Teva Pharmaceutical Industries
TEVA
#619
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HK$318.83 B
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HK$273.81
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Teva Pharmaceutical Industries - 10-Q quarterly report FY


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falseQ10000818686--12-3100-0000000In February 2026, Teva repaid $23 million of the 0.25% convertible senior debentures at maturity.If Teva fails to achieve certain sustainability performance targets, a one-time premium payment of 0.15%-0.45% out of the principal amount will be paid at maturity or upon earlier redemption, if such redemption is on or after May 9, 2026.If Teva fails to achieve certain sustainability performance targets, the interest rate shall increase by 0.125%-0.375% per annum, from and including May 9, 2026.If Teva fails to achieve certain sustainability performance targets, the interest rate shall increase by 0.100%-0.300% per annum, from and including September 15, 2026.Contingent consideration represents liabilities recorded at fair value in connection with acquisitions.Other revenues in the first quarter of 2026 and 2025 include the sale of certain product rights.Represents an amount less than $0.5 million.In connection with the sale of Teva’s business venture in Japan.“Other items, net” in the year ended December 31, 2024 includes mainly amounts related to an agreement with the Israeli Tax Authorities.Revenues from licensing arrangements in United States segment were mainly comprised of development milestone payments of $500 million received in the fourth quarter of 2025, in connection with the initiation of Phase 3 studies for duvakitug (anti-TL1A). See note 2.“Other” revenues in Europe and International Markets segments include revenues related to sales of certain product rights.“Other” revenues in United States, Europe and International Markets segments include revenues related to sales of certain product rights.Amounts do not include a $27 million gain from foreign currency translation adjustments attributable to redeemable and non-redeemable non-controlling interests.Includes an expected loss from reclassification of currency translation adjustments to the consolidated statements of income (loss) upon sale.In May 2025, Teva entered into a $500 million notional amount of fixed to fixed cross-currency interest rate swaps relating to its 5.75% senior notes due 2030 to hedge the foreign currency exchange risk of future principal and interest payments associated with the USD denominated notes. The cross-currency swaps synthetically convert part of the USD debt into CHF, aligning debt servicing costs with Teva’s inflows and reducing economic volatility. These swaps have been designated as cash flow hedges and the gain or loss on these swaps will be reported as a component of other comprehensive income and reclassified into earnings in each period during which the swaps affect earnings in the same line item associated with the USD denominated bonds.Teva uses foreign exchange contracts (mainly option and forward contracts) to hedge balance sheet items from currency exposure. These foreign exchange contracts are not designated as hedging instruments for accounting purposes. In connection with these foreign exchange contracts, Teva recognizes gains or losses that offset the revaluation of the balance sheet items also recorded under financial expenses, net.Teva entered into option and forward contracts designed to limit the exposure of foreign exchange fluctuations on projected revenues and expenses recorded in euro, Swiss franc, British pound, Russian ruble, Canadian dollar, Polish złoty, new Israeli shekel, Indian rupee and some other currencies to protect its projected operating results 2026. These derivative instruments do not meet the criteria for hedge accounting, however, they are accounted for as an economic hedge. These derivative instruments, which may include hedging transactions of future projected revenues and expenses, are recognized on the balance sheet at their fair value on a quarterly basis, while the foreign exchange impact on the underlying revenues and expenses may occur in subsequent quarters. Changes in the fair value of the derivative instruments are recognized in the same line item in the statements of income as the underlying exposure being hedged. Cash flows associated with these derivatives are reflected as cash flows from operating activities in the consolidated statements of cash flows.Including impairments related to exit and disposal activities.Includes adjustments for foreign currency translation.Segment profit includes depreciation expenses of $36 million in the United States segment, $33 million in the Europe segment, and $17 million in the International Markets segment.Segment profit includes depreciation expenses of $36 million in the United States segment, $30 million in the Europe segment, and $17 million in the International Markets segment.Other revenues in the first quarter of 2026 include the sale of certain product rights.The fair value was estimated based on quoted market prices. 0000818686 2026-01-01 2026-03-31 0000818686 2025-01-01 2025-03-31 0000818686 2026-03-31 0000818686 2025-12-31 0000818686 2024-12-31 0000818686 2011-12-01 2011-12-31 0000818686 2012-02-29 0000818686 2008-07-31 0000818686 2013-04-01 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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
 
FORM
10-Q
 
 
 
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended
March 31
, 2026
OR
 
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number
001-16174
 
 
TEVA PHARMACEUTICAL INDUSTRIES LIMITED
(Exact name of registrant as specified in its charter)
 
 
 
Israel
 
Not Applicable
(State or other jurisdiction of
incorporation or organization)
 
(IRS Employer
Identification Number)
 
400 Interpace Parkway, #3
Parsippany NJ, 07054 USA
+1-973-658-0301
(Address of principal executive offices, zip code and telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:


Title of each class
 
Trading
Symbol(s)
 
Name of each exchange
on which registered
American Depositary Shares, each representing one Ordinary Share
 
TEVA
 
New York Stock Exchange
 
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation
S-T
(§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a
non-accelerated
filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule
12b-2
of the Exchange Act.
 
Large accelerated filer   Accelerated filer 
Non-accelerated
filer
   Smaller reporting company 
Emerging growth company    
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule
12b-2
of the Act). Yes ☐ No 
As of March 31, 2026, the registrant had
1,164,426,972
 ordinary shares outstanding.

 
 
 


Table of Contents

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

For an accessible version of this Quarterly Report on Form 10-Q, please visit www.tevapharm.com

INDEX

 

PART I. Financial Statements (unaudited)  
Item 1. Financial Statements (unaudited)  
 Consolidated Balance Sheets  3
 Consolidated Statements of Income (loss)  4
 Consolidated Statements of Comprehensive Income (loss)  5
 Consolidated statements of changes in equity  6
 Consolidated Statements of Cash Flows  7
 Notes to Consolidated Financial Statements  8
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations  45
Item 3. Quantitative and Qualitative Disclosures about Market Risk  63
Item 4. Controls and Procedures  63
PART II. OTHER INFORMATION  
Item 1. Legal Proceedings  64
Item 1A. Risk Factors  64
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds  64
Item 3. Defaults Upon Senior Securities  64
Item 4. Mine Safety Disclosures  64
Item 5. Other Information  64
Item 6. Exhibits  65
 Signatures  66


Table of Contents
http://fasb.org/srt/2025#ChiefExecutiveOfficerMemberhttp://www.tevapharm.com/20260331#IntangibleAssetsImpairmentshttp://www.tevapharm.com/20260331#IntangibleAssetsImpairmentshttp://fasb.org/us-gaap/2025#OperatingIncomeLosshttp://fasb.org/us-gaap/2025#OperatingIncomeLosshttp://fasb.org/us-gaap/2025#Liabilitieshttp://fasb.org/us-gaap/2025#Liabilitieshttp://www.tevapharm.com/20260331#ImpairmentsRestructuringAndOthershttp://www.tevapharm.com/20260331#ImpairmentsRestructuringAndOthers
TEVA PHARMACEUTICAL INDUSTRIES LIMITED
INTRODUCTION AND USE OF CERTAIN TERMS
Unless otherwise indicated, all references to the “Company,” “we,” “our” and “Teva” refer to Teva Pharmaceutical Industries Limited and its subsidiaries, and references to “revenues” refer to net revenues. References to “U.S. dollars,” “dollars,” “U.S. $” and “$” are to the lawful currency of the United States of America, and references to “NIS” are to new Israeli shekels. References to “ADS(s)” are to Teva’s American Depositary Share(s). Market data, including both sales and share data, is based on information provided by IQVIA, a provider of market research to the pharmaceutical industry (“IQVIA”), unless otherwise stated. References to “R&D” are to Research and Development, references to “IPR&D” are to
in-process
R&D, references to “S&M” are to Selling and Marketing and references to “G&A” are to General and Administrative. Some amounts in this report may not add up due to rounding. All percentages have been calculated using unrounded amounts. This report on Form
10-Q
contains many of the trademarks and trade names used by Teva in the United States and internationally to distinguish its products and services. Any third-party trademarks mentioned in this report are the property of their respective owners.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
In addition to historical information, this Quarterly Report on Form
10-Q,
and the reports and documents incorporated by reference in this Quarterly Report on Form
10-Q,
may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which are based on management’s current beliefs and expectations and are subject to substantial risks and uncertainties, both known and unknown, that could cause our future results, performance or achievements to differ significantly from that expressed or implied by such forward-looking statements. These forward-looking statements include statements concerning our plans, strategies, objectives, future performance and financial and operating targets, and any other information that is not historical information. You can identify these forward-looking statements by the use of words such as “should,” “expect,” “anticipate,” “estimate,” “target,” “may,” “project,” “guidance,” “intend,” “plan,” “believe” and other words and terms of similar meaning and expression in connection with any discussion of future operating or financial performance. Important factors that could cause or contribute to such differences include risks relating to:
 
  
our ability to successfully compete in the marketplace, including: that we are substantially dependent on our generic products; concentration of our customer base and commercial alliances among our customers; competition faced by our generic medicines from other pharmaceutical companies and changes in regulatory policy that may result in costs and delays; delays in launches of new generic products; our ability to develop and commercialize additional pharmaceutical products in a timely manner; intense competition for our innovative medicines; our ability to achieve expected results from investments in our product pipeline; our ability to successfully execute our Pivot to Growth strategy, including to expand our innovative and biosimilar medicines pipeline and profitably commercialize our innovative medicines and biosimilar portfolio, whether organically or through business development, to sustain and focus our portfolio of generic medicines, and to execute on our organizational transformation and to achieve expected cost savings; and the effectiveness of our patents and other measures to protect our intellectual property rights;
 
  
our significant indebtedness, which may limit our ability to incur additional indebtedness, engage in additional transactions or make new investments; and our potential need to raise additional funds in the future, which may not be available on acceptable terms or at all;
 
  
our business and operations in general, including: the impact of global economic conditions and other macroeconomic developments and the governmental and societal responses thereto, and our exposure to changes in international trade policies, including the imposition of tariffs in the jurisdictions in which we operate, and any effects of such developments on sales of our products and the pricing and availability of raw materials; effectiveness of our optimization efforts; significant disruptions of information technology systems, including cybersecurity attacks, as well as risks and uncertainties related to the adoption of artificial intelligence technologies, and breaches of our data security; interruptions in our supply chain or problems with internal or third party manufacturing; challenges associated with conducting business globally, including political or economic instability, prolonged government shutdowns, widespread outbreaks of major diseases and major hostilities or acts of terrorism, ongoing global conflicts, including in the Middle East with the war involving Iran, and the war between Russia and Ukraine; our ability to attract, hire, integrate and retain highly skilled personnel; our ability to successfully bid for suitable acquisition targets or licensing opportunities, or to consummate and integrate acquisitions; and our prospects and opportunities for growth if we sell assets or business units and close or divest plants and facilities, as well as our ability to successfully and cost-effectively consummate such sales and divestitures, including our planned divestiture of our API business;
 
1

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
 
  
compliance, regulatory and litigation matters, including: failure to comply with complex legal and regulatory requirements, the effects of regulatory uncertainty and changes and the results of increased regulatory oversight, including expenditures required to ensure compliance with research, production and quality control regulations and remedial actions taken to address product issues, such as delayed product launches, product recalls, and facility shutdowns; the effects of governmental, regulatory and civil proceedings and litigation which we are, or in the future become, party to; the effects of reforms in healthcare regulation and related reductions in pharmaceutical pricing, reimbursement and coverage, including as a result of the One Big Beautiful Bill signed into law in the U.S. in July 2025 (“OBBBA”), which will likely reduce the number of insured in Medicaid and Health Insurance Exchange markets, which may alter utilization patterns and shift negotiating leverage among payors, U.S. Executive Orders issued in April and May 2025 intended to reduce the prices paid by Americans for prescription medicines, including most-favored-nation pricing and related regulatory efforts; legal and regulatory actions in connection with public concern over the abuse of opioid medications; our ability to timely make payments required under our nationwide opioids settlement agreement and provide our generic version of Narcan
®
(naloxone hydrochloride nasal spray) in the amounts and at the times required under the terms of such agreement; scrutiny from competition and pricing authorities around the world, including our ability to comply with and operate under our deferred prosecution agreement (“DPA”) with the U.S. Department of Justice (“DOJ”); potential liability for intellectual property right infringement; significant product liability claims; claims brought by regulatory agencies; failure to comply with complex Medicare, Medicaid and other governmental programs’ reporting and payment obligations; compliance with sanctions and trade control laws; environmental risks and changes in governmental, investor and societal responses to climate change and sustainability related issues;
 
  
other financial and economic risks, including: our exposure to currency fluctuations and restrictions as well as credit risks; impairments of our long-lived assets; potential significant increases in tax liabilities; the effect on our overall effective tax rate of the termination or expiration of governmental programs or tax benefits, or of a change in our business; and the impact of any failure to maintain effective internal control over our financial reporting;
and other factors discussed in this Quarterly Report on Form
10-Q
and in our Annual Report on Form
10-K
for the year ended December 31, 2025, including in the section captioned “Risk Factors.” Forward-looking statements speak only as of the date on which they are made, and we assume no obligation to update or revise any forward-looking statements or other information contained herein, whether as a result of new information, future events or otherwise. You are cautioned not to put undue reliance on these forward-looking statements.
 
2

PART I — FINANCIAL INFORMATION
 
ITEM 1.
FINANCIAL STATEMENTS
TEVA PHARMACEUTICAL INDUSTRIES LIMITED
CONSOLIDATED BALANCE SHEETS
(U.S. dollars in millions, except for share data)
(Unaudited)

 
 
  
March 31,
2026
 
 
December 31,
2025
 
ASSETS
   
Current assets:
   
Cash and cash equivalents
  $3,741  $3,556 
Accounts receivables, net of allowance for credit losses of $75 million and $81 million as of March 31, 2026 and December 31, 2025, respectively.
   3,393   3,709 
Inventories
   3,176   3,179 
Prepaid expenses
   1,070   1,122 
Other current assets
   535   539 
Assets held for sale
   1,794   1,842 
  
 
 
  
 
 
 
Total current assets
   13,710   13,946 
Deferred income taxes
   2,190   2,191 
Other
non-current
assets
   377   405 
Property, plant and equipment, net
   3,998   4,080 
Operating lease
right-of-use
assets, net
   335   345 
Identifiable intangible assets, net
   3,609   3,781 
Goodwill
   15,822   16,000 
  
 
 
  
 
 
 
Total assets
  $40,040  $40,748 
  
 
 
  
 
 
 
LIABILITIES AND EQUITY
   
Current liabilities:
   
Short-term debt
  $2,612  $1,820 
Sales reserves and allowances
   3,707   4,143 
Accounts payables
   2,596   2,531 
Employee-related obligations
   555   739 
Accrued expenses
   2,616   2,687 
Other current liabilities
   1,111   1,182 
Liabilities held for sale
   334   354 
  
 
 
  
 
 
 
Total current liabilities
   13,532   13,456 
Long-term liabilities:
   
Deferred income taxes
   273   296 
Other taxes and long-term liabilities
   3,709   3,808 
Senior notes and loans
   14,015   14,986 
Operating lease liabilities
   280   288 
  
 
 
  
 
 
 
Total long-term liabilities
   18,277   19,379 
  
 
 
  
 
 
 
Commitments and contingencies
, see note 10
   
Total liabilities
   31,809   32,834 
  
 
 
  
 
 
 
Equity:
   
Teva shareholders’ equity:
   
Ordinary shares of NIS 0.10 par value per share; March 31, 2026 and December 31, 2025: authorized 2,495 million shares; issued 1,271 million shares and 1,257 million shares, respectively.
   59   58 
Additional
paid-in
capital
   28,203   28,133 
Accumulated deficit
   (13,394  (13,762
Accumulated other comprehensive loss
   (2,512  (2,391
Treasury shares as of March 31, 2026 and December 31, 2025: 107 million ordinary shares.
   (4,128  (4,128
  
 
 
  
 
 
 
   8,228   7,910 
  
 
 
  
 
 
 
Non-controlling
interests
   4   4 
  
 
 
  
 
 
 
Total equity
   8,232   7,914 
  
 
 
  
 
 
 
Total liabilities and equity
  $40,040  $40,748 
  
 
 
  
 
 
 
Amounts may not add up due to rounding.
The accompanying notes are an integral part of the financial statements.
 
3


TEVA PHARMACEUTICAL INDUSTRIES LIMITED
CONSOLIDATED STATEMENTS OF INCOME (LOSS)
(U.S. dollars in millions, except share and per share data)
(Unaudited)

 
 
  
Three months ended
March 31,
 
 
  
2026
 
 
2025
 
Net revenues
  $3,982  $3,891 
Cost of sales
   2,011   2,014 
  
 
 
  
 
 
 
Gross profit
   1,972   1,877 
Research and development expenses
   222   247 
Selling and marketing expenses
   696   622 
General and administrative expenses
   304   297 
Intangible assets impairments
   8   121 
Other assets impairments, restructuring and other items
   26   (22
Legal settlements and loss contingencies
   72   86 
Other loss (income)
   (9  5 
  
 
 
  
 
 
 
Operating income (loss)
   652   519 
Financial expenses, net
   216   225 
  
 
 
  
 
 
 
Income (loss) before income taxes
   437   294 
Income taxes (benefit)
   67   74 
Share in (profits) losses of associated companies, net
   1  *
  
 
 
  
 
 
 
Net income (loss)
   369   220 
Net income (loss) attributable to redeemable and
non-redeemable
non-controlling
interests
   *   6 
  
 
 
  
 
 
 
Net income (loss) attributable to Teva
   369   214 
  
 
 
  
 
 
 
Earnings (loss) per share attributable to ordinary shareholders:
   
Basic
  $0.32  $0.19 
  
 
 
  
 
 
 
Diluted
  $0.31  $0.18 
  
 
 
  
 
 
 
Weighted average number of shares (in millions):
   
Basic
   1,156   1,138 
  
 
 
  
 
 
 
Diluted
   1,179   1,159 
  
 
 
  
 
 
 
 
*
Represents an amount less than $0.5 million.
Amounts may not add up due to rounding.
The accompanying notes are an integral part of the financial statements.
 
4

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(U.S. dollars in millions)
(Unaudited)

 
 
  
Three months ended
March 31,
 
 
  
2026
 
 
2025
 
Net income (loss)
  
$
369
 
 
$
220
 
Other comprehensive income (loss), net of tax:
   
Currency translation adjustment
   (121  494 
Unrealized gain (loss) from derivative financial instruments, net
   1   7 
Unrealized loss on defined benefit plans
   (1  (1
  
 
 
  
 
 
 
Total other comprehensive income (loss)
   (121  500 
  
 
 
  
 
 
 
Total comprehensive income (loss)
   248   720 
Comprehensive income (loss) attributable to redeemable and
non-redeemable
non-controlling
interests
   *   33 
  
 
 
  
 
 
 
Comprehensive income (loss) attributable to Teva
  
$
248
 
 
$
687
 
  
 
 
  
 
 
 
 
*
Represents an amount less than $0.5 million.
Amounts may not add up due to rounding.
The accompanying notes are an integral part of the financial statements.
 
5

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
 
 
 
 
  
Teva shareholders’ equity
 
 
 
 
 
 
 
 
  
Ordinary shares
 
 
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
Number of
shares (in
millions)
 
  
Stated value
 
 
Additional
paid-in capital
 
  
Retained
earnings
(accumulated
deficit)
 
 
Accumulated other
comprehensive
income (loss)
 
 
Treasury
shares
 
 
Total Teva
shareholders’
equity
 
 
Non-

controlling
interests
 
 
Total equity
 
  
(U.S. dollars in millions)
 
Balance at December 31, 2025
  1,256   58   28,133   (13,762  (2,391  (4,128  7,910   4   7,914 
Net Income (loss)
     369     369
* 369 
Other comprehensive income (loss)
      (121   (121  
*
   (121
Issuance of Shares
  15  
*
  
*
     


  


Proceeds from exercise of options
    26      26    26 
Stock-based compensation expense
    43      43    43 
 
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
 
Balance at March 31, 2026
  1,271  $59  $28,203  $(13,394 $(2,512 $(4,128 $8,228  $4  $8,232 
 
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
 
 
*
Represents an amount less than $0.5 million.
 
 
 
Teva shareholders’ equity
 
 
 
 
 
 
 
 
 
Ordinary shares
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of
shares (in
millions)
 
 
Stated value
 
 
Additional
paid-in capital
 
 
Retained
earnings
(accumulated
deficit)
 
 
Accumulated other
comprehensive
income (loss)
 
 
Treasury
shares
 
 
Total Teva
shareholders’
equity
 
 
Non-

controlling
interests
 
 
Total equity
 
 
 
(U.S. dollars in millions)
 
Balance at December 31, 2024
  1,240   58   27,764   (15,173  (3,148  (4,128  5,373   7   5,380 
Net Income (loss)
     214     214  
*

  214 
Other comprehensive income (loss)
      473    473  
*
  473 
Issuance of shares
  13  
*
      
*
    
*
 
Proceeds from exercise of options
    3      3    3 
Stock-based compensation expense
    34      34    34 
Purchase of shares from
non-controlling
interests**
    165      165    165 
 
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
 
Balance at March 31, 2025
  1,253  $58  $27,965  $(14,958 $(2,675 $(4,128 $6,262  $7  $6,269 
 
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
 
 
*
Represents an amount less than $0.5 million.
**
In connection with the sale of Teva’s business venture in Japan.
Amounts may not add up due to rounding.
The accompanying notes are an integral part of the financial statements.
 
6

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
CONSOLIDATED STATEMENTS OF CASH F
L
OWS
(U.S. dollars in millions)
(Unaudited)

 
 
  
Three months ended
March 31,
 
 
  
2026
 
 
2025
 
Operating activities:
   
Net income (loss)
  
$
369
 
 
$
220
 
Adjustments to reconcile net income (loss) to net cash provided by operations:
   
Depreciation and amortization
   239   244 
Impairment of long-lived assets and assets held for sale
   10   77 
Net change in operating assets and liabilities
   (617)  (700
Deferred income taxes – net and uncertain tax positions
   (22  28 
Stock-based compensation
   43   34 
Other items
   (54  (10
Net loss (gain) from sale of business and long-lived assets
   (8)  2 
  
 
 
  
 
 
 
Net cash provided by (used in) operating activities
   (40)  (105
  
 
 
  
 
 
 
Investing activities:
   
Beneficial interest collected in exchange for securitized accounts receivables
   354   322 
Purchases of property, plant and equipment and intangible assets
   (168)  (127
Proceeds from sale of businesses and long-lived assets, net
   42   17 
Purchases of investments and other assets
      (11
Other investing activities
   1    
  
 
 
  
 
 
 
Net cash provided by (used in) investing activities
   229   201 
  
 
 
  
 
 
 
Financing activities:
   
Repayment of senior notes and loans and other long-term liabilities
      (1,368
Repayment of convertible debentures
   (23 
Purchase of shares from redeemable and
non-redeemable
non-controlling
interests
      (38
Dividends paid to redeemable and
non-redeemable
non-controlling
interests
      (340
Other financing activities
   36   3 
  
 
 
  
 
 
 
Net cash provided by (used in) financing activities
   13   (1,744
  
 
 
  
 
 
 
Effect of exchange rate changes on cash and cash equivalents
   (17  45 
  
 
 
  
 
 
 
Net change in cash and cash equivalents
   185   (1,603
Balance of cash and cash equivalents at beginning of period
   3,556   3,300 
  
 
 
  
 
 
 
Balance of cash and cash equivalents at end of period
  $3,741  $1,697 
  
 
 
  
 
 
 
Non-cash
financing and investing activities:
   
Beneficial interest obtained in exchange for securitized accounts receivables
  
$
311
  $
311
 
Net change in operating assets and liabilities:
      
 
 
 
Other assets
 
$(302
)
 
$(275
)
 
Accounts payables, accrued expenses, employee-related obligations and other liabilities
 
 
(144
)
 
 
 
(41
)
 
Accounts receivables net of sales reserves and allowances
 
 
(78
)
 
 
(264
)
 
Inventories
 
 
(93
)
 
 
 
(120
)
 
  
 
 
  
 
 
 
 
 
$(617
)
 
$(700
)
  
 
 
  
 
 
 
Amounts may not add up due to rou
nd
ing.
The accompanying notes are an integral part of the financial statements.
 
