What changed in this filing

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Item 9A. Controls and Procedures

2026-03-02 compared with 2025-03-12 · 396 added, 304 removed, 1206 unchanged (37% of the section changed)

7 unchanged sentences

Our management is responsible for establishing and maintaining adequate internal control over financial reporting for our company.

Internal control over financial reporting is defined in Rules 13a-15(f) and 15(d)-15(f) under the Exchange Act as a process designed by, or under the supervision of, our principal executive officer and principal financial officer and effected by our board of directors, management, and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:

preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:

• pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and disposition of our assets;

5 unchanged sentences

Our management, including our principal executive officer and principal financial officer, has conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2025.

In conducting this evaluation, we used the

criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission, or COSO, in Internal Control-Integrated Framework (2013) .

In conducting this evaluation, we used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission, or COSO, in Internal Control-Integrated Framework (2013) .

Based upon this evaluation and those criteria, management has concluded that, as of December 31, 2025, our internal control over financial reporting was effective.

64 unchanged sentences

April 22, 2024

Form of Amended and Restated Deposit Agreement, dated as of November 4, 2011, among the Company, Citibank, N.A., as Depositary, and all holders from time to time of American Depositary Receipts issued thereunder

Annual Report on Form 10-K for the year ended December 31, 2011, as Exhibit 4.1

February 29, 2012

Form of Second Amended and Restated Deposit Agreement among Amarin Corporation plc, JPMorgan Chase Bank, N.A., as depositary (the “Depositary”), and all Holders and Beneficial Owners from time to time of American Depositary Receipts (“ADRs”) issued thereunder, including the Form of ADR attached as Exhibit A thereto

Registration Statement on Form F-6, Exhibit (a)

July 23, 2025

Form of Ordinary Share certificate

2 unchanged sentences

Form of American Depositary Receipt evidencing ADSs

Annual Report on Form 10-K for the year ended December 31, 2011, as Exhibit 4.4

February 29, 2012

Registration Statement on Form F-6, Exhibit (a)

July 23, 2025

Description of Registrant’s Securities

Annual Report on Form 10-K for the year ended December 31, 2019, as Exhibit 4.7

February 25, 2020

Filed herewith

The Company 2011 Stock Option Plan*

61 unchanged sentences

January 29, 2021

Contract of Employment between Karim Mikhail and Amarin Switzerland GmbH, Grafenauweg 8, 6300 Zug, dated April 12, 2021*

Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2021, as Exhibit 10.4

April 29, 2021

Letter Agreement with Steve Ketchum, dated February 8, 2012*

4 unchanged sentences

August 6, 2015

2012 Long Term Incentive Award with Steven Ketchum dated March 1, 2012*

Registration Statement on Form S-8, as Exhibit 4.2

March 16, 2012

API Commercial Supply Agreement, dated May 25, 2011, between Amarin Pharmaceuticals Ireland Ltd.

and Chemport Inc.

Annual Report on Form 10-K for the year ended December 31, 2021, as Exhibit 10.35

March 1, 2022

Amendment to API Commercial Supply Agreement by and between Amarin Pharmaceuticals Ireland Ltd and Chemport Inc., dated April 4, 2012 **

Annual Report on Form 10-K for the year ended December 31, 2021, as Exhibit 10.36

March 1, 2022

Second Amendment to API Commercial Supply Agreement by and between Amarin Pharmaceuticals Ireland Ltd.

and Chemport Inc., dated July 19, 2012 **

Annual Report on Form 10-K for the year ended December 31, 2021, as Exhibit 10.37

March 1, 2022

Development, Commercialization and Supply Agreement dated February 26, 2015, by and between Amarin Pharmaceuticals Ireland Limited, Amarin Pharma, Inc.

8 unchanged sentences

February 27, 2018

Lease Agreement, dated February 5, 2019, by and between 440 Route 22 LLC and Amarin Pharma, Inc.

Annual Report on Form 10-K for the year ended December 31, 2018, as Exhibit 10.69

February 27, 2019

English Summary of German Language Commercial Lease Agreement dated October 10, 2021, by and between Amarin Switzerland GmbH and Zug Estates AG

Annual Report on Form 10-K for the year ended December 31, 2021, as Exhibit 10.54

March 1, 2022

Consent of Landlord to Sublease dated as of January 20, 2023, among Amarin Pharma, Inc.

ST Shared Services LLC and Liberty Denver Wood LLC

Annual Report on Form 10-K for the year ended December 31, 2022, as Exhibit 10.44

March 1, 2023

Guaranty dated January 20, 2023, issued by MEH, Inc.

Annual Report on Form 10-K for the year ended December 31, 2022, as Exhibit 10.45

March 1, 2023

Sublease Agreement dated January 20, 2023, by and between Amarin Pharma, Inc.

and ST Shared Services LLC

Annual Report on Form 10-K for the year ended December 31, 2022, as Exhibit 10.46

March 1, 2023

License Agreement dated September 13, 2022, between Amarin Pharmaceuticals Ireland Ltd and Weston Office Solutions Ltd

Annual Report on Form 10-K for the year ended December 31, 2022, as Exhibit 10.47

March 1, 2023

Non-Employee Director Compensation Policy

Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2023, as Exhibit 10.1

August 2, 2023

CEO Employment Agreement between Patrick Holt and Amarin Corporation, plc.

dated July 18, 2023

Current Report on Form 8-K filed with the Commission on July 20, 2023, as Exhibit 10.1

July 20, 2023

Option Award Agreement (attached to Exhibit 10.1)

Current Report on Form 8-K filed with the Commission on July 20, 2023, as Exhibit 10.2

July 20, 2023

Amendment No.

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July 29, 2024

Consulting Agreement, dated July 26, 2024, by and between Amarin Corporation plc and Patrick Holt

Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2024, as Exhibit 10.1

License and Supply Agreement, dated June 20, 2025, by and between Amarin Pharmaceuticals Ireland Limited and Recordati Industria Chimica e Farmaceutica S.p.A.**

Current Report on Form 8-K filed with the Commission on June 24, 2025, as Exhibit 10.1

June 24, 2025

Amended and Restated Non-Employee Director Compensation Policy

Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2025, as Exhibit 10.2

July 30, 2025

Form of Deed of Indemnity*

Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2025, as Exhibit 10.3

July 30, 2025

Employment Agreement, between David Keenan and Amarin Pharmaceuticals Ireland Limited, dated February 25, 2022*

Current Report on Form 8-K filed with the Commission on October 22, 2025, as Exhibit 10.1

October 22, 2025

First Amendment to the Employment Agreement, between David Keenan and Amarin Pharmaceuticals Ireland Limited, dated July 17, 2023*

Current Report on Form 8-K filed with the Commission on October 22, 2025, as Exhibit 10.2

October 22, 2025

Second Amendment to the Employment Agreement, between David Keenan and Amarin Pharmaceuticals Ireland Limited, dated October 6, 2025*

Current Report on Form 8-K filed with the Commission on October 22, 2025, as Exhibit 10.3

October 22, 2025

Insider Trading and Disclosure Policy

Filed herewith

Annual Report on Form 10-K filed with the Commission for the year ended December 31, 2024, as Exhibit 19.1

March 12, 2025

Special Trading Procedures for Insiders

Filed herewith

Annual Report on Form 10-K filed with the Commission for the year ended December 31, 2024, as Exhibit 19.2

March 12, 2025

List of Subsidiaries

9 unchanged sentences

Certification of President and Chief Executive Officer (Principal Executive Officer) and Senior Vice President and Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) pursuant to Section 906 of Sarbanes-Oxley Act of 2002

Furnished herewith

Compensation Recovery Plan

Filed herewith

Compensation Recovery Plan

Annual Report on Form 10-K filed with the Commission for the year ended December 31, 2024, as Exhibit 97.1

March 12, 2025

Inline XBRL Instance Document

4 unchanged sentences

Filed herewith

* Management contract or compensatory plan or arrangement.

** Portions omitted pursuant to Item 601(b)(10) of Regulation S-K.

The Company will supplementally furnish an unredacted copy of the exhibit upon request by Securities and Exchange Commission.

Certain personal information in this exhibit has been omitted in accordance with Regulation S-K Item 601(a)(6).

Confidential treatment has been granted with respect to portions of this exhibit pursuant to an application requesting confidential treatment under Rule 24b-2 of the Securities Exchange Act of 1934.

A complete copy of this exhibit, including the redacted terms, has been separately filed with the Securities and Exchange Commission.

** Certain confidential portions (indicated by brackets and asterisks) have been omitted from this exhibit.

* Management contract or compensatory plan or arrangement.

Form 10-K Summary

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March 2, 2026

/s/ Mark DiPaolo

March 2, 2026

March 12, 2025

/s/ Odysseas Kostas, M.D.

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Oliver O'Connor

/s/ Michael Torok

March 2, 2026

Michael Torok

AMARIN CORPORATION PLC

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Critical Audit Matter

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 (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.

(1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.

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 account or disclosure to which it relates.

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Accrued expenses and other current liabilities

Current deferred revenue

Total current liabilities

Long-Term Liabilities:

Long-term deferred revenue

Long-term operating lease liability

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Stockholders’ Equity:

Common stock, £ 0.50 par, unlimited authorized;

Ordinary Shares, £ 0.50 par, unlimited authorized;

429,847,579 shares issued, 416,214,102 shares outstanding at December 31, 2025;

25 unchanged sentences

Interest expense

Other income (expense), net

Other income, net

Loss from operations before taxes

6 unchanged sentences

(in thousands, except share amounts)

Ordinary Shares

December 31, 2022

Issuance of common stock under employee stock purchase plan

Issuance of Ordinary Shares under employee stock purchase plan

Exercise of stock options

3 unchanged sentences

December 31, 2023

Issuance of common stock under employee stock purchase plan

Issuance of Ordinary Shares under employee stock purchase plan

Exercise of stock options

3 unchanged sentences

December 31, 2024

Issuance of Ordinary Shares under employee stock purchase plan

Vesting of restricted stock units

Stock-based compensation

Loss for the period

December 31, 2025

See the notes to the consolidated financial statements.

6 unchanged sentences

Depreciation and amortization

(Accretion) amortization of investments

Accretion of investments

Stock-based compensation

8 unchanged sentences

Other long-term liabilities

Net cash (used in) provided by operating activities

Net cash provided by (used in) operating activities

CASH FLOWS FROM INVESTING ACTIVITIES:

3 unchanged sentences

Purchases of furniture, fixtures and equipment

Net cash (used in) provided by investing activities

Net cash provided by (used in) investing activities

CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from issuance of common stock under employee stock purchase plan

Proceeds from issuance of Ordinary Shares under employee stock purchase plan

Proceeds from exercise of stock options

1 unchanged sentence

Net cash (used in) provided by financing activities

NET DECREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH

CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, BEGINNING OF PERIOD

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Cash paid during the year for:

Income taxes, net of refunds

Supplemental disclosure of non-cash transactions:

Shares issued in settlement of Laxdale milestone payment

Initial recognition of operating lease right-of-use asset

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The Company is commercialized in the United States, or the U.S., under the brand name VASCEPA ® (icosapent ethyl), or VASCEPA.

The Company is also commercialized in various European countries, including the United Kingdom, or the UK, and Spain, under the brand name VAZKEPA, hereinafter along with VASCEPA, collectively referred to as VASCEPA.

VASCEPA, under the brand name VAZKEPA, hereinafter along with VASCEPA, collectively referred to as VASCEPA, is also commercialized in various European countries.

The Company’s operations outside of the U.S.

and Europe are in varying stages of development and commercialization with reliance on third-party commercial partners in select geographies, including China, Australia and Canada.

are in varying stages of development and commercialization with reliance on third-party commercial partners in select geographies, including Europe, China, Australia and Canada.

The Company and seven commercial partners are in various stages:

seeking or maintaining regulatory approval, obtaining government or private pricing and reimbursement, and/or commercialization.

VASCEPA and VAZKEPA approvals and applications for approval globally reference either the U.S.

