AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Policy quality-scores-2: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 6/6 · 18/10/2026
Moat56
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
structural advantage · 3/4 · Marketed product rights, the clinical-development barrier faced by innovators and substantial sales of newer medicines demonstrate a current intangible-asset advantage. They do not establish exceptional comparative superiority.
durability · 2/4 · Growth products and further approvals demonstrate replenishment, while legacy erosion and active patent challenges show that protection is finite. Missing patent-expiry coverage prevents a strong long-term durability conclusion.
customer dependency · 2/4 · Higher demand for multiple marketed treatments indicates continued clinical use indirectly. The passages do not demonstrate patient-level switching friction or dependence, and generic erosion shows substitution after protection weakens.
erosion resilience · 2/4 · The growing portfolio offset much of the legacy decline in 2025, demonstrating partial resilience. Realized pricing pressure and weaker cash receipts show that replenishment has not insulated the economics.
Pricing power31
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
realized pricing · 1/4 · U.S. average net selling prices fell 4% in 2025, gross-to-net deductions increased, and the Eliquis list-price reduction weakened 2026 receipts. Higher net prices for Zeposia and Sotyktu demonstrate pockets of pricing strength but do not overcome the broader adverse evidence.
retention · 2/4 · Demand-led Opdualag and Camzyos growth supports continued use indirectly, rather than a measured retention rate. Generic substitution and reduced reimbursed populations constrain persistence across the portfolio.
margin resilience · 1/4 · Realized pricing and reimbursement pressure has harmed results, cash flow and flexibility. Productivity savings provide a partial offset, but the passages do not demonstrate sustained protection of operating margins.
contractual freedom · 1/4 · Government price-setting authority and realized reimbursement restrictions materially limit pricing discretion. The disclosed agreement provides conditional relief from future U.S. mandates, while foreign mandates remain applicable; it does not establish unrestricted pricing freedom.
Predictability81
Five consecutive annual periods. Equal weights: nondeclining revenue frequency; revenue-growth volatility (5–40pp); positive FCF frequency; FCF-margin volatility (3–20pp). Stability indicator, not a growth forecast.
- Nondeclining revenue years (%)
- 25.00
- Revenue growth volatility (pp)
- 3.74
- Positive FCF years (%)
- 100.00
- FCF margin volatility (pp)
- 2.42
Financial strength47
Equal-weight grades: debt/FCF (1–8x), net debt/earnings before interest and tax (0–5x), interest service (1–12x), current ratio (0.75–2x). Earnings use reported operating income, or reported pretax profit plus reported interest expense when operating income is unavailable. Interest service uses earnings/interest expense; if unavailable, it uses reported operating cash flow/cash interest paid, without relabeling cash paid as accrued expense. Nonpositive cash flow/earnings score 0 for their service component; reported zero interest with a positive numerator scores 100. Net cash scores 100 for net leverage. Missing disclosures remain unavailable. General nonfinancial-company rubric, not a credit rating; exceptional and nonoperating gains are not normalized out. IFRS finance-cost and cash-flow classifications retain their reported scope.
- debtFcfGrade
- 64.11
- netDebtEbitGrade
- 37.78
- interestCoverageGrade
- 44.84
- currentRatioGrade
- 40.41
- Debt / FCF (x)
- 3.51
- Net debt / operating income (x)
- 3.11
- Current ratio (x)
- 1.26
Capital allocation58
Three-year equal-weight indicators: pretax return on average invested capital (0–25%; equity + debt − cash, each year and its prior year), share-count growth (0–5%, lower better), share-based cost/revenue (2–20%, lower better), consolidated FCF/net income (0–1x). Return uses reported operating income or, if unavailable, EBIT calculated from reported pretax profit plus reported interest expense; exceptional/nonoperating gains are not normalized out. Share-based cost uses the reported cash-flow add-back or, if absent, separately reported recognized compensation expense; the latter never becomes an FCF adjustment. Nonpositive net income scores 0 for cash conversion; absent income/FCF stays unavailable. Nonpositive invested capital has no defined return and remains unavailable. Does not establish acquisition quality or buyback timing.
