What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2026-02-24 compared with 2025-02-28 · 380 added, 419 removed, 1154 unchanged (41% of the section changed)

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Consolidated Balance Sheets

Consolidated Statements of Oper ations

Consolidated Statements of Operations

Consolidated Statements of Comprehensive Income

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We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that:

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

The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

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.

The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Government and commercial rebates

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To test management’s estimation methodology for determining the payer mix, our audit procedures included, among others, analytically evaluating management’s estimates, evaluating evidence contrary to the estimated amounts, performing a sensitivity analysis on the rates used in the estimates and performing a comparison of actual payments related to amounts accrued during the current and prior years.

Valuation of in-process research and development intangible asset

Description of the Matter As discussed in Note 1, the Company tests indefinite-lived intangible assets for impairment on an annual basis and in between annual tests if they become aware of any events or changes that would indicate the fair values of the assets are below their carrying amounts.

An impairment charge is recognized to the degree the carrying value exceeds the fair value.

The Company recorded interim impairments totaling $4.2 billion related to the in-process research and development (IPR&D) intangible asset related to Trodelvy for patients with non-small cell lung cancer (NSCLC) during the year ended December 31, 2024.

This IPR&D intangible asset had a carrying value of $1.8 billion at December 31, 2024.

Auditing the fair value of this IPR&D intangible asset was complex due to the significant judgment required in estimating the fair value.

In particular, the fair value estimate required the use of a valuation methodology that was sensitive to certain significant revenue assumptions, including addressable patient population, projected market share, life of the potential commercialized product, and probability of technical and regulatory success.

How We Addressed the Matter in Our Audit We evaluated and tested the design and operating effectiveness of the Company's internal controls over the determination of the estimated fair value of the IPR&D intangible asset related to Trodelvy for patients with NSCLC.

For example, we tested controls over management's review of the valuation methodology, the significant revenue assumptions, as discussed above, used to develop the fair value estimate, and the data inputs utilized in the fair value estimate.

To test the estimated fair value of this indefinite-lived intangible asset, our audit procedures included, among others, assessing the methodology and testing the significant assumptions discussed above and the underlying data used by the Company.

With assistance from a valuation specialist, we evaluated the valuation methodology used by the Company to measure the fair value of this indefinite-lived intangible asset.

We also performed sensitivity analyses of significant assumptions to evaluate the changes in the fair value of this indefinite-lived intangible asset that would result from changes in the assumptions and tested the completeness and accuracy of the underlying data used by the Company.

For the most significant revenue assumptions, we compared the assumptions used by the Company to relevant external market and industry data and considered whether the assumptions were consistent with evidence obtained in other areas of the audit.

/s/ Ernst & Young LLP

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Goodwill 8,314 8,314

Deferred tax assets 1,964 2,378

Other long-term assets 4,845 3,769

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Accrued rebates 4,337 3,892

Current portion of long-term debt and other obligations, net 1,815 1,798

Current portion of long-term debt, net 2,807 1,815

Other current liabilities 3,953 5,464

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Long-term income taxes payable 896 830

Deferred tax liability 724 1,588

Other long-term obligations 1,295 1,280

Deferred tax liabilities 402 724

Other long-term liabilities 1,165 1,295

Commitments and contingencies (Note 12)

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5,600 authorized;

1,246 shares issued and outstanding

1,241 and 1,246 shares issued and outstanding, respectively

Additional paid-in capital 8,932 7,700

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Retained earnings 13,730 11,497

11,497 16,304

Total Gilead stockholders’ equity 22,703 19,330

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Basic earnings per share attributable to Gilead $ 6.84 $ 0.38 $ 4.54

Shares used in basic earnings per share attributable to Gilead calculation 1,247 1,248 1,255

Diluted earnings per share attributable to Gilead $ 6.78 $ 0.38 $ 4.50

Shares used in basic earnings per share attributable to Gilead calculation 1,244 1,247 1,248

Shares used in diluted earnings per share attributable to Gilead calculation 1,255 1,255 1,258

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(in millions) 2025 2024 2023

$ 480 $ 5,613 $ 4,566

Other comprehensive income (loss), net of reclassifications and taxes:

Net (loss) gain on foreign currency translation ( 26 ) 60 ( 11 )

Net gain (loss) on available-for-sale debt securities 5 28 ( 29 )

Net gain (loss) on cash flow hedges 125 ( 62 ) ( 41 )

Other comprehensive income (loss), net 104 26 ( 81 )

Net income $ 8,510 $ 480 $ 5,613

Other comprehensive (loss) income, net of reclassifications and taxes:

Net gain (loss) on foreign currency translation 38 ( 26 ) 60

Net gain on available-for-sale debt securities 8 5 28

Net (loss) gain on cash flow hedges ( 139 ) 125 ( 62 )

Other comprehensive (loss) income, net ( 93 ) 104 26

Comprehensive income, net 8,418 584 5,639

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CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(in millions, except per share amounts) Gilead Stockholders’ Equity Noncontrolling

(in millions, except per share amounts) Gilead Stockholders' Equity

Noncontrolling

Interest Total

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Net income (loss) — — — — 5,665 ( 52 ) 5,613

Other comprehensive loss, net — — — ( 81 ) — — ( 81 )

Other comprehensive income, net — — — 26 — — 26

Issuances under employee stock purchase plan 2 — 129 — — — 129

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Balance as of December 31, 2023 1,246 1 6,500 28 16,304 ( 84 ) 22,749

Net income (loss) — — — — 5,665 ( 52 ) 5,613

Net income — — — — 480 — 480

Other comprehensive income, net — — — 104 — — 104

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Net income — — — — 8,510 — 8,510

Other comprehensive income, net — — — 104 — — 104

Other comprehensive loss, net — — — ( 93 ) — — ( 93 )

Issuances under employee stock purchase plan 2 — 143 — — — 143

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Deferred income taxes 160 ( 1,844 ) ( 962 )

Net loss from equity securities 274 167 657

Net (gain) loss from equity securities ( 451 ) 274 167

Acquired in-process research and development expenses 1,024 4,663 1,155

In-process research and development impairments 590 4,180 50

Other 353 826 780

Other, net 480 353 826

Changes in operating assets and liabilities:

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Purchases of equity securities ( 133 ) ( 492 ) ( 442 )

Capital expenditures ( 523 ) ( 585 ) ( 728 )

Other 58 ( 1 ) ( 1 )

Purchases of property, plant and equipment ( 563 ) ( 523 ) ( 585 )

Other investing activities, net 2 58 ( 1 )

Net cash used in investing activities ( 4,793 ) ( 3,449 ) ( 2,265 )

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Payments of dividends ( 4,003 ) ( 3,918 ) ( 3,809 )

Other ( 281 ) ( 279 ) ( 173 )

Other financing activities, net ( 440 ) ( 281 ) ( 279 )

Net cash used in financing activities ( 7,745 ) ( 3,433 ) ( 5,125 )

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Cash and cash equivalents at end of period $ 7,564 $ 9,991 $ 6,085

Supplemental disclosure of cash flow information:

Interest paid, net of amounts capitalized $ 951 $ 891 $ 907

Income taxes paid $ 2,779 $ 3,990 $ 3,136

See accompanying notes.

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(including its consolidated subsidiaries, referred to as “Gilead,” the “company,” “we,” “our” or “us”) is a biopharmaceutical company that has pursued and achieved breakthroughs in medicine for more than three decades, with the goal of creating a healthier world for all people.

We are committed to advancing innovative medicines to prevent and treat life-threatening diseases, including HIV, viral hepatitis, coronavirus disease 2019 (“COVID-19”), cancer and inflammation.

We are committed to advancing innovative medicines to prevent and treat life-threatening diseases, including HIV, viral hepatitis, COVID-19 and cancer.

We operate in more than 35 countries worldwide, with headquarters in Foster City, California.

Our portfolio of marketed products includes AmBisome ® , Atripla ® , Biktarvy ® , Cayston ® , Complera ® , Descovy ® , Descovy for PrEP ® , Emtriva ® , Epclusa ® , Eviplera ® , Genvoya ® , Harvoni ® , Hepcludex ® , Hepsera ® , Jyseleca ® , Letairis ® , Livdelzi ® , Odefsey ® , Sovaldi ® , Stribild ® , Sunlenca ® , Tecartus ® , Trodelvy ® , Truvada ® , Truvada for PrEP ® , Tybost ® , Veklury ® , Vemlidy ® , Viread ® , Vosevi ® , Yescarta ® and Zydelig ® .

Our portfolio of marketed products includes AmBisome ® , Atripla ® , Biktarvy ® , Cayston ® , Complera ® , Descovy ® , Descovy for PrEP ® , Emtriva ® , Epclusa ® , Eviplera ® , Genvoya ® , Harvoni ® , Hepcludex ® , Hepsera ® , Jyseleca ® , Letairis ® , Livdelzi ® /Lyvdelzi ® , Odefsey ® , Sovaldi ® , Stribild ® , Sunlenca ® , Tecartus ® , Trodelvy ® , Truvada ® , Truvada for PrEP ® , Tybost ® , Veklury ® , Vemlidy ® , Viread ® , Vosevi ® , Yescarta ® , Yeztugo ® /Yeytuo ® and Zydelig ® .

The approval status of Hepcludex and Jyseleca vary worldwide, and Hepcludex and Jyseleca are not approved in the U.S.

We also sell and distribute authorized generic versions of Epclusa and Harvoni in the U.S.

through our separate subsidiary, Asegua Therapeutics, LLC.

through our separate subsidiary, Asegua Therapeutics LLC (“Asegua”).

In addition, we sell and distribute certain products through our corporate partners under collaborative agreements.

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Actual results may differ significantly from these estimates.

Beginning with this Annual Report on Form 10-K, in Note 2.

Revenues, we have disclosed our revenues related to major customers as a percentage of gross product sales rather than as a percentage of Total revenues.

Prior periods have been revised to reflect this change.

We have evaluated subsequent events through the report issuance date and determined that there are no further events or transactions to be disclosed other than those already disclosed elsewhere in the Notes to Consolidated Financial Statements included in this Annual Report on Form 10-K.

Certain amounts and percentages herein may not sum or recalculate due to rounding.

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Rebates and Chargebacks

Rebates and chargebacks are based on contractual arrangements or statutory requirements and include amounts due to payers and healthcare providers under various programs.

These amounts may vary by product, payer and individual plans.

Rebates and chargebacks include amounts due to payers and healthcare providers under various programs based on contractual arrangements or statutory requirements, which may vary by product, payer and individual plans.

Providers qualified under certain programs can purchase our products through wholesalers or other distributors at a discount.

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Allowance for Sales Returns

Allowances are made for estimated sales returns by our customers and are recorded in the period the related revenue is recognized.

We typically permit returns if the product is damaged, defective, or otherwise cannot be used by the customer.

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Royalty, Contract and Other Revenues

Royalty revenue is recognized in the period in which the obligation is satisfied and the corresponding sales by our corporate partners occur.

Contract and other revenues are recognized when the performance obligation is satisfied.

Royalty revenue on licensed intellectual property is recognized in the period in which the obligation is satisfied and the corresponding sales by our corporate partners occur, using the sales- and usage-based royalty exception.

Contract and other revenues are recognized when the performance obligation is satisfied to the extent a significant reversal in the amount of cumulative revenue recognized is not probable of occurring.

Research and Development Expenses

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Selling, general and administrative expenses are recorded when incurred and consist primarily of personnel costs, facilities and overhead costs, and selling, marketing and advertising expenses, as well as other general and administrative costs related to finance, human resources, legal and other administrative activities.

Advertising expenses within Selling, general and administrative expenses, including promotional expenses, are recorded when incurred and were $ 869 million, $ 826 million and $ 778 million for the years ended December 31, 2024, 2023 and 2022, respectively.

Advertising expenses within Selling, general and administrative expenses, including promotional expenses, are recorded when incurred and were $ 1.0 billion, $ 869 million and $ 826 million for the years ended December 31, 2025, 2024 and 2023, respectively.

Stock-Based Compensation

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Marketable Debt Securities

All of our marketable debt securities are classified as available-for-sale and recorded at estimated fair values.

All of our marketable debt securities are classified as available-for-sale and recorded at fair value.

We determine the appropriate classification of our marketable debt securities at the time of purchase and reevaluate such designation at each balance sheet date.

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Interest and amortization of purchase premiums and discounts are also recorded in Other (income) expense, net on our Consolidated Statements of Operations.

The cost of securities sold is based on the specific identification method.

The cost of securities sold and the related tax impact is based on the specific identification method.

Accounts Receivable

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Equity Securities

Equity securities with readily determinable fair values, including those for which we have elected the fair value option, are recorded at fair market value, and unrealized gains and losses are included in Other (income) expense, net on our Consolidated Statements of Operations.

Equity securities with readily determinable fair values, including those for which we have elected the fair value option, are recorded at fair market value, and unrealized and realized gains and losses are included in Other (income) expense, net on our Consolidated Statements of Operations.

Equity securities without readily determinable fair values are recorded using the measurement alternative of cost less impairment, if any, adjusted for observable price changes in orderly transactions for identical or similar investments of the same issuer.

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Description Estimated Useful Life

Buildings and improvements Shorter of 35 years or useful life

Buildings and improvements Up to 45

Leasehold improvements Lease term or shorter

Laboratory and manufacturing equipment 4 - 10

Office, computer equipment and other 3 - 15

Leasehold improvements Shorter of useful life or lease term

Internal-use software 3 - 9

See “Impairment of Long-Lived Assets” for additional information.