7

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
Note 1 – Basis of presentation:
 
 
a.
Basis of presentation
The accompanying unaudited consolidated financial statements have been prepared on the same basis as the
annual
consolidated financial statements. In the opinion of management, the financial statements reflect all normal and recurring adjustments necessary for a fair statement of the financial position and results of operations of Teva. The information included in this Quarterly Report on Form
10-Q
should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form
10-K
for the year ended December 31, 2025, as filed with the Securities and Exchange Commission (“SEC”). The
year-end
balance sheet data was derived from the audited consolidated financial statements as of December 31, 2025, but not all disclosures required by generally accepted accounting principles in the United States (“U.S. GAAP”) are included.
In preparing the Company’s consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets, liabilities, equity and disclosure of contingent liabilities and assets at the dates of the financial statements and the reported amounts of revenues and expenses during the reported periods. Actual results could differ from those estimates.
In preparing the Company’s consolidated financial statements, management also considered the economic implications of inflation expectations on its critical and significant accounting estimates. Actions taken to address macroeconomic developments such as decisions regarding interest rates in the countries in which Teva operates, as well as their economic impact on Teva’s third-party manufacturers and suppliers, customers and markets, could also impact such estimates and may change in future periods. As applicable to these consolidated financial statements, the most significant estimates and assumptions relate to: determining the valuation and recoverability of marketed product rights and goodwill, assessing sales reserves and allowances in the United States, uncertain tax positions, valuation allowances and contingencies. Some of these estimates could be impacted by higher costs and the ability to pass on such higher costs to customers, which is highly uncertain.
In preparing the Company’s consolidated financial statements, management also considered the impact of geopolitical conflicts and developments in the Middle East, including the war involving Iran, and in Russia and Ukraine. Given Teva’s global operations, including personnel and several manufacturing and R&D facilities in Israel, as well as its exposure to international markets, continued instability in the region could adversely impact Teva’s business operations and financial condition. During the three months ended March 31, 2026, the impact of these conflicts on Teva’s results of operation and financial condition continued to be immaterial.
Teva’s results of operations for the three months ended March 31, 2026, are not necessarily indicative of results that could be expected for the entire fiscal year.
Certain amounts in the consolidated financial statements and associated notes may not add up due to rounding. All percentages have been calculated using unrounded amounts.
 
 
b.
Significant accounting policies
Recently adopted accounting pronouncements
None.
Recently issued accounting pronouncements, not yet adopted
In December 2025, the FASB issued ASU
2025-11,
“Interim Reporting (Topic 270) Narrow-Scope Im
prove
ments.” The amendments in this Update clarify interim disclosure requirements and the applicability of Topic 270. The objective of the update is to provide clarity about current interim requirements. The amendments in this update also include a disclosure principle that requires entities to disclose events since the end of the last annual reporting period that have a material impact on the entity. The amendments in this ASU are required to be adopted for interim periods within annual reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company does not expect ASU
2025-11
to have a material impact on its consolidated financial statements disclosures.
In November 2025, the FASB issued ASU
2025-09
to amend the guidance in “Derivatives and Hedging” (Topic 815). The update provides targeted improvements intended to enhance the application of hedge accounting, including expanded eligibility of forecasted transactions, additional flexibility in measuring hedge effectiveness, and clarifications related to hedging
non-financial
items. The guidance is effective for fiscal years beginning after December 15, 2026, including interim periods within those fiscal years. The Company is currently evaluating this guidance to determine the impact it may have on its consolidated financial statements.
 
8


TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
In September 2025, the FASB issued ASU
2025-06,
“Intangibles—Goodwill and
Other—Internal-Use
Software (Topic
350-40):
Targeted Improvements.” This ASU
2025-06
provides updated guidance clarifying the capitalization of costs related to
internal-use
software, including enhanced guidance on cloud computing arrangements. ASU
2025-06
is effective for annual periods beginning after December 15, 2027, and interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating this guidance to determine the impact it may have on its consolidated financial statements.
In May 2025, the FASB issued ASU
2025-03
“Business Combinations and Consolidation: Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity,” which amends the guidance for determining the accounting acquirer in certain transactions. The guidance should be applied prospectively. The amendments in this update are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods, with early adoption permitted. The adoption of this guidance will affect acquisition transactions of variable interest entities that occur after the initial application date.
In November 2024, the FASB issued ASU
2024-03
“Income Statement: Reporting Comprehensive Income—Expense Disaggregation Disclosures,” which requires more detailed information about specified categories of expenses (purchases of inventory, employee compensation, depreciation, amortization, and depletion) included in certain expense captions presented on the face of the income statement, as well as disclosures about selling expenses. Additionally, in January 2025, the FASB issued ASU
2025-01
to clarify the effective date of ASU
2024-03.
ASU
2024-03
is effective for fiscal years beginning after December 15, 2026 and for interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The amendments may be applied either (1) prospectively to financial statements issued for reporting periods after the effective date of this ASU or (2) retrospectively to all prior periods presented in the financial statements. The Company is currently evaluating this guidance to determine the impact it may have on its consolidated financial statements disclosures.
In October 2023, the FASB issued ASU
2023-06
“Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative,” which incorporates certain SEC disclosure requirements into the FASB Accounting Standards Codification (“Codification”). The amendments in the ASU are expected to clarify or improve disclosure and presentation requirements of a variety of Codification topics, allow investors to more easily compare entities subject to the SEC’s existing disclosures with those entities that were not previously subject to the requirements, and align the requirements in the Codification with the SEC’s regulations. The effective date for each amendment will be the date on which the SEC’s removal of that related disclosure from Regulation
S-X
or Regulation
S-K
becomes effective, with early adoption prohibited. The amendments in this ASU should be applied prospectively. For all entities within the scope of the affected Codification subtopics, if by June 30, 2027, the SEC has not removed the applicable requirement from Regulation
S-X
or Regulation
S-K,
the pending content of the associated amendment will be removed from the Codification and will not become effective for any entities. The Company does not expect ASU
2023-06
to have a material impact on its consolidated financial statements.
 
9

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
NOTE 2 – Certain transactions:
The Company has entered into alliances and other arrangements with third parties to acquire rights to products it does not have, to ac
ces
s markets it does not operate in and to otherwise share development costs or business risks. The Company’s most significant agreements of this nature are summarized below.
Emalex Biosciences
In April 2026, Teva entered into a definitive agreement to acquire all outstanding shares of Emalex Biosciences (“Emalex”), including its lead asset, ecopipam, which has completed Phase 3 for the treatment of Tourette syndrome in pediatric population. Upon closing, Teva will pay $700 million to Emalex’s existing shareholders, which is expected to be funded with existing cash on hand. In addition, Emalex’s existing shareholders may be eligible to receive milestone payments of up to $200 million, as well as royalties on global
net-sales
of ecopipam, upon commercialization and subject to regulatory approval. The transaction is subject to customary closing conditions, including receipt of necessary regulatory approvals, and is currently anticipated to close by the third quarter of 2026. This agreement does not have any impact on Teva’s consolidated financial statements as of the date of this Quarterly Report on
Form 10-Q.
Blackstone Life Sciences
On March 3, 2026, Teva entered into a funding agreement with Blackstone Life Sciences (“Blackstone”) to support development of Teva’s duvakitug (anti-TL1A,
TEV-’574).
Under the agreement, Blackstone will provide Teva up to $400 
million to fund ongoing and future develo
p
ment costs for duvakitug, spread over four years. In exchange, and subject to regulatory approval, Teva will pay Blackstone a milestone payment in an amount approximately equal to the total funding provided by Blackstone, in addition to commercial milestones and royalties upon commercialization. During the first quarter of 2026, Teva recognized $
30 million as reimbursement for R&D expenses incurred in connection with this agreement.
mAbxience
In April 2024, Teva announced it entered into a strategic licensing
agreement
 
with mAbxience for
TEV-‘316,
a biosimilar candidate currently in development for the treatment of multiple oncology indications. Under the terms of the licensing agreement, mAbxience will develop and produce the biosimilar product and Teva will lead the regulatory processes and commercialization in multiple global markets, including Europe and the U.S. In September 2024, Teva and mAbxience entered into an amendment to the licensing agreement whereby, similar to the initial licensing agreement, mAbxience will lead the development and production of
TEV-‘333,
an
anti-PD-1
oncology biosimilar candidate and Teva will manage regulatory approvals and oversee commercialization in the designated markets.
In 2024, Teva paid mAbxience upfront and milestone payments of $20 million under the initial agreement, and $15 million under the amendment to the licensing agreement, which were recorded as R&D expenses. In 2025, Teva paid milestone payments in the amount of $29 million, which were recorded as R&D expenses. mAbxience may be eligible for additional future development, regulatory and commercial milestone payments, in an aggregate amount of up to $291 million.
Launch Therapeutics and Abingworth
On March 28, 2024, Teva and Launch Therapeutics, Inc. (“Launch Therapeutics”) entered into a clinical collaboration agreement to further accelerate the clinical research program of Teva’s Dual-Action Asthma Rescue Inhaler (“DARI”)
(ICS-SABA;
TEV-‘248).
As part of this clinical collaboration agreement Teva also entered into a development funding agreement with funds affiliated with Abingworth LLP (“Abingworth”). Under the clinical collaboration agreement, Launch Therapeutics, a clinical development company backed by Abingworth and Carlyle, the global investment firm, will have the lead role in the operational execution and management of the planned clinical trials. Teva will retain primary responsibility for manufacturing, regulatory interactions in the U.S., and commercialization. DARI
(ICS-SABA)
is currently in Phase 3 for the treatment of asthma symptoms addressing both immediate symptoms and long-term inflammation.
Under the development funding agreement, Abingworth provided Teva $150 million to fund ongoing development costs for DARI
(ICS-SABA).
In exchange and subject to regulatory approval, Teva will pay Abingworth a milestone payment in the amount actually funded by Abingworth, as well as success payments based on DARI
(ICS-SABA)
sales. In January 2026, Teva and Abingworth signed an amendment to the development funding agreement to increase the total development funding by an additional $50 million. During 2025 and 2024, Teva
recognized
$98 million and $42 million, respectively, as reimbursement for R&D expenses incurred in connection with this agreement. During the first quarter of 2026, Teva
recognized
$30 million as reimbursement for R&D expenses incurred in connection with this agreement.
Biolojic Design
On November 26, 2023, Teva entered into a license agreement with Biolojic Design Ltd. (“Biolojic”), pursuant to which Teva received exclusive rights to develop, manufacture and globally commercialize BD9
(TEV-‘325)
multibody with potential indications including asthma and atopic dermatitis. In exchange, Teva paid an upfront payment of $10 
million in 2024. During 2025, Teva paid a milestone payment of $5 million, which was recorded as R&D expenses. During the first quarter of 2026, Teva recognized a milestone payment of $
5
 million as R&D expenses, which is expected to be paid in the second quarter of 2026. In the second quarter of 2025, investigational new drug (IND)-enabling studies of BD9
(TEV-‘325)
were initiated for this program. Biolojic may be eligible to receive additional development and commercial milestone payments of approximately $
500
 million, over the next several years, based on the achievement of certain
pre-clinical,
clinical and regulatory milestones, with the majority of payments based on future sales achievements.
 
10

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
Royalty Pharma
(TEV-‘749)
On November 9, 2023, Teva entered into a funding agreement with Royalty Pharma plc. (“Royalty Pharma”) to further accelerate the clinical research program for Teva’s olanzapine LAI
(TEV-’749).
Under the terms of the funding agreement, Royalty Pharma will provide Teva up to $
100
 million to fund ongoing development costs for olanzapine LAI
(TEV-‘749).
In exchange and subject to regulatory approval, Teva will pay Royalty Pharma a milestone payment in the amount actually funded by Royalty Pharma, paid over
5
years, in addition to royalties upon commercialization. Teva will continue to lead the development and commercialization of the product globally. During 2023 and 2024, Teva recorded $
100
 million as reimbursement for R&D expenses incurred in connection with this agreement, which collectively amounted to the total
fun
ding by Royalty Pharma. On December 9, 2025, Teva submitted a New Drug Application (“NDA”) to the FDA for olanzapine LAI
(TEV-’749),
based on the re
su
lts from the Phase 3 trial, which was accepted by the FDA in February 2026.
Royalty Pharma
(TEV-’408)
On January 11, 2026, Teva entered into an additional funding agreement with Royalty Pharma to further accelerate the clinical research program for Teva’s
anti-IL-15
antibody
(TEV-’408),
which is currently developed for the treatment of vitiligo and Celiac disease. Under the terms of the agreement, Royalty Pharma will provide Teva up to $500 
million to fund ongoing development costs for
TEV-’408.
This is comprised of two components: (i) based on Phase 1b results of TEV-’408 in vitiligo, Royalty Pharma will provide Teva with $
75 
million as R&D funding; and (ii) based on the future results from Phase 2b in vitiligo, which is expected to begin in the second half of 2026, Royalty Pharma will have an option to provide an additional $
425 
million. In exchange and subject to regulatory approval, Teva will pay Royalty Pharma a milestone payment in the amount actually funded by Royalty Pharma, which could reach up to
130%, subject to certain conditions, in addition to royalties upon commercialization of the product.
Sanofi
On October 3, 2023, Teva entered into an exclusive collaboration with Sanofi to
co-develop
and
co-
commercialize Teva’s duvakitug (anti-TL1A,
TEV-’574),
a novel anti-TL1A medicine for the potential treatment of Crohn’s disease and ulcerative colitis, two types of inflammatory bowel disease. Under the terms of the collaboration agreement, in partial consideration of the licenses granted to Sanofi, Teva received an upfront payment of $500 million in the fourth quarter of 2023, which was recognized as revenue. In October 2025, Sanofi and Teva initiated Phase 3 studies for duvakitug for Crohn’s disease and ulcerative colitis. Consequently, in the fourth quarter of 2025, Teva received two development milestone payments of $250 million for each indication, which were recognized as revenue. Additionally, Teva may receive up to $500 million in development and launch milestones. Under the terms of the collaboration agreement, each company equally shares the remaining development costs globally and profits and losses in major markets, with other markets subject to a royalty arrangement, and Sanofi leads the development of the Phase 3 program. Teva will lead commercialization of the product in Europe, Israel and specified other countries, and Sanofi will lead commercialization in North America, Japan, other parts of Asia and the rest of the world.
MODAG
In October 2021, Teva announced a license agreement with MODAG GmbH (“Modag”) providing Teva with an exclusive global license to develop, manufacture and commercialize Modag’s lead compound, emrusolmin
(TEV-’286)
and a related compound
(TEV-’287).
Teva paid an upfront payment of $10 million to Modag in the fourth quarter of 2021, recorded as
R&D expenses. Emrusolmin
(TEV-’286)
was developed for the treatment of Multiple System Atrophy (“MSA”) and Parkinson’s disease. In the third quarter of 2024, Teva initiated a Phase 2 clinical trial for emrusolmin
(TEV-’286).
On September 9, 2025, Teva announced it received Fast Track designation from the FDA for emrusolmin
(TEV-’286).
In the second quarter of 2025, Teva initiated a Phase 1 clinical trial for
TEV-‘287,
which is being developed for the treatment of Parkinson’s disease, and consequently paid a milestone payment of $10 million, which was recorded as R&D expenses. Modag may be eligible for additional future development milestone payments in an aggregate amount of up to $20 million, as well as future commercial milestones and royalties.
 
11


TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
Alvotech
In August 2020, Teva entered into an agreement with biopharmaceutical company Alvotech for the exclusive commercialization in the U.S. of five biosimilar product candidates. The initial pipeline for this collaboration included biosimilar candidates addressing multiple therapeutic areas, including the then proposed biosimilars to Humira
®
(adalimumab) and Stelara
®
(ustekinumab). Under the terms of the agreement, Alvotech is responsible for the development, registration and supply of the biosimilar product candidates and Teva will exclusively commercialize the products in the U.S. In July 2023, Alvotech and Teva amended their collaboration agreement, adding two new biosimilar candidates as well as line extensions of two current biosimilar candidates to their collaboration.
Teva made upfront and milestone payments in an aggregate amount of $149 million between 2020 and the first quarter of 2026, including a milestone payment of $20 million which was recognized in the fourth quarter of 2025 and paid during the first quarter of 2026. Additional development and commercial milestone payments of up to approximately $325 million, in addition to royalty and milestone payments related to the amendment of the collaboration agreement entered into in July 2023, may be payable by Teva over the next few years. Teva and Alvotech will share revenue from the commercialization of these biosimilars.
The FDA approved SIMLANDI
®
(adalimumab-ryvk) injection, as an interchangeable biosimilar to Humira
®
in February 2024 and it became available in the U.S. in May 2024. On April 17, 2024, Alvotech and Teva amended their collaboration agreement to enable the purchase by Quallent of a private label adalimumab-ryvk injection from Alvotech for the U.S. market, with Alvotech sharing profits with Teva on the private label sales.
The FDA approved SELARSDI (ustekinumab-aekn) injection for subcutaneous use, as a biosimilar to Stelara
®
in April 2024, and it became available in the U.S. in February 2025, and in May 2025, the FDA approved SELARSDI (ustekinumab-aekn) injection in all presentations matching the reference product, effective as of April 30, 2025.
In January 2025, the FDA accepted for review the Biologic License Applications (“BLA”) for Alvotech’s proposed biosimilars to Simponi
®
and Simponi Aria
®
(golimumab), and in February 2025, the FDA accepted for review the BLA for Alvotech’s proposed biosimilar to Eylea
®
(aflibercept). In the fourth quarter of 2025, Alvotech announced that the FDA issued complete response letters “CRL” for these BLAs of Alvotech’s proposed biosimilars to Simponi
®
and Simponi Aria
®
(golimumab) and to Eylea
®
(aflibercept). On December 19, 2025, Alvotech and Teva announced that they have reached a settlement and license agreement with Regeneron Pharmaceuticals Inc., concerning the launch of Alvotech’s proposed biosimilar to Eylea
®
(aflibercept) in the United States, granting it a license entry date in the fourth quarter of 2026, or earlier, under certain circumstances.
MedinCell
In November 2013, Teva entered into an agreement with MedinCell for the development and commercialization of multiple long-acting injectable (“LAI”) products. Teva leads the clinical development and regulatory process and is responsible for the commercialization of these products. The lead product is risperidone LAI (formerly known as
TV-46000).
On April 28, 2023, the FDA approved UZEDY
®
(risperidone) extended-release injectable suspension for the treatment of schizophrenia in adults, which was launched in the U.S. in May 2023. On October 10, 2025, Teva and MedinCell announced that the FDA approved UZEDY as a once-monthly extended-release injectable suspension as monotherapy or as adjunctive therapy to lithium or valproate for the maintenance treatment of bipolar 1 disorder
(BD-1)
in adults. MedinCell may be eligible for future sales-based milestone payments of up to
 $
105
 million with respect to UZEDY. Teva also pays MedinCell royalties on net sales.
The second selected product candidate is olanzapine LAI
(TEV-’749)
for the treatment of schizophrenia. In the third quarter of 2022, Teva decided to progress development of the product candidate to Phase 3 and, as a result, paid a milestone payment of $3 million to MedinCell, which was recognized as R&D expenses. On May 8, 2024, Teva and MedinCell announced positive Phase 3 efficacy results from a trial evaluating olanzapine LAI as a once-monthly subcutaneous long-acting injectable in adults with schizophrenia, and on March 31, 2025, Teva announced survey results demonstrating patient and healthcare satisfaction with olanzapine LAI. Additional safety and efficacy results were presented during the third quarter of 2025, showing no incidence of post-injection delirium/sedation syndrome (PDSS) in study participants taking olanzapine LAI
(TEV-‘749).
On December 9, 2025, Teva submitted an NDA to the FDA for olanzapine LAI
(TEV-‘749)
based on the results from the Phase 3 trial, which was accepted by the FDA in February 2026. Teva paid a $5 million milestone payment to MedinCell in the first quarter of 2025, which was recognized as R&D expenses. MedinCell may become eligible for further development and commercial milestones of up to $112 million, as well as royalties on sales of olanzapine LAI
(TEV-’749).
 
12

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)

 
Assets and Liabilities Held for Sale:
General
Assets and liabilities held for sale as of March 31, 2026 and December 31, 2025, mainly included Teva’s API business.
On December 31, 2024, Teva classified its API business (including its R&D, manufacturing and commercial activities) as held for sale. The intention to divest is in alignment with Teva’s Pivot to Growth strategy, and Teva is conducting a sales process for this matter. However, there can be no assurance regarding the ultimate timing or structure of a potential divestiture or whether a divestiture will be agreed or completed at all.
In connection with the held for sale classification of Teva’s API business, in the first quarter of 2026, no expenses were recorded. In 2025, Teva recorded expenses of $8 million in other assets impairments, restructuring and other items. See note 1
2
.
On March 31, 2025, Teva divested its business venture in Japan, for which Teva recorded a marginal gain in the first quarter of 2025.
Teva has elected the accounting policy to include the currency translation adjustment related to the disposal group as part of the asset carrying amount.
The Company has determined that the intended divestiture of its business does not represent a strategic shift that would have a major effect on the Company’s operations and financial results and therefore it did not meet the criteria for discontinued operations classification.
The table below summarizes all of Teva’s assets and liabilities included as held for sale as of March 31, 2026 and December 31, 2025:
 
   
March 31,
   
December 31,
 
   
2026
   
2025
 
   
(U.S. $ in millions)
 
Accounts receivables
  $47   $86 
Inventories
   527   
506 
Property, plant and equipment, net
   1,017    1,020 
Identifiable intangible assets, net
   19    29 
Goodwill
   207    213 
Other current assets
   86    87 
Other
non-current
assets
   174    184 
Expected loss on sale*
   (283   (283
  
 
 
   
 
 
 
Total assets of the disposal group classified as held for sale in the consolidated balance sheets
  $1,794   $1,842 
  
 
 
   
 
 
 
Accounts payables
   (252   (261
Other current liabilities
   (12   (16
Other
non-current
liabilities
   (70   (77
Total liabilities of the disposal group classified as held for sale in the consolidated balance sheets
  $(334  $(354
  
 
 
   
 
 
 
 
*
Includes an expected loss from reclassification of currency translation adjustments to the consolidated statements of income (loss) upon sale.
 
1
3

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
NOTE 3 – Revenue from contracts with customers:
Disaggregation of revenue
The following table disaggregates Teva’s revenues by major revenue streams. For additional information on disaggregation of revenues, see note 15.
In alignment with Pivot to Growth strategy, commencing January 1, 2026, Anda is no longer reported under Teva’s United States segment. This shift allows the United States segment to continue to manage its entire product portfolio in the region, while strengthening focus on its biopharmaceutical business, growth engines and innovation. As a result, from that date, Anda is reported as part of the Company’s other activities. Prior period amounts were recast to reflect this change.
 
 
  
Three months ended March 31, 2026
 
 
  
United States
 
  
Europe
 
  
International
Markets
 
  
Other Activities
 
  
Total
 
 
  
(U.S.$ in millions)
 
Sale of goods
   1,493    1,312    476    109    3,389 
Licensing arrangements
   21    10    8    §    39 
Distribution
       §    18    378    396 
Other
   20    18    22    97    157 
  
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
  $1,534   $1,340   $524   $584   $3,982 

  
 
 
 
  
 
 
 
  
 
 
 
  
 
 
 
  
 
 
 
 
§
Represents an amount less than $0.5 million.
 
 
  
Three months ended March 31, 2025
 
 
  
United States
 
  
Europe
 
 
International

Markets
 
  
Other Activities
 
  
Total
 
 
  
(U.S.$ in millions)
 
Sale of goods
   1,514    1,198   553    129    3,395 
Licensing arrangements
   22    7   6    1    36 
Distribution
       §   11    373    384 
Other
   1    (12  12    76    76 
  
 
 
   
 
 
  
 
 
   
 
 
   
 
 
 
  $1,536   $1,194  $582   $579   $3,891 
  
 
 
   
 
 
  
 
 
   
 
 
   
 
 
 
 
§
Represents an amount less than $0.5 million.
Variable consideration
Variable consideration mainly includes sales reserves and allowances (“SR&A”), comprised of rebates (including Medicaid and other governmental program discounts), chargebacks, returns and other promotional (including shelf stock adjustments) items. Provisions for prompt payment discounts are netted against accounts receivables.
The Company recognizes these provisions at the time of sale and adjusts them if the actual amounts differ from the estimated provisions.
 
