1.9 billion at December 31, 2024, are designated as cash flow hedges and are recorded at fair value.
1 unchanged sentence
Accumulated gains and losses as of December 31, 2025 are reclassified from 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.
−Removed: 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.
−Removed: The treasury rate lock agreements were designated as cash flow hedges and recorded at fair value.
−Removed: The agreements were net settled upon issuance of the senior notes in 2019 and the resulting net gain was included in AOCI.
−Removed: This gain is reclassified to interest expense, net over the term of the related debt.
−Removed: The company was a party to interest rate swap contracts designated as cash flow hedges that matured in November 2022.
−Removed: The effect of the hedge contracts was to change a floating-rate interest obligation to a fixed rate for that portion of the floating-rate debt.
−Removed: Realized and unrealized gains or losses were included in AOCI and reclassified to interest expense, net over the lives of the floating-rate debt.
−Removed: 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.
−Removed: 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.
−Removed: 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.
The company also enters into foreign currency forward exchange contracts to manage its exposure to foreign currency denominated debt, trade payables, receivables and intercompany loans.
These contracts are not designated as hedges and are recorded at fair value.
−Removed: Resulting gains or losses are reflected in net foreign exchange gains or loss in the consolidated statements of earnings and are generally offset by losses or gains on the foreign currency exposure being managed.
+Added: Resulting gains or losses are recognized in net foreign exchange loss in the 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 $ 9.2 billion at December 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.
−Removed: The company had an aggregate principal amount of senior Euro notes designated as net investment hedges of € 3.1 billion at December 31, 2024 and € 5.4 billion December 31, 2023.
+Added: The company had an aggregate principal amount of senior Euro notes designated as net investment hedges of € 3.1 billion at December 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 1.4 billion, CAD 500 million and CHF 80 million at December 31, 2025 and € 6.2 billion, SEK 1.4 billion, CAD 500 million and CHF 50 million at December 31, 2024.
5 unchanged sentences
No amounts are excluded from the assessment of effectiveness for cash flow hedges or fair value hedges.
−Removed: 2024 Form 10-K |
The following table summarizes the amounts and location of AbbVie's derivative instruments on the consolidated balance sheets:
4 unchanged sentences
Designated as cash flow hedges Prepaid expenses and other $ 35 $ 119 Accounts payable and accrued liabilities $ 51 $ 5
+Added: Designated as cash flow hedges Other assets 1 — Other long-term liabilities — —
Designated as net investment hedges Prepaid expenses and other — 4 Accounts payable and accrued liabilities 220 —
2 unchanged sentences
Interest rate swap contracts
+Added: Designated as fair value hedges Prepaid expenses and other — — Accounts payable and accrued liabilities 21 —
Designated as fair value hedges Other assets 30 — Other long-term liabilities — 231
1 unchanged sentence
While certain derivatives are subject to netting arrangements with the company's counterparties, the company does not offset derivative assets and liabilities within the consolidated balance sheets.
+Added: 2025 Form 10-K |
The following table presents the pre-tax amounts of gains (losses) from derivative instruments recognized in other comprehensive income (loss):
3 unchanged sentences
Designated as net investment hedges ( 674 ) 435 ( 144 )
−Removed: Cross-currency swap contracts designated as cash flow hedges — ( 6 ) —
−Removed: Interest rate swap contracts designated as cash flow hedges — — 6
−Removed: Assuming market rates remain constant through contract maturities, the company expects to reclassify pre-tax gains of $ 126 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.
−Removed: 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 gains of $ 305 million in 2024, pre-tax losses of $ 252 million in 2023 and pre-tax gains of $ 406 million in 2022.
−Removed: | 2024 Form 10-K
+Added: Other — — ( 6 )
+Added: Assuming market rates remain constant through contract maturities, the company expects to reclassify pre-tax losses of $ 19 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.
+Added: 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 $ 418 million in 2025, pre-tax gains of $ 305 million in 2024 and pre-tax losses of $ 252 million in 2023.
The following table summarizes the pre-tax amounts and location of derivative instrument net gains (losses) recognized in the consolidated statements of earnings, including the net gains (losses) reclassified out of AOCI into net earnings.
5 unchanged sentences
Not designated as hedges Net foreign exchange loss ( 31 ) 6 33
−Removed: Treasury rate lock agreements designated as cash flow hedges Interest expense, net 23 24 23
−Removed: Cross-currency swap contracts designated as cash flow hedges Net foreign exchange loss — ( 6 ) —
Interest rate swap contracts
−Removed: Designated as cash flow hedges Interest expense, net — — ( 1 )
Designated as fair value hedges Interest expense, net 134 62 98
Debt designated as hedged item in fair value hedges Interest expense, net ( 134 ) ( 62 ) ( 98 )
+Added: Other Interest expense, net 21 23 18
Fair Value Measures
4 unchanged sentences
| 2025 Form 10-K
−Removed: The following table summarizes the bases used to measure certain assets and liabilities carried at fair value on a recurring basis on the consolidated balance sheet as of December 31, 2024:
−Removed: Basis of fair value measurement
−Removed: (in millions) Total Quoted prices in active markets for
−Removed: identical assets
−Removed: (Level 1) Significant other observable
−Removed: (Level 2) Significant unobservable inputs
+Added: The following table summarizes the bases used to measure certain assets and liabilities carried at fair value on a recurring basis on the consolidated balance sheet as of December 31, 2025 and December 31, 2024:
+Added: December 31, 2025 December 31, 2024
+Added: Basis of fair value measurement Basis of fair value measurement
+Added: (in millions) Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3
Cash and equivalents $ 5,229 $ 4,868 $ 361 $ — $ 5,524 $ 5,179 $ 345 $ —
2 unchanged sentences
Equity securities 103 62 41 — 98 70 28 —
−Removed: Foreign currency contracts 313 — 313 —
−Removed: Total assets $ 5,978 $ 5,249 $ 729 $ —
Interest rate swap contracts 30 — 30 — — — — —
Foreign currency contracts 61 — 61 — 313 — 313 —
−Removed: Financing liability 328 — — 328
−Removed: Contingent consideration 21,666 — — 21,666
−Removed: Total liabilities $ 22,260 $ — $ 266 $ 21,994
−Removed: The following table summarizes the bases used to measure certain assets and liabilities carried at fair value on a recurring basis on the consolidated balance sheet as of December 31, 2023:
−Removed: Basis of fair value measurement
−Removed: (in millions) Total Quoted prices in active markets for identical assets
−Removed: (Level 1) Significant other observable
−Removed: (Level 2) Significant unobservable inputs
−Removed: Cash and equivalents $ 12,814 $ 6,223 $ 6,591 $ —
−Removed: Money market funds and time deposits 10 — 10 —
−Removed: Debt securities 26 — 26 —
−Removed: Equity securities 111 86 25 —
−Removed: Foreign currency contracts 66 — 66 —
Total assets $ 5,457 $ 4,930 $ 527 $ — $ 5,978 $ 5,249 $ 729 $ —
1 unchanged sentence
Foreign currency contracts 519 — 519 — 35 — 35 —
+Added: Financing liability 378 — — 378 328 — — 328
Contingent consideration 25,374 — — 25,374 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.