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We recognize all derivative instruments as either assets or liabilities at fair value on our Consolidated Balance Sheets.

Unrealized changes in the fair value of derivatives designated as part of a hedge transaction are recorded in Accumulated other comprehensive income.

For our hedges related to forecasted product sales, the unrealized gains or losses in Accumulated other comprehensive income are reclassified into Product sales on our Consolidated Statements of Operations when the respective hedged transactions affect earnings.

Unrealized changes in the fair value of derivatives designated as part of a hedge transaction related to forecasted product sales, net of the related tax impact, are recorded in Accumulated other comprehensive income.

The unrealized gains or losses in Accumulated other comprehensive income are reclassified into Product sales, as well as the related tax impact into Income tax (benefit) expense, on our Consolidated Statements of Operations when the respective hedged transactions affect earnings.

Changes in the fair value of derivatives that are not part of a hedge transaction are recorded each period in Other (income) expense, net on our Consolidated Statements of Operations.

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The tax benefit recognized in the Consolidated Financial Statements for a particular tax position is based on the largest benefit that is more likely than not to be realized.

The amount of unrecognized tax benefits (“UTB”) is adjusted as appropriate for changes in facts and circumstances, such as significant amendments to existing tax law, new regulations or interpretations by tax authorities, new information obtained during a tax examination or resolution of an examination.

We recognize both accrued interest and penalties, where appropriate, related to UTB in Income tax expense on our Consolidated Statements of Operations.

We have elected to account for the tax on Global Intangible Low-Taxed Income, enacted as part of the Tax Cuts and Jobs Act, as a component of tax expense in the period in which the tax is incurred.

The amount of unrecognized tax benefits is adjusted as appropriate for changes in facts and circumstances, such as significant amendments to existing tax law, new regulations or interpretations by tax authorities, new information obtained during a tax examination or resolution of an examination.

We recognize both accrued interest and penalties, where appropriate, related to unrecognized tax benefits in Income tax expense on our Consolidated Statements of Operations.

We have elected to account for the tax on Global Intangible Low-Taxed Income as a component of tax expense in the period in which the tax is incurred.

Stock Repurchases

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Recently Adopted Accounting Pronouncements

In November 2023, Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No.

2023-07 “Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures.” ASU 2023-07 requires incremental annual and quarterly disclosures about segment measures of profit or loss as well as significant segment expenditures.

It also requires public entities with a single reportable segment to provide all segment disclosures required by the amendments in the update and all existing segment disclosures in Topic 280.

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

2023-09 “Income Taxes (Topic 740):

Improvements to Income Tax Disclosures.” ASU 2023-09 requires incremental annual disclosures around income tax rate reconciliations, income taxes paid and other related disclosures.

Beginning with this Annual Report on Form 10-K, we adopted this standard using a retrospective approach, resulting in increased disclosures in our Notes to Consolidated Financial Statements.

Segment Information for additional information.

Income Taxes for additional information.

Recently Issued Accounting Pronouncements Not Yet Adopted

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We expect the adoption of this standard to result in increased disclosures in our Notes to Consolidated Financial Statements.

In December 2023, FASB issued ASU No.

2023-09 “Income Taxes (Topic 740):

Improvements to Income Tax Disclosures.” ASU 2023-09 requires incremental annual disclosures around income tax rate reconciliations, income taxes paid and other related disclosures.

This guidance requires prospective application and permits retrospective application to prior periods presented.

We plan to adopt it beginning with our 2025 annual report to be filed in early 2026.

We expect the adoption of this standard to result in increased disclosures in our Notes to Consolidated Financial Statements.

Disaggregation of Revenues

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Collaborations and Other Arrangements for additional information.

(2) Includes Atripla, Complera/Eviplera, Emtriva, Stribild, Sunlenca, Truvada and Tybost.

(3) Includes Epclusa and the authorized generic version of Epclusa sold by Gilead’s separate subsidiary, Asegua Therapeutics LLC (“Asegua”).

(4) Includes ledipasvir/sofosbuvir (Harvoni and the authorized generic version of Harvoni sold by Asegua), Hepcludex, Hepsera, Livdelzi, Sovaldi, Viread and Vosevi.

(5) Includes Cayston, Jyseleca, Letairis, Ranexa and Zydelig.

(2) Includes Atripla, Complera/Eviplera, Emtriva, Stribild, Sunlenca, Truvada, Tybost and Yeztugo/Yeytuo.

(3) Includes Epclusa and the authorized generic version of Epclusa sold by Gilead’s separate subsidiary, Asegua.

(4) Includes ledipasvir/sofosbuvir (Harvoni and the authorized generic version of Harvoni sold by Asegua), Hepcludex, Hepsera, Livdelzi/Lyvdelzi, Sovaldi, Viread and Vosevi.

(5) Includes Cayston, Jyseleca, Letairis and Zydelig.

(6) All individual international locations accounted for less than 10% of Total revenues.

Revenues from Major Customers

The following table summarizes revenues from each of our customers who individually accounted for 10% or more of our Total revenues:

The following table summarizes the revenues from each of our customers who individually accounted for 10% or more of our total gross product sales:

Year Ended December 31,

(as a percentage of total revenues) 2024 2023 2022

(as a percentage of total gross product sales) 2025 2024 2023

Cardinal Health, Inc.

26 % 26 % 25 %

(“Cardinal Health”) 29 % 29 % 28 %

Cencora, Inc.

18 % 19 % 18 %

McKesson Corporation 20 % 21 % 20 %

(“Cencora”) 21 % 21 % 22 %

McKesson Corporation (“McKesson”) 24 % 23 % 24 %

Revenues Recognized from Performance Obligations Satisfied in Prior Years

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$ 903 $ 452 $ 340

_______________________________

(1) See Note 7.

Collaborations and Other Arrangements for additional information.

(2) Changes in estimates increased during the year ended December 31, 2025 primarily due to recognition of $ 400 million in the third quarter of previously constrained revenues from the sale of certain intellectual property.

Contract Balances

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_______________________________

(1) The increase in contract assets during the year ended December 31, 2025 primarily related to recognition of $ 400 million in the third quarter of previously constrained revenues from the sale of certain intellectual property.

(2) Future revenues recognized from contract liabilities are not expected to be material in any one year.

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government agencies securities — 15 — 15 — — — —

government securities — — — — — 10 — 10

Certificates of deposit — — — — — 45 — 45

Corporate debt securities — 1,398 — 1,398 — — — —

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Publicly traded equity securities 1,961 — — 1,961 1,561 — — 1,561

1,561 — — 1,561 1,458 — — 1,458

Deferred compensation plan 406 — — 406 343 — — 343

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Total $ 406 $ 72 $ 278 $ 757 $ 343 $ 3 $ 206 $ 552

_______________________________

(1) During the three months ended March 31, 2024, we sold all of our available-for-sale debt securities and used the proceeds to partially fund our acquisition of CymaBay Therapeutics, Inc.

(“CymaBay”) discussed in Note 6.

Acquisitions.

(2) Publicly traded equity securities include our investment in Arcellx, Inc.

(“Arcellx”) of $ 515 million as of December 31, 2024, which is subject to contractual sale restrictions until June 2025.

Collaborations and Other Arrangements for additional information.

Level 2 Inputs

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Contingent Consideration Liability

In connection with our first quarter 2021 acquisition of MYR GmbH (“MYR”), we are subject to a potential contingent consideration payment of up to € 300 million, subject to customary adjustments, which is revalued each reporting period using probability-weighted scenarios for U.S.

Food and Drug Administration (“FDA”) approval of Hepcludex until the related contingency is resolved.

In connection with our first quarter 2021 acquisition of MYR GmbH, we are subject to a potential contingent consideration payment of up to € 300 million, subject to customary adjustments, which is revalued each reporting period using probability-weighted scenarios for U.S.

Food and Drug Administration (“FDA”) approval of bulevirtide until the related contingency is resolved.

The following table summarizes the change in fair value of our contingent consideration liability:

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Changes in valuation assumptions (1)

43 ( 7 ) ( 60 )

Effect of foreign exchange remeasurement (2)

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$ 278 $ 206 $ 228

_______________________________

(1) Included in Research and development expenses on our Consolidated Statements of Operations.

The change in 2023 primarily related to changes in assumptions around probability and timing of regulatory approval.

The changes in 2025 primarily related to changes in assumptions around probability.

The changes in 2023 primarily related to changes in assumptions around probability and timing of regulatory approval.

(2) Included in Other (income) expense, net on our Consolidated Statements of Operations.

(3) Included in Other long-term obligations on our Consolidated Balance Sheets.

(3) Included in Other current liabilities as of December 31, 2025 and in Other long-term liabilities as of December 31, 2024 and 2023 on our Consolidated Balance Sheets, respectively.

Fair Value Level Transfers

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Nonrecurring Fair Value Measurements

In 2024, 2023 and 2022, we recorded partial impairment charges of $ 4.2 billion, $ 50 million and $ 2.7 billion, respectively, related to certain IPR&D assets.

In 2025, 2024 and 2023, we recorded partial impairment charges of $ 590 million, $ 4.2 billion and $ 50 million, respectively, related to certain acquired IPR&D assets.

Goodwill and Intangible Assets for additional information.

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(“Immunomedics”), which is subsequently amortized using the effective interest method over the remaining estimated life.

The fair value of the liability related to future royalties, determined using Level 3 inputs, was approximately $ 0.9 billion and $ 1.2 billion as of December 31, 2024 and 2023, respectively, and the carrying value was $ 1.1 billion and $ 1.2 billion as of December 31, 2024 and 2023, respectively.

The fair value of the liability related to future royalties, determined using Level 3 inputs, was approximately $ 0.8 billion and $ 0.9 billion as of December 31, 2025 and 2024, respectively, and the carrying value was $ 1.1 billion as of December 31, 2025 and 2024.

Debt and Credit Facilities for additional information.

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Available-for-Sale Debt Securities

During the three months ended March 31, 2024, we sold all of our available-for-sale debt securities and used the proceeds to partially fund our acquisition of CymaBay discussed in Note 6.

Acquisitions.

As such, there are no balances as of December 31, 2024 in the following tables.

The following table summarizes our available-for-sale debt securities as of December 31, 2023:

The following table summarizes our available-for-sale debt securities:

December 31, 2025

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government agencies securities 15 — — 15

government securities 10 — — 10

Certificates of deposit 45 — — 45

Corporate debt securities 1,392 7 — 1,398

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Total $ 3,033 $ 11 $ ( 1 ) $ 3,044

The following table summarizes information related to available-for-sale debt securities that have been in a continuous unrealized loss position, classified by length of time, as of December 31, 2023:

December 31, 2023

Less Than 12 Months 12 Months or Longer Total

(in millions) Gross Unrealized Losses Estimated Fair Value Gross Unrealized Losses Estimated Fair Value Gross Unrealized Losses Estimated Fair Value

treasury securities $ — $ 161 $ ( 1 ) $ 48 $ ( 1 ) $ 209

government agencies securities — 106 — 2 — 108

government securities — 5 — 5 — 10

Corporate debt securities ( 1 ) 333 ( 7 ) 546 ( 8 ) 878

Residential mortgage and asset-backed securities — 123 — 24 — 147

Total $ ( 2 ) $ 727 $ ( 8 ) $ 624 $ ( 10 ) $ 1,351

The following table summarizes the classification of our available-for-sale debt securities in our Consolidated Balance Sheets as of December 31, 2023:

There were no available-for-sale debt securities balances as of December 31, 2024.

The total gross unrealized losses in the table above relate to available-for-sale debt securities, primarily corporate debt securities and U.S.

treasury securities, with an estimated fair value of approximately $ 724 million that have been in a continuous unrealized loss position for less than 12 months as of December 31, 2025.

No allowance for credit losses was recognized for investments with unrealized losses as of December 31, 2025 as the unrealized losses were primarily driven by broader change in interest rates with no adverse conditions identified that would prevent the issuer from making scheduled principal and interest payments.

We do not currently intend to sell, and it is not more likely than not that we will be required to sell, such investments before recovery of their amortized cost bases.

The following table summarizes the classification of our available-for-sale debt securities on our Consolidated Balance Sheets:

(in millions) December 31, 2025

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Total $ 3,044

The following table summarizes our available-for-sale debt securities by contractual maturity:

December 31, 2025

(in millions) Amortized Cost Fair Value

Within one year $ 70 $ 70

After one year through five years 2,931 2,941

After five years through ten years 32 32

Total $ 3,033 $ 3,044

Equity Securities

The following table summarizes the classification of our equity securities on our Consolidated Balance Sheets:

(in millions) 2024 2023

The following table summarizes the classification of our equity securities on our Consolidated Balance Sheets, including certain equity method investments for which we elected and applied the fair value option as we believe it best reflects the underlying economics of these investments:

(in millions) December 31, 2025 December 31, 2024

Equity securities measured at fair value:

Cash and cash equivalents:

Money market funds $ 6,150 $ 8,502

Prepaid and other current assets:

Equity method investment in Galapagos NV (“Galapagos”) – fair value option 551 462

Equity method investment in Arcus Biosciences, Inc.

