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BIOGEN INC.

For the period ended Jun 30, 2026. Filed Jul 29, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2026 · Filed Jul 29, 2026

BIIB$248.35+1.8%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-03-31; filed 2026-04-29.

0000875045-26-000045

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-06-30; filed 2026-07-29.

0000875045-26-000075

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 330 previous paragraphs and 400 current paragraphs.

202 unchanged; 102 reworded; 86 added; 21 removed; 5 previous and 10 current paragraphs rearranged.

Tables are not compared: 10 previous and 10 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (86)

Current report

The results and operations of Apellis, along with the estimated fair values of the assets acquired and liabilities assumed in the Apellis acquisition, have been included in our condensed consolidated financial statements since the closing of the Apellis acquisition on May 14, 2026.

Current report

On May 14, 2026, we completed the acquisition of Apellis. As a result of this acquisition we acquired SYFOVRE for the treatment of geographic atrophy, or GA, an immune-mediated retinal disease; and EMPAVELI for the treatment of paroxysmal nocturnal hemoglobinuria, or PNH, a rare blood disorder, and C3 glomerulopathy, or C3G, and primary immune complex membranoproliferative glomerulonephritis, or primary IC-MPGN, in rare immune-mediated kidney diseases. For additional information on the acquisition of Apellis, please read Note 2, Acquisitions, to these condensed consolidated financial statements.

Current report

In June 2026, the EU Parliament published a list of tariffs’ exemptions for U.S. originating goods (including some pharmaceuticals) with an effective date of July 1, 2026, until December 31, 2029.

Current report

•U.S. revenue for SYFOVRE and EMPAVELI was $127.8 million, which we began recognizing during the quarter, subsequent to our acquisition of Apellis on May 14, 2026.

Current report

•The decrease in MS product revenue was primarily due to a decrease in global demand of TECFIDERA, particularly in Europe, resulting from generic competition as well as decrease in global demand of our Interferon products as patients continue the long-term trend of transitioning to oral and higher efficacy therapies.

Current report

We funded this acquisition of Apellis with available cash and marketable securities on hand, supplemented by the issuance of a $2.0 billion term loan under our 2026 Term Loan and a $400.0 million drawdown from our revolving credit facility.

Current report

We accounted for this acquisition as a business combination using the acquisition method of accounting in accordance with ASC Topic 805, Business Combinations, and recorded assets acquired and liabilities assumed at their respective fair values as of the acquisition date.

Current report

In June 2026 we entered into a definitive agreement to acquire all of the issued and outstanding shares of RayThera Inc., a private biotechnology company focused on discovering and developing small molecule therapies in immunology. RayThera's portfolio includes a lead program which entered Phase 1 development during the third quarter of 2026 and other anti-inflammatory assets that could potentially treat immune-mediated conditions across a range of indications.

Current report

We have agreed to pay an upfront cash payment of $225.0 million upon closing, plus additional potential amounts payable upon the achievement of future clinical and regulatory milestones totaling $775.0 million.

Current report

We plan to account for this proposed acquisition as an asset acquisition as the value being acquired primarily relates to the lead program and will record the upfront payment in acquired in-process research and development, upfront and milestone expense within our condensed consolidated statements of income upon the completion of this proposed acquisition. We anticipate the proposed acquisition to close during the third quarter of 2026, subject to the satisfaction of customary closing conditions. Under the terms of this proposed acquisition, we will lead future development, manufacturing and global commercialization efforts.

Current report

The proposed acquisition excludes certain preclinical assets, which will be divested from RayThera into a newly formed independent company prior to the expected closing of this acquisition.

Current report

For additional information on our proposed acquisition of RayThera, please read Note 2, Acquisitions, to our condensed consolidated financial statements included in this report.

Current report

•In July 2026 we announced that the Phase 2 data in relapsing-remitting multiple sclerosis has achieved proof-of-concept and that we will be exploring next steps for the asset.

Current report

•In September 2025 the EC approved ZURZUVAE in the E.U. for the treatment of PPD in adults following childbirth, offering the first and only treatment indicated for PPD in the E.U. In July 2026 ZURZUVAE launched in Germany.

Current report

•In May 2026, we announced topline results from the Phase 2 CELIA study evaluating diranersen, an investigational ASO therapy targeting tau, in individuals with early Alzheimer's disease. CELIA did not meet its primary endpoint assessing dose response; based upon what we believe to be an unprecedented combination of reduction in tau pathology and clinical benefit, including cognition, we plan to advance diranersen to registrational development.

Current report

•In May 2026 we and our collaboration partner Denali, announced topline results from the Phase 2b LUMA study evaluating BIIB122, an investigational small molecule inhibitor of LRRK2 in individuals with early-stage Parkinson's disease. Results from the study show that BIIB122 did not meet its primary and secondary endpoints. Based on these results we and Denali will discontinue development of BIIB122 in idiopathic Parkinson's disease.