−Removed: The financing liability is related to funding agreements entered into by Cerevel Therapeutics prior to the acquisition and assumed by AbbVie.
−Removed: 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 .
+Added: 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.
−Removed: 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.
−Removed: Changes to the fair value of the financing liability can result from changes to one
−Removed: | 2024 Form 10-K
−Removed: or a number of inputs, including discount rates, estimated probabilities and timing of achieving milestones and estimated amounts of future sales.
−Removed: The change in fair value recognized in net earnings is recorded in other expense, net in the consolidated statements of earnings and included a charge of $ 82 million in 2024.
−Removed: The change in fair value attributable to instrument-specific credit risk is recognized in other comprehensive loss and was not significant.
+Added: Potential payments are estimated by applying a probability-weighted expected payment model, which are then discounted to present value.
+Added: 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.
+Added: The change in fair value recognized in net earnings is recorded in other expense, net in the consolidated statements of earnings and included a charge of $ 50 million in 2025 and $ 82 million in 2024.
+Added: The change in fair value attributable to instrument-specific credit risk is recognized in other comprehensive income (loss) and were insignificant in 2025 and 2024.
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.
3 unchanged sentences
Changes to the inputs described above could have a material impact on the company's financial position and results of operations in any given period.
+Added: 2025 Form 10-K |
The fair value of the company's contingent consideration liabilities was calculated using the following significant unobservable inputs:
3 unchanged sentences
4.0 % 4.6 % - 5.2 %
−Removed: Probability of payment for royalties by indication (b)
+Added: Probability of payment for royalties by indication 100 % 100 % 100 % 100 %
Projected year of payments 2026 - 2037
+Added: 2030 2025 - 2034
(a) Unobservable inputs were weighted by the relative fair value of the contingent consideration liabilities.
−Removed: (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.
6 unchanged sentences
Ending balance $ 25,374 $ 21,666 $ 19,890
−Removed: (a) Additions during the year ended December 31, 2022, represent contingent consideration liabilities assumed in the DJS acquisition.
+Added: (a) Additions during the year ended December 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 consolidated statements of earnings and included charges of $ 6.5 billion in 2025, $ 3.8 billion in 2024 and $ 5.1 billion in 2023.
+Added: In 2025, the change in fair value reflected higher estimated Skyrizi sales, the passage of time, lower discount rates and a longer estimated royalty period.
In 2024, the change in fair value reflected higher estimated Skyrizi sales and the passage of time, partially offset by higher discount rates.
−Removed: In 2023, the change in fair value reflected higher estimated Skyrizi sales driven by stronger market share uptake, the passage of time and lower discount rates.
−Removed: In 2022, the change in fair value reflected higher estimated Skyrizi sales driven by stronger market share uptake and the passage of time, partially offset by higher discount rates.
+Added: In 2023, the change in fair value reflected higher estimated Skyrizi sales, the passage of time and lower discount rates.
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 consolidated statements of cash flows.
1 unchanged sentence
Certain financial instruments are carried at historical cost or some basis other than fair value.
−Removed: The book values, approximate fair values and bases used to measure the approximate fair values of certain financial instruments as of December 31, 2024 are shown in the table below:
+Added: The book value, fair value and bases used to measure the fair value of certain financial instruments as of December 31, 2025 are shown in the table below:
Basis of fair value measurement
−Removed: (in millions) Book value Approximate fair values Quoted prices in active markets for identical assets
−Removed: (Level 1) Significant other observable inputs
−Removed: (Level 2) Significant unobservable inputs
−Removed: Current portion of long-term debt and finance lease obligations, excluding fair value hedges $ 6,797 $ 6,767 $ 6,620 $ 147 $ —
−Removed: Long-term debt and finance lease obligations, excluding fair value hedges and financing liability 60,243 55,836 53,441 2,395 —
+Added: (in millions) Book value Fair value Level 1 Level 2 Level 3
+Added: Short-term borrowings $ 2,499 $ 2,497 $ — $ 2,497 $ —
+Added: Current portion of long-term debt and finance lease obligations (a)
+Added: 6,016 5,985 5,965 20 —
+Added: Long-term debt and finance lease obligations (a)
+Added: 58,650 55,822 53,381 2,441 —
Total liabilities $ 67,165 $ 64,304 $ 59,346 $ 4,958 $ —
−Removed: The book values, approximate fair values and bases used to measure the approximate fair values of certain financial instruments as of December 31, 2023 are shown in the table below:
+Added: (a) Excludes the effects of fair value hedges and financing liability.
+Added: The book value, fair value and bases used to measure the fair value of certain financial instruments as of December 31, 2024 are shown in the table below:
Basis of fair value measurement
−Removed: (in millions) Book value Approximate fair values Quoted prices in active markets for identical assets
−Removed: (Level 1) Significant other observable inputs
−Removed: (Level 2) Significant unobservable inputs
−Removed: Current portion of long-term debt and finance lease obligations, excluding fair value hedges $ 7,191 $ 7,069 $ 6,862 $ 207 $ —
−Removed: Long-term debt and finance lease obligations, excluding fair value hedges 52,460 49,541 48,983 558 —
+Added: (in millions) Book value
+Added: Fair value Level 1 Level 2 Level 3
+Added: Current portion of long-term debt and finance lease obligations (a)
+Added: $ 6,797 $ 6,767 $ 6,620 $ 147 $ —
+Added: Long-term debt and finance lease obligations (a)
+Added: 60,243 55,836 53,441 2,395 —
Total liabilities $ 67,040 $ 62,603 $ 60,061 $ 2,542 $ —
+Added: (a) Excludes the effects of fair value hedges and financing liability.
