What changed in this filing

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Item 1. Financial Statements

2026-05-08 compared with 2025-11-04 · 166 added, 371 removed, 560 unchanged (49% of the section changed)

3 unchanged sentences

Three months ended

September 30, Nine months ended

September 30,

(in millions, except per share data) 2026 2025

4 unchanged sentences

Acquired IPR&D and milestones 744 248

Other operating income — — ( 24 ) —

Total operating costs and expenses 11,012 9,610

1 unchanged sentence

Interest expense, net 645 627

Net foreign exchange loss (gain) 20 ( 3 ) 47 2

Other expense, net 2,306 1,445

17 unchanged sentences

Three months ended

September 30, Nine months ended

September 30,

(in millions) 2026 2025

Net earnings $ 697 $ 1,289

Foreign currency translation adjustments, net of tax expense (benefit) of $( 2 ) for the three months and $ 48 for the nine months ended September 30, 2025 and $ 25 for the three months and $ 1 for the nine months ended September 30, 2024

( 49 ) 574 1,489 21

Net investment hedging activities, net of tax expense (benefit) of $ 4 for the three months and $( 265 ) for the nine months ended September 30, 2025 and $( 91 ) for the three months and $( 11 ) for the nine months ended September 30, 2024

11 ( 330 ) ( 970 ) ( 39 )

Pension and post-employment benefits, net of tax expense (benefit) of $ 1 for the three months and $ 1 for the nine months ended September 30, 2025 and $( 1 ) for the three months and $ 3 for the nine months ended September 30, 2024

Cash flow hedging activities, net of tax expense (benefit) of $ 1 for the three months and $( 19 ) for the nine months ended September 30, 2025 and $( 8 ) for the three months and $( 3 ) for the nine months ended September 30, 2024

( 1 ) ( 62 ) ( 173 ) ( 26 )

Foreign currency translation adjustments, net of tax expense (benefit) of $( 5 ) for the three months ended March 31, 2026 and $ 17 for the three months ended March 31, 2025

Net investment hedging activities, net of tax expense (benefit) of $ 43 for the three months ended March 31, 2026 and $( 77 ) for the three months ended March 31, 2025

Pension and post-employment benefits, net of tax expense (benefit) of $ — for the three months ended March 31, 2026 and $ — for the three months ended March 31, 2025

Cash flow hedging activities, net of tax expense (benefit) of $ — for the three months ended March 31, 2026 and $( 4 ) for the three months ended March 31, 2025

Other comprehensive income (loss) ( 9 ) 183

7 unchanged sentences

Condensed Consolidated Balance Sheets

(in millions, except share data) September 30,

(in millions, except share data) March 31,

2026 December 31,

1 unchanged sentence

Cash and equivalents $ 9,391 $ 5,229

Short-term investments 42 31

Accounts receivable, net 12,479 12,589

8 unchanged sentences

Total assets $ 136,463 $ 133,960

Liabilities and Equity

Liabilities and Equity (Deficit)

Current liabilities

Short-term borrowings $ — $ 2,499

Current portion of long-term debt and finance lease obligations 1,982 6,804

Current portion of long-term debt 8,326 6,056

Accounts payable and accrued liabilities 33,774 34,734

Total current liabilities 42,100 43,289

Long-term debt and finance lease obligations 62,971 60,340

Long-term debt 64,532 58,941

Deferred income taxes 2,332 2,389

2 unchanged sentences

Stockholders' equity (deficit)

Common stock, $ 0.01 par value, 4,000,000,000 shares authorized, 1,838,138,571 shares issued as of September 30, 2025 and 1,831,594,494 as of December 31, 2024

Common stock held in treasury, at cost, 70,788,693 shares as of September 30, 2025 and 66,337,508 as of December 31, 2024

Common stock, $ 0.01 par value, 4,000,000,000 shares authorized, 1,843,809,386 shares issued as of March 31, 2026 and 1,838,678,628 as of December 31, 2025

Common stock held in treasury, at cost, 77,077,199 shares as of March 31, 2026 and 70,802,593 as of December 31, 2025

( 10,611 ) ( 9,146 )

2 unchanged sentences

Accumulated other comprehensive loss ( 1,153 ) ( 1,144 )

Total stockholders' equity (deficit) ( 2,642 ) 3,325

Total stockholders' deficit ( 6,656 ) ( 3,270 )

Noncontrolling interest 44 42

Total equity (deficit) ( 2,599 ) 3,364

Total liabilities and equity $ 133,898 $ 135,161

Total deficit ( 6,612 ) ( 3,228 )

Total liabilities and equity (deficit) $ 136,463 $ 133,960

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

3 unchanged sentences

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

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

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

Net earnings attributable to AbbVie Inc.

5 unchanged sentences

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

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

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

Net earnings attributable to AbbVie Inc.

— — — — 186 — — 186

Other comprehensive loss, net of tax — — — — — ( 36 ) — ( 36 )

Dividends declared — — — — ( 2,917 ) — — ( 2,917 )

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

Stock-based compensation plans and other 1 — 8 304 — — — 312

Change in noncontrolling interest — — — — — — ( 2 ) ( 2 )

Balance at September 30, 2025 1,767 $ 18 $ ( 9,143 ) $ 22,291 $ ( 14,234 ) $ ( 1,574 ) $ 43 $ ( 2,599 )

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

Balance at December 31, 2025 1,768 $ 18 $ ( 9,146 ) $ 22,495 $ ( 15,493 ) $ ( 1,144 ) $ 42 $ ( 3,228 )

6 unchanged sentences

Change in noncontrolling interest — — — — — — 2 2

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

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

Net earnings attributable to AbbVie Inc.

