What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2026-07-30 compared with 2026-04-29 · 152 added, 103 removed, 537 unchanged (32% of the section changed)

37 unchanged sentences

Three Months Ended

June 30, Six Months Ended

(In millions, except per share data) 2026 2025

95 unchanged sentences

$ 54.0 $ 30.6 $ 84.6 $ 42.1 $ 30.0 $ 72.1 17 %

* Percentage not meaningful

Six Months Ended

2026 2025 % Change

(In millions) U.S.

ROW Total U.S.

ROW Total (Total Sales)

$ 8,119.5 $ 2,758.8 $ 10,878.3 $ 5,834.4 $ 2,175.8 $ 8,010.2 36 %

$ 1,064.7 $ 698.8 $ 1,763.5 $ 700.0 $ 388.1 $ 1,088.1 62 %

$ 885.3 $ 696.4 $ 1,581.7 $ 1,490.3 $ 1,447.4 $ 2,937.7 (46 %)

Total EYLEA HD and EYLEA

$ 1,950.0 $ 1,395.2 $ 3,345.2 $ 2,190.3 $ 1,835.5 $ 4,025.8 (17 %)

$ 628.7 $ 298.9 $ 927.6 $ 440.3 $ 221.3 $ 661.6 40 %

$ 141.3 $ 370.0 $ 511.3 $ 122.6 $ 292.7 $ 415.3 23 %

$ 243.9 $ 106.8 $ 350.7 $ 168.5 $ 100.1 $ 268.6 31 %

Lynozyfic $ 26.9 $ 0.8 $ 27.7 $ — $ — $ — *

Other products (e)

$ 131.1 $ 59.9 $ 191.0 $ 73.2 $ 53.5 $ 126.7 51 %

* Percentage not meaningful or greater than 100%

(a) Sanofi records global net product sales of Dupixent and Kevzara, and we record our share of profits in connection with global sales of such products within Collaboration revenue.

28 unchanged sentences

–FDA decisions for pre-filled syringe

Cemdisiran (k) (siRNA therapeutic targeting C5) ± pozelimab (f) (antibody to C5)

Cemdisiran (k) (RNAi therapeutic targeting C5) ± pozelimab (f) (antibody to C5)

–Geographic atrophy

5 unchanged sentences

–Chronic pruritus of unknown origin ("CPUO")

–Lichen simplex chronicus

–CSU in pediatrics (2–11 years of age) (Japan)

–Bullous pemphigoid (EU)

–Approved by FDA for AFRS

1 unchanged sentence

–Approved by Japan's Ministry of Health, Labour and Welfare ("MHLW") for bullous pemphigoid

–EC decision on regulatory submission for bullous pemphigoid (second half 2026)

–Report results from Phase 3 study in lichen simplex chronicus (second half 2026)

–Withdrew regulatory application in EU for bullous pemphigoid

–Phase 3 studies in lichen simplex chronicus did not meet primary endpoints

Kevzara (sarilumab) (b)

1 unchanged sentence

–Systemic juvenile idiopathic arthritis ("sJIA") (pivotal study)

Itepekimab (b) (REGN3500)

Antibody to IL-33

–Chronic rhinosinusitis without nasal polyposis ("CRSsNP")

REGN5713-5715

Bremzalerbart-atisnolerbart (REGN5713-5715)

Multi-antibody therapy to Bet v 1

–Birch allergy –Initiated second Phase 3 trial in birch allergy

REGN1908-1909 (f)

Multi-antibody therapy to Fel d 1

–Initiate second Phase 3 study in cat allergy (second half 2026)

–Birch allergy

Clinical Program (continued)

2 unchanged sentences

Select Upcoming

Freneslerbart-mevonlerbart (f) (REGN1908-1909)

Multi-antibody therapy to Fel d 1

–Initiate second Phase 3 study in cat allergy (second half 2026)

Solid Tumor Oncology

8 unchanged sentences

Fianlimab (f) (REGN3767)

Antibody to LAG-3

(antibody to LAG-3) + Libtayo (cemiplimab) (f)

–Perioperative NSCLC

3 unchanged sentences

–Adjuvant melanoma

–Reported that Phase 3 study versus pembrolizumab in first-line metastatic melanoma did not reach statistical significance for primary endpoint