1
4

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
SR&A to U.S. customers comprised approximately 67% of the Company’s t
otal
SR&A as of March 31, 2026, with the remaining balance primarily related to customers in Canada and Germany. The changes in SR&A for third-party sales for the three months ended March 31, 2026 and 2025 were as follows:
 

 
  
Sales Reserves and Allowances
 
 
  
Reserves
included in
Accounts
Receivable, net
 
 
Rebates
 
 
Medicaid and
other
governmental
allowances
 
 
Chargebacks
 
 
Returns
 
 
Other
 
 
Total
reserves
included in
Sales
Reserves and
Allowances
 
 
Total
 
 
  
(U.S.$ in millions)
 
Balance at January 1, 2026
  $63  $1,954  $701  $937  $445  $106  $4,143  $4,206 
Provisions related to sales made in current year period
  
88
  1,164 
292
 
1,849
 
65
 
38
  3,408   3,496 
Provisions related to sales made in prior periods
  (29
)
 
(8
)
 (11
)
 (8
)
 (3
)
  (59)  (59)
Credits and payments
  
(91
)
 
(1,419

)
  
(297
)
  
(1,939
)
 
(73
)

  
(35
)
   (3,763)   (3,854)
Translation differences
    
(13
)
  
(3
)
  
(3
)
  
(1
)
  
(2
)
   (22)   (22)
  
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
Balance at March 31, 2026
  $60  $1,657  $685  $833  $428  $104  $3,707   $3,767 
  
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
 
  
Sales Reserves and Allowances
 
 
  
Reserves
included in
Accounts
Receivable, net
 
 
Rebates
 
 
Medicaid and
other
governmental
allowances
 
 
Chargebacks
 
 
Returns
 
 
Other
 
 
Total
reserves
included in
Sales
Reserves and
Allowances
 
 
Total
 
 
  
(U.S.$ in millions)
 
Balance at January 1, 2025
  $56  $1,674  $561  $936  $399  $108  $3,678  $3,734 
Provisions related to sales made in current year period
   99   1,250   219   1,988   69   30   3,556   3,655 
Provisions related to sales made in prior periods
      (37)  9   (20)  (3)  (4)  (55)  (55)
Credits and payments
   (83  (1,224  (193  (2,035  (55  (16  (3,523  (3,606
Translation differences
      19   5   6   2   8   40   40 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
 
Balance at March 31, 2025
  $72  $1,682  $601  $875  $412  $126  $3,696  $3,768 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
  
 
 
 
 
1
5

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
NOTE 4 – Inventories:
Inventories, net of reserves, consisted of the following:
 
   
March 31,
   
December 31,
 
   
2026
   
2025
 
   
(U.S. $ in millions)
 
Finished products
  $1,848   $1,904 
Raw and packaging materials
   730    745 
Products in process
   386    364 
Materials in transit and payments on account
   213    166 
  
 
 
   
 
 
 
  $3,176   $3,179 
  
 
 
   
 
 
 
NOTE 5 – Identifiable intangible assets:
Identifiable intangible assets consisted of the following:

 
 
  
Gross carrying amount net
of impairment
 
  
Accumulated amortization
 
  
Net carrying amount
 
 
  
March 31,
 
  
December 31,
 
  
March 31,
 
  
December 31,
 
  
March 31,
 
  
December 31,
 
 
  
2026
 
  
2025
 
  
2026
 
  
2025
 
  
2026
 
  
2025
 
   
(U.S. $ in millions)
 
Product rights
  
$
16,174
 
  
$
16,308
 
  
$
13,010
 
  
$
12,990
 
  
$
3,164
 
  
$
3,318
 
Trade names
   591    597    347    340    244    257 
In process research and development
   201    206            201    206 
  
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
Total
  $16,966   $17,111   $13,357   $13,330   $3,609   $3,781 
  
 
 
   
 
 
   
 
 
   
 
 
   
 
 
   
 
 
 
Product rights and trade names
Product rights and trade names are assets presented at amortized cost. Product rights and trade names represent a portfolio of pharmaceutical products in various therapeutic categories from various acquisitions with a weighted average life period of approximately 7 years.
Amortization of intangible assets was $137 million and $145 million in the three months ended March 31, 2026 and 2025, respectively.
IPR&D
Teva’s IPR&D are assets that have not yet been approved in its major markets. IPR&D carries intrinsic risks that the asset might not succeed in advanced phases and may be impaired in future periods.
Intangible assets impairments
Impairments of long-lived intangible assets
for the three months ended March 31, 2026 and 2025 were $8 million and $121 million, respectively.
Impairments in the first quarter of 2026 primarily consisted of identifiable product rights of $7 million, mainly related to updated market assumptions regarding price and volume of products in Europe and in the U.S.
Impairments in the first quarter of 2025 consisted of:
 
 
(a)
Identifiable product rights of
$
112 million due to: (i) $72 million mainly related to a change in Teva’s commercial plan regarding certain products as part of its optimization efforts, mainly in the U.S., and (ii) $40 million mainly related to updated market assumptions regarding price and volume of products in Europe; and
 
1
6

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
 (b)
IPR&D assets of $9 million, mainly related to generic pipeline products resulting from development progress and changes in other key valuation indications mainly in the U.S. (e.g., market size, competition assumptions, legal landscape and launch date).
The fair value measurement of the impaired intangible assets in the first three months ended March 31, 2026, is based on significant unobservable inputs in the market and thus represents a Level 3 measurement within the fair value hierarchy. The discount rate applied ranged between 8.25% to 11.25%. A probability of success factor of 90% was used in the fair value calculation to reflect inherent regulatory and commercial risk of IPR&D.
 
1
7

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
NOTE 6 – Goodwill:
Changes in the carrying amount of goodwill for the period ended March 31, 2026, were as follows:

 
 
  
United
States
 
 
Europe
 
 
International
Markets
 
 
Other
Activities
 
 
Total
 
 
  
(U.S. $ in millions)
 
Balance as of December 31, 2025
(1)
  
$
5,732
 
 
$
8,812
 
 
$
1,166
 
 
$
292
 
 
$
16,000
 
Goodwill allocation related to the shift of Anda to Other Activities
  
 
(184
 
 
 
 
184
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance as of January 1, 2026
  
$
5,548
 
 
$
8,812
 
 
$
1,166
 
 
$
476
 
 
$
16,000
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other changes during the period:
  
 
 
 
 
Translation differences and other
  
 
 
 
 
(167
 
 
(1
 
 
(11
 
 
(179
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance as of March 31, 2026
(1)
  
$
5,548
 
 
$
8,645
 
 
$
1,165
 
 
$
465
 
 
$
15,822
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1)
 
Cumulative goodwill impairment as of March 31, 2026 and December 31, 2025, was approximately $29.6 billion
 in both periods
.
Teva operates its business through three reporting segments: United States, Europe and International Markets. Each of these business segments is a reporting unit.
Additional reporting units include Teva’s distribution business in the United States through Anda; Teva’s sale of APIs to third parties (“Teva API”); and an
out-licensing
platform offering a portfolio of products to other pharmaceutical companies through its affiliate Medis. Anda, Teva’s API and Medis reporting units are included under “Other Activities” in the table above. See note 15 for additional segment information.
As further discussed in note 15, commencing January 1, 2026, Anda is reported as part of Teva’s Other Activities and not as part of Teva’s United States segment. As a result, Teva aligned its segment reporting and its reporting units in accordance with this change, and reallocated its goodwill to the adjusted reporting units using a relative fair value allocation. In conjunction with the goodwill reallocation, Teva performed a goodwill impairment test for the balances in its adjusted United States and Anda’s reporting units and concluded that the fair value of each reporting unit was in excess of its carrying value.
Teva determines the fair value of its reporting units using the income approach. The income approach is a forward-looking approach for estimating fair value. Within the income approach, the method used is the discounted cash flow method. Teva begins with a forecast of all the expected net cash flows associated with the reporting unit, which includes the application of a terminal value, and then applies a discount rate to arrive at a net present value amount. Cash flow projections are based on Teva’s estimates of revenue growth rates and operating margins, taking into consideration industry and market conditions. The discount rate used is based on the weighted average cost of capital (“WACC”), adjusted for the relevant risk associated with country-specific and business-specific characteristics. If any of these expectations were to vary materially from Teva’s assumptions, Teva may record an impairment of goodwill allocated to these reporting units in the future.
NOTE 7 —Debt obligations:
 
a.
Short-term debt:
 
 
  
 
 
 
 
 
  
March 31,
 
  
December 31,
 
 
  
Weighted average
interest rate as of
December 31, 2025
 
 
Maturity
 
  
2026
 
  
2025
 
 
  
 
 
 
 
 
  
(U.S. $ in millions)
 
Convertible debentures
(1)
   0.25  2026   $   $23 
Current maturities of long-term liabilities
      2,600    1,798 
Other short-term liabilities
      12     
     
 
 
   
 
 
 
Total short-term debt
     $2,612   $1,820 
 
(1)
In February 2026, Teva repaid $23 million of the 0.25% convertible senior debentures at maturity.

18

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)

 
b.
Long-term debt:
 
 
  
Interest rate as of
March 31, 2026
 
 
Maturity
 
  
March 31,
2026
 
  
December

31, 2025
 
 
  
 
 
 
 
 
  
(U.S. $ in millions)
 
Senior notes USD 3,500 million
  
 
3.15
 
 
2026
 
  
 
1,798
 
  
 
1,798
 
Senior notes EUR 700 million
  
 
1.88
 
 
2027
 
  
 
803
 
  
 
823
 
Sustainability-linked senior notes USD 1,000 million (1)
  
 
4.75
 
 
2027
 
  
 
649
 
  
 
649
 
Sustainability-linked senior notes EUR 1,100 million (1)
  
 
3.75
 
 
2027
 
  
 
1,262
 
  
 
1,292
 
Senior notes USD 1,250 million
  
 
6.75
 
 
2028
 
  
 
1,250
 
  
 
1,250
 
Senior notes EUR 750 million
  
 
1.63
 
 
2028
 
  
 
858
 
  
 
880
 
Sustainability-linked senior notes USD 1,000 million (2)
  
 
5.13
 
 
2029
 
  
 
1,000
 
  
 
1,000
 
Sustainability-linked senior notes USD 600 million (3)
  
 
7.88
 
 
2029
 
  
 
398
 
  
 
398
 
Sustainability-linked senior notes EUR 800 million (3)
  
 
7.38
 
 
2029
 
  
 
760
 
  
 
779
 
Sustainability-linked senior notes EUR 1,500 million (2)
  
 
4.38
 
 
2030
 
  
 
1,721
 
  
 
1,762
 
Senior notes USD 700 million
  
 
5.75
 
 
2030
 
  
 
696
 
  
 
696
 
Sustainability-linked senior notes USD 500 million (3)
  
 
8.13
 
 
2031
 
  
 
500
 
  
 
500
 
Sustainability-linked senior notes EUR 500 million (3)
  
 
7.88
 
 
2031
 
  
 
574
 
  
 
587
 
Senior notes EUR 1,000 million
  
 
4.13
 
 
2031
 
  
 
1,140
 
  
 
1,168
 
Senior notes USD 500 million
  
 
6.00
 
 
2032
 
  
 
496
 
  
 
496
 
Senior notes USD 789 million
  
 
6.15
 
 
2036
 
  
 
784
 
  
 
784
 
Senior notes USD 2,000 million
  
 
4.10
 
 
2046
 
  
 
1,988
 
  
 
1,988
 
  
 
  
 
 
 
  
 
 
 
Total senior notes
 
  
 
16,677
 
  
 
16,850
 
Less current maturities
 
  
 
(2,600
  
 
(1,798
Less debt issuance costs
 
  
 
(62
  
 
(66
  
 
 
 
  
 
 
 
Total senior notes and loans
 
  
$
14,015
 
  
$
14,986
 
  
 
 
 
  
 
 
 
(1)
If Teva fails to achieve certain sustainability performance targets, a
one-time
premium payment of
0.15%-0.45%
out of the principal amount will be paid at maturity or upon earlier redemption, if such redemption is on or after May 9, 2026.
(2)
If Teva fails to achieve certain sustainability performance targets, the interest rate shall increase by
0.125%-0.375%
per annum, from and including May 9, 2026.
(3)
If Teva fails to achieve certain sustainability performance targets, the interest rate shall increase by
0.100%-0.300%
per annum, from and including September 15, 2026.
Long-term debt was issued by several indirect wholly-owned subsidiaries of the Company and is fully and unconditionally guaranteed by the Company as to payment of all principal, interest, discount and additional amounts, if any. The long-term debt outlined in the above table is generally redeemable at any time at varying redemption prices plus accrued and unpaid interest.
Teva’s debt as of March 31, 2026 was 57% denominated in U.S. dollars, with the remainder denominated in euro. 
Teva’s principal sources of short-term liquidity are its cash on hand, existing cash investments, liquid securities and available credit facilities, primarily its $
1.8
 billion unsecured syndicated sustainability-linked revolving credit facility entered into in April 2022, as most recently amended in December 2025 (“RCF”).
The RCF had an initial maturity date of April 2026 with two
one-year
extension options. In April 2024, an extension option was exercised and the RCF maturity date was extended to April 2027.
On December 10, 2025, the terms of the RCF were amended to extend the maturity from April 2027 to April 2028, using the second extension option and to update the Company’s maximum permitted leverage ratio under the RCF for certain periods. Under the terms of the RCF, as amended, the Company’s leverage ratio shall not exceed
 
4.25
x
.
The RCF contains certain covenants, including certain limitations on incurring liens and indebtedness and maintenance of certain financial ratios. The RCF permits the Company to increase the maximum leverage ratio if it consummates or commences certain material transactions.

 
19

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)

Under the RCF, as amended, the applicable margin used to calculate the interest rate under the RCF is linked to one sustainability performance target, the number of new regulatory submissions in low and middle-income countries. Proceeds from borrowings under the RCF can be used for general corporate purposes, including repaying existing debt. As of March 31, 2026, and as of the date of this Quarterly Report on Form
10-Q,
no amounts were outstanding under the RCF. Based on current and forecasted results, the Company expects that it will not exceed the financial covenant thresholds set forth in the RCF within one year from the date the financial statements are issued.
Under specified circumstances, including
non-compliance
with any of the covenants described above and the unavailability of any waiver, amendment or other modification thereto, the Company will not be able to borrow under the RCF. Additionally, violations of the covenants, under the circumstances referred to above, would result in an event of default in all borrowings under the RCF and, when greater than a specified threshold amount as set forth in each series of senior notes and sustainability-linked senior notes is outstanding, could lead to an event of default under the Company’s senior notes and sustainability-linked senior notes due to cross-acceleration provisions.
Teva expects that it will continue to have sufficient cash resources to support its debt service payments and all other financial obligations within one year from the date that the financial statements are issued.
NOTE 8 – Derivative instruments and hedging activities:
 
a.
Foreign exchange risk management:
In the first three months of 2026, approximately 48% of Teva’s revenues were denominated in currencies other than the U.S. dollar. As a result, Teva is subject to significant foreign currency risks.
The Company enters into forward exchange contracts and purchases and writes options in order to hedge the currency exposure on balance sheet items, revenues and expenses. In addition, the Company takes measures to reduce its exposure by using natural hedging. The Company also acts to offset risks in opposite directions among the subsidiaries within Teva. The currency hedged items are usually denominated in the following main currencies: euro, Swiss franc, British pound, Russian ruble, Canadian dollar, Polish złoty, Japanese yen, new Israeli shekel, Indian. Depending on market conditions, foreign currency risk is also managed through the use of foreign currency debt.
The Company may choose to hedge against possible fluctuations in foreign subsidiaries net assets (“net investment hedge”) and has entered into cross-currency swaps and forward-contracts in the past in order to hedge such an exposure.
Most of the counterparties to the derivatives are major banks and the Company is monitoring the associated inherent credit risks. The Company enters into derivative transactions for hedging purposes only.
 
b.
Interest risk management:
The Company raises capital through various debt instruments, including senior notes, sustainability-linked senior notes, bank loans and convertible debentures that bear fixed or variable interest rates, as well as a syndicated sustainability-linked revolving credit facility and securitization programs that bear a variable interest rate. In some cases, the Company has swapped from a fixed to a variable interest rate (“fair value hedge”) and from a fixed to a fixed interest rate with an exchange from a currency other than the functional currency (“cash flow hedge”), thereby reducing overall interest expenses or hedging risks associated with interest rate fluctuations. As of March 31, 2026, all outstanding senior notes and sustainability-linked senior notes bear a fixed interest rate.
 
20

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
c.
Derivative instruments outstanding:
The following table summarizes the classification and fair values of derivative instruments:
 
   
Fair value
   
Fair value
 
   
Designated as hedging

instruments
   
Not designated as hedging

instruments
 
   
March 31,

2026
   
December 31,

2025
   
March 31,

2026
   
December 31,

2025
 
Reported under
  
(U.S. $ in millions)
   
(U.S. $ in millions)
 
Asset derivatives:
        
Other current assets:
        
Option and forward contracts
  $   $   $68   $86 
Liability derivatives:
        
Other current liabilities:
        
Option and forward contracts
           (66   (38
Other
non-current
liabilities:
        
Cross-currency interest rate swap-cash flow hedge (1)
   (18   (19        
The table below provides information regarding the location and amount of
pre-tax
(gains) losses from derivatives designated in cash flow hedging relationships:
 
   
Financial expenses, net
   
Other comprehensive
income (loss)
 
   
Three months ended,
   
Three months ended,
 
   
March 31,

2026
   
March 31,
2025
   
March 31,

2026
   
March 31,
2025
 
Reported under
  
(U.S. $ in millions)
 
Line items in which effects of hedges are recorded
  $216   $225   $(121  $500 
Cross-currency interest rate swap - cash flow hedge (1)
   (10       1     
The table below provides information regarding the location and amount of
pre-tax
(gains) losses from derivatives not designated as hedging instruments:
 
   
Financial expenses, net
   
Net revenues
 
   
Three months ended,
   
Three months ended,
 
   
March 31,
2026
   
March 31,
2025
   
March 31,
2026
   
March 31,
2025
 
Reported under
  
(U.S. $ in millions)
 
Line items in which effects of hedges are recorded
  $216   $225   $(3,982  $(3,891
Option and forward contracts (2)
   11    62         
Option and forward contracts economic hedge (3)
           (11   27 
 

(1)
In May 2025, Teva entered into a $500 million notional amount of fixed to fixed cross-currency interest rate swaps relating to its 5.75% senior notes due 2030 to hedge the foreign currency exchange risk of future principal and interest payments associated with the USD denominated notes. The cross-currency swaps synthetically convert part of the USD debt into CHF, aligning debt servicing costs with Teva’s inflows and reducing economic volatility. These swaps have been designated as cash flow hedges and the gain or loss on these swaps will be reported as a component of other comprehensive income and reclassified into earnings in each period during which the swaps affect earnings in the same line item associated with the USD denominated bonds.
(2)
Teva uses foreign exchange contracts (mainly option and forward contracts) to hedge balance sheet items from currency exposure. These foreign exchange contracts are not designated as hedging instruments for accounting purposes. In connection with these foreign exchange contracts, Teva recognizes gains or losses that offset the revaluation of the balance sheet items also recorded under financial expenses, net.
(3)
Teva entered into option and forward contracts designed to limit the exposure of foreign exchange fluctuations on projected revenues and expenses recorded in euro, Swiss franc, British pound, Russian ruble, Canadian dollar, Polish złoty, new Israeli shekel, Indian rupee and some other currencies to protect its projected operating results
in
2026. These derivative instruments do not meet the criteria for hedge accounting, however, they are accounted for as an economic hedge. These derivative instruments, which may include hedging transactions of future projected revenues and expenses, are recognized on the balance sheet at their fair value on a quarterly basis, while the foreign exchange impact on the underlying revenues and expenses may occur in subsequent quarters. Changes in the fair value of the derivative instruments are recognized in the same line item in the statements of income as the underlying exposure being hedged. Cash flows associated with these derivatives are reflected as cash flows from operating activities in the consolidated statements of cash flows.

21

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
d.
Amortizations due to terminated derivative instruments:
Forward-starting interest rate swaps and treasury lock agreements
In 2015, Teva entered into forward-starting interest rate swaps and treasury lock agreements to protect the Company from interest rate fluctuations in connection with a future debt issuance the Company was planning. These forward-starting interest rate swaps and treasury lock agreements were terminated in July 2016 upon the debt issuance. Termination of these transactions resulted in a loss position of $
493
 million, which was recorded as other comprehensive income (loss) and is amortized under financial expenses, net over the life of the debt.
With respect to these forward-starting interest rate swaps and treasury lock agreements, losses of $5 million and $7 million were recognized under financial expenses, net, for three months ended March 31, 2026 and 2025, respectively. 
 
e.
Securitization:

U.S. securitization program
On November 7, 2022, Teva and a bankruptcy-remote special purpose vehicle (“SPV”) entered into an accounts receivable securitization facility (“AR Facility”) with PNC Bank, National Association (“PNC”) with a
three-year
term. The AR Facility initially provided for purchases of accounts receivable by PNC in an amount of up to $
1
 billion was later adjusted through amendments to reflect changes in receivables purchaser participation and commitment amounts totaling up to $
950
 million. In November 2025, the AR facility was extended for an additional three-year term. The commitment amount remained $
950
 million.
Pledged accounts receivables
In connection with the U.S. securitization program, accounts receivables, net of allowance for credit losses, include $462 million and $799 million as of March 31, 2026 and December 31, 2025, respectively, which are pledged by the SPV to PNC.
 
f.
Supplier Finance Program Obligation
Teva maintains supply chain finance agreements with participating financial institutions. Under these agreements, participating suppliers may voluntarily elect to sell their accounts receivable with Teva to these financial institutions. Teva’s suppliers negotiate their financing agreements directly with the respective financial institutions and Teva is not a party to these agreements. Teva has no economic interest in its suppliers’ decisions to participate in the program and Teva pays the financial institutions the stated amount of confirmed invoices on the maturity dates, which is generally within 120 days from the date the invoice was received.
The agreements with the financial institutions do not require Teva to provide assets pledged as security or other forms of guarantees for the supplier finance programs.
Substantially all outstanding
 amounts related to suppliers participating in the supplier finance program are recorded under accounts payables in Teva’s consolidated balance sheets. As of March 31, 2026 and December 31, 2025, the outstanding
accounts payables to suppliers
participating in these supplier finance programs were $251 million and $225 million, respectively.
NOTE 9 – Legal settlements and loss contingencies:
In the first quarter of 2026, Teva recorded expenses of $72 million in legal settlements and loss contingencies, compared to expenses of $86 million in the first quarter of 2025. Expenses in the first quarter of 2026 and 2025 were mainly related to an update to the estimated settlement provision for the opioid cases (mainly the effect of the passage of time on the net present value of the discounted payments). See note 10.
 
22

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
As of March 31, 2026 and December 31, 2025, Teva’s provision for legal settlements and loss contingencies recorded under accrued expenses and other taxes and long-term liabilities was $4,680 million and $4,753 million, respectively.
NOTE 10 – Commitments and contingencies:
Overview
From time to time, Teva and/or its subsidiaries are subject to claims for damages and/or equitable relief arising in the ordinary course of business. In addition, as described below, in large part as a result of the nature of its business, Teva is frequently subject to litigation. Teva generally believes that it has meritorious defenses to the actions brought against it and vigorously pursues the defense or settlement of each such action.
Teva records a provision in its consolidated financial statements to the extent that it concludes that a contingent liability is probable and the amount thereof is reasonably estimable. Except as noted below, no material provision has been made regarding any matter disclosed in this note, based upon the case status, management’s assessments of the likelihood of damages, and the advice of legal counsel. Litigation outcomes and contingencies are unpredictable, and substantial damages or other relief may be awarded. Accordingly, management’s assessments involve complex judgments about future events and often rely heavily on estimates and assumptions. Teva continuously reviews the matters described below and may, from time to time, remove a previously disclosed matter where the exposure was fully resolved in the prior year, or determined to no longer meet the materiality threshold for disclosure (including, in some circumstances, because such matter has been substantially resolved).
If one or more of the legal proceedings described below were to result in final judgments against Teva, such judgments could be material to its results of operations and cash flows in a given period. In addition, Teva incurs significant legal fees and related expenses in the course of defending its positions, even if the facts and circumstances of a particular litigation do not give rise to a provision in the consolidated financial statements.
In connection with certain agreements, Teva may, under certain circumstances, be required to indemnify, and may be indemnified by, in unspecified amounts, the parties to such agreements against third-party claims. Among other things, Teva’s agreements with such parties may require Teva to indemnify them, or require them to indemnify Teva, for the costs and damages incurred in connection with product liability claims.
As further described below, Teva’s legal contingencies include, but are not limited to patent litigation, product liability, competition-related matters, government investigations, and litigations relating to pricing and marketing. Except as otherwise noted, all of the litigation matters disclosed involve claims arising in the United States, and all third-party sales figures given below are based on IQVIA data.
Patent Litigation
Teva is involved in patent litigation relating to the development, manufacture, and commercialization of pharmaceutical products, including proceedings under the
Hatch-Waxman
Act, Biologics Price and Competition Act, and comparable frameworks outside the United States. Such matters may involve claims of patent infringement, validity, or enforceability.
In July 2014, GlaxoSmithKline (“GSK”) filed claims against Teva in the U.S. District Court for the District of Delaware for infringement of a patent directed to using carvedilol in a specified manner to decrease the risk of mortality in patients with congestive heart failure. Teva began selling its carvedilol tablets (the generic version of GSK’s Coreg
®
) in September 2007. A jury returned a $235.5 million verdict in GSK’s favor, finding Teva liable for patent infringement in 2017. On February 9, 2026, Teva and GSK entered a settlement, and all pending litigation regarding this matter has been dismissed pursuant to that settlement.
On April 30, 2018, Vanda sued Teva in the U.S. District Court for the District of Delaware asserting infringement of six
Orang
e-Book listed patents expiring between January 2033 and May 2034 related to Vanda’s Hetlioz
®
. On May 10, 2023, the U.S. Appeals Court for the Federal Circuit affirmed the invalidity of four patents asserted by Vanda and held that one patent had not been infringed by Teva. In December 2022, Teva launched its tasimelteon product (the generic version of Hetlioz
®
). Vanda filed a second lawsuit, again asserting the infringement of certain patents related to Hetlioz
®
that is currently pending in the U.S. District Court for the District of Delaware. Teva has counterclaims for non-infringement, invalidity, and unenforceability of Vanda’s patents. There is no trial date set for this second case. Should Teva be found liable for patent infringement, it could be subject to monetary damages and enjoined from further selling its tasimelteon product.
 