— — — — 2,410 — — 2,410

Other comprehensive income, net of tax — — — — — 351 — 351

Dividends declared — — — — ( 8,744 ) — — ( 8,744 )

Purchases of treasury stock ( 5 ) — ( 977 ) — — — — ( 977 )

Stock-based compensation plans and other 7 — 35 958 — — — 993

Change in noncontrolling interest — — — — — — 4 4

Balance at September 30, 2025 1,767 $ 18 $ ( 9,143 ) $ 22,291 $ ( 14,234 ) $ ( 1,574 ) $ 43 $ ( 2,599 )

Balance at March 31, 2026 1,767 $ 18 $ ( 10,611 ) $ 22,962 $ ( 17,872 ) $ ( 1,153 ) $ 44 $ ( 6,612 )

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

2 unchanged sentences

Condensed Consolidated Statements of Cash Flows (unaudited)

Nine months ended

September 30,

Three months ended

(in millions) (brackets denote cash outflows) 2026 2025

10 unchanged sentences

Non-cash litigation reserve adjustments, net of cash payments 150 ( 729 )

Impairment of intangible assets 847 —

Other, net ( 22 ) 17

10 unchanged sentences

Acquisitions of property and equipment ( 265 ) ( 235 )

Purchases of investment securities ( 29 ) ( 46 )

Sales and maturities of investment securities 42 516

Other, net ( 43 ) 38

2 unchanged sentences

Net change in commercial paper borrowings with original maturities of three months or less ( 499 ) 1,593

Proceeds from issuance of other short-term borrowings 4,798 5,008

Repayments of other short-term borrowings ( 2,000 ) —

Proceeds from issuance of long-term debt 7,991 3,994

Repayments of long-term debt and finance lease obligations ( 6,789 ) ( 3,851 )

Debt issuance costs ( 23 ) ( 99 )

Repayments of long-term debt — ( 3,026 )

Dividends paid ( 3,086 ) ( 2,925 )

Purchases of treasury stock ( 1,489 ) ( 961 )

Proceeds from the exercise of stock options 124 204

Other, net 2 67

24 unchanged sentences

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

In December 2023, the FASB issued ASU No.

2023-09, Income Taxes (Topic 740) .

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

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

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

Note 2 Supplemental Financial Information

1 unchanged sentence

Three months ended

September 30, Nine months ended

September 30,

(in millions) 2026 2025

2 unchanged sentences

Interest expense, net $ 645 $ 627

(in millions) September 30,

(in millions) March 31,

2026 December 31,

5 unchanged sentences

Property and Equipment, Net

(in millions) September 30,

(in millions) March 31,

2026 December 31,

2 unchanged sentences

Property and equipment, net $ 5,687 $ 5,628

Depreciation expense was $ 192 million for the three months and $ 559 million for the nine months ended September 30, 2025 and $ 191 million for the three months and $ 558 million for the nine months ended September 30, 2024.

Depreciation expense was $ 188 million for the three months ended March 31, 2026 and $ 181 million for the three months ended March 31, 2025.

Note 3 Earnings Per Share

4 unchanged sentences

Three months ended

September 30, Nine months ended

September 30,

(in millions, except per share data) 2026 2025

18 unchanged sentences

Note 4 Licensing, Acquisitions and Other Arrangements

Acquisition of Gilgamesh Pharmaceuticals, Inc.

Subsequent to September 30, 2025, AbbVie completed its acquisition of Gilgamesh Pharmaceuticals, Inc.

(Gilgamesh), including its lead program bretisilocin (GM-2505).

GM-2505 is a short-acting serotonin (5-HT)2A receptor agonist and 5-HT releaser currently in Phase 2 studies for the treatment of major depressive disorder.

As part of the transaction, Gilgamesh spun off a new independent entity that will operate under the name Gilgamesh Pharma Inc.

to retain its employees and other programs, including an existing option-to-license agreement with AbbVie which remains in effect.

Under the terms of the agreement, AbbVie made an upfront cash payment of approximately $ 900 million to acquire all outstanding equity of Gilgamesh.

AbbVie could make additional payments of up to $ 300 million upon achievement of development milestones.

The accounting impact of this acquisition will be included in the consolidated financial statements beginning in the fourth quarter of 2025.

2025 Form 10-Q |

Acquisition of Nimble Therapeutics, Inc.

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

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

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.

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

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

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

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

The goodwill is not deductible for tax purposes.

Other assets acquired and liabilities assumed were insignificant.

Acquisition of Cerevel Therapeutics Holdings, Inc.

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

(Cerevel Therapeutics).

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

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

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

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

Acquisition of ImmunoGen, Inc.

On February 12, 2024, AbbVie completed its 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 included its flagship cancer therapy Elahere, a first-in-class ADC approved for platinum-resistant ovarian cancer, and a pipeline of promising next-generation ADC's targeting hematologic malignancies and solid tumors.

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

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

Other Licensing & Acquisitions Activity

Cash outflows related to other acquisitions and investments, net of cash acquired totaled $ 4.1 billion for the nine months ended September 30, 2025 and $ 1.2 billion for the nine months ended September 30, 2024.

Cash outflows related to other acquisitions and investments, net of cash acquired totaled $ 266 million for the three months ended March 31, 2026 and $ 334 million for the three months ended March 31, 2025.

2026 Form 10-Q |

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

Three months ended

September 30, Nine months ended

September 30,

(in millions)

2025 2024 2025 2024

Upfront charges $ 703 $ 246

1 unchanged sentence

Acquired IPR&D and milestones $ 744 $ 248

Ichnos Glenmark Innovation, Inc.