–Phase 3 adjuvant melanoma study passed both pre-planned interim analyses conducted by Independent Data Monitoring Committee;

study will continue to final analysis

–Phase 2 data in first-line advanced NSCLC did not support advancement to Phase 3

–Phase 3 adjuvant melanoma study passed first interim analysis conducted by Independent Data Monitoring Committee;

study will continue as planned

–Report results from Phase 3 study in combination with Libtayo versus pembrolizumab in first-line metastatic melanoma (second quarter 2026)

–Report results from Phase 3 study in combination with Libtayo versus pembrolizumab in adjuvant melanoma (second half 2026)

–Report results from Phase 3 study versus pembrolizumab in adjuvant melanoma (fourth quarter 2026)

Immune activator targeting TLR9

5 unchanged sentences

–Ovarian cancer

Clinical Program (continued)

Phase 2 Phase 3 Regulatory

2026 Events to Date

Select Upcoming

Nezastomig (REGN5678)

7 unchanged sentences

–MET-altered advanced NSCLC

Clinical Program (continued)

Phase 2 Phase 3 Regulatory

2026 Events to Date

Select Upcoming

Hematology-Oncology

8 unchanged sentences

–Multiple myeloma (c)(e) (multiple lines and settings)

–Initiate additional Phase 3 studies in multiple myeloma and precursor conditions (2026)

–Reported positive data from Phase 1/2 trial in amyloid light chain amyloidosis;

results presented at American Society of Clinical Oncology ("ASCO") 2026 Annual Meeting

Cardiometabolic/Internal Medicine

Cenvacibart (REGN7508)

Antibody to Factor XI (catalytic domain)

2 unchanged sentences

–Stroke prevention in atrial fibrillation ("SPAF")

–Initiate additional Phase 3 studies in anticoagulation (mid-2026)

–Peripheral artery disease ("PAD")

–Initiate additional Phase 3 studies in anticoagulation (second half 2026)

Amrecibart (REGN9933)

Antibody to Factor XI (A2 domain)

–Thrombosis –SPAF

–Initiate additional Phase 3 studies in anticoagulation (mid- 2026)

–Initiate additional Phase 3 studies in anticoagulation (second half 2026)

Clinical Program (continued)

Phase 2 Phase 3 Regulatory

2026 Events to Date

Select Upcoming

Mibavademab (f)(o) (REGN4461)

3 unchanged sentences

Antibody to myostatin (GDF8)

–Report additional data from Phase 2 study in obesity (2026)

–Report additional data from Phase 2 study in obesity (second half 2026)

Olatorepatide (q) (HS-20094)

GLP-1/GIP receptor agonist

–Initiate Phase 3 program in obesity in patients with and without Type 2 diabetes (second half 2026)

Baloncibart (REGN7544)

Antagonist antibody to NPR1

4 unchanged sentences

–Metabolic dysfunction-associated steatohepatitis ("MASH")

Clinical Program (continued)

Phase 2 Phase 3 Regulatory

2026 Events to Date

Select Upcoming

ALN-CIDEB (k)

RNAi therapeutic targeting CIDEB

RNAi therapeutic targeting PNPLA3

ALN-ANG3 (k)(r)

1 unchanged sentence

–Diabetic kidney disease

Antagonist antibody to PDGF-B

–Pulmonary arterial

Neurology/Rare Diseases

3 unchanged sentences

("FOP") (c)(d)(e)

–FDA decision on Biologics License Application ("BLA") (August 2026) and EC decision on Marketing Authorization Application ("MAA") (second half 2026) for FOP

–FDA decision on Biologics License Application ("BLA") (August 2026) and EC decision on Marketing Authorization Application ("MAA") (first half 2027) for FOP

Clinical Program (continued)

Phase 2 Phase 3 Regulatory

2026 Events to Date

Select Upcoming

Cemdisiran (k)

siRNA therapeutic targeting C5

–Myasthenia gravis (c)

–Myasthenia gravis (U.S.)

