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GSK plc

For the period ended Dec 31, 2024. Filed Mar 3, 2025.

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About this filing

The yearly report of a company based outside the US. It covers much of what a 10-K does, and may follow accounting rules other than US ones.

FY2024 · Filed Mar 3, 2025

GSK$50.33-0.2%Stored close · as of Nov 6, 2026
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Cover page

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As filed with the Securities and Exchange Commission on March 3, 2025

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 20-F

☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE

ACT OF 1934

OR

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF

For the fiscal year ended December 31, 2024

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF

OR

☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE

ACT OF 1934

Date of event requiring this shell company report

For the transition period fromto

Commission file number 1-15170

GSK plc

(Exact name of Registrant as specified in its charter)

England

(Jurisdiction of incorporation or organization)

79 New Oxford Street, London, WC1A 1DG, England

(Address of principal executive offices)

Victoria Whyte

Company Secretary

GSK plc

England

+44 20 8047 5000

company.secretary@gsk.com

(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Title of Each ClassTrading Symbol(s)Name of Each Exchange On Which Registered
American Depositary Shares, each representing 2 Ordinary Shares, Par value 31 1⁄4 penceGSKNew York Stock Exchange
3.625% Notes due 2025GSK/25New York Stock Exchange
3.875% Notes due 2028GSK/28New York Stock Exchange
3.375% Notes due 2029GSK/29New York Stock Exchange
6.375% Notes due 2038GSK/38New York Stock Exchange
4.200% Notes due 2043GSK/43New York Stock Exchange

Securities registered or to be registered pursuant to Section 12(g) of the Act:

None

(Title of class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

None

(Title of class)

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered

by the annual report.

Ordinary Shares of Par value 31 1⁄4 pence each 4,314,303,734

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or

15(d) of the Securities Exchange Act of 1934.

☐ Yes ☒No

Note – Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities

Exchange Act of 1934 from their obligations under those Sections.

Indicate by check mark whether the registrant (1) has filed all reports 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.

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).

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging

growth company. See definition of “accelerated filer,” “large accelerated filer,” and “emerging growth company” in Rule 12b-2 of the

Exchange Act:

Large accelerated filer ☒ Accelerated filer ☐ Non-accelerated filer ☐ Emerging growth company☐

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, 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. ☐

† The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its

Accounting Standards Codification after April 5, 2012.

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of

its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public

accounting firm that prepared or issued its audit report.☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant

included in the filing reflect the correction of an error to previously issued financial statements.☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based

compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

U.S. GAAP ☐International Financial Reporting Standards as issued by the International Accounting Standards Board ☒Other ☐

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has

elected to follow.

Item 17 ☐ Item 18 ☐

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

☐ Yes☒ No

Auditor Firm - Deloitte LLP - PCAOB ID No 1147

Form 20-F Cross Reference Guide

20F Item · Page and caption referencesin this document*
1Identity of Directors, Senior Management and AdvisersNot applicable
2Offer Statistics and Expected TimetableNot applicable
3 · Key information
A. [Reserved]
B. Capitalisation and Indebtedness · Not applicable
C. Reasons for offer and use of proceeds · Not applicable
D. Risk Factors265 - 268, 277 - 285
4Information on the Company
A. History and development of the company92, 93, 97, 237 - 241, 292 - 293, 313, 314
B. Business overview1- 29, 32 - 40, 44 - 58, 62 - 74, 196 - 198, 237 - 241, 271 - 276
C. Organisational structure264, 303 - 310
D. Property, plant and equipment93, 198, 208 - 209
4AUnresolved staff commentsNot applicable
5Operating and Financial Review and Prospects
A. Operating results8 - 9, 75 - 102, 246, 253 - 256, 259 - 260
B. Liquidity and capital resources92 - 97, 99, 216, 218 - 219, 232, 245 - 261
C. Research and development, patents and licences, etc.10 - 29, 271 - 276
D. Trend information75 - 102
E. Critical accounting estimates · Not applicable
6A. Directors, Senior Managers and Employees
A. Directors and senior management104 - 109
B. Compensation134 - 172, 262 - 263
C. Board practices5, 104 - 107, 113, 127 - 133, 134, 163 - 172
D. Employees201, 220 - 228, 270
E. Share ownership144, 149 - 150, 160 - 161, 262 - 263
F. Disclosure of a registrant’s action to recover erroneously awarded compensation · Not applicable
7Major Shareholders and Related Party Transactions
A. Major shareholders173, 286 - 288
B. Related party transactions236, 294
C. Interests of experts and counsel · Not applicable
8Financial Information
A. Consolidated Financial Statements and Other Financial Information175 - 268, 198, 288
B. Significant Changes265 - 268
9The Offer and Listing
A. Offer and listing details287
B. Plan of distribution · Not applicable
C. Markets286, 287
D. Selling shareholders · Not applicable
E. Dilution · Not applicable

