Gilead Sciences (GILD) 10-K risk factor changes: FY2025 vs FY2024

Advancing a novel and personalized [removed: therapy] [added: therapy,] such as Yescarta or Tecartus, which are chimeric antigen receptor (“CAR”) T-cell therapies, creates significant challenges, including:

- securing sufficient supply of other medications to manage side effects, such as tocilizumab and corticosteroids, which may not be available in sufficient quantities, may not adequately control the side effects and/or may have detrimental impacts on the efficacy of cell [removed: therapy;][added: therapy.]

- developing and maintaining a robust and reliable process for engineering a patient’s T cells in our facilities and infusing them back into the patient; [removed: and]

- conditioning patients with chemotherapy in advance of administering our therapy, which may increase the risk of adverse side [removed: effects.][added: effects; and]

For challenges related to the reimbursement of Yescarta and Tecartus, see also “Our existing products are subject to [added: pricing and] reimbursement pressures from government agencies and other third parties, [added: including] required [removed: rebates and discounts,] [added: discounts] and [removed: other pricing pressures.”][added: rebates.”]

[removed: These vendors may encounter disruptions] [added: Disruptions] or difficulties [removed: that] [added: at these vendors] could result in product loss and regulatory action.

Apheresis centers may also [removed: choose not] [added: decline] to participate in our quality certification process, or we may be unable to complete such certification in a timely manner or at all, which could delay or constrain our manufacturing and commercialization efforts.

Any delays or quality issues with our manufacturing operations could adversely affect our business and [removed: damage our reputation.]

For example, we enter into commitments to purchase materials and supplies in anticipation of the potential manufacture and sale of new product candidates, and [removed: in the event] [added: if] the development, approval or launch of these product candidates is delayed or otherwise unsuccessful, we may experience excess inventory that needs to be written down, losses on firm commitments to purchase inventory, or other [added: related] costs and expenses resulting from such commitments.

Historically, approximately 90% of our [added: gross] product sales in the U.S. have been to three [removed: wholesalers, Cardinal] [added: wholesalers—Cardinal] Health, Inc., Cencora, [removed: Inc.,] [added: Inc.] and McKesson [removed: Corporation, and] [added: Corporation—and] their specialty distributor affiliates.

New branded or generic products entering major markets [removed: affects] [added: affect] our ability to maintain pricing and market share.

A number of [added: companies, including large pharmaceutical and biotechnology] companies [added: and specialized pharmaceutical firms acting either independently or together with other such companies,] are pursuing the development of products and technologies that may be competitive with our existing products or research programs.

Our existing products are subject to [added: pricing and] reimbursement pressures from government agencies and other third parties, [added: including] required [removed: rebates and discounts,] [added: discounts] and [removed: other pricing pressures.][added: rebates.]

The volume of drug pricing-related legislation [added: and administrative action] has dramatically increased in recent years, including:

- U.S. Congress has enacted the Inflation Reduction Act of 2022 [removed: (the “IRA”),] [added: (“IRA”),] which, among other changes, (1) requires the Department of Health and Human Services to “negotiate” Medicare prices for certain drugs (starting with 10 drugs in 2026, adding 15 drugs in 2027 and 2028, and adding 20 drugs in 2029 and subsequent years), which could also affect the Medicaid rebate obligations and the ceiling prices charged to covered entities under Section 340B of the Public Health Service Act (“340B”) if such prices are lower than the Medicaid Best [removed: Price;] [added: Price and reduce the Average Sales Price and associated Medicare reimbursement rate for products reimbursed under Medicare Part B;] (2) imposes an inflation-based rebate on Medicare Part B utilization starting in 2023 and Part D utilization beginning October 1, 2022; and (3) restructures the Medicare Part D benefit to cap out-of-pocket expenses for Part D beneficiaries beginning in 2024 and, effective January 1, 2025, increases Part D plans’ contributions in the catastrophic coverage phase and increases manufacturers’ discount contributions across coverage phases such that manufacturers must pay a 10% discount in the initial coverage phase and a 20% discount in the catastrophic phase on drugs utilized by all Part D beneficiaries, including low income subsidy patients.

[removed: Although none of our products were selected by] [added: In January 2026,] the Department of Health and Human Services [added: selected Biktarvy] for [removed: “negotiation” in 2026 or 2027, there is no assurance] [added: Medicare negotiation of Medicare prices] that [added: will be effective beginning in 2028, and more of] our products [removed: will not] [added: may] be selected in the future.

The Centers for Medicare and Medicaid Services (“CMS”) has issued a number of guidance [removed: documents,] [added: documents governing certain aspects of the IRA,] but it remains unclear how certain provisions of the IRA [removed: will be implemented.][added: are being implemented due to lack of full transparency.]

In addition, multiple manufacturers and trade organizations have challenged the Medicare [removed: “negotiation”] [added: negotiation] provisions of the IRA, and additional legal challenges may be filed in the future.

- Many state legislatures are considering, or have already [removed: passed into law,] [added: enacted,] legislation that seeks to indirectly or directly regulate pharmaceutical drug pricing, such as requiring manufacturers to publicly report proprietary pricing information, creating [added: drug affordability] review [removed: boards for prices,] [added: boards,] establishing drug payment limits, and encouraging the use of generic drugs.

The outcome of these reviews [removed: cannot be predicted] [added: is unpredictable] and [removed: could have an adverse effect on] [added: may adversely affect] the pricing and reimbursement of our medical products in the [removed: EU member states.][added: EU.]

[removed: Reductions in the pricing of our medical products] [added: Price reductions] in one [added: EU] member state could affect [removed: the price] [added: pricing] in [removed: other member states] [added: others] and [removed: have a negative] [added: negatively] impact [removed: on] our financial results.

[removed: Changes] [added: For example, changes] to the calculation of rebates under the Medicaid program could substantially increase our Medicaid rebate obligations and decrease the prices we charge 340B-covered entities.

Some of these manufacturers are challenging [removed: HHS’] [added: HHS’s] position in litigation.

[removed: Certain] [added: A growing number of] states have also enacted laws requiring manufacturers to provide 340B pricing through contract pharmacy arrangements, and additional states may adopt similar laws; we believe these laws, which are being challenged in ongoing litigation, are invalid but we have carved out covered entities in certain states from our integrity initiative while litigation challenging these laws proceeds.

For example, [removed: beginning in fiscal year 2021,] CMS established a [removed: new] severity-adjusted diagnosis-related group (“DRG”) 018 for Medicare inpatient reimbursement of CAR T-cell products such as Yescarta and Tecartus.

While the [removed: new] DRG has a significantly higher base payment amount than the prior DRG 016, the payment available may not be sufficient to reimburse some hospitals for their cost of care for patients receiving Yescarta and Tecartus.

For example, as part of a U.S. civil enforcement [removed: lawsuit in coordination with law enforcement, and pursuant to court order,] [added: lawsuit,] we seized thousands of bottles of Gilead-labeled medication with counterfeit supply chain documentation.

Our investigation revealed that [added: unauthorized] pharmaceutical distributors [removed: that are not authorized by Gilead to sell Gilead medicine] sold [removed: purportedly genuine] [added: counterfeit] Gilead medicine [removed: sourced from an illegal counterfeiting scheme] to independent pharmacies nationwide.

For example, in January 2024, we announced that our Phase 3 EVOKE-01 study evaluating sacituzumab govitecan-hziy [added: (“SG”)] did not meet its primary endpoint of overall survival in previously treated metastatic non-small cell lung cancer (“NSCLC”), which resulted in us recording an impairment charge during the three months ended March 31, [removed: 2024.][added: 2024 (for more information, see Note 8.]

[removed: Goodwill and Intangible Assets] [added: Contingencies] of the Notes to Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form [removed: 10-K).][added: 10-K.]

If there is any dispute or disruption in our relationships with our CROs, including as a result of legislative or regulatory [removed: actions,] [added: actions (such as the recently enacted BIOSECURE Act in the U.S.),] our clinical trials and regulatory submissions may be delayed and our costs may increase.

Moreover, in our regulatory submissions, we rely on the quality and validity of the clinical work performed by our [removed: CROs.][added: CROs and investigators at the clinical trial sites.]

If any of their processes, methodologies or results were determined to be [removed: invalid] [added: invalid, inadequate] or [removed: inadequate,] [added: in violation of Good Clinical Practices and related regulations,] our own clinical data and results and related regulatory approvals may be adversely affected.

Suppliers of key components and materials must be named in the new [removed: drug] [added: drug/biologics] application or marketing authorization application filed with the regulatory authority for any product candidate for which we are seeking marketing approval, and significant delays can occur if the qualification of a new supplier is required.

Our products, which are manufactured [added: and tested] at our own facilities or by third-party contract manufacturing organizations [removed: (“CMOs”)] [added: (“CMOs”), third-party contract testing laboratories (“CTLs”)] and corporate partners, are the result of complex, highly regulated manufacturing processes.

We depend on [removed: CMOs] [added: CMOs, CTLs] and corporate partners to perform manufacturing [added: and testing] activities effectively and on a timely basis for the majority of our active pharmaceutical ingredients and drug products.

Some of our products and the materials that we utilize in our operations are manufactured [added: and/or tested] by only one supplier or at only one facility, which we may not be able to replace in a timely manner and on commercially reasonable terms, or at all.

We and our [removed: CMOs] [added: CMOs, CTLs] and corporate partners are subject to current Good Manufacturing Practices (“cGMP”), which are extensive regulations governing manufacturing processes, [added: release and] stability testing, recordkeeping and quality standards as defined by FDA and European Medicines Agency (“EMA”), as well as comparable regulations in other jurisdictions.

There can be no assurance that we [added: or our CMOs, CTLs or other corporate partners] will be able to remedy any deficiencies cited by FDA or other regulatory agencies in their inspections.

Any adverse developments affecting or resulting from any single entity within our manufacturing operations or the operations of our [removed: CMOs] [added: CMOs, CTLs] and corporate partners can result in shipment delays, inventory shortages, lot failures, product withdrawals or recalls or other interruptions in the development and commercial supply of our products, which may result in us not being able to generate sufficient quantities of clinical or commercial product to meet market demand and may cause delays in our clinical trials and applications for regulatory approval.

In addition, future cell therapy products may be subject to a Risk Evaluation and Mitigation Strategy (“REMS”), which is a drug safety program that the U.S. Food and Drug Administration (“FDA”) may require for certain drugs.

For example, until June 2025, Yescarta and Tecartus were subject to a REMS requirement to manage the risks of cytokine release syndrome and neurologic toxicities, which required a certification process for hospitals and clinics that dispense the products.

damage our reputation.

Additionally, we face public attention and scrutiny related to the complex decisions we make concerning the pricing, global supply and distribution, allocation and intellectual property of our commercialized products, as well as other factors that may contribute to patient access to our medicines, all of which may adversely affect our business and our corporate reputation.

We continue to evaluate the potential impact of the IRA on our business, but we anticipate that the negotiated Medicare price will be substantially lower than the price we currently charge in Medicare and may also lead to increased rebates we owe Medicaid agencies and reduced ceiling prices charged to 340B covered entities.

- U.S. Congress has enacted the One Big Beautiful Bill (“OBBB”) Act, which made several changes to the Medicaid program, such as imposing Medicaid work requirements and imposing stricter eligibility and enrollment standards.

Most of these policies will take effect in 2027.

In addition, the OBBB Act did not extend the availability of enhanced premium subsidies, which subsidize patient premiums for Affordable Care Act (“ACA”) health insurance exchange

plans and expired at the end of 2025.

If these subsidies are not reinstated, it is possible that patient enrollment in ACA exchange plans could substantially decrease.

These changes, individually or in combination, could decrease health insurance coverage for patients taking our medicines, potentially disrupt access to our medicines for some individuals and negatively impact our financial results.

- U.S. Department of Commerce initiated an investigation on imports of pharmaceuticals and pharmaceutical ingredients, which may result in the current U.S. Presidential administration taking actions to impose potential tariffs or importation quotas in the pharmaceutical industry that could increase our manufacturing costs and adversely impact our supply chain resiliency and business competitiveness.

For example, in September 2025, the U.S. Presidential administration announced plans to impose up to 100% tariffs on imported branded or patented pharmaceuticals, subject to certain exceptions.

The specific impact remains uncertain at this time and is subject to the timing, scope and duration of any tariffs and actions imposed as well as broader tariffs and actions outside of the pharmaceutical industry.

- The current U.S. Presidential administration has indicated that it plans to pursue additional policies aimed at lowering prescription drug costs.

The administration has issued multiple executive orders and statements that illustrate the intent to require pharmaceutical manufacturers to offer U.S. prices based on most favored-nation (“MFN”) lowest prices and that direct specified agency heads to take certain actions if significant progress towards such MFN prices is not achieved.

In July 2025, the President sent letters to Gilead and other pharmaceutical manufacturers outlining the steps the President believes pharmaceutical manufacturers must take to bring down the prices of prescription drugs in the U.S. to match the MFN price offered in other developed nations.