Current report

(1) Specialized Immunology includes EMPAVELI and SYFOVRE, which were obtained as part of our acquisition of Apellis in May 2026.

Current report

•Global VUMERITY revenue decreased $15.8 million, from $212.3 million in 2025 to $196.5 million in 2026, or 7.4%, primarily due to inventory dynamics.

Current report

•Global Interferon revenue decreased $21.6 million, from $246.7 million in 2025 to $225.1 million in 2026, or 8.8%, driven by a decrease in global demand as patients continue the long-term trend of transitioning to oral and higher efficacy therapies, partially offset by an increase in pricing in the U.S.

Current report

•Global TYSABRI revenue increased $56.2 million, from $836.1 million in 2025 to $892.3 million in 2026, or 6.7%, primarily due to a favorable pricing change in the U.S. and the favorable impact of foreign currency exchange.

Current report

•U.S. SPINRAZA revenue increased $55.0 million, from $149.3 million in 2025 to $204.3 million in 2026, or 36.8%, primarily driven by demand and stocking for the high-dose regimen.

Current report

•Rest of world SPINRAZA revenue decreased $45.8 million, from $243.4 million in 2025 to $197.6 million in 2026, or 18.8%, primarily due to unfavorable inventory dynamics resulting from timing of shipments of SPINRAZA in certain international markets, partially offset by higher pricing of the high dose regimen and the favorable impact of foreign currency exchange.

Current report

•U.S. SPINRAZA revenue increased $42.8 million, from $303.7 million in 2025 to $346.5 million in 2026, or 14.1% primarily driven by demand and stocking for the high-dose regimen.

Current report

•Global SKYCLARYS revenue increased $64.4 million, from $254.2 million in 2025 to $318.6 million in 2026, or 25.3%, primarily related to an increase in global demand mostly driven by the continued launch in Europe and certain other international markets.

Current report

•Global QALSODY revenue increased $28.9 million, from $35.5 million in 2025 to $64.4 million in 2026, or 81.4%, primarily related to an increase in rest of world sales volumes driven by the continued launch in Europe.

Showing the first 40 of 86 passages. Open the source sections for the rest.

Removed paragraphs (21)

Previous report

•The increase in MS product revenue was primarily due to an increase in global TYSABRI and VUMERITY revenue driven by favorable pricing and channel dynamics as well as the favorable impact of foreign currency exchange, partially offset by a decrease in global demand of TECFIDERA, particularly in Europe, driven by generic competition.

Previous report

We plan to fund the proposed acquisition of Apellis through approximately $3.6 billion of available cash and marketable securities on hand, supplemented by approximately $2.0 billion in bank loans. We expect this transaction to be accounted for as a business combination.

Previous report

•U.S. SPINRAZA revenue decreased $12.2 million, from $154.4 million in 2025 to $142.2 million in 2026, or 7.9%, primarily due to lower demand and unfavorable inventory dynamics.

Previous report

For the three months ended March 31, 2026, compared to the same period in 2025, contractual adjustments remained flat, reflecting lower Medicaid rebates, co-pay assistance and managed care rebates in the U.S., offset by higher government rebates in rest of world and higher Medicare manufacturer reserves and 340B discounts in the U.S.

Previous report

•$56.8 million of step-up amortization related to SKYCLARYS inventory; and

Previous report

For the three months ended March 31, 2026 and 2025, amortization and impairment of acquired intangible assets totaled $136.5 million and $111.8 million, respectively. The increase was primarily due to amortization for the acquired intangible assets associated with SKYCLARYS and TYSABRI.

Previous report

For the three months ended March 31, 2026, net interest expense was approximately $29.7 million, compared to $36.1 million in the prior year comparative period. The change was primarily due to higher interest income driven by higher cash balances in 2026.

Previous report

We anticipate higher net interest expense in 2026, compared to 2025, due to lower interest income driven by lower cash balances and higher interest expense resulting from additional financing related to our proposed acquisition of Apellis.

Previous report

•$219.1 million decrease in inventory primarily due to timing of production.

Previous report

As of March 31, 2026, we had cash, cash equivalents and marketable securities totaling approximately $4.7 billion compared to approximately $4.2 billion as of December 31, 2025. The increase in the balance was primarily due to cash flows from operations, which includes $25.0 million of research and development funding received from Royalty Pharma, partially offset by the $35.0 million payment made to the former shareholders of Alcyone upon FDA approval of a supplemental application in January 2026, capital expenditures and payments related to the issuance of stock for share-based compensation arrangements.

