GSK plc
For the period ended Dec 31, 2025. Filed Mar 6, 2026.
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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
Contents
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 Class | Trading Symbol(s) | Name of Each Exchange On Which Registered |
|---|---|---|
| American Depositary Shares, each representing 2 Ordinary Shares, Par value 31 1⁄4 pence | GSK | New York Stock Exchange |
| 4.315% Notes due 2027 | GSK/27 | New York Stock Exchange |
| Floating Rate Notes due 2027 | GSK/27A | New York Stock Exchange |
| 3.875% Notes due 2028 | GSK/28 | New York Stock Exchange |
| 3.375% Notes due 2029 | GSK/29 | New York Stock Exchange |
| 4.500% Notes due 2030 | GSK/30 | New York Stock Exchange |
| 4.875% Notes due 2035 | GSK/35 | New York Stock Exchange |
| 6.375% Notes due 2038 | GSK/38 | New York Stock Exchange |
| 4.200% Notes due 2043 | GSK/43 | New 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* | ||
|---|---|---|
| 1 | Identity of Directors, Senior Management and Advisers | Not applicable |
| 2 | Offer Statistics and Expected Timetable | Not applicable |
| 3 · Key information | ||
| A. [Reserved] | ||
| B. Capitalisation and Indebtedness · Not applicable | ||
| C. Reasons for offer and use of proceeds · Not applicable | ||
| D. Risk Factors | 248 - 251, 260 - 268 | |
| 4 | Information on the Company | |
| A. History and development of the company | 88, 89, 92, 221 - 223, 275 - 276, 300 | |
| B. Business overview | 1 - 32, 35 - 46, 57 - 59, 63 - 70, 180 - 182, 221 - 223, 255 - 268 | |
| C. Organisational structure | 247, 288 - 295 | |
| D. Property, plant and equipment | 89, 181, 192 - 193 | |
| 4A | Unresolved staff comments | Not applicable |
| 5 | Operating and Financial Review and Prospects | |
| A. Operating results | 9 - 10, 71 - 96, 228, 235 - 238, 241 - 242 | |
| B. Liquidity and capital resources | 88 - 93, 95, 96, 199, 201 - 202, 215, 227 - 244 | |
| C. Research and development, patents and licences, etc. | 12 - 32, 255 - 259 | |
| D. Trend information | 71 - 96 | |
| E. Critical accounting estimates · Not applicable | ||
| 6 | A. Directors, Senior Managers and Employees | |
| A. Directors and senior management | 98 - 103 | |
| B. Compensation | 127 - 155, 245 - 246 | |
| C. Board practices | 6 - 7, 98 - 101, 106, 120 - 127, 148, 280 - 281, | |
| D. Employees | 185, 203 - 211, 254 | |
| E. Share ownership | 134, 136, 140, 141, 151 - 152, 245 - 246 | |
| F. Disclosure of a registrant’s action to recover erroneously awarded compensation · Not applicable | ||
| 7 | Major Shareholders and Related Party Transactions | |
| A. Major shareholders | 156, 269 - 271 | |
| B. Related party transactions | 220 | |
| C. Interests of experts and counsel · Not applicable | ||
| 8 | Financial Information | |
| A. Consolidated Financial Statements and Other Financial Information | 158 - 252, 271 | |
| B. Significant Changes | 248 - 251 | |
| 9 | The Offer and Listing | |
| A. Offer and listing details | 270 | |
| B. Plan of distribution · Not applicable | ||
| C. Markets | 269 - 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 Association | 275 - 276 | |
| C. Material contracts | 277 | |
| D. Exchange controls | 269 | |
| E. Taxation | 273 - 274 | |
| F. Dividends and paying agents · Not applicable | ||
| G. Statement by experts · Not applicable | ||
| H. Documents on display | 272 | |
| I. Subsidiary information · Not applicable | ||
| 11 | Quantitative and Qualitative Disclosures about Market Risk | 95, 227 - 244 |
| 12 | Description 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 Shares | 278 | |
| 13 | Defaults, Dividend Arrearages and Delinquencies | Not applicable |
| 14 | Material Modifications to the Rights of Security Holders and Use of Proceeds | Not applicable |
| 15 | Controls and Procedures | 122, 284 - 286 |
| 16 | [Reserved] | |
| 16 | A. Audit Committee Financial Expert | 99, 106, 284 |
| 16 | B. Code of Ethics | 126, 280 |
| 16 | C. Principal Accountant Fees and Services | 126, 282 |
| 16 | D. Exemptions from the Listing Standards for Audit Committees | Not applicable |
| 16 | E. Purchase of Equity Securities by the Issuer and Affiliated Purchasers | 215 - 216 |
| 16 | F. Change in Registrant’s Certifying Accountant | Not applicable |
| 16 | G. Corporate Governance | 287 |
| 16 | H. Mine Safety Disclosure | Not applicable |
| 16 | I. Disclosure regarding Foreign Jurisdictions that Prevent Inspections | Not applicable |
| 16 | J. Insider Trading Policies | 279 |
| 16 | K. Cybersecurity Disclosures | 61, 103, 120, 265, 279 |
| 17 | Financial Statements | See Item 8 above |
| 18 | Financial Statements | Not applicable |
| 19 | Exhibits | Exhibit Index |
Inside this report
| Strategic report | |
|---|---|
| Ahead Together | 1 |
| Business model | 2 |
| Chair’s statement | 6 |
| CEO’s statement | 8 |
| Our external environment | 9 |
| Research and development | 12 |
| Commercial operations | 33 |
| Responsible business | 45 |
| Our culture and people | 57 |
| Risk management and disclosure statements | 60 |
| Group financial review | 71 |
| Corporate governance | |
| The Board and Executive Committee | 98 |
| Chair’s governance statement | 104 |
| Corporate governance architecture | 107 |
| Board activities | 110 |
| Board committee reports | 115 |
| Remuneration report | 127 |
| Directors’ report | 156 |
| Financial statements | |
|---|---|
| Directors’ statement of responsibilities | 159 |
| Report of Independent Registered Public Accounting Firm | 161 |
| Financial statements | 165 |
| Notes to the financial statements | 169 |
| Investor information | |
| Number of employees | 254 |
| Product development pipeline | 255 |
| Risk Factors | 260 |
| Share capital and control | 269 |
| Dividends | 271 |
| Financial calendar 2026 | 272 |
| Annual General Meeting 2026 | 272 |
| Tax information for shareholders | 273 |
| Additional information | 275 |
| Shareholder services and contacts | 283 |
| US law and regulation | 284 |
| Report of Independent Registered Public Accounting Firm | 286 |
| Corporate governance comparison | 287 |
| Group companies | 288 |
| Glossary of terms | 296 |
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.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.