What changed in this filing

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Item 7. Management’s Discussion and Analysis

2026-02-17 compared with 2025-02-13 · 74 added, 61 removed, 359 unchanged (27% of the section changed)

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IQVIA’s portfolio of solutions are powered by IQVIA Connected Intelligence™ to deliver actionable insights and services built on high-quality health data, Healthcare-grade AI ® , advanced analytics, the latest technologies and extensive domain expertise.

We are committed to using AI responsibly, ensuring that our AI-powered capabilities are grounded in privacy, regulatory compliance, and patient safety.

We are committed to using artificial intelligence ("AI") responsibly, with AI-powered capabilities built on best-in-class approaches to privacy, regulatory compliance and patient safety, and delivering AI to the high standards of trust, scalability and precision demanded by the industry.

With approximately 93,000 employees in over 100 countries, including experts in healthcare, life sciences, data science, technology and operational excellence, IQVIA is dedicated to accelerating the development and commercialization of innovative medical treatments to help improve patient outcomes and population health worldwide.

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Contract Sales & Medical Solutions provides health care provider (including contract sales) and patient engagement services to both biopharmaceutical clients and the broader healthcare market.

Effective January 1, 2026, we will be updating our segment reporting to align with industry evolution, our updated operating model, and how internal reporting will be provided to the chief operating decision maker.

As a result, the Contract Sales & Medical Solutions segment, which has become more closely related operationally to the Technology & Analytics Solutions segment commercial offerings, will be incorporated into the Technology & Analytics Solutions segment, which is renamed Commercial Solutions.

Additionally, Real-World Late Phase and certain other Real-World offerings that have become more closely related operationally to the clinical research business, will be moved from the Technology & Analytics Solutions segment to the Research & Development Solutions segment.

We will reflect the recast of segment information on this basis beginning with our Form 10-Q for the three months ended March 31, 2026.

For a description of our service offerings within our segments, refer to Part I, Item 1, “Business.”

We delivered another year of strong operating results in 2024 with our income from operations increasing over 11 percent and our cash flow from operating activities increasing over 26 percent from 2023.

Our Technology & Analytics Solutions segment revenues and profit growth improved in the second half of the year as we captured opportunities relating to our clients increasing their spending.

Our Research & Development Solutions segment also produced revenues and segment profit growth in 2024.

Although we faced some challenges in our Research & Development Solutions segment in the latter half of 2024, and while we anticipate some of these challenges will persist into 2025, we consider these to be more short-term in nature.

This segment overall is a long-cycle business.

We ended the year with our highest ever total company remaining performance obligations of approximately $33.5 billion as of December 31, 2024.

While we experienced a decline in COVID-19 related work in 2024 versus 2023, overall COVID-19 related work was not material to operations.

As of December 31, 2024, COVID-19 related work did not represent a material amount of our remaining performance obligations.

We delivered solid results in 2025, navigating a year of industry uncertainty resulting from a variety of macroeconomic factors that together slowed customer decision-making.

Our Technology & Analytics Solutions business continued its growth trajectory, with revenue increasing 7.6% over 2024.

While our Research & Development Solutions segment has been impacted by client cautiousness, we grew full-year revenue 4.3% over 2024, driven by improved growth rates in the second half of the year.

We achieved $2,654 million of cash flows from operating activities, and invested $1,714 million, net of cash, to acquire businesses that will strengthen and expand our offerings moving forward, including acquisitions in all three reportable segments.

We ended the year with total company remaining performance obligations of approximately $34.2 billion as of December 31, 2025.

We continue to maintain strong liquidity.

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When compared to 2024, cost of revenues, exclusive of depreciation and amortization, increased $850 million in 2025, or 8.5%.

This increase included a constant currency increase of approximately $643 million, or 6.6%, comprised of a $261 million increase in Technology & Analytics Solutions, a $374 million increase in Research & Development Solutions, and an $8 million increase in Contract Sales & Medical Solutions.

As a percentage of revenues, cost of revenues, exclusive of depreciation and amortization in 2024 remained relatively consistent with 2023.