In September 2025, AbbVie completed its previously announced license agreement with Ichnos Glenmark Innovation, Inc.

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

The upfront payment of $ 700 million was recorded in acquired IPR&D and milestones expense in the condensed consolidated statement of earnings in the third quarter of 2025.

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

2025 Form 10-Q |

Capstan Therapeutics, Inc.

In August 2025, AbbVie completed its previously announced acquisition of Capstan Therapeutics, Inc.

(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, currently in Phase 1, for the treatment of B cell-mediated autoimmune diseases.

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.

The cash consideration of $ 1.9 billion, net of cash acquired, was recognized in acquired IPR&D and milestones expense in the condensed consolidated statement of earnings in the third quarter of 2025.

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 condensed consolidated statement of earnings in the third quarter of 2025.

ADARx Pharmaceuticals, Inc.

In May 2025, AbbVie entered into an option-to-license agreement with ADARx Pharmaceuticals, Inc.

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

Under the terms of the agreement, AbbVie made an upfront payment of $ 335 million which was recognized in acquired IPR&D and milestones expense in the condensed consolidated statement of earnings in the second quarter of 2025.

AbbVie could make additional payments of up to $ 385 million for option fees and option exercise payments, up to $ 7.5 billion upon achievement of certain development, regulatory and commercial milestones and pay tiered royalties.

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

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

Under the terms of the agreement, AbbVie made an upfront payment of $ 350 million which was recognized in acquired IPR&D and milestones expense in the condensed consolidated statement of earnings in the second quarter of 2025.

RemeGen Co., Ltd.

In March 2026, AbbVie completed its previously announced license agreement with RemeGen Co., Ltd.

Under the terms of the agreement, AbbVie received an exclusive global license excluding China to develop, manufacture and commercialize RC148 (ABBV-1480), 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.

The upfront payment of $ 650 million was recorded in acquired IPR&D and milestones expense in the condensed consolidated statement of earnings in the first quarter of 2026.

AbbVie could make additional payments of up to $ 5.0 billion upon achievement of certain development, regulatory and commercial milestones and pay tiered royalties.

Celsius Therapeutics, Inc.

In June 2024, AbbVie acquired Celsius Therapeutics, Inc.

(Celsius Therapeutics) including its lead pipeline asset CEL383.

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

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

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

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

Note 5 Collaborations

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

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

The following represent the significant collaboration agreements impacting the periods ended March 31, 2026 and 2025.

Collaboration with Genentech, Inc.

AbbVie and Genentech, Inc.

(Genentech), a member of the Roche Group, are parties to a collaboration and license agreement for the joint development and commercialization of Venclexta.

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

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

AbbVie manufactures and distributes Venclexta globally and is the principal in the end-customer product sales.

Sales of Venclexta are included in AbbVie’s net revenues.

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

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

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

Genentech’s share of profits, including royalties, was $ 284 million for the three months ended March 31, 2026 and $ 242 million for the three months ended March 31, 2025.

Sales and marketing and development costs for the three months ended March 31, 2026 and 2025 were insignificant.

Collaboration with Janssen Biotech, Inc.

In December 2011, Pharmacyclics, a wholly-owned subsidiary of AbbVie, entered into a worldwide collaboration and license agreement with Janssen Biotech, Inc.

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.

AbbVie and Janssen Biotech, Inc.

and its affiliates (Janssen), one of the Janssen Pharmaceutical companies of Johnson & Johnson, are parties to a collaboration agreement for the joint development and commercialization of Imbruvica.

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.

Both parties are responsible for the development, manufacturing and marketing of any products generated as a result of the collaboration.

The collaboration has no set duration or specific expiration date and provides for potential future development, regulatory and approval milestone payments of up to $ 200 million to AbbVie.

The collaboration also

2025 Form 10-Q |

includes a cost sharing arrangement for associated collaboration activities.

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

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

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

however, AbbVie is the principal in the end-customer product sales.

AbbVie and Janssen share pre-tax profits and losses equally from the commercialization of products.

AbbVie and Janssen share pre-tax profits and losses equally from the commercialization of Imbruvica.

Sales of Imbruvica are included in AbbVie's net revenues.

1 unchanged sentence

Other costs incurred under the collaboration are reported in their respective expense line items, net of Janssen's share.

In the United States, Janssen’s share of profits was $ 153 million for the three months ended March 31, 2026 and $ 247 million for the three months ended March 31, 2025.

Other costs for the three months ended March 31, 2026 and 2025 were insignificant.

Outside the United States, Janssen is responsible for and has exclusive rights to commercialize Imbruvica.

2 unchanged sentences

Other costs incurred under the collaboration are reported in their respective expense line items, net of Janssen's share.

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

Three months ended

September 30, Nine months ended

September 30,

(in millions) 2025 2024 2025 2024

United States - Janssen's share of profits (included in cost of products sold) $ 235 $ 282 $ 735 $ 849

International - AbbVie's share of profits (included in net revenues) 199 210 619 676

Global - AbbVie's share of other costs (included in respective line items) 24 38 74 120

AbbVie’s receivable from Janssen, included in accounts receivable, net, was $ 221 million at September 30, 2025 and $ 237 million at December 31, 2024.

AbbVie’s payable to Janssen, included in accounts payable and accrued liabilities, was $ 217 million at September 30, 2025 and $ 282 million at December 31, 2024.

Collaboration with Genentech, Inc.

AbbVie and Genentech, Inc.