- 3-year pre-tax operating return (%)
- 8.45
- 3-year average dilution (%)
- -1.52
- 3-year average SBC / revenue (%)
- 1.12
- cashConversionGrade
- 0.00
Management50
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
capital discipline · 2/4 · 2025 cash generation and debt repayment, followed by further 2026 repayments, support financial discipline. First-half 2026 operating cash flow covered capital expenditure and dividends, but declined; impairments and substantial collaboration commitments leave investment returns mixed and incompletely demonstrated.
incentive alignment · 2/4 · Disclosed multi-year performance metrics, share-retention practices and buyback neutralization support alignment. Granted MSUs can satisfy their market condition at 80% of the grant-date price including dividends, or through the specified relative-return alternative, weakening downside alignment. Actual executive holdings and realized payouts are missing.
execution · 2/4 · Growth-product sales, demand expansion and a completed indication approval demonstrate commercial and regulatory execution. Clinical failure and impairments make the overall record mixed. Accepted applications and interim trial results are progress, not completed approvals or proven commercial returns.
governance · 2/4 · Independent committees, regular independent-director sessions and disclosed compensation safeguards establish substantive governance practices. Combined Chair and CEO roles concentrate leadership, and the passages do not establish exceptional oversight effectiveness.
Evidence
and in the EU, the regulatory approval process exempts generics from costly and time-consuming clinical studies to demonstrate their safety and efficacy, allowing generic manufacturers to rely on the safety and efficacy of the innovator product.
Competition: generic exemption from costly clinical studies · Filed 11/02/2026
9 Note 4. ACQUISITIONS, DIVESTITURES, LICENSING AND OTHER ARRANGEMENTS Acquisitions 2seventy bio On May 13, 2025, BMS completed the acquisition of 2seventy bio, which provided BMS with full U.S.
Note 4: completed acquisition providing full U.S. product rights · Filed 30/07/2026
rights to Abecma, a cell therapy for the treatment of adult patients with relapsed or refractory multiple myeloma.
Note 4: Abecma marketed treatment and rights · Filed 30/07/2026
Delivering Sustainable Growth & Innovation $48.2B Total Revenues in 2025 Strong Commercial Performance $26.4B $21.8B Growth Portfolio* net sales compared to $22.6B in 2024 Legacy Portfolio** net sales compared to $25.7B in 2024 $3.46 $6.15 GAAP diluted EPS† Non-GAAP diluted EPS† (>200%) versus 2024 Pipeline Progress Continued Pipeline Progress 18 25+ Approvals in the U.S., E.U., JP & CN Early-stage assets In 2025, Completed Key Business Development Including: •Acquisition of Orbital Therapeutics •Global Strategic Collaboration Agreement with BioNTech Balanced Capital Allocation Strategy $14.2B 3.3% cash flow from operating activities quarterly dividend increase for 2025 $10.9B 16th debt repayment consecutive year of annual increase * Growth Portfolio includes Opdivo® (nivolumab), Opdivo QvantigTM (nivolumab and hyaluronidase-nvhy), Orencia® (abatacept), Yervoy® (ipilimumab), Reblozyl® (luspatercept-aamt), Breyanzi® (lisocabtagene maraleucel), Opdualag® (nivolumab and relatlimab-rmbw), Camzyos® (mavacamten), Zeposia® (ozanimod), Abecma® (idecabtagene vicleucel), Sotyktu® (deucravacitinib), Krazati®, CobenfyTM (xanomeline and trospium chloride), and other growth products, including AugtyroTM (repotrectinib), Onureg® (azacitidine), Inrebic® (fedratinib), Empliciti® (elotuzumab), and Nulojix® (belatacept), and royalty revenue.
2025 operating achievements: portfolio sales, approvals, cash generation and debt repayment · Filed 25/03/2026
•Opdualag revenues increased 23% during the second quarter of 2026 and 20% year-to-date, primarily due to higher demand and foreign exchange impacts of 1% in both periods.
Product revenues: demand-led Opdualag growth · Filed 30/07/2026
•Camzyos revenues increased 60% during the second quarter of 2026 and 74% year-to-date, primarily due to higher demand and foreign exchange impacts of 1% and 2%, respectively.