This increase included a constant currency increase of approximately $790 million, or 7.9%, comprised of a $315 million increase in Technology & Analytics Solutions, a $416 million increase in Research & Development Solutions, and a $59 million increase in Contract Sales & Medical Solutions.

Selling, General and Administrative Expenses

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2025 compared to 2024

The $61 million decrease in selling, general and administrative expenses in 2024 as compared to 2023 included a constant currency decrease of approximately $33 million, or 1.6%, comprised of a $52 million increase in Technology & Analytics Solutions, a $42 million increase in Research & Development Solutions, and a $2 million increase in Contract Sales & Medical Solutions, offset by a $129 million decrease in general corporate and unallocated expenses.

The $7 million increase in selling, general and administrative expenses in 2025 as compared to 2024 included a constant currency decrease of approximately $7 million, or 0.4%, comprised of a $26 million increase in Technology & Analytics Solutions, an $18 million increase in Research & Development Solutions, and no constant currency change in Contract Sales & Medical Solutions, offset by a $51 million decrease in general corporate and unallocated expenses.

Depreciation and Amortization

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% of revenues 7.0 % 7.2 % 7.5 %

The $11 million decrease in depreciation and amortization in 2024 as compared to 2023 was primarily the result of less amortization of certain intangible assets from the merger between Quintiles and IMS Health, offset by an increase in amortization of capitalized software and of intangible assets from acquisitions occurring in 2023 and 2024.

The $30 million increase in depreciation and amortization in 2025 as compared to 2024 was primarily the result of an increase in amortization of capitalized software and of intangible assets from acquisitions occurring in 2024 and 2025, offset by less amortization of certain intangible assets from the merger between Quintiles and IMS Health.

Restructuring Costs

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Interest income included interest received primarily from bank balances and investments.

The increase in 2024 as compared to 2023 is primarily a result of higher deposit rates.

Interest expense during 2024 was lower than 2023 due primarily to lower base rate interest costs across the floating rate debt portfolio.

The decrease in 2025 as compared to 2024 is primarily a result of lower deposit rates.

Interest expense during 2025 increased compared to 2024 as a result of higher outstanding debt balances.

Loss on Extinguishment of Debt

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Loss on extinguishment of debt $ 6 $ — $ 6

In 2023 we recognized a loss on extinguishment of debt of $6 million for fees and expenses incurred related to the refinancing of our Credit Agreement.

In 2025 and 2023 we recognized a loss on extinguishment of debt of $6 million for fees and expenses incurred related to the refinancings of our Credit Agreement.

No such activity occurred in 2024.

Other (income) expense, net

Other Income, Net

Year Ended December 31,

(in millions) 2025 2024 2023

Other (income) expense, net $ (90) $ (124) $ 33

Other (income) expense, net for 2024 decreased compared to 2023 primarily due to less foreign currency gain on transactions.

Other income, net $ (99) $ (90) $ (124)

Other income, net for 2025 increased compared to 2024 primarily due to fair value related adjustments on investments offset by losses on foreign currency transactions.

Income Tax Expense

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Effective income tax rate 15.8 % 18.0 % 6.9 %

Our effective income tax rate was favorably impacted in 2023, due to the completion of an internal legal entity restructuring that resulted in a benefit of $125 million.

Historically, we recorded deferred tax assets related to certain foreign tax credits, and a full valuation allowance in relation to these foreign tax credits was established as it was not expected the credits would be utilized prior to expiration.

We now believe it is reasonably possible that these foreign tax credits will be utilized and therefore we recorded a tax benefit of $64 million related to the valuation allowance release and establishing related uncertain tax positions.

Additionally, due to the restructuring we also reversed a deferred tax liability of $61 million due to a basis difference that was recovered in a tax-free manner.

The effective tax rate was also favorably impacted by a reversal of uncertain tax positions relating to tax credit carryforwards in the amount of $21 million due to an audit settlement.

Equity in Earnings (Losses) of Unconsolidated Affiliates

Our effective income tax rate for 2025 was favorably impacted due to changes in the geographic mix of earnings amongst the United States and foreign tax jurisdictions, compared to our effective income tax rate for 2024.