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

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

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

AbbVie manufactures and distributes Venclexta globally and is the principal in the end-customer product sales.

Sales of Venclexta are included in AbbVie’s net revenues.

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

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

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

Three months ended

September 30, Nine months ended

September 30,

(in millions) 2025 2024 2025 2024

Genentech's share of profits, including royalties (included in cost of products sold) $ 286 $ 263 $ 790 $ 733

AbbVie's share of sales and marketing costs from U.S.

collaboration (included in SG&A) 13 10 26 25

AbbVie's share of development costs (included in R&D) 15 21 47 63

2026 Form 10-Q |

Outside the United States, AbbVie’s share of profits was $ 224 million for the three months ended March 31, 2026 and $ 209 million for the three months ended March 31, 2025.

Other costs for the three months ended March 31, 2026 and 2025 were insignificant.

Note 6 Goodwill and Intangible Assets

2 unchanged sentences

Balance as of December 31, 2025 $ 35,640

Additions (a)

Foreign currency translation adjustments ( 70 )

Balance as of September 30, 2025 $ 35,626

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

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

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

Balance as of March 31, 2026 $ 35,570

Intangible Assets, Net

The following table summarizes intangible assets:

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

(in millions) Gross

9 unchanged sentences

Total intangible assets, net $ 94,796 $ ( 43,923 ) $ 50,873 $ 94,873 $ ( 42,232 ) $ 52,641

Definite-Lived Intangible Assets

Amortization expense was $ 1.9 billion for the three months and $ 5.6 billion for the nine months ended September 30, 2025 and $ 1.9 billion for the three months and $ 5.7 billion for the nine months ended September 30, 2024.

Amortization expense was $ 1.7 billion for the three months ended March 31, 2026 and $ 1.9 billion for the three months ended March 31, 2025.

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

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.

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.

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.

For Resonic, the evaluation resulted in a full impairment of both the gross and net carrying amount of $ 407 million.

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.

Based on the revised cash flows, the company recorded pre-tax impairment charges of $ 847 million in cost of products sold in the condensed consolidated statement of earnings for the third quarter of 2025.

Indefinite-Lived Intangible Assets

Indefinite-lived intangible assets represent acquired IPR&D associated with products that have not yet received regulatory approval.

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

2025 Form 10-Q |

Note 7 Restructuring Plans

AbbVie continuously evaluates its operations to identify opportunities to optimize its manufacturing and R&D operations, commercial infrastructure and administrative costs and to respond to changes in its business environment.

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

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

Restructuring charges were $ 36 million for the three months and $ 189 million for the nine months ended September 30, 2025 and $ 30 million for the three months and $ 94 million for the nine months ended September 30, 2024.

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

The following table summarizes the cash activity in the restructuring reserve for the nine months ended September 30, 2025:

(in millions)

Accrued balance as of December 31, 2024 $ 236

Restructuring charges 77

Payments and other adjustments ( 73 )

Accrued balance as of September 30, 2025 $ 240

Note 7 Financial Instruments and Fair Value Measures

3 unchanged sentences

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

These contracts, with notional amounts totaling $ 3.3 billion at September 30, 2025 and $ 1.9 billion at December 31, 2024, are designated as cash flow hedges and are recorded at fair value.

These contracts, with notional amounts totaling $ 2.4 billion at March 31, 2026 and $ 2.5 billion at December 31, 2025, are designated as cash flow hedges and are recorded at fair value.

The durations of these forward exchange contracts were generally less than 24 months.

Accumulated gains and losses as of September 30, 2025 are reclassified from accumulated other comprehensive income (loss) (AOCI) and included in cost of products sold at the time the products are sold, generally not exceeding six months from the date of settlement.

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

Accumulated gains and losses as of March 31, 2026 are reclassified from accumulated other comprehensive income (loss) (AOCI) and included in cost of products sold at the time the products are sold, generally not exceeding six months from the date of settlement.

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

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

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

These contracts had notional amounts totaling $ 10.1 billion at September 30, 2025 and $ 5.9 billion at December 31, 2024.

Resulting gains or losses are recognized in other expense, net in the condensed consolidated statements of earnings and are generally offset by losses or gains on the foreign currency exposure being managed.

These contracts had notional amounts totaling $ 9.3 billion at March 31, 2026 and $ 9.2 billion at December 31, 2025.

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

The company had an aggregate principal amount of senior Euro notes designated as net investment hedges of € 3.1 billion at September 30, 2025 and December 31, 2024.

In addition, the company had foreign currency forward exchange contracts designated as net investment hedges with notional amounts totaling € 6.5 billion, SEK 1.9 billion, CAD 500 million and CHF 80 million at September 30, 2025 and € 6.2 billion, SEK 1.4 billion, CAD 500 million and CHF 50 million at December 31, 2024.

The company had an aggregate principal amount of senior Euro notes designated as net investment hedges of € 3.1 billion at March 31, 2026 and December 31, 2025.

In addition, the company had foreign currency forward exchange contracts designated as net investment hedges with notional amounts totaling € 6.7 billion, SEK 1.4 billion, CAD 800 million and CHF 80 million at March 31, 2026 and € 6.5 billion, SEK 1.4 billion, CAD 500 million and CHF 80

2026 Form 10-Q |

million at December 31, 2025.

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

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

The company is a party to interest rate swap contracts designated as fair value hedges with notional amounts totaling $ 3.5 billion at September 30, 2025 and December 31, 2024.

The company is a party to interest rate swap contracts designated as fair value hedges with notional amounts totaling $ 3.3 billion at March 31, 2026 and $ 1.8 billion at December 31, 2025.