The administration has announced agreements with certain manufacturers, including Gilead, around these issues and has stated that it has paused the implementation of tariffs on pharmaceuticals to allow for negotiation of agreements with additional manufacturers.

In December 2025, Gilead reached an agreement with the administration to (1) pause the imposition of Section 232 tariffs on Gilead for three years, (2) implement MFN prices in Medicaid for select existing and future launched products, (3) set a new direct-to-patient price for Epclusa and (4) return a portion of increased international revenues to the U.S. if the U.S. government is successful in increasing drug prices abroad.

In addition, the administration announced several demonstration projects that would implement MFN pricing for certain Medicare Part B and Part D drugs through manufacturer inflation rebates based on utilization.

The administration also recently called on Congress to enact legislation codifying the administration’s MFN deals, which are in part being effectuated under the GENErating cost Reductions fOr U.S. Medicaid (GENEROUS) Model.

The specifics of these proposals and policies are evolving, and as a result, there is uncertainty as to how these and other potential legal and regulatory changes may impact our business.

- Actions by the current U.S. Presidential administration to reorganize federal health agencies or reduce or pause funding for domestic and international HIV treatment and prevention programs and grants, such as the U.S. President’s Emergency Plan for AIDS Relief (PEPFAR) and Centers for Disease Control and Prevention (CDC) grants for HIV prevention, may adversely impact our business.

Some of these initiatives may be subject to litigation or other challenge, increasing the uncertainty of their effects on our business.

In addition, the continued growth of the 340B program has had the unintended consequence of an increasingly out of scope percentage of sales at deeply discounted 340B prices due, in part, to pervasive violations of the program’s diversion and duplicate discount prohibitions.

Detecting and remedying these program integrity violations is challenging.

The U.S. Courts of Appeals for the Third Circuit and the District of Columbia Circuit have held that HHS’s enforcement actions are unlawful, and a decision by the U.S. Court of Appeals for the Seventh Circuit is pending.

In November 2025, we also announced that our Phase 3 ASCENT-07 study evaluating SG as a first-line treatment post-endocrine therapy in hormone receptor-positive, human epidermal growth factor receptor 2-negative (“HR+/HER2-”) metastatic breast cancer patients did not meet the primary endpoint of progression-free survival.

While this information did not result in an impairment of the associated finite-lived intangible asset related to Trodelvy, potential future adverse changes in estimated Trodelvy revenues could negatively impact our results of operations and result in impairment charges in future periods.

A significant portion of the raw materials and intermediates in the manufacturing of our products and product candidates are supplied by third-party suppliers, manufacturers and corporate partners outside of the U.S. As a result, any geopolitical or economic factors in a specific country or region, including any new, or changes in or interpretations of existing law, trade regulations, or compliance requirements (such as the recently enacted BIOSECURE Act) or tax that would limit or prevent third parties outside of the U.S. from supplying these materials could adversely affect our ability to manufacture and supply our products to meet market needs and have a material and adverse effect on our operating results.

Such factors may also negatively impact our ability to supply our clinical trials and commercial product, which may result in the delay of our clinical trials and regulatory submissions, and could lead to regulatory delays, increased costs, and/or lost revenue.

We may also become subject to new laws and regulations.

In January 2026, the European Medicines Agency and FDA jointly established new artificial intelligence (“AI”) principles in drug development that provide broad guidance on AI use in evidence generation and monitoring across all phases of a medicine’s lifecycle - from early research and clinical trials to manufacturing and drug safety.

These AI principles may lead to future regulatory guidance and requirements in various jurisdictions, which could affect the use of AI in our business.

Commitments and

foreign currency exchange rates, primarily in the Euro, and the impacts from foreign currency exchange, net of hedges, for the year ended December 31, 2025.

In addition, laws and regulations relating to climate change continue to evolve and may impose new or modified requirements on our operations.

We are subject to evolving and sometimes conflicting investor and other stakeholder expectations concerning corporate responsibility matters, such as environmental sustainability and climate change and related targets or performance.

For example, we face public attention and scrutiny regarding global patient access to our medicines, which may negatively impact our corporate reputation.

Additionally, businesses which we have acquired, or may in the future acquire, may have undiscovered vulnerabilities in their information technology systems, which could increase our risk of cybersecurity incidents.

For example, many of our HIV products contain tenofovir alafenamide (“TAF”), which belongs to the nucleoside class of antiviral therapeutics.

If there are any changes to the treatment or prevention paradigm for HIV, and nucleoside-based therapeutics do not remain the preferred regimen, our HIV product sales would be adversely impacted.

- educating and certifying medical personnel regarding the procedures and the potential side effects, such as cytokine release syndrome and neurologic toxicities, in compliance with the Risk Evaluation and Mitigation Strategy program required by the U.S. Food and Drug Administration (“FDA”);

These competing companies include large pharmaceutical and biotechnology companies and specialized pharmaceutical firms acting either independently or together with other such companies.

We continue to evaluate the potential impact of the IRA on our business.

For example, in August 2023, the Colorado Prescription Drug Affordability Review Board (“PDAB”) selected Genvoya for an affordability review, and subsequently determined that Genvoya was not unaffordable.

Additional state PDABs have or may in the future undertake similar affordability reviews of our products.

For example, the continued growth of the 340B program limits the prices we may charge on an increasing percentage of sales.

In September 2024, we decided to discontinue our clinical development program in NSCLC for the second-line indication, resulting in us recording an impairment charge during the three months ended September 30, 2024 (for more information, see Note 9.

In May 2024, we provided an update that (i) our Phase 3 TROPiCs-04 study did not meet its primary endpoint, which was a confirmatory study required in connection with the accelerated approval of sacituzumab govitecan-hziy for treatment of metastatic urothelial cancer, and (ii) there was a higher number of deaths due to adverse events with sacituzumab govitecan-hziy compared to treatment of physician’s choice.

In addition, following results and data from several magrolimab studies as well as corresponding FDA clinical holds, we announced in February 2024 that we would not pursue further development of magrolimab in hematologic cancers.

In October 2024, we announced plans to voluntarily withdraw the U.S. accelerated approval for Trodelvy (sacituzumab govitecan-hziy; SG) 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.

For example, in January 2024, we announced with our partner Arcus Biosciences, Inc. (“Arcus”) the discontinuation of further enrollment in the Phase 3 ARC-10 study evaluating domvanalimab plus zimberelimab in first-line locally advanced or metastatic, PD-L1-high NSCLC based on strategic prioritization to advance and potentially accelerate other Phase 3 studies in our collaboration with Arcus.

For example, in the U.S., there have been ongoing or recent shortages of certain cancer drugs that are the backbone of standard-of-care treatments, such as carboplatin and cisplatin, which are also used in R&D and clinical trials.

While we have observed minimal impacts to our oncology clinical trials to date, if these shortages continue or increase in magnitude, our ongoing and future oncology clinical trials may be delayed, halted or adversely impacted.

For example, in October 2022, we announced that FDA issued a complete response letter for our Biologics License Application for bulevirtide for the treatment of adults with hepatitis delta virus infection.

Commitments and Contingencies of the Notes to Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K.

In addition, growing concern regarding climate change has resulted in an evolving legal and regulatory landscape, with new requirements enacted to prevent, mitigate or adapt to the implications of climate change.

For example, over 80 countries committed to the United Nations COP26 Health Programme’s initiatives on climate resilient and low carbon sustainable health systems.

At the same time, we may also face negative impacts from stakeholders who do not support climate-related initiatives or concerns.

Our suppliers and third-party manufacturers and corporate partners face similar transition risks that could have an adverse effect on our business.

Some institutional and individual investors continue to use environmental, social and governance (“ESG”) screening criteria to determine whether Gilead qualifies for inclusion in their investment portfolios.

We are frequently asked by investors and other stakeholders to set ambitious ESG goals and provide new and more robust disclosure on goals, progress toward goals and other matters of interest to ESG stakeholders.

In response, we have adapted the tracking and reporting of our corporate responsibility program to various evolving ESG frameworks, and we have established and announced goals and other objectives related to ESG matters.

These goal statements reflect our current plans and aspirations and are not guarantees that we will be able to achieve them.

Our efforts to accomplish and accurately report on these goals and objectives present numerous operational, reputational, financial, legal and other risks, any of which could have a material negative impact, including on our reputation and stock price.

Our ability to achieve any corporate responsibility goal or objective is subject to numerous risks, many of which are outside of our control.

Examples of such risks include: (1) the availability and cost of low- or non-carbon-based energy sources and technologies, (2) evolving regulatory requirements affecting ESG standards or disclosures, (3) the availability of suppliers that can meet our corporate responsibility and related standards, (4) our ability to recruit, develop and retain qualified talent in our labor markets and (5) the impact of our organic growth and acquisitions or dispositions of businesses or operations.

The standards for tracking and reporting on ESG matters are relatively new, have not been harmonized and continue to evolve.

Our selection of disclosure frameworks that seek to align with various reporting standards may change from time to time and may result in a lack of consistent or meaningful comparative data from period to period.

In addition, regulatory authorities have begun to impose mandatory disclosure requirements with respect to ESG matters, such as regulations proposed or adopted by federal agencies related to climate-related disclosures, claims, practices or initiatives, the EU’s Corporate Sustainability Reporting Directive, and California’s Climate-Related Financial Risk Act and the Climate Corporate Data Accountability Act.

Our processes and controls may not reflect evolving standards for identifying, measuring and reporting ESG matters, immediately or at all, our interpretation of reporting standards may differ from those of others, and such standards may change over time, any of which could result in significant revisions to our goals or reported progress in achieving such goals.

In addition, enhancements to our processes and controls to reflect evolving reporting standards may be costly and require additional resources.

The failure to successfully implement or upgrade enterprise resource planning and other information systems could adversely impact our business and results of operations.

We periodically implement or upgrade new or enhanced enterprise resource planning (“ERP”) and other information systems in order to better manage our business operations, align our global organizations and enable future growth.

Implementation or upgrade of new business processes and information systems requires the commitment of significant personnel, training and financial resources, and entails risks to our business operations.

If we do not successfully implement ERP and other information systems improvements, or if there are delays or difficulties in implementing these systems, we may not realize anticipated productivity improvements or cost efficiencies, and we may experience operational difficulties and challenges in effectively managing our business, all of which could result in quality issues, reputational harm, lost market and revenue opportunities, and otherwise adversely affect our business, financial condition and results of operations.

For example, we are currently in the process of implementing new ERP and other information systems to help us manage our operations and financial reporting.

Costs and risks inherent in this transition may include disruptions to business continuity, administrative and technical problems, interruptions or delays in sales, manufacturing or R&D processes, expenditure overruns, delays in paying our suppliers and employees, and data migration issues.

If we do not properly address or mitigate these issues, this could result in increased costs and diversion of resources, negatively impacting our operating results and ability to effectively manage our business.

Additional information related to the comparison of our results of operations and liquidity and capital resources between the years [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] is included in Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations of our [removed: 2023] [added: 2024] Form 10-K filed with U.S. Securities and Exchange Commission.

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

[removed: During 2024, we delivered growth] [added: As evidenced by various late-stage clinical trial updates] in [removed: our HIV, Oncology and Liver Disease product sales] [added: HIV] and [added: oncology, we] continued to invest in our business and research and development (“R&D”) pipeline through advancement of our portfolio and broadening of available therapies, including through acquisitions and collaborations.

Meanwhile, we maintained our financial position [removed: through repayment of] [added: by lowering operating expenses, repaying] senior notes coming due and [removed: the issuance of new senior notes, and provided] [added: providing] shareholder returns through dividends and share repurchases.

The following represents a summary of notable business updates and events [removed: during] [added: since the filing of our Annual Report on Form 10-K for the year ended December 31,] 2024, including certain items from our press releases, which readers are encouraged to review in full as available on our website at www.gilead.com.

- Received [removed: a positive opinion] [added: conditional marketing authorization] from the [removed: European Medicines Agency’s (“EMA”) Committee for Medicinal Products] [added: EC] for [removed: Human Use recommending] seladelpar for the treatment of [removed: primary biliary cholangitis (“PBC”)] [added: PBC] in combination with ursodeoxycholic acid (“UDCA”) in adults who have an inadequate response to UDCA alone, or as monotherapy in those unable to tolerate UDCA.