(“Arcus”) – fair value option 749 448

Other equity method investments – fair value option (1)

Other 499 614

Other long-term assets 386 327

Equity method investments and other equity investments without readily determinable fair values:

Equity method investments and other equity securities without readily determinable fair values:

Other long-term assets (2)

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________________________________

(1) Mostly comprised of equity interests in certain collaboration partners and investment funds that are considered to be VIEs for which we are not the primary beneficiary.

(1) Mostly comprised of our equity interest in Assembly Biosciences, Inc.

(“Assembly”), which was approximately 29 % of outstanding Assembly stock at the time of our latest purchase of shares.

(2) Mostly comprised of equity interests in certain collaboration partners and investment funds that are considered to be variable interest entities (“VIEs”) for which we are not the primary beneficiary.

Our maximum exposure to loss as a result of our involvement in these VIEs is limited to the value of our investment.

For our equity method investments in Galapagos NV (“Galapagos”) and Arcus Biosciences, Inc.

(“Arcus”), we elected and applied the fair value option as we believe it best reflects the underlying economics of these investments.

Our investment in Galapagos was classified in Prepaid and other current assets as of December 31, 2024 and 2023 at $ 462 million and $ 686 million, respectively.

Our investment in Arcus was classified in Prepaid and other current assets as of December 31, 2024 and 2023 at $ 448 million and $ 283 million, respectively.

Unrealized Gains and Losses

The following table summarizes net unrealized gains and losses on equity securities still held as of the respective balance sheet dates, included in Other (income) expense, net on our Consolidated Statements of Operations:

The following table summarizes net unrealized gains and losses related to equity securities still held as of the respective ending balance sheet dates for the periods below, included in Other (income) expense, net on our Consolidated Statements of Operations:

Year Ended December 31,

(in millions) 2025 2024 2023

Unrealized loss, net $ 284 $ 60 $ 684

Unrealized (gain) loss, net, related to fair value option investments $ ( 440 ) $ 377 $ 68

Unrealized loss (gain), net, related to all other equity investments 35 ( 93 ) ( 8 )

Total unrealized (gain) loss, net $ ( 404 ) $ 284 $ 60

Related Party Transaction

During the year ended December 31, 2022, Gilead donated certain equity securities at fair value to the Gilead Foundation, a California nonprofit public benefit corporation (the “Foundation”).

The Foundation is a related party as certain of our officers also serve as directors of the Foundation.

The donation expense of $ 85 million was recorded within Selling, general and administrative expenses on our Consolidated Statements of Operations during the year ended December 31, 2022.

In 2025, we donated certain equity securities at fair value to the Gilead Foundation, a California nonprofit public benefit corporation for which certain of our officers serve as directors, and recorded a related expense of $ 89 million in Selling, general and administrative expenses on our Consolidated Statements of Operations.

DERIVATIVE FINANCIAL INSTRUMENTS

Our operations in foreign countries expose us to market risk associated with foreign currency exchange rate fluctuations between the U.S.

Our operations in foreign countries expose us to risk associated with foreign currency exchange rate fluctuations between the U.S.

dollar and various foreign currencies, primarily the Euro.

To manage this risk, we hedge a portion of our foreign currency exposures related to outstanding monetary assets and liabilities as well as forecasted product sales using foreign currency exchange forward contracts.

In general, the market risk related to these contracts is offset by corresponding gains and losses on the hedged transactions.

The credit risk associated with these contracts is driven by changes in interest and currency exchange rates and, as a result, varies over time.

By working only with major banks and closely monitoring current market conditions, we seek to limit the risk that counterparties to these contracts may be unable to perform.

We also seek to limit our risk of loss by entering into contracts that permit net settlement at maturity.

Therefore, our overall risk of loss in the event of a counterparty default is limited to the amount of any unrealized gains on outstanding contracts (i.e., those contracts that have a positive fair value) at the date of default.

To partially mitigate the impact of changes in currency exchange rates on net cash flows from our foreign currency denominated sales as well as outstanding monetary assets and liabilities, we enter into foreign currency exchange forward contracts.

In general, the risk of foreign currency fluctuations related to our operations is offset by corresponding gains and losses from our derivative instruments.

By working only with major banks and closely monitoring current market conditions, we seek to limit the credit risk that counterparties to these contracts may be unable to perform.

We enter into contracts that permit net settlement at maturity.

In addition, our overall risk of loss in the event of counterparty default is limited to the amount of any net unrealized gains on outstanding contracts (i.e., including the impact of offsetting unrealized losses).

We do not enter into derivative contracts for trading purposes.

The derivative instruments we use to hedge our exposures for certain monetary assets and liabilities that are denominated in a non-functional currency are not designated as hedges.

The derivative instruments we use to hedge our exposures for forecasted product sales are designated as cash flow hedges and have maturities of 18 months or less.

The derivative instruments we use to mitigate our exposures for certain monetary assets and liabilities that are denominated in a non-functional currency are not designated as hedges.

The derivative instruments we use to mitigate our exposures for forecasted product sales are designated as cash flow hedges and have maturities of 18 months or less.

We held foreign currency exchange contracts with outstanding notional amounts of $ 3.9 billion and $ 2.9 billion as of December 31, 2025 and 2024, respectively.

While all our derivative contracts allow us the right to offset assets and liabilities, we have presented amounts in our Consolidated Balance Sheets on a gross basis.

While all our derivative contracts allow us the right to offset assets and liabilities, we have presented amounts on our Consolidated Balance Sheets on a gross basis.

Further, our contracts generally do not require financial collateral.

The following table summarizes the classification and fair values of derivative instruments, including the potential effect of offsetting:

December 31, 2025

(in millions) Prepaid and other current assets Other long-term assets Total Derivative Assets Other current liabilities Other long-term obligations Total Derivative Liabilities

(in millions) Prepaid and other current assets Other long-term assets Total Derivative Assets Other current liabilities Other long-term liabilities Total Derivative Liabilities

Foreign currency exchange contracts designated as hedges $ 18 $ 2 $ 20 $ 62 $ 3 $ 65

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Total derivatives presented gross on the Consolidated Balance Sheets $ 56 $ 72

Gross amounts not offset on the Consolidated Balance Sheets:

Derivative financial instruments $ ( 3 ) $ ( 3 )

Cash collateral received / pledged — —

Total derivatives not offset on the Consolidated Balance Sheets ( 40 ) ( 40 )

Net amount (legal offset) $ 16 $ 32

December 31, 2024

(in millions) Prepaid and other current assets Other long-term assets Total Derivative Assets Other current liabilities Other long-term obligations Total Derivative Liabilities

(in millions) Prepaid and other current assets Other long-term assets Total Derivative Assets Other current liabilities Other long-term liabilities Total Derivative Liabilities

Foreign currency exchange contracts designated as hedges $ 90 $ 10 $ 100 $ — $ — $ —

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Total derivatives presented gross on the Consolidated Balance Sheets $ 128 $ 3

Gross amounts not offset on the Consolidated Balance Sheets:

Derivative financial instruments $ ( 7 ) $ ( 7 )

Cash collateral received / pledged — —

Total derivatives not offset on the Consolidated Balance Sheets ( 3 ) ( 3 )

Net amount (legal offset) $ 125 $ —

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Derivatives designated as hedges:

Net gain (loss) recognized in Accumulated other comprehensive income

$ 171 $ ( 14 ) $ 150

Net gain reclassified from Accumulated other comprehensive income into Product sales

$ 27 $ 58 $ 196

Net (loss) gain recognized in Accumulated other comprehensive income $ ( 164 ) $ 171 $ ( 14 )

Net (loss) gain reclassified from Accumulated other comprehensive income into Product sales $ ( 5 ) $ 27 $ 58

Derivatives not designated as hedges:

Net gain recognized in Other (income) expense, net $ 20 $ 44 $ 57

$ 44 $ 57 $ 67

The majority of gains and losses related to the hedged forecasted transactions reported in Accumulated other comprehensive income as of December 31, 2024 are expected to be reclassified to Product sales within 12 months.

Approximately $ 58 million of pre-tax net losses related to the hedged forecasted transactions reported in Accumulated other comprehensive income as of December 31, 2025 are expected to be reclassified to Product sales within 12 months.

There were no discontinuances of cash flow hedges for the years ended December 31, 2025, 2024 and 2023.

The cash flow effects of our derivative contracts for the years ended December 31, 2025, 2024 and 2023 were included within Net cash provided by operating activities on our Consolidated Statements of Cash Flows.

In October 2025, we closed an agreement to acquire all outstanding shares of Interius BioTherapeutics, Inc.

(“Interius”), a privately held biotechnology company developing in vivo chimeric antigen receptor (“CAR”) therapeutics, for approximately $ 350 million in cash consideration.

As a result, Interius became our wholly-owned subsidiary.

We accounted for the transaction as an asset acquisition and recorded a $ 311 million charge to Acquired in-process research and development expenses on our Consolidated Statements of Operations in 2025.

The remaining purchase price related to various other assets acquired and liabilities assumed, consisting primarily of deferred tax assets.

In March 2024, we completed the acquisition of CymaBay Therapeutics, Inc.

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We accounted for this transaction as an asset acquisition since the lead asset, seladelpar, an investigational, oral, peroxisome proliferator-activated receptor delta agonist shown to regulate critical metabolic and liver disease pathways, represented substantially all of the fair value of the gross assets acquired.

In 2024, we recorded a $ 3.8 billion charge, representing an acquired IPR&D asset with no alternative future use, to Acquired in-process research and development expenses, as well as share-based compensation expense of $ 133 million related to the cash settlement of unvested CymaBay employee stock awards attributable to post-acquisition services, with $ 67 million being recorded in Research and development expenses and $ 67 million in Selling, general and administrative expenses on our Consolidated Statements of Operations.

In connection with this acquisition, we recorded $ 333 million of assets acquired, primarily consisting of net deferred tax assets, and $ 228 million of liabilities assumed, primarily related to an assumed financing arrangement which we subsequently settled during the year through various payments totaling $ 209 million.

In 2024, we recorded a $ 3.8 billion charge, representing an acquired IPR&D asset with no alternative future use, to Acquired in-process research and development expenses, as well as stock-based compensation expense of $ 133 million related to the cash settlement of unvested CymaBay employee stock awards attributable to post-acquisition services, with $ 67 million being recorded in Research and development expenses and $ 67 million in Selling, general and administrative expenses on our Consolidated Statements of Operations.

In connection with this acquisition, we recorded $ 333 million of assets acquired, primarily consisting of net deferred tax assets, and $ 228 million of liabilities assumed, primarily related to an assumed financing arrangement which we subsequently settled in 2024 through various payments totaling $ 209 million.

In July 2024, we paid $ 320 million to Janssen Pharmaceutica NV to extinguish a future royalty obligation related to seladelpar, which was recorded to Acquired in-process research and development expenses on our Consolidated Statements of Operations.

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In February 2023, we closed an agreement to acquire Tmunity Therapeutics, Inc.

(“Tmunity”), a clinical-stage, private biotechnology company focused on next-generation chimeric antigen receptor (“CAR”) T-therapies and technologies.

(“Tmunity”), a clinical-stage, private biotechnology company focused on next-generation CAR T-cell therapies and technologies.

Under the terms of the agreement, we acquired all outstanding shares of Tmunity other than those already owned by Gilead for approximately $ 300 million in cash consideration.

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In 2024, we paid an additional $ 47 million for development milestones met, which was charged to Acquired in-process research and development expenses on our Consolidated Statements of Operations.

In September 2022, we acquired all of the outstanding share capital of MiroBio Ltd.

(“MiroBio”), a privately-held U.K.-based biotechnology company focused on restoring immune balance with agonists targeting immune inhibitory receptors, for $ 414 million in cash.

As a result, MiroBio became our wholly-owned subsidiary.

We accounted for the transaction as an asset acquisition and recorded a $ 389 million charge to Acquired in-process research and development expenses on our Consolidated Statements of Operations in 2022.

The remaining purchase price related to various other assets acquired and liabilities assumed.

COLLABORATIONS AND OTHER ARRANGEMENTS

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In conjunction with these arrangements, we occasionally purchase shares of the collaboration partner and record such equity investments in either Prepaid and other current assets or Other long-term assets on our Consolidated Balance Sheets, generally depending on marketability and whether the securities are subject to lock-up provisions.

In January 2023, we closed an agreement to enter into a global strategic collaboration with Arcellx, a public company, to co-develop and co-commercialize Arcellx’s lead late-stage product candidate, CART-ddBCMA, for the treatment of patients with relapsed or refractory multiple myeloma, and potential future next-generation autologous and non-autologous products.

In September 2025, we entered into a strategic license and collaboration agreement with Shenzhen Pregene Biopharma Co., Ltd.

(“Pregene”) to develop next-generation in vivo therapies.

Upon closing of the agreement, we made a $ 120 million upfront payment, and in the fourth quarter of 2025, we made an $ 80 million milestone payment to Pregene, both of which were charged to Acquired in-process research and development expenses on our Consolidated Statements of Operations.

In addition, Pregene is eligible to receive additional payments up to approximately $ 1.5 billion upon the achievement of certain development, regulatory, and sales-based milestones as well as up to tiered mid-single digit royalties on annual net sales.

In January 2025, we entered into a strategic partnership with LEO Pharma A/S (“LEO Pharma”) to accelerate the development and commercialization of LEO Pharma’s small molecule oral signal transducer and activator of transcription 6 (“STAT6”) programs for the potential treatment of patients with inflammatory diseases.