Product revenues: demand-led Camzyos growth · Filed 30/07/2026
28 Significant Product and Pipeline Approvals The following is a summary of the significant approvals received in 2026 as of July 30, 2026: Product Date Approval Opdivo June 2026 EC approval of Opdivo in combination with doxorubicin, vinblastine and dacarbazine (AVD), for the treatment of adult and pediatric patients 12 years and older with previously untreated, Stage III or IV cHL.
Significant approvals: June 2026 Opdivo indication approval · Filed 30/07/2026
United States •U.S. revenues decreased 2% in 2025 reflecting higher demand across the Growth Portfolio and for Eliquis, partially offset by the impact of generics on Revlimid, Sprycel and Abraxane.
2025 U.S. revenues: higher demand and realized generic erosion · Filed 11/02/2026
Average net selling prices decreased by 4% in 2025 compared to 2024.
2025 U.S. revenues: average net selling-price decline · Filed 11/02/2026
The activities and ending reserve balances for each significant category of GTN adjustments were as follows: Dollars in millions Charge-Backs and Cash Discounts Medicaid and Medicare Rebates Other Rebates, Returns, Discounts and Adjustments Total Balance at January 1, 2025 $ 900 $ 5,385 $ 3,636 $ 9,921 Provision related to sales made in: Current period 14,069 18,351 9,394 41,814 Prior period (2) (342) (141) (485) Payments and returns (13,251) (18,752) (8,951) (40,954) Foreign currency translation and other 4 — 264 268 Balance at December 31, 2025 $ 1,720 $ 4,643 $ 4,202 $ 10,565 46 The reconciliation of gross product sales to net product sales by each significant category of GTN adjustments was as follows: Year Ended December 31, Dollars in millions 2025 2024 % Change Gross product sales $ 88,085 $ 83,671 5 % GTN Adjustments Charge-backs and cash discounts (14,067) (11,510) 22 % Medicaid and Medicare rebates (18,010) (16,551) 9 % Other rebates, returns, discounts and adjustments (9,253) (8,832) 5 % Total GTN Adjustments (41,329) (36,893) 12 % Net product sales $ 46,756 $ 46,778 — % GTN adjustments percentage 47 % 44 % 3 % U.S.
Gross-to-net reconciliation: rebates, discounts and net sales · Filed 11/02/2026
In May and June 2026, BMS received Notice Letters from Aurobindo Pharma Ltd.
Intellectual property: Camzyos notice letter from Aurobindo Pharma Ltd. · Filed 30/07/2026
("Aurobindo"), Zenara Pharma Pvt. Ltd.
Intellectual property: Camzyos challenger Zenara Pharma Pvt. Ltd. · Filed 30/07/2026
Reddy's Laboratories Limited ("DRL"), Annora Pharma Private Limited ("Annora"), Apotex Inc.
Intellectual property: Camzyos challenger Apotex Inc. · Filed 30/07/2026
Ltd. ("MSN") notifying BMS that each had filed an ANDA containing a paragraph IV certification seeking approval to market a generic mavacamten product in the U.S.
Intellectual property: challengers' generic mavacamten ANDA filings · Filed 30/07/2026
before the expiration of certain BMS patents.
Intellectual property: attempted entry before BMS patent expiration · Filed 30/07/2026
These pressures have resulted in lower prices, lower reimbursement rates and smaller populations for whom payers will reimburse, which have negatively impacted, and may continue to negatively impact our results of operations (including intangible asset impairment charges), operating cash flow, liquidity and financial flexibility.
Governmental actions: realized pricing, reimbursement and financial pressure · Filed 30/07/2026
Cash Flows The following is a discussion of cash flow activities: Six Months Ended June 30, Dollars in millions 2026 2025 Cash flow provided by/(used in): Operating activities $ 4,497 $ 5,871 Investing activities (1,745) (972) Financing activities (4,190) (2,829) Operating Activities The $1.4 billion decrease in cash provided by operating activities compared to 2025 was driven by lower net customer receipts, primarily due to a list price reduction for Eliquis, partially offset by lower expenses due to the ongoing strategic productivity initiative.
Operating cash flows: Eliquis list-price reduction and productivity savings · Filed 30/07/2026
BMS remains blinded to study data. Schizophrenia April 2025 Announced that the Phase III ARISE trial evaluating Cobenfy as an adjunctive treatment to atypical antipsychotics in adults with schizophrenia did not meet the threshold for statistical significance for the primary endpoint.