Previous report

For the three months ended March 31, 2026, compared to the same period in 2025, the change in net cash flow in financing activities was primarily due to higher payments related to the issuance of stock for share-based compensation arrangements in 2026.
Reworded paragraphs (102)

Previous wording

Biogen is a global biopharmaceutical company focused on discovering, developing and delivering innovative therapies for people living with serious and complex diseases. We have a broad portfolio of medicines to treat MS, have introduced the first approved treatment for SMA, co-developed treatments to address a defining pathology of Alzheimer’s disease and launched the first approved treatment to target a genetic cause of ALS. We market the first and only drug approved in the U.S., the E.U. and certain international markets for the treatment of FA in adults and adolescents aged 16 years and older. We are focused on advancing our pipeline in neurology, specialized immunology and rare diseases. We support our drug discovery and development efforts through internal research and development programs, external collaborations and acquisitions.

Current wording

Biogen is a global biopharmaceutical company focused on discovering, developing and delivering innovative therapies for people living with serious and complex diseases. We are focused on advancing our pipeline, including significant late stage programs, in neurology, specialized immunology and rare diseases across multiple modalities. Our drug discovery and development efforts are supported by internal research and development programs, external collaborations and acquisitions of businesses and assets.

Previous wording

Our marketed products include VUMERITY, TYSABRI, TECFIDERA, AVONEX and PLEGRIDY for the treatment of MS; SPINRAZA for the treatment of SMA; SKYCLARYS for the treatment of FA; and QALSODY for the treatment of ALS.

Current wording

Our marketed products include VUMERITY, TYSABRI, TECFIDERA, AVONEX and PLEGRIDY for the treatment of MS; SPINRAZA for the treatment of SMA; SKYCLARYS for the treatment of FA; QALSODY for the treatment of ALS; SYFOVRE for the treatment of GA; and EMPAVELI for the treatment of PNH, C3G and primary IC-MPGN.

Previous wording

We also have collaborations with Eisai on the commercialization of LEQEMBI for the treatment of Alzheimer's disease and Supernus on the commercialization of ZURZUVAE for the treatment of PPD. We have certain business and financial rights with respect to RITUXAN for the treatment of non-Hodgkin's lymphoma, CLL and other conditions; RITUXAN HYCELA for the treatment of non-Hodgkin's lymphoma and CLL; GAZYVA for the treatment of CLL, follicular lymphoma and lupus nephritis; OCREVUS for the treatment of PPMS and RMS; LUNSUMIO for the treatment of relapsed or refractory follicular lymphoma; COLUMVI, a bispecific antibody for the treatment of non-Hodgkin's lymphoma; and have the option to add other potential anti-CD20 therapies, pursuant to our collaboration arrangements with Genentech, a wholly owned member of the Roche Group.

Current wording

We also have collaborations with Eisai on the commercialization of LEQEMBI for the treatment of Alzheimer's disease and Supernus on the commercialization of ZURZUVAE for the treatment of PPD. We have certain business and financial rights with current and other potential anti-CD20 therapies, pursuant to our collaboration arrangements with Genentech, a wholly owned member of the Roche Group. Under the collaboration arrangements, we currently recognize revenue from the following products: OCREVUS, GAZYVA, RITUXAN, RITUXAN HYCELA, LUNSUMIO and COLUMVI.

Previous wording

In the longer term, our revenue growth will depend upon the successful clinical development, regulatory approval and launch of new commercial products as well as additional indications for our existing products, our ability to obtain and maintain patents and other rights related to our marketed products, assets originating from our research and development efforts and/or successful execution of external business development opportunities.

Current wording

Our future revenue growth will depend upon the successful clinical development, regulatory approval and launch of new commercial products as well as additional indications for our existing products, our ability to obtain and maintain patents and other rights related to our marketed products, assets originating from our research and development efforts and/or successful execution of external business development opportunities.

Previous wording

Multiple TECFIDERA generic entrants are now in North America, Brazil and the E.U. and have deeply discounted prices compared to TECFIDERA. The generic competition for TECFIDERA has significantly reduced our TECFIDERA revenue and we expect that TECFIDERA revenue will continue to decline. In November 2025 the Technical Boards of Appeal of the European Patent Office revoked our EP 2 653 873 patent related to TECFIDERA, after which we stopped enforcing this patent and its national counterparts.

Current wording

In November 2025 the Technical Boards of Appeal of the European Patent Office revoked our EP 2 653 873 patent related to TECFIDERA, after which we stopped enforcing this patent and its national counterparts. Multiple TECFIDERA generic entrants are now in North America, Brazil and the E.U. and have deeply discounted prices compared to TECFIDERA. The generic competition for TECFIDERA has significantly reduced our TECFIDERA revenue compared to prior periods, and we expect that TECFIDERA revenue will continue to decline.