[removed: Other][added: | *Other, net* | | | | | | *$* | *1* | | | | | *$* | *2* | | | | | *(41)* | | *%* |]

| (in millions, except percentages and per share amounts) | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2023] [added: 2024] | | | | | | Change | | |

| Total revenues | | | | | | $ | [removed: 28,754] [added: 29,443] | | | | | $ | [removed: 27,116] [added: 28,754] | | | | | [removed: *6*] [added: *2*] | | *%* |

| Net income attributable to Gilead | | | | | | $ | [removed: 480] [added: 8,510] | | | | | $ | [removed: 5,665] [added: 480] | | | | | [removed: *(92)*] [added: *NM*] | | [removed: *%*] |

| Diluted earnings per share attributable to Gilead | | | | | | $ | [removed: 0.38] [added: 6.78] | | | | | $ | [removed: 4.50] [added: 0.38] | | | | | [removed: *(92)*] [added: *NM*] | | [removed: *%*] |

[removed: Total revenues increased 6% to $28.8 billion in 2024, compared to 2023, primarily due to higher] [added: - Higher product] sales [removed: in HIV, Oncology] [added: primarily driven by HIV] and Liver [removed: Disease,] [added: Disease products,] partially offset by lower sales of [removed: Veklury.][added: Veklury; and]

Net income attributable to Gilead was [removed: $480 million] [added: $8.5 billion] and diluted earnings per share attributable to Gilead was [removed: $0.38] [added: $6.78] in [removed: 2024,] [added: 2025,] compared to net income attributable to Gilead of [removed: $5.7 billion] [added: $480 million] and [removed: $4.50] [added: $0.38] diluted earnings per share attributable to Gilead in [removed: 2023.][added: 2024.]

The [removed: decrease] [added: increase] was primarily due to:

- Higher [removed: product sales;] [added: revenues;] and

- [removed: Lower] [added: Higher] income tax expense.

Please refer to “Results of Operations” below for further information on [removed: 2024] [added: 2025] results.

As we look to [removed: 2025,] [added: 2026,] we expect to see continued [removed: increases in demand] [added: growth] for our [removed: products] [added: product sales] overall, bolstered by [removed: the growth of] [added: increased demand in] our HIV business.

Our R&D portfolio includes over [removed: 100 pre-clinical and] [added: 50] clinical-stage programs across our core therapeutic areas.

[removed: For example, we entered] [added: - Entered] into [removed: an agreement] [added: a strategic partnership] with LEO Pharma A/S [removed: in early 2025] [added: (“LEO Pharma”)] to develop and commercialize their pre-clinical oral signal transducer and activator of transcription 6 programs for the potential treatment of inflammatory diseases.

[removed: In addition, as] [added: As] part of our overall investment approach to fund the advancement of our pipeline and commercialization of our products, we will continue to focus on disciplined operating expense management.

| | | | | | | Year Ended December 31, [removed: 2024] [added: 2025] | | | | | | | | | | | | | | | | | | | | | | | | Year Ended December 31, [removed: 2023] [added: 2024] | | | | | | | | | | | | | | | | | | | | | | | | | | |

| (in [removed: millions)] [added: millions, except percentages)] | | | | | | U.S. | | | | | | Europe | | | | | | Rest of World | | | | | | Total | | | | | | U.S. | | | | | | Europe | | | | | | Rest of World | | | | | | Total | | | | | | Change | | |

| Descovy | | | | | | [removed: 1,902] [added: 2,559] | | | | | | [removed: 100] [added: 93] | | | | | | [removed: 110] [added: 105] | | | | | | [removed: 2,113] [added: 2,758] | | | | | | [removed: 1,771] [added: 1,902] | | | | | | 100 | | | | | | [removed: 114] [added: 110] | | | | | | [removed: 1,985] [added: 2,113] | | | | | | [removed: *6*] [added: *31*] | | *%* |

| Genvoya | | | | | | [removed: 1,498] [added: 1,281] | | | | | | [removed: 180] [added: 148] | | | | | | [removed: 84] [added: 69] | | | | | | [removed: 1,762] [added: 1,498] | | | | | | [removed: 1,752] [added: 1,498] | | | | | | [removed: 205] [added: 180] | | | | | | [removed: 103] [added: 84] | | | | | | [removed: 2,060] [added: 1,762] | | | | | | [removed: *(14)*] [added: *(15)*] | | *%* |

| Odefsey | | | | | | [removed: 957] [added: 881] | | | | | | [removed: 290] [added: 246] | | | | | | [removed: 41] [added: 40] | | | | | | [removed: 1,288] [added: 1,167] | | | | | | [removed: 1,012] [added: 957] | | | | | | [removed: 294] [added: 290] | | | | | | [removed: 44] [added: 41] | | | | | | [removed: 1,350] [added: 1,288] | | | | | | [removed: *(5)*] [added: *(9)*] | | *%* |

| Symtuza - Revenue share(1) | | | | | | [removed: 450] [added: 363] | | | | | | [removed: 130] [added: 120] | | | | | | 12 | | | | | | [removed: 592] [added: 495] | | | | | | [removed: 382] [added: 450] | | | | | | [removed: 133] [added: 130] | | | | | | [removed: 13] [added: 12] | | | | | | [removed: 529] [added: 592] | | | | | | [removed: *12*] [added: *(16)*] | | *%* |

| Other HIV(2) | | | | | | [removed: 257] [added: 352] | | | | | | [removed: 129] [added: 109] | | | | | | [removed: 48] [added: 40] | | | | | | [removed: 434] [added: 500] | | | | | | [removed: 238] [added: 257] | | | | | | [removed: 116] [added: 129] | | | | | | [removed: 47] [added: 48] | | | | | | [removed: 401] [added: 434] | | | | | | [removed: *8*] [added: *15*] | | *%* |

| Total HIV | | | | | | [removed: 15,918] [added: 16,904] | | | | | | [removed: 2,339] [added: 2,392] | | | | | | [removed: 1,355] [added: 1,456] | | | | | | [removed: 19,612] [added: 20,752] | | | | | | [removed: 14,848] [added: 15,918] | | | | | | [removed: 2,102] [added: 2,339] | | | | | | [removed: 1,226] [added: 1,355] | | | | | | [removed: 18,175] [added: 19,612] | | | | | | [removed: *8*] [added: *6*] | | *%* |

| Sofosbuvir/Velpatasvir(3) | | | | | | [removed: 922] [added: 636] | | | | | | [removed: 299] [added: 292] | | | | | | [removed: 374] [added: 344] | | | | | | [removed: 1,596] [added: 1,272] | | | | | | [removed: 859] [added: 922] | | | | | | [removed: 323] [added: 299] | | | | | | [removed: 355] [added: 374] | | | | | | [removed: 1,537] [added: 1,596] | | | | | | [removed: *4*] [added: *(20)*] | | *%* |

| Vemlidy | | | | | | [removed: 486] [added: 507] | | | | | | [removed: 44] [added: 49] | | | | | | [removed: 428] [added: 514] | | | | | | [removed: 959] [added: 1,070] | | | | | | [removed: 410] [added: 486] | | | | | | [removed: 38] [added: 44] | | | | | | [removed: 414] [added: 428] | | | | | | [removed: 862] [added: 959] | | | | | | [removed: *11*] [added: *12*] | | *%* |

| Other Liver Disease(4) | | | | | | [removed: 192] [added: 476] | | | | | | [removed: 202] [added: 330] | | | | | | [removed: 73] [added: 69] | | | | | | [removed: 467] [added: 874] | | | | | | [removed: 152] [added: 192] | | | | | | [removed: 150] [added: 202] | | | | | | [removed: 83] [added: 73] | | | | | | [removed: 385] [added: 467] | | | | | | [removed: *21*] [added: *87*] | | *%* |

| Total Liver Disease | | | | | | [removed: 1,601] [added: 1,619] | | | | | | [removed: 545] [added: 671] | | | | | | [removed: 876] [added: 927] | | | | | | [removed: 3,021] [added: 3,217] | | | | | | [removed: 1,421] [added: 1,601] | | | | | | [removed: 511] [added: 545] | | | | | | [removed: 852] [added: 876] | | | | | | [removed: 2,784] [added: 3,021] | | | | | | [removed: *9*] [added: *6*] | | *%* |

| Tecartus | | | | | | [removed: 234] [added: 153] | | | | | | [removed: 138] [added: 158] | | | | | | [removed: 31] [added: 32] | | | | | | [removed: 403] [added: 344] | | | | | | [removed: 245] [added: 234] | | | | | | [removed: 110] [added: 138] | | | | | | [removed: 15] [added: 31] | | | | | | [removed: 370] [added: 403] | | | | | | [removed: *9*] [added: *(15)*] | | *%* |

| Total Cell Therapy | | | | | | [removed: 896] [added: 748] | | | | | | [removed: 804] [added: 755] | | | | | | [removed: 274] [added: 335] | | | | | | [removed: 1,973] [added: 1,839] | | | | | | [removed: 1,055] [added: 896] | | | | | | [removed: 658] [added: 804] | | | | | | [removed: 156] [added: 274] | | | | | | [removed: 1,869] [added: 1,973] | | | | | | [removed: *6*] [added: *(7)*] | | *%* |

| Trodelvy | | | | | | [removed: 902] [added: 877] | | | | | | [removed: 294] [added: 347] | | | | | | [removed: 119] [added: 173] | | | | | | [removed: 1,315] [added: 1,397] | | | | | | [removed: 777] [added: 902] | | | | | | [removed: 217] [added: 294] | | | | | | [removed: 68] [added: 119] | | | | | | [removed: 1,063] [added: 1,315] | | | | | | [removed: *24*] [added: *6*] | | *%* |

| Total Oncology | | | | | | [removed: 1,798] [added: 1,626] | | | | | | [removed: 1,098] [added: 1,102] | | | | | | [removed: 393] [added: 508] | | | | | | [removed: 3,289] [added: 3,236] | | | | | | [removed: 1,833] [added: 1,798] | | | | | | [removed: 875] [added: 1,098] | | | | | | [removed: 224] [added: 393] | | | | | | [removed: 2,932] [added: 3,289] | | | | | | [removed: *12*] [added: *(2)*] | | *%* |

| AmBisome | | | | | | [removed: 44] [added: 20] | | | | | | [removed: 276] [added: 267] | | | | | | [removed: 212] [added: 221] | | | | | | [removed: 533] [added: 509] | | | | | | [removed: 43] [added: 44] | | | | | | [removed: 260] [added: 276] | | | | | | [removed: 189] [added: 212] | | | | | | [removed: 492] [added: 533] | | | | | | [removed: *8*] [added: *(5)*] | | *%* |

| Other(5) | | | | | | [removed: 255] [added: 177] | | | | | | [removed: 34] [added: 32] | | | | | | [removed: 68] [added: 81] | | | | | | [removed: 356] [added: 290] | | | | | | [removed: 261] [added: 255] | | | | | | [removed: 40] [added: 34] | | | | | | [removed: 66] [added: 68] | | | | | | [removed: 367] [added: 356] | | | | | | [removed: *(3)*] [added: *(19)*] | | *%* |

Our strategic priorities, as refreshed in late 2025, to deliver on these ambitions include: (i) maximize impact of long-acting HIV therapies; (ii) accelerate our pipeline build in oncology and inflammation; (iii) adopt and scale artificial intelligence to transform how we work; (iv) prioritize investments for highest impact; and (v) strengthen collaboration to accelerate innovation.

During 2025, we delivered growth in our HIV product sales, introduced Yeztugo, the first and only twice-yearly HIV pre-exposure prophylaxis (“PrEP”) option available in the U.S., and expanded Livdelzi’s market share in the treatment of primary biliary cholangitis (“PBC”).

- Announced positive topline Phase 3 results from the ARTISTRY-1 and ARTISTRY-2 trial, evaluating our investigational daily oral single-tablet regimen of bictegravir 75mg and lenacapavir 50mg (“BIC/LEN”) for virologically suppressed adults with HIV.

BIC/LEN met its primary endpoint, demonstrating non-inferiority to baseline multi-tablet antiviral regimens (ARTISTRY-1) and Biktarvy (ARTISTRY-2).

- Announced settlement agreements to resolve Biktarvy patent litigation with generic manufacturers Lupin Ltd., Cipla Ltd. and Laurus Labs Ltd. Under the agreements, the earliest date the three generic manufacturers can market a generic version of full dose Biktarvy in the U.S. is April 1, 2036, subject to standard acceleration provisions.

This is more than two years later than our previous loss of exclusivity projection for Biktarvy (December 2033).

- Received a strong recommendation for the use of twice-yearly injectable Yeztugo (lenacapavir) for HIV PrEP in the new U.S. Centers for Disease Control and Prevention guidelines.

- Announced a partnership with the U.S. State Department and the U.S. President’s Emergency Plan for AIDS Relief (“PEPFAR”) to deliver lenacapavir for HIV PrEP for up to two million people over three years in countries supported by both PEPFAR and the Global Fund.

- Received European Commission (“EC”) marketing authorization for Yeytuo (lenacapavir) for PrEP to reduce the risk of sexually acquired HIV-1 in adults and adolescents with increased HIV-1 acquisition risk.

- Received U.S. Food and Drug Administration (“FDA”) approval for Yeztugo (lenacapavir) for PrEP to reduce the risk of sexually acquired HIV in adults and adolescents weighing at least 35kg.

- Announced that FDA had placed a clinical hold on the HIV treatment trials of GS-1720 and/or GS-4182, including the WONDERS-1 and WONDERS-2 trials.

These drug candidates are investigational and not approved anywhere globally.