New Drug Application, or NDA, core dossier or the EMA core dossier.

VASCEPA (U.S.

NDA Core Dossier)

VAZKEPA (EMA Core Dossier)

Recordati Industria Chimica e Farmaceutica S.p.A "Recordati" (Europe) (1)

HLS Therapeutics Inc.

"HLS" (Canada)

CSL Seqirus "CSL"(Australia/New Zealand)

Biologix FZCo "Biologix" (Middle East North Africa, or MENA)

Lotus Pharmaceuticals, "Lotus" (Southeast Asia)

Eddingpharm (Asia) Macao Commercial Offshore Limited "Edding" (China Territory)

Neopharm (Israel) 1996 Ltd.

"Neopharm" (Israel)

(1) - As part of the Recordati partnership, agreements with Vianex S.A "Vianex" (Greece), Magnapharm Marketing & Sales Romania S.R.L.

"Magnapharm" (Romania), and Salus, Veletrgovina, d.o.o, "Salus" (Slovenia) will be transitioned to Recordati.

VASCEPA, was first approved by the U.S.

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FDA approval with labeling consistent with the MARINE indication of VASCEPA and have entered the U.S.

Company (ANDA Holder)

Distributed / Licensee

FDA MARINE Indication Approval

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Hikma Pharmaceuticals USA Inc.

Hikma Pharmaceuticals USA Inc.;

Northstar Rx;

Bryant Ranch Pre-Pack

November 2020

Reddy’s Laboratories, Inc.

Teva Pharmaceuticals USA, Inc.

Teva Pharmaceuticals USA, Inc.;

September 2020

September 2022

Apotex, Inc.;

American Health Packaging;

Golden State Medical Supply

Zydus Lifesciences

Strides Pharma (1)

Zydus Pharmaceuticals USA

Onesource Specialty (Amneal Original Filer)

Amneal Pharmaceuticals

September 2023

Humanwell Puracap

December 2023

Ascent Pharmaceuticals, Inc.

Camber Pharmaceuticals;

Northstar Rx;

XL Care Pharmaceuticals

December 2023

February 2024

December 2024

Qilu Pharmaceutical Co Ltd

November 2024

PharmaObedient (Spriaso Original Filer)

December 2024

(1) Strides Pharma licensed its rights to the generic version of icosapent ethyl to Amneal Pharmaceuticals.

(2) Ascent Pharmaceuticals, Inc.

licensed its rights to the generic version of icosapent ethyl to Camber Pharmaceuticals, Inc.

and XL Care Pharmaceuticals, Inc.

Xiamen LP Pharma Co.

Vitruvias Therapeutics

On March 26, 2021, the European Commission, or EC, approved the marketing authorization application for VAZKEPA, in the European Union, or EU, to reduce the risk of cardiovascular events in high risk, statin-treated adult patients who have elevated triglycerides ( > 150 mg/dL) and either established cardiovascular disease or diabetes and at least one additional cardiovascular risk event.

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Collectively CHMP, EMA, EC and MHRA are referred to herein as the European Regulatory Authorities.

On June 1, 2023, the Company announced the National Medical Products Administration, or NMPA, granted approval for VASCEPA under the MARINE indication and the Company's partner, Eddingpharm (Asia) Macao Commercial Offshore Limited, or Edding, launched commercially in October 2023.

On June 28, 2024, the Company's partner in China received NMPA approval for VASCEPA in Mainland China for the REDUCE-IT indication.

On June 24, 2025, the Company announced the execution of an exclusive long-term license and supply agreement with Recordati Industria Chimica e Farmaceutica S.p.A., or Recordati, to develop and commercialize VAZKEPA in 59 countries, focused in Europe.

On June 1, 2023, the Company announced that the National Medical Products Administration, or NMPA, granted approval for VASCEPA under the MARINE indication and the Company's partner, Eddingpharm (Asia) Macao Commercial Offshore Limited, or Edding, launched commercially in October 2023.

On June 28, 2024, Edding received NMPA approval for VASCEPA in Mainland China for the REDUCE-IT indication.

On February 23, 2022, the Hong Kong Department of Health concluded their evaluation and approved the use of VASCEPA under the REDUCE-IT indication.

Amarin is responsible for supplying VASCEPA to all markets in which the branded product is sold, including the U.S., and Europe, as well as in countries where the drug is promoted and sold via collaboration with third-party partners that compensate Amarin for such supply.

Amarin is not responsible for providing any generic company with drug product.

Amarin is responsible for supplying VASCEPA to all markets in which the branded product is sold, including countries where the drug is promoted and sold via collaboration with third-party partners that compensate Amarin for such supply.

Amarin is not responsible for providing any generic company with drug products.

The Company operates in one business segment.

Basis of Presentation

The consolidated financial statements included herein have been prepared by the Company in accordance with accounting principles generally accepted in the U.S.

and pursuant to the rules and regulations of the Securities and Exchange Commission, or the SEC.

The consolidated financial statements included herein have been prepared by the Company in accordance with U.S.

Generally Accepted Accounting Principles, or GAAP, and pursuant to the rules and regulations of the Securities and Exchange Commission, or the SEC.

The consolidated financial statements reflect all adjustments of a normal and recurring nature that, in the opinion of management, are necessary to present fairly the Company’s financial position, results of operations and cash flows for the periods indicated.

The preparation of the Company’s consolidated financial statements in conformity with U.S.

Generally Accepted Accounting Principles, or GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period.

The preparation of the Company’s consolidated financial statements in conformity with GAAP requires management to make estimates

and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period.

The results of operations for the years ended December 31, 2025, 2024 and 2023 are not necessarily indicative of the results for any future period.

4 unchanged sentences

Certain amounts in the consolidated financial statements of the prior year have been reclassified to conform to current year presentation.

Effective as of April 11, 2025 , the Company implemented an adjustment to the ratio of its American Depository Shares, or ADSs, to Ordinary Shares from one ADS representing one Ordinary Share to one ADS representing 20 Ordinary Shares, or the ADS Ratio Change.

The ADS Ratio Change does not change the Ordinary Shares outstanding.

Holders of fractional ADSs resulting from the ADS Ratio Change received a cash payment in lieu of such fractional ADSs.

The rate for the cash payment was set when the depositary bank aggregated the fractional ADSs and sold them in one or more market trades.

All references to ADSs in the accompanying notes to the financial statements give retroactive effect to the per-share and share amounts for the ADS Ratio Change for all periods presented herein, unless otherwise specified.

In addition, the exercise prices and the numbers of ADSs issuable upon the exercise of any outstanding options or restricted stock units, or RSUs, were proportionately adjusted.

The accompanying consolidated financial statements of the Company and subsidiaries have been prepared on a basis which assumes that the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business.

1 unchanged sentence

More specifically, the Company had current assets of $ 649.9 million, including cash and cash equivalents of $ 134.7 million, short-term investments of $ 167.9 million, accounts receivable, net, of $ 126.8 million and current inventory of $ 195.9 million.

In addition, at December 31, 2024, the Company had long-term inventory of $ 64.7 million.

At December 31, 2025 , the Company had no debt outstanding.

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probabilities of achievement of performance conditions for certain equity awards;

amounts recorded for licensing revenue;

amounts recorded for licensing and royalty revenue;

contingencies and accruals.

2 unchanged sentences

Use of Forecasted Financial Information in Accounting Estimates

The use of forecasted financial information is inherent in many of the Company’s accounting estimates including, but not limited to, determining the estimated fair values of intangible assets, evaluating the need for valuation allowances for deferred tax assets, and assessing the Company’s ability to continue as a going concern.

The use of forecasted financial information is inherent in many of the Company’s accounting estimates including, but not limited to, asset impairment analyses, evaluating the need for valuation allowances for deferred tax assets and inventory reserves, and assessing the Company’s ability to continue as a going concern.

Such forecasted financial information is comprised of numerous assumptions regarding the Company’s future revenues, cash flows, and operational results.

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and (v) recognize revenue when (or as) the entity satisfies a performance obligation.

The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer.

The Company only applies the five-step model to contracts when it is probable that the entity will collect the

consideration it is entitled to in exchange for the goods or services it transfers to the customer.

At contract inception, once the contract is determined to be within the scope of Topic 606, the Company assesses the goods or services promised within each contract and determines those that are performance obligations and assesses whether each promised good or service is distinct.

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for the first indication in 2012, the expanded label in 2019 and marketing authorization in Europe in 2021.

These assets are amortized over its estimated useful life on a straight-line basis.

These assets are amortized over their estimated useful life on a straight-line basis.

See Note 7—Commitments and Contingencies for further information regarding other obligations related to the acquisition of Laxdale.

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The Company charges research and development costs to operations as incurred.

Research and development expenses are comprised of costs incurred by the Company in performing research and development activities, including:

Research and development expenses are comprised of costs incurred by the Company in performing research and development activities, including the following:

salary and benefits;

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The Company charges selling, general and administrative costs to operations as incurred.

Selling, general and administrative costs include salaries and benefits, stock-based compensation expense, and infrastructure necessary for the general conduct of the Company’s business, including those incurred as a result of the commercialization of VASCEPA in the U.S.

Deferred tax assets and liabilities are recognized for the future tax consequences of differences between the carrying amounts and tax bases of assets and liabilities and operating loss carryforwards and other tax attributes using enacted rates expected to be in effect when those differences reverse.

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Excess tax benefits and deficiencies that arise upon vesting or exercise of stock-based payments are recognized as an income tax benefit and expense, respectively, in the consolidated statement of operations.

Excess income tax benefits are classified as cash flows from operating activities and cash paid to taxing authorities arising from the withholding of shares from employees are classified as cash flows from financing activities.

Excess income tax benefits are classified as cash flows from operating activities and cash paid to taxing authorities arising from the withholding of Ordinary Shares from employees are classified as cash flows from financing activities.

The Company’s and its subsidiaries’ income tax returns are periodically examined by various tax authorities, including the Internal Revenue Service, or IRS, and state tax authorities.

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Loss per Share

Basic net loss per share is determined by dividing net loss by the weighted average shares of common stock outstanding during the period.

Diluted net loss earnings per share is determined by dividing net loss by diluted weighted average shares outstanding.

Diluted weighted average shares reflects the dilutive effect, if any, of potentially dilutive common shares, such as from the exercise of stock options and vesting of restricted stock units calculated using the treasury stock method.

In periods with reported net operating losses, all stock options and restricted stock units outstanding are deemed anti-dilutive such that basic and diluted net loss per share are equal.

The calculation of net loss and the number of shares used to compute basic and diluted net loss per share for the years ended December 31, 2024, 2023, and 2022 are as follows:

Net (loss) income —basic and diluted

Weighted average shares outstanding—basic and diluted

Net (loss) earnings per share—basic and diluted (1)

For the years ended December 31, 2024, 2023 and 2022, the following potentially dilutive securities were not included in the computation of net (loss) earnings per share because the effect would be anti-dilutive or because performance criteria were not yet met for awards contingent upon such measures:

Basic net loss per share is determined by dividing net loss by the weighted average number of Ordinary Shares outstanding during the period.

Diluted net loss per share is determined by dividing net loss by diluted weighted average number of Ordinary Shares outstanding.

Diluted weighted average shares reflects the dilutive effect, if any, of potentially dilutive Ordinary Shares, such as from the exercise of stock options and vesting of restricted stock units, or RSUs, calculated using the treasury stock method.

In periods with reported net operating losses, all stock options and RSUs outstanding are deemed anti-dilutive such that basic and diluted net loss per share are equal.

The calculation of net loss and the number of Ordinary Shares and ADSs used to compute basic and diluted net loss per Ordinary Share and ADS for the years ended December 31, 2025, 2024, and 2023 are as follows:

Net loss —basic and diluted

Weighted average Ordinary Shares outstanding—basic and diluted

Net loss per share—basic and diluted (1)

Weighted average ADS outstanding—basic and diluted

Net loss per ADS—basic and diluted (1)

(1) Excluding the licensing revenue change in estimate incurred in 2024 and the licensing revenue change in estimate and Medicaid change in estimate incurred in 2023, both discussed in Note 12 – Revenue Recognition , net loss per Ordinary Share basic and diluted for both years ended December 31, 2024 and 2023 would have been $( 0.21 ) and net loss per ADS basic and diluted for years ended December 31, 2024 and 2023 would have been $( 4.20 ) and $( 4.15 ), respectively.