On July 4, 2025, the U.S.

government enacted the One Big Beautiful Bill Act ("OBBBA"), which includes several changes to U.S.

federal income tax law, including the temporary and permanent extension, of expiring provisions of the Tax Cuts and Jobs Act of 2017.

The impacts of the OBBBA did not have a material impact on the 2025 consolidated financial statements, however we will continue to evaluate impacts to future periods.

On December 12, 2022, the European Union member states agreed to implement the Organization for Economic Co-operation and Development’s (“OECD”) Pillar Two global corporate minimum tax, which establishes a 15% minimum effective tax rate for multinational enterprises with consolidated revenues of at least €750 million.

Certain components of Pillar Two became effective in various jurisdictions beginning in 2024.

We have continued to evaluate the effects of Pillar Two through the end of 2025 and concluded that its adoption did not have a material impact on our consolidated financial statements for the periods presented.

On January 5, 2026, the OECD Inclusive Framework released Administrative Guidance introducing a "side-by-side" safe harbor regime, under which U.S.

parented multinational groups may be excluded from Pillar Two's Income Inclusion Rule ("IIR") and Undertaxed Profits Rule ("UTPR"), in recognition of the U.S.

tax system's existing minimum tax framework.

We will continue to monitor and evaluate this administrative guidance in the context of jurisdictions that adopt it.

Based on our current analysis, this guidance does not change our conclusion regarding the absence of a material impact for the current year.

Equity in Earnings of Unconsolidated Affiliates

Year Ended December 31,

(in millions) 2025 2024 2023

Equity in earnings (losses) of unconsolidated affiliates $ 5 $ — $ (12)

Equity in earnings (losses) of unconsolidated affiliates increased in 2024 compared to 2023 due to the results in the operations of our unconsolidated affiliates.

Equity in earnings of unconsolidated affiliates $ 22 $ 5 $ —

Equity in earnings of unconsolidated affiliates increased in 2025 compared to 2024 due to the results in the operations of our unconsolidated affiliates.

Segment Results of Operations

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Technology & Analytics Solutions’ revenues were $6,626 million in 2025, an increase of $466 million, or 7.6%, over 2024.

This increase was comprised of constant currency revenue growth of approximately $333 million, or 5.7%, reflecting revenue growth primarily in the Europe and Africa region and to a lesser extent in the Americas region.

The constant currency revenue growth was primarily driven by an increase in real world services and to a lesser extent by information and technology services.

The constant currency revenue growth for the year was impacted by a decrease in COVID-19 related work.

This increase was comprised of constant currency revenue growth of approximately $380 million, or 6.2%, reflecting revenue growth primarily in the Americas and Europe and Africa regions, and to a lesser extent in the Asia-Pacific region.

The constant currency revenue growth was primarily driven by an increase in Real-World services, as well as information and technology services.

Cost of Revenues, exclusive of Depreciation and Amortization

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Technology & Analytics Solutions’ selling, general and administrative expenses increased $38 million, or 4.1%, in 2025 as compared to 2024.

This increase included a constant currency increase of approximately $52 million, or 5.9%, reflecting an increase in compensation and related expenses.

This increase included a constant currency increase of approximately $26 million, or 2.8%, reflecting an increase in compensation and related expenses, as well as IT-related expenses.

Research & Development Solutions

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Research & Development Solutions’ revenues were $8,896 million in 2025, an increase of $369 million, or 4.3%, over 2024.

This increase was comprised of constant currency revenue growth of approximately $167 million, or 2.0%, reflecting revenue growth in the Asia-Pacific and Europe and Africa regions.

The constant currency revenue growth was primarily the result of volume-related increases in clinical services and to a lesser extent from volume-related increases in lab testing.

This increase was comprised of constant currency revenue growth of approximately $298 million, or 3.5%, reflecting revenue growth in the Americas and Asia-Pacific regions.

The constant currency revenue growth was primarily the result of volume-related increases in clinical services.

The constant currency revenue growth was impacted by a decrease in COVID-19 related work.

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Research & Development Solutions’ cost of revenues, exclusive of depreciation and amortization, increased $426 million, or 7.5%, in 2025 as compared to 2024.

This increase included a constant currency increase of approximately $374 million, or 6.6%, reflecting primarily an increase in compensation and related expenses and to a lesser extent an increase in other direct costs because of volume-related increases in clinical services and lab testing.