Gilead will have global rights to develop, manufacture, and commercialize the small molecule oral STAT6 program.

LEO Pharma will have the option to potentially co-commercialize oral programs for dermatology outside the U.S.

LEO Pharma will hold exclusive global rights to STAT6 topical formulations in dermatology.

Upon closing of the agreement, we made a $ 250 million upfront payment to LEO Pharma, which was charged to Acquired in-process research and development expenses on our Consolidated Statements of Operations in 2025.

In addition, LEO Pharma is eligible to receive up to approximately $ 1.5 billion in additional milestone payments and may also receive tiered royalties on sales of oral STAT6 products.

In December 2023, we entered into an arrangement with funds managed by Abingworth LLP (“Abingworth”) under which we will receive up to $ 210 million to co-fund our development costs for Trodelvy for non-small cell lung cancer in 2023 through 2026.

As there is substantive transfer of risk to the financial partner, the development funding is recognized by us as an obligation to perform contractual services.

We are recognizing the funding as a reduction of Research and development expenses using an attribution model over the period of the related expenses, with $ 62 million and $ 78 million of such reductions recorded during the years ended December 31, 2025 and 2024, respectively.

If successful, upon regulatory approval in the U.S.

for the specified indication, Abingworth will be eligible to receive an approval-based fixed milestone payment of up to $ 84 million and royalties based on the applicable net sales.

In January 2023, we closed an agreement to enter into a global strategic collaboration with Arcellx, Inc.

(“Arcellx”), a public biotechnology company focused on delivering a new class of innovative immunotherapies for patients with cancer and other incurable diseases, to co-develop and co-commercialize Arcellx’s lead late-stage product candidate, CART-ddBCMA, for the treatment of patients with relapsed or refractory multiple myeloma, and potential future next-generation autologous and non-autologous products.

In December 2023, we amended the agreement and expanded the scope of the collaboration to include lymphomas and exercised our option to negotiate a license for Arcellx’s ARC-SparX program, ACLX-001, in multiple myeloma.

In conjunction with the collaboration, we recorded a combined $ 313 million charge to Acquired in-process research and development expenses on our Consolidated Statements of Operations in 2023, primarily related to upfront payments.

We also recorded a combined equity investment of $ 299 million.

Our equity investment is subject to lock-up provisions until June 2025 and is included in Prepaid and other current assets on our Consolidated Balance Sheets as of December 31, 2024.

The companies will share development, clinical trial and commercialization costs for CART-ddBCMA and will jointly commercialize the product and split U.S.

We also made various purchases of Arcellx shares for which we recorded an equity investment of $ 299 million on our Consolidated Balance Sheets in 2023.

As of December 31, 2025, the investment is included in Prepaid and other current assets.

The companies share development, clinical trial and commercialization costs for CART-ddBCMA and will jointly commercialize the product and split U.S.

profits 50 / 50 .

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Under the agreement, Arcellx is eligible to receive performance-based development and regulatory milestone payments of up to $ 1.5 billion related to CART-ddBCMA, a potential future next-generation autologous product and a potential future non-autologous product, with further commercial milestone payments, profit split payments on co-promoted products and royalties on at least a portion of worldwide net sales, depending on whether Arcellx opts in to co-promote the future products.

During the year ended December 31, 2024, we paid $ 68 million for development milestones met, which was charged to Acquired in-process research and development expenses on our Consolidated Statements of Operations.

In 2024, we paid $ 68 million for development milestones met, which was charged to Acquired in-process research and development expenses on our Consolidated Statements of Operations.

If additional future products are developed, Arcellx would be eligible to receive additional milestone payments, profit split payments on co-promoted products and royalties on at least a portion of worldwide net sales, depending on whether Arcellx opts in to co-promote these additional future products as well.

In April 2022, we entered into a strategic research collaboration agreement (the “Dragonfly Collaboration Agreement”) with Dragonfly Therapeutics, Inc.

(“Dragonfly”) to develop natural killer (“NK”) cell engager-based immunotherapies for oncology and inflammation indications.

Under the terms of the Dragonfly Collaboration Agreement, we received an exclusive, worldwide license from Dragonfly for the 5T4-targeting investigational immunotherapy program, DF7001, as well as options, after the completion of certain preclinical activities, to license exclusive, worldwide rights to develop and commercialize additional NK cell engager programs using the Dragonfly Tri-specific NK Engager platform.

Upon the closing of the Dragonfly Collaboration Agreement, we made a $ 300 million upfront payment to Dragonfly, and we made an additional $ 15 million payment related to a target selection in connection with an August 2022 amendment to the agreement, which were recorded in Acquired in-process research and development expenses on our Consolidated Statements of Operations during the year ended December 31, 2022.

In July 2023, we mutually agreed to terminate the DF7001 program.

If we exercise our options on additional NK cell engager programs, Dragonfly would be eligible to receive opt-in payments and performance-based development, regulatory and commercial milestone payments and royalties on worldwide net sales on these optioned programs.

In February 2026, we entered into a definitive agreement to acquire Arcellx for an estimated $ 7.0 billion excluding our pre-existing common stock holdings, providing us with full control of its leading pipeline candidate, anitocabtagene autoleucel (“anito-cel”), an investigational BCMA-directed CAR-T cell therapy for patients with relapsed and/or refractory multiple myeloma.

Under the terms of the merger agreement, a wholly-owned subsidiary of Gilead will commence a tender offer to acquire all of the outstanding shares of Arcellx’s common stock that Gilead does not already own for an offer price of $ 115 per share in cash and one non-transferable contingent value right of $ 5 per share upon the achievement of cumulative global net sales of anito-cel of at least $ 6.0 billion from launch through year-end 2029.

Following successful completion of the tender offer, Gilead will acquire all remaining shares of Arcellx not tendered in the offer through a second step merger at the same price as in the tender offer.

Consummation of the tender offer is subject to a minimum tender of at least a majority of then-outstanding Arcellx shares, the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act and other customary conditions.

Gilead plans to pay all cash consideration for the transaction.

The tender offer is not subject to a financing condition.

Upon closing, which is anticipated in the second quarter of 2026, Arcellx will become a wholly-owned subsidiary.

In March 2021, we entered into a license and collaboration agreement with Merck Sharp & Dohme Corp., a subsidiary of Merck & Co., Inc.

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In May 2020, we entered into a transaction, and have since entered into various amending transactions, with Arcus, a publicly traded oncology-focused biopharmaceutical company, which included entry into an option, license and collaboration agreement (as amended, the “Collaboration Agreement”), with Gilead having the right to opt in to all current and future clinical-stage product candidates for up to ten years following the closing of the initial transaction, and a common stock purchase agreement and an investor rights agreement (together, as amended, the “Stock Purchase Agreements”).

As part of the November 2021 amendment, we exercised our options to three of Arcus’ clinical stage programs and made related collaboration opt-in payments of $ 725 million to Arcus in 2022, which were included within Net cash used in investing activities on our Consolidated Statements of Cash Flows.

As part of the May 2023 amendment, we paid a $ 35 million upfront fee to initiate research programs against up to four targets jointly selected by the parties that are applicable to inflammatory diseases, which was charged to Acquired in-process research and development expenses on our Consolidated Statements of Operations.

As part of the May 2023 amendment, we paid a $ 35 million upfront fee to initiate research programs against targets jointly selected by the parties that are applicable to inflammatory diseases, which was charged to Acquired in-process research and development expenses on our Consolidated Statements of Operations.

As part of the January 2024 amendment, we committed to a $ 100 million continuation fee, which was charged to Acquired in-process research and development expenses on our Consolidated Statements of Operations and paid later in 2024.

Our number of designees on Arcus’ board of directors was also increased to three .

Under the Collaboration Agreement, the companies co-develop and share the global costs related to these clinical programs.

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For the research programs applicable to inflammatory diseases, Gilead may exercise an option to license each program at two separate, prespecified time points.

If Gilead exercises its option at the earlier time point for the first two target programs, Arcus would be eligible to receive up to $ 420 million in future option and milestone payments and tiered royalties for each optioned program.

For any other option exercise by Gilead for the four target programs, the parties would have rights to co-develop and share global development costs and to co-commercialize and share profits in the U.S.

If Gilead exercises its option at the earlier time point, Arcus would be eligible to receive up to $ 420 million in future option and milestone payments and tiered royalties for each optioned program.

If Gilead exercises its option at the later time point, the parties would have rights to co-develop and share global development costs and to co-commercialize and share profits in the U.S.

for optioned programs.

We may also pay as much as an additional $ 100 million at our option in 2026 and again in 2028, unless terminated early, to maintain the rights to opt in to future Arcus programs for the duration of the contact term.

Under the Stock Purchase Agreements, we have the right to purchase from Arcus additional shares up to a maximum of 35 % of the outstanding voting stock of Arcus over a five-year period ending in the third quarter of 2025.

We have made various purchases of shares since the original closing of the agreement, including a purchase of shares at a premium for $ 320 million in 2024 whereby we recorded $ 233 million for the fair value of the equity investment in Prepaid and other current assets on our Consolidated Balance Sheets and $ 87 million for the premium in Other (income) expense, net on our Consolidated Statements of Operations for the year ended December 31, 2024.

Following this transaction, we owned a total of 30.1 million shares, which represented approximately 33 % of the issued and outstanding voting stock of Arcus at that time.

As of December 31, 2024, we had three designees on Arcus’ board of directors.

We have made various purchases of shares since the original closing of the Stock Purchase Agreements, including a purchase of shares at a premium for $ 320 million in 2024 whereby we recorded $ 233 million for the fair value of the equity investment in Prepaid and other current assets on our Consolidated Balance Sheets and $ 87 million for the premium in Other (income) expense, net on our Consolidated Statements of Operations for the year ended December 31, 2024.

As of December 31, 2025, we held 31.4 million shares, or approximately 30 % of the issued and outstanding voting stock of Arcus at the time of our latest purchase of shares.

In August 2019, we closed a 10-year option, license and collaboration agreement (the “OLCA”) and a subscription agreement (the “Subscription Agreement”), each with Galapagos, a clinical-stage biotechnology company based in Belgium, pursuant to which the parties entered into a global collaboration that covers certain programs in Galapagos’ current and future product portfolio.

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We have two designees appointed to Galapagos’ board of directors as of December 31, 2025.

In January 2025, we agreed to amend the OLCA commensurate with Galapagos’ announcement for a planned separation of Galapagos into two entities:

a newly to be formed company (to be named at a later date, herein “SpinCo”) with an initial capital allocation of up to approximately € 2.45 billion (approximately $ 2.54 billion) and Galapagos.

At the time of separation, should it occur, Galapagos’ and our rights and responsibilities under the OLCA would transfer to SpinCo, and Galapagos would gain full global development and commercialization rights to its pipeline, subject to payment of single digit royalties to Gilead on net sales of certain products.

This separation is expected to occur by mid-2025.

With respect to Gilead’s ownership stake in Galapagos, upon separation, Gilead will hold approximately 25 % of the outstanding shares in both Galapagos and SpinCo and will be subject to a lock-up of Galapagos shares through March 2027 and of SpinCo shares until six months after the separation, subject to certain customary exceptions and early termination provisions.

The two Gilead designees appointed to Galapagos’ board of directors will step down upon the separation and Gilead will be entitled to nominate two directors to SpinCo’s board.

Complera/Eviplera and Odefsey

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We retain a specified percentage of Janssen’s share of revenues, including up to 30 % in major markets.

Sales of these products are included in Product sales and Janssen’s share of revenues is included in Cost of goods sold on our Consolidated Statements of Operations.

Cost of goods sold relating to Janssen’s share was $ 403 million, $ 430 million and $ 483 million for the years ended December 31, 2024, 2023 and 2022, respectively.

Sales of these products amounted to approximately $ 1.3 billion, $ 1.4 billion and $ 1.5 billion for the years ended December 31, 2025, 2024 and 2023, respectively, and are included in Product sales on our Consolidated Statements of Operations.

Janssen’s share of these revenues was $ 369 million, $ 403 million and $ 430 million for the years ended December 31, 2025, 2024 and 2023, respectively, and are included in Cost of goods sold on our Consolidated Statements of Operations.

Termination of the agreement may be on a product or country basis and will depend on the circumstances, including withdrawal of a product from the market, material breach by either party or expiry of the revenue share payment term.

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Janssen may also terminate the entire agreement without cause.

Japan Tobacco

Japan Tobacco / Shionogi

In 2005, Japan Tobacco, Inc.

(“Japan Tobacco”) granted us exclusive rights to develop and commercialize elvitegravir, a novel HIV integrase inhibitor, in all countries of the world, excluding Japan, where Japan Tobacco retained such rights.

Effective December 2018, we entered into an agreement with Japan Tobacco to acquire the rights to market and distribute certain products in our HIV portfolio in Japan and to expand our rights to develop and commercialize elvitegravir to include Japan.

We are responsible for the marketing of the products as of January 1, 2019.

We are responsible for seeking regulatory approval in our territories and are required to use diligent efforts to commercialize elvitegravir for the treatment of HIV infection.

We bear all costs and expenses associated with such commercialization efforts and pay a royalty to Japan Tobacco based on our product sales.

Our sales of these products are included in Product sales on our Consolidated Statements of Operations.

Royalties due to Japan Tobacco are included in Cost of goods sold on our Consolidated Statements of Operations.