- Announced that we entered into a definitive agreement to acquire all of the outstanding common stock of Arcellx, Inc. (“Arcellx”), providing us with full control of its leading pipeline candidate, anitocabtagene autoleucel, an investigational BCMA-directed CAR-T cell therapy for patients with relapsed and/or refractory multiple myeloma.

This transaction is anticipated to close during the second quarter of 2026, subject to the satisfaction or waiver of customary closing conditions.

- Announced the discontinuation of the Phase 3 STAR-221 study, in partnership with Arcus Biosciences, Inc. (“Arcus”), evaluating the anti-TIGIT antibody domvanalimab (“dom”) plus zimberelimab (“zim”) and chemotherapy in first-line HER2- advanced gastric and esophageal cancers.

The decision was based on the recommendation of the Independent Data Monitoring Committee, following review of data from a pre-specified interim analysis.

Additionally, Gilead and Arcus will discontinue the Phase 2 EDGE-Gastric study evaluating dom and zim regimens in upper gastrointestinal cancers.

Dom and zim are investigational products and are not approved anywhere globally.

- Announced that our Phase 3 ASCENT-07 study of Trodelvy evaluating sacituzumab govitecan-hziy (“SG”) as a first-line treatment post-endocrine therapy in hormone receptor-positive, human epidermal growth factor receptor 2-negative (“HR+/HER2-”) metastatic breast cancer patients did not meet the primary endpoint of progression-free survival.

Overall survival is a key secondary endpoint and was not mature at the time of the primary analysis; however, an early trend was observed favoring patients treated with Trodelvy compared to chemotherapy.

- Presented Phase 3 ASCENT-03 data for Trodelvy in 1L metastatic triple-negative breast cancer (“mTNBC”) patients who are not candidates for PD-1/PD-L1 checkpoint inhibitors at the 2025 European Society for Medical Oncology Congress.

Trodelvy is not approved in this setting.

- Entered into a collaboration with Shenzhen Pregene Biopharma Co., Ltd. (“Pregene”) to develop next-generation in vivo therapies.

- Announced the acquisition of Interius BioTherapeutics, Inc. (“Interius”), a privately held biotechnology company developing in vivo chimeric antigen receptor therapeutics, for approximately $350 million.

- Presented results from the Phase 3 ASCENT-04 trial evaluating Trodelvy plus Keytruda in 1L PD-L1+ mTNBC at the American Society of Clinical Oncology meeting.

Trodelvy is not approved in this setting.

- Entered into an exclusive option and license agreement with Kymera Therapeutics, Inc. to develop novel oral molecular glue CDK2 degraders with broad oncology treatment potential.

Corporate

- Announced an agreement with the U.S. government to lower the cost of medicines for Americans, reinforcing a commitment to U.S.-based innovation, affordability and global health leadership.

- Announced ground-breaking on a new Pharmaceutical Development and Manufacturing Technical Development Center in Foster City, California as part of a planned $32 billion investment in the U.S. through 2030.

Total revenues increased 2% to $29.4 billion in 2025, compared to 2024, primarily due to:

- Higher royalty, contract and other revenues.

- A $3.8 billion acquired in-process research and development (“IPR&D”) expense related to the acquisition of CymaBay Therapeutics, Inc. (“CymaBay”) in 2024, which did not repeat in 2025;

- Lower pre-tax IPR&D partial impairment charges, with $590 million in 2025 related to assets acquired from MYR GmbH (“MYR”) compared to $4.2 billion in 2024 related to assets acquired from Immunomedics, Inc.;

- Higher net unrealized gains on equity securities;

- Lower selling, general and administrative expenses; partially offset by

We anticipate that such growth will be partially offset by the impact of various policy-related developments in the U.S., as well as an expected decrease in our Veklury product sales due to lower rates of COVID-19-related hospitalizations and an expected decrease in our Cell Therapy product sales reflecting ongoing competitive headwinds.

We expect updates in 2026 on various clinical trials and certain regulatory filing submissions and decisions, including FDA decisions related to two first-line breast cancer therapies and an additional HIV treatment option.

| Biktarvy | | | | | | $ | 11,467 | | | | | $ | 1,676 | | | | | $ | 1,190 | | | | | $ | 14,334 | | | | | $ | 10,855 | | | | | $ | 1,509 | | | | | $ | 1,060 | | | | | $ | 13,423 | | | | | *7* | | *%* |

| Veklury | | | | | | 470 | | | | | | 151 | | | | | | 290 | | | | | | 911 | | | | | | 892 | | | | | | 284 | | | | | | 623 | | | | | | 1,799 | | | | | | *(49)* | | *%* |

Our strategic priorities to deliver on these ambitions include: (i) maximize near-term revenue growth; (ii) maximize impact of long-acting HIV therapies; and (iii) expand and deliver on oncology programs.

- Completed the New Drug Application submissions to U.S. Food and Drug Administration (“FDA”) for twice-yearly lenacapavir for HIV prevention.

- Announced results of PURPOSE 2, the second Phase 3 study of twice-yearly lenacapavir for HIV prevention, with data presented at the HIV Research for Prevention Conference.

In the lenacapavir group, 99.9% of participants did not acquire HIV infection, with two incident cases among 2,179 participants.

Lenacapavir reduced HIV infections by 96% compared to background HIV incidence in cisgender men and gender-diverse people, and additionally demonstrated superiority to daily Truvada (89% relative risk reduction).

Lenacapavir was generally well-tolerated and no significant or new safety concerns were identified.

The use of lenacapavir for the prevention of HIV is investigational.

- Received Breakthrough Therapy Designation from FDA to Trodelvy for the treatment of adult patients with extensive-stage small cell lung cancer (“ES-SCLC”) whose disease has progressed on or after platinum-based chemotherapy.

The use of Trodelvy in ES-SCLC is investigational.

- Announced plans to voluntarily withdraw the U.S. accelerated approval of Trodelvy for use in pre-treated adult patients with locally advanced or metastatic urothelial cancer, following the results of the Phase 3 TROPiCS-04 trial announced in May 2024.

- Incurred partial impairment charges related to in-process research and development (“IPR&D”) assets acquired by Gilead from Immunomedics, Inc. in 2020 as a result of our evaluation of the Phase 3 EVOKE-01 study data and a strategic decision to discontinue our clinical development program in metastatic non-small cell lung cancer (“NSCLC”) for Trodelvy in the second-line indication (see further information in “Results of Operations; In-Process Research and Development Impairments” below).

- Received accelerated approval from FDA for Livdelzi for the treatment of primary biliary cholangitis in combination with UDCA in adults who have had an inadequate response to UDCA, or as monotherapy in patients unable to tolerate UDCA.

- Entered into an amended license agreement featuring the buy-out of global seladelpar royalties from Janssen Pharmaceutica NV for $320 million.

- Completed the acquisition of CymaBay Therapeutics, Inc. (“CymaBay”) for $4.3 billion in total equity value, or $3.9 billion net cash paid, adding investigational candidate seladelpar for the treatment of primary biliary cholangitis to Gilead’s Liver Disease portfolio.

- Announced the appointment of Dietmar Berger, MD, PhD, as Chief Medical Officer effective January 2025.

- A pre-tax IPR&D partial impairment charge of $4.2 billion related to Trodelvy IPR&D assets; and

- Higher acquired IPR&D expenses, primarily $3.8 billion related to the acquisition of CymaBay; partially offset by

We look forward to the regulatory decisions for twice-yearly lenacapavir for HIV prevention in the U.S. under priority review as well as in the EU where we submitted a marketing authorization application in early 2025.

We anticipate that strong, demand-led volume growth in 2025 will be offset by: (i) the effects of the Inflation Reduction Act, which is expected to increase our payment obligations under the redesigned Medicare Part D discount program; (ii) an expected decrease in our Veklury product sales reflecting lower rates of COVID-19-related hospitalizations; and (iii) the impact of the U.S. dollar strengthening against major foreign currencies.

Our ability to deliver on our strategy and 2025 objectives is subject to a number of uncertainties.

Please refer to Part I, Item 1A.

Risk Factors of this Annual Report on Form 10-K for a listing of risk factors that could materially and adversely affect our results of operations and financial condition.

| Biktarvy | | | | | | $ | 10,855 | | | | | $ | 1,509 | | | | | $ | 1,060 | | | | | $ | 13,423 | | | | | $ | 9,692 | | | | | $ | 1,253 | | | | | $ | 905 | | | | | $ | 11,850 | | | | | *13* | | *%* |

| Veklury | | | | | | 892 | | | | | | 284 | | | | | | 623 | | | | | | 1,799 | | | | | | 972 | | | | | | 408 | | | | | | 805 | | | | | | 2,184 | | | | | | *(18)* | | *%* |

| Yescarta | | | | | | 662 | | | | | | 666 | | | | | | 242 | | | | | | 1,570 | | | | | | 811 | | | | | | 547 | | | | | | 140 | | | | | | 1,498 | | | | | | *5* | | *%* |

To a lesser extent, the increase was also due to higher average realized price.

- Descovy sales increased primarily due to higher demand, partially offset by lower average realized price.

Trodelvy product sales increased 24% to $1.3 billion in 2024, compared to 2023, primarily due to higher demand across all regions.

These deductions to product sales are generally referred to as gross-to-net deductions and are primarily a function of product sales volume, product mix, contractual or statutory discounts and estimated payer mix.

These amounts 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.

The wholesalers or distributors then charge the discount back to us.

Other gross-to-net deductions include patient co-pay assistance, cash discounts for prompt payment, distributor fees that we pay under our inventory management agreements with our significant U.S. wholesalers and are based on contractually-determined fixed percentage of sales, and sales return provisions.

Our gross-to-net deductions totaled $17.8 billion, or 38%, of gross product sales in 2024, compared to $16.4 billion, or 38%, of gross product sales in 2023.

Of the $17.8 billion in 2024, $15.5 billion, or 33%, of gross product sales was related to rebates and chargebacks, and $2.3 billion, or 5%, was related to other gross-to-net deductions.

Of the $16.4 billion in 2023, $14.3 billion, or 33%, of gross product sales was related to rebates and chargebacks, and $2.2 billion, or 5%, was related to other gross-to-net deductions.

Current year gross-to-net deductions as a percent of gross product sales may not be indicative of future results.

Product gross margin increased to 78.2% in 2024, compared to 2023, primarily due to prior year restructuring expenses related to changes in our manufacturing strategy, which resulted in write-offs of certain manufacturing facilities, related inventories and other costs totaling $479 million.

The following table provides a breakout of expenses by major cost type:

| | | | | | | | | | | | | | | |

To reduce certain of these risks, we enter into various types of foreign currency derivative [removed: hedging] transactions, follow [added: our] investment [added: policy] guidelines and monitor outstanding receivables as part of our risk management program.

Our [removed: operating results are exposed to changes] [added: operations] in foreign [added: countries expose us to risk associated with foreign] currency exchange [removed: rates] [added: rate fluctuations] between the U.S. dollar and various foreign currencies, [removed: the most significant of which is] [added: primarily] the Euro.

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

[removed: We also hedge certain] [added: Additionally, our] monetary assets and liabilities denominated in foreign [removed: currencies, which reduces but does not eliminate our exposure] [added: currencies expose us] to currency fluctuations between the date a transaction is recorded and the date that cash is collected or paid.

As of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] we had open foreign currency forward contracts with notional amounts of [removed: $2.9] [added: $3.9] billion and [removed: $2.5] [added: $2.9] billion, respectively.

A hypothetical 10% adverse movement in foreign currency exchange rates compared with the U.S. dollar relative to exchange rates as of December 31, [removed: 2024] [added: 2025] and [removed: 2023] [added: 2024] would have resulted in a reduction in fair value of these contracts of approximately [removed: $364] [added: $439] million and [removed: $328] [added: $364] million, respectively, and if realized, would have negatively affected earnings over the remaining life of the contracts.

We [removed: occasionally] invest in available-for-sale debt securities, adhering to a policy that requires us to limit invested amounts based on credit rating, maturity, industry group and investment type and issuer, except for securities issued by the U.S. government.

However, primarily due to the [added: contractual maturity] typically [removed: short-term nature of our portfolio,] [added: being less than five years,] we do not believe that future market risks, including a hypothetical 10% increase or decrease in interest rates related to any securities, would have a material adverse impact on our financial position, results of operations, or liquidity.

The fair [removed: value] [added: values] of [removed: these] [added: both our] senior unsecured notes [removed: and] [added: as well as] our liability related to future royalties as part of our 2020 acquisition of Immunomedics, Inc. are exposed to fluctuations in interest rates.

The current fair value of our debt portfolio and liability related to future royalties are [removed: $23.3] [added: $22.3] billion and [removed: $0.9] [added: $0.8] billion, respectively.

The fair value will decrease as interest rates [removed: increase.][added: increase and will increase as interest rates decrease.]

There were no amounts outstanding under the revolving credit facility as of December 31, [removed: 2024.][added: 2025.]

The fair value of these equity securities was approximately [removed: $1.6] [added: $2.0] billion and [removed: $1.5] [added: $1.6] billion as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] respectively.