–Submitted New Drug Application ("NDA") utilizing FDA Rare Pediatric Disease Priority Review Voucher

–FDA decision on NDA for myasthenia gravis (fourth quarter 2026)

Cemdisiran (k) (siRNA therapeutic targeting C5) + pozelimab (f) (antibody to C5)

RNAi therapeutic targeting C5

–Generalized myasthenia gravis ("gMG") (c)

–FDA decision on New Drug Application ("NDA") (November 2026) and EC decision on MAA (second half 2027) for gMG

Cemdisiran (k) (RNAi therapeutic targeting C5) + pozelimab (f) (antibody to C5)

–Paroxysmal nocturnal hemoglobinuria ("PNH") (c)

11 unchanged sentences

AAV-based gene therapy

–Hearing loss due to variants of otoferlin (" OTOF ") gene (c)(e)(m) (Phase 1/2) (pivotal study)

–Hearing loss due to variants of otoferlin (" OTOF ") gene (c)(e)(m) (pivotal study)

–Hearing loss associated with variants in OTOF gene (EU and Japan)

–Approved by FDA for hearing loss associated with variants in OTOF gene

Antibody to TMPRSS6

–Iron overload in beta-thalassemia

Antibody to IL2Rg

–EC decision on MAA for hearing loss associated with variants in OTOF gene (first quarter 2027)

RNAi therapeutic targeting SOD1

–Amyotrophic lateral sclerosis (ALS)

We and Sanofi have discontinued further clinical development of itepekimab, an antibody to IL-33, in COPD, CRSwNP, and chronic rhinosinusitis without nasal polyposis ("CRSsNP").

In addition, we have discontinued further clinical development of REGN7999, an antibody to TMPRSS6, which was previously being studied in iron overload in beta-thalassemia.

(a) In collaboration with Bayer outside the United States

16 unchanged sentences

(r) Studied as monotherapy and in combination with Evkeeza (evinacumab)

(s) In collaboration with Alnylam.

Study on clinical hold in the U.S.

continuing to enroll ex-U.S.

Additional Information - Clinical Development Programs

The Company resubmitted its application seeking FDA approval for filling of the EYLEA HD pre-filled syringe ("PFS") at Catalent Indiana, where the FDA has recently conducted a site re-inspection.

In addition, the FDA did not act by the April 2026 PDUFA date on the Company's regulatory application for a second contract manufacturer for the PFS;

therefore, this application remains pending.

The Company and both third-party filling manufacturers are working closely with the FDA to resolve all outstanding issues, and the Company anticipates a regulatory decision on one or both applications during the second quarter of 2026.

The Company is working with the FDA and multiple third-party filling manufacturers to potentially achieve regulatory approval for the pre-filled syringe by the end of 2026.

Select Early-Stage Clinical Development Updates

In 2026, a Phase 1 study for REGN20423, a long-acting IL-13 antibody, in healthy volunteers and patients with atopic dermatitis was initiated.

Recent Developments – U.S.

2 unchanged sentences

government (the "U.S.

Government Agreements") pursuant to which we have agreed, among other matters, to provide certain of our products that we wholly own in the United States to the Medicaid program at or below prices benchmarked against a defined group of other developed countries ("Most-Favored-Nation Pricing").

We have also agreed to price certain future medicines in the United States at or below Most-Favored-Nation Pricing;

Government Agreements") pursuant to which we have agreed, among other matters, to provide certain of our products that we wholly own in the United States to the Medicaid program at prices no greater than prices determined based on benchmarking against a defined group of other developed countries ("Most-Favored-Nation Pricing").

We have also agreed to price certain future medicines in the United States at prices no greater than Most-Favored-Nation Pricing;

to participate in a direct purchasing platform, TrumpRx.gov, that will allow eligible patients to purchase Praluent directly;

3 unchanged sentences

Collaboration, License, and Other Agreements

We are collaborating with Sanofi on the global development and commercialization of Dupixent, Kevzara, and itepekimab.

Under the terms of the collaboration, Sanofi is generally responsible for funding 80% to 100% of agreed-upon development expenses as incurred.

We are obligated to reimburse Sanofi for 30% to 50% of development expenses that were funded by Sanofi (i.e., "development balance") based on our share of collaboration profits;

however, we are only required to apply 20% of our share of profits from the collaboration each calendar quarter to reimburse Sanofi for these development expenses.