Clinical development: Cobenfy adjunctive trial missed primary endpoint · Filed 11/02/2026
Research and Development Research and development expense increased by $379 million in the second quarter of 2026 and $771 million year-to-date, primarily due to higher IPRD impairment charges and the purchase of a priority review voucher, partially offset by cost savings from the Company's ongoing strategic productivity initiative in 2026.
R&D expenses: higher impairment charges, voucher purchase and cost savings · Filed 30/07/2026
Our IO products, particularly Opdivo, operate in a highly competitive marketplace.
Competition: highly competitive Opdivo marketplace · Filed 11/02/2026
•Zeposia revenues increased 12% during the second quarter of 2026 and year-to-date, primarily due to higher average net selling prices, higher demand, and foreign exchange impacts of 1% and 2%, respectively.
Product revenues: higher Zeposia average net selling prices and demand · Filed 30/07/2026
•Sotyktu revenues increased 23% during the second quarter of 2026 and 24% year-to-date, primarily due to higher average net selling prices, higher demand, and foreign exchange impacts of 1% and 2%, respectively.
Product revenues: higher Sotyktu average net selling prices and demand · Filed 30/07/2026
Under the IRA, the HHS can effectively set prices for units of certain single-source drugs and biologics reimbursed under Medicare Part B, Medicare Advantage and Part D.
Pricing constraints: HHS authority over selected Medicare drug prices · Filed 11/02/2026
tariff relief until January 2029, including for recently imposed tariffs relating to patented pharmaceuticals and associated pharmaceutical ingredients pursuant to the Presidential Proclamation dated April 2, 2026, and will not be subject to future pricing mandates in the U.S.
Government Agreement: time-limited tariff relief and future U.S. pricing-mandate exemption · Filed 30/07/2026
while the agreement remains in effect.
Government Agreement: exemption applies while agreement remains effective · Filed 30/07/2026
In addition, we remain subject to any current or future pricing mandates implemented outside of the U.S.
Government Agreement: continuing exposure to pricing mandates outside the U.S. · Filed 30/07/2026
4 BRISTOL-MYERS SQUIBB COMPANY CONSOLIDATED STATEMENTS OF CASH FLOWS Dollars in millions (UNAUDITED) Six Months Ended June 30, 2026 2025 Cash Flows From Operating Activities: Net earnings/(loss) $ 5,994 $ 3,775 Adjustments to reconcile net earnings/(loss) to net cash provided by operating activities: Depreciation and amortization, net 1,188 2,023 Deferred income taxes (34) (214) Stock-based compensation 281 281 Impairment charges 834 318 Divestiture gains and royalties (176) (585) Acquired IPRD 94 1,695 Equity investment (gains)/losses, net (248) 100 Contingent consideration fair value adjustments — 336 Other adjustments 22 (2) Changes in operating assets and liabilities: Receivables 504 (469) Inventories (22) (165) Accounts payable 380 (72) Rebates and discounts (3,135) 254 Income taxes payable (335) (567) Other (850) (837) Net cash provided by operating activities 4,497 5,871 Cash Flows From Investing Activities: Sale and maturities of marketable debt securities 964 744 Purchase of marketable debt securities (2,851) (1,257) Proceeds from sales of equity investments 429 12 Capital expenditures (652) (621) Divestiture and other proceeds 521 513 Acquisition and other payments, net of cash acquired (156) (363) Net cash provided by/(used in) investing activities (1,745) (972) Cash Flows From Financing Activities: Other short-term financing obligations, net 191 426 Repayments of long-term debt (1,720) (643) Dividends (2,570) (2,520) Stock option proceeds and other, net (91) (92) Net cash provided by/(used in) financing activities (4,190) (2,829) Effect of exchange rates on cash, cash equivalents and restricted cash (58) 194 Increase/(decrease) in cash, cash equivalents and restricted cash (1,496) 2,264 Cash, cash equivalents and restricted cash at beginning of period 10,218 10,347 Cash, cash equivalents and restricted cash at end of period $ 8,722 $ 12,611 The accompanying notes are an integral part of these consolidated financial statements.