23

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
Product Liability Litigation
Teva is subject to product liability claims arising from the manufacture, distribution, and sale of pharmaceutical products, including claims related to alleged adverse events or product quality issues.
Since July 2018, Teva and its subsidiaries have been parties to litigation relating to nitrosamine impurities allegedly found in the active pharmaceutical ingredient (“API”) supplied to Teva by multiple API manufacturers.
Teva is currently defending against nitrosamine claims related to its valsartan, losartan, metformin and ranitidine products, including in a multi-district litigation (“MDL”) in the U.S. District Court for the District of New Jersey, related to valsartan and losartan. Another MDL is pending in the U.S. District Court for the Southern District of Florida related to ranitidine, as well as several inactive cases in state courts.
A previously-scheduled trial in the New Jersey MDL on valsartan-related claims made by certain
third-party
payers, has been postponed indefinitely, and discovery on the losartan-related claims pending against Teva in that same MDL has been paused indefinitely as well. There are also 229 valsartan-related personal injury cases pending against Teva in the New Jersey MDL, with bellwether trials expected no earlier than the first half of 2027.
Certain generic manufacturers, including Teva, have also been named in state court actions brought by single plaintiffs asserting valsartan-related claims similar to those in the aforementioned New Jersey MDL. All such state court matters have been stayed, aside from a single case pending in New Jersey. Similar lawsuits are pending in Canada.
The claims against Teva and other generic manufacturers in the ranitidine MDL have been dismissed on preemption and additional grounds and are currently under appeal in the Eleventh Circuit Court of Appeals.
Teva was also named in a consolidated proceeding pending in the U.S. District Court for the District of New Jersey brought by individuals and end payors seeking economic damages on behalf of purported classes of consumers and end payors who purchased Teva’s and other generic manufacturers’ metformin products. In December 2024, Teva reached a settlement on this matter that resolved all of the plaintiffs’ claims against Teva and the settlement agreement is awaiting court approval.
Teva has also been named as a defendant in product liability actions involving Paragard
®
, an Intrauterine device (“IUD”) product that Teva divested to Cooper Surgical in 2017. These actions have been consolidated by the Judicial Panel on Multidistrict Litigation in the United States District Court for the Northern District of Georgia (“MDL”). The first MDL bellwether trial concluded on February 3, 2026, with a defense verdict in Teva’s favor. In February 2026, the MDL Court entered an order scheduling the second bellwether trial to begin on September 28, 2026. There is also one Paragard case pending in state court in New Jersey.
Competition Matters
Teva is involved in antitrust and competition proceedings in various jurisdictions, including matters relating to patent settlements, pricing, marketing, and commercial practices. These proceedings may involve governmental authorities, private plaintiffs, or both.
In December 2011, three groups of plaintiffs filed claims against Wyeth and Teva for alleged violations of the U.S. antitrust laws in connection with their November 2005 settlement of patent litigation involving extended-release venlafaxine (generic Effexor XR
®
). The cases were filed by a purported class of direct purchasers, a purported class of indirect purchasers and certain chain pharmacies in the U.S. District Court for the District of New Jersey. The plaintiffs claim that the settlement agreement between Wyeth and Teva unlawfully delayed generic entry. On August 19, 2025, the district court approved a settlement agreement between Teva and one group of plaintiffs (the indirect purchaser plaintiffs), while the case is proceeding with respect to the other plaintiffs. Annual sales of Effexor XR
®
were approximately $2.6 billion at the time of settlement and at the time Teva launched its generic version of Effexor XR
®
in July 2010.
In February 2012, two purported classes of direct-purchaser plaintiffs filed claims against GSK and Teva in the U.S. District Court for the District of New Jersey for alleged violations of the antitrust laws in connection with their February 2005 settlement of patent litigation involving lamotrigine (generic Lamictal
®
). The plaintiffs claimed that the settlement agreement unlawfully delayed generic entry and sought unspecified damages. In February 2023, a number of direct purchasers who were denied class certification filed suit as individual plaintiffs, which action was transferred to the U.S. District Court for the District of New Jersey. Discovery of the newly added individual plaintiffs is ongoing. Annual sales of Lamictal
®
were approximately $950 million at the time of the settlement and approximately $2.3 billion at the time Teva launched its generic version of Lamictal
®
in July 2008.
 
24

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
In April 2013, purported classes of direct purchasers and indirect purchasers of Niaspan
®
(extended-release niacin) filed claims against Teva and Abbott for violating the antitrust laws by entering into a settlement agreement in April 2005 to resolve patent litigation over the product. A multidistrict litigation was established in the U.S. District Court for the Eastern District of Pennsylvania. Throughout 2015 and in January 2016, several individual direct-purchaser
opt-out
plaintiffs filed complaints with allegations nearly identical to those of the direct purchasers’ class. The indirect purchasers’ motion for class certification was denied by the district court, and that denial was subsequently (in 2023) affirmed by the Court of Appeals for the Third Circuit. The litigation remains ongoing. In October 2016, the District Attorney for Orange County, California, filed a similar complaint in California state court, alleging violations of state law and seeking restitution and civil penalties. The California state court case has been stayed. Annual sales of Niaspan
®
were approximately $416 million at the time of the settlement and approximately $1.1 billion at the time Teva launched its generic version of Niaspan
®
in September 2013.
Between September 2021 and April 2022, several private plaintiffs including retailers and health insurance providers filed claims in various courts against Teva and certain other defendants related to various medicines used to treat HIV, which were all removed and/or consolidated into the U.S. District Court for the Northern District of California. As they relate to Teva, the lawsuits challenged settlement agreements Teva entered into with Gilead in 2013 and/or 2014 to resolve patent litigation relating to Teva’s generic versions of Viread
®
and/or Truvada
®
and Atripla
®
, although plaintiffs later abandoned any claim for damages relating to the Viread
®
settlement. In May 2023, Teva and Gilead reached a settlement agreement with the retailer plaintiffs and Teva recognized a provision for this matter based on such settlement. On June 30, 2023, the jury in the trial against the remaining plaintiffs issued a verdict in favor of Teva and Gilead, rejecting all of the remaining plaintiffs’ claims, and on February 12, 2024, the court entered a judgment consistent with the jury verdict as to all claims against Teva. The plaintiffs appealed to the U.S. Court of Appeals for the Ninth Circuit, and oral argument on the appeal occurred on October 9, 2025. A decision remains pending. Annual sales in the United States at the time of the settlement of Viread
®
, Truvada
®
and Atripla
®
were approximately $582 million, $2.4 billion, and $2.9 billion, respectively. Annual sales in the United States at the time Teva launched its generic version of Viread
®
in 2017, Truvada
®
in 2020 and Atripla
®
in 2020 were approximately $728 million, $2.1 billion and $444 million, respectively.
On October 31, 2024, the European Commission, following a formal antitrust investigation, issued a final decision alleging that Teva had engaged in anticompetitive practices with respect to COPAXONE
®
in certain European member states by (i) filing and withdrawing certain divisional patents, and (ii) raising concerns about competitors’
follow-on
versions of COPAXONE. The decision also includes a fine of 462.6 million euros, potentially subject to post-decision interest. In January 2025, Teva filed an appeal against the decision with the General Court of the European Union, and that appeal remains pending. In accordance with Accounting Standards Codification 450 “Accounting for Contingencies,” Teva recognized a provision in its financial statements in the third quarter of 2024, based on management’s best estimate of the outcome within a range of outcomes for the final resolution of this case. Teva has provided the European Commission with surety underwritten guarantees in an amount of 462.6 million euros, together with specified post-decision interest, to cover the fine amount. Certain generic competitors in Europe have also brought similar antitrust claims against Teva in Germany and in the Netherlands, which have been stayed. Teva could face additional claims from generic competitors, payors, or other private plaintiffs in Europe related to this matter.
 
25

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
On June 29, 2021, Mylan Pharmaceuticals (“Mylan”) filed claims against Teva in the U.S. District Court for the District of New Jersey. On March 11, 2022 and March 15, 2022, purported purchasers of COPAXONE filed claims against Teva in the U.S. District Court for the District of New Jersey on behalf of themselves and similarly situated direct and indirect purchasers of COPAXONE. On August 22, 2022, additional purported purchasers of COPAXONE sued Teva in the U.S. District Court for the District of Vermont on behalf of themselves and similarly situated indirect purchasers of COPAXONE. The complaints variously assert claims for alleged violations of the Lanham Act, state and federal unfair competition and monopolization laws, tortious interference, trade libel, and a violation of the Racketeer Influenced and Corrupt Organizations Act (“RICO Act”). Additionally, plaintiffs claim Teva was involved in an unlawful scheme to delay and hinder generic competition concerning COPAXONE sales. On April 3, 2025, certain retailer plaintiffs, as
opt-outs
of the purported direct purchaser plaintiffs’ (“DPP”) class in the District of New Jersey, filed a complaint against Teva in the District of Vermont alleging claims similar to those filed by other plaintiffs and asserting a claim under the Sherman Act. On September 24, 2025, the Vermont court granted Teva’s motion to transfer the retailers’ case to the District Court for the District of New Jersey, where it has been consolidated with the other pending cases for pretrial purposes. Plaintiffs seek damages for lost profits and expenses, disgorgement, restitution, treble damages, attorneys’ fees and costs, and injunctive relief. Teva moved to dismiss all of the complaints, and on January 22, 2024, Teva’s motion to dismiss the complaint in the District of Vermont was granted as to certain state law claims but was otherwise denied. On April 13, 2026, adopting in full prior reports and recommendations issued by the Special Master in the District of New Jersey (the “Special Master”), the New Jersey District Court dismissed certain claims and allegations of the retailers and Mylan with prejudice. On May 30, 2025, the DPPs filed an amended complaint, which drops its class allegations and adds several new direct purchaser plaintiffs. Teva submitted its renewed motion to dismiss certain of DPPs’ allegations to the Special Master for resolution, which is fully briefed and remains pending. On October 20, 2025, the indirect purchasers filed an amended complaint similar to the DPPs’ amended complaint, and Teva submitted its renewed motion to dismiss those allegations to the Special Master for resolution, which remains pending.
On July 15, 2021, the U.K. Competition and Markets Authority (“CMA”) issued a decision imposing fines for breaches of U.K. competition law by Allergan, Actavis UK, Auden Mckenzie and a number of other companies in connection with the supply of 10mg and 20mg hydrocortisone tablets in the U.K. The decision combines the CMA’s three prior investigations into the supply of hydrocortisone tablets in the U.K., as well as the CMA’s subsequent investigation relating to an alleged anticompetitive agreement with Waymade. On January 9, 2017, Teva completed the sale of Actavis UK to Accord Healthcare Limited, in connection with which Teva agreed to indemnify Accord Healthcare for potential fines imposed by the CMA and/or damages awarded by a court against Actavis UK in relation to two of the three statements of objection from the CMA (dated December 16, 2016 and March 3, 2017), and resulting from conduct prior to the closing date of the sale. In addition, following Teva’s acquisition of the Actavis generics business from Allergan, Teva agreed to indemnify Allergan against losses arising from this matter in the event of any such fines or damages. On October 6, 2021, Accord UK (previously Actavis UK) and Auden Mckenzie appealed to the U.K. Competition Appeal Tribunal (the “Tribunal”) the CMA’s decisions that the prices of hydrocortisone were unfair and excessive and that the agreements amounted to infringements of the U.K.’s Competition Act as
so-called
pay-for-delay
arrangements. The Tribunal handed down partial judgments on September 18, 2023 (judgment on unfair pricing), March 8, 2024 (judgments on
pay-for-delay
and due process) and April 29, 2024 (judgment on fines). On September 6, 2024, the U.K. Court of Appeal overturned the Tribunal’s judgment on due process and, as a result, the Tribunal will consider and issue a further judgment on fines. In March 2025, the Tribunal gave Accord UK and Auden Mckenzie permission to appeal to the Court of Appeal certain other issues relating to unfair pricing and fines. The appeal hearing has been scheduled for June 23, 2026. A provision for the estimated exposure for Teva related to the fines and/or damages has been recorded in the financial statements.
 
26

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
In November 2022, two complaints filed by plaintiffs purporting to represent retailer purchasers and a putative class of
end-payor
purchasers were filed in the U.S. District Court for the District of New Jersey against Teva and its marketing partner Natco Pharma Limited (“Natco”) alleging violations of the antitrust laws in connection with their December 2015 settlement of patent litigation with Celgene Corporation (which was subsequently acquired by BMS) involving the drug Revlimid
®
(lenalidomide). The complaints also name Celgene and BMS as defendants. On January 24, 2023, the complaints were consolidated for
pre-trial
purposes only with an earlier-filed, already consolidated action filed against BMS and Celgene. On February 16, 2023, plaintiffs filed amended complaints adding additional plaintiffs. Additionally, on October 6, 2023, two individual payor plaintiffs brought claims similar to those described above in the U.S. District Court for the Northern District of California, which were consolidated with the pending consolidated actions and transferred to the U.S. District Court for the District of New Jersey. On June 6, 2024, the court granted in full Celgene’s motion to dismiss claims brought by certain insurer plaintiffs, but allowed plaintiffs leave to amend most of their claims. The court had previously administratively terminated Teva’s, Natco’s, and Celgene’s motions to dismiss the retailer and
end-payor
complaints pending the decision on the Insurer
Opt-Out
Action. On August 5, 2024, plaintiffs filed amended complaints to which the defendants subsequently filed motions to dismiss, which remain pending. On December 16, 2024, five individual Insurer Opt-Out plaintiffs, each of whom had added Teva and Natco as defendants in the Insurer Amended Complaint filed on August 5, 2024, filed new standalone complaints naming Teva, Natco and others as defendants. Annual sales of Revlimid
®
in the United States were approximately $
3.5 
billion at the time of the settlement.
On December 2, 2022, plaintiffs purporting to represent putative classes of indirect purchasers of EpiPen
®
(epinephrine injection) and NUVIGIL
®
(armodafinil) filed a complaint in the U.S. District Court for the District of Kansas against Teva, Cephalon, and a former Teva executive. Teva owns the New Drug Application (“NDA”) for NUVIGIL and sold the brand product, for which generic entry occurred in 2016. Teva filed an Abbreviated New Drug Application (“ANDA”) to sell generic EpiPen
®
, which Teva launched in 2018 following receipt of FDA approval. The complaint alleges, among other things, that the defendants violated federal antitrust laws, the RICO Act, and various state laws in connection with settlements resolving patent litigation relating to those products. Plaintiffs seek injunctive relief, compensatory and punitive damages, interest, attorneys’ fees and costs. On September 26, 2023, plaintiffs filed a brief in which plaintiffs limited their claims only to those relating to the alleged delay of generic NUVIGIL. On March 26, 2024, the court dismissed plaintiffs’ RICO claims and certain state law claims but denied Teva’s motion to dismiss plaintiffs’ antitrust claims. On June 14, 2024, the court entered orders bifurcating discovery and limiting the first phase to the question of the timeliness of plaintiffs’ claims. On April 9, 2026, Teva filed a motion for summary judgement seeking dismissal based on the timelines of plaintiffs’ claims, and that motion remains pending. Substantially similar complaints were filed in the U.S. District Courts for the Central District of California and the Eastern District of New York on June 19, 2025 and June 23, 2025, respectively, and both litigations were subsequently transferred to the District of Kansas. On January 26, 2026, the court consolidated the transferred cases and plaintiffs filed a virtually identical, amended consolidated complaint on February 20, 2026. On March 20, 2026, Teva filed its motion to dismiss the amended consolidated complaint. Annual sales of NUVIGIL in the United States were approximately $
300 
million at the time Teva entered into the first settlement with an ANDA filer in 2012.
In May 2023, certain
end-payor
plaintiffs filed putative class action complaints in the U.S. District Court for the District of Massachusetts against Teva and a number of its affiliates, alleging that Teva engaged in anticompetitive conduct to suppress generic competition to its branded QVAR asthma inhalers in violation of state and federal antitrust laws and state consumer protection laws. The court dismissed plaintiffs’ claim that Teva had engaged in “sham litigation” and certain of plaintiffs’ state antitrust and consumer protection claims, but permitted the case to proceed on the remainder of plaintiffs’ allegations. Teva recognized a provision for this matter in 2025. On August 4, 2025, the parties informed the court that they had reached a settlement in principle, which was subsequently finalized and filed, and on April 2, 2026, the Court granted preliminary approval of the settlement.
In September, October, and December 2025, private plaintiffs representing (i) a putative class of
end-payor
purchasers, (ii) a putative class of direct purchasers; (iii) Walgreen Co., The Kroger Co., Albertsons Companies, Inc., HEB, L.P., and Supervalu, Inc., and (iv) CVS Pharmacy, Inc., filed complaints in the United States District Court for the District of Rhode Island against Bausch Health Companies Inc., Teva, and their related entities. In December 2025, certain of the plaintiff groups identified above filed an amended complaint. The operative complaints allege violations of the antitrust laws and various state laws in connection with the companies’ September 2018 settlement of patent litigation concerning the drug Xifaxan
®
(rifaximin). Plaintiffs seek declaratory and injunctive relief, treble damages, attorneys’ fees, and costs of suit. On January 28, 2026 and March 25, 2026, respectively, the putative classes of
end-payor
purchasers and direct purchasers voluntarily dismissed their claims without prejudice. On April 16, 2026, CVS Pharmacy Inc. filed an amended complaint and Walgreen Co., The Kroger Co., Albertsons Companies, Inc., HEB, L.P., and Supervalu, Inc. filed a motion to amend their complaint. Annual sales of Xifaxan
®
were approximately $
1.5 
billion at the time of the settlement.
Government Investigations and Litigation Relating to Pricing and Marketing
Teva is involved in government investigations and litigation arising from the marketing and promotion of its pharmaceutical products in the United States.
In 2015 and 2016, Actavis and Teva USA each respectively received subpoenas from the U.S. Department of Justice (“DOJ”) Antitrust Division seeking documents and other information relating to the marketing and pricing of certain Teva USA generic products and communications with competitors about such products. On August 25, 2020, a federal grand jury in the Eastern District of Pennsylvania returned a three-count indictment charging Teva USA with criminal felony Sherman Act violations. On August 21, 2023, Teva USA entered into a
3-year
deferred prosecution agreement (“DPA”) with the DOJ. Under the terms of the DPA, Teva USA: (i) admitted to violating the antitrust laws by agreeing with competitors, in three instances between 2013 and 2015 involving three separate customers, not to bid on an opportunity to supply a customer with a particular generic product (in the first instance pravastatin, in the second clotrimazole, and in the third tobramycin); (ii) agreed to divest the pravastatin that it sells in the United States to a third-party buyer; (iii) agreed to donate $50 million worth of clotrimazole and tobramycin, valued at wholesale acquisition cost (“WAC”), to humanitarian organizations over five years; and (iv) agreed to pay a fine in the amount of $225 million over 5 years, with $22.5 million due each year from 2024 through 2027, and $135 million due in 2028. Teva recognized a provision for the resolution of this case and divested pravastatin in November 2024 pursuant to the DPA.
 
27

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
In May 2018, Teva received a civil investigative demand from the DOJ Civil Division pursuant to its investigation concerning allegations that generic pharmaceutical manufacturers, including Teva, engaged in market allocation and/or price-fixing agreements, paid illegal remuneration, and caused false claims to be submitted in violation of the False Claims Act. On October 10, 2024, Teva entered into a settlement agreement with the Civil Division to resolve these allegations. Under the terms of the settlement, which includes no admission of wrongdoing, Teva is required to pay $25 million, consisting of $10 million that was paid in the fourth quarter of 2024 and $15 million that was paid in January 2026. Teva has recognized a provision for the resolution of this matter.
In 2015 and 2016, Actavis and Teva USA each respectively received a subpoena from the Connecticut Attorney General seeking documents and other information relating to potential state antitrust law violations. On December 15, 2016, and as subsequently amended, a civil action was brought by the attorneys general of 49 states, as well as the District of Columbia and Puerto Rico, which includes claims against both Actavis and Teva. On May 10, 2019, and as subsequently amended, most of these attorneys general filed another antitrust complaint against Actavis, Teva and other companies and individuals alleging that Teva was at the center of a conspiracy in the generic pharmaceutical industry and asserting that Teva and others allegedly fixed prices, rigged bids, and allocated customers and market share with respect to certain products. The second complaint was amended on November 22, 2024, to add California as a plaintiff as well as to add additional defendants. On June 10, 2020, most of the same states, with the addition of the U.S. Virgin Islands, filed a separate, third complaint in the U.S. District Court for the District of Connecticut naming, among other defendants, Actavis, in a similar complaint relating to dermatological generic products, and that complaint was later amended to, among other things, add California as a plaintiff.
For the complaints described above, which also include claims against certain former employees of Actavis and Teva USA, the states seek a finding that the defendants’ actions violated federal antitrust law and state antitrust and consumer protection laws, as well as injunctive relief, disgorgement, damages on behalf of various state and governmental entities and consumers, civil penalties and costs. In April 2024, all three of the attorneys general’s lawsuits were transferred back to the U.S. District Court for the District of Connecticut where they were originally filed, and fact discovery in all three complaints was completed in 2025. The court has denied, in large part, each of the defendants’ joint motions for summary judgment as to the attorney general’s third complaint. Additional motions for summary judgment filed by certain defendants (including Actavis) remain pending.
In addition, for the complaints described above, Teva has settled with the states of Mississippi (in June 2021), Louisiana (in March 2022), Georgia (in September 2022), Arkansas (in October 2022), Florida (in February 2023), Kentucky (in June 2023), South Dakota (in June 2024), and New Mexico (in June 2024). Teva paid each state an amount proportional to its share of the national population (approximately $1,000,000 for each 1% share of the national population), and such states have dismissed their claims against Actavis and Teva USA, as well as certain former employees of Actavis and Teva USA, pursuant to these settlements. These settlements, in addition to the status of negotiations with several other U.S. state attorneys general to settle on comparable terms, caused management to consider settlement of the claims filed by the remaining attorneys general to be probable, and management recorded an estimated provision in the third quarter of 2022. In the second quarter of 2025, Teva updated the provision based on recent developments in its ongoing negotiations with certain remaining U.S. state attorneys general. The States of Alabama (in March 2022) and Hawaii (in August 2023) and the territories of American Samoa (in July 2020) and Guam (in February 2023) have all voluntarily dismissed all of their claims in the litigation against Actavis and Teva USA. The dismissals by Alabama, Hawaii and Guam were with prejudice and the dismissal by American Samoa was without prejudice.
 
28

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
Beginning on March 2, 2016, and through June 2025, numerous complaints have been filed in the United States on behalf of putative classes of direct and indirect purchasers of several generic drug products, as well as several individual direct and indirect purchaser
opt-out
plaintiffs, including most recently a complaint filed by an indirect opt out plaintiff on December 2, 2025. All such complaints (other than the December 2025 complaint, as detailed below) have been transferred to the generic drug multidistrict litigation in the Eastern District of Pennsylvania (“Pennsylvania MDL”). These complaints have been brought against various manufacturer defendants, including Teva USA and Actavis, alleging that these defendants engaged in conspiracies to fix prices and/or allocate market share of generic products, and generally seeking injunctive relief and damages under federal antitrust law, as well as damages under various state laws. With limited exceptions, all fact discovery in the Pennsylvania MDL was completed in December 2025. The Pennsylvania MDL court selected two single-drug cases brought by putative classes of direct-purchaser plaintiffs (“DPPs”) and
end-payor
plaintiffs (“EPPs”) as bellwethers. Actavis (but not Teva) is a defendant in those cases. After selecting those two bellwether cases, the Pennsylvania MDL court certified them as class actions and proposed holding a trial in the EPP bellwether case starting in August 2025. However, on June 17, 2025, the United States Court of Appeals for the Third Circuit gave defendants permission to immediately appeal the Pennsylvania MDL court’s grant of class certification and the Pennsylvania MDL court thereafter stayed the EPPs and DPPs bellwether cases. Briefing on the appeal was completed in December 2025. The Third Circuit tentatively scheduled oral arguments on the appeal for June 1, 2026. The Pennsylvania MDL court has since selected five additional bellwethers: (i) Humana Inc.’s (“Humana”) indirect
opt-out
case, involving claims on various drugs, with trial expected in September 2026; (ii) a case filed by a putative class of indirect reseller plaintiffs (“IRPs”) involving claims on a single drug (pravastatin), with the trial expected in December 2026; (iii) Kroger Co. (“Kroger”), a direct
opt-out
case, involving claims on various drugs, with the trial expected in August 2027; (iv) Cigna Corp. (“Cigna”), an indirect
opt-out
case, involving claims on various drugs, with the trial expected in January 2028; and (v) CVS Pharmacy Inc. (“CVS”), a direct
opt-out
case, involving claims on various drugs, where a trial date has not yet been set.
From 2019 to 2021, certain individual plaintiffs commenced civil actions in the Pennsylvania Court of Common Pleas of Philadelphia County against many of the defendants in the Pennsylvania MDL, including Teva and Actavis. Following defendants’ request, the cases filed in the Court of Common Pleas of Philadelphia County have all been placed in deferred status. One plaintiff, Aetna Inc., filed a complaint in Connecticut state court on December 30, 2024. Certain counties in New York and Texas have also commenced civil actions against many of the defendants in the Pennsylvania MDL, including Teva and Actavis, and the complaints have been transferred to the Pennsylvania MDL. On March 14, 2025 and June 9, 2025, respectively, Walmart Inc. and Southwest Airlines, Inc. filed lawsuits against various manufacturers, including Teva and Actavis, in the Eastern District of Pennsylvania which has been transferred to the Pennsylvania MDL. On May 19, 2025, New York Quality Healthcare Corporation filed a lawsuit against various manufacturers, including Teva and Actavis, in New York Supreme Court, County of New York. On December 2, 2025, AT&T Services, Inc. filed a lawsuit against various manufacturers, including Teva and Actavis, in the Eastern District of Pennsylvania, and that action has been transferred to the Pennsylvania MDL. On December 12, 2025, Taurus Acquisition Group filed a lawsuit against various manufacturers, including Teva and Actavis, in the Eastern District of Pennsylvania, and that action has been transferred to the Pennsylvania MDL.
One similar complaint has also been brought in Canada, with allegations that the defendants engaged in conspiracies to fix prices and/or allocate market share of generic drug products to the detriment of a class of private payors. The court held a class certification hearing in October 2025 and, in February 2026, issued its decision denying class certification. Plaintiffs’ time to appeal has since expired. The case is still pending with only one individual plaintiff remaining.
In March 2017, Teva received a subpoena from the U.S. Attorney’s office in Boston, Massachusetts requesting documents related to Teva’s donations to patient assistance programs. In August 2020, the U.S. Attorney’s office in Boston, Massachusetts brought a civil action in the U.S. District Court for the District of Massachusetts alleging causes of action under the federal False Claims Act and for unjust enrichment (the “DOJ PAP Complaint”). It was alleged that Teva’s donations to certain 501(c)(3) charities that provided financial assistance to multiple sclerosis patients violated the Anti-Kickback Statute. On October 10, 2024, Teva entered into a settlement agreement with the DOJ to resolve these claims. Under the terms of the settlement, which includes no admission of wrongdoing, Teva is required to pay $425 million over 6 years – $19 million was paid in December 2024, $34 million was paid in January 2026, $49 million is due to be paid in each of December 2026 and December 2027, $99 million is due to be paid in December 2028, and $175 million is due to be paid in December 2029. The case was dismissed with prejudice on November 19, 2024. Teva has recognized a provision for the resolution of this case. Additionally, on January 8, 2021, Humana filed an action against Teva in the U.S. District Court for the Middle District of Florida based on the allegations raised in the DOJ PAP Complaint. On April 29, 2025, the court granted Teva’s motion to dismiss. On May 28, 2025, Humana
re-filed
the case in Kentucky circuit court, alleging the same facts alleged in the Florida district court action. On July 29, 2025, Teva filed a motion to dismiss, which the court granted in part and denied in part on January 15, 2026, leaving only claims for breach of various rebate agreements remaining. On November 17, 2022, United Healthcare filed an action against Teva in the U.S. District Court for the District of New Jersey based on the conduct alleged in the DOJ PAP Complaint, followed by an amended complaint filed on February 29, 2024. On March 28, 2025, Teva moved for summary judgment limited to the statute of limitations defense as per the court’s order, and that motion is pending.
 