For the years ended December 31, 2025, 2024 and 2023, the following potentially dilutive securities were not included in the computation of net loss per share because the effect would be anti-dilutive or because performance criteria were not yet met for awards contingent upon such measures:

Stock options

Restricted stock and restricted stock units

Stock options are anti-dilutive during periods of net earnings when the exercise price of the stock options exceeds the market price of the underlying shares on the last day of the reporting period.

Restricted stock and restricted stock units are anti-dilutive during periods of net earnings when underlying performance-based vesting requirements were not achieved as of the last day of the reporting period.

Stock options are anti-dilutive during periods of net earnings when the exercise price of the stock options exceeds the market price of the underlying securities on the last day of the reporting period.

RSUs are anti-dilutive during periods of net earnings when underlying performance-based vesting requirements were not achieved as of the last day of the reporting period.

Stock-Based Compensation

The Company accounts for stock-based compensation in accordance with the guidance of FASB ASC Topic 718, Compensation-Stock Compensation , or ASC 718, and requires the fair value of all stock-based payments to employees and non-employees to be recognized in the consolidated statement of operations over the requisite service period.

The fair value of the Company's restricted stock units is determined to be the higher of (1) our nominal par value of 50 pence per share, for which our Plan dictates under United Kingdom law, or (2) fair market value of stock price on the NASDAQ at close of business day on the date of the grant.

The fair value of the Company's restricted stock units is determined to be the market price on the date of the grant.

The Company estimates the fair value of stock option awards on the date of the grant using the Black-Scholes Model, which requires that the Company makes certain assumptions regarding:

(i) the expected volatility in the market price of its common stock;

(i) the expected volatility in the market price of its ADSs;

(ii) dividend yield;

9 unchanged sentences

Financial instruments that potentially subject the Company to credit risk consist primarily of cash and cash equivalents, short-term investments, and accounts receivable.

The Company maintains substantially all of its cash and cash equivalents and short-term, in financial institutions believed to be of high-credit quality.

The Company maintains substantially all of its cash and cash equivalents and short-term investments in financial institutions believed to be of high-credit quality.

A significant portion of the Company’s sales are to wholesalers in the pharmaceutical industry.

4 unchanged sentences

Customers A, B, and C accounted for 32 % , 27 % and 30 % , respectively, of gross product sales for the year ended December 31, 2024, and represented 25 % , 13 % , and 45 % , respectively, of the gross accounts receivable balance as of December 31, 2024 .

Customers A, B, and C accounted for 36 % , 28 % and 29 % , respectively, of gross product sales for the year ended December 31, 2023 .

The Company has not experienced any significant write-offs of its accounts receivable.

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dollars at period-end exchange rates.

Gains and losses from the remeasurement are included in Other income (expense), net in the consolidated statements of operations.

For transactions settled during the applicable period, gains and losses are included in Other income (expense), net in the consolidated statements of operations.

Gains and losses from the remeasurement are included in other income, net in the consolidated statements of operations.

For transactions settled during the applicable period, gains and losses are included in other income, net in the consolidated statements of operations.

Certain amounts payable are denominated in currencies other than the U.S.

During the year ended December 31, 2024 , the Company recorded a foreign currency gain of $ 0.8 million and foreign currency losses of $ 2.6 million and $ 0.7 million for the years ended December 31, 2023 and 2022 , respectively, within the Other income (expense), net on the consolidated statement of operations.

During the years ended December 31, 2025 and 2023 , the Company recorded foreign currency losses of $ 0.7 million and $ 2.6 million, respectively, and for the year ended December 31, 2024 , the Company recorded a foreign currency gain of $ 0.8 million within the other income, net on the consolidated statement of operations.

Fair Value of Financial Instruments

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Level 1—Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.

Level 2—Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves) and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs).

Level 2—Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates, yield curves) and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs).

Level 3—Unobservable inputs that reflect the Company’s estimates of the assumptions that market participants would use in pricing the asset or liability.

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Money Market Fund

Agency Securities

Repo Securities

The carrying amount of the Company’s cash and cash equivalents approximates fair value because of their short-term nature.

The cash and cash equivalents consist of cash, deposits with banks and short-term highly liquid money market instruments with remaining maturities at the date of the purchase of 90 days or less.

The cash and cash equivalents consist of cash, deposits with banks and short-term highly liquid money market instruments with remaining maturities at the date of purchase of 90 days or less.

The Company’s investments are stated at amortized cost, which approximates fair value.

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Those with original maturities greater than 90 days and maturities less than 12 months are included in short-term investments on its consolidated balance sheet.

Those with remaining maturities in excess of 12 months are included in long-term investments on its consolidated balance sheet.

Unrealized gains or losses are not recognized until maturity, except other-than-temporary unrealized losses which are recognized in earnings in the period incurred.

The Company evaluates securities with unrealized losses to determine whether such losses are other than temporary.

The unrealized gain or loss for the years ended December 31, 2024 and December 31, 2023 were gains of $ 0.1 million and less than $ 0.1 million, respectively.

The unrealized gain or loss for the years ended December 31, 2025, 2024, and 2023 were gains of $ 0.2 million, $ 0.1 million and less than $ 0.1 million, respectively.

Interest on investments is reported in interest income in our consolidated statement of operations.

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Accordingly, a total asset measure has not been provided for segment disclosure.

Accordingly, the Company does not have separately reportable segments.

Therefore, the Company does not have separate reportable segments.

The table below is a summary of the reportable segment profit or loss, including significant reportable segment expenses:

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Interest expense

Other income (expense), net

Other income, net

Loss from operations before taxes

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The Company continued to assess its contractual supplier purchase obligations and has taken steps to amend supplier agreements to align supply arrangements with current and future market demand.

As a result of the ongoing assessment, the Company recognized $ 36.5 million, $ 39.2 million, and $ 18.1 million during the year ended December 31, 2024, 2023, and 2022 , respectively, within cost of goods sold - restructuring inventory on the consolidated statement of operations for both cash and non-cash obligations.

As a result of the ongoing assessment, the Company recognized $ 36.5 million and $ 39.2 million during the years ended December 31, 2024 and 2023 , respectively, within cost of goods sold - restructuring inventory on the consolidated statement of operations for both cash and non-cash obligations ( no ne in 2025).

During the year ended December 31, 2024, the Company entered into an amended supply agreement resulting in the return of approximately $ 36.5 million of API previously recorded within raw materials.

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The Company continues to negotiate with other contract suppliers to align its supply arrangements with current and future global demand, which may result in additional costs to the Company.

On June 24, 2025, the Company announced a global restructuring plan, the Global Restructuring Plan, in connection with the execution of an exclusive long-term license and supply agreement with Recordati, with the vast majority of estimated cost savings to come from the elimination of commercial roles in the Company’s European operations.

The Company anticipates that it will incur between approximately $ 37.0 million and $ 40.0 million in charges related to the Global Restructuring Plan, substantially all of which will be cash expenditures.

During the year ended December 31, 2025, the Company recognized approximately $ 36.2 million of restructuring expense reflected on the consolidated statement of operations related to the reduction in force, substantially all of which are cash expenditures.

In June 2023, the Company approved and subsequently announced on July 18, 2023, an Organizational Restructuring Plan, or ORP, to right-size and strengthen the Company.

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sales field force, as well as a reduction of approximately 30% of the non-sales positions.

The Company maintained its managed care and trade organization to support U.S.

The Company maintained its managed care and trade

organization to support U.S.

commercial efforts.

During the year ended December 31, 2023, the Company recognized approximately $ 11.0 million within restructuring expense on the consolidated statement of operations related to the reduction in force, substantially all of which are cash expenditures.

On June 6, 2022, the Company announced a Comprehensive Cost Reduction Plan, or CRP, which included an organizational restructuring plan to address the shifts within the Company’s U.S.

As part of the plan, the Company completed a reduction of its U.S.

field force from approximately 300 sales representatives to approximately 75 sales representatives.

During the year ended

December 31, 2022, the Company recognized approximately $ 9.4 million within restructuring expense on the consolidated statement of operations related to the reduction in force, substantially all of which was cash expenditures.

On August 19, 2022, the Company announced that after the conclusion of the fourth and final round of negotiations in Germany with the National Association of Statutory Health Insurance Funds, or GKV-SV, a viable agreement on the reimbursement price of VAZKEPA in Germany could not be reached.

As a result, the Company discontinued its German business operations effective September 1, 2022.

During the year ended December 31, 2022, the Company recognized approximately $ 4.2 million within restructuring expense on the condensed consolidated statement of operations, substantially all of which was cash expenditures.

The following table sets forth the cash obligations of the Company's restructuring charges for the years ended December 31, 2025, 2024 and 2023:

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Restructuring inventory

Stock forfeitures

Stock (accelerations)/forfeitures

Total restructuring cash obligations incurred

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From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board, or FASB, and are early adopted by the Company or adopted as of the specified effective date.

In November 2023, the FASB issued ASU No.

2023-07, Segment Reporting (Topic 280), Improvements to Reportable Segment Disclosu res, which improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses, requirements of public entities that have a single reportable segment provide all the disclosures required by ASU No.

2023-07 and all existing segment disclosures in Topic 280, among other disclosure enhancements.

The Company adopted this standard effective January 1, 2024 and additional requirements are disclosed within the Company's consolidated financial statements.

In December 2023, the FASB issued ASU No.

2023-09, Income Taxes (Topic 740)—Improvements to Income Tax Disclosures , which provide more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information.

2023-09, Income Taxes (Topic 740)—Improvements to Income Tax Disclosures , which provides more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information.

This change is effective for annual periods beginning after December 15, 2024.

The Company is currently evaluating the impact that the adoption of ASU 2023-09 will have on our consolidated financial statements and disclosures.

The Company adopted this standard on a prospective basis effective January 1, 2025 and additional requirements are disclosed within the Company's consolidated financial statements.

In November 2024, the FASB issued ASU No.

2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40) , which require a public business entity to disclose specific information about certain costs and expenses in the notes to its financial statements for interim and annual reporting periods beginning after December 15, 2026.

2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40) and subsequently ASU No.

2025-01 Income Statement — Reporting Comprehensive Income —Expense Disaggregation Disclosures (Subtopic 220-40):

Clarifying the Effective Date , which requires a public business entity to disclose specific information about certain costs and expenses in the notes to its financial statements for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027.

The Company is currently evaluating the impact that the adoption of ASU 2024-03 will have on the Company’s consolidated financial statements.

In July 2025, the FASB issued ASU No.

2025-05, Financial Instruments–Credit Losses , which provides guidance on an optional practical expedient when applying the guidance related to the estimation of expected credit losses for current accounts receivable and current contract assets resulting from transactions arising from contracts with customers.

The guidance is effective for annual reporting periods beginning after December 15, 2025 and interim reporting periods within that fiscal year.

We are evaluating the impact of the standard on our financial statements.

In December 2025, the FASB issued new accounting guidance, ASU No.

2025-11, Interim Reporting (Topic 270):

Narrow Scope Improvements , which clarifies the scope and requirements for interim financial statement disclosures.

The amendment creates a comprehensive list of required interim disclosures and introduces a disclosure principle requiring entities to disclose, in interim periods, any event or change since the previous year-end that has a material effect on the entity.

The guidance is effective for annual reporting periods beginning after December 15, 2027, and for interim periods within that fiscal year.

We are currently evaluating the impact of adopting this guidance.

The Company believes that the impact of other recently issued but not yet adopted accounting pronouncements will not have a material impact on the Company’s consolidated financial position, results of operations, and cash flows, or do not apply to the Company’s operations.

