PFIZER INC
For the period ended Dec 31, 2025. Filed Feb 26, 2026.
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FY2025 · Filed Feb 26, 2026
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Non-GAAP Financial Measure: Adjusted Income
Adjusted income is an alternative measure of performance used by management to evaluate our overall performance as a supplement to our GAAP Reported performance measures. As such, we believe that investors’ understanding of our performance is enhanced by disclosing this measure. We use Adjusted income, certain components of Adjusted income and Adjusted diluted EPS to present the results of our major operations––the discovery, development, manufacture, marketing, sale and distribution of biopharmaceutical products worldwide––prior to considering certain income statement elements as follows:
| Measure | Definition | Relevance of Metrics to Our Business Performance |
|---|---|---|
| Adjusted income | Net income attributable to Pfizer Inc. common shareholders(a)before the impact of amortization of intangible assets, certain acquisition-related items, discontinued operations and certain significant items | •Provides investors useful information to:◦evaluate the normal recurring operational activities, and their components, on a comparable year-over-year basis◦assist in modeling expected future performance on a normalized basis•Provides investors insight into the way we manage our budgeting and forecasting, how we evaluate and manage our recurring operations and how we reward and compensate our senior management(b) |
| Adjusted cost of sales, Adjusted selling, informational and administrative expenses, Adjusted research and development expenses and Adjusted other (income)/deductions––net | Cost of sales, Selling, informational and administrative expenses, Research and development expenses and Other (income)/deductions––net (a), each before the impact of amortization of intangible assets, certain acquisition-related items, discontinued operations and certain significant items, which are components of the Adjusted income measure | |
| Adjusted diluted EPS | EPS attributable to Pfizer Inc. common shareholders––diluted(a) before the impact of amortization of intangible assets, certain acquisition-related items, discontinued operations and certain significant items |
(a)Most directly comparable GAAP measure.
(b)The short-term incentive plans for substantially all non-sales-force employees worldwide are funded from a pool based on our performance, measured in significant part versus three budgeted financial metrics, as well as performance against certain of our non-financial pipeline metrics, and may be further modified by our Compensation Committee’s assessment of other factors. One of the three financial metrics, beginning with the 2025 performance year, is Adjusted income (as defined for annual incentive compensation purposes), which accounts for 40% of the bonus pool funding tied to financial performance. Any expenses for acquired IPR&D are included in our non-GAAP Adjusted results but we exclude certain of these expenses for our financial results for annual incentive compensation purposes. Additionally, beginning with the 2025 performance year, the payout for performance share awards is determined in part by Adjusted diluted EPS, which is derived from Adjusted income.
Adjusted income and its components and Adjusted diluted EPS are non-GAAP financial measures that have no standardized meaning prescribed by GAAP and, therefore, are limited in their usefulness to investors. Because of their non-standardized definitions, they may not be comparable to the calculation of similar measures of other companies and are presented to permit investors to more fully understand how management assesses performance. A limitation of these measures is that they provide a view of our operations without including all events during a period, and do not provide a comparable view of our performance to peers. These measures are not, and should not be viewed as, substitutes for their most directly comparable GAAP measures of Net income attributable to Pfizer Inc. common shareholders, components of Net income attributable to Pfizer Inc. common shareholders and EPS attributable to Pfizer Inc. common shareholders—diluted, respectively.
We also recognize that, as internal measures of performance, these measures have limitations, and we do not restrict our performance-management process solely to these measures. We also use other tools designed to achieve the highest levels of performance. For example, our R&D organization has productivity targets, upon which its effectiveness is measured. In addition, total shareholder return, both on an absolute basis and relative to a publicly traded pharmaceutical index, plays a significant role in determining payouts under certain of our incentive compensation plans.
Adjusted Income and Adjusted Diluted EPS
Amortization of Intangible Assets—Adjusted income excludes all amortization of intangible assets.