This increase included a constant currency increase of approximately $416 million, or 7.3%, reflecting increases in reimbursed expenses, as well as compensation and related expenses, as a result of volume-related increases in clinical services.

Selling, General and Administrative Expenses

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Research & Development Solutions’ selling, general and administrative expenses increased $18 million, or 2.0%, in 2025 as compared to 2024.

This increase included a constant currency increase of approximately $42 million, or 4.9%, reflecting an increase in compensation and related expenses.

This increase included a constant currency increase of approximately $18 million, or 2.0%, reflecting primarily an increase in compensation and related expenses.

Contract Sales & Medical Solutions

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2025 compared to 2024

Contract Sales & Medical Solutions’ revenues were $718 million in 2024, a decrease of $9 million, or 1.2%, over 2023.

This decrease included constant currency revenue growth of approximately $10 million, or 1.4%, reflecting revenue growth primarily in the Europe and Africa region and to a lesser extent in the Asia-Pacific region.

Contract Sales & Medical Solutions’ revenues were $788 million in 2025, an increase of $70 million, or 9.7%, over 2024.

This increase included constant currency revenue growth of approximately $59 million, or 8.2%, reflecting revenue growth primarily in the Europe and Africa region and to a lesser extent in the Asia-Pacific region.

The constant currency revenue growth was primarily due to volume-related increases in services performed.

Cost of Revenues, exclusive of Depreciation and Amortization

2025 compared to 2024

Contract Sales & Medical Solutions’ cost of revenues, exclusive of depreciation and amortization, decreased $9 million, or 1.5%, in 2024 as compared to 2023.

This decrease included a constant currency increase of approximately $8 million, or 1.3%, reflecting primarily an increase in costs associated with supporting revenue growth.

Contract Sales & Medical Solutions’ cost of revenues, exclusive of depreciation and amortization, increased $69 million, or 11.3%, in 2025 as compared to 2024.

This increase included a constant currency increase of approximately $59 million, or 9.7%, reflecting primarily an increase in compensation and related expenses and to a lesser extent in reimbursed expenses.

Selling, General and Administrative Expenses

2025 compared to 2024

Contract Sales & Medical Solutions’ selling, general and administrative expenses increased $2 million, or 3.4%, in 2024 as compared to 2023.

This increase included a constant currency increase of approximately $2 million, or 3.4%.

Contract Sales & Medical Solutions’ selling, general and administrative expenses in 2025 remained consistent with 2024.

Liquidity and Capital Resources

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Senior Secured Credit Facilities

As of December 31, 2024, the Fifth Amended and Restated Credit Agreement (the " Credit Agreement") provided financing through several senior secured credit facilities (collectively, the “senior secured credit facilities”) of up to approximately $6,585 million, which consisted of $5,415 million principal amounts of debt outstanding and $1,170 million of available borrowing capacity on the revolving credit facility and standby letters of credit, with a total capacity of $2,000 million.

On December 9, 2025, we entered into an amendment to our Fifth Amended and Restated Credit Agreement (the “Credit Agreement”) to (i) refinance (x) our Term A-1 Dollar Loans (as defined in the Credit Agreement) and our Term A-2 Dollar Loans (as defined in the Credit Agreement) into a new class of term A dollar loans, (y) our Term A Euro Loans (as defined in the Credit Agreement) into a new class of term A euro loans and (z) all current U.S.

Revolving Credit Commitments, Japanese Revolving Credit Commitments and Swiss/Multicurrency Revolving Credit Commitments (each as defined in the Credit Agreement) into a new class of revolving credit commitments available in U.S.

dollars, (ii) to reduce the interest rate applicable to term A loans denominated in U.S.

dollars and revolving credit loans denominated in U.S.

dollars by eliminating the term Secured Overnight Financing Rate ("SOFR") credit spread adjustment, and (iii) to release the Swiss Subsidiary Borrower and the Japanese Subsidiary Borrower (each as defined in the Credit Agreement) from all obligations as borrowers under and party to the Credit Agreement.

In connection with this amendment, we recognized a $2 million loss on extinguishment of debt, which includes fees and related expenses.