(3) Intangible Asset

Intangible asset consists of internal-use software, website development costs and milestone payments to the former shareholders of Laxdale related to the 2004 acquisition of the rights to VASCEPA, which is the result of VASCEPA receiving marketing approval in

for the first indication in 2012, the expanded label in 2019 and marketing approval in Europe in 2021.

for the MARINE indication in 2012, the REDUCE-IT indication in 2019 and marketing approval in Europe in 2021.

In accordance with ASC 350, the Company evaluates the remaining useful life of the intangible asset at each reporting period to determine if any events or circumstances warrant a revision to the remaining period of amortization.

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Intangible asset, net

Amortization expense for the years ended December 31, 2024 and 2023 was $ 2.9 million and $ 2.8 million, respectively.

Amortization expense for the years ended December 31, 2025, 2024 and 2023 was $ 3.0 million, $ 2.9 million, and $ 2.8 million, respectively.

Estimated future amortization expense as of December 31, 2025 is as follows:

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(1) Total inventory consists of both current inventory and long-term inventory.

During the year ended December 31, 2025 , approximately $ 0.3 million of inventory was expensed through cost of goods sold for product dating inventory.

During the year ended December 31, 2024 , approximately $ 8.0 million of inventory was expensed through cost of goods sold for both product dating and non-product dating unsellable inventory and as part of our ongoing supply agreement settlements, $ 36.5 million was expensed through cost of goods sold - inventory restructuring and reserved for the future return of API.

During the year ended December 31, 2023 , $ 5.1 million of inventory was expensed through cost of goods sold for both product dating and non-product dating unsellable inventory.

As of December 31, 2024 and 2023, the Company had $ 64.7 million and $ 77.6 million of long-term inventory, respectively, as consumption is expected beyond the Company's operating cycle of 12 months.

As of December 31, 2024, the Company had $ 64.7 million of long-term inventory as consumption was expected beyond the Company's operating cycle of 12 months ( no ne as of December 31, 2025) .

(5) Property, Plant and Equipment

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The Company provides for depreciation and amortization using the straight-line method by charges to operations in amounts that depreciate the cost of the fixed asset over its estimated useful life.

Depreciation expense for the years ended December 31, 2024, 2023,

and 2022 was $ 0.1 million, $ 0.2 million, and $ 0.6 million, respectively.

Depreciation expense for the years ended December 31, 2025, 2024, and 2023 was less than $ 0.1 million, $ 0.1 million, and $ 0.2 million, respectively.

Upon retirement or sale of assets, the cost of the assets disposed and the related accumulated depreciation are removed from the consolidated balance sheet and any resulting gain or loss is credited or expensed to operations.

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(7) Commitments and Contingencies

Amarin accrues a liability for legal contingencies when it believes that it is both probable that a liability has been incurred and that it can reasonably estimate the amount of the loss.

Amarin reviews these accruals and adjusts them to reflect ongoing negotiations, settlements, rulings, advice of legal counsel and other relevant information.

To the extent new information is obtained and Amarin’s views on the probable outcomes of claims, suits, assessments, investigations or legal proceedings change, changes in Amarin’s accrued liabilities would be recorded in the period in which such determination is made.

The Company accrues a liability for legal contingencies when it believes that it is both probable that a liability has been incurred and that it can reasonably estimate the amount of the loss.

The Company reviews these accruals and adjusts them to reflect ongoing negotiations, settlements, rulings, advice of legal counsel and other relevant information.

To the extent new information is obtained and the Company's views on the probable outcomes of claims, suits, assessments, investigations or legal proceedings change, changes in the Company's accrued liabilities would be recorded in the period in which such determination is made.

For the matters referenced below, the amount of liability is not probable nor can the amount be reasonably estimated;

therefore, accruals have not been made.

In addition, in accordance with the relevant authoritative guidance, for matters in which the likelihood of material loss is at least reasonably possible, Amarin provides disclosure of the possible loss or range of loss.

If a reasonable estimate cannot be made, however, Amarin will provide disclosure to that effect.

In addition, in accordance with the relevant authoritative guidance, for matters in which the likelihood of material loss is at least reasonably possible, the Company provides disclosure of the possible loss or range of loss.

If a reasonable estimate cannot be made, however, the Company will provide disclosure to that effect.

On April 27, 2021 and February 21, 2023, Dr.

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21-cv-10309 and No.

23-cv-01016, alleging various antitrust violations stemming from alleged anticompetitive practices related to the supply of active pharmaceutical ingredient of VASCEPA.

23-cv-01016, respectively, alleging various antitrust violations stemming from alleged anticompetitive practices related to the supply of active pharmaceutical ingredient of VASCEPA.

DRL's complaint also includes a state law tortious interference claim related to the same alleged conduct.

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Reddy’s, Hikma, Teva and Apotex, treble damages, other costs and fees and injunctive relief against the alleged violative activities.

Amarin believes it has valid defenses and will vigorously defend against the claims.

On December 9, 2025, the Company filed motions for judgment on the pleadings to dismiss the claims of Teva and Apotex, based on prior settlement agreements Amarin entered into with Teva and Apotex on May 25, 2018, and June 16, 2020, respectively, relating to generic versions

of Amarin’s branded product VASCEPA.

On February 2, 2026, the Court denied both motions.

The Company believes it has valid defenses and will vigorously defend against the claims.

Such litigation can be lengthy, costly and could materially affect and disrupt our business.

Amarin is named as a defendant in six antitrust class action lawsuits in the District Court for the District of New Jersey, as displayed in the table below.

Each of the six antitrust class action lawsuits allege Amarin and its co-defendant suppliers violated federal antitrust laws by monopolizing and engaging in a conspiracy to restrain trade in the icosapent ethyl drug and API markets.

The Company is named as a defendant in six antitrust class action lawsuits in the District Court for the District of New Jersey, as displayed in the table below.

Each of the six antitrust class action lawsuits allege the Company and its co-defendant suppliers violated federal antitrust laws by monopolizing and engaging in a conspiracy to restrain trade in the icosapent ethyl drug and API markets.

The Indirect Purchaser Plaintiffs also assert related state antitrust, consumer protection, and unjust enrichment claims.

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The Company cannot predict when these matters will be resolved, their outcome or their potential impact on the Company’s business.

If it is determined that Amarin has violated antitrust law, the Company could be subject to significant civil fines and penalties.

If it is determined that the Company has violated antitrust law, the Company could be subject to significant civil fines and penalties.

In June 2020, the Company received a civil investigative demand, or CID, from the U.S.

Department of Justice, or the DOJ, informing Amarin that the DOJ is investigating whether aspects of its promotional speaker programs and copayment waiver program during the period going back to January 1, 2015, violated the U.S.

Department of Justice, or the DOJ, informing the Company that the DOJ is investigating whether aspects of its promotional speaker programs and copayment waiver program during the period going back to January 1, 2015, violated the U.S.

Anti-Kickback Statute and the U.S.

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The inquiries require the Company to produce documents and answer written questions, or interrogatories, relevant to specified time periods.

Amarin is cooperating with the government agencies and cannot predict when these investigations will be resolved, the outcome of the investigations or their potential impact on the Company’s business.

On October 21, 2021, a purported investor in the Company’s publicly-traded securities filed a putative class action lawsuit against the Company, the former chief executive officer and the former chief financial officer in the U.S.

District Court for the District of New Jersey, Vincent Dang v.

Amarin Corporation plc, John F.

Thero and Michael W.

1:21-cv-19212 (D.N.J.

A subsequent case, Dorfman v.

Amarin Corporation plc, et al.

3:21-cv-19911 (D.N.J.

10, 2021), was filed in November 2021.

In December 2021, several Amarin shareholders moved to consolidate the cases and appoint a lead plaintiff and lead counsel pursuant to the Private Securities Litigation Reform Act.

The complaints in these actions are nearly identical and allege that the Company misled investors by allegedly downplaying the risk associated with the Company’s patent litigation related to its Abbreviated New Drug Application, or ANDA, that sought U.S.

FDA approval for the sale of generic versions of icosapent ethyl, or ANDA litigation, and the risk that certain of the Company’s patents related to the MARINE indication would be invalidated.

Based on these allegations, plaintiffs alleges that they purchased securities at an inflated share price and brought claims under the Securities and Exchange Act of 1934 seeking unspecified monetary damages and attorneys’ fees and costs.

In October 2022, the court consolidated the cases and appointed a lead plaintiff for the putative class.

On January 13, 2023, lead plaintiff filed an amended complaint that also named the former general counsel, and again alleged that the Company made false statements regarding the ANDA litigation as well as about the REDUCE-IT indication and VASCEPA’s financial prospects resulting from REDUCE-IT.

All defendants have moved to dismiss the amended complaint and on September 25, 2024, the New Jersey District Court granted the Company’s motion to dismiss for all counts, without prejudice, permitting the Plaintiffs 30 days to amend and refile their lawsuit.

The court subsequently granted on October 24, 2024, the Plaintiffs request for an additional 30 days to amend and refile the complaint.

On November 6, 2024, the Plaintiffs advised the court that they would not refile their complaint, closing the case.

On March 29, 2023, purported investors in the Company’s publicly traded securities filed a derivative lawsuit, naming as defendants the Company’s former general counsel, the Company’s trial counsel for the ANDA litigation, and the Company as nominal defendant, in the Superior Court of New Jersey, Law Division, Monmouth County, captioned Anne Abramson, John Lissandrello, Georgette Appiano, and Andrew Bondarowicz v.

Amarin Corporation plc, Covington & Burling, LLP, Joseph T.

Kennedy, and John Does A-Z , No.

MON-L-000984-23 (N.J.

The complaint alleged that the defendants failed to exercise appropriate diligence and due care in their conduct of the ANDA litigation.

Based on those allegations, the complaint alleged that the defendants committed legal malpractice and sought monetary damages and attorneys’ fees and costs.

On April 8, 2023, the plaintiffs voluntarily dismissed this case without prejudice.

The Company is cooperating with the government agencies and cannot predict when these investigations will be resolved, the outcome of the investigations or their potential impact on the Company’s business.

On November 30, 2020, the Company filed a patent infringement lawsuit against Hikma for making, selling, offering to sell, and importing generic icosapent ethyl capsules in and into the U.S.

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Thereafter, the Company appealed to the Court of Appeals for the Federal Circuit.

On June 25, 2024, the Federal Circuit issued a decision reversing the district court, finding that the

Company’s allegations against Hikma plausibly state a claim alleging Hikma actively induced infringement of the asserted patents.

On June 25, 2024, the Federal Circuit issued a decision reversing the district court, finding that the Company’s allegations against Hikma plausibly state a claim alleging Hikma actively induced infringement of the asserted patents.

Hikma filed a petition for rehearing en banc on August 22, 2024, which was denied on October 17, 2024.

The case is remanded to the district court and will proceed accordingly.

On February 14, 2025, Hikma filed a petition for a writ of certiorari with the Supreme Court of the U.S.

seeking review of the Federal Circuit decision reversing the district court.

On January 16, 2026, the Supreme Court granted Hikma’s petition to review the Federal Circuit decision, and thereafter, on January 20, 2026, the District Court granted a stipulation proposed by the parties to stay the District Court proceedings pending the conclusion of Hikma’s appeal before the Supreme Court

On March 31, 2023, the Company’s former chief executive officer, Karim Mikhail, filed a complaint against the Company and certain of its affiliates in the Superior Court of New Jersey, Law Division – Somerset County, captioned Mikhail v.

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On June 30, 2023, all defendants moved to dismiss this case without prejudice due to lack of jurisdiction.

On March 4, 2024, the District Court granted the motion in part and denied the motion in part, permitting the parties to pursue limited discovery on the issue of personal jurisdiction, and allowing defendants thereafter to refile a motion to dismiss.

The Company believes it has valid defenses and will vigorously defend against the claims but cannot predict the outcome.

The Company is unable to reasonably estimate the loss exposure, if any, associated with these claims.

On March 4, 2024, the District Court granted the motion in part and denied the motion in part, permitting the parties to pursue limited discovery on the issue of personal jurisdiction.

