BRISTOL MYERS SQUIBB CO

The Principles of Integrity adopted by the Board set forth important company policies and procedures in conducting our business in a legal, ethical, and responsible manner. These standards are applicable to all of our employees, including the Chief Executive Officer, the Chief Financial Officer, and the Controller.

In addition, the Audit Committee has adopted the Code of Ethics for Senior Financial Officers that supplements the Principles of Integrity by providing more specific requirements and guidance on certain topics. The Code of Ethics for Senior Financial Officers applies to the Chief Executive Officer, the Chief Financial Officer, the Controller, the Treasurer, and the heads of major operating units.

The Board has also adopted the Code of Business Conduct and Ethics for Directors that applies to all Directors and sets forth guidance with respect to recognizing and handling ethical issues.

The Principles of Integrity, the Code of Ethics for Senior Financial Officers and the Code of Business Conduct and Ethics for Directors (collectively, the “Codes of Conduct”) are available on our website athttps://www.bms.com/about-us/our-company/our-principles.html. We will post any substantive amendments to, or waivers from, applicable provisions of our Codes of Conduct on our website athttps://www.bms.com/about-us/our-company/our-principles.html within two days following the date of such amendment or waiver.

Employees are required to report any conduct they believe in good faith to be an actual or apparent violation of our Codes of Conduct. In addition, as required under the Sarbanes-Oxley Act of 2002, the Audit Committee has established procedures to receive, retain and treat complaints received regarding accounting, internal accounting controls, or auditing matters and the confidential, anonymous submission by company employees of concerns regarding questionable accounting or auditing matters.

26 Bristol Myers Squibb | 2026 Proxy Statement

How Our Board Governs and Is Governed

BMS has asecurities trading policy governing the purchase, sale, and other disposition of the company’s securities that applies to all Directors, officers, employees, and certain other covered persons and their immediate family members. Additionally, BMS has a share repurchase program, authorized by the Board, allowing for repurchases of its shares, effected in the open market or through privately negotiated transactions in compliance with Rule 10b-18 under the Exchange Act, including through Rule 10b5-1 trading plans. We believe our securities trading policy and share repurchase program are reasonably designed to promote compliance with insider trading laws, rules, and regulations and NYSE listing standards. A copy of our securities trading policy was filed as Exhibit 19 to our Annual Report on Form 10-K for the year ended December 31, 2025.