A hypothetical 20% increase or decrease in the stock prices of these equity securities would have increased or decreased their fair value as of December 31, [removed: 2024] [added: 2025] and [removed: 2023] [added: 2024] by approximately [removed: $312] [added: $392] million and [removed: $292] [added: $312] million, respectively.

As such, certain of our monetary assets and liabilities and approximately 26% of our 2025 product sales are denominated in foreign currencies.

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

The goals of our investment policy, in order of priority, are (1) safety and preservation of principal and diversification of risk, (2) liquidity of investments sufficient to meet cash flow requirements and (3) a competitive after-tax rate of return.

As a result, our financial results could be significantly affected by factors such as changes in foreign currency exchange rates or weak economic conditions in the foreign markets in which we distribute our products.

Approximately 27% of our product sales were denominated in foreign currencies during 2024.

In general, the market risks of these contracts are offset by corresponding gains and losses on the transactions being hedged.

The goals of our investment policy, in order of priority, are as follows:

- safety and preservation of principal and diversification of risk;

- liquidity of investments sufficient to meet cash flow requirements; and

- a competitive after-tax rate of return.

The fair value will increase as interest rates decrease.

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

In [removed: 2024,] [added: 2025,] our [added: commercial portfolio included more than 25 therapies, including the following] products and collaboration [removed: products,] [added: products] with approved indications in the [removed: U.S., included the following:][added: U.S.:]

[removed: *HIV*][added: HIV]

[removed: *Liver Disease*][added: Liver Disease]

- Yescarta® (axicabtagene ciloleucel), a suspension for intravenous infusion, is a [removed: chimeric antigen receptor (“CAR”)] [added: CAR] T-cell therapy for the treatment of adult patients with (i) large B-cell lymphoma (“LBCL”) that is refractory to first-line chemoimmunotherapy or that relapses within 12 months of first-line chemoimmunotherapy, (ii) relapsed or refractory LBCL after two or more lines of systemic therapy, including diffuse LBCL (“DLBCL”) not otherwise specified, primary mediastinal LBCL, high-grade B-cell lymphoma and DLBCL arising from follicular lymphoma (“FL”) and (iii) relapsed or refractory FL after two or more lines of systemic [removed: therapy.(1)][added: therapy(1).]

- Tecartus® (brexucabtagene autoleucel), a suspension for intravenous infusion, is a [removed: CAR] [added: chimeric antigen receptor (“CAR”)] T-cell therapy for the treatment of adult patients with (i) relapsed or refractory mantle cell lymphoma (“MCL”)(1) and (ii) relapsed or refractory B-cell precursor acute lymphoblastic leukemia (“ALL”).

We also generate revenues from other activities, including royalties for outbound licenses of our intellectual [added: property, sales of certain intellectual] property and other payments received from our collaborations with third-party partners.

[removed: During the year ended December 31, 2024,] [added: Historically,] approximately [removed: 91%] [added: 90%] of our [added: gross] product sales in the U.S. [removed: and approximately 65% of our total worldwide revenues were from] [added: have been to] three large [removed: wholesalers: Cardinal] [added: wholesalers—Cardinal] Health, Inc., Cencora, Inc. and McKesson [removed: Corporation, and] [added: Corporation—and] their specialty distributor affiliates.

We also face significant competition from: (i) large pharmaceutical and biotechnology companies and specialized pharmaceutical firms acting either independently or together with other such companies to pursue the development of products and technologies that may be competitive with our existing products or research programs; (ii) academic institutions, government agencies and other public and private organizations conducting research who may seek patent protection or may establish collaborative arrangements for competitive products or programs; (iii) pricing pressures from private insurers and government payers as our products mature, which often result in a reduction of [removed: the] [added: our] net product prices; and (iv) new branded or generic products introduced into major markets, which may impact our ability to maintain pricing and market share.

Our product development efforts are focused primarily on [removed: viral diseases, cancer] [added: virology, oncology] and [removed: inflammatory diseases.][added: inflammation.]

In [removed: 2024,] [added: 2025,] we continued to invest in and advance our R&D pipeline across our therapeutic areas.

| Bulevirtide | | | | | | A Biologics License Application has been filed with FDA for bulevirtide for the treatment of chronic hepatitis delta virus (“HDV”) infection. It has been granted both Orphan Drug and Breakthrough Therapy designations by FDA for this indication. [removed: Approval is pending resolution of certain manufacturing and delivery concerns cited in a complete response letter issued by FDA in October 2022.] | | |

| [removed: Lenacapavir combinations] [added: Islatravir and lenacapavir] | | | | | | [removed: An oral combination of lenacapavir and bictegravir is being evaluated as an HIV treatment for virologically suppressed treatment-experienced and virologically suppressed people living with HIV.] In [removed: combination] [added: collaboration] with Merck & Co., Inc. (“Merck”)(1), an oral combination of [removed: lenacapavir and] Merck’s islatravir [added: and lenacapavir] is being evaluated as a long-acting HIV treatment for virologically suppressed people living with HIV. | | |

| Anitocabtagene autoleucel | | | | | | In collaboration with [removed: Arcellx, Inc. (“Arcellx”)(1),] [added: Arcellx(1),] anitocabtagene [removed: autoleucel, a CAR T-cell therapy,] [added: autoleucel] is being evaluated in patients with relapsed and/or refractory multiple myeloma who have received one to three prior lines of therapy. | | |

| Sacituzumab govitecan-hziy [added: and combinations] | | | | | | In breast cancer, sacituzumab govitecan-hziy is being evaluated [removed: as (i) a first-line treatment for PD-L1 negative metastatic TNBC and (ii) HR+/HER2- chemo-naive metastatic breast cancer. In collaboration with Merck, it is also being evaluated] in combination with Merck’s pembrolizumab as [removed: (i)] a [removed: first-line] treatment for [removed: PD-L1 positive metastatic TNBC and (ii) an] [added: high-risk] adjuvant [removed: treatment for early] TNBC. In lung and thoracic cancer, sacituzumab govitecan-hziy is being evaluated [added: as a treatment for extensive stage small cell lung cancer. It is also being evaluated] in combination with Merck’s pembrolizumab as a first-line treatment for PD-L1 positive [added: metastatic] non-small cell lung cancer (“NSCLC”). In gynecology, sacituzumab govitecan-hziy is being evaluated as a second-line treatment for metastatic endometrial cancer. | | |

| Domvanalimab and zimberelimab | | | | | | In collaboration with Arcus Biosciences, Inc. (“Arcus”)(1), the combination of [removed: zimberelimab, an anti-PD-1 monoclonal antibody, and] domvanalimab, an Fc-silent anti-TIGIT antibody, [added: and zimberelimab, an anti-PD-1 monoclonal antibody,] with [removed: chemotherapy] [added: chemotherapy,] is being evaluated as [removed: (i)] a first-line treatment for [removed: NSCLC and (ii) a first-line treatment for upper gastrointestinal tract cancer.] [added: metastatic NSCLC.] | | |

In [removed: 2024,] [added: 2025,] we also received regulatory approvals or authorizations from FDA [added: and European Commission] for new products and expanded indications of our products, including:

| Anitocabtagene autoleucel(2) | | | | | | | | | 2038 | | | | | | | | | | | | (2038) | | | [added: (3)] | | |

| Sacituzumab govitecan-hziy | | | | | | | | | 2028 | | | [removed: (3)] [added: (4)] | | | | | | | | | 2029 | | | | | |

| [removed: Zimberelimab(4)] [added: Zimberelimab(5)] | | | | | | | | | 2036 | | | | | | | | | | | | 2036 | | | | | |

| [removed: Domvanalimab(4)] [added: Domvanalimab(5)] | | | | | | | | | 2037 | | | | | | | | | | | | (2037) | | | [removed: (5)] [added: (3)] | | |

[removed: (3)] [added: (4)] Regulatory exclusivity in the U.S. expires in 2032.

[removed: (4)] [added: (5)] In collaboration with Arcus.

[removed: (5)] [added: (3)] Dates in parentheses reflect the estimated expiration date of patents that may be issued from currently pending applications.

The following table shows the actual or estimated expiration dates (including patent term extensions, supplementary protection certificates and/or pediatric exclusivity where granted) in the U.S. and the EU for the primary (typically compound) patents for [removed: our] [added: certain] principal [removed: products.][added: products as described above.]

| [removed: Stribild] [added: Trodelvy] | | | | | | | | | [removed: 2029] [added: 2028] | | | [removed: (4)] [added: (8)] | | | | | | | | | [removed: 2028] [added: 2029] | | | | | |

| Biktarvy | | | | | | | | | [removed: 2033] [added: 2036] | | | [added: (6)] | | | | | | | | | 2033 | | | | | |

| Veklury | | | | | | | | | 2036 | | | [removed: (6)] [added: (7)] | | | | | | | | | 2035 | | | | | |

| Livdelzi | | | | | | | | | 2025 | | | [removed: (8)] [added: (9)] | | | | | | | | | — | | | [removed: (9)] [added: (10)] | | |

[removed: (6)] [added: (7)] In January 2024, FDA granted pediatric exclusivity for Veklury, which extends all non-expired exclusivities by six months, and which is reflected in the presently reported date.

[removed: (7)] [added: (8)] Regulatory exclusivity in the U.S. expires in 2032.

[removed: (8)] [added: (9) FDA] Orphan [removed: exclusivity] [added: Drug Exclusivity] expires in 2031.

[removed: (9)] [added: (10)] Ten years of regulatory/market exclusivity expected on approval.

For a description of our significant pending legal proceedings, see Note [removed: 13.][added: 12.]

As of the end of [removed: 2024,] [added: 2025,] these facilities include:

- Foster City, California: We conduct [added: manufacturing] process [removed: chemistry research,] [added: development,] analytical method development and formulation and device development [removed: activities, and manufacture API and drug product for our clinical trials.][added: activities.]

- La Verne, California: We manufacture [removed: AmBisome] [added: AmBisome, perform quality control testing] and [removed: also] package and label the majority of our commercial products for distribution to the Americas and the Pacific Rim.

- Oceanside, California: We utilize the facility for [added: clinical and] commercial retroviral vector manufacturing and [removed: clinical manufacturing and] process development of our biologics candidates.

- Edmonton, Canada: We conduct process [removed: chemistry research] [added: development, analytical development] and scale-up activities for our clinical development candidates, manufacture [added: and quality control test] API for [removed: both investigational] [added: clinical] and commercial [removed: products] [added: products,] and conduct [removed: chemical] [added: process] development activities to improve existing commercial manufacturing processes.

We also depend on contract manufacturing organizations [removed: (“CMOs”),] [added: (“CMOs”) and contract testing laboratories (“CTLs”),] inside and outside of the U.S., to perform manufacturing [added: and testing] activities for the majority of our API and drug products.

- Yeztugo® is an HIV-1 capsid inhibitor in tablet form for oral use and as an injection for subcutaneous use.

Yeztugo is indicated for PrEP to reduce the risk of sexually acquired HIV-1 in certain adults and adolescents who are at risk for HIV-1 acquisition.

| Lenacapavir | | | | | | A once-yearly injection of lenacapavir, an HIV-1 capsid inhibitor, is being evaluated for HIV PrEP. | | |

| Bictegravir and lenacapavir | | | | | | An oral combination of bictegravir and lenacapavir is being evaluated as an HIV treatment for virologically suppressed treatment-experienced and virologically suppressed people living with HIV. | | |

| Regulatory Filings | | | | | | | | |

| Anitocabtagene autoleucel | | | | | | In collaboration with Arcellx, Inc. (“Arcellx”)(1), a Biologics License Application has been filed with FDA for anitocabtagene autoleucel, a CAR T-cell therapy, for the treatment of patients with relapsed and/or refractory multiple myeloma who have received at least three prior regimens of systemic therapy. | | |

| Sacituzumab govitecan-hziy | | | | | | A supplemental Biologics License Application has been filed with FDA for sacituzumab govitecan-hziy, a Trop-2 directed antibody and topoisomerase inhibitor conjugate, as a first-line treatment for PD-L1 negative metastatic TNBC. | | |

| Sacituzumab govitecan-hziy and pembrolizumab | | | | | | In collaboration with Merck(1), a supplemental Biologics License Application has been filed with FDA for sacituzumab govitecan-hziy in combination with Merck’s pembrolizumab as a first-line treatment for PD-L1 positive metastatic TNBC. | | |

| Yeztugo/Yeytuo | | | | | | FDA granted approval for Yeztugo for PrEP to reduce the risk of sexually acquired HIV-1 infection in adults and adolescents weighing at least 35kg, making it the first and only twice-yearly option available in the United States for people who need or want PrEP. European Commission also granted marketing authorization for Yeytuo for use as PrEP to reduce the risk of sexually acquired HIV-1 in adults and adolescents with increased HIV-1 infection risk who weigh at least 35kg. | | |

| Lyvdelzi | | | | | | European Commission granted conditional marketing authorization for Lyvdelzi for the treatment of PBC in combination with UDCA in adults who have an inadequate response to UDCA alone, or as monotherapy in those unable to tolerate UDCA. | | |

| Yeztugo/Yeytuo | | | | | | | | | 2037 | | | | | | | | | | | | 2037 | | | | | |

(6) In October 2025, Gilead entered into settlement agreements to resolve patent litigations with Lupin Ltd., Cipla Ltd. and Laurus Labs Ltd., generic manufacturers that filed abbreviated new drug applications with FDA to market generic versions of Biktarvy.