Royalty expenses recognized were $ 139 million, $ 167 million and $ 198 million for the years ended December 31, 2024, 2023 and 2022, respectively.

In 2018, we entered into an agreement with Japan Tobacco to acquire the rights to market and distribute certain products in our HIV portfolio in Japan and to expand our rights to develop and commercialize elvitegravir to include Japan.

Under the terms of the agreement, we paid Japan Tobacco $ 559 million in cash and recognized an intangible asset of $ 550 million reflecting the estimated fair value of the marketing-related rights acquired from Japan Tobacco.

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The amortization expense is classified as selling expense and recorded in Selling, general and administrative expenses on our Consolidated Statements of Operations.

In 2025, Japan Tobacco was acquired by Shionogi & Co., Ltd.

(“Shionogi”), and Shionogi assumed all rights and obligations of Japan Tobacco under our agreements.

We are responsible for seeking regulatory approval in our territories and are required to use diligent efforts to commercialize elvitegravir for the treatment of HIV infection.

We bear all costs and expenses associated with such commercialization efforts and pay a royalty to Shionogi, as successor to Japan Tobacco, based on our product sales.

Our sales of these products, namely Genvoya and Stribild, amounted to approximately $ 1.6 billion, $ 1.8 billion and $ 2.2 billion for the years ended December 31, 2025, 2024 and 2023, respectively, and are included in Product sales on our Consolidated Statements of Operations.

We expensed royalties due to Japan Tobacco (and beginning in 2025, Shionogi as its successor) of $ 112 million, $ 139 million and $ 167 million for the years ended December 31, 2025, 2024 and 2023, respectively, in Cost of goods sold on our Consolidated Statements of Operations.

Termination of the agreement may be on a product or country basis and will depend on the circumstances, including material breach by either party or expiry of royalty payment term.

We may also terminate the entire agreement without cause.

In April 2019, Everest Medicines (“Everest”) and Immunomedics entered into an agreement granting Everest an exclusive license to develop and commercialize Trodelvy in Greater China, South Korea, Singapore, Indonesia, Philippines, Vietnam, Thailand, Malaysia and Mongolia (the “Territories”).

Gilead subsequently acquired Immunomedics in October 2020 and assumed the Everest license and supply agreement, which provided for certain sales milestones and royalties payments to be made to Gilead and was recorded as a $ 175 million finite-lived asset as part of the purchase accounting.

In the fourth quarter of 2022, we reacquired all development and commercialization rights for Trodelvy from Everest and terminated the previous agreement.

Under the terms of the new agreement, Gilead made $ 280 million in upfront termination payments to Everest, of which $ 84 million was made in 2022 and $ 196 million was made in 2023.

In addition, Everest is eligible to receive up to $ 175 million in potential additional payments upon achievement of certain regulatory and commercial milestones.

We accounted for the new agreement as a contract termination, which includes the reacquisition of commercial rights and the settlement of our pre-existing relationship with Everest.

As a result, we recorded an expense of $ 406 million in Selling, general and administrative expenses on our Consolidated Statements of Operations during the year ended December 31, 2022, which primarily represents the upfront costs and write-off of the remaining value of the pre-existing asset related to the prior agreement.

Simultaneously, we recorded an acquired finite-lived asset with a fair value of $ 50 million for the commercial rights reacquired for products approved in the Territories.

As there is substantive transfer of risk to the financial partner, the development funding is recognized by us as an obligation to perform contractual services.

We received $ 50 million from Abingworth in 2023 and additional amounts subsequently as incurred.

We are recognizing the funding as a reduction of Research and development expenses using an attribution model over the period of the related expenses, with $ 78 million of such reductions recorded during the year ended December 31, 2024.

If successful, upon regulatory approval in the U.S.

for the specified indication, Abingworth will be eligible to receive an approval-based fixed milestone payment of up to $ 84 million and royalties based on the applicable net sales.

Gilead will have global rights to develop, manufacture, and commercialize the small molecule oral STAT6 program.

LEO Pharma will have the option to potentially co-commercialize oral programs for dermatology outside the U.S.

LEO Pharma will hold exclusive global rights to STAT6 topical formulations in dermatology.

Upon closing of the agreement, we made a $ 250 million upfront payment to LEO Pharma.

In addition, LEO Pharma is eligible to receive up to approximately $ 1.5 billion in additional payments and may also receive tiered royalties on sales of oral STAT6 products.

PROPERTY, PLANT AND EQUIPMENT

The following table summarizes our Property, plant and equipment, net by asset type:

(in millions) 2024 2023

Land and land improvements $ 561 $ 561

Buildings and improvements (including leasehold improvements) 4,539 4,328

Laboratory and manufacturing equipment 1,192 1,147

Office, computer equipment and other 1,090 1,069

Construction in progress 501 661

Subtotal 7,884 7,766

accumulated depreciation 2,470 2,449

Total $ 5,414 $ 5,317

The following table summarizes our Property, plant and equipment, net by geography:

(in millions) 2024 2023

$ 4,787 4,691

International (1)

Total $ 5,414 $ 5,317

_______________________________

(1) All individual international locations accounted for less than 10% of the total balances.

GOODWILL AND INTANGIBLE ASSETS

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(1) The Indefinite-lived assets – IPR&D balance as of December 31, 2023 was comprised of $ 5.9 billion related to sacituzumab govitecan-hziy (“SG”) for non-small cell lung cancer (“NSCLC”) and $ 1.1 billion related to bulevirtide.

See “2024 IPR&D Impairments” below for 2024 activity.

The Indefinite-lived assets – IPR&D balance as of December 31, 2024 was comprised of $ 1.8 billion related to SG for NSCLC and $ 1.1 billion related to bulevirtide.

(1) The Indefinite-lived assets – IPR&D balance as of December 31, 2025 was comprised of $ 1.75 billion related to sacituzumab govitecan-hziy (“SG”) for non-small cell lung cancer (“NSCLC”) and $ 550 million related to bulevirtide.

The balance as of December 31, 2024 was comprised of $ 1.75 billion related to SG for NSCLC and $ 1.1 billion related to bulevirtide.

See “2025 Impairment” below for 2025 activity.

Amortization Expense

Aggregate amortization expense related to finite-lived intangible assets was $ 2.4 billion, $ 2.3 billion and $ 1.8 billion for the years ended December 31, 2024, 2023 and 2022, respectively, primarily included in Cost of goods sold on our Consolidated Statements of Operations.

Aggregate amortization expense related to finite-lived intangible assets was $ 2.4 billion for the years ended December 31, 2025 and 2024 and $ 2.3 billion for the year ended December 31, 2023, primarily included in Cost of goods sold on our Consolidated Statements of Operations.

The following table summarizes the estimated future amortization expense associated with our finite-lived intangible assets as of December 31, 2025:

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Impairment Assessments

No indicators of impairment were noted for the years ended December 31, 2024, 2023 and 2022, except as described in “2024 Impairments”, “2023 Impairments” and “2022 Impairment” below.

In October 2024, we announced plans to voluntarily withdraw the U.S.

accelerated approval for Trodelvy for treatment of adult patients with locally advanced or metastatic urothelial cancer who have previously received a platinum-containing chemotherapy and either programmed death receptor-1 (PD-1) or programmed death-ligand 1 (PD-L1) inhibitor.

We analyzed the implications of this and determined that it did not have an impact on the carrying amount of our finite-lived intangible asset related to Trodelvy.

No indicators of impairment resulting in an adjustment to the carrying value of intangible assets were identified for the years ended December 31, 2025, 2024 and 2023, except as described below.

There were no quantitative assessments for IPR&D intangible assets during the year ended December 31, 2025, other than the assessments described below.

The weighted-average discount rates used in our quantitative assessments for IPR&D intangible assets during the years ended December 31, 2024 and 2023, other than for the assessments described below, were 7.25 % and 7.5 %, respectively.

2025 Impairments

In the second quarter of 2025 and again in the fourth quarter of 2025, additional data became available indicating a more competitive market for bulevirtide where it is not yet approved.

Based on our evaluation of the data, and in connection with the preparation of the financial statements for the second quarter of 2025 and again for the year ended December 31, 2025, we performed impairment tests and determined that the revised estimated fair value of the bulevirtide IPR&D intangible asset was below its carrying value in both periods.

As a result, we recognized partial impairment charges of $ 190 million and $ 400 million in In-process research and development impairments on our Consolidated Statements of Operations for the second and fourth quarters of 2025, respectively, for a total of $ 590 million for the year ended December 31, 2025.

To arrive at the revised estimated fair values as of June 30, 2025 and December 31, 2025, we used a probability-weighted income approach that discounts expected future cash flows to present value, which requires the use of Level 3 fair value measurements and inputs, including critical estimated inputs, such as:

revenues and operating profits related to the planned utilization of bulevirtide outside of the EU, which includes inputs such as addressable patient population, projected market share, treatment duration, and the life of the potential commercialized product;

the probability of technical and regulatory success;

the time and resources needed to complete the development and approval of bulevirtide outside of the EU;

an appropriate discount rate based on the estimated weighted-average cost of capital for companies with profiles similar to our profile;

and risks related to the viability of and potential alternative treatments in any future target markets.

We used discount rates of 8.25 % and 7.75 % for the second and fourth quarters of 2025, respectively, which are based on the estimated weighted-average cost of capital for companies with profiles similar to ours.

2024 Impairments

In January 2024, we received data from our Phase 3 EVOKE-01 study of Trodelvy evaluating SG indicating that the study did not meet its primary endpoint of overall survival in previously treated metastatic NSCLC, thus triggering a review for potential impairment of the NSCLC IPR&D intangible asset.

Based on our evaluation of the study results and all other data currently available, and in connection with the preparation of the financial statements for the first quarter, we performed an interim impairment test and determined that the revised estimated fair value of the NSCLC IPR&D intangible asset was below its carrying value.

As a result, we recognized a partial impairment charge of $ 2.4 billion in In-process research and development impairments on our Consolidated Statements of Operations during the first quarter of 2024.

Based on our evaluation of the study results and all other data available at the time, and in connection with the preparation of the financial statements for the first quarter of 2024, we performed an interim impairment test and determined that the revised estimated fair value of the NSCLC IPR&D intangible asset was below its carrying value.

As a result, we recognized a partial impairment charge of $ 2.4 billion in In-process research and development impairments on our Consolidated Statements of Operations for the first quarter of 2024.

In September 2024, based on discussions with regulators and external opinion leaders and the completed evaluation of the Phase 3 EVOKE-01 study data, we made a strategic decision to discontinue our clinical development program in metastatic NSCLC for Trodelvy in the second-line indication.

This decision triggered a review for potential impairment of the NSCLC IPR&D intangible asset.

Based on our evaluation, and in connection with the preparation of the financial statements for the third quarter, we performed an interim impairment test and determined that the revised estimated fair value of the NSCLC IPR&D intangible asset was below its carrying value.

As a result, we recognized a partial impairment charge of $ 1.8 billion in In-process research and development impairments on our Consolidated Statements of Operations during the third quarter of 2024.

Based on our evaluation, and in connection with the preparation of the financial statements for the third quarter of 2024, we performed an interim impairment test and determined that the revised estimated fair value of the NSCLC IPR&D intangible asset was below its carrying value.

As a result, we recognized a partial impairment charge of $ 1.8 billion in In-process research and development impairments on our Consolidated Statements of Operations for the third quarter of 2024.

To arrive at the revised estimated fair values as of March 31, 2024 and September 30, 2024, we used a probability-weighted income approach that discounts expected future cash flows to present value, which requires the use of Level 3 fair value measurements and inputs, including critical estimated inputs, such as:

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Due to a change in anticipated timing of FDA approval, we also recognized a $ 50 million partial impairment of our bulevirtide IPR&D intangible asset in In-process research and development impairments on our Consolidated Statements of Operations in 2023.

2022 Impairment

In connection with our acquisition of Immunomedics in 2020, we allocated a portion of the purchase price to acquired IPR&D intangible assets.

Approximately $ 8.8 billion was assigned to IPR&D intangible assets related to Trodelvy for treatment of patients with hormone receptor-positive, human epidermal growth factor receptor 2-negative (“HR+/HER2-”) breast cancer.

In March 2022, we received data from the Phase 3 TROPiCS-02 study evaluating Trodelvy in patients with HR+/HER2- metastatic breast cancer who have received prior endocrine therapy, cyclin-dependent kinase 4/6 inhibitors and two to four lines of chemotherapy (“third-line plus patients”).

Based on our evaluation of the study results, and in connection with the preparation of the financial statements for the first quarter, we updated our estimate of the fair value of our HR+/HER2- IPR&D intangible asset to $ 6.1 billion as of March 31, 2022.

Our estimate of fair value used a probability-weighted income approach that discounts expected future cash flows to the present value, which requires the use of Level 3 fair value measurements and inputs, including estimated revenues, costs, and probability of technical and regulatory success.

The expected cash flows included cash flows from HR+/HER2- metastatic breast cancer for third-line plus patients and patients in earlier lines of therapy which are the subject of separate clinical studies.

Our revised discounted cash flows were lower primarily due to a delay in launch timing for third-line plus patients which caused a decrease in our market share assumptions based on the expected competitive environment.

As of March 2022, there were no changes in our plans or assumptions related to our estimated cash flows for patients in the earlier lines of therapy.