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

AbbVie records the contracts at fair value and adjusts the carrying amount of the fixed-rate debt by an offsetting amount.

The company is a party to interest rate swap contracts designated as cash flow hedges with notional amounts totaling $ 750 million at March 31, 2026.

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

AbbVie records the contracts at fair value and includes accumulated gains or losses in AOCI which it reclassifies to interest expense, net over the lives of the floating-rate debt.

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

2025 Form 10-Q |

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

1 unchanged sentence

Derivatives in liability position

(in millions) Balance sheet caption September 30,

(in millions) Balance sheet caption March 31,

2026 December 31,

2024 Balance sheet caption September 30,

2025 Balance sheet caption March 31,

2026 December 31,

6 unchanged sentences

Interest rate swap contracts

Designated as fair value hedges Prepaid expenses and other — — Accounts payable and accrued liabilities 14 21

Designated as fair value hedges Other assets 22 30 Other long-term liabilities 40 —

Designated as cash flow hedges Other assets 5 — Other long-term liabilities — —

Total derivatives $ 155 $ 91 $ 338 $ 540

2 unchanged sentences

Three months ended

September 30, Nine months ended

September 30,

(in millions) 2026 2025

2 unchanged sentences

Designated as net investment hedges 176 ( 193 )

Assuming market rates remain constant through contract maturities, the company expects to reclassify pre-tax losses of $ 36 million into cost of products sold for foreign currency cash flow hedges and pre-tax gains of $ 21 million into interest expense, net for other cash flow hedges during the next 12 months.

Related to AbbVie’s non-derivative, foreign currency denominated debt designated as net investment hedges, the company recognized in other comprehensive income (loss) pre-tax losses of $ 1 million for the three months and $ 417 million for the nine months ended September 30, 2025 and pre-tax losses of $ 151 million for the three months and pre-tax gains of $ 56 million for the nine months ended September 30, 2024.

Interest rate swap contracts designated as cash flow hedges 5 —

Assuming market rates remain constant through contract maturities, the company expects to reclassify pre-tax gains of $ 1 million into cost of products sold for foreign currency cash flow hedges and pre-tax gains of $ 23 million into interest expense, net for other cash flow hedges during the next 12 months.

2026 Form 10-Q |

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 $ 60 million for the three months ended March 31, 2026 and pre-tax losses of $ 133 million for the three months ended March 31, 2025.

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

1 unchanged sentence

Three months ended

September 30, Nine months ended

September 30,

(in millions) Statement of earnings caption 2026 2025

2 unchanged sentences

Designated as net investment hedges Interest expense, net 37 34

Not designated as hedges Net foreign exchange loss (gain) ( 1 ) ( 30 ) ( 47 ) ( 14 )

Not designated as hedges Other expense, net 12 ( 29 )

Interest rate swap contracts

2 unchanged sentences

Interest expense, net 6 5

2025 Form 10-Q |

Fair Value Measures

3 unchanged sentences

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

The following table summarizes the bases used to measure certain assets and liabilities carried at fair value on a recurring basis on the condensed consolidated balance sheet as of September 30, 2025:

Basis of fair value measurement

(in millions) Total Quoted prices in active markets for identical assets

(Level 1) Significant other observable

(Level 2) Significant unobservable inputs

March 31, 2026

December 31, 2025

Basis of fair value measurement Basis of fair value measurement

(in millions) Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3

Cash and equivalents $ 9,391 $ 4,848 $ 4,543 $ — $ 5,229 $ 4,868 $ 361 $ —

11 unchanged sentences

2026 Form 10-Q |

The following table summarizes the bases used to measure certain assets and liabilities carried at fair value on a recurring basis on the condensed consolidated balance sheet as of December 31, 2024:

Basis of fair value measurement

(in millions) Total Quoted prices in active markets for identical assets

(Level 1) Significant other observable

(Level 2) Significant unobservable inputs

Cash and equivalents $ 5,524 $ 5,179 $ 345 $ —

Money market funds and time deposits 10 — 10 —

Debt securities 33 — 33 —

Equity securities 98 70 28 —

Foreign currency contracts 313 — 313 —

Total assets $ 5,978 $ 5,249 $ 729 $ —

Interest rate swap contracts $ 231 $ — $ 231 $ —

Foreign currency contracts 35 — 35 —

Financing liability 328 — — 328

Contingent consideration 21,666 — — 21,666

Total liabilities $ 22,260 $ — $ 266 $ 21,994

Money market funds and time deposits are valued using relevant observable market inputs including quoted prices for similar assets and interest rate curves.

6 unchanged sentences

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

Changes in fair value recognized in other expense, net and in other comprehensive income (loss) for the three and nine months ended September 30, 2025 were insignificant.

Changes in fair value recognized in other expense, net and in other comprehensive income (loss) for the three months ended March 31, 2026 and 2025 were insignificant.

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

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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.

2025 Form 10-Q |

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

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Range Weighted average (a)

7 unchanged sentences

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

Nine months ended

September 30,

Three months ended

(in millions) 2026 2025

4 unchanged sentences

Ending balance $ 27,039 $ 22,713

(a) Additions during the nine months ended September 30, 2025, represent contingent consideration liabilities related to the Nimble acquisition.