On March 20, 2025, the Company filed a new motion to dismiss for failure of plaintiff to state a claim.

On November 26, 2025, the District Court granted Amarin's renewed motion to dismiss Karim Mikhail's first amended complaint in its entirety.

On December 30, 2025, plaintiff filed a second amended complaint.

In addition to the above, in the ordinary course of business, the Company is from time to time involved in lawsuits, claims, investigations, proceedings, and threats of litigation relating to intellectual property, commercial arrangements and other matters.

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The Company continues to negotiate with contract suppliers to align its supply arrangements with current and future global demand which may result in additional costs to the Company.

As of the date of filing this Annual Report, the Company has total obligations of $ 160.8 million contingent on certain suppliers obtaining regulatory approval in Europe.

In addition, the Company has a total of approximately $ 63.6 million in future contractual purchase obligations without consideration to ongoing discussions with other suppliers.

The Company has a total of approximately $ 172.3 million in future contractual purchase obligations without consideration to ongoing discussions with other suppliers.

The unconditional purchase obligations for contracts with remaining terms in excess of one year are summarized below:

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Unconditional Purchase Obligations

In addition to the above, the Company was unable to obtain pricing reimbursement in certain countries outlined within renegotiated supply agreements by June 30, 2024, triggering obligations up to $ 15.8 million.

The Company entered into an amended supply agreement, resulting in a liability amounting to $ 7.8 million, which the Company had previously recorded in cost of goods sold - restructuring inventory on the consolidated statement of operations in 2023.

Under the Laxdale agreement, upon receipt of a marketing approval in Europe for a further indication of VASCEPA (or further indication of any other product acquired from Laxdale in 2004), the Company must make an aggregate stock or cash payment (at the sole option of each of such former shareholder) of £ 5.0 million (approximately $ 6.7 million as of December 31, 2025) for the potential market approval.

The Company has no provision for any of these obligations, except as noted above, since the amounts are either not paid or payable as of December 31, 2024 .

On January 10, 2024, the Company announced plans to initiate a share repurchase program to purchase up to $ 50.0 million of the Company's ordinary shares held in the form of American Depository Shares, or ADS.

We received shareholder and UK High Court approval of the share repurchase plan in April and May 2024, respectively.

The Company has no provision for any of these obligations since the amounts are either not paid or payable as of December 31, 2025 .

On April 11, 2025 , the Company effected its ADS Ratio Change on its ADSs from one ADS representing one Ordinary Share to the new ratio of one ADS representing 20 Ordinary Shares.

During the years ended December 31, 2025 and 2024, except as described above, the Company did not engage in any transactions involving its ADSs.

Refer to Incentive Equity Awards below for discussions of Ordinary Shares issued as a result of stock option exercises and vesting of RSUs.

Ordinary Shares

During the years ended December 31, 2025 and 2024, other than as described elsewhere in this Annual Report on Form 10-K, including in the Notes to Consolidated Financial Statements, the Company did not engage in any transactions involving its Ordinary Shares.

Refer to Incentive Equity Awards below for discussion of Ordinary Shares issued as a result of stock option exercises and the vesting of RSUs.

Refer to Note 9—Stock Incentive Plans and Stock Based Compensation for discussion of securities issued under the Company’s employee stock purchase plan.

On January 10, 2024, the Company announced plans to initiate a share repurchase program to purchase up to $ 50.0 million of the Company's ordinary shares held in the form of ADSs.

The Company received shareholder and UK High Court approval of the share repurchase plan in April and May 2024, respectively.

The Company has not commenced any share repurchases to date, but will continue to monitor business and market conditions.

During the years ended December 31, 2024 and 2023, other than as described elsewhere in this Annual Report on Form 10-K, including in the Notes to Consolidated Financial Statements, the Company did not engage in any transactions involving its common

Refer to Incentive Equity Awards below for discussion of ordinary shares issued as a result of stock option exercises and the vesting of restricted stock units.

Refer to Note 9—Stock Incentive Plans and Stock Based Compensation for discussion of shares issued under the Company’s employee stock purchase plan.

On March 12, 2025, the Company announced its intent to effect a ratio change on its ADSs from one ADS representing one ordinary share, to the new ratio of one ADS representing 20 ordinary shares, or the Ratio Change.

The effective date of the Ratio Change is expected to be on or about April 11, 2025 .

Incentive Equity Awards

The Company issues incentive equity awards, including incentive and non-qualified stock options and restricted stock units, under the Amarin Corporation plc 2020 Stock Incentive Plan, or the 2020 Plan, which is the successor to the Amarin Corporation plc 2011 Stock Incentive Plan, as amended, or the 2011 Plan, and the Amarin Corporation plc 2002 Stock Option Plan, as amended, or the 2002 Plan, and together with the 2020 Plan and 2011 Plan, the Plans.

The Company issues incentive equity awards, including incentive and non-qualified stock options and RSUs, under the Amarin Corporation plc 2020 Stock Incentive Plan, or the 2020 Plan, which is the successor to the Amarin Corporation plc 2011 Stock Incentive Plan, as amended, or the 2011 Plan, and the Amarin Corporation plc 2002 Stock Option Plan, as amended, or the 2002 Plan, and together with the 2020 Plan and 2011 Plan, the Plans.

Refer to Note 9—Stock Incentive Plans and Stock Based Compensation for further information regarding the Company’s incentive equity plans and awards.

The following table summarizes the aggregate number of stock options and restricted stock units, or RSUs, outstanding under the 2020 Plan as of December 31, 2024:

The following table summarizes the aggregate number of ordinary shares underlying stock options and RSUs outstanding under the 2020 Plan as of December 31, 2025:

December 31, 2025

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(in thousands, except share amounts)

Common shares issued for stock option exercises

Ordinary shares issued for stock option exercises

Gross and net proceeds from stock option exercises

Common shares issued in settlement of vested RSUs

Shares retained for settlement of employee tax obligations ─ RSUs

Common shares issued in settlement of vested Performance-Based RSUs (1)

Shares retained for settlement of employee tax obligations ─ Performance-Based RSUs

Ordinary shares issued in settlement of vested RSUs

Ordinary Shares retained for settlement of employee tax obligations ─ RSUs

Ordinary shares issued in settlement of vested Performance-Based RSUs (1)

Ordinary Shares retained for settlement of employee tax obligations ─ Performance-Based RSUs

(1) Performance-based RSUs vested in connection with the achievement of certain performance conditions.

These performance-based RSUs will primarily vest over a three-year period based on continuous service from the grant date.

During the years ended December 31, 2024 and 2023, the Company granted a total of 2,662,000 and 5,456,800 stock options, respectively, and 7,445,700 and 8,227,800 RSUs, respectively, to employees under the Plans.

During the year ended December 31, 2025, the Company granted RSUs for a total of 11,345,699 Ordinary Shares and stock options for a total of 3,313,059 Ordinary Shares to employees under the 2020 Plan.

The RSUs and stock options primarily vest 50 % on both January 1, 2026 and July 1, 2026, respectively.

During the year ended December 31, 2024, the Company granted RSUs for a total of 7,445,700 Ordinary Shares and stock options for a total of 2,662,000 Ordinary Shares to employees under the 2020 Plan.

The RSUs typically vest annually over a three-year period and the stock options typically vest quarterly over a four-year period.

In addition to the grants noted above, in July 2024, the Company granted 5,000,000 stock options to Aaron Berg in connection with his appointment as President and Chief Executive Officer, which will vest upon achievement of specified stock price conditions for the Company.

During the years ended December 31, 2024 and 2023, the Company granted a total of 1,438,360 and 3,853,025 stock options, respectively, and 492,296 and 1,392,257 RSUs, respectively, to members of the Company’s Board of Directors under the Plans.

In addition to the grants noted above, in June 2025, the Company granted to Aaron Berg (i) RSUs for 1,500,000 Ordinary Shares that vested upon the date of the grant and (ii) stock options and RSUs of 750,000 and 250,000 Ordinary Shares that vest 50 % on both June 26, 2026 and December 26, 2026, respectively.

In July 2024, the Company granted stock options for 5,000,000 Ordinary Shares to Aaron Berg in connection with his appointment as President and Chief Executive Officer, which will vest upon achievement of specified stock price conditions for the Company.

During the years ended December 31, 2025 and 2024 , the Company granted stock options nil and 1,438,360 Ordinary Shares, respectively, and RSUs of nil and 492,296 Ordinary Shares, respectively, to members of the Company’s Board of Directors under the 2020 Plan.

The RSUs vest in equal installments over a three-year period upon the earlier of the anniversary of the grant date or the Company’s annual general meeting of shareholders in such anniversary year.

The stock options vest in full upon the earlier of the one-year anniversary of the grant date or the Company’s annual general meeting of shareholders in such anniversary year.

Upon termination of service to the Company or upon a change of control, each director shall be entitled to a payment equal to the fair market value of one share of Amarin common stock per award vested or granted, respectively, which is required to be made in shares.

In connection with the implementation of a retention program in July 2023, the Company granted a total of 3,978,300 stock options to employees under the 2020 Plan.

The options vest 50 % on both January 1, 2024 and January 1, 2025, respectively.

Also in July 2023, the Company granted 5,000,000 stock options to Patrick Holt in connection with his appointment as President and Chief Executive Officer, which would have vested upon achievement of specified stock price conditions for the Company, but was forfeited upon Mr.

Holt's resignation from the Company.

The stock options vest quarterly over a four-year period with a one-year cliff vesting.

Upon termination of service to the Company or upon a change of control, each director shall be entitled to a payment equal to the fair market value of one Amarin Ordinary Shares per award vested or granted, respectively, which is required to be made in Ordinary Shares.

(9) Stock Incentive Plans and Stock-Based Compensation

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The 2020 Plan allows the Company to grant stock options, both incentive and non-qualified options, to employees and Directors, restricted stock units to employees and unrestricted shares to Directors.

The maximum number of the Company’s Ordinary Shares of £ 0.50 each or any ADS’s, as to be issued under the 2020 Plan shall not exceed the sum of (i) 20,000,000 shares and (ii) the number of Shares that remained available for grants under the Company’s 2011 Plan as of July 13, 2020.

If any award granted and outstanding under the Plans expires or is forfeited, surrendered, canceled or otherwise terminated, the shares may be made available for subsequent grants under the 2020 Plan.

The maximum number of the Company’s Ordinary Shares of £ 0.50 each or any ADS’s, as to be issued under the 2020 Plan shall not exceed the sum of (i) 20,000,000 Ordinary Shares and (ii) the number of Ordinary Shares that remained available for grants under the Company’s 2011 Plan as of July 13, 2020.

If any award granted and outstanding under the Plans expires or is forfeited, surrendered, canceled or otherwise terminated, the shares may be made

available for subsequent grants under the 2020 Plan.

The 2020 Plan is administered by the Remuneration Committee of the Company’s Board of Directors and expires on July 13, 2030.

Stock Options

Under the terms of the Plans, stock options typically vest over a four-year period and expire after a 10-year term.

The stock options are granted at an exercise price equal to the closing price of the Company’s American Depositary Shares on the grant date.

The following table summarizes all stock option activity for the year ended December 31, 2024:

Under the terms of the Plans, stock options typically vest over a three- or four-year period and expire after a 10-year term.

The stock options are granted at an exercise price equal to the closing price of the Company’s ADSs on the grant date.

The following table summarizes all stock option activity in Ordinary Shares for the year ended December 31, 2025:

In thousands (except per share amounts and years)

Ordinary Shares

Outstanding as of January 1, 2025

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The total grant date fair value of options vested during the years ended December 31, 2025, 2024, and 2023 was $ 5.7 million, $ 7.3 million, and $ 8.2 million, respectively.

Included within the above table is the 5,000,000 market-based stock option award with a weighted average grant date fair value of $ 0.29 .

During the years ended December 31, 2024, 2023 and 2022 , the Company received proceeds from the exercise of options of less than $ 0.1 million, $ 1.9 million, and $ 0.1 million, respectively.