AbbVie also holds investments in equity securities that do not have readily determinable fair values.
4 unchanged sentences
Of total net accounts receivable, three U.S.
−Removed: wholesalers accounted for 81 % as of December 31, 2024 and December 31, 2023, and substantially all of AbbVie's pharmaceutical product net revenues in the United States were to these three wholesalers.
+Added: wholesalers accounted for 84 % as of December 31, 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.
2025 Form 10-K |
2 unchanged sentences
In addition, AbbVie provides medical benefits, primarily to eligible retirees in the United States and Puerto Rico, through other post-retirement benefit plans.
−Removed: Net obligations for these plans have been reflected on the consolidated balance sheets as of December 31, 2024 and 2023.
+Added: Net obligations for these plans have been recognized on the consolidated balance sheets as of December 31, 2025 and 2024.
The following table summarizes benefit plan information for the global AbbVie-sponsored defined benefit and other post-employment plans:
27 unchanged sentences
For plans reflected in the table above, the accumulated benefit obligations were $ 8.7 billion at December 31, 2025 and $ 8.1 billion at December 31, 2024.
−Removed: The 2024 actuarial gain of $ 855 million for qualified pension plans and actuarial gain of $ 62 million for other post-employment plans were primarily driven by an increase in the discount rate.
−Removed: The 2023 actuarial loss of $ 491 million for qualified pension plans and actuarial loss of $ 89 million for other post-employment plans were primarily driven by a decrease in the discount rate and changes to experience impact and medical trends assumptions.
+Added: The 2025 actuarial loss of $ 124 million for qualified pension plans was primarily driven by experience losses, partially offset by higher discount rates.
+Added: The 2024 actuarial gain of $ 855 million for qualified pension plans was primarily driven by higher discount rates.
| 2025 Form 10-K
14 unchanged sentences
Amortization of actuarial loss ( 31 ) ( 52 ) ( 16 )
−Removed: Foreign exchange loss (gain) and other — ( 44 ) 17
+Added: Foreign exchange gain and other ( 24 ) — ( 44 )
Total gain $ ( 533 ) $ ( 987 ) $ ( 77 )
1 unchanged sentence
Actuarial loss (gain) $ ( 12 ) $ ( 62 ) $ 89
−Removed: Prior service credit — — ( 2 )
Amortization of prior service credit 36 36 36
44 unchanged sentences
Defined Benefit Pension Plan Assets
−Removed: Basis of fair value measurement
−Removed: as of December 31 (in millions) 2024 Quoted prices in active markets for identical assets
−Removed: (Level 1) Significant other observable inputs
−Removed: (Level 2) Significant unobservable inputs
+Added: December 31, 2025 December 31, 2024
+Added: Basis of fair value measurement Basis of fair value measurement
+Added: as of December 31 (in millions) Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3
large cap (a)
$ 1,376 $ 1,376 $ — $ — $ 1,131 $ 1,131 $ — $ —
+Added: 130 130 — — 176 176 — —
International (c)
+Added: 573 573 — — 408 408 — —
Fixed income securities
−Removed: government securities (d)
−Removed: Corporate debt instruments (d)
−Removed: government securities (d)
+Added: government (d)
405 6 399 — 414 18 396 —
−Removed: Absolute return funds (e)
−Removed: Total $ 3,631 $ 2,392 $ 1,239 $ —
−Removed: Total assets measured at NAV 6,920
−Removed: Fair value of plan assets $ 10,551
−Removed: Basis of fair value measurement
−Removed: as of December 31 (in millions) 2023 Quoted prices in active markets for identical assets
−Removed: (Level 1) Significant other observable inputs
−Removed: (Level 2) Significant unobservable inputs
−Removed: large cap (a)
+Added: Corporate debt (d)
668 84 584 — 609 29 580 —
−Removed: International (c)
−Removed: Fixed income securities
−Removed: government securities (d)
−Removed: Corporate debt instruments (d)
+Added: government (d)
447 146 301 — 346 183 163 —
−Removed: government securities (d)
56 51 5 — 20 15 5 —
Absolute return funds (e)
+Added: 152 20 132 — 176 82 94 —
+Added: 468 467 1 — 351 350 1 —
Total $ 4,275 $ 2,853 $ 1,422 $ — $ 3,631 $ 2,392 $ 1,239 $ —
7 unchanged sentences
(e) Primarily funds having global mandates with the flexibility to allocate capital broadly across a wide range of asset classes and strategies, including but not limited to equities, fixed income, commodities, financial futures, currencies and other securities, with objectives to outperform agreed upon benchmarks of specific return and volatility targets.
−Removed: (f) Investments in cash and cash equivalents.
−Removed: | 2024 Form 10-K
+Added: (f) Investments in cash and equivalents.
Equities and registered investment companies having quoted prices are valued at the published market prices.
8 unchanged sentences
In establishing this assumption, management considers historical and expected returns for the asset classes in which the plans are invested, as well as current economic and capital market conditions.
+Added: 2025 Form 10-K |
Expected Benefit Payments
11 unchanged sentences
Stock-Based Compensation
−Removed: In May 2021, stockholders of the company approved the AbbVie Amended and Restated 2013 Incentive Stock Program (the Amended Plan), which amends and restates the AbbVie 2013 Incentive Stock Program (2013 ISP).
+Added: In 2021, stockholders of the company approved the AbbVie Amended and Restated 2013 Incentive Stock Program (Amended Plan), which amends and restates the AbbVie 2013 Incentive Stock Program (2013 ISP).
AbbVie grants stock-based awards to eligible employees pursuant to the Amended Plan, which provides for several different forms of benefits, including non-qualified stock options, RSUs and various performance-based awards.