Previous wording

Following the Supreme Court's decision, the U.S. Administration announced its intention to impose other tariffs under different authorities and introduced new tariffs on imports from nearly all countries, imposing a 10.0% baseline tariff in addition to any existing non-IEEPA tariffs. There remains substantial uncertainty regarding the duration of existing and newly announced tariffs, potential changes or pauses to such tariffs, tariff levels and whether further additional tariffs or other retaliatory actions may be imposed, modified or suspended, and the impacts of such actions on our business.

Current wording

Following the Supreme Court's decision, the U.S. Administration imposed a 10% baseline tariff on imports from nearly all countries, in addition to any existing non-IEEPA tariffs. The baseline tariff expired on July 24, 2026. Effective July 24, 2026, the U.S. Administration imposed new tariffs of 10.0% to 12.5% on goods from approximately 60 economies under Section 301 of the Trade Act of 1974, subject to certain exemptions, and reduced rates for goods from certain economies where we have significant operations or commercial presence, such as the E.U. and Switzerland. There remains substantial uncertainty regarding the duration of existing and newly announced tariffs, potential changes or pauses to such tariffs, tariff levels and whether further additional tariffs or other retaliatory actions may be imposed, modified or suspended and the impacts of such actions on our business.

Previous wording

The U.S. Secretary of Commerce previously initiated an investigation to determine the effects on the national security of imports of pharmaceuticals and pharmaceutical ingredients, including finished drug products, medical countermeasures, critical inputs such as active pharmaceutical ingredients, key starting materials and derivative products of those items, under Section 232 of the Trade Expansion Act of 1962. In April 2026 after the investigation concluded, the U.S. Administration issued a Proclamation imposing a 100% tariff on imports of patented pharmaceuticals, biologics and associated ingredients, subject to certain exemptions and reduced rates. The Proclamation tariffs are effective on September 29, 2026.

Current wording

The U.S. Secretary of Commerce previously initiated an investigation to determine the effects on the national security of imports of pharmaceuticals and pharmaceutical ingredients, including finished drug products, medical countermeasures, critical inputs such as active pharmaceutical ingredients, key starting materials and derivative products of those items, under Section 232 of the Trade Expansion Act of 1962. In April 2026 after the investigation concluded, the U.S. Administration issued a Proclamation imposing a 100% tariff on imports of patented pharmaceuticals, biologics and associated ingredients, subject to certain exemptions and reduced rates. The Proclamation tariffs are effective for certain categories on July 31, 2026, and others on September 29, 2026.

Previous wording

Key products that are currently manufactured primarily outside the U.S. are TECFIDERA, VUMERITY and LEQEMBI. In 2024 we initiated a technology transfer process to enable us to manufacture LEQEMBI in the U.S., which was approved in January 2026.

Current wording

Key products that are currently manufactured primarily outside the U.S. are EMPAVELI, LEQEMBI, TECFIDERA and VUMERITY. In 2024 we initiated a technology transfer process to enable us to manufacture LEQEMBI in the U.S., which was approved in January 2026.

Previous wording

This is based on existing tariffs in place or potential tariffs as previously announced by the U.S. Administration, our manufacturing footprint and our inventory levels and market positioning. Should additional tariffs be enacted, our business could be impacted in the future and our results and operations could differ materially from our current expectations. We will continue to monitor the current and future global tariff landscape as it evolves.

Current wording

We are working to mitigate potential exposure from tariffs across our network, and as of the date of this filing, we do not expect the tariffs currently applicable to our business to result in a material adverse effect on our operations in 2026. This is based on existing tariffs in place or potential tariffs as previously announced by the U.S. Administration, our manufacturing footprint and our inventory levels and market positioning. Should additional tariffs be enacted, our business could be impacted in the future and our results and operations could differ materially from our current expectations. We will continue to monitor the current and future global tariff landscape as it evolves.

Previous wording

We are closely monitoring ongoing geopolitical tensions in the Middle East, including the recent conflict involving the U.S., Israel and Iran, and the related regional instability. The ongoing geopolitical conflicts in the region could lead to significant disruption of fuel and energy supplies and increases in global fuel prices, which could heighten inflationary pressures, disrupt global supply chains and adversely impact the availability and pricing of raw materials. For example, our primary shipping method for resources and finished goods is through air freight. We will continue to evaluate and take actions to mitigate any potential impacts on our business, results of operations and financial condition. Although the long-term effects remain uncertain, this geopolitical conflict did not have any material effects on our results of operations for thethree months ended March 31, 2026.

Current wording

We are closely monitoring ongoing geopolitical tensions in the Middle East, including the recent conflict involving the U.S., Israel and Iran, and the related regional instability. The ongoing geopolitical conflicts in the region could lead to significant disruption of fuel and energy supplies and increases in global fuel prices, which could heighten inflationary pressures, disrupt global supply chains and adversely impact the availability and pricing of raw materials. For example, our primary shipping method for resources and finished goods is through air freight. We will continue to evaluate and take actions to mitigate any potential impacts on our business, results of operations and financial condition. Although the long-term effects remain uncertain, this geopolitical conflict did not have any material effects on our results of operations for thethree and six months ended June 30, 2026.