As of March 31, 2026, the total amount of our contingent reimbursement obligation to Sanofi in connection with such development expenses was approximately $278 million.

We are party to a global collaboration with Sanofi to research, develop, and commercialize fully human monoclonal antibodies, which currently consists of Dupixent, Kevzara, and itepekimab.

As described above, during 2026 we and Sanofi discontinued further clinical development of itepekimab.

Agreed-upon development expenses incurred by the parties are generally shared equally.

Under our collaboration agreement, Sanofi records product sales for commercialized products, and we have the right to co-commercialize such products on a country-by-country basis.

We co-commercialize Dupixent in the United States and in certain countries outside the United States.

We supply certain commercial bulk product to Sanofi.

We also supply certain commercial bulk product to Sanofi.

We and Sanofi equally share profits from sales within the United States, and share profits outside the United States on a sliding scale based on sales starting at 65% (Sanofi)/35% (us) and ending at 55% (Sanofi)/45% (us).

We and Bayer are parties to a license and collaboration agreement for the global development and commercialization of EYLEA 8 mg and EYLEA outside the United States.

Agreed-upon development expenses incurred by the Company and Bayer are generally shared equally.

We and Bayer are parties to a license and collaboration agreement for the development and commercialization of EYLEA 8 mg and EYLEA.

Agreed-upon development expenses incurred by the parties are generally shared equally.

Bayer is responsible for commercialization activities outside the United States, and the companies share equally in profits from such sales.

7 unchanged sentences

Following designation of a lead candidate, the parties may further advance such lead candidate under either a co-development and co-commercialization collaboration agreement ("Co-Co Collaboration Agreement") or a license agreement.

The target nomination period of the collaboration agreement ends in May 2026.

The target nomination period of the collaboration agreement ended in May 2026.

For CNS programs and liver programs, under a Co-Co Collaboration Agreement, the party designated as the lead party will lead development and commercialization of the program and the parties will split profits and share costs equally, subject to certain co-funding opt-outs at specified clinical trial phases or under other conditions.

12 unchanged sentences

Under the terms of the agreement, we made an $80.0 million up-front payment in July 2025.

In addition, we are obligated to make additional payments upon achievement of development, regulatory, and sales milestones, as well as a low double-digit royalty on sales.

In addition, we are obligated to make additional payments upon achievement of development, regulatory, and sales milestones, as well as pay a low double-digit royalty on sales.

In January 2026, our collaboration agreement with Tessera Therapeutics, Inc.

4 unchanged sentences

In addition, we are obligated to make additional payments upon achievement of certain development milestones.

In May 2026, we entered into a collaboration agreement with Parabilis Medicines to discover and develop multiple therapeutic candidates based on Parabilis’ Helicon ™ peptide platform.

Under the terms of the agreement, we made a $50.0 million up-front payment and purchased $75.0 million of Parabilis common stock.

We will lead development and commercialization, and Parabilis will be eligible to receive milestone payments for development, regulatory and commercial milestones, as well as tiered royalties up to low double-digits on sales.

Under the terms of the agreement, additional targets may be pursued upon additional option payments made by us.

Our ability to generate profits and to generate positive cash flow from operations over the next several years depends significantly on the success in commercializing our products, including EYLEA HD and Dupixent.

5 unchanged sentences

the continuation of our collaborations, in particular with Sanofi and Bayer, including our share of collaboration profits from sales of commercialized products and the amount of reimbursement of our research and development expenses that we receive from collaborators;

and the amount of income tax expense we incur, which is partly dependent on the profits or losses we earn in each of the countries in which we operate.

There is uncertainty surrounding whether or when new products or new indications for marketed products will receive regulatory approval or, if any such approval is received, whether we will be able to successfully commercialize such products and whether or when they may become profitable.

and the amount of income tax expense we incur, which is partly dependent on the profits or losses in each of the countries in which we operate.

There is uncertainty surrounding whether or when new products

or new indications for marketed products will receive regulatory approval or, if any such approval is received, whether we will be able to successfully commercialize such products and whether or when they may become profitable.