29

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
In April 2021, a city and county in Washington filed claims against Teva in the U.S. District Court for the Western District of Washington for alleged violations of the RICO Act, Washington’s Consumer Protection Act, and unjust enrichment concerning Teva’s sale of COPAXONE. Plaintiffs purport to represent a nationwide class of health plans and a subclass of Washington-based health plans that purchased and/or reimbursed health plan members for COPAXONE. Plaintiffs allege that Teva engaged in several fraudulent schemes that resulted in plaintiffs and the putative class members purchasing and/or reimbursing plan members for additional prescriptions of COPAXONE and/or at inflated COPAXONE prices. Plaintiffs seek treble damages for the excess reimbursements and inflated costs, as well as injunctive relief. On November 17, 2021, Teva moved to dismiss the suit on the grounds that plaintiffs’ claims are barred by the applicable statutes of limitations and the direct purchaser rule, suffer from jurisdictional defects, and fail to plausibly allege fraud or other elements of their claims. On March 9, 2023, the court held a hearing on the motion to dismiss, and a decision remains pending. On June 27, 2025, Teva filed a motion to lift the stay of discovery. That motion is fully briefed and remains pending.
On December 1, 2022, Teva received a civil subpoena from the U.S. Attorney’s office in Boston, Massachusetts requesting certain documents related to the sale and marketing of AUSTEDO
®
and risperidone LAI. Teva is cooperating with the request for documents and information.
On October 1, 2024, Teva received a civil investigative demand from the U.S. Attorney’s office in Boston, Massachusetts and the Civil Division of the Department of Justice requesting certain documents and information related to the manufacturing practices at its former manufacturing facility in Irvine, California, which Teva closed in 2022. Teva is cooperating with the request for documents and information.
Opioids Litigation
Since May 2014, more than 3,500 complaints have been filed by various governmental agencies and private plaintiffs in U.S. state and federal courts with respect to opioid sales and distribution against various Teva affiliates and several other pharmaceutical companies, the vast majority of which have been resolved. The majority of the remaining cases are consolidated in the multidistrict litigation in the Northern District of Ohio (the “MDL Opioid Proceeding”). These cases assert claims under similar provisions of different state laws and generally allege that the defendants engaged in improper marketing and distribution of Teva’s branded opioids, including ACTIQ
®
and FENTORA
®
, and also assert claims related to Teva’s generic opioid products. In the first quarter of 2026, Teva and representatives for a class of third-party payers (“TPPs”) reached an agreement in principle to settle the TPPs’ opioid-related claims. Teva’s settlement agreement with the TPPs is contingent upon Teva’s, in the exercise of its sole discretion, satisfaction with the level of participation by the TPPs in the proposed settlement agreement.
In addition, over 950 personal injury plaintiffs, including various putative class actions of individuals, have asserted personal injury and wrongful death claims in over 600 complaints, nearly all of which are consolidated in the MDL Opioid Proceeding. Furthermore, approximately 100 personal injury complaints allege that Anda (in addition to naming other distributors and manufacturers) failed to develop and implement systems sufficient to identify suspicious orders of opioid products and prevent their abuse and diversion. Plaintiffs seek a variety of remedies, including restitution, civil penalties, disgorgement of profits, treble damages,
non-economic
damages, attorneys’ fees and injunctive relief. Certain plaintiffs seek damages for all costs associated with addressing the abuse of opioids and opioid addiction and certain plaintiffs specify multiple billions of dollars in the aggregate as alleged damages. In many of these cases, plaintiffs are seeking joint and several damages among all defendants. All but a handful of these cases are stayed in the MDL Opioid Proceedings.
In June 2023, Teva finalized and fully resolved its nationwide settlement agreement with the states and litigating subdivisions. Under the financial terms of the nationwide settlement agreement with the states and subdivisions, Teva will pay up to $4.25 billion (including the already settled cases), spread over 13 years. This total includes the supply of up to $1.2 billion of Teva’s generic version of Narcan
®
(naloxone hydrochloride nasal spray), valued at wholesale acquisition cost, over 10 years or cash at 20% of the wholesale acquisition cost ($240 million) in lieu of product.
Teva has settled claims brought by 100% of the U.S. states and their litigating political subdivisions, the Native American tribes (the “Tribes”), and approximately 500 U.S. hospitals and other healthcare providers asserting opioid-related claims, including public nuisance. Teva’s estimated cash payments between 2026 and 2030 for all opioids settlements are: $379 million to be paid in 2026 (of which $30 million was paid as of March 31, 2026), $365 million payable in 2027; $416 million payable in 2028; $339 million payable in 2029; and $337 million payable in 2030. These payments are subject to change based on various factors including, but not limited to, timing of payments, most favored nations clauses associated with prior settlements, and the states’ elections to take Teva’s generic version of Narcan
®
(naloxone hydrochloride nasal spray). The remaining payments, subject to adjustments, will be paid beyond 2030.
 
30

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
In light of the nationwide settlement agreement between Teva and the States’ Attorneys General and their subdivisions, Teva’s indemnification obligations arising from Teva’s acquisition of the Actavis Generics business for opioid-related claims, prior settlements reached with Louisiana, Texas, Rhode Island, Florida, San Francisco, West Virginia, New York, the Tribes, Nevada and the City of Baltimore, the agreement with the hospitals discussed above, Teva’s agreement in principle with the TPPs, as well as an estimate for a number of items including, but not limited to, costs associated with administering injunctive terms, and most favored nations clauses associated with prior settlements, the Company has recorded a provision. The provision is a reasonable estimate of the ultimate costs for Teva’s opioids settlements, after discounting payments to their net present value. Opioid-related lawsuits brought against Teva by dozens of TPPs, such as unions and welfare funds, are expected to remain pending unless Teva finalizes its TPP settlement agreement. A reasonable upper end of a range of loss cannot be determined for the entirety of the remaining opioid-related cases. An adverse resolution of any of these lawsuits or investigations may involve large monetary penalties, damages, and/or other forms of monetary and
non-monetary
relief and could have a material and adverse effect on Teva’s reputation, business, results of operations and cash flows.
In addition, Teva, certain of its subsidiaries and other defendants, are defending claims and putative class action lawsuits in Canada related to the manufacture, sale, marketing and distribution of opioid medications. The lawsuits include: (i) a claim brought by the Province of British Columbia on behalf of itself and a putative class of other federal and provincial governments, (ii) claims of municipalities, (iii) claims on behalf of various First Nations groups, and (iv) consumer class actions on behalf of persons who used opioids on behalf of themselves and putative classes. On January 22, 2025, the British Columbia Supreme Court certified the class of federal and provincial governments. Defendants appealed this decision, a hearing on this appeal was held in December 2025, and a decision remains pending. The court in Quebec certified the class in the consumer class action in 2024 (and denied leave to appeal). In the first quarter of 2026, Teva reached an agreement in principle to settle claims by one national consumer class, brought in Ontario on behalf of persons who used opioids. Teva expects to memorialize the terms of the settlement during 2026 and to evaluate class participation before deciding whether to finalize the settlement. Other Canadian opioid actions remain in their preliminary stages.
Shareholder Litigation
In November and December 2016, two putative securities class actions were filed in the U.S. District Court for the Central District of California against Teva and certain of its current and former officers and directors, which were subsequently consolidated and transferred to the U.S. District Court for the District of Connecticut (the “Ontario Teachers Securities Litigation”). On December 13, 2019, the lead plaintiff filed an amended complaint, purportedly on behalf of purchasers of Teva’s securities between February 6, 2014 and May 10, 2019, asserting that Teva and certain of its current and former officers and directors violated federal securities and common laws in connection with Teva’s alleged failure to disclose pricing strategies for various drugs in its generic drug portfolio and by making allegedly false or misleading statements in certain offering materials. From July 2017 to June 2019, other putative securities class actions were filed in other federal courts based on similar allegations and claims, and were transferred to the U.S. District Court for the District of Connecticut. Between August 2017 and January 2022, twenty-three complaints were filed against Teva and certain of its current and former officers and directors on behalf of plaintiffs in various forums across the country, and many of those plaintiffs had
“opted-out”
of the Ontario Teachers Securities Litigation. On January 18, 2022, Teva entered into a settlement in the Ontario Teachers Securities Litigation for $420 million, which received final approval from the court on June 2, 2022. The vast majority of the total settlement amount was covered by the Company’s insurance carriers, with a small portion contributed by Teva. Additionally, as part of the settlement, Teva admitted no liability as part of the settlement and has denied all allegations of wrongdoing. Teva has settled the vast majority of
“opt-out”
claims including a class settlement with shareholders in Israel. One
opt-out
case remains pending in the U.S., with a trial scheduled for January 2027.
 
31

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
On September 23, 2020, a putative securities class action was filed in the U.S. District Court for the Eastern District of Pennsylvania against Teva and certain of its former officers. On August 10, 2021, the lead plaintiff filed a corrected amended class action complaint, purportedly on behalf of persons who purchased or otherwise acquired Teva securities between October 29, 2015 and August 18, 2020. The corrected amended complaint alleges that Teva and certain of its current and former officers violated federal securities laws by allegedly making false and misleading statements regarding the commercial performance of COPAXONE, namely, by failing to disclose that Teva had allegedly caused the submission of false claims to Medicare through Teva’s donations to bona fide independent charities that provide financial assistance to patients, which allegedly impacted COPAXONE’s commercial success and the sustainability of Teva’s revenues and resulted in the DOJ PAP Complaint filed by the DOJ. The corrected amended complaint seeks unspecified damages and legal fees. On November 3, 2023, the court granted plaintiff’s motion for class certification, and a motion to approve a securities class action with similar allegations was also filed in September 2022 in the Central District Court in Israel, which has been stayed pending the U.S. litigation.
Environmental Matters
Teva or its subsidiaries are party to environmental proceedings under the federal Superfund law or other federal, provincial or state and local laws relating to alleged noncompliance, the investigation and remediation of releases of hazardous substances and natural resource damages. Many of these proceedings and claims seek to require the generators of hazardous waste disposed of at a third party-owned site, or the party responsible for a release of hazardous substances, including
per-and
polyfluoroalkyl substances (PFAS), to investigate and
clean-up
the site or to pay or reimburse others for such activities, including for oversight by governmental authorities and any related damages to natural resources. Teva or its subsidiaries have been made a party to these claims and proceedings, along with others, as an alleged generator of waste disposed of or treated at third-party waste disposal sites or as a result of an alleged release from one of Teva’s facilities or former facilities.
Although liability among responsible parties may be joint and several under certain circumstances, these proceedings are frequently resolved so that the allocation of
clean-up
and other costs among the parties reflects the relative contribution of each party to site conditions, also taking into account other relevant factors. In addition, enforcement proceedings relating to alleged violations of federal, state, commonwealth or local requirements at some of Teva’s facilities could result in the imposition of penalties (in amounts not expected to materially adversely affect Teva’s results of operations) and the recovery of certain costs and natural resource damages, and may require that corrective actions and enhanced compliance measures be implemented.
The following matter is disclosed pursuant to Item 103 of Regulation
S-K
because a governmental authority is a party and it involves monetary sanctions that could exceed $300,000. On July 8, 2021, the National Green Tribunal Principal Bench, New Delhi, issued an order against Teva’s subsidiary in India, Teva API India Private Limited, finding
non-compliance
with environmental laws in India and assessing a penalty of $1.4 million. Teva filed an appeal before the Hon’ble Supreme Court of India, disputing certain of the findings and the amount of the penalty. On August 5, 2021, the Supreme Court of India granted a stay of the judgment by the National Green Tribunal Principal Bench. On April 8, 2025, the Supreme Court of India accepted the appeal filed by Teva’s subsidiary and a hearing will be scheduled in due course. Teva does not believe that the eventual outcome of this matter will have a material effect on its business and results of operations.
Other Matters
On January 15, 2025, Teva filed a lawsuit against the Centers for Medicare and Medicaid Services (“CMS”) in the U.S. District Court for the District of Columbia, alleging that CMS’s implementation of the Drug Price Negotiation Program portion of the Inflation Reduction Act (“IRA”) of 2022 is arbitrary and contrary to the plain meaning of the statute, in violation of the Administrative Procedure Act (“APA”), and is therefore unconstitutional. On November 20, 2025, the U.S. District Court for the District of Columbia granted CMS’s motion for summary judgement. Teva has appealed this decision. The appeal hearing is scheduled for May 5, 2026.
Gain Contingencies
From time to time, Teva may directly or indirectly pursue claims against certain parties, including but not limited to patent infringement lawsuits against other pharmaceutical companies to protect its patent rights, as well as derivative actions brought on behalf of Teva. Teva recognizes gain contingencies from such lawsuits when they are realized or when all related contingencies have been resolved, subject to a signed or legally enforceable agreement, where applicable. No gain has been recognized regarding any matter disclosed below, unless mentioned otherwise.
In October 2017, Teva filed a lawsuit in the U.S. District Court for the District of Massachusetts alleging that Eli Lilly & Co.’s (“L
illy
”) marketing and sale of its galcanezumab product for the treatment of migraine infringes on nine Teva patents, including three method of treatment patents and six composition of matter patents. Lilly then submitted inter partes review (“IPR”) petitions to the Patent Trial and Appeal Board (“PTAB”), challenging the validity of the nine Teva patents. The PTAB issued decisions upholding the three method of treatment patents but finding the six composition of matter patents invalid, which decisions were affirmed by the Court of Appeals for the Federal Circuit on August 16, 2021. A jury trial regarding the three method of treatment patents resulted in a verdict in Teva’s favor on November 9, 2022. The jury’s verdict found that the three method of treatment patents were valid and infringed by Lilly and awarded Teva $176.5 million in damages. On September 26, 2023, the U.S. District Court for the District of Massachusetts issued a decision that reversed the jury’s verdict and damages award, finding Teva’s method of treatment patents to be invalid. Teva appealed and a hearing was held on September 5, 2025. On April 16, 2026, the U.S. Appeals Court for the Federal Circuit issued a decision in Teva’s favor, reinstating the jury’s verdict of infringement and award of damages. Lilly may seek further review of this decision.
 
32

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
In March 2024, Teva filed a lawsuit in the U.S. District Court for the District of New Jersey alleging that Amarin Pharma, Inc., Amarin Pharmaceuticals Ireland Limited, and Amarin Corporation plc (collectively “Amarin”) engaged in a decade-long scheme to lock up the supply of icosapent ethyl to prevent and delay generic competition to its branded Vascepa
®
drug product. Teva’s lawsuit coincides with four other lawsuits brought by generic drug manufacturers and purchasers of branded Vascepa
®
alleging the same or similar conduct by Amarin. Teva’s requested relief includes compensatory damages for lost sales and lost profits from generic icosapent ethyl drug sales that Teva could have made absent Amarin’s alleged interference. On May 24, 2024, Amarin filed a motion in the U.S. District Court for the District of Nevada, seeking to enforce the terms of an earlier Teva-Amarin agreement to settle patent litigation regarding Vascepa
®
, which Amarin asserted precluded Teva from filing the present antitrust action. On December 4, 2024, the Nevada court denied Amarin’s motion. On October 8, 2025, Amarin filed a motion with the U.S. District Court of the District of New Jersey, where the case is pending, seeking judgment on the pleadings on the same grounds as its motion in Nevada. On February 2, 2026, the Court denied Amarin’s motion for judgment on the pleadings. As the lawsuit is still in its initial stages, it is not possible to predict its outcome and there is no guarantee that Teva will be granted its requested relief.
In June 2024, Teva filed a lawsuit in the U.S. District Court for the Northern District of California alleging that Corcept Therapeutics, Inc. (“Corcept”) and Optime Care Inc. (“Optime”) engaged in a multifaceted, years-long scheme to stifle generic competition to Corcept’s branded Korlym
®
(mifepristone) drug product, which is indicated to treat endogenous Cushing’s syndrome. Teva alleges that Corcept and Optime have suppressed competition by abusing the patent and judicial systems, entering a long-term, blanket exclusive-dealing agreement that has locked up a key pharmaceutical distribution channel, and making illicit payments to physicians as compensation for prescribing Korlym
®
. Teva’s requested relief includes compensatory damages for lost sales and lost profits from generic mifepristone drug sales that Teva could have made absent Corcept and Optime’s alleged interference, as well as injunctive relief to remove the unlawful barriers to generic competition created by Corcept and Optime. Teva filed an amended complaint in September 2024. Defendants filed a joint motion to dismiss in October 2024, which the court denied in substantial part on September 12, 2025. On September 26, 2025, Teva filed an amended complaint amending certain claims that were dismissed. On October 31, 2025, Corcept and Optime filed a motion to dismiss certain claims in Teva’s second amended complaint. Briefing on that motion is now complete and a decision remains pending. On January 29, 2026, Teva filed an amended complaint, adding a new claim for unlawful exclusive dealing against Corcept. On February 5, 2026, Corcept and Optime filed supplemental briefs in support of their joint motion to dismiss. Briefing on that motion is complete and a decision remains pending. Discovery is ongoing. As the lawsuit is still in its initial stages, it is not possible to predict its outcome and there is no guarantee that Teva will be granted its requested relief.
Motions to approve derivative actions seeking monetary damages against certain past and present directors and officers have been filed in Israeli Courts alleging negligence and recklessness, as well as motions for document disclosure prior to initiating derivative actions. These motions were filed with respect to several U.S. and EU settlement agreements, allegations related to the DOJ PAP Complaint, and with respect to the European Commission’s proceedings relating to COPAXONE.
 
33

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
NOTE 11 – Income taxes:
In the first quarter of 2026, Teva recognized a tax expense of $67 million, on
pre-tax
income of $437 million. In the first quarter of 2025, Teva recognized a tax expense of $74 million, on
pre-tax
income of $294 million.
Teva’s tax rate for the first quarter of 2026 was mainly affected by the generation of profits in various jurisdictions in which tax rates are different than the Israeli tax rate, infrequent or
non-recurring
items, including internal legal entities reorganization.
Teva’s tax rate for the first quarter of 2025 was mainly affected by the generation of profits in various jurisdictions in which tax rates are different than the Israeli tax rate, as well as infrequent or
non-recurring
items.
The statutory Israeli corporate tax rate is 23% in 2026. Teva’s global tax rate differs from the Israeli statutory tax rate, mainly due to generation of profits in various jurisdictions in which tax rates are different than the Israeli tax rate, tax benefits, as well as infrequent or
non-recurring
items.
Teva filed a claim seeking the refund of withholding taxes paid to the Indian tax authorities in 2012. A trial for this case is currently ongoing. A final and binding decision against Teva in this case may lead to a charge of $111 million.
On June 23, 2024, Teva entered into an agreement with the Israeli Tax Authorities (“ITA”) to settle certain litigation with respect to taxes payable for the Company’s taxable years 2008 through 2020 (the “Agreement”). Pursuant to the terms of the Agreement, the Company will pay a total amount of approximately $750 million (based on exchange rates at the date of the Agreement) to the ITA spread over a
six-year
period beginning in 2024. Additionally, under the terms of the Agreement, it was further agreed that in the future event the Company pays dividends on, or repurchases, its equity interests, the Company will pay an additional
5%-7%
of the amount of such dividends or repurchases in corporate taxes, up to a maximum tax payment amount of approximately $500 million. Any amounts due under this provision of the Agreement will be recorded in the future as incurred.
Teva periodically assesses the need for valuation allowances against its deferred tax assets, and considers available evidence including, but not limited to, the Company’s recent earnings history, forecasted future taxable income to the extent it is objectively verifiable, and significant nonrecurring items impacting those amounts. To the extent Teva’s operating results improve or deteriorate, or to the extent changes in tax laws and other factors affect Teva’s ability to utilize deferred tax assets, Teva may need to adjust its valuation allowance.
Teva believes it has adequately provided for all of its uncertain tax positions, including items currently under dispute, however, adverse outcomes to any of these positions or disputes could be material.
The OECD introduced Base Erosion and Profit Shifting (“BEPS”) Pillar Two rules that impose a global minimum tax rate of 15% for large multinational corporations. On December 12, 2022, the EU Council announced that EU member states had reached an agreement to implement the minimum taxation component of 15% of the OECD’s reform of international taxation. Teva has evaluated the potential impact on its 2026 consolidated financial statements and related disclosures and does not expect Pillar Two to have a material impact on its effective tax rate or consolidated financial statements in the foreseeable future.
 
34

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
NOTE 12 – Other assets impairments, restructuring and other items:
 
 
  
Three months ended

March 31,
 
 
  
2026
 
  
2025
 
 
  
(U.S. $ in millions)
 
Impairments of long
-
lived tangible assets
(*)
  $1   $(44
Contingent consideration
   5    11 
Restructuring
   25    14 
Other
   (4   (2
  
 
 
   
 
 
 
Total
  $26   $(22
  
 
 
   
 
 
 
 
(*)
Including impairments related to exit and disposal activities.
Impairments
In the three months ended March 31, 2026, Teva recorded an expense of $1 million under impairments of tangible assets, compared to an income of $44 million in the three months ended March 31, 2025. The income for the three months ended March 31, 2025, was mainly related to the held for sale measurement of the API business (including its R&D, manufacturing and commercial activities), which includes a favorable impact related to the expected gain from the reclassification of currency translation adjustments.
In addition, as part of the Company’s efforts to optimize its portfolio and global manufacturing footprint to achieve additional operational efficiencies, the Company, from time to time, evaluates strategic alternatives for certain individual assets or asset groups. These strategic alternatives may include partnerships, joint ventures, redeployment of assets or divestitures. Such actions may involve substantial impairment charges in the future depending on the ultimate course of action for these long-lived assets, which are recorded in the period in which there is a triggering event or commitment to a probable transaction.
Teva may record additional impairments in the future, to the extent it changes its plans on any given asset and/or the assumptions underlying such plans as a result of its network consolidation activities and its “Pivot to Growth Strategy.”
Contingent consideration
In the three months ended March 31, 2026, Teva recorded an expense of $5 million for contingent consideration, compared to an expense of $11 million in the three months ended March 31, 2025. The expenses in the three months ended March 31, 2025 were mainly related to lenalidomide capsules (the generic version of Revlimid
®
) (mainly the effect of the passage of time on the net present value of the discounted payments).
Restructuring
In the three months ended March 31, 2026, Teva recorded $25 million of
restructuring expenses
, compared to $14 million in the three months ended March 31, 2025. Expenses in the three months ended March 31, 2026 were primarily related to optimization activities in connection with Teva’s Transformation programs related to Teva’s global organization and operations, mainly through headcount reductions. Expenses in the three months ended March 31, 2025 primarily related to network consolidation activities.
Under Teva’s Transformation programs announced on May 7, 2025, Teva expects to achieve cost savings through a variety of initiatives including examining practices and efficiencies in methods of working, reduction in headcount and optimizing external spend in the following years. These Transformation programs are expected to result in the reduction of approximately 8% of Teva’s total work force as of December 31, 2024, by the end of 2027.
 
35

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
The following tables provide the components of the Company’s restructuring costs:
 
 
  
Three months ended March 31,
 
 
  
2026
 
  
2025
 
 
  
(U.S. $ in millions)
 
Restructuring
    
Employee termination
  $22   $12 
Other
   3    2 
  
 
 
   
 
 
 
Total
  $25   $14 
  
 
 
   
 
 
 
The following table provides the components of and changes in the Company’s restructuring accruals:
 
 
  
Employee
termination

costs
 
  
Other
 
  
Total
 
 
  
(U.S. $ in millions)
 
Balance as of January 1, 2026
  $(124  $(14  $(138
Provision
   (22   (3   (25
Utilization and other*
     42      3      45 
  
 
 
   
 
 
   
 
 
 
Balance as of March 31, 2026
  $(104  $(14  $(118
  
 
 
   
 
 
   
 
 
 
   
Employee
termination

costs
   
Other
   
Total
 
   
(U.S. $ in millions)
 
Balance as of January 1, 2025
  $(55  $(13  $(68
Provision
   (12   (2   (14
Utilization and other*
     23      2      25 
  
 
 
   
 
 
   
 
 
 
Balance as of March 31, 2025
  $(44  $(13  $(57
  
 
 
   
 
 
   
 
 
 
 
*
Includes adjustments for foreign currency translation.
 