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

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

2026 Form 10-Q |

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

The book values, approximate fair values and bases used to measure the approximate fair values of certain financial instruments as of September 30, 2025 are shown in the table below:

The book value, fair value and bases used to measure the approximate fair values of certain financial instruments as of March 31, 2026 are shown in the table below:

Basis of fair value measurement

(in millions) Book value Approximate fair value Quoted prices in active markets for identical assets

(Level 1) Significant other

observable inputs

(Level 2) Significant unobservable inputs

Short-term borrowings $ 3,790 $ 3,785 $ — $ 3,785 $ —

Current portion of long-term debt and finance lease obligations, excluding fair value hedges 2,017 2,010 1,991 19 —

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

(in millions) Book value Fair value

Current portion of long-term debt (a)

$ 8,265 $ 8,252 $ 8,231 $ 21 $ —

Long-term debt (a)

64,289 60,615 58,188 2,427 —

Total liabilities $ 72,554 $ 68,867 $ 66,419 $ 2,448 $ —

2025 Form 10-Q |

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:

(a) Excludes the effects of fair value hedges and financing liability.

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

Basis of fair value measurement

(in millions) Book value Approximate fair value Quoted prices in active markets for identical assets

(Level 1) Significant other

observable inputs

(Level 2) Significant unobservable inputs

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

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

(in millions) Book value Fair value Level 1 Level 2 Level 3

Short-term borrowings $ 2,499 $ 2,497 $ — $ 2,497 $ —

Current portion of long-term debt (a)

6,016 5,985 5,965 20 —

Long-term debt (a)

58,650 55,822 53,381 2,441 —

Total liabilities $ 67,165 $ 64,304 $ 59,346 $ 4,958 $ —

(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.

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

The carrying amount of these investments was $ 172 million as of September 30, 2025 and $ 169 million as of December 31, 2024.

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

The carrying amount of these investments was $ 163 million as of March 31, 2026 and $ 159 million as of December 31, 2025.

No significant cumulative upward or downward adjustments have been recorded for these investments as of March 31, 2026.

Concentrations of Risk

Of total net accounts receivable, three U.S.

wholesalers accounted for 81 % as of September 30, 2025 and December 31, 2024, and substantially all of AbbVie’s pharmaceutical product net revenues in the United States were to these three wholesalers.

wholesalers accounted for 78 % as of March 31, 2026 and 84 % as of December 31, 2025, and substantially all of AbbVie’s pharmaceutical product net revenues in the United States were to these three wholesalers.

2026 Form 10-Q |

Debt and Credit Facilities

Issuance and Repayment of Long-Term Debt

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

In March 2026, the company issued $ 8.0 billion aggregate principal amount of unsecured senior notes.

The following table summarizes the issued debt:

(in millions)

Senior Floating Rate Notes due 2028 (a)

3.775% Senior Notes due 2028

2 unchanged sentences

4.75% Senior Notes due 2036

5.55% Senior Notes due 2056

5.65% Senior Notes due 2066

Total debt issued $ 8,000

(a) Senior floating rate notes bear interest at adjusted Secured Overnight Financing Rate + 0.480 %.

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

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

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

With exception of the fixed-rate senior notes due 2028, AbbVie may also redeem the fixed-rate senior notes at par between one and six months prior to maturity.

The senior floating rate notes may not be redeemed prior to maturity.

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

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

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

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

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

2025 Form 10-Q |

Short-Term Borrowings

Short-term borrowings included commercial paper borrowings of $ 1.8 billion as of September 30, 2025, of which $ 791 million had original maturities greater than three months.

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

The weighted-average interest rate on commercial paper borrowings was 4.59 % for the nine months ended September 30, 2025 and 5.54 % for the nine months ended September 30, 2024.

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

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

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

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

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

There were no commercial paper borrowings outstanding as of March 31, 2026 and $ 499 million as of December 31, 2025.

The weighted-average interest rate on commercial paper borrowings was 3.85 % for the three months ended March 31, 2026 and 4.59 % for the three months ended March 31, 2025.

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

In May 2025, the company borrowed $ 2.0 billion under this term loan credit agreement which was outstanding and included in short-term borrowings as of December 31, 2025.

In March 2026, the company repaid the $ 2.0 billion amount outstanding under this term loan credit agreement and terminated the agreement.

AbbVie has two revolving credit facilities available, including a $ 5.0 billion five-year revolving credit facility that matures in March 2028 and a $ 3.0 billion five-year revolving credit facility that matures in January 2030.

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

At September 30, 2025, the company was in compliance with all covenants, and commitment fees under the credit facility were insignificant.

No amounts were outstanding under the company's credit facilities as of September 30, 2025 and December 31, 2024.

Financing Related to ImmunoGen and Cerevel Therapeutics Acquisitions

In connection with the acquisitions of ImmunoGen and Cerevel Therapeutics, in February 2024, the company issued $ 15.0 billion aggregate principal amount of unsecured senior notes.

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

In connection with the offering, debt issuance costs incurred totaled $ 99 million and debt discounts totaled $ 37 million, which are being amortized over the respective terms of the notes to interest expense, net in the condensed consolidated statements of earnings.

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

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

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

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

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

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

At March 31, 2026, the company was in compliance with all covenants, and commitment fees under the revolving credit facilities were insignificant.

No amounts were outstanding under the company's revolving credit facilities as of March 31, 2026 and December 31, 2025.

