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|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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(State or other jurisdiction of
incorporation or organization) |
(I.R.S. Employer
Identification No.) |
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(Address of principal executive offices) | (Zip Code) |
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
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☑ | Accelerated filer | ☐ | Non-accelerated filer | ☐ | ||||||||||||
Smaller reporting company |
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Emerging growth company |
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Page No. | ||||||||
Item 1. | ||||||||
Item 2. | ||||||||
Item 3. | ||||||||
Item 4. | ||||||||
Item 1. | ||||||||
Item 1A. | ||||||||
Item 2. | ||||||||
Item 6. | ||||||||
Item 1. | FINANCIAL STATEMENTS |
Three months ended
March 31, |
|||||||||||||||||||||||
2021 | 2020 | ||||||||||||||||||||||
Revenues: | |||||||||||||||||||||||
Product sales | $ |
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$ |
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Other revenues |
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Total revenues |
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Operating expenses: | |||||||||||||||||||||||
Cost of sales
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Research and development |
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Selling, general and administrative |
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Other |
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Total operating expenses |
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Operating income |
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Other income (expense): | |||||||||||||||||||||||
Interest expense, net |
(
|
(
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|||||||||||||||||||||
Other income, net |
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|||||||||||||||||||||
Income before income taxes |
|
|
|||||||||||||||||||||
Provision for income taxes |
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|||||||||||||||||||||
Net income | $ |
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$ |
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|||||||||||||||||||
Earnings per share: | |||||||||||||||||||||||
Basic | $ |
|
$ |
|
|||||||||||||||||||
Diluted | $ |
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$ |
|
|||||||||||||||||||
Shares used in calculation of earnings per share: | |||||||||||||||||||||||
Basic |
|
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|||||||||||||||||||||
Diluted |
|
|
Three months ended
March 31, |
|||||||||||||||||||||||
2021 | 2020 | ||||||||||||||||||||||
Net income | $ |
|
$ |
|
|||||||||||||||||||
Other comprehensive income (loss), net of reclassification adjustments and taxes: | |||||||||||||||||||||||
Losses on foreign currency translation |
(
|
(
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|||||||||||||||||||||
Gains (losses) on cash flow hedges |
|
(
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|||||||||||||||||||||
Losses on available-for-sale securities |
|
(
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|||||||||||||||||||||
Other gains (losses) |
|
(
|
|||||||||||||||||||||
Other comprehensive income (loss), net of taxes |
|
(
|
|||||||||||||||||||||
Comprehensive income | $ |
|
$ |
|
March 31, 2021 | December 31, 2020 | ||||||||||
(Unaudited) | |||||||||||
ASSETS | |||||||||||
Current assets: | |||||||||||
Cash and cash equivalents | $ |
|
$ |
|
|||||||
Marketable securities |
|
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|||||||||
Trade receivables, net |
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|||||||||
Inventories |
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Other current assets |
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|||||||||
Total current assets |
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|||||||||
Property, plant and equipment, net |
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|||||||||
Intangible assets, net |
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|||||||||
Goodwill |
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|||||||||
Other assets |
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|||||||||
Total assets | $ |
|
$ |
|
|||||||
LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||||||
Current liabilities: | |||||||||||
Accounts payable | $ |
|
$ |
|
|||||||
Accrued liabilities |
|
|
|||||||||
Current portion of long-term debt |
|
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|||||||||
Total current liabilities |
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|||||||||
Long-term debt |
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|||||||||
Long-term tax liabilities |
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|||||||||
Other noncurrent liabilities |
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|||||||||
Contingencies and commitments |
|
|
|||||||||