Acquisition-Related Items––Adjusted income excludes certain acquisition-related items, which are composed of transaction, integration, restructuring charges and additional depreciation costs for business combinations because these costs are unique to each transaction and represent costs that were incurred to restructure and integrate businesses as a result of an acquisition. We have made no adjustments for resulting synergies.
The significant costs incurred in connection with a business combination result primarily from the need to eliminate duplicate assets, activities or employees––a natural result of acquiring a fully integrated set of activities. For this reason, we believe that such costs incurred can be viewed differently in the context of an acquisition from those costs incurred in other, more normal, business contexts. The integration and restructuring costs for a business combination may occur over several years, with the more significant impacts typically ending within three years of the relevant transaction. Because of the need for certain external approvals for some actions, the span of time needed to achieve certain restructuring and integration activities can be lengthy.
Acquisition-related items may include purchase accounting impacts such as the incremental charge to cost of sales from the sale of acquired inventory that was written up to fair value, depreciation related to the increase/decrease in fair value of acquired fixed assets, amortization related to the increase in fair value of acquired debt, and the fair value changes for contingent consideration.
Discontinued Operations––Adjusted income excludes the results of discontinued operations, as well as any related gains or losses on the disposal of such operations. We believe that this presentation is meaningful to investors because, while we review our product portfolio for strategic fit with our operations, we do not build or run our business with the intent to discontinue parts of our business. Restatements due to discontinued operations do not impact compensation or change the Adjusted income measure for the compensation in respect of the restated periods, but are presented for consistency across all periods.
Certain Significant Items––Adjusted income excludes certain significant items representing substantive and/or unusual items that are evaluated individually on a quantitative and qualitative basis. Certain significant items may be highly variable and difficult to predict. Furthermore, in some cases it is reasonably possible that they could reoccur in future periods. For example, although major non-acquisition-related cost-reduction programs are specific to an event or goal with a defined term, we may have subsequent programs based on reorganizations of the business, cost productivity or in response to generic or biosimilar entry or economic conditions. Legal charges to resolve litigation are also related to specific cases, which are facts and circumstances specific and, in some cases, may also be the result of litigation matters at acquired companies that were inestimable, not probable or unresolved at the date of acquisition, or legal matters generally related to divested products or businesses. Gains and losses on equity securities and pension and postretirement actuarial remeasurement gains and losses have a very high degree of inherent market volatility, which we do not control and cannot predict with any level of certainty, and we do not believe including these gains and losses assists investors in understanding our business or is reflective of our core operations and business. Unusual items represent items that are not part of our ongoing business; items that, either as a result of their nature or size, we would not expect to occur as part of our normal business on a regular basis; items that would be non-recurring; or items that relate to products we no longer sell. See the Reconciliations of GAAP Reported to Non-GAAP Adjusted Information––Certain Line Items below for a non-inclusive list of certain significant items.
Reconciliations of GAAP Reported to Non-GAAP Adjusted Information––Certain Line Items
