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GSK plc

For the period ended Dec 31, 2025. Filed Mar 6, 2026.

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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.

FY2025 · Filed Mar 6, 2026

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 6, 2026

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 1934

For the fiscal year ended December 31,2025

OR

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

ACT OF 1934

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

79 New Oxford Street,

London, WC1A 1DG

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
4.315% Notes due 2027GSK/27New York Stock Exchange
Floating Rate Notes due 2027GSK/27ANew York Stock Exchange
3.875% Notes due 2028GSK/28New York Stock Exchange
3.375% Notes due 2029GSK/29New York Stock Exchange
4.500% Notes due 2030GSK/30New York Stock Exchange
4.875% Notes due 2035GSK/35New 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 4,315,445,026

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

20-F 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 Factors248 - 251, 260 - 268
4Information on the Company
A. History and development of the company88, 89, 92, 221 - 223, 275 - 276, 300
B. Business overview1 - 32, 35 - 46, 57 - 59, 63 - 70, 180 - 182, 221 - 223, 255 - 268
C. Organisational structure247, 288 - 295
D. Property, plant and equipment89, 181, 192 - 193
4AUnresolved staff commentsNot applicable
5Operating and Financial Review and Prospects
A. Operating results9 - 10, 71 - 96, 228, 235 - 238, 241 - 242
B. Liquidity and capital resources88 - 93, 95, 96, 199, 201 - 202, 215, 227 - 244
C. Research and development, patents and licences, etc.12 - 32, 255 - 259
D. Trend information71 - 96
E. Critical accounting estimates · Not applicable
6A. Directors, Senior Managers and Employees
A. Directors and senior management98 - 103
B. Compensation127 - 155, 245 - 246
C. Board practices6 - 7, 98 - 101, 106, 120 - 127, 148, 280 - 281,
D. Employees185, 203 - 211, 254
E. Share ownership134, 136, 140, 141, 151 - 152, 245 - 246
F. Disclosure of a registrant’s action to recover erroneously awarded compensation · Not applicable
7Major Shareholders and Related Party Transactions
A. Major shareholders156, 269 - 271
B. Related party transactions220
C. Interests of experts and counsel · Not applicable
8Financial Information
A. Consolidated Financial Statements and Other Financial Information158 - 252, 271
B. Significant Changes248 - 251
9The Offer and Listing
A. Offer and listing details270
B. Plan of distribution · Not applicable
C. Markets269 - 270
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 Association275 - 276
C. Material contracts277
D. Exchange controls269
E. Taxation273 - 274
F. Dividends and paying agents · Not applicable
G. Statement by experts · Not applicable
H. Documents on display272
I. Subsidiary information · Not applicable
11Quantitative and Qualitative Disclosures about Market Risk95, 227 - 244
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 Shares278
13Defaults, Dividend Arrearages and DelinquenciesNot applicable
14Material Modifications to the Rights of Security Holders and Use of ProceedsNot applicable
15Controls and Procedures122, 284 - 286
16[Reserved]
16A. Audit Committee Financial Expert99, 106, 284
16B. Code of Ethics126, 280
16C. Principal Accountant Fees and Services126, 282
16D. Exemptions from the Listing Standards for Audit CommitteesNot applicable
16E. Purchase of Equity Securities by the Issuer and Affiliated Purchasers215 - 216
16F. Change in Registrant’s Certifying AccountantNot applicable
16G. Corporate Governance287
16H. Mine Safety DisclosureNot applicable
16I. Disclosure regarding Foreign Jurisdictions that Prevent InspectionsNot applicable
16J. Insider Trading Policies279
16K. Cybersecurity Disclosures61, 103, 120, 265, 279
17Financial StatementsSee Item 8 above
18Financial StatementsNot applicable
19ExhibitsExhibit Index

Inside this report

Strategic report
Ahead Together1
Business model2
Chair’s statement6
CEO’s statement8
Our external environment9
Research and development12
Commercial operations33
Responsible business45
Our culture and people57
Risk management and disclosure statements60
Group financial review71
Corporate governance
The Board and Executive Committee98
Chair’s governance statement104
Corporate governance architecture107
Board activities110
Board committee reports115
Remuneration report127
Directors’ report156
Financial statements
Directors’ statement of responsibilities159
Report of Independent Registered Public Accounting Firm161
Financial statements165
Notes to the financial statements169
Investor information
Number of employees254
Product development pipeline255
Risk Factors260
Share capital and control269
Dividends271
Financial calendar 2026272
Annual General Meeting 2026272
Tax information for shareholders273
Additional information275
Shareholder services and contacts283
US law and regulation284
Report of Independent Registered Public Accounting Firm286
Corporate governance comparison287
Group companies288
Glossary of terms296

How to navigate this report

Cover image: Multiple myeloma

cancer cells among red blood cells

and antibodies.

We focus our oncology innovation

on where we can make the most

meaningful difference. This includes

in multiple myeloma, a blood

cancer where new therapies are

needed as it commonly becomes

resistant to available treatments. In

2025, we received major approvals

for Blenrep, including in the US,

Europe and Japan, for patients

with multiple myeloma.

Cautionary statement

See page 300 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

accordance with IFRS. Core results and other non-IFRS measures are defined on pages 73

and 74 and reconciliations to the nearest IFRS measures are on pages 84 to 86.

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.

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