Under the agreements, which are subject to standard acceleration provisions, no generic entry is expected prior to April 1, 2036 in the U.S. for Biktarvy tablets containing bictegravir (50 mg), FTC (200 mg) and TAF (25 mg).

We also manufacture and perform quality control testing for API and drug product for our clinical trials.

We have made investments in the La Verne facility to support the commercial manufacturing of sterile drug substances and other sterile drug products.

We have made investments in clinical drug product manufacturing at the Cork facility.

According to scores on targeted items, these efforts have resulted in sizable improvements in those areas of focus in 2025.

For example, the administration has taken a number of actions aimed at lowering U.S. drug prices and testing new Medicare and Medicaid payment models.

Risk Factors “Our existing products are subject to pricing and reimbursement pressures from government agencies and other third parties, including required discounts and rebates.”

Regulation (EU) No. 536/2014, which entered into application in January 2022 and became fully applicable in January 2025, requires that clinical trial applications and related information and data be submitted through the Clinical Trials Information System, a coordinated system that supports submission, assessment and oversight of all clinical trials in the EU.

For example, many nations, particularly in the EU, have communicated plans to decarbonize their healthcare systems and achieve net zero emissions by 2050, which may require us to incur material costs in order to do so.

Virology

- Complera®/Eviplera® is an oral formulation dosed once a day for the treatment of HIV-1 infection in certain patients.

The product, marketed in the U.S. as Complera and in Europe as Eviplera, is a single-tablet regimen of a fixed-dose combination of our antiretroviral medications, tenofovir disoproxil fumarate (“TDF”) and FTC, and Janssen’s rilpivirine hydrochloride.

- Truvada® is an oral formulation indicated in combination with other antiretroviral agents for the treatment of HIV-1 infection in certain patients.

Truvada is a fixed-dose combination of our antiretroviral medications, TDF and FTC.

Truvada is also approved by FDA for a PrEP indication to reduce the risk of sexually acquired HIV-1 infection in certain at-risk patients.

- Stribild® is an oral formulation dosed once a day for the treatment of HIV-1 infection in certain patients.

Stribild is a single-tablet regimen of a fixed-dose combination of our antiretroviral medications, elvitegravir, cobicistat, TDF and FTC.

- Harvoni® is an oral formulation of a once-daily, single-tablet regimen of ledipasvir and sofosbuvir for the treatment of chronic HCV infection in adults and pediatric patients 3 years of age and older with: (i) genotype 1, 4, 5 or 6 without cirrhosis or with compensated cirrhosis, (ii) genotype 1 with decompensated cirrhosis, in combination with ribavirin, (iii) genotype 1 or 4 who are liver transplant recipients without cirrhosis or with compensated cirrhosis, in combination with ribavirin.

In addition, we have an authorized generic version of Harvoni distributed by our separate subsidiary, Asegua Therapeutics LLC.

- Viread® is an oral formulation of TDF dosed once a day for the treatment of chronic HBV infection in adults and pediatric patients 2 years of age and older and weighing at least 10 kg.

*COVID-19*

*Cell Therapy*

*Other*

- Letairis® (ambrisentan) is an oral formulation of an endothelin receptor antagonist for the treatment of pulmonary arterial hypertension (“PAH”) (WHO Group I) (i) to improve exercise capacity and delay clinical worsening or (ii) in combination with tadalafil to reduce the risks of disease progression and hospitalization for worsening PAH, and to improve exercise ability.

Risk Factors “We face significant competition from global pharmaceutical and biotechnology companies, specialized pharmaceutical firms and generic drug manufacturers.”

| Lenacapavir | | | | | | A New Drug Application has been filed with FDA for lenacapavir, a twice-yearly injectable HIV-1 capsid inhibitor, for the prevention of HIV as pre-exposure prophylaxis. | | |

| Livdelzi | | | | | | FDA granted accelerated approval of Livdelzi for the treatment of PBC in combination with UDCA in adults who have an inadequate response to UDCA, or as monotherapy in patients unable to tolerate UDCA. Accelerated approval was based primarily on data from the Phase 3 RESPONSE study, which achieved a reduction of alkaline phosphatase values, a cholestatic marker that is a predictor of risk for liver transplant and death. | | |

| Trodelvy | | | | | | FDA granted Breakthrough Therapy designation to Trodelvy for the treatment of adult patients with extensive-stage small cell lung cancer whose disease has progressed on or after platinum-based chemotherapy. Breakthrough Therapy designation is designed to expedite the development and regulatory review of investigational treatments for serious or life-threatening conditions that, based on preliminary clinical evidence, have the potential to substantially improve clinical outcomes compared to available therapy. This is the second Breakthrough Therapy designation for Trodelvy. | | |

| Biktarvy | | | | | | FDA approved an expanded indication for Biktarvy to treat people with HIV who have suppressed viral loads with known or suspected M184V/I resistance, a common form of treatment resistance. FDA also approved an updated label with additional data reinforcing the safety and efficacy profile of Biktarvy to treat pregnant people with HIV-1 with suppressed viral loads. | | |

| Vemlidy | | | | | | FDA approved an expanded indication for Vemlidy as a once-daily treatment for chronic HBV infection in pediatric patients six years of age and older and weighing at least 25 kg with compensated liver disease. | | |

| Complera/Eviplera | | | | | | | | | 2025 | | | | | | | | | | | | 2026 | | | | | |

| Zydelig | | | | | | | | | 2025 | | | | | | | | | | | | 2029 | | | | | |

| Harvoni | | | | | | | | | 2030 | | | | | | | | | | | | 2030 | | | | | |

| Vosevi | | | | | | | | | 2034 | | | | | | | | | | | | 2033 | | | | | |

| Trodelvy | | | | | | | | | 2028 | | | (7) | | | | | | | | | 2029 | | | | | |

| Hepcludex | | | | | | | | | 2030 | | | | | | | | | | | | 2029 | | | | | |

Inclusion

Ultimately, a workforce with different lived experiences, perspectives and backgrounds is imperative to advancing health and delivering transformational medicines for patients worldwide.

Gilead’s commitment to equal employment opportunity furthers its efforts to cultivate and celebrate a culture of belonging.

Approximately 1,700 people leaders started their development journey in 2023, with an additional 3,500 in 2024.

For example, President Trump issued an executive order repealing President Biden’s executive order 14087, which directed the Center for Medicare and Medicaid Innovation within the Centers for Medicare and Medicaid Services to test new Medicare and Medicaid payment models.

In 2014, the EU legislator adopted Regulation (EU) No 536/2014 to replace Directive 2001/20/EC and to introduce a coordinated procedure for authorization of clinical trials.

This Regulation entered into application in January 2022.

For example, over 80 countries committed to the United Nations COP26 Health Programme’s initiatives on climate resilient and low carbon sustainable health systems.

As such, there is an increasing expectation for the health sector to implement commitments to decarbonize and achieve net zero emissions by 2050.

For a description of our significant pending legal proceedings, see Note [removed: 13.][added: 12.]

For the fiscal year ended December 31, [removed: 2024][added: 2025]

The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant, computed by reference to the closing price of its common stock on the Nasdaq Global Select Market, as of the last business day of the registrant’s most recently completed second fiscal quarter was [removed: $60.0] [added: $103.2] billion.

The number of shares outstanding of the registrant’s Common Stock on February [removed: 21, 2025] [added: 13, 2026] was [removed: 1,245,346,062.][added: 1,241,420,528.]

Specified portions of the registrant’s proxy statement, which will be filed with the Commission pursuant to Regulation 14A in connection with the registrant’s [removed: 2025] [added: 2026] Annual Meeting of Stockholders are incorporated by reference into Part III of this Report.

[removed: 2024] [added: 2025] FORM 10-K ANNUAL REPORT

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We own or have rights to various trademarks, copyrights and trade names used in our business, including the following: GILEAD®, GILEAD SCIENCES®, [removed: KITE™,] [added: KITE®,] AMBISOME®, ATRIPLA®, BIKTARVY®, CAYSTON®, COMPLERA®, DESCOVY®, DESCOVY FOR PREP®, EMTRIVA®, EPCLUSA®, EVIPLERA®, GENVOYA®, HARVONI®, HEPCLUDEX®, HEPSERA®, JYSELECA®, LETAIRIS®, [removed: LIVDELZI®,] [added: LIVDELZI®/LYVDELZI®/,] ODEFSEY®, SOVALDI®, STRIBILD®, SUNLENCA®, TECARTUS®, TRODELVY®, TRUVADA®, TRUVADA FOR PREP®, TYBOST®, VEKLURY®, VEMLIDY®, VIREAD®, VOSEVI®, [removed: YESCARTA®] [added: YESCARTA®, YEZTUGO®/YEYTUO®] and ZYDELIG®.

In addition, any statements other than statements of historical fact are forward-looking statements, including statements regarding overall trends; operating cost, product sales and revenue trends; liquidity and capital needs; plans and expectations with respect to products, product candidates, corporate [removed: strategy,] [added: strategy and 2026 objectives,] business and operations, financial projections, strategic investments and the use of capital; expectations regarding the impact of the Inflation Reduction [added: Act and the One Big Beautiful Bill] Act, changes in U.S. regulatory policies, [removed: and] changes in U.S. trade policies, including [removed: tariffs;] [added: tariffs, and U.S. government shutdowns;] collaboration and licensing arrangements; patent protection and estimated loss of exclusivity for our products and product candidates; ongoing litigation and investigation matters; and other statements of expectations, beliefs, future plans and strategies, anticipated events or trends and similar expressions.*

Our actual results [added: or outcomes] may differ materially from those suggested by these forward-looking statements for various reasons, including those identified in Part I, Item 1A.

| [PART I](#ie82ac14a3d894566a7ab3f7cdeaafcb4_13) | | | | | | | | |

| [PART II](#ie82ac14a3d894566a7ab3f7cdeaafcb4_37) | | | | | | | | |

| [PART III](#ie82ac14a3d894566a7ab3f7cdeaafcb4_166) | | | | | | | | |

| [PART IV](#ie82ac14a3d894566a7ab3f7cdeaafcb4_184) | | | | | | | | |

| [SIGNATURES](#ie82ac14a3d894566a7ab3f7cdeaafcb4_196) | | | | | | [102](#ie82ac14a3d894566a7ab3f7cdeaafcb4_196) | | |

| [PART I](#i266b6b808b6246ad8175a1a1f2ac3b37_10) | | | | | | | | |

| [PART II](#i266b6b808b6246ad8175a1a1f2ac3b37_34) | | | | | | | | |

| [PART III](#i266b6b808b6246ad8175a1a1f2ac3b37_160) | | | | | | | | |

| [PART IV](#i266b6b808b6246ad8175a1a1f2ac3b37_178) | | | | | | | | |

| [SIGNATURES](#i266b6b808b6246ad8175a1a1f2ac3b37_190) | | | | | | [102](#i266b6b808b6246ad8175a1a1f2ac3b37_190) | | |

We manage material risks from cybersecurity threats through a cross-functional and layered approach that is designed to detect, identify, respond to, recover from and protect [removed: from] [added: against] cybersecurity [removed: incidents] [added: incidents,] and [added: which] is informed by industry recognized standards.

Additionally, we assess our cybersecurity [added: program’s] maturity annually and implement and maintain controls that are designed to evaluate and improve our cybersecurity program, such as vulnerability assessments and penetration tests, as needed.

We also [removed: execute] [added: maintain] employee cybersecurity training and awareness programs around various [removed: key] cybersecurity topics, including reporting incidents, phishing, ransomware, remote working, cloud security, privileged access and removable media.

We have a dedicated Information Security [removed: team responsible for] [added: team, whose duties include] managing and coordinating incident response efforts.

Our IRP processes are [removed: tested in annual] [added: regularly tested, including through] tabletop exercises [added: designed] to help identify strengths and areas for [removed: improvement.][added: improvement, and we update our IRP process as appropriate.]

Our vendor security assessment process evaluates key vendors and, where appropriate, assesses [removed: vendor’s] [added: vendor] controls for IT security, privacy, business continuity and other third-party risks.

[removed: However, since] [added: Since] the beginning of fiscal year [removed: 2024,] [added: 2025,] the company has not identified risks from known cybersecurity threats or incidents that have materially affected us or are reasonably likely to materially affect us.

Our Board of Directors has established an oversight structure for monitoring the effectiveness [removed: of] [added: of,] and risks related [removed: to] [added: to,] the cybersecurity program.