4 unchanged sentences
Retirement eligible employees generally are those who are age 55 or older and have at least 10 years of service.
−Removed: 2024 Form 10-K |
Stock-based compensation expense is principally related to awards issued pursuant to the 2013 ISP and the Amended Plan and is summarized as follows:
7 unchanged sentences
Realized excess tax benefits associated with stock-based compensation totaled $ 58 million in 2025, $ 84 million in 2024 and $ 90 million in 2023.
−Removed: 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:
−Removed: year ended December 31 (in millions)
+Added: | 2025 Form 10-K
+Added: In addition to stock-based compensation expense included in the table above, in connection with the 2025 acquisition of Capstan and the 2024 acquisitions of ImmunoGen and Cerevel Therapeutics, AbbVie incurred cash-settled, post-closing expense for employee incentive awards, which is summarized in the table below:
+Added: years ended December 31 (in millions) 2025 2024
Cost of products sold $ — $ 36
25 unchanged sentences
Equity awards granted to senior executives and other key employees consist of a combination of performance-vested RSUs and performance shares as well as non-qualified stock options described above.
−Removed: The performance-vested RSUs have the potential to vest in one-third increments during a three-year performance period and may be earned based on AbbVie’s return on invested capital (ROIC) performance relative to a defined peer group of pharmaceutical, biotech and life science
−Removed: | 2024 Form 10-K
+Added: The performance-vested RSUs have the potential to vest in one-third increments during a three-year performance period and may be earned based on AbbVie’s return on invested capital (ROIC) performance relative to a defined peer group of pharmaceutical, biotech and life science companies.
The recipient may receive one share of AbbVie common stock for each vested award.
3 unchanged sentences
The weighted-average grant-date fair values of performance shares with a TSR market condition are determined using the Monte Carlo simulation model.
+Added: 2025 Form 10-K |
The following table summarizes AbbVie RSU and performance share activity for 2025:
2 unchanged sentences
Granted 4,885 191.21
−Removed: Granted in acquisitions 605 168.24
Vested ( 5,244 ) 154.24
18 unchanged sentences
Shares repurchased under this program are recorded at acquisition cost, including related expenses and are available for general corporate purposes.
−Removed: On February 16, 2023, AbbVie's board of directors authorized a $ 5.0 billion increase to the existing stock repurchase authorization.
−Removed: AbbVie repurchased 7 million shares for $ 1.3 billion in 2024, 10 million shares for $ 1.6 billion in 2023 and 8 million shares for $ 1.1 billion in 2022.
+Added: AbbVie repurchased 3 million shares for $ 606 million in 2025, 7 million shares for $ 1.3 billion in 2024 and 10 million shares for $ 1.6 billion in 2023.
AbbVie's remaining stock repurchase authorization was $ 2.9 billion as of December 31, 2025.
+Added: On February 16, 2023, AbbVie's board of directors authorized a $ 5.0 billion increase to the existing stock repurchase authorization.
| 2025 Form 10-K
5 unchanged sentences
Other comprehensive income (loss) before reclassifications 407 ( 311 ) ( 23 ) ( 10 ) 63
−Removed: Net losses (gains) reclassified from accumulated other comprehensive loss — ( 74 ) 173 ( 91 ) 8
+Added: Net gains reclassified from accumulated other comprehensive loss — ( 88 ) ( 7 ) ( 74 ) ( 169 )
Net current-period other comprehensive income (loss) 407 ( 399 ) ( 30 ) ( 84 ) ( 106 )
1 unchanged sentence
Other comprehensive income (loss) before reclassifications ( 1,008 ) 580 799 155 526
−Removed: Net gains reclassified from accumulated other comprehensive loss — ( 88 ) ( 7 ) ( 74 ) ( 169 )
+Added: Net losses (gains) reclassified from accumulated other comprehensive loss — ( 96 ) 25 ( 75 ) ( 146 )
Net current-period other comprehensive income (loss) ( 1,008 ) 484 824 80 380
4 unchanged sentences
Balance as of December 31, 2025 $ ( 633 ) $ ( 422 ) $ ( 243 ) $ 154 $ ( 1,144 )
+Added: Other comprehensive income (loss) for 2025 included pension and post-employment benefit plan gains of $ 421 million primarily due to gains on plan assets and higher discount rates partially offset by experience losses.
+Added: Other comprehensive income (loss) also included foreign currency translation adjustments totaling gains 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 losses of $ 971 million.
Other comprehensive income (loss) for 2024 included pension and post-employment benefit plan gains of $ 824 million primarily due to actuarial gains driven by higher discount rates.
1 unchanged sentence
Other comprehensive income (loss) for 2023 included foreign currency translation adjustments totaling gains of $ 407 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 losses of $ 399 million.
−Removed: Other comprehensive income for 2022 included pension and post-employment benefit plan gains of $ 1.1 billion primarily due to actuarial gains driven by higher discount rates partially offset by losses on plan assets.
−Removed: Other comprehensive income (loss) for 2022 also included foreign currency translation adjustments totaling losses of $ 943 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 gains of $ 555 million.
2025 Form 10-K |
14 unchanged sentences
$ ( 66 ) $ ( 73 ) $ ( 77 )
−Removed: Gains on treasury rate lock agreements (a)
( 21 ) ( 23 ) ( 18 )
−Removed: Losses on interest rate swap contracts (a)
−Removed: Losses on cross-currency swap contracts (d)
Tax expense 20 21 21
3 unchanged sentences
(c) Amounts are included in cost of products sold (see Note 11).
−Removed: (d) Amounts are included in net foreign exchange loss (see Note 11).
+Added: (d) Amounts are included in net foreign exchange loss and interest expense, net (see Note 11).
In addition to common stock, AbbVie's authorized capital includes 200 million shares of preferred stock, par value $ 0.01 .
As of December 31, 2025, no shares of preferred stock were issued or outstanding.
−Removed: 2024 Form 10-K |
Note 14 Income Taxes
13 unchanged sentences
Total income tax expense (benefit) $ 2,364 $ ( 570 ) $ 1,377
+Added: | 2025 Form 10-K
Effective Tax Rate Reconciliation
+Added: ASU 2023-09 was adopted on a prospective basis for the year ended December 31, 2025, accordingly the following table has been included which reconciles the U.S.