| Data presented will not (in all cases) aggregate to totals.MILLIONS, EXCEPT PER SHARE DATA · Cost of sales(a) · Selling, informational and administrative expenses(a) · Other (income)/deductions––net(a) · Net income attributable to Pfizer Inc. common shareholders(a), (b), (c) · Earnings per common share attributable to Pfizer Inc. common shareholders––diluted | ||||||
|---|---|---|---|---|---|---|
| GAAP Reported | $16,067 | $13,794 | $6,724 | $7,771 | $1.36 | |
| Amortization of intangible assets | — | — | — | 4,874 | ||
| Acquisition-related items | (708) | (4) | (61) | 1,285 | ||
| Discontinued operations | — | — | — | (25) | ||
| Certain significant items: | ||||||
| Restructuring charges/(credits), inventory write-offs, implementation costs and additional depreciation—asset restructuring(d) | (187) | (116) | — | 1,554 | ||
| Certain asset impairments(e) | — | — | (4,940) | 4,940 | ||
| (Gains)/losses on equity securities | — | — | (67) | 67 | ||
| Actuarial valuation and other pension and postretirement plan (gains)/losses | — | — | 320 | (320) | ||
| Other | (32) | (32) | (1,150)(f) | 1,223 | ||
| Income tax provision—non-GAAP items | (2,962) | |||||
| Non-GAAP Adjusted | $15,141 | $13,642 | $827 | $18,406 | $3.22 | |
| Data presented will not (in all cases) aggregate to totals.MILLIONS, EXCEPT PER SHARE DATA · Cost of sales(a) · Selling, informational and administrative expenses(a) · Other (income)/deductions––net(a) · Net income attributable to Pfizer Inc. common shareholders(a), (b), (c) · Earnings per common share attributable to Pfizer Inc. common shareholders––diluted | ||||||
|---|---|---|---|---|---|---|
| GAAP Reported | $17,851 | $14,730 | $4,388 | $8,031 | $1.41 | |
| Amortization of intangible assets | — | — | — | 5,286 | ||
| Acquisition-related items | (1,341) | (10) | (45) | 1,938 | ||
| Discontinued operations | — | — | — | (14) | ||
| Certain significant items: | ||||||
| Restructuring charges/(credits) and implementation costs and additional depreciation—asset restructuring(d) | (134) | (90) | — | 2,213 | ||
| Certain asset impairments(e) | — | — | (3,295) | 3,295 | ||
| (Gains)/losses on equity securities(e) | — | — | 1,008 | (1,008) | ||
| Actuarial valuation and other pension and postretirement plan (gains)/losses | — | — | (579) | 579 | ||
| Other | 44 | (13) | (445)(f) | 430 | ||
| Income tax provision—non-GAAP items | (3,035) | |||||
| Non-GAAP Adjusted | $16,420 | $14,617 | $1,031 | $17,716 | $3.11 | |
| Data presented will not (in all cases) aggregate to totals.MILLIONS, EXCEPT PER SHARE DATA · Cost of sales(a) · Selling, informational and administrative expenses(a) · Other (income)/deductions––net(a) · Net income attributable to Pfizer Inc. common shareholders(a), (b), (c) · Earnings per common share attributable to Pfizer Inc. common shareholders––diluted | ||||||
|---|---|---|---|---|---|---|
| GAAP Reported | $24,954 | $14,771 | $222 | $2,119 | $0.37 | |
| Amortization of intangible assets | — | — | — | 4,733 | ||
| Acquisition-related items | (629) | (11) | (28) | 1,874 | ||
| Discontinued operations | — | — | — | (11) | ||
| Certain significant items: | ||||||
| Restructuring charges/(credits) and implementation costs and additional depreciation—asset restructuring(d) | (98) | (290) | — | 2,227 | ||
| Certain asset impairments(e) | — | — | (3,024) | 3,024 | ||
| (Gains)/losses on equity securities(e) | — | — | 1,588 | (1,588) | ||
| Actuarial valuation and other pension and postretirement plan (gains)/losses | — | — | 265 | (265) | ||
| Other | (238)(g) | (24) | (246)(f) | 518 | ||
| Income tax provision—non-GAAP items | (2,131) | |||||
| Non-GAAP Adjusted | $23,988 | $14,446 | $(1,224) | $10,501 | $1.84 | |
(a)Items that reconcile GAAP Reported to non-GAAP Adjusted balances are shown pre-tax. Our effective tax rates for GAAP Reported income from continuing operations were: (3.5)% in 2025, (0.4)% in 2024 and (105.4)% in 2023. See Note 5. Our effective tax rates for non-GAAP Adjusted income were: 12.7% in 2025, 14.5% in 2024 and 9.0% in 2023.
(b)Includes reconciling amounts for Research and development expenses that are not material to our non-GAAP consolidated results of operations.