Previous wording

We will continue to monitor the ongoing conflict between Russia and Ukraine as well as the military conflict in the Middle East and other global geopolitical developments and assess any potential impacts on our business, supply chain, partners or customers, as well as any factors that could have an adverse effect on our results of operations. Revenue generated from sales in Russia and Ukraine represent less than 2.0% of total revenue for the three months ended March 31, 2026 and 2025. Additionally, revenue generated from sales in the broader Middle East region represents less than 3.0% of total revenue for the three months ended March 31, 2026 and 2025.

Current wording

We will continue to monitor the ongoing conflict between Russia and Ukraine as well as the military conflict in the Middle East and other global geopolitical developments and assess any potential impacts on our business, supply chain, partners or customers, as well as any factors that could have an adverse effect on our results of operations. Revenue generated from sales in Russia and Ukraine represent less than 2.0% of total revenue for the three and six months ended June 30, 2026 and 2025. Additionally, revenue generated from sales in the broader Middle East region represents less than 3.0% of total revenue for the three and six months ended June 30, 2026 and 2025.

Previous wording

The degree of impact from this legislation on our business depends on a number of forthcoming implementation actions by regulatory authorities, which may be further impacted by other legislative acts that may modify or replace the IRA, such as the OBBBA, as discussed below. The full extent of the IRA's impacts on our sales and, in turn, our business, remains uncertain.

Current wording

The degree of impact from this legislation on our business depends on a number of forthcoming implementation actions by regulatory authorities, which may be further impacted by other legislative acts that may modify or replace the IRA, such as the OBBBA, as discussed below. The full extent of the IRA's impact on our sales and, in turn, our business, remains uncertain.

Previous wording

•The decrease in rare disease product revenue was primarily due to unfavorable inventory dynamics resulting from the timing of shipments for SPINRAZA in certain international markets, partially offset by revenue growth from our new product launches, including SKYCLARYS and QALSODY.

Current wording

•The increase in rare disease product revenue was primarily due to revenue growth from our launch products, including SKYCLARYS and QALSODY as well as the launch of the high dose regimen of SPINRAZA, partially offset by unfavorable inventory dynamics resulting from timing of shipments of SPINRAZA in certain international markets.

Previous wording

•ZURZUVAE revenue of $55.4 million in the first quarter of 2026 was driven by the continued launch in the U.S.

Current wording

•ZURZUVAE revenue of $70.8 million in the second quarter of 2026 was driven by the continued launch in the U.S.

Previous wording

•Acquired IPR&D, upfront and milestone expense decreased $166.7 million, or 83.1%

Current wording

•Acquired IPR&D, upfront and milestone expense increased $117.4 million, or 251.9%

Previous wording

•The increase in cost of sales was primarily due to higher period costs.

Current wording

•The increase in cost of sales was primarily due to higher amortization costs associated with the acquired inventory fair value step-up adjustment, which increased by $112.8 million, as well as higher revenues.

Previous wording

•The increase in R&D expense was primarily due to approximately $56.8 million of step-up amortization related to SKYCLARYS inventory and higher spend on clinical trials, including felzartamab and litifilimab.

Current wording

•The increase in R&D expense was primarily due to approximately $37.5 million of step-up amortization related to SKYCLARYS inventory, higher spend on clinical trials, including felzartamab, salanersen and litifilimab as well as operating expense from Apellis.

Previous wording

•The increase in SG&A expense was primarily due to an increase in operational spending on sales and marketing activities in support of our U.S. and international product launches.

Current wording

•The increase in SG&A expense was primarily due to the inclusion of the commercial and management operations of Apellis subsequent to our acquisition of the company and an increase in operational spending on sales and marketing activities in support of our U.S. and international product launches.

Previous wording

•The decrease in acquired IPR&D, upfront and milestone expense was due to higher upfront and milestone payments in the first quarter of 2025 of $200.7 million, compared to $34.0 million in the first quarter of 2026.

Current wording

•The increase in acquired IPR&D, upfront and milestone expense was due to $164.0 million in upfront and milestone payments in the second quarter of 2026, primarily driven by our agreement with TJ Bio.

Previous wording

•Cash, cash equivalents and marketable securities totaled approximately $4.7 billion as of March 31, 2026, compared to approximately $4.2 billion as of December 31, 2025.

Current wording

•Cash, cash equivalents and marketable securities totaled approximately $1.3 billion as of June 30, 2026, compared to approximately $4.2 billion as of December 31, 2025. The decrease was primarily due to total consideration paid of $5.1 billion for our acquisition of Apellis, net of cash acquired, partially offset by net borrowings of $1.8 billion.