We used a discount rate of 6.75 % which is based on the estimated weighted-average cost of capital for companies with profiles similar to ours and represents the rate that market participants would use to value the intangible assets.

We determined the revised estimated fair value was below the carrying value of the asset and, as a result, we recognized a partial impairment charge of $ 2.7 billion in In-process research and development impairments on our Consolidated Statements of Operations during the first quarter of 2022.

OTHER FINANCIAL INFORMATION

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Accounts receivable (1)

$ 5,895 $ 5,319

allowances for chargebacks 843 759

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Accounts receivable, net $ 4,913 $ 4,420

The majority of our trade accounts receivable arises from product sales in the U.S.

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(1) As of December 31, 2025, the majority of our Accounts receivable balance arises from product sales in the U.S.

and Europe and approximately 60 % relates to three wholesalers—Cardinal Health, Cencora and McKesson—and their specialty distributor affiliates.

The following table summarizes our Inventories:

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(1) Amounts primarily consist of raw materials.

(1) As of December 31, 2025, this amount primarily consists of raw materials and work in process.

As of December 31, 2025, we held approximately $ 613 million of pre-commercial Trodelvy inventory for which the manufacturing process has not yet been approved by FDA.

Prepaid and Other Current Assets

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Prepaid and other current assets $ 4,024 $ 3,052

Property, Plant and Equipment, Net

The following table summarizes our Property, plant and equipment, net by asset type:

(in millions) 2025 2024

Land and land improvements $ 561 $ 561

Buildings and improvements (including leasehold improvements) 4,622 4,539

Laboratory and manufacturing equipment 1,241 1,192

Internal-use software 666 692

Other 466 397

Construction in progress 745 501

Subtotal 8,302 7,884

accumulated depreciation 2,696 2,470

Total $ 5,606 $ 5,414

The following table summarizes our Property, plant and equipment, net by geography:

(in millions) 2025 2024

$ 4,975 4,787

International (1)

Total $ 5,606 $ 5,414

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(1) All individual international locations accounted for less than 10% of the total balances.

The following table summarizes Depreciation expense:

Year Ended December 31,

(in millions) 2025 2024 2023

Depreciation expense $ 370 $ 381 $ 354

Other Current Liabilities

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The following table summarizes the changes in Accumulated other comprehensive income by component, net of tax:

(in millions) Foreign Currency Translation Available-for-Sale Debt Securities (1)

Cash Flow Hedges (2)

Balance as of December 31, 2021 $ 13 $ ( 4 ) $ 74 $ 83

Net unrealized (loss) gain, net of tax impact of $ 0 , $ 0 , and $ 20 , respectively

$ ( 11 ) $ ( 30 ) $ 130 $ 88

Reclassifications to net income, net of tax impact of $ 0 , $ 0 , and $ 25 , respectively (3)

— 1 ( 171 ) ( 170 )

Other comprehensive loss, net ( 11 ) ( 29 ) ( 41 ) ( 81 )

(in millions) Foreign Currency Translation Available-for-Sale Debt Securities Cash Flow Hedges Total

Balance as of December 31, 2022 $ 2 $ ( 33 ) $ 33 $ 2

Net unrealized gain (loss), net of tax impact of $ 0 , $ 0 , and $( 2 ), respectively

Net unrealized gain (loss), net of income tax benefit of $ 0 , $ 0 , and $( 2 ), respectively

$ 60 $ 26 $ ( 12 ) $ 75

Reclassifications to net income, net of tax impact of $ 0 , $ 0 , and $ 7 , respectively (3)

Loss (gain) reclassified to net income, net of income tax expense of $ 0 , $ 0 , and $ 7 , respectively

— 2 ( 51 ) ( 49 )

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Balance as of December 31, 2023 $ 62 $ ( 5 ) $ ( 29 ) $ 28

Net unrealized (loss) gain, net of tax impact of $ 0 , $ 0 , and $ 21 , respectively

Net unrealized (loss) gain, net of income tax expense of $ 0 , $ 0 , and $ 21 , respectively

$ ( 26 ) $ — $ 149 $ 124

Reclassifications to net income, net of tax impact of $ 0 , $ 0 , and $ 3 , respectively (3)

Loss (gain) reclassified to net income, net of income tax expense of $ 0 , $ 0 , and $ 3 , respectively

— 5 ( 24 ) ( 19 )

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Balance as of December 31, 2024 $ 36 $ — $ 96 $ 132

Net unrealized gain (loss), net of income tax expense (benefit) of $ 0 , $ 3 , and $( 20 ), respectively

$ 38 $ 9 $ ( 143 ) $ ( 97 )

(1) Reclassifications before tax were $ 5 million, $ 2 million and $ 1 million and are included in Other (income) expense, net on our Consolidated Statements of Operations for the years ended December 31, 2024, 2023 and 2022, respectively.

(2) Reclassifications before tax were $ 27 million, $ 58 million and $ 196 million and are included in Product sales on our Consolidated Statements of Operations for the years ended December 31, 2024, 2023 and 2022, respectively.

Derivative Financial Instruments.

(3) Tax impacts of reclassifications are included in Income tax expense on our Consolidated Statements of Operations.

(Gain) loss reclassified to net income, net of income tax expense (benefit) of $ 0 , $ 0 , and $( 1 ), respectively

Other comprehensive income (loss), net 38 8 ( 139 ) ( 93 )

Balance as of December 31, 2025 $ 74 $ 8 $ ( 43 ) $ 39

The following table summarizes the reclassifications out of Accumulated other comprehensive income and into Net income, including the affected line items from our Consolidated Statements of Operations:

Year Ended December 31,

(in millions) 2025 2024 2023 Line Item Affected

Net (loss) gain related to cash flow hedges $ ( 5 ) $ 27 $ 58 Product sales

Net (gain) loss related to available-for-sale debt securities $ ( 1 ) $ 5 $ 2 Other (income) expense, net

Income tax (benefit) expense $ ( 1 ) $ 3 $ 7 Income tax (benefit) expense

Restructuring

During 2024, we incurred restructuring charges of $ 188 million, primarily related to the initiation of reductions in our commercial and R&D workforce.

We recorded $ 98 million of these charges in Research and development expenses and $ 91 million of these charges in Selling, general and administrative expenses on our Consolidated Statements of Operations.

As of December 31, 2024, we have recorded a liability of $ 93 million on our Consolidated Balance Sheets associated with these restructuring charges, a majority of which we anticipate will be paid in the next 12 months.

During 2023, we incurred restructuring charges of $ 527 million primarily related to changes in our manufacturing strategy which included a decision to no longer utilize certain facilities.

In 2025 and 2024, we incurred restructuring charges primarily related to reductions in our workforce.

In 2023, we incurred restructuring charges primarily related to changes in our manufacturing strategy which included a decision to n o longer utilize certain facilities.

As a result of this decision, we determined that the related assets were fully impaired based on the difference between fair value and the carrying amount.

The total charges consisted of write-offs of manufacturing assets of $ 381 million, write-offs of inventory of $ 89 million and other costs of $ 57 million.

We recorded $ 479 million of these charges in Cost of goods sold, $ 20 million of these charges in Research and development expenses and $ 28 million of these charges in Selling, general and administrative expenses on our Consolidated Statements of Operations.

The total charges in 2023 consisted of write-offs of manufacturing assets of $ 381 million, write-offs of inventory of $ 89 million and other costs of $ 57 million.

The following table summarizes the affected line items from our Consolidated Statements of Operations:

Year Ended December 31,

(in millions) 2025 2024 2023

Cost of goods sold $ 4 $ — $ 479

Research and development expenses 68 98 20

Selling, general and administrative expenses 66 91 28

Restructuring charges $ 138 $ 188 $ 527

As of December 31, 2025, we had a remaining liability of $ 61 million on our Consolidated Balance Sheets associated with restructuring charges, a majority of which we anticipate will be paid in the next 12 months.

Other (Income) Expense, Net

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(in millions) 2025 2024 2023

Loss from equity securities, net $ 274 $ 167 $ 657

(Gain) loss from equity securities, net $ ( 451 ) $ 274 $ 167

Interest income ( 349 ) ( 281 ) ( 376 )

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Type of Borrowing Issue Date Maturity Date Interest Rate December 31, 2025 December 31, 2024

Senior Unsecured March 2014 April 2024 3.70 % — 1,750

Senior Unsecured November 2014 February 2025 3.50 % $ — $ 1,750

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Senior Unsecured Notes

In November 2024, we issued $ 3.5 billion aggregate principal amount of senior unsecured notes in a registered offering consisting of $ 750 million principal amount of 4.80 % senior unsecured notes due November 2029, $ 1.0 billion principal amount of 5.10 % senior unsecured notes due June 2035, $ 1.0 billion principal amount of 5.50 % senior unsecured notes due November 2054 and $ 750 million principal amount of 5.60 % senior unsecured notes due November 2064.

Additionally, in April 2024, we repaid at maturity $ 1.75 billion of principal balance related to our senior unsecured notes due April 2024, and in February 2025, we repaid $ 1.75 billion of principal balance related to our senior unsecured notes due February 2025.

In February 2025, we repaid $ 1.75 billion of principal balance related to our senior unsecured notes due February 2025.

Our senior unsecured notes may be redeemed at our option at a redemption price equal to the greater of (i) 100 % of the principal amount of the notes to be redeemed and (ii) the sum, as determined by an independent investment banker, of the present values of the remaining scheduled payments of principal and interest on the notes to be redeemed (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semiannual basis at the Treasury Rate, plus a make-whole premium, which are defined in the terms of the notes.

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The liability is amortized using the effective interest rate method, resulting in recognition of interest expense over 16 years.

The estimated timing and amount of future expected royalty payments over the estimated term will be re-assessed each reporting period.

The impact from changes in estimates will be recognized in the liability and the related interest expense prospectively.

Revolving Credit Facilities

The estimated timing and amount of future expected royalty payments over the estimated term are re-assessed each reporting period.

The impact from changes in estimates is recognized in the liability and the related interest expense prospectively.

Revolving Credit Facility

In June 2024, we terminated our $ 2.5 billion revolving credit facility maturing in June 2025 (the “2020 Revolving Credit Facility”) and entered into a new $ 2.5 billion revolving credit facility maturing in June 2029 (the “2024 Revolving Credit Facility”), which has terms substantially similar to the 2020 Revolving Credit Facility.

The 2024 Revolving Credit Facility can be used for working capital requirements and for general corporate purposes, including, without limitation, acquisitions.

As of December 31, 2024 and 2023, there were no amounts outstanding under these revolving credit facilities.

As of December 31, 2025 and 2024, there were no amounts outstanding under our revolving credit facility.

The 2024 Revolving Credit Facility contains customary representations, warranties, affirmative and negative covenants and events of default.

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We may terminate or reduce the commitments and may prepay any loans under the 2024 Revolving Credit Facility in whole or in part at any time without premium or penalty.

Interest Paid

The following table summarizes interest paid, net of amounts capitalized:

Year Ended December 31,

(in millions) 2025 2024 2023

Interest paid, net of amounts capitalized $ 1,036 $ 951 $ 891

Contractual Maturities of Financing Obligations

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Our operating leases consist primarily of properties and equipment for our administrative, manufacturing and R&D activities.

Some of our leases include options to extend the terms for up to 15 years and some include options to terminate the lease within one year after the lease commencement date.

Some of our leases contain options to extend the lease term, allowing for extensions of up to 15 additional years for certain leases, and some contain options to terminate the lease early with a sufficient number of months’ notice and/or if a given number of years have passed after the lease commencement date.

We determine the lease term by assuming the exercise of any renewal and/or early-termination options that are reasonably certain.

As of December 31, 2025 and 2024, we did not have material finance leases.

Operating lease expense, including variable costs and short-term leases, was $ 163 million, $ 165 million and $ 162 million for the years ended December 31, 2024, 2023 and 2022, respectively.

The following table summarizes balance sheet and other information related to our operating leases:

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Weighted average discount rate 3.53 % 3.37 %

The following table summarizes other supplemental information related to our operating leases:

The following table summarizes cost and other activity related to our operating leases:

Year Ended December 31,

(in millions) 2025 2024 2023

Operating lease cost, including variable lease and short-term lease cost $ 169 $ 163 $ 165

Cash paid for amounts included in the measurement of lease liabilities $ 127 $ 141 $ 88

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(1) These represent noncash activities and were therefore not included on our Consolidated Statements of Cash Flows.

The following table summarizes a maturity analysis of our operating lease liabilities showing the aggregate lease payments as of December 31, 2024:

The following table is a maturity analysis of our operating lease liabilities as of December 31, 2025:

(in millions) Amount

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Unless otherwise noted, the outcome of these matters either is not expected to be material or is not possible to determine such that we cannot reasonably estimate the maximum potential exposure or the range of possible loss.

We have recorded approximately $ 242 million of accruals for the matters described herein, with approximately $ 200 million accrued for a potential settlement with the U.S.

Attorney’s Office for the Southern District of New York, on our Consolidated Balance Sheets as of December 31, 2024.

We did not have any material accruals for the matters described below as of December 31, 2023.

Litigation Relating to Pre-Exposure Prophylaxis

In August 2019, we filed petitions requesting inter partes review of U.S.

9,044,509, 9,579,333, 9,937,191 and 10,335,423 (collectively, “HHS Patents”) by the Patent Trial and Appeal Board (“PTAB”).

The HHS Patents are assigned to the U.S.