3
6

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
NOTE 13 – Earnings (Loss) per share:
Basic earnings and loss per share are computed by dividing net income (loss) attributable to Teva’s ordinary shareholders by the weighted average number of ordinary shares outstanding, net of treasury shares.
Basic and diluted earnings (loss) per share attributable to Teva’s ordinary shareholders for the three months ended March 31, 2026 and 2025, are calculated as follows:
 
 
  
Three Months Ended

March 31,
 
 
  
(U.S. $ in millions except per share amounts)
 
 
  
2026
 
  
2025
 
Basic earnings (loss) attributable to Teva’s ordinary shareholders (numerator):
  
Net income (loss) attributable to Teva’s ordinary shareholders
  $369   $214 
  
 
 
   
 
 
 
Shares (denominator):
    
Weighted average shares outstanding
   1,156    1,138 
  
 
 
   
 
 
 
Basic earnings (loss) attributable to Teva’s ordinary shareholders
  $0.32   $0.19 
  
 
 
   
 
 
 
Diluted earnings (loss) attributable to Teva’s ordinary shareholders (numerator):
    
Net income (loss) attributable to Teva’s ordinary shareholders
  $369   $214 
  
 
 
   
 
 
 
Shares (denominator):
    
Weighted average shares outstanding
   1,156    1,138 
Diluted effect of stock options, RSUs and PSUs
   23    21 
  
 
 
   
 
 
 
Total dilutive shares outstanding
   1,179    1,159 
  
 
 
   
 
 
 
Diluted earnings (loss) attributable to Teva’s ordinary shareholders
  $0.31   $0.18 
  
 
 
   
 
 
 
In computing diluted earnings per share for the three months ended March 31, 2026 and 2025, basic earnings per share were adjusted to take into account the potential dilution that could occur upon the exercise of options and
non-vested
RSUs and PSUs granted under employee stock compensation plans. No account was taken of the potential dilution that could occur upon the exercise of convertible senior debentures, since they had an anti-dilutive effect on earnings per share
 for the three months ended March 31, 2026 and 2025
. Additionally, an amount of 9.4 million and 24.3 million dilutive shares of ordinary shares from the conversion of outstanding stock options, RSUs and PSUs were excluded from the computation of diluted earnings per share attributable to Teva’s ordinary shareholders for the three months ended March 31, 2026 and 2025, respectively.
 
3
7

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
NOTE 14 – Accumulated other comprehensive income (loss):
The components of, and changes within, accumulated other comprehensive income (loss) attributable to Teva are presented in the table below:
 
 
  
Net Unrealized Gains (Losses)
 
  
Benefit Plans
 
  
 
 
 
  
Foreign
currency
translation
adjustments
 
  
Derivative
financial
instruments
 
  
Actuarial gains
(losses) and
prior service
(costs) credits
 
  
Total
 
 
  
(U.S. $ in millions)
 
Balance as of December 31, 2025, net of taxes
  $(2,152  $(199  $(39  $(2,391
  
 
 
   
 
 
   
 
 
   
 
 
 
Other comprehensive income (loss) before reclassifications
   (107   (4   —     (111
Amounts reclassified to the statements of income
   —     5    (1   4 
Release of cumulative translation adjustments
   (6   —     —     (6
  
 
 
   
 
 
   
 
 
   
 
 
 
Net other comprehensive income (loss) before tax
   (113   1    (1   (113
  
 
 
   
 
 
   
 
 
   
 
 
 
Corresponding income tax
   (8   —     —     (8
  
 
 
   
 
 
   
 
 
   
 
 
 
Net other comprehensive income (loss) after tax
   (121   1    (1   (121
  
 
 
   
 
 
   
 
 
   
 
 
 
Balance as of March 31, 2026, net of taxes
  $(2,273  $(198  $(40  $(2,512
  
 
 
   
 
 
   
 
 
   
 
 
 
   
Net Unrealized Gains (Losses)
   
Benefit Plans
     
   
Foreign
currency
translation
adjustments
   
Derivative
financial
instruments
   
Actuarial gains
(losses) and
prior service
(costs) credits
   
Total
 
   
(U.S. $ in millions)
 
Balance as of December 31, 2024, net of taxes
  $(2,857  $(238  $(52  $(3,148
  
 
 
   
 
 
   
 
 
   
 
 
 
Other comprehensive income (loss) before reclassifications
   307    —     —     307 
Amounts reclassified to the statements of income
   —     7    (1   6 
Release of cumulative translation adjustments**
   181    —     —     181 
  
 
 
   
 
 
   
 
 
   
 
 
 
Net other comprehensive income (loss) before tax
   488    7    (1   494 
  
 
 
   
 
 
   
 
 
   
 
 
 
Corresponding income tax
   (21   —     —     (21
  
 
 
   
 
 
   
 
 
   
 
 
 
Net other comprehensive income (loss) after tax*
   467    7    (1   473 
  
 
 
   
 
 
   
 
 
   
 
 
 
Balance as of March 31, 2025, net of taxes
  $(2,390  $(231  $(53  $(2,675
  
 
 
   
 
 
   
 
 
   
 
 
 

*
Amounts do not include a $27 million gain from foreign currency translation adjustments attributable to redeemable and
non-redeemable
non-controlling
interests.
**
In connection with the sale of Teva’s business venture in Japan.
 
3
8

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
NOTE 15 – Segments:
Teva operates its business and reports its financial results in the following three segments:
 
 (a)
United States segment.
 
 (b)
Europe segment, which includes the European Union, the United Kingdom and certain other European countries.
 
 (c)
International Markets segment, which includes all countries other than the United States and countries included in the Europe segment.
In addition to these three
segments, Teva has other sources of revenues included in other activities, primarily Teva’s distribution business in the United States through Anda, sale of APIs to third parties, certain contract manufacturing services and an
out-licensing
platform offering a portfolio of products to other pharmaceutical companies through its affiliate Medis.
In alignment with Teva’s Pivot to Growth strategy, commencing January 1, 2026, Anda is no longer reported under Teva’s United States segment. This shift allows the United States segment to continue to manage its entire product portfolio in the region, while strengthening focus on its biopharmaceutical business, growth engines and innovation. As a result, from that date, Anda is reported as part of the Company’s other activities. Prior period amounts were recast to reflect this change.
Teva’s
Chief Executive Officer (“CEO”)
, who is the chief operating decision maker (“CODM”), reviews financial information prepared on a consolidated basis, accompanied by disaggregated information about revenues and contributed profit by the three identified reportable segments, namely the United States, Europe and International Markets, to make decisions about resources to be allocated to the segments and assess their performance.
The key areas of focus by the CODM for allocation of resources are revenues from each reportable segment, as well as operating expenses (cost of sales, R&D expenses, S&M expenses, G&A expenses, and other expenses (income)). While the CODM analyzes each of these categories, the CODM focuses particularly on period-over-period fluctuations and
budget-to-actual
variances to determine the right allocation of resources to be attributed to each segment to ensure profitability is maximized.
Segment profit is comprised of revenues for the segment less cost of sales, R&D expenses, S&M expenses, G&A expenses and other expenses (income) related to the segment. Segment profit does not include amortization and certain other items.
Teva manages its assets on a company basis, not by segments, as many of its assets are shared or commingled. Teva’s CODM does not regularly review asset information by reportable segment and, therefore, Teva does not report asset information by reportable segment.
Teva’s CEO may review its strategy and organizational structure from time to time. Based on such review, in May 2023 Teva launched its new Pivot to Growth strategy. Any additional changes in strategy may lead to a reevaluation of the Company’s segments and goodwill allocation to reporting units, as well as fair value attributable to its reporting units. See note 6.
On December 31, 2024, Teva classified its API business (including its R&D, manufacturing and commercial activities) as held for sale. The intention to divest is in alignment with Teva’s Pivot to Growth strategy, and Teva is conducting a sales process for this matter. However, there can be no assurance regarding the ultimate timing or structure of a potential divestiture or whether a divestiture will be agreed or completed at all. See note 2.
 
3
9

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
 
a.
Segment information:
 
 
  
Three months ended March 31,

2026
 
 
  
United States
 
  
Europe
 
  
International Markets
 
 
  
(U.S. $ in millions)
 
Revenues
  $1,534   $1,340   $524 
Cost of sales
   496    606    280 
R&D expenses
   147    45    22 
S&M expenses
   298    215    117 
G&A expenses
   90    73    39 
Other
   (4   §    § 
  
 
 
   
 
 
   
 
 
 
Segment profit*
  $507   $401   $65 
  
 
 
   
 
 
   
 
 
 
 
*
Segment profit includes depreciation expenses of $36 million in the United States
 segment
, $33 million in
the 
Europe
segment, 
and $17 million in
the 
International Markets
 segment
.
§
Represents an amount less than $0.5 million.
 
 
 
 
 
  
Three months ended March 31,

2025
 
 
  
United States
 
  
Europe
 
  
International Markets
 
 
  
(U.S. $ in millions)
 
Revenues
  $1,536   $1,194   $582 
Cost of sales
   523    536    304 
R&D expenses
   154    60    25 
S&M expenses
   244    199    118 
G&A expenses
   95    69    39 
Other
   3    §    (1
  
 
 
   
 
 
   
 
 
 
Segment profit*
  $518   $329   $97 
  
 
 
   
 
 
   
 
 
 

*
Segment profit includes depreciation expenses of $36 million in the United States
 segment
, $30 million in
the 
Europe
segment, 
and $17 million in
the 
International Markets
 segment
.
§
Represents an amount less than $0.5 million.
The following table presents a reconciliation of Teva’s segment profits to its consolidated operating income (loss) and to consolidated income (loss) before income taxes for the three months ended March 31, 2026 and 2025:
 
 
  
Three months ended
March 31,
 
 
  
2026
 
  
2025
 
 
  
(U.S. $ in millions)
 
United States profit
  $507   $518 
Europe profit
   401    329 
International Markets profit
   65    97 
  
 
 
   
 
 
 
Total reportable segments profit
   972    944 
Profit (loss) of Other Activities
   (16   2 
  
 
 
   
 
 
 
Amounts not allocated to segments:
    
Amortization
   137    145 
Other assets impairments, restructuring and other items
   26    (22
Intangible assets impairments
   8    121 
Legal settlements and loss contingencies
   72    83 
Other unallocated amounts
   60    99 
  
 
 
   
 
 
 
Consolidated operating income (loss)
   652    519 
  
 
 
   
 
 
 
Financial expenses, net
   216    225 
  
 
 
   
 
 
 
Consolidated income (loss) before income taxes
  $437   $294 
  
 
 
   
 
 
 
 
4
0

TEVA
PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
b. Segment revenues by major products and activities:

The following tables present revenues by major products and activities for the three months ended March 31, 2026 and 2025:
 
United States
  
Three months ended

March 31,
 
 
  
2026
   
2025
 
   
(U.S. $ in millions)
 
Generic products (including biosimilars)
  $612   $849 
AJOVY
®
   87    53 
AUSTEDO
   559    396 
BENDEKA
®
and TREANDA
®
   27    36 
COPAXONE
   62    54 
UZEDY
   63    39 
Other*
   123    109 
  
 
 
   
 
 
 
Total
  $1,534   $1,536 
  
 
 
   
 
 
 
 
*
Other revenues in the first quarter of 2026 include the sale of certain product rights.
 
Europe
  
Three months ended

March 31,
 
   
2026
   
2025
 
   
(U.S. $ in millions)
 
Generic products (including OTC and biosimilars)
  $1,089   $989 
AJOVY
   76    58 
COPAXONE
   40    42 
Respiratory products
   59    55 
Other*
   76    50 
  
 
 
   
 
 
 
Total
  $1,340   $1,194 
  
 
 
   
 
 
 

*
Other revenues in the first quarter of 2026 and 2025 include the sale of certain product rights. 
 
 

41


TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
International markets
  
Three months ended

March 31,
 
 
  
2026
 
  
2025
 
 
  
(U.S. $ in millions)
 
Generic products (including OTC and biosimilars)
  $386   $468 
AJOVY
   33    28 
AUSTEDO
   19    15 
COPAXONE
   6    10 
Other*
   79    61 
  
 
 
   
 
 
 
Total
  $524   $582 
  
 
 
   
 
 
 
 
*
Other revenues in the first quarter of 2026 and 2025 include the sale of certain product rights.
NOTE 16 – Fair value measurement:
Financial items carried at fair value on a recurring basis as of March 31, 2026 and December 31, 2025 are classified in the tables below in one of the three categories of fair value levels:
  
   
March 31, 2026
 
   
Level 1
   
Level 2
   
Level 3
   
Total
 
   
(U.S. $ in millions)
 
Cash and cash equivalents:
        
Money markets
  $2,979   $—    $—    $2,979 
Cash, deposits and other
   762    —     —     762 
Investment in securities:
        
Equity securities
   15    —     —     15 
Other
   3    —     —     3 
Derivatives:
        
Asset derivatives:
        
Options and forward contracts
   —     68    —     68 
Liability derivatives:
        
Options and forward contracts
   —     (66   —     (66
Cross currency interest rate swap
   —     (18   —     (18
Contingent consideration*
   —     —     (40   (40
  
 
 
   
 
 
   
 
 
   
 
 
 
Total
  $3,759   $(16  $(40  $3,703 
  
 
 
   
 
 
   
 
 
   
 
 
 
   
December 31, 2025
 
   
Level 1
   
Level 2
   
Level 3
   
Total
 
   
(U.S. $ in millions)
 
Cash and cash equivalents:
        
Money markets
  $2,678   $—    $—    $2,678 
Cash, deposits and other
   878    —     —     878 
Investment in securities:
        
Equity securities
   16    —     —     16 
Other
   3    —     —     3 
Derivatives:
        
Asset derivatives:
        
Options and forward contracts
   —     86    —     86 
Liability derivatives:
        
Options and forward contracts
   —     (38   —     (38
Cross currency interest rate swap
   —     (19   —     (19
Contingent consideration*
  
—     —     (51   (51
  
 
 
   
 
 
   
 
 
   
 
 
 
Total
  $3,575   $29   $(51  $3,553 
  
 
 
   
 
 
   
 
 
   
 
 
 
 
*
Contingent consideration represents liabilities recorded at fair value in connection with acquisitions.
 
4
2

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
Teva determined the fair value of the liabilities for contingent consideration based on a probability-weighted discounted cash flow analysis. This fair value measurement is based on significant unobservable inputs in the market and thus represents a Level 3 measurement within the fair value hierarchy. The fair value of contingent consideration is based on several factors, such as cash flows projected from the success of unapproved product candidates; probability of success of product candidates, including risks associated with uncertainty regarding achievement and payment of milestone events; time and resources required to complete the development and approval of product candidates; life of the potential commercialized products and associated risks with obtaining regulatory approvals in the United States and Europe, and the risk adjusted discount rate for fair value measurement. The discount rate applied ranged from 8.25% to 11%. The weighted average discount rate, calculated based on the relative fair value of Teva’s contingent consideration liabilities, was 9.1%. Contingent consideration is evaluated quarterly, or more frequently, if circumstances dictate. Changes in the fair value of contingent consideration are recorded in the consolidated statements of income. Significant changes in unobservable inputs, mainly the probability of success and cash flows projected, could result in material changes to the contingent consideration liabilities. A change of the discount rate by 1% would not have resulted in material changes to the contingent consideration liabilities.
The
 following table summarizes the activity for the financial assets and liabilities where fair value measurem
en
ts are estimated utilizing Level 3 inputs:
 
   
Three months
ended March 31,
2026
   
Three months
ended March 31,
2025
 
   
(U.S. $ in millions)
 
Fair value at the beginning of the period
  $(51  $(401
Adjustments to provisions for contingent consideration:
    
Allergan transaction
       (9
Eagle transaction
   (1   (1
Novetide transaction
   (1   (1
Settlement of contingent consideration:
    
Allergan transaction
       4 
Eagle transaction
   11    12 
Novetide transaction
   2    2 
  
 
 
   
 
 
 
Fair value at the end of the period
  $(40  $(394
  
 
 
   
 
 
 
 
43

TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Notes to Consolidated Financial Statements
(Unaudited)
 
Financial
 instruments not measured at fair value
Financial instruments measured on a basis other than fair value mostly consist of senior notes, sustainability-linked senior notes and convertible senior debentures (see note 7) and are presented in the table below in terms of fair value (level 1 inputs):
 
   
Estimated fair value*
 
   
March 31,
2026
   
December 31,
2025
 
   
(U.S. $ in millions)
 
Senior notes and sustainability-linked senior notes included under senior notes and loans
  $13,886   $15,128 
Senior notes and convertible senior debentures included under short-term debt
   2,572    1,801 
  
 
 
   
 
 
 
Total
  $16,458   $16,929 
  
 
 
   
 
 
 
 
*
The fair value was estimated based on quoted market prices.
 
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TEVA PHARMACEUTICAL INDUSTRIES LIMITED

 

ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Business Overview

We are a biopharmaceutical company, enabled by a world-class generics business. For over 120 years, our commitment to bettering health has never wavered. From innovating in the fields of neuroscience and immunology to providing complex generic medicines, biosimilars and pharmacy brands worldwide, we are dedicated to addressing patients’ needs, now and in the future.

Teva was incorporated in Israel on February 13, 1944 and is the successor to a number of Israeli corporations, the oldest of which was established in 1901.

Our Business Segments

We operate our business through three segments: United States, Europe and International Markets. Each business segment manages our entire product portfolio in its region, including generics, which includes biosimilars and OTC products, as well as innovative medicines. This structure enables strong alignment and integration between operations, commercial regions, R&D and our global marketing and portfolio function, optimizing our product lifecycle across therapeutic areas.

In addition to these three segments, we have other activities, primarily our distribution business in the U.S. through Anda, the sale of APIs to third parties, certain contract manufacturing services and an out-licensing platform offering a portfolio of products to other pharmaceutical companies through our affiliate Medis. Such activities are included under “Other Activities” below. For additional segment information, see note 15 to our consolidated financial statements.

Pivot to Growth Strategy

In the first quarter of 2026, we continued to execute on the four key pillars of our “Pivot to Growth” strategy, announced in May 2023, which entered into its second phase in 2025. During this second phase of “Accelerate Growth,” we expect to focus on growing our innovative portfolio, aligning capital allocation to invest in activities we expect to have the highest value, and modernizing our organization and operations to drive both efficiency and cost savings. Under Teva’s Transformation programs announced on May 7, 2025, we expect to achieve such cost savings through a variety of initiatives including examining practices and efficiencies in methods of working, reduction in headcount and optimizing external spend in the following years.

Teva Enters into a Definitive Agreement with Emalex Biosciences

In April 2026, Teva entered into a definitive agreement to acquire all outstanding shares of Emalex Biosciences (“Emalex”), including its lead asset, ecopipam, which has completed Phase 3 for the treatment of Tourette syndrome in pediatric population. Upon closing, Teva will pay $700 million to Emalex’s existing shareholders, which is expected to be funded with existing cash on hand. In addition, Emalex’s existing shareholders may be eligible to receive milestone payments of up to $200 million, as well as royalties on global net-sales of ecopipam, upon commercialization and subject to regulatory approval. The transaction is subject to customary closing conditions, including receipt of necessary regulatory approvals, and is currently anticipated to close by the third quarter of 2026. See note 2 to our consolidated financial statements.

Macroeconomic and Geopolitical Environment

The ongoing war involving Iran has contributed to increased uncertainty and volatility in global economic conditions. The conflict has affected financial markets, foreign exchange rates and energy prices, and has disrupted international trade routes, supply chains and logistics. In particular, the conflict has disrupted critical global logistics corridors, maritime shipping routes, and air cargo hubs, including those used for the transportation of pharmaceutical products and key inputs. In some cases, such disruptions have resulted in and may continue to result in delays in our production and distribution processes, impacting product availability and our ability to timely respond to consumer demand. Although we have taken measures to mitigate and offset these impacts, the situation remains fluid and the duration, severity and broader economic consequences of the conflict are difficult to predict. Given our global operations, including personnel and several manufacturing and R&D facilities in Israel, as well as our exposure to international markets, continued instability in the region could adversely impact our business operations and financial condition. As of the date of this quarterly report on Form 10-Q, the impact of this conflict on our results of operation and financial condition was immaterial.

Moreover, recent U.S. tariffs imposed, or threatened to be imposed, on materials and products from countries where we do business may impact our business. Any responsive or reciprocal actions taken by such countries, as well as heightened sanctions regimes and trade restrictions arising from geopolitical conflicts, as discussed above, could impact our costs and global operations. The countries subject to tariffs or other trade restrictions, and the tariff rate imposed on each country or scope of applicable restrictions, is uncertain and dynamic, and we continue to monitor and assess the potential impact on our supply chain and global operations, which could be material, and to evaluate pathways to mitigate such potential impact.

 

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Highlights

Significant highlights in the first quarter of 2026 included:

 

  

Revenues in the first quarter of 2026 were $3,982 million, an increase of 2% in U.S. dollars, or a decrease of 3% in local currency terms compared to the first quarter of 2025. This decrease was mainly due to lower revenues from generic products, primarily lenalidomide capsules (the generic version of Revlimid®) in our U.S. segment as well as the divestment of our business venture in Japan in our International Markets segment, partially offset by higher revenues from our key innovative products, primarily AUSTEDO.

 

  

Our U.S. segment generated revenues of $1,534 million and segment profit of $507 million in the first quarter of 2026. Revenues were flat and segment profit decreased by 2%, compared to the first quarter of 2025.

 

  

Our Europe segment generated revenues of $1,340 million and segment profit of $401 million in the first quarter of 2026. Revenues increased by 12% in U.S. dollars compared to the first quarter of 2025. In local currency terms, revenues decreased by 1%, compared to the first quarter of 2025. Segment profit increased by 22%, compared to the first quarter of 2025.

 

  

Our International Markets segment generated revenues of $524 million and segment profit of $65 million in the first quarter of 2026. Revenues decreased by 10% in U.S. dollars, or 19% in local currency terms, compared to the first quarter of 2025. Segment profit decreased by 33%, compared to the first quarter of 2025.

 

  

Our revenues from Other Activities in the first quarter of 2026 were $584 million, an increase of 1% in U.S. dollars compared to the first quarter of 2025. In local currency terms, revenues decreased by 1%, compared to the first quarter of 2025.

 

  

Exchange rate movements during the first quarter of 2026, including hedging effects, positively impacted revenues by $219 million, compared to the first quarter of 2025.

 

  

Gross profit margin was 49.5% in the first quarter of 2026, compared to 48.2% in the first quarter of 2025.

 

  

R&D expenses, net in the first quarter of 2026 were $222 million, a decrease of 10%, compared to $247 million in the first quarter of 2025.

 

  

Operating income was $652 million in the first quarter of 2026, compared to $519 million in the first quarter of 2025.

 

  

In the first quarter of 2026, we recognized a tax expense of $67 million, on pre-tax income of $437 million. In the first quarter of 2025, we recognized a tax expense of $74 million, on pre-tax income of $294 million. See note 11 to our consolidated financial statements.

 

  

As of March 31, 2026, our debt was $16,627 million, compared to $16,807 million as of December 31, 2025. See note 7 to our consolidated financial statements.

 

  

Cash flow used in operating activities during the first quarter of 2026 was $40 million, compared to $105 million in the first quarter of 2025. The lower cash flow used in operating activities in the first quarter of 2026 was mainly due to favorable timing of sales and collections in our U.S. segment, as well as lower payments of interest, partially offset by higher performance incentive payments to employees.

 

  

During the first quarter of 2026, we generated free cash flow of $188 million, which we define as comprising: $40 million in cash flow used in operating activities, $354 million in beneficial interest collected in exchange for securitized accounts receivables (under our EU securitization program) and $42 million of proceeds from sale of businesses and long-lived assets, partially offset by $168 million in cash used for capital investments. During the first quarter of 2025, we generated free cash flow of $107 million. The increase in the first quarter of 2026 mainly resulted from lower cash flow used in operating activities as discussed above.

 

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Results of Operations

Comparison of Three Months Ended March 31, 2026 to Three Months Ended March 31, 2025

Segment Information

United States Segment

The following table presents revenues, expenses and profit for our United States segment for the three months ended March 31, 2026 and 2025:

 

   Three months ended March 31, 
   2026  2025 
   (U.S. $ in millions / % of Segment Revenues) 

Revenues

  $1,534    100 $1,536    100

Cost of sales

   496    32.3  523    34.1

Gross profit

   1,038    67.7  1,013    65.9

R&D expenses

   147    9.6  154    10.1

S&M expenses

   298    19.4  244    15.9

G&A expenses

   90    5.9  95    6.2

Other

   (4   §   3    § 
  

 

 

   

 

 

  

 

 

   

 

 

 

Segment profit*

  $507    33.0 $518    33.7
  

 

 

   

 

 

  

 

 

   

 

 

 
 
*

Segment profit does not include amortization and certain other items.

§

Represents an amount less than 0.5%.

United States Revenues

In alignment with our Pivot to Growth strategy, commencing January 1, 2026, Anda is no longer reported under our United States segment. This shift allows the United States segment to continue to manage its entire product portfolio in the region, while strengthening focus on its biopharmaceutical business, growth engines and innovation. As a result, from that date, Anda is reported as part of the Company’s Other Activities. Prior period amounts were recast to reflect this change. See note 15 to our consolidated financial statements.