Previous wording

•We generated approximately $645.5 million of net cash flow from operations for the three months ended March 31, 2026, compared to approximately $259.3 million in the prior year comparative period.

Current wording

•We generated approximately $1.1 billion of net cash flow from operations for the six months ended June 30, 2026, compared to approximately $420.2 million in the prior year comparative period. The increase was primarily due to higher worldwide tax payments in 2025.

Previous wording

In March 2026 we entered into an agreement to acquire all of the issued and outstanding shares of Apellis Pharmaceuticals, Inc., a commercial-stage biopharmaceutical company focused on the discovery, development and commercialization of novel therapeutic compounds to treat diseases with high unmet needs. As a result of this proposed acquisition we would acquire two FDA-approved products from Apellis: SYFOVRE (pegcetacoplan injection) for the treatment of GA, an immune-mediated retinal disease; and EMPAVELI (pegcetacoplan) for the treatment of PNH, a rare blood disorder, and C3G and primary IC-MPGN in rare immune-mediated kidney diseases. The addition of Apellis is expected to enhance our short- and long-term revenue growth profile by adding two commercialized differentiated immunology and rare disease medicines to our growth portfolio.

Current wording

On May 14, 2026, we completed the acquisition of all of the issued and outstanding shares of Apellis, a commercial-stage biopharmaceutical company focused on the discovery, development and commercialization of novel therapeutic compounds to treat diseases with high unmet needs. As a result of this acquisition we acquired two FDA-approved products from Apellis: SYFOVRE (pegcetacoplan injection) for the treatment of GA, an immune-mediated retinal disease; and EMPAVELI (pegcetacoplan) for the treatment of PNH, a rare blood disorder, and C3G and primary IC-MPGN, rare immune-mediated kidney diseases. The addition of Apellis is expected to enhance our short- and long-term revenue growth profile by adding two commercialized, differentiated, specialized immunology products to our growth portfolio.

Previous wording

Under the terms of the proposed acquisition, we would pay Apellis shareholders $41.00 per share in cash, representing an expected total transaction value of approximately $5.6 billion, and one contractual, non-transferable contingent value right per share representing the right to receive contingent cash payments of up to an aggregate of $4.00 in cash, subject to the achievement of specified annual global net sales thresholds for SYFOVRE.

Current wording

Under the terms of this acquisition, Apellis shareholders were entitled to $41.00 in cash for each issued and outstanding Apellis share, which totaled approximately $5.3 billion, and one contractual, non-transferable contingent value right per share representing the right to receive contingent cash payments of up to an aggregate of $4.00 per share in cash, subject to the achievement of specified annual global net sales thresholds for SYFOVRE. In addition, the total purchase price included approximately $70.7 million of future consideration attributable to pre-acquisition services.

Previous wording

In April 2026 we entered into a definitive agreement with TJ Biopharma Co., Ltd. to acquire TJ Bio's exclusive rights to felzartamab in the greater China region. With this agreement, we will own exclusive worldwide rights to felzartamab.

Current wording

In April 2026 we entered into an asset purchase agreement with TJ Biopharma (Hangzhou) Co., Ltd. to acquire TJ Bio's exclusive rights to felzartamab in the greater China region. With this agreement, we own exclusive worldwide rights to felzartamab.

Previous wording

Under the terms of this agreement we made an upfront payment of $100.0 million to TJ Bio, which will be recognized in acquired in-process research and development, upfront and milestone expense within our condensed consolidated statements of income during the second quarter of 2026.

Current wording

Under the terms of this agreement we made an upfront payment of $100.0 million to TJ Bio, which was recorded in acquired in-process research and development, upfront and milestone expense within our condensed consolidated statements of income for the three and six months ended June 30, 2026.

Previous wording

In March 2026 we entered into an exclusive license agreement with Alteogen Inc. to enable the development of a subcutaneous formulation of felzartamab using Alteogen's ALT-B4 hyaluronidase technology.

Current wording

In March 2026 we entered into an exclusive license agreement with Alteogen Inc. to enable the development of a subcutaneous formulation of two biologics using Alteogen's ALT-B4 hyaluronidase technology.

Previous wording

In connection with the closing of this transaction we accrued an upfront payment of $20.0 million to Alteogen, which was recognized in acquired in-process research and development, upfront and milestone expense within our condensed consolidated statements of income for the three months ended March 31, 2026, which was subsequently paid in April 2026.

Current wording

In connection with the closing of this transaction we accrued an upfront payment of $20.0 million to Alteogen, which was recognized in acquired in-process research and development, upfront and milestone expense within our condensed consolidated statements of income for the six months ended June 30, 2026, and was paid during the second quarter of 2026.