2026 Form 10-Q |

1 unchanged sentence

The following table summarizes net periodic benefit cost relating to the company’s defined benefit and other post-employment plans:

benefit plans Other post-

employment plans

benefit plans Other post-employment plans

Three months ended

September 30, Nine months ended

September 30, Three months ended

September 30, Nine months ended

September 30,

March 31, Three months ended

(in millions) 2026 2025 2026 2025

10 unchanged sentences

Three months ended

September 30, Nine months ended

September 30,

(in millions) 2026 2025

5 unchanged sentences

After-tax compensation expense $ 369 $ 340

In addition to stock-based compensation expense included in the table above and 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 related to these transactions, which is summarized in the table below:

Three months ended

September 30, Nine months ended

September 30,

(in millions) 2025 2024 2025 2024

Cost of products sold $ — $ 5 $ — $ 36

Research and development

Selling, general and administrative 67 98 67 290

Total post-closing cash settled expense

$ 95 $ 161 $ 95 $ 510

Stock Options

During the nine months ended September 30, 2025, primarily in connection with the company's annual grant, AbbVie granted 0.6 million stock options with a weighted-average grant-date fair value of $ 38.39 .

As of September 30, 2025, $ 9 million of unrecognized compensation cost related to stock options is expected to be recognized as expense over approximately the next two years .

2025 Form 10-Q |

During the three months ended March 31, 2026, primarily in connection with the company's annual grant, AbbVie granted 0.4 million stock options with a weighted-average grant-date fair value of $ 48.40 .

As of March 31, 2026, $ 13 million of unrecognized compensation cost related to stock options is expected to be recognized as expense over approximately the next two years .

RSUs and Performance Shares

During the nine months ended September 30, 2025, primarily in connection with the company's annual grant, AbbVie granted 4.9 million RSUs and performance shares with a weighted-average grant-date fair value of $ 193.72 .

As of September 30, 2025, $ 767 million of unrecognized compensation cost related to RSUs and performance shares is expected to be recognized as expense over approximately the next two years .

During the three months ended March 31, 2026, primarily in connection with the company's annual grant, AbbVie granted 4.4 million RSUs and performance shares with a weighted-average grant-date fair value of $ 230.17 .

As of March 31, 2026, $ 1.1 billion of unrecognized compensation cost related to RSUs and performance shares is expected to be recognized as expense over approximately the next two years .

2026 Form 10-Q |

Cash Dividends

11 unchanged sentences

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

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

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

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

AbbVie repurchased 5 million shares for $ 1.1 billion during the three months ended March 31, 2026 and 3 million shares for $ 606 million during the three months ended March 31, 2025.

AbbVie's remaining stock repurchase authorization was approximately $ 1.8 billion as of March 31, 2026.

Accumulated Other Comprehensive Loss

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

The following table summarizes the changes in each component of accumulated other comprehensive loss, net of tax, for the three months ended March 31, 2026:

(in millions) Foreign currency

8 unchanged sentences

Net current-period other comprehensive income (loss) ( 204 ) 156 ( 1 ) 40 ( 9 )

Balance as of September 30, 2025 $ ( 625 ) $ ( 421 ) $ ( 659 ) $ 131 $ ( 1,574 )

Other comprehensive income for the nine months ended September 30, 2025 included foreign currency translation adjustments totaling a gain of $ 1.5 billion principally due to the impact of the strengthening of the Euro on the translation of the company’s Euro-denominated assets and the offsetting impact of net investment hedging activities totaling a loss of $ 970 million.

Balance as of March 31, 2026 $ ( 837 ) $ ( 266 ) $ ( 244 ) $ 194 $ ( 1,153 )

Other comprehensive loss for the three months ended March 31, 2026 included foreign currency translation adjustments totaling a loss of $ 204 million principally due to the impact of the weakening of the Euro on the translation of the company’s Euro-denominated assets and the offsetting impact of net investment hedging activities totaling a gain of $ 156 million.

2026 Form 10-Q |

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

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

(in millions) Foreign currency

6 unchanged sentences

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

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

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

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

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

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

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

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

Three months ended

September 30, Nine months ended

September 30,

(in millions) (brackets denote gains) 2026 2025

5 unchanged sentences

Pension and post-employment benefits

Amortization of actuarial losses and other (b)

$ 2 $ 8 $ 4 $ 25

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

Tax benefit — —

2 unchanged sentences

Gains on foreign currency forward exchange contracts (c)

$ ( 41 ) $ ( 19 ) $ ( 69 ) $ ( 41 )

( 5 ) ( 6 ) ( 15 ) ( 18 )

Total reclassifications, net of tax $ 4 $ ( 2 )

3 unchanged sentences

Note 10 Income Taxes

The effective tax rate was 74 % for the three months and 39 % for the nine months ended September 30, 2025 compared to 25 % for the three months and 28 % for the nine months ended September 30, 2024.

The effective tax rate in each period was higher than the U.S.

statutory tax rate of 21 % principally due to business development activities and changes in fair value of contingent consideration, partially offset by the impact of foreign operations which reflects the impact of lower income tax rates in locations outside the United States.

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

On July 4, 2025, the United States government signed into law the One Big Beautiful Bill Act of 2025 (2025 Act).

Included within the 2025 Act are provisions that permanently extend certain expiring provisions of the 2017 Tax Cuts and Jobs 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.

In addition, the legislation contains multiple effective dates and transition elections, with certain provisions effective in 2025 and others implemented through 2027.

The company expects the new legislation to have a favorable impact on cash tax payments in the current year.

The company will continue to assess the impact of the 2025 Act as further information is made available.

The effective tax rate was 33 % for the three months ended March 31, 2026 compared to 22 % for the three months ended March 31, 2025.

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

statutory tax rate of 21 % principally due to changes in fair value of contingent consideration and business development activities partially offset by the impact of foreign operations which reflect lower income tax rates in locations outside the United States.

The increase in the effective tax rate for the three months ended March 31, 2026 over the prior year was primarily due to the increased impact of changes in fair value of contingent consideration and business development activities partially offset by changes in the impact of foreign operations.