Revenues from our United States segment in the first quarter of 2026 were $1,534 million, flat compared to the first quarter of 2025, mainly due to lower revenues from generic products, primarily lenalidomide capsules (the generic version of Revlimid®), offset by higher revenues from our key innovative products, primarily AUSTEDO.

Revenues by Major Products and Activities

The following table presents revenues for our United States segment by major products and activities for the three months ended March 31, 2026 and 2025:

 

   Three months ended
March 31,
   Percentage
Change
2026-2025
 
   2026   2025 
   (U.S. $ in millions)     

Generic products (including biosimilars)

  $612   $849    (28%) 

AJOVY

   87    53    64

AUSTEDO

   559    396    41

BENDEKA and TREANDA

   27    36    (26%) 

COPAXONE

   62    54    16

UZEDY

   63    39    62

Other*

   123    109    13
  

 

 

   

 

 

   

Total

  $1,534   $1,536    § 
  

 

 

   

 

 

   
 
*

Other revenues in the first quarter of 2026 include the sale of certain product rights.  

§

Represents an amount less than 0.5%.

 

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Generic products (including biosimilar products) revenues in our United States segment in the first quarter of 2026 were $612 million, a decrease of 28% compared to the first quarter of 2025. This decrease was mainly driven by lower revenues from lenalidomide capsules (the generic version of Revlimid®) due to increased generic competition in the U.S., partially offset by higher revenues from our portfolio of biosimilar products.

Among the most significant generic products we sold in the United States in the first quarter of 2026 were Truxima® (the biosimilar to Rituxan®), epinephrine injectable solution (the generic equivalent of EpiPen® and EpiPen Jr®) and SIMLANDI® (the biosimilar to Humira®). In the first quarter of 2026, our total prescriptions were approximately 246 million (based on trailing twelve months), representing 6.3% of total U.S. generic prescriptions, compared to approximately 273 million (based on trailing twelve months), representing 7.1% of total U.S. generic prescriptions in the first quarter of 2025, all according to IQVIA data.

AJOVY revenues in our United States segment in the first quarter of 2026 were $87 million, an increase of 64% compared to the first quarter of 2025, mainly due to a reduction in sales allowance. In the first quarter of 2026, AJOVY’s exit market share in the United States in terms of total number of prescriptions was 32.0% out of the subcutaneous injectable anti- CGRP class, compared to 30.2% in the first quarter of 2025.

AJOVY was launched in the United States in 2018 for the preventive treatment of migraine in adults, and in August 2025, the FDA approved AJOVY for the preventive treatment of episodic migraine in children and adolescent patients aged 6 to 17 years. AJOVY is the only anti-CGRP subcutaneous product indicated for both quarterly and monthly dosing options. AJOVY faces competition from multiple other products.

AJOVY is protected worldwide by patents expiring in 2026 at the earliest; extensions have been granted in several countries, including the United States and in Europe, until 2031. Additional patents relating to the use of AJOVY in the treatment of migraine have also been issued in the United States and in Europe and will expire between 2035 and 2039. Such patents are also pending in other countries. AJOVY will also be protected by regulatory exclusivity for 12 years from marketing approval in the United States (obtained in September 2018) and 10 years from marketing approval in Europe (obtained in April 2019). For our patent litigation related to other anti-CGRP products, see note 10 to our consolidated financial statement.

AUSTEDO revenues (which include AUSTEDO XR®) in our United States segment in the first quarter of 2026 were $559 million, an increase of 41%, compared to the first quarter of 2025. This increase was mainly due to growth in volume.

During 2025, Teva and the Centers for Medicare and Medicaid Services (“CMS”) negotiated a maximum fair price for AUSTEDO and AUSTEDO XR, based on their inclusion in CMS’s list of prescription medicines selected for price-setting discussions. An agreement was announced by CMS in November 2025. The revised prices set by the U.S. Government will become effective on January 1, 2027 and will apply to eligible Medicare patients.

AUSTEDO was launched in the United States in 2017. It is indicated for the treatment of chorea associated with Huntington’s disease and for the treatment of tardive dyskinesia in adults.

AUSTEDO is protected in the United States by 14 Orange Book patents expiring between 2031 and 2038. We received notice letters from two ANDA filers regarding the filing of their ANDAs with paragraph (IV) certifications for certain of the patents listed in the Orange Book for AUSTEDO. In 2022, we reached agreements with Lupin and Aurobindo, respectively, to sell their generic products beginning in April 2033, or earlier under certain circumstances. On March 9, 2022, the U.S. Patent and Trial Appeal Board of the U.S. Patent and Trademark Office declined to institute an IPR filed by Apotex regarding the deutetrabenazine compound patent. Currently, there are no further patent litigations pending regarding AUSTEDO.

AUSTEDO XR (deutetrabenazine) extended-release tablets was approved by the FDA on February 17, 2023 in three doses of 6, 12 and 24 mg, and became commercially available in the U.S. in May 2023. The FDA approved AUSTEDO XR as a one pill, once-daily treatment option in doses of 30, 36, 42, and 48 mg in May 2024 and in 18 mg in July 2024. AUSTEDO XR is a once-daily formulation indicated in adults for tardive dyskinesia and chorea associated with Huntington’s disease, which is additional to the twice-daily AUSTEDO. AUSTEDO XR is protected by 11 Orange Book patents expiring between 2031 and 2041.

 

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UZEDY (risperidone) extended-release injectable suspension revenues in our United States segment in the first quarter of 2026 were $63 million, an increase of 62% compared to the first quarter of 2025, mainly due to growth in volume.

UZEDY was approved by the FDA on April 28, 2023 for the treatment of schizophrenia in adults, and was launched in the U.S. in May 2023. UZEDY is a subcutaneous, long-acting formulation that controls the steady release of risperidone. UZEDY is protected by six Orange Book patents expiring between 2027 and 2042. On October 10, 2025, it was announced that the FDA approved UZEDY as a once-monthly extended-release injectable suspension as monotherapy or as adjunctive therapy to lithium or valproate for the maintenance treatment of bipolar 1 disorder (BD-1) in adults. UZEDY is protected by regulatory exclusivity until April 28, 2026. We are evaluating plans to launch UZEDY in other countries around the world. UZEDY faces competition from multiple products.

BENDEKA and TREANDA combined revenues in our United States segment in the first quarter of 2026 were $27 million, a decrease of 26% compared to the first quarter of 2025, mainly due to competition from alternative therapies, as well as from generic bendamustine products.

In April 2019, we signed an amendment to the license agreement with Eagle Pharmaceuticals, Inc. (“Eagle”) extending the royalty term applicable to the United States to the full period for which we sell BENDEKA and increased the royalty rate. In consideration, Eagle agreed to assume a portion of BENDEKA-related patent litigation expenses.

There are 20 patents listed in the U.S. Orange Book for BENDEKA, one of which expired in 2026 and the rest with expiration dates in 2031. In August 2021, the Court of Appeals for the Federal Circuit affirmed the district court’s decision upholding the validity of all of the asserted patents and finding infringement by two remaining ANDA filers. Another ANDA filer did not join the appeal, and Teva also settled with two ANDA filers.

Teva also settled litigation against four 505(b)(2) applicants: Hospira, Inc. (“Hospira”), Dr. Reddy’s Laboratories (“DRL”) and Accord Healthcare (“Accord”), and Almaject, Inc. / Alvogen, Inc. (“Almaject”). Based on these settlement agreements, Hospira, Accord, DRL and Almaject can launch their products on November 17, 2027, or earlier under certain circumstances. In 2023, Teva and Eagle also filed suit against BendaRx Corp. in the U.S. District Court for the District of Delaware, following its filing of a 505(b)(2) NDA for a bendamustine product, and that litigation is still pending, though it is currently stayed.

In addition to the settlement with Eagle regarding its bendamustine 505(b)(2) NDA, between 2015 and 2020, we reached final settlements with 22 ANDA filers for generic versions of the lyophilized form of TREANDA and one 505(b)(2) NDA filer for a generic version of the liquid form of TREANDA, providing for the launch of generic versions of TREANDA prior to patent expiration. Currently, there are multiple generic TREANDA products on the market.

COPAXONE revenues in our United States segment in the first quarter of 2026 were $62 million, an increase of 16% compared to the first quarter of 2025, mainly due to a reduction in sales allowance, partially offset by lower volumes.

COPAXONE continues to face competition from existing alternative therapies, generic versions of COPAXONE, and generic treatments for multiple sclerosis, injectable products, as well as from monoclonal antibodies.

Product Launches and Pipeline

In the first quarter of 2026, we launched the generic version of the following branded products in the United States:

 

Product Name

  

Brand Name

  Launch
Date
   Total Annual U.S.
Branded Sales at Time
of Launch
(U.S. $ in millions
(IQVIA))*
 

Pomalidomide Capsules

  Pomalyst® capsules   March   $3,321 

Ferric Citrate Tablets

  Auryxia® tablets   March   $56 
 
* 

The figures presented are for the twelve months ended in the calendar quarter immediately prior to our launch or re-launch.

 

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As of March 31, 2026, our generic products pipeline in the United States includes 112 product applications awaiting FDA approval, including 65 tentative approvals. This total reflects all pending ANDAs, supplements for product line extensions and tentatively approved applications and includes some instances where more than one application was submitted for the same reference product. Excluding overlaps, the branded products underlying these pending applications had U.S. sales for the twelve months ended December 31, 2025 of approximately $128 billion, according to IQVIA. Approximately 81% of pending applications include a paragraph IV patent challenge, and we believe we are first-to-file with respect to 53 of these products, or 76 products including final approvals where launch is pending a settlement agreement or court decision. Collectively, these first-to-file opportunities represent over $84 billion in U.S. brand sales for the twelve months ended December 31, 2025, according to IQVIA.

IQVIA reported brand sales are one of the many indicators of future potential value of a launch, but equally important are the mix and timing of competition, as well as cost effectiveness. The potential advantages of being the first filer with respect to some of these products may be either forfeited, or subject to shared exclusivity or competition from so-called “authorized generics,” which may ultimately affect the value derived.

In the first quarter of 2026, we did not receive any tentative approvals for generic products. A “tentative approval” indicates that the FDA has substantially completed its review of an application and final approval is expected once the relevant patent expires, a court decision is reached, a 30-month regulatory stay lapses or a 180-day exclusivity period awarded to another manufacturer either expires or is forfeited.

For information regarding our innovative and biosimilar products pipeline, see “—Teva Consolidated Results—Research and Development (R&D) Expenses, net” below.

United States Gross Profit

Gross profit from our United States segment in the first quarter of 2026 was $1,038 million, an increase of 2%, compared to the first quarter of 2025.

Gross profit margin for our United States segment in the first quarter of 2026 increased to 67.7%, compared to 65.9% in the first quarter of 2025. This increase was mainly due to higher revenues from AUSTEDO, partially offset by lower revenues from generic products, primarily lenalidomide capsules (the generic version of Revlimid®).

United States R&D Expenses

R&D expenses relating to our United States segment in the first quarter of 2026 were $147 million, a decrease of 5%, compared to the first quarter of 2025.

For a description of our R&D expenses in the first quarter of 2026, see “—Teva Consolidated Results—Research and Development (R&D) Expenses, net” below.

United States S&M Expenses

S&M expenses relating to our United States segment in the first quarter of 2026 were $298 million, an increase of 22%, compared to the first quarter of 2025. This increase was mainly due to promotional activities related to our key innovative products, primarily AUSTEDO.

United States G&A Expenses

G&A expenses relating to our United States segment in the first quarter of 2026 were $90 million, a decrease of 5% compared to the first quarter of 2025.

United States Profit

Profit from our United States segment consists of revenues less cost of sales, R&D expenses, S&M expenses, G&A expenses and other expenses (income) related to this segment. Segment profit does not include amortization and certain other items.

Profit from our United States segment in the first quarter of 2026 was $507 million, a decrease of 2%, compared to the first quarter of 2025. This decrease was mainly due to higher S&M expenses, partially offset by higher gross profit, as discussed above.

 

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Europe Segment

The following table presents revenues, expenses and profit for our Europe segment for the three months ended March 31, 2026 and 2025:

 

   Three months ended March 31, 
   2026  2025 
   (U.S. $ in millions / % of Segment Revenues) 

Revenues

  $1,340    100 $1,194    100

Cost of sales

   606    45.2  536    44.9

Gross profit

   734    54.8  658    55.1

R&D expenses

   45    3.4  60    5.1

S&M expenses

   215    16.0  199    16.7

G&A expenses

   73    5.4  69    5.8

Other

   §    §   §    § 
  

 

 

   

 

 

  

 

 

   

 

 

 

Segment profit*

  $401    29.9 $329    27.6
  

 

 

   

 

 

  

 

 

   

 

 

 
 
*

Segment profit does not include amortization and certain other items.

§

Represents an amount less than $0.5 million or 0.5%, as applicable.

Europe Revenues

Our Europe segment includes the European Union, the United Kingdom and certain other European countries.

Revenues from our Europe segment in the first quarter of 2026 were $1,340 million, an increase of 12% compared to the first quarter of 2025. In local currency terms, revenues decreased by 1% compared to the first quarter of 2025, mainly due to lower revenues from generic products, partially offset by higher revenues from AJOVY.

In the first quarter of 2026, revenues were positively impacted by exchange rate fluctuations of $159 million, including hedging effects, compared to the first quarter of 2025. Revenues in the first quarter of 2026, included $10 million from a positive hedging impact, which is included in “Other” in the table below. Revenues in the first quarter of 2025 included $12 million from a negative hedging impact, which is included in “Other” in the table below. See note 8c to our consolidated financial statements.

Revenues by Major Products and Activities

The following table presents revenues for our Europe segment by major products and activities for the three months ended March 31, 2026 and 2025:

 

   Three months ended
March 31,
   Percentage
Change
2026-2025
 
   2026   2025 
   (U.S. $ in millions)     

Generic products (including OTC and biosimilars)

  $1,089   $989    10

AJOVY

   76    58    31

COPAXONE

   40    42    (4%) 

Respiratory products

   59    55    8

Other*

   76    50    52
  

 

 

   

 

 

   

 

 

 

Total

  $1,340   $1,194    12
  

 

 

   

 

 

   

 

 

 
 
*

Other revenues in the first quarter of 2026 and 2025 include the sale of certain product rights.

 

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Generic products revenues (including OTC and biosimilar products) in our Europe segment in the first quarter of 2026, were $1,089 million, an increase of 10% compared to the first quarter of 2025. In local currency terms, revenues decreased by 1%, mainly due to lower sales of seasonal OTC products, partially offset by higher revenues from recently launched products.

AJOVY revenues in our Europe segment in the first quarter of 2026 were $76 million, an increase of 31%, compared to the first quarter of 2025. In local currency terms, revenues increased by 17% due to growth in volume.

For information about AJOVY patent protection, see “—United States Revenues—Revenues by Major Products and Activities” above.

COPAXONE revenues in our Europe segment in the first quarter of 2026 were $40 million, a decrease of 4% compared to the first quarter of 2025. In local currency terms, revenues decreased by 14%, mainly due to price reductions and lower volumes resulting from the availability of alternative therapies.

Respiratory products revenues in our Europe segment in the first quarter of 2026 were $59 million, an increase of 8% compared to the first quarter of 2025. In local currency terms, revenues decreased by 2%, mainly due to net price reductions and lower volumes.

Product Launches and Pipeline

As of March 31, 2026, our generic products pipeline in Europe included 89 generic approvals relating to 19 compounds in 47 formulations. In addition, approximately 1,408 marketing authorization applications are pending approval in 37 European countries, relating to 94 compounds in 215 formulations. One application is pending with the European Medicines Agency (“EMA”).

For information regarding our innovative medicines and biosimilar products pipeline, see “—Teva Consolidated Results—Research and Development (R&D) Expenses, net” below.

Europe Gross Profit

Gross profit from our Europe segment in the first quarter of 2026 was $734 million, an increase of 12% compared to the first quarter of 2025.

Gross profit margin for our Europe segment in the first quarter of 2026 decreased to 54.8%, compared to 55.1% in the first quarter of 2025.

Europe R&D Expenses

R&D expenses relating to our Europe segment in the first quarter of 2026 were $45 million, a decrease of 25% compared to the first quarter of 2025.

For a description of our R&D expenses in the first quarter of 2026, see “—Teva Consolidated Results—Research and Development (R&D) Expenses, net” below.

Europe S&M Expenses

S&M expenses relating to our Europe segment in the first quarter of 2026 were $215 million, an increase of 8% compared to the first quarter of 2025. This increase was mainly due to a negative impact from exchange rate fluctuations.

Europe G&A Expenses

G&A expenses relating to our Europe segment in the first quarter of 2026 were $73 million, an increase of 6% compared to the first quarter of 2025. This increase was mainly due to a negative impact from exchange rate fluctuations.

Europe Profit

Profit from our Europe segment consists of revenues less cost of sales, R&D expenses, S&M expenses, G&A expenses and other expenses (income) related to this segment. Segment profit does not include amortization and certain other items.

Profit from our Europe segment in the first quarter of 2026 was $401 million, an increase of 22%, compared to the first quarter of 2025. This increase was mainly due to higher gross profit, as discussed above.

 

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International Markets Segment

The following table presents revenues, expenses and profit for our International Markets segment for the three months ended March 31, 2026 and 2025:

 

   Three months ended March 31, 
   2026  2025 
   (U.S. $ in millions / % of Segment Revenues) 

Revenues

  $524    100 $582    100

Cost of sales

   280    53.6  304    52.3

Gross profit

   243    46.4  278    47.7

R&D expenses

   22    4.3  25    4.3

S&M expenses

   117    22.3  118    20.2

G&A expenses

   39    7.5  39    6.7

Other

   §    §   (1)    § 
  

 

 

   

 

 

  

 

 

   

 

 

 

Segment profit*

  $65    12.3 $97    16.7
  

 

 

   

 

 

  

 

 

   

 

 

 
 
*

Segment profit does not include amortization and certain other items.

§

Represents an amount less than $0.5 million or 0.5%, as applicable.

International Markets Revenues

Our International Markets segment includes all countries in which we operate other than the United States and the countries included in our Europe segment. The International Markets segment covers a substantial portion of the global pharmaceutical industry, including more than 35 countries. The countries in our International Markets segment include highly regulated, mainly generic markets, such as Canada and Israel, and branded generics-oriented markets, such as Russia and certain Latin America markets.

On March 31, 2025, we divested our Teva-Takeda business venture in Japan, which included generic products and legacy products. Since the establishment of the business venture and until the completion of its sale, Teva held 51% of the outstanding common stock of the business venture. On March 31, 2025, we deconsolidated the business venture from our financial statements. For additional information, see note 2 to our consolidated financial statements.

As of the date of this Quarterly Report on Form 10-Q, sustained conflict between Russia and Ukraine and disruption in the region is ongoing. Russia and Ukraine markets are included in our International Markets segment results and we have no manufacturing or R&D facilities in these markets. In the first quarter of 2026, the impact of this conflict on our International Markets segment was immaterial.

Revenues from our International Markets segment in the first quarter of 2026 were $524 million, a decrease of 10% compared to the first quarter of 2025. In local currency terms, revenues decreased by 19% compared to the first quarter of 2025, mainly due to the divestment of our business venture in Japan.

In the first quarter of 2026, revenues were positively impacted by exchange rate fluctuations of $50 million, including hedging effects, compared to the first quarter of 2025. Revenues in the first quarter of 2026 included $1 million from a positive hedging impact, compared to a negative hedging impact of $15 million in the first quarter of 2025, which are included in “Other” in the table below. See note 8c to our consolidated financial statements.

 

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Revenues by Major Products and Activities

The following table presents revenues for our International Markets segment by major products and activities for the three months ended March 31, 2026 and 2025:

 

   Three months ended
March 31,
   Percentage
Change
 
   2026   2025   2026-2025 
   (U.S. $ in millions)     

Generic products (including OTC and biosimilars)

  $386   $468    (18%) 

AJOVY

   33    28    20

AUSTEDO

   19    15    30

COPAXONE

   6    10    (43%) 

Other*

   79    61    30
  

 

 

   

 

 

   

 

 

 

Total

  $524   $582    (10%) 
  

 

 

   

 

 

   

 

 

 
 
*

Other revenues in the first quarter of 2026 and 2025 include the sale of certain product rights.

Generic products revenues (including OTC and biosimilar products) in our International Markets segment in the first quarter of 2026 were $386 million, a decrease of 18% compared to the first quarter of 2025. In local currency terms, revenues decreased by 23%, mainly due to the divestment of our business venture in Japan.

AJOVY revenues in our International Markets segment in the first quarter of 2026 were $33 million, an increase of 20% compared to the first quarter of 2025. In local currency terms, revenues increased by 15%, mainly due to growth in existing markets in which AJOVY was launched. AJOVY was launched in certain markets in our International Markets segment, including in Canada, Japan, Australia, Israel, South Korea, Brazil and others. In April 2026, we announced a strategic partnership for the marketing and distribution of AJOVY in China with Neurogen (Zhuhai) Pharmaceutical Company Ltd.

AUSTEDO revenues in our International Markets segment in the first quarter of 2026 were $19 million, an increase of 30% compared to the first quarter of 2025. In local currency terms, revenues increased by 22% compared to the first quarter of 2025. AUSTEDO was launched in China and Israel in 2021 and in Brazil in 2022, for the treatment of chorea associated with Huntington’s disease and for the treatment of tardive dyskinesia. In February 2024, we announced a strategic partnership for the marketing and distribution of AUSTEDO in China with Jiangsu Nhwa Hexin Pharmaceutical Marketing Co., Ltd. In April 2025, AUSTEDO received marketing authorization in South Korea. We continue to evaluate additional submissions in various other markets.

COPAXONE revenues in our International Markets segment in the first quarter of 2026 were $6 million, a decrease of 43% compared to the first quarter of 2025.

International Markets Gross Profit

Gross profit from our International Markets segment in the first quarter of 2026 was $243 million, a decrease of 12% compared to the first quarter of 2025.

Gross profit margin for our International Markets segment in the first quarter of 2026 decreased to 46.4%, compared to 47.7% in the first quarter of 2025. This decrease was mainly due to unfavorable mix of products, partially offset by a positive impact from hedging activities.

International Markets R&D Expenses

R&D expenses relating to our International Markets segment in the first quarter of 2026 were $22 million, a decrease of 11% compared to the first quarter of 2025.

For a description of our R&D expenses in the first quarter of 2026, see “—Teva Consolidated Results—Research and Development (R&D) Expenses, net” below.

International Markets S&M Expenses

S&M expenses relating to our International Markets segment in the first quarter of 2026 were $117 million, a decrease of 1% compared to the first quarter of 2025.

International Markets G&A Expenses

G&A expenses relating to our International Markets segment in the first quarter of 2026 were $39 million, flat compared to the first quarter of 2025.

International Markets Profit

Profit from our International Markets segment consists of revenues less cost of sales, R&D expenses, S&M expenses, G&A expenses and other expenses (income) related to this segment. Segment profit does not include amortization and certain other items.

Profit from our International Markets segment in the first quarter of 2026 was $65 million, a decrease of 33%, compared to the first quarter of 2025. This decrease was mainly due to lower gross profit, as discussed above.

 

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Other Activities

We have other sources of revenues, primarily the sale of APIs to third parties, certain contract manufacturing services and an out-licensing platform offering a portfolio of products to other pharmaceutical companies through our affiliate Medis. Our Other Activities are not included in our United States, Europe or International Markets segments described above.

In alignment with our Pivot to Growth strategy, commencing January 1, 2026, Anda is no longer reported under our United States segment. This shift allows the United States segment to continue to manage its entire product portfolio in the region, while strengthening focus on its biopharmaceutical business, growth engines and innovation. As a result, from that date, Anda is reported as part of the Company’s Other Activities. Prior period amounts were recast to reflect this change. See note 15 to our consolidated financial statements.

On January 31, 2024, we announced that we intend to divest our API business (including its R&D, manufacturing and commercial activities) through a sale. The intention to divest is in alignment with our Pivot to Growth strategy, and Teva is conducting a sales process for this matter. However, there can be no assurance regarding the ultimate timing or structure of a potential divestiture or that a divestiture will be agreed or completed at all. For further information, see note 2 to our consolidated financial statements.

Our revenues from Other Activities in the first quarter of 2026 were $584 million, an increase of 1% in U.S. dollars compared to the first quarter of 2025. In local currency terms, revenues decreased by 1% compared to the first quarter of 2025.

Anda revenues from third-party products in the first quarter of 2026 were $378 million, an increase of 1%, compared to the first quarter of 2025. Anda, our distribution business in the United States, operates independently and distributes generic and innovative medicines and OTC pharmaceutical products from various manufacturers to independent retail pharmacies, pharmacy retail chains, hospitals and physician offices in the United States. Anda competes in the distribution market by maintaining a broad portfolio of products, competitive pricing and delivery throughout the United States.

API sales to third parties in the first quarter of 2026 were $109 million, a decrease of 17% in both U.S. dollars and local currency terms, compared to the first quarter of 2025. This decrease was mainly due to price reductions and lower demand due to market dynamics.

Revenues from additional other activities, mainly from Medis and certain contract manufacturing services, in the first quarter of 2026 were $97 million, an increase of 28% in U.S. dollars compared to the first quarter of 2025. In local currency terms, revenues increased by 16% compared to the first quarter of 2025, mainly due to higher demand.