Results of Operations

Three Months Ended

June 30, Six Months Ended

(In millions, except per share data) 2026 2025 2026 2025

5 unchanged sentences

Income tax expense

230.9 127.1 334.9 223.4

Net income $ 1,296.9 $ 1,391.6 $ 2,024.1 $ 2,200.3

1 unchanged sentence

Three Months Ended

June 30, Six Months Ended

(In millions) 2026 2025 $ Change 2026

14 unchanged sentences

Lynozyfic - Global

16.5 — 16.5 27.7 — 27.7

Other products - Global — — — 31.3 — 31.3

7 unchanged sentences

Net Product Sales

Net product sales of EYLEA HD increased for the three months ended March 31, 2026, compared to the same period in 2025, due to higher sales volumes, partly offset by a lower net selling price.

In addition, EYLEA HD net product sales were negatively impacted by lower wholesaler inventory levels at the end of the first quarter of 2026 compared to the end of the fourth quarter of 2025.

Net product sales of EYLEA decreased for the three months ended March 31, 2026, compared to the same period in 2025, due to (i) lower sales volumes as a result of continued competitive pressures (as described below) and the continued transition of patients to EYLEA HD, and (ii) a lower net selling price.

Net product sales of EYLEA HD increased for the three and six months ended June 30, 2026, compared to the same periods in 2025, primarily due to higher sales volumes, partly offset by a lower net selling price.

Net product sales of EYLEA decreased for the three and six months ended June 30, 2026, compared to the same periods in 2025, due to (i) lower sales volumes as a result of continued competitive pressures (as described below) and the continued transition of patients to EYLEA HD, and (ii) a lower net selling price.

EYLEA net product sales have been, and are likely to continue to be, negatively impacted by increased competition from other anti-VEGF products, including biosimilars, as well as the transition of patients from EYLEA to EYLEA HD.

2 unchanged sentences

"Risk Factors - Risks Related to Commercialization of Our Marketed Products, Product Candidates, and New Indications for Our Marketed Products - We are substantially dependent on revenues derived from net product sales of EYLEA HD, EYLEA, and Dupixent " and " The commercial success of our products and product candidates is subject to significant competition - Marketed Products."

Global net product sales of Libtayo increased for the three and six months ended June 30, 2026, compared to the same periods in 2025, primarily due to higher sales volumes.

Collaboration Revenue

1 unchanged sentence

Three Months Ended

June 30, Six Months Ended

(In millions) 2026 2025 2026 2025

2 unchanged sentences

Reimbursement for manufacturing of commercial supplies (a)

141.7 161.5 296.0 326.6

Total Sanofi collaboration revenue $ 2,174.3 $ 1,443.6 $ 3,779.4 $ 2,626.8

3 unchanged sentences

Three Months Ended

June 30, Six Months Ended

(In millions) 2026 2025 2026 2025

1 unchanged sentence

Regeneron's share of collaboration profits in connection with commercialization of antibodies $ 2,285.6 $ 1,496.7 $ 4,013.4 $ 2,676.9

$ 1,727.8 $ 1,180.3

Reimbursement of development expenses incurred by Sanofi in accordance with Regeneron's payment obligation (a)

1 unchanged sentence

Regeneron's share of profits $ 2,032.6 $ 1,282.1 $ 3,483.4 $ 2,300.2

$ 1,450.8 $ 1,018.2

Regeneron's share of profits as a percentage of Dupixent and Kevzara net product sales 33% 29% 31% 28%

(a) See "Collaboration, License, and Other Agreements - Sanofi" above for additional details on our contingent reimbursement obligation.

We expect our contingent reimbursement obligation to be fully repaid by the end of the second quarter of 2026.

The increase in our share of profits for the three months ended March 31, 2026, compared to the same period in 2025, was driven by higher profits primarily associated with an increase in Dupixent sales.

(a) The Sanofi development balance, which represented our obligation to reimburse Sanofi for development expenses that were previously funded by Sanofi, was fully repaid as of June 30, 2026 and will no longer reduce our share of profits beginning in the third quarter of 2026

The increase in our share of profits for the three and six months ended June 30, 2026, compared to the same periods in 2025, was driven by higher profits primarily associated with an increase in Dupixent net product sales.