The total intrinsic value of options exercised during the years ended December 31, 2024, 2023, and 2022 was less than $ 0.1 million, $ 0.4 million and less than $ 0.1 million, respectively, calculated as the difference between the quoted stock price of the Company’s common stock as of the reporting date and the exercise prices of the underlying awards.

During the year ended December 31, 2025 , there were no options exercised.

During the years ended December 31, 2024 and 2023 , the Company received proceeds from the exercise of options of less than $ 0.1 million and $ 1.9 million, respectively.

The total intrinsic value of options exercised during the years ended December 31, 2024 and 2023 was less than $ 0.1 million and $ 0.4 million, respectively, calculated as the difference between the quoted stock price of the Company’s Ordinary Shares as of the reporting date and the exercise prices of the underlying awards.

As of December 31, 2025, options have $ 3.8 million of unrecognized stock-based compensation expense with such expense expected to be recognized over a weighted-average period of approximately 3.6 years.

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• Expected dividend yield :

No dividend yield has been assumed as the Company does not currently pay dividends on its common stock and does not anticipate doing so in the foreseeable future.

No dividend yield has been assumed as the Company does not currently pay dividends on its Ordinary Shares and does not anticipate doing so in the foreseeable future.

• Expected option life:

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• Expected volatility:

Expected stock price volatility for the Black-Scholes model was calculated based on the historical volatility of the Company’s common stock over the expected life of the option.

For the Monte Carlo model, expected stock price volatility was calculated based on the historical volatility of both the Company's common stock and comparable company's common stock over the expected life of the option.

Expected stock price volatility for the Black-Scholes model was calculated based on the historical volatility of the Company’s ADSs representing Ordinary Shares over the expected life of the option.

For the Monte Carlo model, expected stock price volatility was calculated based on the historical volatility of both the Company's common stock and comparable company's ADSs over the expected life of the option.

For 2025, 2024, and 2023, the Company used the following assumptions to estimate the fair value of share-based payment awards under the Black-Scholes model:

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103.8 % - 105.5 %

The Company used the following assumptions to estimate the fair value of share-based payment awards under the Monte Carlo model in 2024 and 2023:

101 % - 104 %

There were no awards granted in 2025 that used the Monte Carlo model.

The Company used the following assumptions to estimate the fair value and recognition period of share-based payment awards issued with vesting tied to achievement of specific stock price conditions under the Monte Carlo model in 2024 and 2023:

Risk-free interest rate

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42.50 % - 43.00 %

Employee stock options generally require future service and vest ratably over a four-year service period and are settled by the issuance of new common shares.

Employee stock options generally require future service and vest ratably over a three or four-year service period and are settled by the issuance of new Ordinary Shares.

The grant date fair value of the stock options, net of an estimated forfeiture rate is amortized straight-line over the awards’ vesting periods or respective requisite service periods and is adjusted for actual forfeitures over such period.

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For any awards with a performance condition, the probability that any performance criteria will be achieved is assessed by management and compensation expense for such awards is only recorded to the extent that the attainment of the performance criteria is deemed to be probable.

The following table presents the restricted stock unit activity for the year ended December 31, 2024:

The following table presents the restricted stock unit activity in Ordinary Shares for the year ended December 31, 2025:

In thousands (except per share amounts)

Ordinary Shares

Weighted Average

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The Company recorded compensation expense in relation to restricted stock units of $ 9.5 million, $ 10.4 million, and $ 9.8 million, for the years ended December 31, 2025, 2024, and 2023, respectively.

The total grant date fair value of restricted stock units vested during

the years ended December 31, 2024, 2023, and 2022 was $ 9.3 million, $ 16.3 million, and $ 14.3 million, respectively.

The total grant date fair value of restricted stock units vested during the years ended December 31, 2025, 2024, and 2023 was $ 5.4 million, $ 9.3 million, and $ 16.3 million, respectively.

As of December 31, 2025, restricted stock units have $ 4.4 million of unrecognized stock-based compensation expense with such expense to be recognized over a weighted-average period of approximately 0.9 years.

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The maximum fair market value of stock which can be purchased by a participant in a calendar year is $ 25,000 .

Under the ESPP, an aggregate of 3,000,000 ordinary shares (each ordinary share to be represented by one ADS) are reserved and available for issuance, which were registered with the SEC on August 2, 2017, for sale to eligible employees.

Under the ESPP, an aggregate of 3,000,000 Ordinary Shares (each ordinary share to be represented by twenty ADSs) are reserved and available for issuance, which were registered with the SEC on August 2, 2017, for sale to eligible employees.

Subject to certain exclusions, any employee of the Company’s U.S.

subsidiary, Amarin Pharma, Inc., who works at least 20 hours per week and has been employed for at least six months as of the first day of the applicable offering period is eligible to participate in the ESPP.

Eligible employees may authorize payroll deductions of up to 15 percent of their base pay to be withheld to purchase ordinary shares, subject to terms and limitations of the plan, at a price equal to 85 percent of the lower of the fair market values of the Company’s ordinary shares as of the beginning or the end of six-month offering periods.

For the offering periods ended on the last business day on or before each of May 31, 2024 and November 30, 2024, the Company issued 139,982 shares and 116,766 shares, respectively, at a purchase price of $ 0.64 per share and $ 0.43 per share, respectively.

For the offering periods ended on the last business day on or before each of May 31, 2023 and November 30, 2023 , the Company issued 205,861 shares and 113,749 shares, respectively, at a purchase price of $ 1.01 per share and $ 0.66 per share, respectively.

For the offering periods ended on the last business day on or before each of May 31, 2022 and November 30, 2022, the Company issued 265,214 shares and 191,482 shares, respectively, at a purchase price of $ 1.45 per share and $ 1.15 per share, respectively.

As of December 31, 2024, 785,219 shares were reserved for future issuance under the ESPP.

Eligible employees may authorize payroll deductions of up to 15 percent of their base pay to be withheld to purchase ADSs, subject to terms and limitations of the plan, at a price equal to 85 percent of the lower of the fair market values of the Company’s ADSs as of the beginning or the end of six-month offering periods.

For the offering periods ended on the last business day on or before each of May 31, 2025 and November 30, 2025, the Company issued 97,520 and 104,200 Ordinary Shares, respectively, at a purchase price of $ 0.45 per share and $ 0.50 per share, respectively.

For the offering periods ended on the last business day on or before each of May 31, 2024 and November 30, 2024 , the Company issued 139,982 and 116,766 Ordinary Shares, respectively, at a purchase price of $ 0.64 per share and $ 0.43 per share, respectively.

For the offering periods ended on the last business day on or before each of May 31, 2023 and November 30, 2023, the Company issued 205,861 and 113,749 Ordinary shares, respectively, at a purchase price of $ 1.01 per share and $ 0.66 per share, respectively.

As of December 31, 2025, 583,499 Ordinary Shares were reserved for future issuance under the ESPP.

(10) Income Taxes

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Provision for income taxes

The provision for income taxes differs from the amount computed by applying the statutory income tax rate to income before taxes due to the following for the years ended December 31, 2024, 2023 and 2022:

Differences between the statutory tax rate and the Company's effective income tax rate for the year ended December 31, 2025 is presented prospectively in accordance with ASU 2023-09 below.

Ireland Statutory Tax Rate

Nontaxable or Nondeductible Items

Nondeductible Employee Compensation

Permanent and Other

Other Adjustments

Effect of Rates Different than Statutory

Changes in Valuation Allowances

Foreign Tax Effects

United States

State and Local Taxes (1)

Foreign-derived intangible income

Research & Development Credits

Nontaxable or Nondeductible Items

Effect of Rates Different than Statutory (Rate Differential)

Nondeductible Employee Compensation

Stock Options/RSU Deferred Only Adjustment

Permanent & Other

Changes in Valuation Allowances

Other Foreign Jurisdictions

Changes in Unrecognized Tax Benefits

Provision for income taxes

(1) - The majority of state and local taxes are comprised of taxes assessed by the state of New Jersey.

The reconciliations of the statutory income tax rate to the provision for income taxes for the years ended December 31, 2024 and 2023 prior to the adoption of ASU 2023-09 are shown below.

Benefits from taxes at statutory rate

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Foreign-derived intangible income

Loss of tax attributes

Provision for income taxes

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Previously, such amounts were recognized as an increase and decrease in additional paid-in capital.

This aspect of the standard was adopted prospectively, and accordingly the provisions for income taxes for the years ended December 31, 2024, 2023 and 2022 includes $ 1.0 million, nil and $ 0.6 million of excess tax benefits, respectively, arising from share-based payments during the period.

This aspect of the standard was adopted prospectively, and accordingly the provisions for income taxes for the years ended December 31, 2025, 2024 and 2023 includes $ 0.2 million, $ 1.0 million and nil of excess tax benefits, respectively, arising from share-based payments during the period.

Income tax payments, net of refunds, by jurisdiction follows:

December 31, 2025

International

United States (State and Local)

Total International

Total income tax payments, net of refunds

The income tax effect of each type of temporary difference comprising the net deferred tax asset as of December 31, 2025 and 2024 is as follows:

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net operating loss carryforwards of $ 1.0 billion , which do not expire.

The total net operating loss carryforwards increased by approximately $ 75.6 million from the prior year primarily as a result of current year loss generated by the Company’s U.S.

subsidiaries, the impact of foreign exchange rate changes and adjustments to reconcile to the amount reported on the filed 2023 foreign tax returns.

The total net operating loss carryforwards decreased by approximately $ 8.9 million from the prior year primarily as a result of adjustments to reconcile to the amount reported on the filed 2024 foreign tax returns.

In addition, the Company has U.S.

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therefore, no provision has been made for income taxes that would be payable upon the distribution of such earnings or the recovery of the Company’s investment in its subsidiaries as the amount of the related unrecognized deferred income tax liability is zero .

The Company's and its subsidiaries' income tax returns are periodically examined by various taxing authorities.

The Company is currently under audit by the IRS for the Company’s 2018 U.S.

income tax return and by the New York Department of Finance for the years 2018 and 2019.

The Company's and its subsidiaries' income tax returns are periodically examined by various tax authorities.

The Company is currently under audit by the IRS for tax years 2021 to 2023 and by the New York Department of Finance for the years 2018 and 2019.

Although the outcome of tax audits is always uncertain and could result in significant cash tax payments, the Company does not believe the outcome of these audits will have a material adverse effect on the Company's consolidated financial position or results of operations.

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The Company sells VASCEPA principally to a limited number of major wholesalers, as well as selected regional wholesalers and specialty retail pharmacy providers in the U.S.

and Europe, or collectively, its distributors or its customers, most of whom in turn resell VASCEPA to retail pharmacies for subsequent resale to patients and healthcare providers.

and established partners globally, or collectively, its distributors or its customers, most of whom in turn resell VASCEPA to retail pharmacies for subsequent resale to patients and healthcare providers.

Patients are required to have a prescription in order to purchase VASCEPA.

In addition to distribution agreements with distributors, the Company enters into arrangements with health care providers and payors that provide for government-mandated and/or privately-negotiated rebates, chargebacks and discounts with respect to the purchase of the Company’s product.

Revenues from product sales are recognized when the distributor obtains control of the Company’s product, which occurs at a point in time, typically upon delivery to the distributor and in certain instances upon shipment.

Payments from distributors are generally received 45 day s from the date of sale.

In addition to distribution agreements with distributors, the Company enters

into arrangements with health care providers and payors that provide for government-mandated and/or privately-negotiated rebates, chargebacks and discounts with respect to the purchase of the Company’s product.

Within the U.S., revenues from product sales are recognized when the distributor obtains control of the Company’s product, which occurs at a point in time, typically upon delivery to the distributor and in certain instances upon shipment.

Payments from distributors are generally received 45 days from the date of sale.

The Company evaluates the creditworthiness of each of its distributors to determine whether revenues can be recognized upon delivery, subject to satisfaction of the other requirements, or whether recognition is required to be delayed until receipt of payment.