2026 Form 10-Q |

2 unchanged sentences

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

The recorded accrual balance for litigation was approximately $ 1.5 billion as of September 30, 2025 and $ 2.5 billion as of December 31, 2024.

The recorded accrual balance for litigation was approximately $ 1.7 billion as of March 31, 2026 and $ 1.6 billion as of December 31, 2025.

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

1 unchanged sentence

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.

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.

Antitrust Litigation

12 unchanged sentences

Approximately 20 of the lawsuits are pending in various state courts.

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.

Of these approximately 380 lawsuits, approximately 20 of them are brought by states, counties, cities and other municipal entities, approximately 5 of which are in the process of being dismissed pursuant to the previously announced settlement.

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.

Of these approximately 320 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.

6 unchanged sentences

In September 2025, the Commissioner of Internal Revenue appealed this decision.

In February 2026, the Commissioner of Internal Revenue withdrew its appeal.

As a result, the United States Tax Court’s decision stands and the matter is resolved.

Product Liability and General Litigation

2 unchanged sentences

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

2025 Form 10-Q |

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

In January 2026, the court granted AbbVie’s motion to dismiss, without prejudice.

In March 2026, the plaintiff filed a notice of appeal of this dismissal to the United States Court of Appeals for the Seventh Circuit.

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:

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

Allergan Biocell Textured Breast Implant

2026 Form 10-Q |

Product Liability Litigation, MDL No.

Approximately 75 ALCL lawsuits and 470 other lawsuits are pending in various state courts.

Approximately 70 ALCL and 1,080 other lawsuits are pending in other countries.

In December 2025, the Amsterdam District Court dismissed all claims pending against Allergan and affiliated entities in the Netherlands.

In March 2026, the plaintiffs in the Netherlands filed a notice of appeal of this dismissal to the Amsterdam Court of Appeal.

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

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Intellectual Property Litigation

In November 2023, AbbVie filed litigation in the United States District Court for the District of Delaware 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, Intas Pharmaceuticals Ltd., Accord Healthcare, Inc., and Sun Pharmaceutical Industries, Ltd.

to enforce AbbVie’s patent rights relating to upadacitinib (a drug sold under the trademark Rinvoq).

AbbVie alleged defendants’ proposed generic upadacitinib products infringe certain patents and sought declaratory and injunctive relief.

In September 2025, AbbVie announced that it settled litigation with all generic manufacturers that filed abbreviated new drug applications with the U.S.

Food and Drug Administration for generic versions of upadacitinib tablets.

is seeking to enforce patent rights related to ubrogepant (a drug sold under the trademark Ubrelvy).

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and Zydus Lifesciences Limited;

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.

AbbVie is seeking to enforce patent rights related to atogepant (a drug sold under the trademark Qulipta).

Litigation was filed in the United States District Court for the District of New Jersey in December 2025 and January 2026 against Apotex Inc.;

Macleods Pharmaceuticals Ltd.

and Macleods Pharma USA, Inc.;

Reddy’s Laboratories, Ltd.

Reddy’s Laboratories, Inc.;

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

Hetero USA Inc., Hetero Labs Limited Unit-III, Hetero Labs Limited, and Honour Lab Limited;

and Micro Labs Limited and Micro Labs USA, Inc.

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

2026 Form 10-Q |

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

Net earnings and significant segment expenses reviewed by the CODM are reported on the condensed consolidated statements of earnings for the periods ended September 30, 2025 and 2024.

Net earnings and significant segment expenses reviewed by the CODM are reported on the condensed consolidated statements of earnings for the periods ended March 31, 2026 and 2025.

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

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Three months ended

September 30, Nine months ended

September 30,

(in millions) 2026 2025

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Total $ 201 $ 63

Duodopa United States $ 16 $ 24 $ 56 $ 72

Other Neuroscience United States $ 46 $ 75

International 79 80

Total $ 125 $ 155

Other Neuroscience United States $ 42 $ 54 $ 148 $ 172

Venclexta United States $ 341 $ 312

International 429 353

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Three months ended

September 30, Nine months ended

September 30,

(in millions) 2026 2025

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Total $ 556 $ 738

Venclexta United States $ 341 $ 340 $ 974 $ 921

International 385 337 1,108 1,007

Total $ 726 $ 677 $ 2,082 $ 1,928

Elahere United States

$ 150 $ 139 $ 453 $ 331

International

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Epkinly Collaboration revenues

$ 44 $ 31 $ 129 $ 82

International 32 15

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Total $ 286 $ 315

Ozurdex United States $ 32 $ 33 $ 92 $ 102

International 85 86 273 272

Total $ 117 $ 119 $ 365 $ 374

Lumigan/Ganfort United States $ 42 $ 58 $ 142 $ 129

International 55 58 164 181

Total $ 97 $ 116 $ 306 $ 310

Alphagan/Combigan United States $ 9 $ 26 $ 35 $ 54

International 38 36 108 116

Total $ 47 $ 62 $ 143 $ 170

Other Eye Care United States $ 138 $ 123 $ 399 $ 421

International 110 105 316 321

Total $ 248 $ 228 $ 715 $ 742

Other Key Products

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Creon United States $ 361 $ 355

Linzess/Constella United States $ 315 $ 225 $ 701 $ 693

United States $ 272 $ 139

International 11 9

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

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

intangible assets amortization expense (Note 6), change in fair value of contingent consideration (Note 7), interest income and expense (Note 2), depreciation expense (Note 2), litigation matters (Note 11) and income tax expense (Note 10).

2026 Form 10-Q |

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

What changed 10-Q

Item 1. Financial Statements