Bayer Collaboration Revenue

Three Months Ended

June 30, Six Months Ended

(In millions) 2026 2025 2026 2025

2 unchanged sentences

Reimbursement for manufacturing of commercial supplies (a)

48.9 31.6 96.2 58.2

Total Bayer collaboration revenue $ 276.2 $ 415.0 $ 563.5 $ 758.9

3 unchanged sentences

Three Months Ended

June 30, Six Months Ended

(In millions) 2026 2025 2026 2025

7 unchanged sentences

Regeneron's share of profits as a percentage of EYLEA 8 mg and EYLEA net product sales outside the United States

34% 39% 33% 38%

(a) See "Collaboration, License, and Other Agreements - Bayer" above for additional details on our contingent reimbursement obligation

The decrease in our share of profits for the three months ended March 31, 2026, compared to the same period in 2025, was driven by lower profits primarily associated with a decrease in EYLEA sales outside the United States.

The decrease in our share of profits for the three and six months ended June 30, 2026, compared to the same periods in 2025, was driven by lower profits primarily associated with a decrease in EYLEA sales outside the United States.

Other Revenue

Three Months Ended

June 30, Six Months Ended

(In millions) 2026 2025 2026 2025

1 unchanged sentence

$ 156.6 $ 108.6 $ 257.3 $ 172.0

36.7 75.3 107.2 93.8

Total other revenue $ 193.3 $ 183.9 $ 364.5 $ 265.8

3 unchanged sentences

Three Months Ended

(In millions, except headcount data) 2026 2025 Change

June 30, Six Months Ended

(In millions) 2026 2025 $ Change 2026 2025 $ Change

Research and development (a)

7 unchanged sentences

Total operating expenses $ 2,997.2 $ 2,596.1 $ 401.1 $ 5,959.7 $ 5,033.1 $ 926.6

Average headcount 15,343 15,158 185

(a) Includes costs incurred net of any cost reimbursements from collaborators

(b) Includes costs incurred in connection with manufacturing drug supplies for collaborators and others

Operating expenses included stock-based compensation expense of $257.4 million and $255.7 million for the three months ended March 31, 2026 and 2025, respectively.

Operating expenses included stock-based compensation expense of $243.0 million and $251.7 million for the three months ended June 30, 2026 and 2025, respectively, and $500.4 million and $507.4 million for the six months ended June 30, 2026 and 2025, respectively.

Research and Development Expenses

6 unchanged sentences

Three Months Ended

June 30, Six Months Ended

(In millions) 2026 2025 *

$ Change 2026

Direct research and development expenses:

Fianlimab $ 72.7 $ 47.9 $ 24.8 $ 115.0 $ 99.4 $ 15.6

Lynozyfic (linvoseltamab) 63.9 53.6 10.3 137.7 85.3 52.4

1 unchanged sentence

49.3 42.8 6.5 97.9 69.0 28.9

Fianlimab 42.2 51.5 (9.3)

REGN7508 & REGN9933

33.2 9.0 24.2

Cenvacibart & amrecibart 44.9 11.1 33.8 78.1 20.1 58.0

Dupixent (dupilumab) 24.3 28.1 (3.8) 53.6 53.6 —

21.8 28.3 (6.5)

Libtayo (cemiplimab) 19.7 20.8 (1.1)

Pozelimab/cemdisiran

1 unchanged sentence

23.6 34.5 (10.9) 45.4 62.8 (17.4)

Libtayo (cemiplimab) 15.7 18.5 (2.8) 35.4 39.3 (3.9)

11.5 23.6 (12.1) 27.8 39.1 (11.3)

Other product candidates in clinical development and other research programs

14 unchanged sentences

* Certain prior year amounts have been reclassified to conform to the current year's presentation

Research and development expenses included stock-based compensation expense of $135.1 million and $141.0 million for the three months ended March 31, 2026 and 2025, respectively.

Research and development expenses included stock-based compensation expense of $130.8 million and $139.0 million for the three months ended June 30, 2026 and 2025, respectively, and $265.9 million and $280.0 million for the six months ended June 30, 2026 and 2025, respectively.

There are numerous uncertainties associated with drug development, including uncertainties related to safety and efficacy data from each phase of drug development, uncertainties related to the enrollment and performance of clinical trials, changes in regulatory requirements, changes in the competitive landscape affecting a product candidate, and other risks and uncertainties described in Part II, Item 1A.