Teva Consolidated Results

Revenues

Revenues in the first quarter of 2026 were $3,982 million, an increase of 2% in U.S. dollars, or a decrease of 3% in local currency terms compared to the first quarter of 2025. This decrease in local currency terms was mainly due to lower revenues from generic products, primarily lenalidomide capsules (the generic version of Revlimid®) in our U.S. segment as well as the divestment of our business venture in Japan in our International Markets segment, partially offset by higher revenues from our key innovative products, primarily AUSTEDO.

See “—United States Revenues,” “—Europe Revenues,” “—International Markets Revenues” and “—Other Activities” above.

Exchange rate movements in the first quarter of 2026, including hedging effects, positively impacted revenues by $219 million, compared to the first quarter of 2025. See note 8c to our consolidated financial statements.

Gross Profit

Gross profit in the first quarter of 2026 was $1,972 million, an increase of 5% compared to $1,877 million in the first quarter of 2025.

Gross profit margin was 49.5% in the first quarter of 2026, compared to 48.2% in the first quarter of 2025. This increase was mainly due to higher revenues from AUSTEDO, partially offset by lower revenues from generic products in our U.S. segment, primarily lenalidomide capsules (the generic version of Revlimid®).

 

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Research and Development (R&D) Expenses, net

Our R&D activities for innovative medicines and biosimilar products in each of our segments include costs of discovery research, preclinical work, drug formulation, early- and late-stage clinical development and product registration costs. These expenditures are reported net of contributions received from collaboration partners. Our spending takes place throughout the development process, including (i) early-stage projects in both discovery and preclinical phases; (ii) middle-stage projects in clinical programs up to Phase 3; (iii) late-stage projects in Phase 3 programs, including where a new drug application is currently pending approval; (iv) post-approval studies for marketed products; and (v) indirect expenses, such as costs of infrastructure and personnel.

Our R&D activities for generic products in each of our segments include both (i) direct expenses relating to product formulation, analytical method development, stability testing, management of bioequivalence and other clinical studies and regulatory filings; and (ii) indirect expenses, such as costs of infrastructure and personnel.

In the first quarter of 2026, our R&D expenses, net, were primarily related to our innovative product pipeline in immunology, neuroscience and selected other areas, as well as our generics and biosimilars pipeline.

R&D expenses, net in the first quarter of 2026, were $222 million, a decrease of 10% compared to $247 million in the first quarter of 2025.

Our lower R&D expenses, net in the first quarter of 2026 compared to the first quarter of 2025, were mainly due to a decrease in our generics pipeline and in our late-stage innovative pipeline in neuroscience, partially offset by an increase in immunology projects.

Our R&D expenses, net in the first quarter of 2026 and 2025, were also impacted by reimbursements and cost sharing from our strategic partnerships and collaborations entered into in recent years. See note 2 to our consolidated financial statements.

R&D expenses, net as a percentage of revenues were 5.6% in the first quarter of 2026, compared to 6.3% in the first quarter of 2025.

Innovative Medicines Pipeline

Below is a description of key products in our innovative medicines pipeline as of April 29, 2026:

 

   

Phase 2

  

Phase 3

  

Submitted for Regulatory Review

Neuroscience      

olanzapine LAI

(TEV-‘749)

Schizophrenia

(December 2025)

Immunology  

Anti-IL-15

(TEV-’408)

Celiac disease

  

Dual Action
Rescue Inhaler
(DARI)
(ICS/SABA; TEV-’248)(2)

Asthma
(February 2023)

  
  

emrusolmin(1)

(TEV-‘286)

Multiple System Atrophy

  

duvakitug (anti-TL1A)(3)

(TEV-’574)

Inflammatory Bowel Disease

(October 2025)

  

__________________

(1)

In collaboration with Launch Therapeutics.

(2)

In collaboration with Modag.

(3)

In collaboration with Sanofi.

Biosimilar Products Pipeline

We have additional biosimilar products in development internally and with our partners that are in various stages of development, including confirmatory clinical trials for biosimilars to Entyvio® (vedolizumab) and Entyvio® SC (vedolizumab), which are in collaboration with Alvotech for the U.S. market; and TEV-‘333 and TEV-‘316, both in collaboration with mAbxience. Our proposed biosimilar to Xgeva® (denosumab) and our proposed biosimilars to Simponi®, Simponi Aria® (golimumab), and Eylea® (aflibercept), which are in collaboration with Alvotech, were submitted for regulatory review in the U.S. Our proposed biosimilar to Xolair® (omalizumab) was submitted for regulatory review in the U.S. and Europe.

 

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Selling and Marketing (S&M) Expenses

S&M expenses in the first quarter of 2026, were $696 million, an increase of 12% compared to the first quarter of 2025. This increase was mainly a result of the factors discussed above under “—United States segment—S&M Expenses” and “—Europe segment— S&M Expenses.”

S&M expenses as a percentage of revenues were 17.5% in the first quarter of 2026, compared to 16.0% in the first quarter of 2025.

General and Administrative (G&A) Expenses

G&A expenses in the first quarter of 2026 were $304 million, an increase of 2% compared to the first quarter of 2025.

G&A expenses as a percentage of revenues were 7.6% in the first quarter of 2026, flat compared to the first quarter of 2025.

Intangible Asset Impairments

We recorded expenses of $8 million for identifiable intangible asset impairments in the first quarter of 2026, compared to expenses of $121 million in the first quarter of 2025. See note 5 to our consolidated financial statements.

Other Asset Impairments, Restructuring and Other Items

We recorded expenses of $26 million for other asset impairments, restructuring and other items in the first quarter of 2026, compared to an income of $22 million in the first quarter of 2025. See note 12 to our consolidated financial statements.

Legal Settlements and Loss Contingencies

We recorded expenses of $72 million in legal settlements and loss contingencies in the first quarter of 2026, compared to expenses of $86 million in the first quarter of 2025. See note 9 to our consolidated financial statements.

Other Loss (Income)

Other income in the first quarter of 2026 was $9 million, compared to other loss of $5 million in the first quarter of 2025.

Operating Income (Loss)

Operating income was $652 million in the first quarter of 2026, compared to $519 million in the first quarter of 2025. This increase was mainly due to lower intangible assets impairments and higher gross profit, partially offset by higher S&M expenses.

Operating income as a percentage of revenues was 16.4% in the first quarter of 2026, compared to 13.3% in the first quarter of 2025.

Financial Expenses, Net

In the first quarter of 2026, financial expenses, net were $216 million, mainly comprised of net interest expenses of $201 million. In the first quarter of 2025, financial expenses, net were $225 million, mainly comprised of net interest expenses of $212 million.

 

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Reconciliation Table to Consolidated Income (Loss) Before Income Taxes

The following table presents a reconciliation of our segment profits to our consolidated operating income (loss) and to consolidated income (loss) before income taxes for the three months ended March 31, 2026 and 2025:

 

   Three months ended
March 31,
 
   2026   2025 
   (U.S. $ in millions) 

United States profit

  $507   $518 

Europe profit

   401    329 

International Markets profit

   65    97 
  

 

 

   

 

 

 

Total reportable segments profit

   972    944 

Profit (loss) of Other Activities

   (16   2 
  

 

 

   

 

 

 

Amounts not allocated to segments:

    

Amortization

   137    145 

Other assets impairments, restructuring and other items

   26    (22

Intangible assets impairments

   8    121 

Legal settlements and loss contingencies

   72    83 

Other unallocated amounts

   60    99 
  

 

 

   

 

 

 

Consolidated operating income (loss)

   652    519 
  

 

 

   

 

 

 

Financial expenses, net

   216    225 
  

 

 

   

 

 

 

Consolidated income (loss) before income taxes

  $437   $294 
  

 

 

   

 

 

 

Income Taxes

In the first quarter of 2026, we recognized a tax expense of $67 million on pre-tax income of $437 million. In the first quarter of 2025, we recognized a tax expense of $74 million on pre-tax income of $294 million. See note 11 to our consolidated financial statements.

Net Income (Loss) Attributable to Teva

Net income attributable to Teva was $369 million in the first quarter of 2026, compared to $214 million in the first quarter of 2025. This increase was mainly due to higher operating income as discussed above.

Diluted Shares Outstanding and Earnings (Loss) per Share

The weighted average diluted shares outstanding used for the fully diluted share calculations for the three months ended March 31, 2026 and 2025 was 1,179 million shares and 1,159 million shares, respectively.

Diluted earnings per share was $0.31 in the first quarter of 2026, compared to $0.18 in the first quarter of 2025. See note 13 to our consolidated financial statements.

Share Count for Market Capitalization

We calculate share amounts using the outstanding number of shares (i.e., excluding treasury shares) plus shares that would be outstanding upon the exercise of options and vesting of RSUs and PSUs, and the conversion of our convertible senior debentures, in each case, at period end.

As of March 31, 2026 and 2025, the fully diluted share count for purposes of calculating our market capitalization was approximately 1,192 million shares and 1,178 million shares, respectively.

Impact of Currency Fluctuations on Results of Operations

In the first quarter of 2026, approximately 48% of our revenues were denominated in currencies other than the U.S. dollar. Since our results are reported in U.S. dollars, we are subject to significant foreign currency risks. Accordingly, changes in the rate of exchange between the U.S. dollar and local currencies in the markets in which we operate (primarily the euro, Swiss franc, Russian ruble, British pound, new Israeli shekel, Polish złoty, Canadian dollar and Swedish krona) impacted our results.

During the first quarter of 2026, the following main currencies relevant to our operations increased in value against the U.S. dollar (each compared on a quarterly average basis): Russian ruble by 20%, Hungarian forint by 18%, Swedish krona by 17%, new Israeli shekel by 16%, Swiss franc by 15%, euro by 11%, Polish złoty by 11% and British pound by 7%. The following currencies relevant to our operations decreased in value against the U.S. dollar (each compared on a quarterly average basis): Argentinian peso by 26%, Indian rupee by 5% and Ukrainian hryvna by 4%.

As a result, exchange rate movements during the first quarter of 2026, including hedging effects, positively impacted revenues by $219 million and operating income by $71 million, compared to the first quarter of 2025.

 

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Hedging transactions of future projected revenues and expenses are recognized on the balance sheet at their fair value on a quarterly basis, while the foreign exchange impact on the underlying revenues and expenses may occur in subsequent quarters. See note 8c to our consolidated financial statements.

Commencing in the third quarter of 2018, the cumulative inflation in Argentina exceeded 100% or more over a three-year period. Although this triggered highly inflationary accounting treatment, it did not have a material impact on our results of operations.

Commencing in the second quarter of 2022, the cumulative inflation in Turkey exceeded 100% or more over a three-year period. Although this triggered highly inflationary accounting treatment, it did not have a material impact on our results of operations.

Liquidity and Capital Resources

Total balance sheet assets were $40,040 million as of March 31, 2026, compared to $40,748 million as of December 31, 2025.

Our working capital balance, which includes accounts receivables net of SR&A, inventories, prepaid expenses and other current assets, accounts payables, employee-related obligations, accrued expenses and other current liabilities, was negative $2,411 million as of March 31, 2026, compared to negative $2,733 million as of December 31, 2025. This change was mainly due to a decrease in employee-related obligations as discussed below, and an increase in accounts receivables, net of SR&A. We continue our efforts to optimize our working capital management.

Employee-related obligations, as of March 31, 2026 were $555 million, compared to $739 million as of December 31, 2025. The decrease in the first three months of 2026 was mainly due to performance incentive payments to employees for 2025, partially offset by an accrual for performance incentive payments to employees for 2026.

Cash investment in property, plant and equipment and intangible assets in the first quarter of 2026 was $168 million, compared to $127 million in the first quarter of 2025. Depreciation in the first quarter of 2026 was $102 million, compared to $99 million in the first quarter of 2025.

Cash and cash equivalents as of March 31, 2026, were $3,741 million, compared to $3,556 million as of December 31, 2025. See also the statement of cash flows included in our consolidated financial statements.

Our cash on hand that is not used for ongoing operations is generally invested in bank deposits as well as liquid securities that bear fixed and floating rates.

Teva’s principal sources of short-term liquidity are its cash on hand, existing cash investments, liquid securities and available credit facilities, primarily its $1.8 billion unsecured syndicated sustainability-linked revolving credit facility, entered into in April 2022, as amended most recently in December 2025 (“RCF”). See note 7 to our consolidated financial statements.

Debt Balance and Movements

As of March 31, 2026, our debt was $16,627 million, compared to $16,807 million as of December 31, 2025. This decrease was mainly due to $174 million of exchange rate fluctuations.

In February 2026, we repaid $23 million of the 0.25% convertible senior debentures at maturity.

Our debt as of March 31, 2026 was 57% denominated in U.S. dollars, with the remainder denominated in euro.

The portion of total debt classified as short-term as of March 31, 2026 was 16% compared to 11% as of December 31, 2025.

Our financial leverage, which is the ratio between our debt and the sum of our debt and equity, was 67% as of March 31, 2026, compared to 68% as of December 31, 2025. Our average debt maturity was approximately 5.4 years as of March 31, 2026, compared to 5.6 years as of December 31, 2025.

Total Equity

Total equity was $8,232 million as of March 31, 2026, compared to $7,914 million as of December 31, 2025. This increase was mainly due to net income attributable to Teva of $369 million, partially offset by a negative impact from exchange rate fluctuations of $121 million.

 

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Exchange rate fluctuations affected our balance sheet, as approximately 60% of our net assets as of March 31, 2026 (including both monetary and non-monetary assets) were in currencies other than the U.S. dollar. When compared to December 31, 2025, changes in currency rates as of March 31, 2026, had a negative impact of $121 million on our equity. The following main currencies decreased in value against the U.S. dollar: Indian rupee by 5%, Peruvian nuevo by 4%, Polish złoty by 4%, Chilean peso by 4%, euro by 3%, Russian ruble by 2%, British pound by 2%, Canadian dollar by 2%, Japanese yen by 2%, Mexican peso by 1% and Swiss franc by 1%. All comparisons are on a year-to-date basis.

Cash Flow

We continually seek to improve the efficiency of our working capital management. Periodically, as part of our cash and commercial relationship management activities, we make decisions in our commercial, supply chain, and other activities which drive an optimization of our inventory levels, an acceleration of receivable payments from customers, or deceleration of payments to vendors, including timing of payments related to legal settlements, tax authorities and other matters. These have the effect of increasing or decreasing cash from operations, as well as working capital balance items during any given period. Increased cash from operations has the effect of reducing our leverage ratio, which is measured net of cash and cash equivalents, as of the end of such period. In connection with these efforts, we are able to secure more favorable payment terms from many of our vendors which are expected to continue in future periods. In addition, in periods in which collections from customers are delayed, we have and expect we may in the future extend the time to pay certain vendors, so as to balance our liquidity position. Such decisions have had and may in the future have a material impact on our annual operating cash flow measurement and results of operations.

Cash flow used in operating activities during the first quarter of 2026 was $40 million compared to $105 million in the first quarter of 2025. The lower cash flow used in operating activities in the first quarter of 2026 was mainly due to favorable timing and mix of sales and collections in our U.S. segment as well as lower payments of interest, partially offset by higher performance incentive payments to employees.

During the first quarter of 2026, we generated free cash flow of $188 million, which we define as comprising: $40 million in cash flow used in operating activities, $354 million in beneficial interest collected in exchange for securitized accounts receivables (under our EU securitization program) and $42 million of proceeds from sale of businesses and long-lived assets, partially offset by $168 million in cash used for capital investments. During the first quarter of 2025, we generated free cash flow of $107 million, which we define as comprising: $105 million in cash flow used in operating activities, $322 million in beneficial interest collected in exchange for securitized accounts receivables (under our EU securitization program) and $17 million of proceeds from sale of businesses and long-lived assets, partially offset by $127 million in cash used for capital investments. The increase in the first quarter of 2026 resulted mainly from lower cash flow used in operating activities, as discussed above.

Dividends

We have not paid dividends on our ordinary shares or American Depositary Shares (ADSs) since December 2017.

Commitments

In addition to financing obligations under short-term debt and long-term senior notes and loans, debentures and convertible debentures, our major contractual obligations and commercial commitments include leases, royalty payments, contingent payments pursuant to acquisition agreements, collaboration agreements, development funding agreements and participation in joint ventures associated with R&D activities. For further information on these agreements see note 2 to our consolidated financial statements.

We are committed to paying royalties, subject to the terms of applicable agreements, to the owners of know-how, partners in alliances and certain other arrangements, and to parties that financed R&D at a wide range of rates as a percentage of sales of certain products, as defined in the agreements. In some cases, the royalty period is not defined under the applicable agreement; in other cases, royalties will be paid over various periods not exceeding 20 years.

In connection with certain development, supply and marketing, and research and collaboration or services agreements, we are required to indemnify, in unspecified amounts, the parties to such agreements against third-party claims relating to (i) infringement or violation of intellectual property or other rights of such third-party; or (ii) damages to users of the related products. Except as described in our financial statements, we are not aware of any material pending action that may result in the counterparties to these agreements claiming such indemnification.

Non-GAAP Net Income and Non-GAAP EPS Data

We present non-GAAP net income and non-GAAP earnings per share (“EPS”) as management believes that such data provide useful information to investors because they are used by management and our Board of Directors, in conjunction with other performance metrics, to evaluate our operational performance, to prepare and evaluate our work plans and annual budgets and ultimately to evaluate the performance of management, including annual compensation. While other qualitative factors and judgment also affect annual compensation, the principal quantitative element in the determination of such compensation are performance targets tied to the work plan, which are based on these non-GAAP measures.

 

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Non-GAAP financial measures have no standardized meaning and accordingly have limitations in their usefulness to investors. Investors are cautioned that, unlike financial measures prepared in accordance with U.S. GAAP, non-GAAP measures may not be comparable with the calculation of similar measures for other companies. These non-GAAP financial measures are presented solely to permit investors to more fully understand how management assesses our performance. The limitations of using non-GAAP financial measures as performance measures are that they provide a view of our results of operations without including all events during a period and may not provide a comparable view of our performance to other companies in the pharmaceutical industry. Investors should consider non-GAAP net income and non-GAAP EPS in addition to, and not as replacements for, or superior to, measures of financial performance prepared in accordance with GAAP.

In preparing our non-GAAP net income and non-GAAP EPS data, we exclude items that either have a non-recurring impact on our financial performance or which, in the judgment of our management, are items that, either as a result of their nature or size, could, were they not excluded, potentially cause investors to extrapolate future performance from an improper base that is not reflective of our underlying business performance. Certain of these items are also excluded because of the difficulty in predicting their timing and scope. The items excluded from our non-GAAP net income and non-GAAP EPS include:

 

  

amortization of purchased intangible assets;

 

  

certain legal settlements and material litigation fees and/or loss contingencies, due to the difficulty in predicting their timing and scope;

 

  

impairments of long-lived assets, including intangibles, property, plant and equipment and goodwill;

 

  

restructuring expenses, including severance, retention costs, contract cancellation costs and certain accelerated depreciation expenses primarily related to the rationalization of our plants or to certain other strategic activities, such as the realignment of R&D focus or other similar activities;

 

  

acquisition- or divestment- related items, including loss (gain) on sale of businesses, changes in contingent consideration, integration costs, banker and other professional fees and inventory step-up;

 

  

expenses related to our equity compensation;

 

  

significant one-time financing costs, amortization of issuance costs and terminated derivative instruments, and marketable securities investment valuation gains/losses;

 

  

unusual tax items;

 

  

other awards or settlement amounts, either paid or received;

 

  

other exceptional items that we believe are sufficiently large that their exclusion is important to facilitate an understanding of trends in our financial results, such as impacts due to significant costs for remediation of plants, or other unusual events; and

 

  

corresponding tax effects of the foregoing items.

 

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The following tables present our non-GAAP net income and non-GAAP EPS for the three months ended March 31, 2026 and 2025, as well as reconciliations of each measure to their nearest GAAP equivalents:

 

   Three months ended
March 31,
 
($ in millions except per share amounts)  2026  2025 

Net income (loss) attributable to Teva

  ($) 369   214 

Increase (decrease) for excluded items:

   

Amortization of purchased intangible assets

   137   145 

Legal settlements and loss contingencies(1)

   72   83 

Impairment of long-lived assets

   9   77 

Restructuring costs

   25   14 

Equity compensation

   43   34 

Contingent consideration

   5   11 

Loss (gain) on sale of business

   (5  7 

Financial expenses

   13   14 

Other non-GAAP items(2)

   17   57 

Corresponding tax effects and unusual tax items(3)

   (65  (55

Non-GAAP net income attributable to Teva

  ($) 621   602 

Non-GAAP tax rate(4)

   17.5  17.5

GAAP diluted earnings (loss) per share attributable to Teva

  ($) 0.31   0.18 

EPS difference(5)

   0.21   0.33 

Non-GAAP diluted EPS attributable to Teva(5)

  ($) 0.53   0.52 

Non-GAAP average number of shares (in millions)(5)

   1,179   1,159 
 
(1)

For the three months ended March 31, 2026 and 2025, adjustments for legal settlements and loss contingencies primarily consisted of $48 million and $50 million, respectively, related to the provision for the opioid cases (mainly the effect of the passage of time on the net present value of the discounted payments).

(2)

Other non-GAAP items include other exceptional items that we believe are sufficiently large that their exclusion is important to facilitate an understanding of trends in our financial results, primarily related to the rationalization of our plants, accelerated depreciation, material litigation fees and other unusual events.

(3)

For the three months ended March 31, 2026 and 2025, adjustments for corresponding tax effects and unusual tax items exclusively consisted of the tax impact directly attributable to the pre-tax items that are excluded from non-GAAP net income included in the other adjustments to this table.

(4)

Non-GAAP tax rate is tax expenses (benefit) excluding the impact of non-GAAP tax adjustments presented above as a percentage of income (loss) before income taxes excluding the impact of non-GAAP adjustments presented above.

(5)

EPS difference and diluted non-GAAP EPS are calculated by dividing our non-GAAP net income attributable to Teva by our non-GAAP diluted weighted average number of shares.

Off-Balance Sheet Arrangements

We do not have any material off-balance sheet arrangements, except for: (i) surety underwritten guarantees Teva has provided the European Commission in an amount of euro 462.2 million, together with specified post-decision interest, which remain in force for three years, and which includes substantially similar covenants as our RCF, as disclosed in note 7 to our consolidated financial statements, and (ii) securitization transactions, which are disclosed in note 10f to our consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2025.

Critical Accounting Policies

For a summary of our significant accounting policies, see note 1 to our consolidated financial statements and “Critical Accounting Policies” included in our Annual Report on Form 10-K for the year ended December 31, 2025.

Recently Issued Accounting Pronouncements

See note 1 to our consolidated financial statements.

 

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ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There has not been any material change in our assessment of market risk as set forth in Part II, Item 7A to our Annual Report on Form 10-K for the year ended December 31, 2025.

 

ITEM 4.

CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

Teva maintains “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) that are designed to provide reasonable assurance that information required to be disclosed in Teva’s reports filed or submitted under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to Teva’s management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objective.

After evaluating the effectiveness of our disclosure controls and procedures as of March 31, 2026, our Chief Executive Officer and Chief Financial Officer concluded that, as of such date, Teva’s disclosure controls and procedures were effective at the reasonable assurance level.

Changes in Internal Control over Financial Reporting

During the three months ended March 31, 2026, there was no change in Teva’s internal control over financial reporting that materially affected or is reasonably likely to materially affect Teva’s internal control over financial reporting.

 

 

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PART II — OTHER INFORMATION
 
ITEM 1.
LEGAL PROCEEDINGS
We are subject to various litigation and other legal proceedings. Information pertaining to legal proceedings can be found in “Item 1 Financial Statements—Note 10 Contingencies” and is incorporated by reference herein.
 
ITEM 1A.
RISK FACTORS
There are no material changes to the risk factors previously disclosed in our Annual Report on Form
10-K
for the year ended December 31, 2025.
 
ITEM 2.
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Unregistered Sales of Equity Securities
There were no sales of unregistered equity securities during the three months ended March 31, 2026.
Repurchase of Shares
We did not repurchase any of our shares during the three months ended March 31, 2026. In April 2026, Teva’s Board of Directors instructed management to plan for a share repurchase program that may be implemented, subject to meeting applicable legal requirements. Under applicable Israeli corporate law, a share repurchase is considered a distribution and is subject to the applicable statutory tests and limitations, related to a company’s profits and solvency capabilities. Pursuant to a recent amendment in applicable corporate law regulations, companies whose shares are listed abroad (including dual-listed companies such as Teva), may benefit from certain relief with respect to the procedures to be taken in connection with share repurchases. Decisions regarding any future share repurchases will depend on certain factors, such as market conditions, share price and other opportunities to invest capital for growth in alignment with the Company’s Pivot to Growth strategy, and are s
ubj
ect to the approval by Teva’s Board of Directors.
 
ITEM 3.
DEFAULTS UPON SENIOR SECURITIES
Not applicable.
 
ITEM 4.
MINE SAFETY DISCLOSURES
Not applicable.
 
ITEM 5.
OTHER INFORMATION
Not applicable.
 
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ITEM 6.

EXHIBITS

 

31.1  Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *
31.2  Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *
32  Certification of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 *
101.INS  Inline XBRL Taxonomy Instance Document
101.SCH  Inline XBRL Taxonomy Extension Schema Document
104  Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
 
*

Filed herewith.

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

Date: April 29, 2026  By: /s/ Eli Kalif
  

Name:

 Eli Kalif
  

Title:

 

Executive Vice President,

Chief Financial Officer

(Duly Authorized Officer)

 

 

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