+Added: federal statutory tax rate and expense to the effective tax rate:
+Added: year ended December 31 (dollars in millions, except for percentages) 2025
+Added: Statutory tax rate $ 1,385 21.0 %
+Added: Foreign tax effects
+Added: Tax rate differential 1,426 21.6
+Added: Impact from industrial development income ( 2,989 ) ( 45.3 )
+Added: Other ( 23 ) ( 0.3 )
+Added: Tax rate differential 104 1.6
+Added: Valuation allowances 286 4.3
+Added: Other ( 14 ) ( 0.2 )
+Added: Tax rate differential ( 115 ) ( 1.7 )
+Added: Net operating loss utilization 101 1.5
+Added: Other ( 7 ) ( 0.1 )
+Added: Tax rate differential ( 118 ) ( 1.8 )
+Added: Deduction on equity ( 128 ) ( 1.9 )
+Added: Non-deductible items 241 3.7
+Added: All other, net 94 1.4
+Added: Effect of cross-border tax laws
+Added: Global intangible low-taxed income, net of foreign tax credit (FTC) 1,114 16.9
+Added: tax impact of branch accounting, net of FTC ( 149 ) ( 2.3 )
+Added: Tax credits ( 142 ) ( 2.2 )
+Added: Unrecognized tax benefits 654 9.9
+Added: Change in valuation allowances ( 94 ) ( 1.4 )
+Added: Non-taxable and non-deductible acquisition costs 649 9.8
+Added: All other, net ( 45 ) ( 0.7 )
+Added: Effective tax rate $ 2,364 35.8 %
+Added: 2025 Form 10-K |
+Added: As previously disclosed for the years ended December 31, 2024 and 2023, prior to the adoption of ASU 2023-09, the effective income tax rate differs from the statutory federal income tax rate as follows:
years ended December 31 2024 2023
−Removed: 2024 2023 2022
Statutory tax rate 21.0 % 21.0 %
11 unchanged sentences
global minimum tax, changes in fair value of contingent consideration, tax audits and settlements, tax credits and incentives in the United States, Puerto Rico and other foreign tax jurisdictions, and business development activities.
−Removed: The effective income tax rate in 2024 was lower than prior periods due to the resolutions of various tax positions pertaining to multiple prior tax years, including the closing of U.S.
−Removed: IRS examinations covering three tax years, partially offset by increases in unrecognized tax benefits pertaining to prior years.
−Removed: The lower effective income tax rate in 2024 also reflects an increase due to acquisition costs related to certain business development activities and a decrease related to changes in fair value of contingent consideration.
−Removed: The effective income tax rate in 2023 was higher than prior periods due to increased changes in fair value of contingent consideration, intangible asset impairments and the impacts of the transition from the Puerto Rico excise tax to an income tax.
−Removed: In 2022, Puerto Rico enacted Act 52-2022 (the Puerto Rico Act) allowing for a transition from a Puerto Rico excise tax levied on gross inventory purchases to an income-based tax beginning in 2023.
−Removed: The company completed the transition requirements of the Puerto Rico Act in 2022, resulting in the remeasurement of certain deferred tax assets and liabilities
−Removed: | 2024 Form 10-K
−Removed: based on income tax rates at which they are expected to reverse in the future.
−Removed: The net tax benefit recognized in 2022 from the remeasurement of deferred taxes related to the Puerto Rico Act was $ 323 million.
−Removed: The Tax Cuts and Jobs Act (the Act) was signed into law in December 2017, resulting in significant changes to the U.S.
+Added: The effective income tax rate in 2025 was higher than 2024 primarily due to a one-time tax benefit associated with the closing of a three-year U.S.
+Added: IRS examination in 2024, partially offset by decreases in unrecognized tax benefits, a decrease in the impact of acquisition costs related to certain business development activities and a decrease related to the impact of changes in fair value of contingent consideration.
+Added: The effective income tax rate in 2024 was lower than 2023 due to the closing of the U.S.
+Added: IRS examination, partially offset by increases in unrecognized tax benefits pertaining to prior years.
+Added: The Tax Cuts and Jobs Act (2017 Act) was signed into law in December 2017, resulting in significant changes to the U.S.
corporate tax system, including a one-time transition tax on a mandatory deemed repatriation of earnings of certain foreign subsidiaries that were previously untaxed.
2 unchanged sentences
The company’s accounting policy for the minimum tax on foreign sourced earnings is to report the tax effects on the basis that the minimum tax will be recognized in tax expense in the year it is incurred as a period expense.
+Added: On July 4, 2025, the United States government signed into law the One Big Beautiful Bill Act of 2025 (2025 Act).
+Added: Included within the 2025 Act are provisions that permanently extend certain expiring provisions of the 2017 Act, modify the international tax framework to reduce the tax rate on certain foreign earned income, restore the tax treatment of expensing for domestic research and development costs and bonus depreciation, and allow for full expensing of qualified production property.
+Added: In addition, the legislation contains multiple effective dates and transition elections, with certain provisions effective in 2025 and others implemented through 2027.
+Added: The new legislation had a favorable impact on cash tax payments in the current year.
+Added: | 2025 Form 10-K
+Added: Income Taxes Paid
+Added: ASU 2023-09 was adopted on a prospective basis for the year ended December 31, 2025, accordingly the following table has been included which discloses the amount of income taxes paid (net of refunds) disaggregated by jurisdiction:
+Added: year ended December 31 (in millions) 2025
+Added: Domestic $ 2,185
+Added: Puerto Rico 297
+Added: Total foreign 1,441
+Added: Income taxes paid $ 3,626
+Added: As previously disclosed and prior to the adoption of ASU 2023-09, income taxes paid totaled $ 4.1 billion and $ 4.7 billion for the years ended December 31, 2024 and 2023.
Deferred Tax Assets and Liabilities
4 unchanged sentences
Chargebacks and rebates 1,482 1,354
−Removed: Advance payments 66 298
Net operating losses and other carryforwards 16,022 15,815
9 unchanged sentences
Net deferred tax assets $ 3,715 $ 3,047
−Removed: $ 3,047 $ 3,803
−Removed: The decrease in deferred tax assets is primarily related to a decrease in compensation, employee benefits and advance payments.