Department of Health and Human Services (“HHS”) and purport to claim a process of protecting a primate host from infection by an immunodeficiency retrovirus by administering a combination of FTC and tenofovir disoproxil fumarate (“TDF”) or tenofovir alafenamide (“TAF”) prior to exposure of the host to the immunodeficiency retrovirus, a process commonly known as pre-exposure prophylaxis (“PrEP”).

In November 2019, the U.S.

Department of Justice filed a lawsuit against us in the U.S.

District Court of Delaware, alleging that the use of Truvada and Descovy for PrEP infringes the HHS Patents.

In February 2020, PTAB declined to institute our petitions for inter partes review of the HHS Patents.

In April 2020, we filed a lawsuit against the U.S.

federal government in the U.S.

Court of Federal Claims (“CFC”), alleging breach of three material transfer agreements (“MTAs”) related to the research underlying the HHS Patents and two clinical trial agreements (“CTAs”) by the U.S.

Centers for Disease Control and Prevention related to PrEP research.

A trial for the bifurcated portion of the lawsuit in the CFC was held in June 2022, and in November 2022, the CFC determined that the government breached the MTAs.

In January 2024, the CFC found the government liable for breach of both CTAs.

In May 2023, the District Court held a trial regarding the government’s patent infringement claims, and the jury rendered a full defense verdict in favor of Gilead, finding that the asserted claims of the HHS Patents are invalid and the HHS patents are not infringed.

In March 2024, the District Court upheld the jury’s verdict that the government’s patents are invalid, denied the government’s request for a new trial and then entered final judgment.

In July 2024, the government filed a notice of appeal.

In January 2025, we entered into a settlement agreement with the government to resolve these litigation matters relating to PrEP.

The settlement includes the dismissal of both lawsuits, including the government’s appeal of the jury verdict that its patents are invalid, as well as a license to the government’s existing PrEP patents.

As of December 31, 2025, we did not have any material accruals for the matters described herein.

As of December 31, 2024, we had approximately $ 242 million of accruals on our Consolidated Balance Sheets for such matters, with approximately $ 200 million accrued for a potential settlement with the U.S.

Attorney’s Office for the Southern District of New York, which we eventually entered into in April 2025 and subsequently paid.

Litigation with Generic Manufacturers

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To seek approval for a generic version of a product having NCE status, a generic company may submit its ANDA to FDA four years after the branded product’s approval.

In October 2021, we received a letter from Lupin Ltd.

(“Lupin”) indicating that it has submitted an ANDA to FDA requesting permission to market and manufacture a generic version of Symtuza, a product commercialized by Janssen Products L.P.

and for which Gilead shares in revenues.

In November 2021, we, along with Janssen Products, L.P.

and Janssen Sciences Ireland Unlimited Company (together, “Janssen”), filed a patent infringement lawsuit against Lupin as co-plaintiffs in the U.S.

District Court of Delaware.

In September 2022, we received a letter from Apotex Inc.

and Apotex Corp.

(together, “Apotex”) stating that they have submitted an ANDA for a generic version of Symtuza.

In October 2022, we, along with Janssen, filed a patent infringement lawsuit against Apotex as co-plaintiffs in the U.S.

District Court of Delaware.

The cases against Lupin and Apotex were consolidated into a single trial scheduled for February 2025.

In February 2025, we, along with Janssen, entered into a settlement agreement with Lupin and its manufacturer of cobicistat on silicon dioxide, MSN Laboratories Private Limited, MSN Life Sciences Private Ltd., and MSN Pharmaceuticals Inc.

(collectively, “MSN”), to resolve the litigation and patent challenges associated with Symtuza in the U.S.

District Court for the District of Delaware.

Pursuant to the settlement agreement, Lupin and MSN were granted a non-exclusive license for Lupin’s ANDA product in the U.S.

to our patent, jointly owned with Janssen, relating to a use of Symtuza, beginning on an agreed-upon date in the future, or earlier in certain circumstances.

The terms of the settlement agreement are confidential.

In February 2025, we, along with Janssen, entered into a settlement agreement with Apotex to resolve the litigation and patent challenges associated with Symtuza in the U.S.

District Court for the District of Delaware.

Pursuant to the settlement agreement, Apotex was granted a non-exclusive license for Apotex’s ANDA product in the U.S.

to our patent, jointly owned with Janssen, relating to a use of Symtuza, beginning on an agreed-upon date in the future, or earlier in certain circumstances.

The terms of the settlement agreement are confidential.

Both settlement agreements with Lupin and Apotex have been filed with the U.S.

Federal Trade Commission and the U.S.

Department of Justice as required by law.

Starting in March 2022, we received letters from Lupin, Laurus Labs (“Laurus”) and Cipla Ltd.

Starting in March 2022, we received letters from Lupin Ltd.

(“Lupin”), Laurus Labs (“Laurus”) and Cipla Ltd.

(“Cipla”), indicating that they have submitted ANDAs to FDA requesting permission to market and manufacture generic versions of the adult dosage strength of Biktarvy.

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We filed a lawsuit against Lupin, Laurus and Cipla in May 2022 in the U.S.

District Court of Delaware and intend to enforce and defend our intellectual property.

District Court of Delaware to enforce and defend our intellectual property.

Additionally, in November 2023, we received a letter from Cipla indicating that it has submitted an ANDA to FDA requesting permission to market and manufacture a generic version of the pediatric dosage strength of Biktarvy.

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District Court of Delaware.

This lawsuit has been consolidated with the first lawsuit, with a single trial scheduled for October 2025.

In October 2024, Cipla separately filed a petition at the U.S.

Patent & Trademark Office (“USPTO”) for Inter Partes Review (IPR) of one of the patents at issue in District Court litigation.

We intend to defend this patent at the USPTO.

In June 2023, we received a letter from Apotex indicating that it has submitted an ANDA to FDA requesting permission to market and manufacture a generic version of Genvoya.

In July 2023, we filed a patent infringement lawsuit against Apotex in the U.S.

District Court of Delaware and to enforce and defend our intellectual property.

This case was consolidated with the Symtuza matters discussed above, and a trial was scheduled for February 2025.

In February 2025, we entered into a settlement agreement with Apotex and its manufacturer of cobicistat on silicon dioxide, MSN, to resolve the litigation and patent challenges associated with Genvoya in the U.S.

District Court for the District of Delaware.

Pursuant to the settlement agreement, Apotex and MSN were granted a non-exclusive license for Apotex’s ANDA product in the U.S.

to certain of our patents on cobicistat on silicon dioxide and TAF relating to Genvoya beginning on August 6, 2032, or earlier in certain circumstances.

The settlement agreement has been filed with the U.S.

Federal Trade Commission and the U.S.

Department of Justice as required by law.

This lawsuit was consolidated with the first lawsuit.

In October 2025, the consolidated lawsuit was dismissed based on negotiated settlement agreements with Lupin, Laurus and Cipla.

Under the agreements, which are subject to standard acceleration provisions, no generic entry by the parties for Biktarvy tablets containing bictegravir (50 mg), tenofovir alafenamide (25 mg) and emtricitabine (200 mg) is expected prior to April 1, 2036 in the United States.

Additionally, no generic entry by the parties for Biktarvy tablets containing bictegravir (30 mg), tenofovir alafenamide (15 mg) and emtricitabine (120 mg) is expected in the United States prior to November 19, 2035, if pediatric exclusivity has been granted, or by May 19, 2035, if pediatric exclusivity has not been granted.

In June 2025, we received a letter from Aspiro Pharma Ltd.

(“Aspiro”), indicating that it had submitted an ANDA to FDA to request permission to market and manufacture a generic version of Veklury.

Aspiro challenges six of the sixteen patents listed in the Orange Book for Veklury as not valid or not infringed by Aspiro’s proposed ANDA product.

In July 2025, we filed a lawsuit against Aspiro in the U.S.

District Court of New Jersey.

We intend to enforce and defend our intellectual property.

In January 2026, we received a letter from Cipla indicating that it has submitted a new drug application under §505(b)(2) of the Federal Food, Drug, and Cosmetic Act (“505(b)(2) application”) for emtricitabine/tenofovir alafenamide tablets.

The 505(b)(2) application references Descovy as the listed drug product.

The 505(b)(2) application also includes a paragraph IV certification challenging two Orange Book patents for Descovy.

In February 2026, we filed a lawsuit against Cipla in the U.S.

District of Court of Delaware.

We intend to enforce and defend our intellectual property.

Antitrust and Consumer Protection

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We filed our responsive briefs in January 2025.

Plaintiffs filed their reply briefs in March 2025.

Oral argument took place in October 2025.

The court has stayed Phase II pending the appeal of Phase I.

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In October 2024, we filed a demurrer and motion to strike plaintiff’s claims.

In February 2021, we, along with BMS and Teva, were named as defendants in a lawsuit filed in the First Judicial District Court for the State of New Mexico, County of Santa Fe by the New Mexico Attorney General.

The New Mexico Attorney General alleges that we (and the other defendants) restrained competition in violation of New Mexico antitrust and consumer protection laws.

The New Mexico Attorney General seeks damages, permanent injunctive relief and other relief.

We moved to dismiss the case based on lack of personal jurisdiction and, in July 2023, the New Mexico Supreme Court remanded the case back to the trial court for limited jurisdictional discovery.

In April 2025, the court overruled the demurrer and stated in its order that an immediate appeal is warranted.

In June 2025, we filed a writ petition to the Court of Appeal, which was denied in August 2025.

Trial has been scheduled for March 2027.

We intend to vigorously defend ourselves in these actions, however, we cannot predict the ultimate outcome.

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In the California federal case, Gilead agreed to make a one-time payment of approximately $ 39 million to a group of plaintiffs (approximately 2,470 plaintiffs).

The federal court set a trial date of March 2027 for the first bellweather trial of the remaining cases.

Briefing is ongoing in the putative class action in Missouri regarding whether the court should certify the proposed class.

The federal court set a trial date of March 2027 for the first bellwether trial of the remaining cases.

In the putative class action pending in Missouri, the district court issued an order in January 2026 denying, among other things, plaintiffs’ motion for class certification.

Plaintiffs have filed a petition for appellate review that is pending in the Eighth Circuit court of appeals.

We intend to vigorously defend ourselves in these actions, however, we cannot predict the ultimate outcome.

If plaintiffs are successful in their claims, we could be required to pay significant monetary damages, which may result in a material, adverse effect on our results of operations and financial condition, including in a particular reporting period in which any such outcome becomes probable and estimable.

Government Investigation

In 2017, we received a subpoena from the U.S.

Attorney’s Office for the Southern District of New York requesting documents related to our promotional speaker programs for HIV.

We have recorded an accrual of approximately $ 200 million for a potential settlement of this matter.

Qui Tam Litigation

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Following the government’s decision not to intervene in the suit, the case was unsealed in December 2020.

The lawsuit alleges that certain of Gilead’s HCV sales and marketing activities and donations to an independent charitable foundation violated the federal False Claims Act and various state false claims acts.

The lawsuit alleges that certain of Gilead’s hepatitis C virus (“HCV”) sales and marketing activities and donations to an independent charitable foundation violated the federal False Claims Act and various state false claims acts.

The lawsuit seeks all available relief under these statutes.

In September 2025, the court granted Gilead’s motion for summary judgment and dismissed the case.

Relator has appealed the court’s ruling.

Health Choice Advocates, LLC (“Health Choice”) filed a qui tam lawsuit against Gilead in May 2020 in Texas state court.

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In the newly filed action, the Texas Attorney General has intervened as a plaintiff.

Trial is currently scheduled for August 2026.

We intend to vigorously defend ourselves in these actions, however, we cannot predict the ultimate outcomes.

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Stock-Based Compensation

Equity Incentive Plans and ESPP Summary

In May 2004, our stockholders approved and we adopted the Gilead Sciences, Inc.

2004 Equity Incentive Plan (as amended, the “2004 Plan”).

As part of the Forty Seven, Inc.

acquisition in 2020, we assumed the Forty Seven, Inc.

2018 Equity Incentive Plan, which we subsequently amended and restated as the Gilead Sciences, Inc.

2018 Equity Incentive Plan (as amended and restated, the “2018 Plan”).

As part of the Immunomedics acquisition in 2020, we assumed the Immunomedics Amended and Restated 2014 Long-Term Incentive Plan, which we subsequently merged into the 2004 Plan.

Equity Incentive Plan and ESPP Summary

In May 2022, our stockholders approved and we adopted the Gilead Sciences, Inc.

2022 Equity Incentive Plan (the “2022 Plan”).

The 2022 Plan authorized the issuance of a total of 132 million shares of common stock.

No awards may be granted under the 2004 Plan or the 2018 Plan since the approval of the 2022 Plan.

These are broad-based incentive plans that provide for the grant of equity-based awards, including RSUs, PSUs, stock options and other restricted stock and performance awards, to employees, directors and consultants.

2022 Equity Incentive Plan (the “2022 Plan”), a broad-based incentive plan that authorized the issuance of a total of 132 million shares of common stock and provides for the grant of equity-based awards, including RSUs, PSUs, stock options and other restricted stock and performance awards, to employees, directors and consultants.

No awards may be granted under previous plans since the approval of the 2022 Plan.

As of December 31, 2025, a total of 62 million shares remain available for future grant under the 2022 Plan.

Also, under our ESPP, a total of 104 million shares of common stock have been authorized for issuance, and there were 24 million shares available for issuance as of December 31, 2024.