4 unchanged sentences

Acquired In-Process Research and Development ("IPR&D") Expenses

Acquired IPR&D expenses for the three months ended March 31, 2026 primarily related to the premium on equity securities purchased, as well as development milestone and up-front payments, in connection with collaboration and licensing agreements.

Acquired IPR&D expenses for the three and six months ended June 30, 2026 included up-front and opt-in payments in connection with collaboration and licensing agreements.

In addition, Acquired IPR&D expenses for the six months ended June 30, 2026 included the premium on equity securities purchased and development milestone payments in connection with collaboration and licensing agreements.

Selling, General, and Administrative Expenses

Selling, general, and administrative expenses increased for the three months ended March 31, 2026, compared to the same period in 2025, primarily due to an increase in commercialization-related expenses for EYLEA HD and Libtayo and higher headcount and headcount-related costs, partly offset by lower charitable contributions to an independent non-profit patient assistance organization.

Selling, general, and administrative expenses included stock-based compensation expense of $89.2 million and $95.2 million for the three months ended March 31, 2026 and 2025, respectively.

Selling, general, and administrative expenses increased for the six months ended June 30, 2026, compared to the same period in 2025, partly due to an increase in commercialization-related expenses and higher headcount and headcount-related costs, offset in part by lower charitable contributions to an independent non-profit patient assistance organization.

Selling, general, and administrative expenses included stock-based compensation expense of $85.5 million and $91.8 million for the three months ended June 30, 2026 and 2025, respectively, and $174.7 million and $187.0 million for the six months ended June 30, 2026 and 2025, respectively.

Cost of Goods Sold

Three Months Ended

June 30, Six Months Ended

(In millions, except gross margin on net product sales)

2026 2025 2026 2025

Cost of goods sold

1 unchanged sentence

Gross margin on net product sales (a)

78% 83% 77% 82%

(a) Gross margin on net product sales represents gross profit expressed as a percentage of total net product sales recorded by the Company.

Gross profit is calculated as net product sales (see "Net Product Sales" section above) less cost of goods sold.

Gross margin on net product sales decreased for the three months ended March 31, 2026, compared to the same period in 2025, primarily due to unabsorbed manufacturing costs and higher inventory write-offs and reserves as a result of a temporary interruption of bulk manufacturing production at our facility in Limerick, Ireland, due to unanticipated facility repairs that commenced during the first quarter of 2026.

We resumed initial production at the facility in the second quarter of 2026;

however, gross margin will continue to be negatively impacted until production returns to normal levels, which is expected by the end of the second quarter of 2026.

The interruption has not impacted, nor is it expected to impact, the availability of any of our products.

Gross margin on net product sales decreased for the three and six months ended June 30, 2026, compared to the same periods in 2025, primarily due to unabsorbed manufacturing costs as a result of a temporary interruption of bulk manufacturing production at our facility in Limerick, Ireland, due to unanticipated facility repairs that commenced during the first quarter of 2026.

As of June 30, 2026, bulk manufacturing production returned to normal levels.

The interruption did not impact the availability of any of our products.

See Part II, Item 1A.

2 unchanged sentences

Three Months Ended

June 30, Six Months Ended

(In millions) 2026 2025 *

5 unchanged sentences

Total other income (expense) $ 234.3 $ 439.2 $ 422.6 $ 752.5

* Certain prior year amounts have been reclassified to conform to the current year's presentation

Three Months Ended

June 30, Six Months Ended

(In millions, except effective tax rate) 2026 2025 2026 2025

3 unchanged sentences

15.1 % 8.4 % 14.2 % 9.2 %

Our effective tax rate for the three months ended March 31, 2026 and 2025 was positively impacted, compared to the U.S.

Our effective tax rate for the three and six months ended June 30, 2026 and 2025 was positively impacted, compared to the U.S.

federal statutory rate, primarily by income earned in foreign jurisdictions with tax rates lower than the U.S.

federal statutory rate and, to a lesser extent, federal tax credits for research activities, partly offset by changes in unrecognized tax benefits.