−Removed: The increase in deferred tax liabilities is primarily due to the acquisition of Cerevel Therapeutics and ImmunoGen in which the company recorded the excess of book basis over tax basis of intangible assets, offset by amortization and impairment of intangible assets.
+Added: The increase in deferred tax assets is primarily due to losses in other comprehensive income related to net investment hedges.
+Added: The decrease in deferred tax liabilities is due to the amortization and impairment of intangible assets.
The company had valuation allowances of $ 15.0 billion as of December 31, 2025 and $ 14.8 billion as of December 31, 2024.
These were principally related to foreign and state net operating losses and other credit carryforwards that are not expected to be realized.
−Removed: The company incurred carryforward deductions in a foreign jurisdiction where realization of the future income tax benefit was, in previous reporting periods, considered so remote that the income tax benefit was not recognized as a deferred tax asset.
−Removed: In 2024, the company concluded that the future income tax benefit of the carryforward balances is no longer remote and therefore, a deferred tax asset was recognized.
−Removed: The company also recognized an offsetting valuation allowance, resulting in no net impact to deferred tax assets as such carryforward balances are not expected to be realized in the foreseeable future.
As of December 31, 2025, the company had U.S.
4 unchanged sentences
Post-2017 earnings subject to the U.S.
−Removed: minimum tax on foreign sourced earnings or eligible for the 100 percent foreign dividends received deduction are also not considered indefinitely reinvested earnings.
+Added: minimum tax on foreign sourced earnings or eligible for the 100% foreign dividends received deduction are also not considered indefinitely reinvested earnings.
However, the company generally considers instances of outside basis differences in foreign subsidiaries that would incur additional U.S.
15 unchanged sentences
AbbVie recognizes interest and penalties related to income tax matters in income tax expense in the consolidated statements of earnings.
−Removed: AbbVie recognized a gross income tax benefit of $ 179 million in 2024 and gross income tax expense of $ 430 million in 2023 and $ 339 million in 2022 for interest and penalties related to income tax matters.
+Added: AbbVie recognized a gross income tax expense of $ 315 million in 2025, a gross income tax benefit of $ 179 million in 2024 and a gross income tax expense of $ 430 million in 2023 for interest and penalties related to income tax matters.
AbbVie had an accrual for the payment of gross interest and penalties of $ 1.7 billion at December 31, 2025, $ 1.4 billion at December 31, 2024 and $ 1.6 billion at December 31, 2023.
−Removed: The company is routinely audited by the tax authorities in significant jurisdictions and a number of audits are currently underway.
−Removed: It is reasonably possible that the company’s gross unrecognized tax benefits balance may change within the next 12 months by up to $ 40 million in connection with statute of limitation expirations.
−Removed: The company has various federal, state and foreign examinations ongoing.
−Removed: 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.
+Added: The company is routinely audited by the tax authorities in significant jurisdictions and various federal, state and foreign examinations are currently ongoing.
All significant federal, state and international tax matters have been concluded for years before 2010.
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While it is not feasible to predict the outcome of all proceedings and exposures with certainty, management believes that their ultimate disposition should not have a material adverse effect on AbbVie’s consolidated financial position, results of operations or cash flows.
−Removed: Subject to certain exceptions specified in the separation agreement by and between Abbott Laboratories (Abbott) and AbbVie, AbbVie assumed the liability for, and control of, all pending and threatened legal matters related to its business, including liabilities for any claims or legal proceedings related to products that had been part of its business, but were discontinued prior to the distribution, as well as assumed or retained liabilities, and will indemnify Abbott for any liability arising out of or resulting from such assumed legal matters.
+Added: Subject to certain exceptions specified in the separation agreement by and between Abbott and AbbVie, AbbVie assumed the liability for, and control of, all pending and threatened legal matters related to its business, including liabilities for any claims or legal proceedings related to products that had been part of its business, but were discontinued prior to the distribution, as well as assumed or retained liabilities, and will indemnify Abbott for any liability arising out of or resulting from such assumed legal matters.
Antitrust Litigation
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The lawsuits pending in federal court consist of six individual plaintiff lawsuits and a certified class action by Niaspan direct purchasers.
−Removed: The cases are pending in the United States District Court for the Eastern District of Pennsylvania for coordinated or consolidated
−Removed: | 2024 Form 10-K
−Removed: pre-trial proceedings under the federal multi-district litigation (MDL) Rules as In re:
+Added: The cases are pending in the United States District Court for the Eastern District of Pennsylvania for coordinated or consolidated pre-trial proceedings under the federal multi-district litigation (MDL) Rules as In re:
Niaspan Antitrust Litigation, MDL No.
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.
−Removed: 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.
−Removed: Oregon also brought a claim under the Oregon False Claims Act, which the court dismissed on October 31, 2024.
−Removed: In November 2024, the parties reached an agreement in principle to resolve this lawsuit.
+Added: | 2025 Form 10-K
Government Proceedings
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Approximately 25 of the lawsuits are pending in various state courts.
−Removed: The plaintiffs in these lawsuits, which include states, counties, cities, other municipal entities, Native American tribes, union trust funds and other third-party payors, private hospitals and personal injury claimants, generally seek compensatory and punitive damages.
−Removed: Of these approximately 435 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.
−Removed: Another approximately 45 of the approximately 435 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.
+Added: The plaintiffs in these lawsuits, which include counties, cities, other municipal entities, Native American tribes, union trust funds and other third-party payors, private hospitals and personal injury claimants, generally seek compensatory and punitive damages.
+Added: Of these approximately 335 lawsuits, approximately 20 of them are brought by counties, cities and other municipal entities, approximately 5 of which are in the process of being dismissed pursuant to the previously announced settlement.
In March 2023, AbbVie Inc.
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Commissioner of Internal Revenue.
−Removed: 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.
−Removed: Shareholder and Securities Litigation
−Removed: In October 2018, a federal securities lawsuit, Holwill v.
−Removed: 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.