A total of 104 million shares of common stock have been authorized for issuance under our ESPP, with 22 million shares still available for issuance as of December 31, 2025.

Stock-Based Compensation Expense

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(1) Accelerated post-acquisition stock-based compensation expenses of $ 133 million related to the 2024 CymaBay acquisition, $ 19 million and $ 10 million related to the 2023 XinThera and Tmunity acquisitions, respectively, and $ 8 million related to the 2022 MiroBio acquisition.

(1) Represents accelerated post-acquisition stock-based compensation expenses, primarily related to CymaBay in 2024.

Year Ended December 31,

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As of December 31, 2025, there was $ 1.1 billion of unrecognized compensation cost related to unvested RSUs, which is expected to be recognized over a weighted-average period of 2.1 years.

We grant PSUs that vest upon the achievement of specified market or performance goals, which could include achieving a total shareholder return compared to a pre-determined peer group or achieving revenue targets.

We grant PSUs that generally vest over a three-year performance period upon the achievement of specified market or performance goals, which include achieving a total shareholder return compared to a pre-determined peer group or achieving revenue or adjusted earnings per share growth targets.

The actual number of common shares ultimately issued is calculated by multiplying the number of PSUs by a payout percentage ranging from 0 % to 200 %, and these awards generally vest only when a committee (or subcommittee) of our Board has determined that the specified market and performance goals have been achieved.

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Shares used in basic earnings per share attributable to Gilead calculation 1,244 1,247 1,248

Dilutive effect of stock options and equivalents 8 10 7

Dilutive effect of equity-based awards 11 8 10

Shares used in diluted earnings per share attributable to Gilead calculation 1,255 1,255 1,258

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Income tax expense $ 1,286 $ 211 $ 1,247

In July 2025, the U.S.

enacted tax reform legislation through the One Big Beautiful Bill (“OBBB”) Act.

Included in this legislation are provisions that restored immediate expensing of domestic R&D expenditures and certain capital expenditures and modified the U.S.

taxation of profits derived from foreign operations.

The OBBB Act had no material impact to our income tax expense for 2025.

The reconciliation between the federal statutory tax rate applied to Income before income taxes and our effective tax rate is summarized as follows (1) :

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2025 2024 2023

Federal statutory rate 21.0 % 21.0 % 21.0 %

(in millions, except percentages) Amount Percent Amount Percent Amount Percent

Income tax expense at U.S.

federal statutory tax rate $ 2,057 21.0 % $ 145 21.0 % $ 1,440 21.0 %

State taxes, net of federal benefit (2)

Foreign earnings at different rates 10.9 % ( 0.2 ) % ( 0.6 ) %

Research and other credits ( 31.6 ) % ( 4.3 ) % ( 2.7 ) %

US tax on foreign earnings 12.1 % 1.0 % 2.7 %

Foreign-derived intangible income deduction ( 19.3 ) % ( 2.1 ) % ( 3.8 ) %

Tax examinations ( 33.7 ) % ( 4.7 ) % ( 0.2 ) %

Acquired IPR&D & related charges 117.3 % 1.3 % 1.4 %

( 138 ) ( 1.4 ) % ( 159 ) ( 23.0 ) % 174 2.5 %

Foreign taxes:

Tax rate differential ( 118 ) ( 1.2 ) % ( 67 ) ( 9.7 ) % ( 58 ) ( 0.8 ) %

Other — — % 46 6.7 % 69 1.0 %

United Kingdom:

Tax rate differential * * * * 5 0.1 %

Intercompany asset transfer * * * * 92 1.3 %

Other * * * * 16 0.2 %

Tax rate differential * * 7 1.0 % * *

Intercompany asset transfer * * 388 56.2 % * *

Valuation allowance * * ( 101 ) ( 14.6 ) % * *

Other * * ( 44 ) ( 6.4 ) % * *

Other foreign jurisdictions ( 9 ) ( 0.1 ) % 41 5.9 % ( 30 ) ( 0.4 ) %

Effect of cross-border tax laws:

Global intangible low-taxed income 85 0.9 % 66 9.6 % 23 0.3 %

Foreign-derived intangible income ( 85 ) ( 0.9 ) % ( 133 ) ( 19.3 ) % ( 143 ) ( 2.1 ) %

taxation of foreign branches 9 0.1 % ( 245 ) ( 35.5 ) % — — %

Other 2 — % 14 2.0 % 13 0.2 %

R&D tax credits ( 143 ) ( 1.5 ) % ( 144 ) ( 20.9 ) % ( 164 ) ( 2.4 ) %

Other ( 9 ) ( 0.1 ) % ( 13 ) ( 1.9 ) % ( 56 ) ( 0.8 ) %

Changes in valuation allowance (3)

Non-taxable unrealized loss on investment 6.8 % 0.2 % 0.7 %

( 538 ) ( 5.5 ) % 588 85.2 % 38 0.6 %

Nontaxable or nondeductible items:

Acquired IPR&D and related charges 65 0.7 % 810 117.4 % 88 1.3 %

Other 20 0.2 % 98 14.2 % ( 2 ) — %

Changes in unrecognized tax benefits 61 0.6 % ( 427 ) ( 61.9 ) % ( 197 ) ( 2.9 ) %

Other adjustments:

Settlement of tax examinations — — % 251 36.4 % ( 67 ) ( 1.0 ) %

Legal entity restructuring — — % ( 884 ) ( 128.1 ) % — — %

Other 27 0.3 % ( 26 ) ( 3.8 ) % 6 0.1 %

Effective tax rate 30.5 % 18.2 % 21.5 %

Income tax expense / Effective tax rate $ 1,286 13.1 % $ 211 30.5 % $ 1,247 18.2 %

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* Amounts did not meet the disaggregation threshold and therefore are included in Other foreign jurisdictions for this year instead of being broken out separately.

(1) Recurring items in this rate reconciliation table for 2024 are significantly impacted by the lower Income before income taxes for that year.

(2) Majority of 2025 state taxes related to Louisiana.

Majority of 2024 and 2023 state taxes related to Tennessee.

(3) The amount in 2025 primarily relates to changes in realizability of a tax loss attribute related to a prior year legal entity restructuring.

Significant components of our deferred tax assets and liabilities are as follows:

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Excess of tax basis over book basis of intangible assets 776 910

Upfront and milestone payments 1,312 1,271

Deductible acquired IPR&D payments 1,293 1,312

Research and other credit carryforwards 353 428

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Valuation allowance (1)

( 676 ) ( 1,217 )

Total deferred tax assets 5,376 5,990

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Excess of book basis over tax basis of intangible assets ( 3,209 ) ( 3,836 )

Equity investments ( 92 ) ( 81 )

Other ( 225 ) ( 143 )

Total deferred tax liabilities ( 3,814 ) ( 4,336 )

Net deferred tax assets (liabilities) $ 1,654 $ ( 392 )

The valuation allowance increased $ 554 million for the year ended December 31, 2024, primarily due to capital losses, state research credits, and unrealized losses on our equity investments, partially offset by utilization of foreign net operating losses.

The valuation allowance increased $ 64 million for the year ended December 31, 2023, primarily due to unrealized losses on our equity investments.

Net deferred tax assets $ 1,562 $ 1,654

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(1) The valuation allowance decreased $ 541 million in 2025 primarily due to changes in realizability of a tax loss attribute related to a prior year legal entity restructuring.

The valuation allowance increased $ 554 million in 2024 primarily due to capital losses, state research credits, and unrealized losses on our equity investments, partially offset by utilization of foreign net operating losses.

As of December 31, 2025, we had U.S.

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This annual limitation may result in the expiration of the net operating losses and credits before utilization.

We file federal, state and foreign income tax returns in the U.S.

and in many foreign jurisdictions.

For federal income tax purposes, the statute of limitations is open for 2019 and onwards and 2016 and onwards for California income tax purposes.

For certain acquired entities, the statute of limitations is open for all years from inception due to our utilization of their net operating losses and credits carried over from prior years.

Our income tax returns are subject to audit by federal, state and foreign tax authorities.

We are currently under examination by the Internal Revenue Service for our 2019 to 2021 tax years.

There are differing interpretations of tax laws and regulations, and as a result, significant disputes may arise with these tax authorities involving issues of the timing and amount of deductions and allocations of income among various tax jurisdictions.

We periodically evaluate our exposures associated with our tax filing positions.

Of the total unrecognized tax benefits, $ 1.4 billion and $ 929 million as of December 31, 2024 and 2023, respectively, if recognized, would reduce our effective tax rate in the period of recognition.

Interest and penalties related to unrecognized tax benefits included income tax benefits of $ 46 million, $ 35 million and $ 3 million on our Consolidated Statements of Operations for the years ended December 31, 2024, 2023 and 2022, respectively.

Accrued interest and penalties related to unrecognized tax benefits were $ 133 million and $ 180 million as of December 31, 2024 and 2023, respectively.

As of December 31, 2024, we do not believe that it is reasonably possible that our unrecognized tax benefits will significantly change in the next 12 months.

The following is a rollforward of our total gross unrecognized tax benefits:

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Additions 180 743 265

Reductions — — —

Tax positions related to prior years:

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Ending balance $ 2,076 $ 2,325 $ 1,962

In connection with the Tax Cuts and Jobs Act, we recorded a federal income tax payable for transition tax on the mandatory deemed repatriation of foreign earnings that is payable over an eight-year period.

Federal income tax payable for transition tax was $ 1.3 billion and $ 2.4 billion as of December 31, 2024 and 2023, respectively.

We anticipate making a payment for the remaining $ 1.3 billion in 2025.

Of our total unrecognized tax benefits, $ 0.9 billion and $ 1.4 billion as of December 31, 2025 and 2024, respectively, if recognized, would reduce our effective tax rate in the period of recognition.

Interest and penalties related to unrecognized tax benefits included income tax expenses of $ 43 million for the year ended December 31, 2025, and income tax benefits of $ 46 million and $ 35 million for the years ended December 31, 2024 and 2023, respectively, on our Consolidated Statements of Operations.

Accrued interest and penalties related to unrecognized tax benefits were $ 176 million and $ 133 million as of December 31, 2025 and 2024, respectively.

We file federal, state and foreign income tax returns in the U.S.

and in many foreign jurisdictions.

These returns are subject to audit by the respective tax authorities.

We periodically evaluate our exposures associated with our tax filing positions.

We are currently under or subject to potential examination for tax years 2019 and onwards for federal income tax purposes and 2016 and onwards for California state income tax purposes.

We also have various other state and foreign tax examinations ongoing.

For certain acquired entities, the statute of limitations is open for all years from inception due to our utilization of their net operating losses and credits carried over from prior years.

Income taxes paid (net of refunds received), disaggregated by jurisdiction, were as follows:

Year Ended December 31,

(in millions) 2025 2024 2023

$ 2,492 $ 2,434 $ 3,411

State 230 107 152

Australia (2)

Other 240 238 427

Total income taxes paid $ 3,215 $ 2,779 $ 3,990

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* Amounts did not meet the disaggregation threshold and therefore are included in Other for this year instead of being broken out separately.

(1) Includes payments of $ 1.3 billion in 2025, $ 1.2 billion in 2024 and $ 0.9 billion in 2023 related to the transition tax on the mandatory deemed repatriation of foreign earnings in connection with the Tax Cuts and Jobs Act, with the final payment being made in 2025.

(2) Australia tax payment in 2025 primarily relates to 2024 intercompany asset restructuring involving transfer of certain assets from a prior acquisition to the U.S.

SEGMENT INFORMATION

We have one operating segment which primarily focuses on the discovery, development and commercialization of innovative medicines in areas of unmet medical need.

Our Chief Executive Officer, as the chief operating decision-maker (“CODM”), manages and allocates resources to the operations of our company on an entity-wide basis, using Net income attributable to Gilead as the primary performance measure.

Managing and allocating resources on this basis enables our CODM to assess the overall level of resources available and how to best deploy these resources across functions and R&D projects based on unmet medical need, scientific data, probability of technical and regulatory successful development, market potential and other considerations, and, as necessary, reallocate resources among our internal R&D portfolio and external opportunities to best support the long-term growth of our business.

Revenues for disaggregation of our revenues by major products and by geography.

Our Chief Executive Officer, as the chief operating decision-maker (“CODM”), uses Net income attributable to Gilead as the primary measure to evaluate performance, allocate resources to the operations of our company on an entity-wide basis and forecast future financial results.

Managing and allocating resources on an entity-wide basis enables our CODM to assess the overall level of resources available and how to best deploy these resources across functions and R&D projects based on unmet medical need, scientific data, probability of technical and regulatory successful development, market potential and other considerations, and, as necessary, reallocate resources among our internal R&D portfolio and external opportunities to best support the long-term growth of our business.

Our CODM is regularly provided with entity-wide expense categories similar to those found on our Consolidated Statements of Operations, as well as the following:

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Asset information is not regularly provided to the CODM for assessing performance and allocating resources other than consolidated cash, cash equivalents and marketable debt securities, which can be found on our Consolidated Balance Sheets.

SUBSEQUENT EVENTS

We have evaluated subsequent events and determined that there are no further events or transactions to be disclosed other than those already disclosed elsewhere in the Notes to Consolidated Financial Statements included in this Annual Report on Form 10-K.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

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

What changed 10-K

Item 8. Financial Statements and Supplementary Data