Our [added: CIO and] CISO, supported by a cross-functional team, [removed: has] [added: have] primary responsibility for assessing and managing our cybersecurity program and the related risks.

[removed: The] [added: Our] CISO has over 30 years of IT and cybersecurity experience in large biopharmaceutical, life sciences, financial and technology industries, including over ten years with the company, and is responsible for managing the security architecture, engineering, technology operations, monitoring, incident response, risk, governance, quality and compliance at the company.

The company’s Information Security [removed: function] [added: group, which reports to the CISO,] is comprised of teams that engage in a range of cybersecurity activities such as security operations, security engineering, data privacy controls, validation, compliance and audit readiness.

As noted above, the company’s IRP includes standard processes for escalating significant cybersecurity incidents to management, including the [added: CIO and] CISO.

The [removed: company’s incident response team also coordinates with] [added: company engages] external legal advisors, cybersecurity forensic firms, communication [removed: specialists,] [added: specialists] and other [removed: outside advisors and experts,] [added: third-party advisors,] as [removed: appropriate.][added: appropriate, to assist and advise on cybersecurity program review, cybersecurity program testing and incident response.]

We have an IRP designed to assist the company to prepare for and respond to cybersecurity incidents, and which also provides for escalation to management based on incident severity.

Our CIO has over 20 years of IT and cybersecurity experience in large biopharmaceutical and life sciences industries, having served in various roles of increasing leadership at a global biopharmaceutical company before joining the company in April 2025.

In her current role, the CIO is responsible for implementing enterprise-wide IT and AI strategies for the company.

We have an IRP to prepare for and respond to cybersecurity incidents.

Under the IRP, cybersecurity incidents are escalated based on a defined incident severity to management as appropriate.

Our corporate headquarters are located in Foster City, California, where we house [removed: our] administrative, [removed: manufacturing and] R&D [added: and manufacturing] activities.

[removed: We also have administrative facilities in Raleigh, North Carolina; Parsippany, New Jersey; and Washington, D.C., and we have] [added: -] R&D [removed: facilities in Oceanside and] [added: facilities: Oceanside, California;] Santa Monica, California; Frederick, Maryland; Philadelphia, [removed: Pennsylvania;] [added: Pennsylvania*;] Edmonton, Canada; Dublin, [removed: Ireland; and Cambridge] [added: Ireland*; Cambridge, United Kingdom*;] and Oxford, United [removed: Kingdom.][added: Kingdom*;]

[removed: Our principal manufacturing facilities are in] [added: - Manufacturing facilities:] El Segundo, [added: California*;] La Verne, [removed: Oceanside and] [added: California; Oceanside, California;] Santa Monica, California; Frederick, Maryland; Edmonton, Canada; Cork, [removed: Ireland] [added: Ireland*;] and Hoofddorp, [removed: Netherlands.][added: Netherlands*.]

For more information about our manufacturing facilities, see [added: the “Raw Materials and Manufacturing” section in] Item 1.

Our other significant owned and leased properties are in the following locations:

- Administrative facilities: Raleigh, North Carolina*; Parsippany, New Jersey*; Washington, D.C.*; and Cork, Ireland*;

Business.

_______________________________

* Leased property

Business “Raw Materials and Manufacturing*.*” Our global operations include offices in Europe, North America, Asia, South America, Africa, Australia and the Middle East.

As of February [removed: 21, 2025,] [added: 13, 2026,] we had approximately [removed: 1,339] [added: 1,305] stockholders of record of our common stock.

For the years ended December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] we paid quarterly dividends.

The following table provides certain information with respect to our equity compensation plans in effect as of December 31, [removed: 2024:][added: 2025:]

| 2022 Equity Incentive Plan | | | | | | [removed: 34.7] [added: 27.2] | | | | | | $ | [removed: 69.85] [added: 76.08] | | | | | [removed: 69.9] [added: 61.6] | | |

| Employee Stock Purchase Plan(2) | | | | | | [added: —] | | | | | | [added: $] | [added: —] | | | | | [removed: 23.8] [added: 21.8] | | |

| Total equity compensation plans approved by security holders | | | | | | [removed: 34.7] [added: 27.2] | | | | | | $ | [removed: 69.85] [added: 76.08] | | | | | [removed: 93.7] [added: 83.4] | | |

(1) Includes [removed: 23] [added: 18] million restricted stock units and performance share units.

[removed: ![Item 5] [added: ![TR25 5-Year Stock] Performance [removed: Graph_2024.jpg](https://www.sec.gov/Archives/edgar/data/882095/000088209525000006/gild-20241231_g1.jpg)][added: Graph Q4'25.jpg](https://www.sec.gov/Archives/edgar/data/882095/000088209526000006/gild-20251231_g1.jpg)]

(1) This section is not “soliciting material,” is not deemed “filed” with U.S. Securities and Exchange Commission and is not to be incorporated by reference in any of our filings under the Securities Act of 1933, as [removed: amended] [added: amended,] or the Securities Exchange Act of 1934, as amended, whether made before or after the date hereof and irrespective of any general incorporation language in any such filing.

(2) Shows the cumulative return on investment assuming an investment of $100 in our common stock, the NBI Index and the S&P 500 Index on December 31, [removed: 2019,] [added: 2020,] and assuming that all dividends were reinvested.

In the first quarter of 2020, our Board of Directors authorized a $5.0 billion stock repurchase program (“2020 Program”), [removed: with no fixed expiration.][added: under which we started repurchases in December 2022.]

[removed: Purchases under] [added: Both] the 2020 Program [added: and 2025 Program have no fixed expiration, and purchases under these programs] may be made in the open market or in privately negotiated transactions, but the [removed: program does] [added: programs do] not obligate us to repurchase any specific number of shares and may be amended, suspended or discontinued at any time.

The table below summarizes our stock repurchase activity for the three months ended December 31, [removed: 2024:][added: 2025:]

| Total | | | | | | 27.2 | | | | | | $ | 76.08 | | | | | 83.4 | | |

In the third quarter of 2025, our Board of Directors authorized a $6.0 billion stock repurchase program (“2025 Program”), which will commence upon the completion of the 2020 Program.

| October 1 - October 31, 2025 | | | | | | 1,235 | | | | | | $ | 117.15 | | | | | 1,194 | | | | | | $ | 6,892 | |

| November 1 - November 30, 2025 | | | | | | 402 | | | | | | $ | 121.26 | | | | | 362 | | | | | | $ | 6,848 | |

| December 1 - December 31, 2025 | | | | | | 818 | | | | | | $ | 121.20 | | | | | 381 | | | | | | $ | 6,802 | |

| Total(1) | | | | | | 2,456 | | | | | | $ | 119.17 | | | | | 1,936 | | | | | | | | |

| Total | | | | | | 34.7 | | | | | | $ | 69.85 | | | | | 93.7 | | |

We started repurchases under the 2020 Program in December 2022.

| October 1 - October 31, 2024 | | | | | | 509 | | | | | | $ | 86.22 | | | | | 468 | | | | | | $ | 3,034 | |

| November 1 - November 30, 2024 | | | | | | 386 | | | | | | $ | 91.54 | | | | | 334 | | | | | | $ | 3,003 | |

| December 1 - December 31, 2024 | | | | | | 3,444 | | | | | | $ | 92.38 | | | | | 3,023 | | | | | | $ | 2,724 | |

| Total(1) | | | | | | 4,339 | | | | | | $ | 91.58 | | | | | 3,825 | | | | | | | | |

Years Ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022][added: 2023]

| [Report of Independent Registered Public Accounting Firm (PCAOB [removed: ID:](#i266b6b808b6246ad8175a1a1f2ac3b37_67) 42[)](#i266b6b808b6246ad8175a1a1f2ac3b37_67)] [added: ID:](#ie82ac14a3d894566a7ab3f7cdeaafcb4_70) 42[)](#ie82ac14a3d894566a7ab3f7cdeaafcb4_70)] | | | | | | [removed: [51](#i266b6b808b6246ad8175a1a1f2ac3b37_67)] [added: [51](#ie82ac14a3d894566a7ab3f7cdeaafcb4_70)] | | |

| [Audited Consolidated Financial [removed: Statements:](#i266b6b808b6246ad8175a1a1f2ac3b37_70)] [added: Statements:](#ie82ac14a3d894566a7ab3f7cdeaafcb4_73)] | | | | | | | | |

| [Consolidated Balance [removed: Sheets](#i266b6b808b6246ad8175a1a1f2ac3b37_73)] [added: Sheets](#ie82ac14a3d894566a7ab3f7cdeaafcb4_76)] | | | | | | [removed: [53](#i266b6b808b6246ad8175a1a1f2ac3b37_73)] [added: [53](#ie82ac14a3d894566a7ab3f7cdeaafcb4_76)] | | |

| [Consolidated Statements of Comprehensive [removed: Income](#i266b6b808b6246ad8175a1a1f2ac3b37_79)] [added: Income](#ie82ac14a3d894566a7ab3f7cdeaafcb4_82)] | | | | | | [removed: [55](#i266b6b808b6246ad8175a1a1f2ac3b37_79)] [added: [55](#ie82ac14a3d894566a7ab3f7cdeaafcb4_82)] | | |

| [Consolidated Statements of Stockholders’ [removed: Equity](#i266b6b808b6246ad8175a1a1f2ac3b37_82)] [added: Equity](#ie82ac14a3d894566a7ab3f7cdeaafcb4_85)] | | | | | | [removed: [56](#i266b6b808b6246ad8175a1a1f2ac3b37_82)] [added: [56](#ie82ac14a3d894566a7ab3f7cdeaafcb4_85)] | | |

| [Consolidated Statements of Cash [removed: Flows](#i266b6b808b6246ad8175a1a1f2ac3b37_85)] [added: Flows](#ie82ac14a3d894566a7ab3f7cdeaafcb4_88)] | | | | | | [removed: [57](#i266b6b808b6246ad8175a1a1f2ac3b37_85)] [added: [57](#ie82ac14a3d894566a7ab3f7cdeaafcb4_88)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i266b6b808b6246ad8175a1a1f2ac3b37_88)] [added: Statements](#ie82ac14a3d894566a7ab3f7cdeaafcb4_91)] | | | | | | [removed: [58](#i266b6b808b6246ad8175a1a1f2ac3b37_88)] [added: [58](#ie82ac14a3d894566a7ab3f7cdeaafcb4_91)] | | |

We have audited the accompanying consolidated balance sheets of Gilead Sciences, Inc. (the Company) as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of operations, comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended December 31, [removed: 2024,] [added: 2025,] and the related notes (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2024,] [added: 2025,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February [removed: 28, 2025] [added: 24, 2026] expressed an unqualified opinion thereon.

Critical Audit [removed: Matters][added: Matter]

The critical audit [removed: matters] [added: matter] communicated below [removed: are matters] [added: is a matter] arising from the current period audit of the financial statements that [removed: were] [added: was] communicated or required to be communicated to the audit committee and that: (1) [removed: relate] [added: 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 [added: the] critical audit [removed: matters] [added: 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 [removed: matters] [added: matter] below, providing [added: a] separate [removed: opinions] [added: opinion] on the critical audit [removed: matters] [added: matter] or on the accounts or disclosures to which [removed: they relate.][added: it relates.]