The Company calculates gross product revenues generally based on the wholesale acquisition cost or list price that the Company charges its distributors for VASCEPA.

Outside of the U.S., our product revenue is derived from the sales of VASCEPA to our commercial partners based on the net price for VASCEPA established in our contracts with such partners.

These commercial partners then resell the product in their agreed commercial territory.

Revenues from sales to our international commercial partners are recognized when the commercial partners obtain control of our product.

Reserves for Variable Consideration

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The payment terms for sales to distributors in the U.S.

and Europe generally include a 2 - 3 % discount for prompt payment while the fees for distribution services are based on contractual rates agreed with the respective distributors.

and Europe generally include a 2 - 3 % discount for prompt payment, while the fees for U.S.

and global distribution services are based on contractual rates agreed with the respective distributors.

Based on historical data, the Company expects its distributors to earn these discounts and fees and deducts the full amount of these discounts and fees from its gross product revenues and accounts receivable at the time such revenues are recognized.

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The Company contracts with Medicaid, Medicare, other government agencies and various private organizations, or collectively, Third-party Payors, so that VASCEPA will be eligible for purchase by, or partial or full reimbursement from, such Third-party Payors.

The Company has withdrawn from the Medicaid Drug Rebate program and the 340B drug pricing program effective October 1, 2024.

The Company estimates the rebates, chargebacks and discounts it will provide to Third-party Payors and deducts these estimated amounts from its gross product revenues at the time the revenues are recognized.

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For Medicare, the Company also estimates the number of patients in the prescription drug coverage gap for whom the Company will owe an additional liability under the Medicare Part D program.

The Company estimates the rebates, chargebacks and discounts that it will provide to Third-party Payors based upon (i) the Company’s contracts with these Third-party Payors, (ii) the government-mandated discounts applicable to government-funded programs, (iii) information obtained from the Company’s

distributors and (iv) information obtained from other third parties regarding the payor mix for VASCEPA.

The Company’s liability for these rebates consists of invoices received for claims from prior quarters that have not been paid or for which an invoice has not yet been received, estimates of claims for the current quarter, and estimated future claims that will be made for product that has been recognized as revenue, but remains in the distribution channel inventories at the end of each reporting period.

For the year ended December 31, 2023, the Company recognized $ 15.1 million related to a change in estimate primarily for the Medicaid rebate provision as a result of a change in the percentage of business within the Medicaid segment, with a related reduction in net loss by $ 15.1 million in the year ended December 31, 2023.

in the year ended December 31, 2023.

Excluding this change in estimate, net loss per share basic and diluted for the year ended December 31, 2023 would have been $ ( 0.18 ).

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Balance as of December 31, 2024

Provision related to current period sales

Provision related to prior period sales

Credits/payments made for current period sales

Credits/payments made for prior period sales

Balance as of December 31, 2025

Such net product revenue allowances and reserves are included within accrued expenses and other current liabilities within the consolidated balance sheets, with the exception of trade allowances and chargebacks, which are included within accounts receivable, net as discussed above.

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The terms of these arrangements typically include payment to the Company of one or more of the following:

non-refundable, up front license fees;

non-refundable, upfront license fees;

development, regulatory and commercial milestone payments;

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Licenses of intellectual property:

If the license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenues from non-refundable, up-front fees allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license.

For licenses that are bundled with other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue from non-refundable, up-front fees.

If the license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenues from non-refundable, upfront fees allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license.

The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition.

During the three months ended June 30, 2024, the Company adjusted the measure of performance and recognized an additional $ 4.0 million of license revenue relating to Edding.

During the year ended December 31, 2024, the Company adjusted the measure of performance and recognized an additional $ 4.0 million of license revenue relating to Edding.

Excluding this change in estimate, net loss per share basic and diluted for the year ended December 31, 2024 would have been $( 0.21 ).

During the three months ended June 30, 2023, the Company adjusted the measure of performance and recognized an additional $ 5.0 million and $ 5.3 million of license revenue relating to Edding and HLS Therapeutics Inc., or HLS, respectively.

During the year ended December 31, 2023, the Company adjusted the measure of performance and recognized an additional $ 5.0 million and $ 5.3 million of license revenue relating to Edding and HLS Therapeutics Inc., or HLS, respectively.

Excluding this change in estimate, net loss per share basic and diluted for the yea r ended December 31, 2023 would have been $( 0.17 ).

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Any such adjustments are recorded on a cumulative catch-up basis, which would affect licensing revenues and earnings in the period of adjustment.

Royalty Payments:

At the inception of each arrangement that includes royalty-based payments, the Company evaluates whether the royalties relate to the license of intellectual property, in which case they are accounted for under the royalty constraint within ASC 606 and recognized when the later of the subsequent sale or usage occurs or when the performance obligations have been satisfied.

If the royalties do not relate to the licensing of intellectual property, the royalties are accounted for under the variable consideration constraint within ASC 606 and are recognized in the transaction price only to the extent that it is probable that a significant reversal in the amount of cumulative revenue will not occur when the uncertainty around the variable consideration is subsequently resolved.

Royalty payments that fall within the variable consideration constraint take into consideration a range of possible outcomes which are probability-weighted for relevant factors such as the Company’s historical experience, current contractual and statutory requirements, specific known market events and trends, industry data and forecasted customer buying and payment patterns.

The royalties that are considered variable consideration are recognized when the uncertainty related to the variable consideration is subsequently resolved.

At the end of each subsequent reporting period, the Company reevaluates the circumstances and recognizes royalties that are no longer constrained.

The Company receives payments from its customers based on billing schedules established in each contract.

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Mochida Pharmaceutical Co., Ltd.

In June 2018, the Company entered into a collaboration with Mochida Pharmaceutical Co., Ltd., or Mochida, related to the development and commercialization of drug products and indications based on the active pharmaceutical ingredient in VASCEPA, the

omega-3 acid, EPA, or eicosapentaenoic acid.

Among other terms in the agreement, the Company obtained an exclusive license to certain Mochida intellectual property to advance the Company’s interests in the U.S.

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In addition, the agreement provides for the Company to pay milestone payments upon the achievement of certain product development milestones and royalties on net sales of future products arising from the collaboration, if any.

In January 2024, 2023 and 2022, the Company exercised certain rights under the agreement, resulting in payments of $ 1.0 million, in each of such periods, to Mochida, which was recorded as research and development expense in the consolidated statement of operations.

In February 2025, January 2024, and January 2023, the Company exercised certain rights under the agreement, resulting in payments of $ 1.0 million, in each of such periods, to Mochida, which was recorded as research and development expense in the consolidated statement of operations.

Eddingpharm (Asia) Macao Commercial Offshore Limited

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In addition to the non-refundable, upfront and regulatory milestone payments described above, the Company is entitled to receive tiered double-digit percentage royalties on net sales of VASCEPA in the China Territory escalating to the high teens.

The achievement of sales-based milestone events occur when annual aggregate net sales of VASCEPA in the China Territory equals or exceeds certain specified thresholds, and range from $ 5.0 million to $ 50.0 million, for a total of $ 120.0 million.

The achievement of sales-based milestone events occurs when annual aggregate net sales of VASCEPA in the China Territory equals or exceeds certain specified thresholds, and range from $ 5.0 million to $ 50.0 million, for a total of $ 120.0 million.

Each such milestone payment shall be payable only once regardless of how many times the sales milestone event is achieved.

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As part of its evaluation of the constraint, the Company considered numerous factors, including that receipt of the milestones is outside the control of the Company and contingent upon success in future clinical trials and the licensee’s efforts.

Any consideration related to sales-based milestones including royalties, will be recognized when the related sales occur and therefore have also been excluded from the transaction price.

Any consideration related to sales-based milestones and royalties, will be recognized when the related sales occur and therefore have also been excluded from the transaction price.

The Company will reevaluate the transaction price in each reporting period and as uncertain events are resolved or other changes in circumstances occur.

During the second quarter of 2023, Edding received regulatory approval in China under the MARINE indication and pursuit of additional indications outside of the REDUCE-IT indication was not probable.

During 2023, Edding received regulatory approval in China under the MARINE indication and pursuit of additional indications outside of the REDUCE-IT indication was not probable.

As a result, the Company reevaluated the performance period and determined that completion of the remaining performance obligations was estimated to be by the end of December 2025.

The effect of this change in estimate from the previously received upfront payment and prior year milestone payments was an increase of $ 5.0 million in licensing revenue and a related reduction in net loss by $ 5.0 million for the year ended December 31, 2023.

In addition, the Company recognized $ 3.9 million related to the milestone payment received in the second quarter of 2023 for the MARINE indication approval and the remaining $ 1.1 million would have been recognized over the remaining performance period through December 2025.

In addition, the Company recognized $ 3.9 million related to the milestone payment received in 2023 for the MARINE indication approval and the remaining $ 1.1 million would have been recognized over the remaining performance period through December 2025.

The change in estimate in 2023 resulted in the remaining performance period decreasing from 11 years to three years for recognizing the remaining deferred revenue.

During the second quarter of 2024, Edding received approval in China under the REDUCE-IT indication.

During 2024, Edding received approval in China under the REDUCE-IT indication.

The REDUCE-IT indication approval concludes the Company's support for regulatory activities and, as noted above, pursuit of additional indications was deemed to be not probable.

2 unchanged sentences

In addition, the Company also recognized $ 15.0 million in the second quarter related to the REDUCE-IT indication approval milestone.

The Company fully recognized the transaction price as of June 30, 2024.

Licensing revenue recognized during the year ended December 31, 2025 (1)

Licensing revenue recognized during the year ended December 31, 2024 (1)

Licensing revenue recognized from contract inception through December 31, 2024

Licensing revenue recognized from contract inception through December 31, 2023

(1) Licensing revenue under the DCS Agreement is recognized concurrent with the input measure of support hours provided by Amarin to Edding in achieving the combined development and regulatory performance obligation, which in the Company’s judgment is the best measure of progress towards satisfying this performance obligation.

As of December 31, 2023, the remaining transaction price of $ 4.4 million is recorded in deferred revenue on the consolidated balance sheets.

The Company fully recognized the transaction price as of June 30, 2024.

The Company recognized net product revenue of $ 16.0 million and $ 1.8 million for the years ended December 31, 2024 and 2023, respectively, related to sales to Edding.

Licensing revenue recognized during the year ended December 31, 2023 (1)

Licensing revenue recognized from contract inception through both December 31, 2025 and 2024

(1) Licensing revenue under the DCS Agreement is recognized concurrent with the input measure of support hours provided by the Company to Edding in achieving the combined development and regulatory performance obligation, which in the Company’s judgment is the best measure of progress towards satisfying this performance obligation.

The Company recognized net product revenue of $ 16.0 million and $ 1.8 million for the years ended December 31, 2024 and 2023 , respectively, related to sales to Edding ( no ne in 2025).

The Company also recognized royalties of $ 2.5 million, $ 0.7 million, and $ 0.4 million for the year ended December 31, 2025, 2024, and 2023, respectively.

Biologix FZCo

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September 2023

The Company recognized net product revenue of $ 2.7 million and $ 3.4 million as of December 31, 2024 and 2023, respectively, related to sales to Biologix.

The Company recognized net product revenue of $ 6.0 million, $ 2.7 million, and $ 3.4 million for the years ended December 31, 2025, 2024, and 2023, respectively, related to sales to Biologix.

HLS Therapeutics, Inc.

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Any consideration related to sales-based milestones (including royalties) will be recognized when the related sales occur and therefore have also been excluded from the transaction price.

During the second quarter of 2023, the Company concluded support for regulatory activities and pursuit of additional indications was deemed to be not probable.

During 2023, the Company concluded support for regulatory activities and pursuit of additional indications was deemed to be not probable.

As a result, the Company reevaluated the performance period and determined that all remaining performance obligations were satisfied as of June 30, 2023, resulting in a decrease of the previous performance period of eight years .

The effect of this change in estimate was the remaining transaction price of $ 5.3 million being recognized in licensing revenue and a related reduction in net loss by $ 5.3 million in the year ended December 31, 2023 from the previously received upfront payment and prior year milestone payments.