Previous wording

Alteogen will also be eligible to receive a $10.0 million option payment if a second program is selected for development, and potential development, regulatory and commercial milestone payments of up to $39.0 million, $80.0 million and $430.0 million respectively, if all specified milestones set forth in this collaboration for both programs are achieved. In addition, we may pay Alteogen tiered royalties on potential net sales of any combination products under this collaboration in the mid-single digit percentages.

Current wording

Alteogen will also be eligible to receive a $10.0 million option payment if a second program is selected for development, as well as potential development, regulatory and commercial milestone payments and tiered royalties in the mid-single digit percentages on net sales of any combination products resulting from the collaboration.

Previous wording

In March 2026 we entered into a collaboration and license agreement with Alloy Therapeutics Inc. for the use of Alloy’s novel and proprietary AntiClastic ASO Platform. Through this collaboration, we will apply the platform to advance antisense therapeutics against multiple targets.

Current wording

In March 2026 we entered into a collaboration and license agreement with Alloy Therapeutics Inc. for the use of Alloy’s novel and proprietary AntiClastic ASO Platform. Through this collaboration, we plan to apply the platform to advance antisense therapeutics against multiple targets.

Previous wording

In connection with the closing of this transaction we accrued an upfront payment of $12.0 million to Alloy, which was recognized in acquired in-process research and development, upfront and milestone expense within our condensed consolidated statements of income for the three months ended March 31, 2026. We expect this upfront milestone to be paid during the second quarter of 2026.

Current wording

In connection with the closing of this transaction we accrued an upfront payment of $12.0 million to Alloy, which was recognized in acquired in-process research and development, upfront and milestone expense within our condensed consolidated statements of income for the six months ended June 30, 2026, and was paid during the second quarter of 2026.

Previous wording

•In January 2026 the FDA accepted for review the supplemental BLA for LEQEMBI subcutaneous autoinjector, LEQEMBI IQLIK, for a weekly starting dose, with a PDUFA action date of May 24, 2026.

Current wording

•In May 2026 the FDA extended the review period by three months for the supplemental BLA for LEQEMBI subcutaneous autoinjector, LEQEMBI IQLIK, for a weekly initiation dose, with a new PDUFA action date of August 24, 2026; in July 2026 the FDA approved the supplemental BLA.

Previous wording

•Global TYSABRI revenue increased $60.0 million, from $381.5 million in 2025 to $441.5 million in 2026, or 15.7%, primarily due to favorable channel dynamics, a favorable pricing change in estimates in the U.S., an increase in rest of world demand driven by the subcutaneous offering and the favorable impact of foreign currency exchange. The increase was partially offset by a decrease in U.S. demand driven by increased competition.

Current wording

•Global TYSABRI revenue decreased $3.8 million, from $454.6 million in 2025 to $450.8 million in 2026, or 0.8%, primarily due to a decrease in U.S. demand resulting from increased competition and timing of shipments in certain international markets. The decrease was partially offset by a favorable pricing change in the U.S. and the favorable impact of foreign currency exchange.

Previous wording

•Global TECFIDERA revenue decreased $96.6 million, from $206.1 million in 2025 to $109.5 million in 2026, or 46.9%, driven by a decrease in global demand, particularly in Europe, as a result of multiple TECFIDERA generic entrants.

Current wording

•Global TECFIDERA revenue decreased $102.7 million, from $193.6 million in 2025 to $90.9 million in 2026, or 53.0%, driven by a decrease in global demand, particularly in Europe, as a result of multiple TECFIDERA generic entrants.

Previous wording

•Global VUMERITY revenue increased $40.2 million, from $138.8 million in 2025 to $179.0 million in 2026, or 29.0%, primarily due to favorable pricing and channel dynamics in the U.S., an increase in rest of world demand and the favorable impact of foreign currency exchange.

Current wording

•Global VUMERITY revenue increased $24.4 million, from $351.1 million in 2025 to $375.5 million in 2026, or 6.9%, primarily due to favorable pricing in the U.S., partially offset by inventory dynamics.

Previous wording

•Global Interferon revenue increased $1.2 million, from $226.3 million in 2025 to $227.5 million in 2026, or 0.5%, driven by an increase in pricing in the U.S. and the favorable impact of foreign currency exchange, offset by a decrease in demand as patients transition to higher efficacy therapies.

Current wording

•Global Interferon revenue decreased $20.4 million, from $473.0 million in 2025 to $452.6 million in 2026, or 4.3%, driven by a decrease in global demand as patients continue the long-term trend of transitioning to oral and higher efficacy therapies, partially offset by an increase in pricing in the U.S. and the favorable impact of foreign currency exchange.