| [added: In-process research and development impairments] | | | | | | [removed: Valuation of in-process research and development intangible asset] [added: 590] | | | [added: | | | 4,180 | | | | | | 50 | | |]

| | | | | | | December [removed: 31,] [added: 31, 2025] | | | | | | | | | [added: | | | | | | | | | | | |]

| (in millions, except per share amounts) | | | | | | [added: 2025 | | | | | |] 2024 | | | | | | 2023 | | |

| Cash and cash equivalents | | | | | | $ | [removed: 9,991] [added: 7,564] | | | | | $ | [removed: 6,085] [added: 9,991] | |

| Short-term marketable debt securities | | | | | | [removed: —] [added: 68] | | | | | | [removed: 1,179] [added: —] | | |

| Accounts receivable, net | | | | | | [removed: 4,420] [added: 4,913] | | | | | | [removed: 4,660] [added: 4,420] | | |

| Inventories | | | | | | [removed: 1,710] [added: 1,774] | | | | | | [removed: 1,787] [added: 1,710] | | |

| Prepaid and other current assets | | | | | | [removed: 3,052] [added: 4,024] | | | | | | [removed: 2,374] [added: 3,052] | | |

| Total current assets | | | | | | [removed: 19,173] [added: 18,342] | | | | | | [removed: 16,085] [added: 19,173] | | |

| Property, plant and equipment, net | | | | | | [removed: 5,414] [added: 5,606] | | | | | | [removed: 5,317] [added: 5,414] | | |

| Long-term marketable debt securities | | | | | | [removed: —] [added: 2,974] | | | | | | [removed: 1,163] [added: —] | | |

| Intangible assets, net | | | | | | [removed: 19,948] [added: 16,978] | | | | | | [removed: 26,454] [added: 19,948] | | |

| Other long-term assets | | | | | | [removed: 6,146] [added: 4,845] | | | | | | [removed: 4,792] [added: 3,769] | | |

| Total assets | | | | | | $ | [removed: 58,995] [added: 59,023] | | | | | $ | [removed: 62,125] [added: 58,995] | |

| Accounts payable | | | | | | $ | [removed: 833] [added: 715] | | | | | $ | [removed: 550] [added: 833] | |

| Accrued rebates | | | | | | [removed: 3,892] [added: 4,337] | | | | | | [removed: 3,802] [added: 3,892] | | |

| Current portion of long-term [removed: debt and other obligations,] [added: debt,] net | | | | | | [removed: 1,815] [added: 2,807] | | | | | | [removed: 1,798] [added: 1,815] | | |

| Other current liabilities | | | | | | [removed: 5,464] [added: 3,953] | | | | | | [removed: 5,130] [added: 5,464] | | |

| Total current liabilities | | | | | | [removed: 12,004] [added: 11,813] | | | | | | [removed: 11,280] [added: 12,004] | | |

| Long-term debt, net | | | | | | [removed: 24,896] [added: 22,129] | | | | | | [removed: 23,189] [added: 24,896] | | |

| Long-term income taxes payable | | | | | | [removed: 830] [added: 896] | | | | | | [removed: 2,039] [added: 830] | | |

| Deferred tax [removed: liability] [added: liabilities] | | | | | | [removed: 724] [added: 402] | | | | | | [removed: 1,588] [added: 724] | | |

| Other long-term [removed: obligations] [added: liabilities] | | | | | | [removed: 1,295] [added: 1,165] | | | | | | [removed: 1,280] [added: 1,295] | | |

| Commitments and contingencies (Note [removed: 13)] [added: 12)] | | | | | | | | | | | | | | |

| Common stock, par value $0.001 per share; 5,600 authorized; [added: 1,241 and] 1,246 shares issued and [removed: outstanding] [added: outstanding, respectively] | | | | | | 1 | | | | | | 1 | | |

| Additional paid-in capital | | | | | | [removed: 7,700] [added: 8,932] | | | | | | [removed: 6,500] [added: 7,700] | | |

| [Consolidated Statements of Operations](#ie82ac14a3d894566a7ab3f7cdeaafcb4_79) | | | | | | [54](#ie82ac14a3d894566a7ab3f7cdeaafcb4_79) | | |

February 24, 2026

| (in millions, except per share amounts) | | | | | | 2025 | | | | | | 2024 | | |

| Deferred tax assets | | | | | | 1,964 | | | | | | 2,378 | | |

| Net income | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 8,510 | | | | | | — | | | | | | 8,510 | | |

| Balance as of December 31, 2025 | | | | | | 1,241 | | | | | | $ | 1 | | | | | $ | 8,932 | | | | | $ | 39 | | | | | $ | 13,730 | | | | | $ | (84) | | | | | $ | 22,618 | |

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

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

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

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.

| Internal-use software | | | | | | 3-9 | | |

(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.

| (in millions) | | | | | | 2025 | | | | | | 2024 | | |

(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.

| | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| (in millions) | | | | | | 2025 | | | | | | 2024 | | | | | | 2023 | | | | | |

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

(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.

| (in millions) | | | | | | 2025 | | | | | | 2024 | | |

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

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.

| 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 | |

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

| Money market funds | | | | | | $ | 6,150 | | | | | $ | 8,502 | |

| 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) | | | | | | 183 | | | | | | 53 | | |

| [Consolidated Statements of](#i266b6b808b6246ad8175a1a1f2ac3b37_76) [Oper](#i266b6b808b6246ad8175a1a1f2ac3b37_76)[ations](#i266b6b808b6246ad8175a1a1f2ac3b37_76) | | | | | | [54](#i266b6b808b6246ad8175a1a1f2ac3b37_76) | | |

| *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. | | |

February 28, 2025

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Balance as of December 31, 2021 | | | | | | 1,254 | | | | | | $ | 1 | | | | | $ | 4,661 | | | | | $ | 83 | | | | | $ | 16,324 | | | | | $ | (5) | | | | | $ | 21,064 | |

| Net income (loss) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 4,592 | | | | | | (26) | | | | | | 4,566 | | |

| Capital expenditures | | | | | | (523) | | | | | | (585) | | | | | | (728) | | |

| Other | | | | | | (281) | | | | | | (279) | | | | | | (173) | | |

| Supplemental disclosure of cash flow information: | | | | | | | | | | | | | | | | | | | | |

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

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

| Office, computer equipment and other | | | | | | 3-15 | | |

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.

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.

Collaborations and Other Arrangements for additional information.

| Certificates of deposit | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 45 | | | | | | — | | | | | | 45 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

(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.

| | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

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

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.

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

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | December 31, 2023 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| U.S. government agencies securities | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 127 | | | | | | — | | | | | | — | | | | | | 127 | | |

| Non-U.S. government securities | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 10 | | | | | | — | | | | | | — | | | | | | 10 | | |

| Certificates of deposit | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 45 | | | | | | — | | | | | | — | | | | | | 45 | | |

| Total | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | $ | 2,430 | | | | | $ | 5 | | | | | $ | (10) | | | | | $ | 2,426 | |

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 | | |

We have audited Gilead Sciences, Inc.’s internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, Gilead Sciences, Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2024,] [added: 2025,] based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] the related consolidated statements of operations, comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended December 31, [removed: 2024,] [added: 2025,] and the related notes and our report dated February [removed: 28, 2025] [added: 24, 2026] expressed an unqualified opinion thereon.

February 24, 2026

February 28, 2025

An evaluation as of December 31, [removed: 2024] [added: 2025] was carried out under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our “disclosure controls and procedures,” which are defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as controls and other procedures of a company that are designed to ensure that the information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to the company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of December 31, [removed: 2024.][added: 2025.]

Based on our evaluation, we concluded that our internal control over financial reporting was effective as of December 31, [removed: 2024.][added: 2025.]

Our independent registered public accounting firm, Ernst & Young LLP, has audited our Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K and [removed: have] [added: has] issued a report on our internal control over financial reporting as of December 31, [removed: 2024.][added: 2025.]

Our management, including our Chief Executive Officer and Chief Financial Officer, has evaluated any changes in our internal control over financial reporting during the quarter ended December 31, [removed: 2024,] [added: 2025,] to identify any change that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

[removed: In August 2023, we began deploying] [added: We have an ongoing deployment of] a new enterprise resource planning system (“ERP”) as well as other related systems.

None of our directors or officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the quarter ended December 31, [removed: 2024,] [added: 2025,] as such terms are defined under Item 408(a) of Regulation S-K.

[removed: The] [added: Except as provided below, the] information required by this Item [removed: concerning our directors and executive officers] is incorporated by reference to the sections of our Definitive Proxy Statement to be filed with the Securities and Exchange Commission pursuant to Regulation 14A in connection with our [removed: 2025] [added: 2026] Annual Meeting of Stockholders (the “Proxy Statement”) under the headings “The Gilead Board of Directors - Nominees,” “Committees of Our Board of Directors,” “Executive Officers,” and, if applicable, “Delinquent Section 16(a) Reports.”

| [Report of Independent Registered Public Accounting Firm (PCAOB ID: [removed: 42)](#i266b6b808b6246ad8175a1a1f2ac3b37_67)] [added: 42)](#ie82ac14a3d894566a7ab3f7cdeaafcb4_70)] | | | [removed: [51](#i266b6b808b6246ad8175a1a1f2ac3b37_67)] [added: [51](#ie82ac14a3d894566a7ab3f7cdeaafcb4_70)] | | |

| [Audited Consolidated Financial [removed: Statements:](#i266b6b808b6246ad8175a1a1f2ac3b37_70)] [added: Statements:](#ie82ac14a3d894566a7ab3f7cdeaafcb4_73)] | | | | | |

| [Consolidated Balance [removed: Sheets](#i266b6b808b6246ad8175a1a1f2ac3b37_73)] [added: Sheets](#ie82ac14a3d894566a7ab3f7cdeaafcb4_76)] | | | [removed: [53](#i266b6b808b6246ad8175a1a1f2ac3b37_73)] [added: [53](#ie82ac14a3d894566a7ab3f7cdeaafcb4_76)] | | |

| [Consolidated Statements of [removed: Operations](#i266b6b808b6246ad8175a1a1f2ac3b37_76)] [added: Operations](#ie82ac14a3d894566a7ab3f7cdeaafcb4_79)] | | | [removed: [54](#i266b6b808b6246ad8175a1a1f2ac3b37_76)] [added: [54](#ie82ac14a3d894566a7ab3f7cdeaafcb4_79)] | | |

| [Consolidated Statements of Comprehensive [removed: Income](#i266b6b808b6246ad8175a1a1f2ac3b37_79)] [added: Income](#ie82ac14a3d894566a7ab3f7cdeaafcb4_82)] | | | [removed: [55](#i266b6b808b6246ad8175a1a1f2ac3b37_79)] [added: [55](#ie82ac14a3d894566a7ab3f7cdeaafcb4_82)] | | |

| [Consolidated Statements of Stockholders’ [removed: Equity](#i266b6b808b6246ad8175a1a1f2ac3b37_82)] [added: Equity](#ie82ac14a3d894566a7ab3f7cdeaafcb4_85)] | | | [removed: [56](#i266b6b808b6246ad8175a1a1f2ac3b37_82)] [added: [56](#ie82ac14a3d894566a7ab3f7cdeaafcb4_85)] | | |

| [Consolidated Statements of Cash [removed: Flows](#i266b6b808b6246ad8175a1a1f2ac3b37_85)] [added: Flows](#ie82ac14a3d894566a7ab3f7cdeaafcb4_88)] | | | [removed: [57](#i266b6b808b6246ad8175a1a1f2ac3b37_85)] [added: [57](#ie82ac14a3d894566a7ab3f7cdeaafcb4_88)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i266b6b808b6246ad8175a1a1f2ac3b37_88)] [added: Statements](#ie82ac14a3d894566a7ab3f7cdeaafcb4_91)] | | | [removed: [58](#i266b6b808b6246ad8175a1a1f2ac3b37_88)] [added: [58](#ie82ac14a3d894566a7ab3f7cdeaafcb4_91)] | | |

| (3) | | | 3.2 | | | | | | | | | [Amended and Restated Bylaws of [removed: Registrant](https://www.sec.gov/Archives/edgar/data/882095/000110465923011167/tm235492d1_ex3-1.htm)] [added: Registrant](https://www.sec.gov/Archives/edgar/data/882095/000088209525000022/gildex31amendedandrestated.htm)] | | |

| (7) | | | 4.6 | | | | | | | | | [Fourth Supplemental Indenture related to Senior Notes, dated as of November 17, 2014, between Registrant and Wells Fargo, National Association, as Trustee (including Form of [removed: 2025 Note and Form of] 2045 Note)](https://www.sec.gov/Archives/edgar/data/882095/000119312514415184/d821656dex41.htm) | | |

| (44) | | | 4.11 | | | | | | | | | [Tenth Supplemental Indenture, dated as of November 20, 2024, between the Company and Computershare Trust Company, National Association, as successor to Wells Fargo Bank, National Association, as Trustee (including Form of 2029 Note, Form of 2035 Note, Form of 2054 Note and Form 2064 [removed: Note](https://www.sec.gov/Archives/edgar/data/882095/000110465924121025/tm2426602d4_ex4-2.htm)[)](https://www.sec.gov/Archives/edgar/data/882095/000110465924121025/tm2426602d4_ex4-2.htm)] [added: Note)](https://www.sec.gov/Archives/edgar/data/882095/000110465924121025/tm2426602d4_ex4-2.htm)] | | |

| (42) | | | 10.12* | | | | | | | | | [Form of global employee stock option agreement under 2022 Equity Incentive Plan (4 year vest) (for certain grants [removed: commencing] [added: made] in 2024)](https://www.sec.gov/Archives/edgar/data/0000882095/000088209524000013/gildq12024ex10122024employ.htm) | | |

| (24) | | | [removed: 10.13*] [added: 10.14*] | | | | | | | | | [Form of non-employee director stock option agreement under 2004 Equity Incentive Plan (for grants made in 2014 through 2018)](https://www.sec.gov/Archives/edgar/data/882095/000088209514000038/ex1045-stockoptionagreement.htm) | | |

| (17) | | | [removed: 10.14*] [added: 10.15*] | | | | | | | | | [Form of non-employee director stock option agreement under 2004 Equity Incentive Plan (for grants made in 2019)](https://www.sec.gov/Archives/edgar/data/882095/000088209519000020/gildq22019ex109.htm) | | |

| (25) | | | [removed: 10.15*] [added: 10.16*] | | | | | | | | | [Form of non-employee director stock option agreement under 2004 Equity Incentive Plan (for grants made in 2020 and 2021)](https://www.sec.gov/Archives/edgar/data/882095/000088209520000019/gildq22020ex10262020no.htm) | | |