On March 10, 2025, we entered into an amendment to our Credit Agreement to, among other changes, establish a new incremental Term B-5 dollar loan facility in an aggregate principal amount equal to $1,985 million (the “Incremental Term B-5 Dollar Facility”).

Proceeds of the Incremental Term B-5 Dollar Facility were applied to (a) refinance the existing Term B-4 dollar loans and (b) repay in full the existing Term B-2 Euro loans.

The interest rates for borrowings under the Incremental Term B-5 Dollar Facility are based on the SOFR plus an applicable margin of 1.75% per annum.

In connection with this amendment, we recognized a $4 million loss on extinguishment of debt, which includes fees and related expenses..

As of December 31, 2025, the Credit Agreement provided financing through several senior secured credit facilities (collectively, the “senior secured credit facilities”) of up to approximately $6,412 million, which consisted of $5,217 million principal amounts of debt outstanding and $1,195 million of available borrowing capacity on the revolving credit facility and standby letters of credit, with a total capacity of $2,000 million.

The revolving credit facility is comprised of a $2,000 million senior secured revolving facility available in U.S.

dollars, a $600 million senior secured revolving facility available in U.S.

dollars, Euros, Swiss Francs and other foreign currencies, and a $225 million senior secured revolving facility available in U.S.

dollars and Yen.

The revolving credit facility under the Credit Agreement matures in August 2026, the term A loans mature in August 2026 and June 2027, while the term B loans under the Credit Agreement mature in 2025 and 2031.

The revolving credit facility under the Credit Agreement matures in December 2030, the term A loans mature in December 2030, while the term B loans under the Credit Agreement mature in 2031.

We are required to make scheduled quarterly payments on the term A loans equal to 1.25% of the original principal amount, with the remaining balance paid at maturity.

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Senior Secured Notes and Senior Notes

On June 4, 2025, IQVIA Inc.

(the “Issuer”), a wholly owned subsidiary of the Company, completed the issuance and sale of $2,000 million in gross proceeds of 6.250% senior notes due 2032 (the “Senior Notes”).

The Senior Notes were issued pursuant to an Indenture, dated June 4, 2025, among the Issuer, U.S.

Bank Trust Company, National Association, as trustee of the Senior Notes, and certain subsidiaries of the Issuer as guarantors.

The net proceeds from the notes offering were used to repay existing borrowings under our revolving credit facility and to pay fees and expenses related to the Senior Notes offering, with any excess proceeds used for general corporate purposes.

During the twelve months ended December 31, 2025, our Euro denominated 2.875% Senior Notes due 2025 matured and were repaid.

For information regarding the senior secured notes and senior notes, see Note 10 to our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

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2025 compared to 2024

Cash provided by operating activities increased $567 million in 2024 as compared to 2023.

The increase is primarily due to an increase in cash from accounts receivable and unbilled services ($570 million), an increase in cash-related net income ($129 million), more cash from unearned income ($38 million), and less cash used for income tax and other payables ($9 million), offset by more cash used for accounts payable and accrued expenses ($152 million) and more cash used for prepaid expenses and other assets ($27 million).

Cash provided by operating activities decreased $62 million in 2025 as compared to 2024.

The decrease is primarily due to more cash used for accounts payable and accrued expenses ($211 million), more cash used for income tax and other payables ($144 million), a decrease in cash from accounts receivable and unbilled services ($122 million), and a decrease in cash-related net income ($29 million), offset by more cash from unearned income ($233 million), and less cash used for prepaid expenses and other assets ($211 million), which includes $42 million in cash received during 2025 related to the termination of our previous cross-currency swaps.

Cash Flow from Investing Activities

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2025 compared to 2024

Cash used in investing activities decreased $159 million in 2024 as compared to 2023, primarily due to less cash used for the acquisition of businesses, net of cash acquired ($141 million), less cash used for the acquisition of property, equipment, and software ($47 million), less cash used for investments in debt and equity securities ($36 million), less cash used for purchases of marketable securities ($6 million), and cash received from sale of property, equipment and software ($25 million), offset by more cash used for investments in unconsolidated affiliates, net ($93 million), and less cash from other sources ($3 million).

