TEVA PHARMACEUTICAL INDUSTRIES LTD

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

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the Securities Exchange Act of 1934

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TEVA PHARMACEUTICAL INDUSTRIES LIMITED

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Notice of 2024 Annual Meeting of Shareholders & Proxy Statement

Dr. Sol J. Barer Chairman of the Board of Directors “I am excited to continue working closely with my fellow Board members, our President and CEO, Richard Francis, our talented management team and dedicated employees. In 2024, we expect to see continued progress across our key innovative growth initiatives, while also executing on our high-value, complex generics business with new product launches, and achieving exciting clinical milestones for our late-stage pipeline assets.” To Our Valued Shareholders, On behalf of my fellow Directors, I want to thank you for your trust and investment in Teva. Our teams across the world are committed to our mission of advancing scientific innovation to help improve health outcomes for millions of patients around the world every day. We believe that everyone, everywhere should have access to quality medicines and this drives our growth priorities and strategic focus. 2023 Highlights and Pivot to Growth Strategy In May 2023, under the leadership of our new President and CEO Richard Francis, we introduced our new Pivot to Growth strategy, which is based on four key pillars: (i) delivering on our growth engines; (ii) stepping up innovation; (iii) sustaining our generics medicines powerhouse; and (iv) focusing our business. In 2023, Teva delivered strong financial and operating results, driven by continued growth of our innovative, biosimilar and generics medicines. Our new strategy is gaining momentum, signified by the following achievements: – Our key innovative medicines, AUSTEDO® and AJOVY®, continued to show promise for sustainable growth, with AUSTEDO revenues growing to $1.225 billion in 2023, and AJOVY now launched in most of the European countries and in Japan, with plans to launch in additional markets. – Our generics business continues to stabilize and has returned back to revenue growth. As part of the strategy, we entered into collaborations to accelerate our late-stage pipeline assets, and in January 2024, we announced that we intend to divest our API business to focus on our core business strengths and capital allocation towards growth engines and innovation. An Independent, Diverse and Experienced Board To effectively oversee Teva’s return to growth, we continue to have an active and ongoing Board refreshment process, as a result of which, we have added three new directors over the course of the last four years. This includes Prof. Varda Shalev, who joined the Board in September 2023 and enhances our Board’s expertise in science, medical informatics and health technology.

Last year, we adopted the Board’s Inclusion and Diversity statement, maintaining a Board composition that aligns with Teva’s diverse customer and employee base. We are therefore pleased with the nomination of Rosemary A. Crane, Gerald M. Lieberman, Prof. Ronit Satchi-Fainaro and Prof. Varda Shalev to continue to serve and contribute as members on our Board. We believe all nominees will complement the balance of our variety of backgrounds, qualifications, skills and experience on the Board to create new opportunities for Teva and drive long-term shareholder value. Sustainability - building a Healthy Future Increasing access to medicines is fundamental to our mission and we collaborate with partner organizations to get medicines to vulnerable populations who wouldn’t otherwise be able to obtain them. By the end of 2023, we had launched 7 of the 8 access programs we had committed to do so by 2025, with two new programs launched in 2023 in Chile and Spain. We also made strong progress on our 2025 access to medicine related Sustainability-Linked Bond commitments with respect to number of regulatory submissions made and supply of product volumes of essential medicines in low- and -middle income countries. As part of our commitment to sustainable growth, we have adopted many best-in-class governance practices and policies, including sustainable goals that improve our operational efficiency and advance our mission. Our renewed sustainability strategy Healthy Future includes new or enhanced commitments across six focus areas, including achieving net-zero green-house-gas emissions across our operations and value chain by 2045 and new targets focused on health systems strengthening and capacity building as well as patient centricity in clinical trials, amongst others. At Teva, we believe that inclusive, diverse workplace with equal opportunities drives innovation and supports growth. Continued dialogue with our shareholders I was pleased to have the opportunity to meet and speak directly with several of our investors, while our management team engaged with others. Our discussions focused on Teva’s Pivot to Growth strategy, our executive compensation program, our human capital management and our Healthy Future sustainability strategy. We look forward to continuing this important dialogue, as shareholder perspectives provide a critical input into the Board’s deliberations as we strive to grow Teva in a responsible and inclusive way. Looking ahead to 2024 As we look ahead, we remain focused on continued value creation, which we expect to be powered by our ongoing momentum. We are also doing so in the face of great adversity in our headquarters of Israel, and we remain deeply committed to our colleagues and their families as they continue to navigate the uncertainties of the war. I am excited to continue working closely with my fellow Board members, our President and CEO, Richard Francis, our talented management team and dedicated employees. In 2024, we expect to see continued progress across our key innovative growth initiatives, while also executing on our high-value, complex generics business with new product launches, and achieving exciting clinical milestones for our late-stage pipeline assets. On behalf of the entire Board, I would like to thank you for your continued confidence in Teva and your support. Thank you, Dr. Sol J. Barer Chairman of the Board of Directors April 16, 2024

Notice of 2024 Annual Meeting of Shareholders

The 2024 Annual Meeting of Shareholders (the “Annual Meeting”) of Teva Pharmaceutical Industries Limited (“we,” “us,” “our,” “Teva” or the “Company”) will be conducted in a virtual format through an online meeting platform. For further information, see “Questions and Answers” below.

In addition, shareholders will consider Teva’s annual consolidated financial statements for the year ended December 31, 2023.

Teva encourages all of its shareholders to review its annual report (“Annual Report”) on Form 10-K for the year ended December 31, 2023.

Only holders of ordinary shares (or American Depositary Shares representing such ordinary shares) of record at the close of business on April 30, 2024, will be entitled to vote at the Annual Meeting. Two holders of ordinary shares who are present at the Annual Meeting, in person or by proxy or represented by their authorized persons, and who hold in the aggregate twenty-five percent or more of such ordinary shares, shall constitute a legal quorum. Should no legal quorum be presentone-half hour after the scheduled time, the Annual Meeting shall be adjourned to one week from that day, at the same time and place.

By Order of the Board of Directors,

Dov Bergwerk

Senior Vice President,

Company Secretary

April 16, 2024

Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting to be Held on June 6, 2024

The accompanying Proxy Statement and our Annual Report are available at www.tevapharm.com/2024proxymaterials. We expect the proxy materials to be mailed and/or made available on or before April 19, 2024.