−Removed: In September 2021, the court granted plaintiffs' motion to certify a class.
−Removed: In May and July 2022, two shareholder derivative lawsuits, Treppel Family Trust v.
−Removed: Gonzalez et al., and Katcher v.
−Removed: 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.
−Removed: In October 2024, the court granted defendants’ motion to dismiss without prejudice.
−Removed: In November 2024, the dismissal was converted to one with prejudice.
+Added: The petition disputed the Commissioner of Internal Revenue 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.
+Added: 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.
+Added: The United States Tax Court ordered and decided that there is no deficiency in income tax due from AbbVie for the tax year 2014.
+Added: In September 2025, the Commissioner of Internal Revenue appealed this decision.
+Added: In February 2026, the Commissioner of Internal Revenue withdrew its appeal.
+Added: As a result, the United States Tax Court’s decision stands and the matter is resolved.
Product Liability and General Litigation
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The plaintiff generally seeks monetary damages, injunctive relief, and attorneys’ fees.
−Removed: In 2018, a qui tam lawsuit, U.S.
−Removed: Silbersher v.
−Removed: 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.
−Removed: Patent Office resulted in false claims for payment being made to federal and state healthcare payors for Namenda XR and Namzaric.
−Removed: The plaintiff-relator sought damages and attorneys' fees under the federal False Claims Act and state law analogues.
−Removed: The federal government and state governments declined to intervene in the lawsuit.
−Removed: 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.
−Removed: The plaintiff-relator is appealing the court’s motion to dismiss ruling.
−Removed: 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-
−Removed: 2024 Form 10-K |
−Removed: 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.
+Added: In January 2026, the court granted AbbVie’s motion to dismiss, without prejudice.
+Added: Lawsuits are pending against various Allergan entities in the United States and other countries including Australia, Brazil, Canada and South Korea, 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 150 ALCL lawsuits and 1,320 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:
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Approximately 70 ALCL and 1,080 other lawsuits are pending in other countries.
+Added: In December 2025, the Amsterdam District Court dismissed all claims pending against Allergan and affiliated entities in the Netherlands, which dismissal is subject to appeal.
Plaintiffs generally seek monetary damages, medical monitoring and attorneys’ fees.
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Intellectual Property Litigation
−Removed: is seeking to enforce patent rights relating to upadacitinib (a drug sold under the trademark Rinvoq).
−Removed: 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.
−Removed: AbbVie alleges defendants’ proposed generic upadacitinib products infringe certain patents and seeks declaratory and injunctive relief.
is seeking to enforce patent rights related to ubrogepant (a drug sold under the trademark Ubrelvy).
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and Zydus Lifesciences Limited;
−Removed: 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.
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Merck Sharp & Dohme LLC, which exclusively licenses certain patents to AbbVie, is a co-plaintiff in the litigation.
+Added: AbbVie is seeking to enforce patent rights related to atogepant (a drug sold under the trademark Qulipta).
+Added: Litigation was filed in the United States District Court for the District of New Jersey in December 2025 and January 2026 against Apotex Inc.;
+Added: Macleods Pharmaceuticals Ltd.
+Added: and Macleods Pharma USA, Inc.;
+Added: Reddy’s Laboratories, Ltd.
+Added: Reddy’s Laboratories, Inc.
+Added: AbbVie alleges defendants’ proposed generic atogepant products infringe certain patents and seeks declaratory and injunctive relief.
+Added: 2025 Form 10-K |
Note 16 Segment and Geographic Area Information
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therefore, the total asset disclosure has not been included.
−Removed: | 2024 Form 10-K
Substantially all of AbbVie's pharmaceutical product net revenues in the United States are to three wholesalers.
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years ended December 31 (in millions) 2025 2024 2023
−Removed: Humira United States $ 7,142 $ 12,160 $ 18,619
−Removed: International 1,851 2,244 2,618
−Removed: Total $ 8,993 $ 14,404 $ 21,237
Skyrizi United States $ 15,202 $ 10,086 $ 6,753
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Total $ 8,304 $ 5,971 $ 3,969
−Removed: Imbruvica United States $ 2,448 $ 2,665 $ 3,426
−Removed: Collaboration revenues 899 931 1,142
−Removed: Total $ 3,347 $ 3,596 $ 4,568
−Removed: Venclexta United States $ 1,234 $ 1,087 $ 1,009
+Added: Humira United States $ 3,062 $ 7,142 $ 12,160
International 1,478 1,851 2,244
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Total $ 3,621 $ 3,267 $ 2,759
−Removed: Epkinly Collaboration revenues
−Removed: $ 118 $ 28 $ —
+Added: Botox Therapeutic
+Added: United States $ 3,151 $ 2,718 $ 2,476
International 618 565 515
Total $ 3,769 $ 3,283 $ 2,991
−Removed: Botox Cosmetic
United States $ 1,239 $ 981 $ 803
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Total $ 1,271 $ 1,006 $ 815
−Removed: Juvederm Collection
United States $ 906 $ 628 $ 405
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Total $ 1,036 $ 658 $ 408
−Removed: Other Aesthetics
United States $ 167 $ 1 $ —
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Total $ 482 $ 99 $ 3
−Removed: Botox Therapeutic
−Removed: United States $ 2,718 $ 2,476 $ 2,255
+Added: Duodopa United States $ 73 $ 96 $ 97
International 308 351 371
Total $ 381 $ 447 $ 468
+Added: | 2025 Form 10-K
+Added: years ended December 31 (in millions) 2025 2024 2023
+Added: Other Neuroscience
United States $ 192 $ 223 $ 254
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Total $ 207 $ 239 $ 273
−Removed: Duodopa United States $ 96 $ 97 $ 95
+Added: Imbruvica United States $ 2,048 $ 2,448 $ 2,665
+Added: Collaboration revenues 821 899 931
+Added: Total $ 2,869 $ 3,347 $ 3,596
+Added: Venclexta United States $ 1,306 $ 1,234 $ 1,087
International 1,486 1,349 1,201
Total $ 2,792 $ 2,583 $ 2,288
+Added: Elahere United States $ 607 $ 477 $ —
+Added: International 83 2 —
+Added: Total $ 690 $ 479 $ —
+Added: Epkinly Collaboration revenues
+Added: $ 181 $ 118 $ 28
+Added: International 90 28 3
+Added: Total $ 271 $ 146 $ 31
+Added: Other Oncology United States $ 33 $ — $ —
+Added: Botox Cosmetic
United States $ 1,504 $ 1,682 $ 1,670
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Total $ 2,602 $ 2,720 $ 2,682
−Removed: Qulipta United States $ 628 $ 405 $ 158
+Added: Juvederm Collection
+Added: United States $ 385 $ 469 $ 519
International 608 708 859
Total $ 993 $ 1,177 $ 1,378
−Removed: 2024 Form 10-K |
−Removed: years ended December 31 (in millions) 2024 2023 2022
−Removed: Other Neuroscience
+Added: Other Aesthetics
United States $ 1,101 $ 1,118 $ 1,060
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Total $ 197 $ 248 $ 272
−Removed: United States $ 172 $ 382 $ 621
−Removed: International 52 54 45
−Removed: Total $ 224 $ 436 $ 666
Other Eye Care
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Total net revenues $ 61,160 $ 56,334 $ 54,318
−Removed: (a) Net revenues include ImmunoGen product revenues after the acquisition closing date of February 12, 2024.