In addition, our effective tax rate increased for the three months ended March 31, 2026, compared to the same period in 2025, primarily due to lower tax benefits from cross-border tax laws and federal tax credits for research activities.

federal statutory rate and, to a lesser extent, tax benefits from cross-border tax laws and federal tax credits for research activities, partly offset by changes in unrecognized tax benefits.

In addition, our effective tax rate increased for the three and six months ended June 30, 2026, compared to the same periods in 2025, primarily due to the release of liabilities associated with unrecognized tax benefits upon the settlement of an IRS audit.

Liquidity and Capital Resources

Our financial condition is summarized as follows:

March 31, December 31,

June 30, December 31,

(In millions) 2026 2025 $ Change

11 unchanged sentences

Finance lease liabilities $ 720.0 * $ 720.0 $ —

* The $720.0 million related to finance lease liabilities is classified within current liabilities as of March 31, 2026

As of March 31, 2026, we also had borrowing availability of $750.0 million under a revolving credit facility.

* The $720.0 million related to finance lease liabilities is classified within current liabilities as of June 30, 2026

As of June 30, 2026, we also had borrowing availability of $750.0 million under a revolving credit facility.

Sources and Uses of Cash

Three Months Ended

Six Months Ended

(In millions) 2026 2025 $ Change

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Cash Flows from Investing Activities

Capital expenditures for the three months ended March 31, 2026 included costs incurred in connection with the expansion of our research and support facilities at our Tarrytown, New York corporate headquarters, as well as costs associated with the expansion of our manufacturing facilities.

We expect to incur capital expenditures of $1.100 billion to $1.200 billion for the full

year of 2026, including in connection with the continued expansion of our facilities in Tarrytown, New York, and the continued expansion of our manufacturing facilities, including in connection with developing our property in Saratoga Springs, New York for production support activities and additional manufacturing capacity.

Capital expenditures for the six months ended June 30, 2026 included costs incurred in connection with the expansion of our research and support facilities at our Tarrytown, New York corporate headquarters, as well as costs associated with the

expansion of our manufacturing facilities.

We expect to incur capital expenditures of $1.030 billion to $1.100 billion for the full year of 2026, including in connection with the continued expansion of our facilities in Tarrytown, New York, and the continued expansion of our manufacturing facilities, including in connection with developing our property in Saratoga Springs, New York for production support activities and additional manufacturing capacity.

Cash Flows from Financing Activities

Share Repurchase Programs

Our board of directors has authorized share repurchase programs, including a share repurchase program for up to $3.0 billion of our Common Stock which was authorized in February 2025.

Our board of directors has authorized share repurchase programs, including a share repurchase program for up to $3.0 billion of our Common Stock which was authorized in April 2026.

The programs have no time limit and can be discontinued at any time.

As of March 31, 2026, $688.2 million remained available for share repurchases under the programs.

In April 2026, our board of directors authorized a share repurchase program to repurchase up to an additional $3.0 billion of our Common Stock.

The share repurchase program was approved under terms substantially similar to the share repurchase programs described above.

In January 2026, our board of directors declared a quarterly cash dividend of $0.94 per share on our Common Stock and Class A Stock, which was paid to our shareholders in March 2026.

Additionally, in April 2026, our board of directors declared a cash dividend of $0.94 per share on our Common Stock and Class A Stock.

The dividend will be payable on June 4, 2026 to our shareholders of record as of May 20, 2026.

As of June 30, 2026, $2.534 billion remained available for share repurchases under the program.

In each of the first and second quarters of 2026, our board of directors declared a quarterly cash dividend of $0.94 per share on our Common Stock and Class A Stock.

Each quarterly dividend was paid to our shareholders in the quarter in which the dividend was declared.

Additionally, in July 2026, our board of directors declared a cash dividend of $0.94 per share on our Common Stock and Class A Stock.

The dividend will be payable on August 31, 2026 to our shareholders of record as of August 18, 2026.

Critical Accounting Estimates

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"Management's Discussion and Analysis of Financial Condition and Results of Operations" of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (filed February 4, 2026).

There have been no material changes to critical accounting estimates during the three months ended March 31, 2026.

There have been no material changes to critical accounting estimates during the six months ended June 30, 2026.

Future Impact of Recently Issued Accounting Standards

1 unchanged sentence

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

What changed 10-Q

Item 2. Management’s Discussion and Analysis