Form 20-F Cross Reference Guide continued

F. Expenses of the issue · Not applicable
10 · Additional information
A. Share Capital · Not applicable
B. Memorandum and Articles of Association292 - 293, 314
C. Material contracts294
D. Exchange controls286
E. Taxation290 - 291
F. Dividends and paying agents · Not applicable
G. Statement by experts · Not applicable
H. Documents on display289
I. Subsidiary information · Not applicable
11Quantitative and Qualitative Disclosures about Market Risk99, 245 - 261
12Description of Securities Other Than Equity Securities
A. Debt securities · Not applicable
B. Warrants and Rights · Not applicable
C. Other Securities · Not applicable
D. American Depository Shares295
13Defaults, Dividend Arrearages and DelinquenciesNot applicable
14Material Modifications to the Rights of Security Holders and Use of ProceedsNot applicable
15Controls and Procedures130, 299 - 300, 301
16[Reserved]
16A. Audit Committee Financial Expert105, 112, 299
16B. Code of Ethics133, 297
16C. Principal Accountant Fees and Services133, 297
16D. Exemptions from the Listing Standards for Audit CommitteesNot applicable
16E. Purchase of Equity Securities by the Issuer and Affiliated PurchasersNot applicable
16F. Change in Registrant’s Certifying AccountantNot applicable
16G. Corporate Governance302
16H. Mine Safety DisclosureNot applicable
16I. Disclosure regarding Foreign Jurisdictions that Prevent InspectionsNot applicable
16J. Insider Trading Policies296
16K. Cybersecurity Disclosures60, 107, 108, 128, 282,296
17Financial StatementsSee Item 8 above
18Financial StatementsNot applicable
19ExhibitsExhibit Index

Contents

Strategic report
1Ahead Together
2Business model
4Chair’s statement
6CEO’s statement
8Our external environment
10Research and development
30Commercial operations
44Responsible business
56Our culture and people
59Risk management and disclosure statements
75Group financial review
Corporate governance
104The Board andGSK Leadership Team
110Chair’s governance statement
113Corporate governance architecture
116Board activities
122Board committee reports
134Remuneration report
164Remuneration policy
173Directors’ report

How to navigate this report

Visit gsk.com for more information

Our supplements

Our Responsible Business Performance Report is available on gsk.com

Cautionary statement

See page 313 of this document for the cautionary statement regarding forward-looking

Non-IFRS measures

We use a number of adjusted, non-International Financial Reporting Standards (IFRS)

measures to report the performance of our business. Total reported results represent the

Group’s overall performance under IFRS. Core results and other non-IFRS measures may

be considered in addition to, but not as a substitute for or superior to, information

presented in accor dance with IFRS. Core results and other non-IFRS measures are defined

on pages 77 and 78 and reconciliations to the nearest IFRS measures are on pages 88 to 90.

Websites

Information on our website or any other website referenced in this Annual Report on Form 20-

F is not incorporated into this Annual Report on Form 20-F and should not be considered to be

a part of this Annual Report on Form 20-F. We have included any references to the website as

an inactive textual reference only.

Financial statements
176Directors’ statement of responsibilities
178Report of Independent Registered Public Accounting Firm
182Financial statements
186Notes to the financial statements
Investor information
270Number of employees
271Product development pipeline
277Risk factors
286Share capital and control
288Dividends
289Financial calendar 2025
289Annual General Meeting 2025
290Tax information for shareholders
292Additional information
298Shareholder services and contacts
299US law and regulation
301Report of Independent RegisteredPublic Accounting Firm
302Corporate governance comparison
303Group companies
311Glossary of terms

Front cover image: Lungs

As well as supplying vaccines to

help prevent respiratory

infections, we are developing

treatments that could transform

the standard of care for people

affected by conditions including

asthma and chronic obstructive

pulmonary disease. Our pipeline

also includes potential new

approaches for unmet lung cancer

needs.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.