GILEAD SCIENCES, INC.
For the period ended Apr 30, 2026. Filed Mar 20, 2026.
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Apr 30, 2026 · Filed Mar 20, 2026
Contents
Appendix A
Reconciliation of GAAP to Non-GAAP Financial Information and Other Financial Metrics Used in this Proxy Statement
This Proxy Statement references non-GAAP financial information and other financial metrics that have been adjusted from the financial information we presented in accordance with U.S. generally accepted accounting principles (“GAAP”) in our Annual Report on Form 10-K.
We believe the non-GAAP financial information is useful for investors, when considered in conjunction with our GAAP financial information, because we use such information internally for our operating, budgeting and financial planning purposes. Non-GAAP information is not prepared under a comprehensive set of accounting rules and should only be used to supplement an understanding of Gilead’s operating results as reported under GAAP. Non-GAAP financial information generally excludes acquisition-related expenses including amortization of acquired intangible assets and other items that are considered unusual or not representative of underlying trends of Gilead’s business, fair value adjustments of equity securities and discrete and related tax charges or benefits associated with such exclusions as well as changes in tax-related laws and guidelines, transfers of intangible assets between certain legal entities, and legal entity restructurings. Although Gilead consistently excludes the amortization of acquired intangible assets from the non-GAAP financial information, we believe that it is important for investors to understand that such intangible assets were recorded as part of acquisitions and contribute to ongoing revenue generation. Non-GAAP measures may be defined and calculated differently by other companies in the same industry.
In addition, the Compensation and Talent Committee have used financial metrics that further adjust our non-GAAP financial information in determining the 2025 annual cash incentive and adjusted EPS growth portion of performance awards for the purpose of eliminating the distorting effect of certain unusual items on incentive compensation performance measures. The adjustments were intended to align award payments with the underlying performance of the core business and avoid volatile, artificial inflation or deflation of awards due to unusual items during any year in the performance period, and, where relevant, the previous year. These adjustments apply equally to income and expense items. The Compensation and Talent Committee reviews all adjustments and retains downward discretion (i.e., discretion to reduce compensation below the amounts that are yielded by the adjustment guidelines). In addition to exclusion of items mentioned above to arrive at non-GAAP financial information, the 2025 financial metrics further exclude:
| ► | Veklury financial results, |
|---|---|
| ► | Initial costs of acquired externally developed IPR&D projects, and |
| ► | Previously constrained revenue related to sale of intellectual property not expected to reoccur. |
Reconciliations of the non-GAAP financial measures and other financial metrics used in this Proxy Statement to the most directly comparable GAAP financial measures are provided in the following tables. Numbers are presented in millions, except percentages and per share amounts, and may not add due to rounding.
| Product sales reconciliation: | 2025 |
|---|---|
| Product sales | $28,915 |
| Veklury | (911) |
| Adjusted net product revenue | $28,004 |
| 2026 Proxy Statement | A-1 |
|---|
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| Operating income reconciliation: | 2025 |
|---|---|
| GAAP operating income | $10,022 |
| Acquisition-related – amortization | 2,310 |
| Acquisition-related – other costs | 43 |
| Restructuring | 138 |
| IPR&D impairment | 590 |
| Donations of equity securities to the Gilead Foundation | 89 |
| Non-GAAP operating income | $13,193 |
| Veklury gross profit | (824) |
| Initial costs of acquired externally developed IPR&D | 816 |
| Previously constrained revenue related to the sale of intellectual property | (400) |
| Adjusted operating income | $12,785 |
| Operating margin reconciliation: | 2025 |
| GAAP operating margin | 34.0% |
| Acquisition-related – amortization | 7.8% |
| Acquisition-related – other costs | 0.1% |
| Restructuring | 0.5% |
| IPR&D impairment | 2.0% |
| Donations of equity securities to the Gilead Foundation | 0.3% |
| Non-GAAP operating margin | 44.8% |
| Diluted EPS reconciliation: | 2025 |
| GAAP diluted EPS | $6.78 |
| Acquisition-related – amortization | 1.46 |
| Acquisition-related – other costs | 0.03 |
| Restructuring | 0.09 |
| IPR&D impairment | 0.36 |
| Gain from equity securities, net | (0.34) |
| Discrete and related tax charges | (0.28) |
| Donations of equity securities to the Gilead Foundation | 0.05 |
| Non-GAAP diluted EPS | $8.15 |
| Veklury gross profit | (0.54) |
| Initial costs of acquired externally developed IPR&D | 0.56 |
| Previously constrained revenue related to the sale of intellectual property | 0.25 |
| Adjusted EPS growth | $7.92 |
A-2
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