First-half 2026 cash-flow statement: cash generation, investment, dividends, debt repayment and impairments · Filed 30/07/2026
BioNTech will also receive $2.0 billion in aggregate of anniversary payments, which will be payable beginning in the third quarter of 2026 through 2028, provided that there is no prior termination of the agreement by BMS, and up to $7.6 billion of contingent development, regulatory and sales-based milestones.
BioNTech collaboration: anniversary payments and contingent milestone commitments · Filed 30/07/2026
Growth Portfolio Revenue •Foundation of long-term sustainable growth and competitive superiority •Increases focus on strategic priority of revenue renewal Pipeline Near-Term Value Each designed to: •Drive improved decision-making and operational rigor •Ensure alignment with company’s portfolio Long-Term Growth Potential Qualitative Overlay Sustainability & Social Impact Scorecard •Aligned to our externally-stated commitments on sustainability and social impact Long-Term Incentive (Delivered in shares) Performance Share Units •Reward the achievement of financial goals and further align executive compensation with the interests of our shareholders — Non-GAAP Operating Income (25%), Growth Portfolio Revenue (40%), and relative Total Shareholder Return CAGR (35%), each measured over an applicable three-year performance period.
Compensation discussion: three-year performance-share metrics and weights · Filed 25/03/2026
For the 2025 and 2024 MSUs, the number of shares issued upon vesting is based on a specified payout factor requiring that the market price per share at a specified measurement date plus the value of accumulated dividends during the performance period be at least 80% of the grant-date share price (market condition) or the relative total shareholder return percentile rank versus our peers be equal to or greater than the 50th percentile (market condition).
Stock compensation: market conditions for granted 2025 and 2024 MSUs · Filed 11/02/2026
What We Do: What We Do Not Do: ü 100% performance-based annual and long-term incentives X Provide guaranteed incentives ü Caps on the payouts under our annual and long-term incentive award programs X Allow speculative and hedging transactions ü Robust share ownership and share retention guidelines X Allow pledging shares and holding them in a margin account ü Neutralize share buyback impact on share-denominated compensation metrics X Create the potential for windfall gains ü Robust recoupment and clawback policies X Enter into employment contracts ü Proactive shareholder engagement X Re-price or backdate of equity awards ü “Double trigger” change-in-control compensation arrangements X Provide unusual or excessive perquisites Management Accountability & Compensation Recoupment BMS employs a number of long-standing compensation best practices, which are designed to engage our employees and align pay to the achievement of both our short-term and long-term goals, the achievement of our mission, delivery of value to our shareholders, and reinforcement of BMS Values.
Existing compensation practices: ownership, retention, hedging restrictions and buyback neutralization · Filed 25/03/2026
•Fully independent Board Committees: All members of the Audit Committee, Compensation and Management Development Committee, Committee on Directors and Corporate Governance and Science and Technology Committee are “independent” in accordance with or as defined in the rules adopted by the SEC and the New York Stock Exchange and the Company’s own Corporate Governance Guidelines.
Governance: fully independent Board committees · Filed 25/03/2026
•Regular executive sessions: Executive sessions of the independent Directors of the Board generally take place at every regular Board meeting.
Governance: regular independent-director executive sessions · Filed 25/03/2026
Christopher Boerner, Ph.D. Chair of the Board and Chief Executive Officer Date: February 11, 2026 127 Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
Signatures: combined Board Chair and CEO roles as of February 11, 2026 · Filed 11/02/2026
In 2026, we made meaningful progress advancing our pipeline, highlighted by: (i) FDA acceptance of our NDA for iberdomide in RRMM with a PDUFA date of August 17, 2026; (ii) FDA acceptance of our NDA for mezigdomide in RRMM with a PDUFA date of May 13, 2027; (iii) positive interim Phase II results from the ROSETTA Lung-02 study of pumitamig in patients with previously untreated advanced NSCLC; (iv) positive interim results from two Phase III studies conducted in China for iza-bren in heavily pretreated, unresectable locally advanced or metastatic TNBC and recurrent or metastatic ESCC; and (v) FDA acceptance of our sNDA for Camzyos in adolescents with symptomatic oHCM with a PDUFA date of September 30, 2026.
Pipeline progress: accepted applications and interim clinical results · Filed 30/07/2026