(c)For 2025, the total acquisition-related items of $1.3 billion include reconciling amounts for Restructuring charges and certain acquisition-related costsof $488 million, mainly composed of $340 million of integration costs and other charges. For 2024, the total acquisition-related items of $1.9 billion included reconciling amounts for Restructuring charges and certain acquisition-related costsof $514 million, mainly composed of $427 million of integration costs and other charges. For 2023, the total acquisition-related items of $1.9 billion included reconciling amounts for Restructuring charges and certain acquisition-related costsof $1.2 billion, mainly composed of $785 million of integration costs and other charges, $190 million of transaction costs and $125 million of employee termination-related charges. See Note 3.
(d)Includes employee termination costs, asset impairments and other exit costs related to our cost-reduction and productivity initiatives not associated with acquisitions. See Note 3.
(e)See Note 4.
(f)For 2025, the total adjustment of $1.1 billion primarily includes charges of $1.1 billion for certain legal matters, primarily representing certain product liability and other legal expenses related to products discontinued and/or divested by Pfizer. For 2024, the total adjustment of $445 million included (i) net gains of $825 million on the partial sales of our previous investment in Haleon in March and October 2024, which are comprised of (a) total gains on the sales of $945 million less (b) $120 million recognized in our adjusted income in the fourth quarter representing our pro-rata share of Haleon’s third quarter 2024 adjusted income recorded on a one quarter lag and implicitly included in the gain on the sale of those shares, (ii) charges of $567 million for certain legal matters, primarily representing certain product liability expenses related to products discontinued and/or divested by Pfizer, (iii) a charge of $420 million related to the expected sale of one of our facilities resulting from the discontinuation of our DMD program and (iv) charges of $312 million mostly related to (a) our equity-method accounting pro-rata share of intangible asset amortization, impairments and restructuring costs recorded by Haleon, as well as (b) adjustments to our equity-method basis differences and (c)
Pfizer’s share of investee capital transactions recognized by Haleon. For 2023, the total adjustments of $246 million included charges of (i) $474 million for certain legal matters, primarily representing certain product liability and other legal expenses related to products discontinued and/or divested by Pfizer, and to a lesser extent, legal obligations related to pre-acquisition matters and (ii) $127 million mostly related to our equity-method accounting pro-rata share of intangible asset amortization and impairments, costs of separating from GSK and restructuring costs recorded by Haleon, partially offset by: (i) a $222 million gain on the divestiture of our early-stage rare disease gene therapy portfolio to Alexion and (ii) dividend income of $211 million from our investment in Nimbus resulting from Takeda’s acquisition of Nimbus’s oral, selective allosteric tyrosine kinase 2 (TYK2) inhibitor program subsidiary.
(g)For 2023, the total adjustment of $238 million mainly included $286 million in inventory losses, overhead costs related to the period in which the facility could not operate, and incremental costs resulting from tornado damage to our manufacturing facility in Rocky Mount, NC, partially offset by insurance recoveries.
ANALYSIS OF THE CONSOLIDATED STATEMENTS OF CASH FLOWS
| Year Ended December 31, | ||||
|---|---|---|---|---|
| (MILLIONS) | 2025 | 2024 | 2023 | Drivers of change 2025 v. 2024 |
| Cash provided by/(used in): | ||||
| Operating activities | $11,704 | $12,744 | $8,700 | The change was driven mainly by the timing of receipts and payments in the ordinary course of business, partially offset by a decrease in net income, which includes a $1.35 billion cash outflow in connection with the in-license arrangement with 3SBio, adjusted for non-cash items. |
| Investing activities | $(1,351) | $2,652 | $(32,278) | The change was driven mainly by $6.9 billion cash paid for the acquisition of Metsera, net of cash acquired, and $0.7 billion lower proceeds from the remaining sale of our investment in Haleon in 2025 compared with the portion sold in 2024, partially offset by a $3.8 billion increase in net proceeds from short-term investments. |
| Financing activities | $(10,304) | $(17,140) | $26,066 | The change was driven mainly by $9.7 billion proceeds received from the issuance of long-term debt and a $1.9 billion decrease in net repayments of short term borrowings, partially offset by a $4.5 billion increase in repayments of long-term debt. |
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