During the December 31, 2023, the Company recognized $ 5.6 million as licensing revenue related to upfront and milestone payments received in connection with the HLS agreement.

During the year ended December 31, 2023, the Company recognized $ 5.6 million as licensing revenue related to upfront and milestone payments received in connection with the HLS agreement.

The Company fully recognized the transaction price as of June 30, 2023.

The Company recognized net product revenue of $ 4.7 million and $ 3.1 million for the years ended December 31, 2024 and 2023, respectively, related to sales to HLS.

The Company recognized net product revenue of $ 3.8 million, $ 4.7 million, and $ 3.1 million for the years ended December 31, 2025, 2024, and 2023, respectively, related to sales to HLS.

The Company also recognized royalties of $ 2.5 million, $ 2.2 million, and $ 1.9 million for the years ended December 31, 2025, 2024, and 2023, respectively.

In February 2023, the Company entered into an agreement with CSL Seqirus, or CSL, to secure pricing and reimbursement, commercialize and distribute VAZKEPA in Australia and New Zealand.

5 unchanged sentences

The Company identified the following distinct performance obligations at the inception of the contract:

an exclusive license

to use its trademarks in connection with the importation, distribution, promotion, marketing and sale of VASCEPA in the Australia and New Zealand territories.

an exclusive license to use its trademarks in connection with the importation, distribution, promotion, marketing and sale of VASCEPA in the Australia and New Zealand territories.

The transaction price includes the $ 0.5 million upfront consideration as well as the $ 1.2 million milestone payment received related to the listing of VAZKEPA on the PBS in Australia.

2 unchanged sentences

During the year ended December 31, 2024 , the Company recognized $ 1.2 million as licensing revenue related to the listing of VAZKEPA on the PBS in Australia.

During the year ended December 31, 2023 , the Company recognized $ 0.5 million as licensing revenue related to the upfront payment received in connection with the CSL agreement.

The Company recognized net product revenue of $ 0.8 million for the year ended December 31, 2024 related to sales to CSL ( no ne in 2023).

D uring the year ended December 31, 2023 , the Company recognized $ 0.5 million as licensing revenue related to the upfront payment received in connection with the CSL agreement ( no ne in 2025).

The Company recognized net product revenue of $ 0.8 million for both the years ended December 31, 2025 and 2024 related to sales to CSL ( no ne in 2023).

Lotus Pharmaceuticals

8 unchanged sentences

The Company will reevaluate the transaction price in each reporting period and as uncertain events are resolved or other changes in circumstances occur.

During the year ended December 31, 2023, the Company recognized $ 0.3 million as licensing revenue related to the upfront payment received in connection with the Lotus agreement ( no ne in 2024).

During the year ended December 31, 2023, the Company recognized $ 0.3 million as licensing revenue related to the upfront payment received in connection with the Lotus agreement ( no ne in 2024 and 2025).

Recordati Industria Chimica e Farmaceutica S.p.A.

In June 2025, the Company entered into an exclusive long-term license and supply agreement with Recordati, or the Recordati Licensing Agreement, related to the development and commercialization of VASCEPA in 59 countries focused in Europe , or the Recordati Territory.

Under the terms of the Recordati Licensing Agreement, the Company granted Recordati an exclusive (including

as to the Company) license with the right to sublicense development and commercialization of VASCEPA in the Recordati Territory for uses that are currently commercialized and under development by the Company based on the Company’s REDUCE-IT clinical trials of VASCEPA.

The Company has received marketing authorization by the MHRA and the European Medicines Agency, or EMA, and subsequently made VASCEPA available under individual reimbursement or received national reimbursement and launched commercial operations, which has since been licensed to Recordati, in the following countries.

Individual Reimbursement

National Reimbursement

Product Availability

December 2022

England/Wales/Northern Ireland

September 2023

September 2024

December 2024

September 2025

September 2022

February 2025

September 2022

(1) Vianex will be the sole and exclusive distributor of VAZKEPA in the Greek territory to import, register, distribute and commercialize VAZKEPA.

(2) Salus will be the sole and exclusive distributor of VAZKEPA in the Slovenian territory to import, register, distribute and commercialize VAZKEPA.

The Company assessed this arrangement in accordance with Topic 606 and concluded that the contract counterparty, Recordati, is a customer.

The Company identified the following distinct performance obligation at the inception of the contract:

an exclusive license to use its intellectual property;

regulatory approvals;

and regulatory documents in connection with the importation, distribution, promotion, marketing and sale of VASCEPA in the Recordati Territory.

The Company will be responsible for supplying finished product to Recordati at a set price, as defined in the Recordati Licensing Agreement.

The Company received an upfront payment of $ 25.0 million, which was fully recognized during 2025.

In addition to the upfront payment, the Company will be eligible to receive sales-based milestone payments and royalties on net sales of VASCEPA in the Recordati Territory.

The achievement of sales-based milestone events occurs when annual aggregate net sales of VASCEPA in the Recordati Territory equals or exceeds certain specified thresholds resulting in total payments of up to $ 150.0 million.

Each such milestone payment will be payable only once regardless of how many times the sales milestone event is achieved.

Each such milestone payment is non-refundable and non-creditable against any other milestone payments.

The transaction price includes the $ 25.0 million upfront consideration.

Any consideration related to sales-based milestones, including royalties, will be recognized when the related sales occur or uncertainty related to the consideration resolved, and therefore have also been excluded from the transaction price.

The Company will reevaluate the transaction price in each reporting period and as uncertain events are resolved or other changes in circumstances occur.

During the year ended December 31, 2025 , the Company recognized $ 25.0 million as licensing revenue related to the upfront payment received in connection with the Recordati Licensing Agreement ( no ne in 2024 and 2023).

The Company recognized net product revenue of $ 2.7 million for the year ended December 31, 2025 , related to sales to Recordati ( no ne in 2024 and 2023).

The Company also recognized royalties of $ 0.9 million for the year ended December 31, 2025 ( no ne in 2024 and 2023) .

The following table presents changes in the balances of the Company’s contract assets and liabilities for years ended December 31, 2025 and 2024:

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(1) The approximately $ 4.9 million reduction consists primarily of recognition of $ 4.0 million relating to the change in estimate for Edding during the three months ended June 30, 2024.

(2) The approximately $ 18.5 million reduction consists of recognition of $ 5.0 million and $ 5.3 million relating to the change in estimate for Edding and HLS, respectively, as well as recognizing, based on the revised timeline, $ 3.9 million for the MARINE indication approval in China achieved during the three months ended June 30, 2023 and $ 2.5 million for the CTA submission with respect to the REDUCE-IT indication in China during the three months ended December 31, 2023.

During the years ended December 31, 2025 and 2024, the Company recognized the following revenues as a result of changes in the contract asset and contract liability balances in the respective periods:

Twelve Months Ended December 31,

For the Year Ended December 31,

Revenue recognized in the period from:

13 unchanged sentences

The Lease commenced on August 15, 2019 , or the Commencement Date, for an 11 -year period, with two five-year renewal options.

Subject to the terms of the Lease, Amarin will have a one-time option to terminate the agreement effective on the first day of the 97 th month after the Commencement Date upon advance written notice and a termination payment specified in the Lease.

Subject to the terms of the Lease, the Company will have a one-time option to terminate the agreement effective on the first day of the 97 th month after the Commencement Date upon advance written notice and a termination payment specified in the Lease.

Under the Lease, the Company paid monthly rent of approximately $ 0.1 million for the first year following the Commencement Date, and such rent increases by a nominal percentage every year following the first anniversary of the Commencement Date.

In addition, Amarin receives certain abatements subject to the limitations in the Lease.

On November 17, 2021, the Company entered into a lease agreement for new office space in Zug Switzerland, or the Zug Lease.

In addition, the Company receives certain abatements subject to the limitations in the Lease.

On November 17, 2021, the Company entered into a lease agreement for office space in Zug Switzerland, or the Zug Lease.

The Zug Lease commenced on February 1, 2022 , or the Zug Commencement Date, for a five-year period, with one five-year renewal option.

Under the Zug Lease, the Company will pay annual rent of approximately $ 0.2 million for the first year following the Zug Commencement Date, and such rent increases by a nominal percentage every year following the first anniversary of the Zug Commencement Date.

On September 13, 2022, the Company entered into a lease agreement for new office space in Dublin, Ireland, or the Dublin Lease.

The Zug Lease was terminated effective December 31, 2025 .

On September 13, 2022, the Company entered into a lease agreement for office space in Dublin, Ireland, or the Dublin Lease.

The Dublin Lease commenced on October 1, 2022 , or the Dublin Commencement Date, for a two-year period.

Under the Dublin Lease, the Company will pay annual rent of approximately $ 0.4 million during the duration of the lease term.

Under the Dublin Lease, the Company paid annual rent of approximately $ 0.4 million during the duration of the lease term , which ended on September 30, 2024 .

On April 26, 2024, the Company entered into a lease agreement for new office space in Dublin, Ireland, or the Subsequent Dublin Lease.

The Subsequent Dublin Lease commenced on September 1, 2024 , or the Subsequent Dublin Commencement Date, for a two-year period.

Under the Dublin Lease, the Company will pay annual rent of approximately $ 0.5 million during the duration of the lease term.

In addition to the real estate leases, the Company continually enters into leases agreements for various vehicles with terms ranging from month-to-month up to 36 months .

The operating lease liability is $ 9.7 million and $ 10.6 million and the operating lease right-of-use asset is $ 7.6 million and $ 8.3 million, as of December 31, 2024 and 2023, respectively.

Under the Subsequent Dublin Lease, the Company paid annual rent of approximately $ 0.5 million during the duration of the lease term, which was terminated effective on February 28, 2025 .

On February 11, 2025, the Company entered into an amended lease agreement, which amended the Subsequent Dublin Lease, for additional office space in Dublin, Ireland, or the Amended Subsequent Dublin Lease.

The Amended Subsequent Dublin Lease commenced on March 1, 2025 , or the Amended Subsequent Dublin Commencement Date, for a two-year period.

Under the Amended Subsequent Dublin Lease, the Company will pay annual rent of approximately $ 0.9 million during the duration of the lease term.

Prior to the licensing agreement with Recordati, the Company had lease agreements for various automobiles with terms ranging from month-to-month up to 36 months within Europe.

The total operating lease liability is $ 8.2 million and $ 9.7 million and the total operating lease right-of-use asset is $ 6.5 million and $ 7.6 million, as of December 31, 2025 and 2024, respectively.

The lease expense for the years ended December 31, 2025, 2024, and 2023 is approximately $ 2.7 million, $ 2.9 million and $ 3.2 million, respectively.

The table below depicts a maturity analysis of the Company’s undiscounted payments for its operating lease liabilities and their reconciliation with the carrying amount of lease liability presented in the statement of financial position as of December 31, 2025:

2030 and thereafter

Total undiscounted payments

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For sales-type leases, the Company derecognizes the leased asset and recognizes the lease investment on the balance sheet.

On January 20, 2023, the Company entered into a sublease agreement for 50,000 square feet of the 67,747 square foot New Jersey Lease and included within the sublease are furniture, fixtures and equipment, collectively the Sublease.

On January 20, 2023, the Company entered into a sublease agreement, or the Sublease, for 50,000 square feet of the 67,747 -square foot Lease and included within the sublease are furniture, fixtures and equipment, collectively the Sublease.

The Sublease commenced on February 1, 2023 , or the Sublease Commencement Date, for a 7.5 -year period.

Under the Sublease, the Company will be paid monthly rent of approximately $ 0.1 million for the first year following the Sublease Commencement Date, and such rent increases by a nominal percentage every year following the first anniversary of the Sublease Commencement Date.

In addition, Amarin will provide certain abatements subject to the limitations in the Lease.

In addition, the Company will provide certain abatements subject to the limitations in the Lease.

The components of lease income are as follows:

6 unchanged sentences

Operating Leases

2030 and thereafter

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-K

Item 9A. Controls and Procedures