+Added: Net revenues to external customers by geographic area, based on product shipm
2025 Form 10-K |
−Removed: Net revenues to external customers by geographic area, based on product shipment destination, were as follows:
+Added: ent destination, were as follows:
years ended December 31 (in millions) 2025 2024 2023
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France 806 776 780
−Removed: Spain 528 501 506
United Kingdom 626 522 417
+Added: Spain 609 528 501
Italy 580 511 484
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intangible assets amortization expense (Note 7), intangible assets impairment expense (Note 7), change in fair value of contingent consideration (Note 11), interest income and expense (Note 3), depreciation expense (Note 2), litigation matters (Note 15), income tax expense (Note 14) and restructuring expense (Note 8).
−Removed: Long-lived assets, primarily net property and equipment, by geographic area were as follows:
+Added: Long-lived assets, consisting of property and equipment, net, by geographic area were as follows:
as of December 31 (in millions) 2025 2024
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Gross margin 12,066
−Removed: Net loss attributable to AbbVie Inc.
−Removed: Basic loss per share attributable to AbbVie Inc.
−Removed: Diluted loss per share attributable to AbbVie Inc.
+Added: Net earnings attributable to AbbVie Inc.
+Added: Basic earnings per share attributable to AbbVie Inc.
+Added: Diluted earnings per share attributable to AbbVie Inc.
Cash dividends declared per common share $ 1.73
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We have audited the accompanying consolidated balance sheets of AbbVie Inc.
−Removed: and subsidiaries (the Company) as of December 31, 2024 and 2023, the related consolidated statements of earnings, comprehensive income, equity and cash flows for each of the three years in the period ended December 31, 2024, and the related notes (collectively referred to as the “consolidated financial statements”).
+Added: and subsidiaries (the Company) as of December 31, 2025 and 2024, the related consolidated statements of earnings, comprehensive income, equity (deficit) and cash flows for each of the three years in the period ended December 31, 2025, and the related notes (collectively referred to as the “consolidated financial statements”).
In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025, in conformity with U.S.
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We believe that our audits provide a reasonable basis for our opinion.
−Removed: Critical Audit Matters
−Removed: The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that:
−Removed: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.
−Removed: The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
+Added: Critical Audit Matter
+Added: The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that:
+Added: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.
+Added: The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
2025 Form 10-K |
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For Medicaid, we involved a specialist with an understanding of statutory reimbursement requirements to assess the consistency of the Company’s calculation methodologies with applicable government regulations and policy.
−Removed: 2024 Form 10-K |
−Removed: Valuation of contingent consideration
−Removed: Description of the Matter As discussed in Note 2 to the consolidated financial statements under the caption “Business Combinations” and in Note 11 under the caption “Fair Value Measures,” the Company recognized contingent consideration liabilities at the estimated fair value on the acquisition date in connection with applying the acquisition method of accounting for business combinations.
−Removed: Subsequent changes to the fair value of the contingent consideration liabilities were recorded within the consolidated statement of earnings in the period of change.
−Removed: At December 31, 2024, the Company had $ 21,666 million in contingent consideration liabilities, which represented a ‘Level 3’ fair value measurement in the fair value hierarchy due to the significant unobservable inputs used in determining the fair value and the use of management judgment about the assumptions market participants would use in pricing the liabilities.
−Removed: Auditing the valuation of contingent consideration liabilities was complex and required significant auditor judgment due to the use of a Monte Carlo simulation model and the high degree of subjectivity in evaluating certain assumptions required to estimate the fair value of contingent royalty payments.
−Removed: In particular, the fair value measurement was sensitive to the significant assumptions underlying the estimated amount of future sales of the acquired products.
−Removed: Management utilized its expertise within the industry, including commercial dynamics, trends and utilization, to determine certain of these assumptions.
−Removed: How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s contingent consideration liabilities process including, among others, management’s process to establish the significant assumptions and measure the liability.
−Removed: This included testing controls over management’s review of the significant assumptions and other inputs used in the determination of fair value.
−Removed: The testing was inclusive of key management review controls to monitor estimated future sales, and to ensure that the data used to evaluate and support the significant assumptions was complete, accurate and, where applicable, verified to external data sources.
−Removed: To test the estimated fair value of contingent consideration liabilities, our audit procedures included, among others, inspecting the terms of the executed agreement, assessing the Monte Carlo simulation model used and testing the key contractual inputs and significant assumptions discussed above.
−Removed: We evaluated the assumptions and judgments considering observable industry and economic trends, and external data sources.
−Removed: Estimated amounts of future sales were also evaluated for reasonableness.
−Removed: Our procedures included evaluating the data sources used by management in determining its assumptions and, where necessary, included an evaluation of available information that either corroborated or contradicted management’s conclusions.
−Removed: We involved a valuation specialist to assess the Company’s Monte Carlo simulation model and to perform corroborative fair value calculations.
/s/ Ernst & Young LLP
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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.