Cash used in investing activities increased $861 million in 2025 as compared to 2024, primarily due to more cash used for the acquisition of businesses, net of cash acquired ($979 million), more cash used for investments in debt and equity securities ($18 million), more cash used for other investing activities ($3 million), and more cash used for the acquisition of property, equipment, and software ($1 million), offset by less cash used for investments in unconsolidated affiliates, net ($88 million), more cash received from sale of property, equipment and software ($50 million), and cash from marketable securities ($2 million).

Cash Flow from Financing Activities

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2025 compared to 2024

Cash used in financing activities increased $496 million in 2024 as compared to 2023, primarily due to less cash provided by proceeds from debt issuances, net of payment of debt issuance costs ($3,951 million), more cash used to repurchase common stock ($358 million), and more cash payments related to employee stock option plans ($3 million), offset by less debt payments ($2,701 million), less cash used in repayments of revolving credit facilities, net of proceeds ($1,050 million), and less cash payments on contingent consideration and deferred purchase price accruals ($65 million).

Cash used in financing activities decreased $728 million in 2025 as compared to 2024, primarily due to more debt payments ($5,021 million), more cash used in repayments of revolving credit facilities, net of proceeds ($750 million), more cash payments on contingent consideration and deferred purchase price accruals ($17 million), more cash used for other financing activities ($11 million), and more cash payments related to employee stock option plans ($3 million), offset by more cash provided by proceeds from debt issuances, net of payment of debt issuance costs ($6,424 million), and less cash used to repurchase common stock ($106 million).

Contingencies

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The following table contains summarized combined financial information from the Statements of Unaudited Condensed Consolidated Operations of the obligated group:

Twelve months ended Twelve months ended

(in millions) December 31, 2024 December 31, 2023

Twelve Months Ended December 31,

(in millions) 2025 2024 2023

Net revenues $ 7,137 $ 6,661 $ 6,299

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Business Combinations and Goodwill

We use the acquisition method to account for business combinations, and accordingly, the identifiable assets acquired, the liabilities assumed and any non-controlling interests in the acquiree are recorded at their estimated fair values on the date of the acquisition.

We use significant judgments, estimates and assumptions in determining the estimated fair value of assets acquired, liabilities assumed and non-controlling interests including expected future cash flows and discount rates that reflect the risk associated with the expected future cash flows and estimated useful lives.

We use the acquisition method to account for business combinations, and accordingly, the identifiable assets acquired, the liabilities assumed and any noncontrolling interests in the acquiree are recorded at their estimated fair values on the date of the acquisition.

We use significant judgments, estimates and assumptions in determining the estimated fair value of assets acquired, liabilities assumed and noncontrolling interests including expected future cash flows and discount rates that reflect the risk associated with the expected future cash flows and estimated useful lives.

We have recorded and allocated to our reporting units the excess of the purchase price over the fair value of the net assets acquired, known as goodwill.

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The qualitative evaluation requires significant judgments, estimates and assumptions, including those related to macroeconomic conditions, industry and market considerations, cost factors, financial performance, fair value history and other company specific events.

For the year ended December 31, 2023, we elected to perform a quantitative impairment evaluation for each of our reporting units.

We estimated the fair value of each reporting by weighting results of the income and market approaches, with greater weight given to the income approach.

Significant estimates used in the income approach include estimates of future revenues, EBITDA, cash flows, long-term growth rates, tax rates, and discount rates.

The selected discount rates consider the risk and nature of the respective reporting unit’s cash flows, and the rates of return a market participant would expect to earn by investing in our reporting units.

The market approach uses information about the Company as well as other publicly traded guideline companies, including revenue and EBITDA-related multiples and estimates of control premiums.

As part of the quantitative impairment evaluation, we compared the fair value of each reporting unit to its carrying value.

If results of the evaluation indicate the carrying amount of a reporting unit exceeds its fair value, an impairment charge would be recorded by calculating the implied fair value of the reporting unit goodwill as compared to its carrying amount.

For the years ended December 31, 2025, 2024 and 2023, we determined that there was no impairment of goodwill.

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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 7. Management’s Discussion and Analysis