Previous wording

In 2026 we expect total MS revenue will decline as a result of increasing competition for many of our MS products in both the U.S. and rest of world markets. We expect TECFIDERA revenue will be adversely impacted by accelerating generic competition in certain markets in the E.U. Additionally, a biosimilar entrant of TYSABRI was approved in the U.S. and the E.U. in 2023. We expect the future sales of TYSABRI will continue to be adversely affected by the entrance of this biosimilar. We expect the decline to be partially offset by continued increasing demand for VUMERITY.

Current wording

In 2026 we expect total MS revenue will decline as a result of high levels of competition for many of our MS products in both the U.S. and rest of world markets. We expect TECFIDERA revenue will be adversely impacted by accelerating generic competition in certain markets in the E.U., and we expect TYSABRI revenue to continue to be adversely affected by the entrance of a biosimilar.

Previous wording

•Global SKYCLARYS revenue increased $26.8 million, from $123.9 million in 2025 to $150.7 million in 2026, or 21.6%, primarily related to an increase in rest of world sales volumes driven by the continued launch in Europe and certain other international markets, partially offset by unfavorable inventory dynamics in the U.S.

Current wording

•Global SKYCLARYS revenue increased $37.6 million, from $130.3 million in 2025 to $167.9 million in 2026, or 28.9%, primarily related to an increase in global demand mostly driven by the continued launch in Europe and certain other international markets.

Previous wording

•Global QALSODY revenue increased $17.0 million, from $15.5 million in 2025 to $32.5 million in 2026, or 109.7%, primarily related to an increase in rest of world sales volumes driven by the continued launch in international markets.

Current wording

•Global QALSODY revenue increased $11.9 million, from $20.0 million in 2025 to $31.9 million in 2026, or 59.5%, primarily related to an increase in rest of world sales volumes driven by the continued launch in international markets.

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Current report — wording carried from elsewhere

•In June 2026 the FDA granted Breakthrough Therapy designation for salanersen for the treatment of SMA.

Current report — wording carried from elsewhere

•Global TECFIDERA revenue decreased $199.3 million, from $399.7 million in 2025 to $200.4 million in 2026, or 49.9%, driven by a decrease in global demand, particularly in Europe, as a result of multiple TECFIDERA generic entrants.

Current report — wording carried from elsewhere

The decrease in early stage programs was driven by a decrease in costs associated with:

Current report — wording carried from elsewhere

The increase in late stage programs was driven by an increase in costs associated with:

Current report — wording carried from elsewhere

•the development of felzartamab for AMR, IgAN and PMN;

Current report — wording carried from elsewhere

•the development of litifilimab for the treatment of CLE and SLE, offset by Royalty Pharma funding received during 2026 and 2025 of $50.0 million and $100.0 million, respectively;

Current report — wording carried from elsewhere

•Upfront payment of $100.0 million to TJ Bio to acquire exclusive rights to felzartamab in the greater China region;

Current report — wording carried from elsewhere

•Milestone payment of $30.0 million to MorphoSys accrued in connection with the first patient dosed in a Phase 3 clinical trial of felzartamab for the treatment of IgAN; and

Current report — wording carried from elsewhere

For the three months ended June 30, 2026, net unrealized and realized gains on our holdings in equity securities were approximately $42.8 million and zero, respectively, compared to net unrealized and realized gains of approximately $5.3 million and zero, respectively, in the prior year comparative periods.

Current report — wording carried from elsewhere

In connection with our acquisition of Apellis in May 2026, each shareholder is entitled to one contractual, non-transferable contingent value right per share representing the right to receive contingent cash payments of up to an aggregate of $4.00 per share in cash, subject to the achievement of specified annual global net sales thresholds for SYFOVRE. For additional information on our acquisition of Apellis, please read Note 2, Acquisitions, to these condensed consolidated financial statements.
Rearranged previous paragraphs (5)

Previous report — wording carried elsewhere

We are working to mitigate potential exposure from tariffs across our network, and as of the date of this filing, we do not expect the tariffs currently applicable to our business to result in a material adverse effect on our operations in

Previous report — wording carried elsewhere

For additional information on our collaboration arrangements with Eisai, please read Note 18, Collaborative and Other Relationships, to our condensed consolidated financial statements included in this report. For additional information on our acquisition of Reata, please read Note 2, Acquisitions, to our consolidated financial statements included in our 2025 Form 10-K.

Previous report — wording carried elsewhere

The decrease was partially offset by an increase in costs associated with:

Previous report — wording carried elsewhere

For the three months ended March 31, 2026, compared to the same period in 2025, the change in net cash flow in investing activities was primarily due to higher net purchases of marketable securities in 2026.

Previous report — wording carried elsewhere

For additional information on our acquisition of HI-Bio, please read Note 2, Acquisitions, to our consolidated financial statements included in our 2025 Form 10-K.