Stockholders’ equity: | |||||||||||
Common stock and additional paid-in capital; $
|
|
|
|||||||||
Accumulated deficit |
(
|
(
|
|||||||||
Accumulated other comprehensive loss |
(
|
(
|
|||||||||
Total stockholders’ equity |
|
|
|||||||||
Total liabilities and stockholders’ equity | $ |
|
$ |
|
Number
of shares of common stock |
Common
stock and additional paid-in capital |
Accumulated
deficit |
Accumulated
other comprehensive loss |
Total | |||||||||||||||||||||||||
Balance as of December 31, 2020 |
|
$ |
|
$ |
(
|
$ |
(
|
$ |
|
||||||||||||||||||||
Net income | — | — |
|
— |
|
||||||||||||||||||||||||
Other comprehensive income, net of taxes | — | — | — |
|
|
||||||||||||||||||||||||
Dividends declared on common stock ($
|
— | — |
(
|
— |
(
|
||||||||||||||||||||||||
Issuance of common stock in connection with the Company’s equity award programs
|
|
|
— | — |
|
||||||||||||||||||||||||
Stock-based compensation expense | — |
|
— | — |
|
||||||||||||||||||||||||
Tax impact related to employee stock-based compensation expense
|
— |
(
|
— | — |
(
|
||||||||||||||||||||||||
Repurchases of common stock |
(
|
— |
(
|
— |
(
|
||||||||||||||||||||||||
Balance as of March 31, 2021 |
|
$ |
|
$ |
(
|
$ |
(
|
$ |
|
||||||||||||||||||||
Number
of shares of common stock |
Common
stock and additional paid-in capital |
Accumulated
deficit |
Accumulated
other comprehensive loss |
Total | |||||||||||||||||||||||||
Balance as of December 31, 2019
|
|
$ |
|
$ |
(
|
$ |
(
|
$ |
|
||||||||||||||||||||
Cumulative effect of changes in accounting principles, net of taxes
|
— | — |
(
|
— |
(
|
||||||||||||||||||||||||
Net income | — | — |
|
— |
|
||||||||||||||||||||||||
Other comprehensive loss, net of taxes | — | — | — |
(
|
(
|
||||||||||||||||||||||||
Dividends declared on common stock ($
|
— | — |
(
|
— |
(
|
||||||||||||||||||||||||
Issuance of common stock in connection with the Company’s equity award programs
|
|
|
— | — |
|
||||||||||||||||||||||||
Stock-based compensation expense | — |
|
— | — |
|
||||||||||||||||||||||||
Tax impact related to employee stock-based compensation expense
|
— |
(
|
— | — |
(
|
||||||||||||||||||||||||
Repurchases of common stock |
(
|
— |
(
|
— |
(
|
||||||||||||||||||||||||
Balance as of March 31, 2020
|
|
$ |
|
$ |
(
|
$ |
(
|
$ |
|
||||||||||||||||||||
Three months ended
March 31, |
|||||||||||
2021 | 2020 | ||||||||||
Cash flows from operating activities: | |||||||||||
Net income | $ |
|
$ |
|
|||||||
Depreciation, amortization and other |
|
|
|||||||||
Deferred income taxes |
(
|
(
|
|||||||||
Other items, net |
|
|
|||||||||
Changes in operating assets and liabilities, net of acquisition: | |||||||||||
Trade receivables, net |
|
(
|
|||||||||
Inventories |
(
|
(
|
|||||||||
Other assets |
(
|
|
|||||||||
Accounts payable |
(
|
(
|
|||||||||
Accrued income taxes, net |
|
|
|||||||||
Long-term tax liabilities |
|
|
|||||||||
Other liabilities |
(
|
(
|
|||||||||
Net cash provided by operating activities |
|
|
|||||||||
Cash flows from investing activities: | |||||||||||
Purchases of marketable securities |
(
|
(
|
|||||||||
Proceeds from sales of marketable securities |
|
|
|||||||||
Proceeds from maturities of marketable securities |
|
|
|||||||||
Purchases of property, plant and equipment |
(
|
(
|
|||||||||
Purchases of equity method investments |
|
(
|
|||||||||
Other |
(
|
(
|
|||||||||
Net cash used in investing activities |
(
|
(
|
|||||||||
Cash flows from financing activities: | |||||||||||
Net proceeds from issuance of debt |
|
|
|||||||||
Repayment of debt |
|
(
|
|||||||||
Repurchases of common stock |
(
|
(
|
|||||||||
Dividends paid |
(
|
(
|
|||||||||
Other |
(
|
(
|
|||||||||
Net cash used in financing activities |
(
|
(
|
|||||||||
(Decrease) increase in cash and cash equivalents |
(
|
|
|||||||||
Cash and cash equivalents at beginning of period |
|
|
|||||||||
Cash and cash equivalents at end of period | $ |
|
$ |
|
Three months ended March 31, | ||||||||||||||||||||||||||||||||||||||
2021 | 2020 | |||||||||||||||||||||||||||||||||||||
U.S. | ROW | Total | U.S. | ROW | Total | |||||||||||||||||||||||||||||||||
Enbrel
®
(etanercept)
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
||||||||||||||||||||||||||
Prolia
®
(denosumab)
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
Neulasta
®
(pegfilgrastim)
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
Otezla
®
(apremilast)
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
XGEVA
®
(denosumab)
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
Aranesp
®
(darbepoetin alfa)
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
Repatha
®
(evolocumab)
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
KYPROLIS
®
(carfilzomib)
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
Other products |
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
Total product sales
(1)
|
$ |
|
$ |
|
|
$ |
|
$ |
|
|
||||||||||||||||||||||||||||
Other revenues |
|
|
||||||||||||||||||||||||||||||||||||
Total revenues | $ |
|
$ |
|
||||||||||||||||||||||||||||||||||
Three months ended
March 31, |
|||||||||||||||||||||||
2021 | 2020 | ||||||||||||||||||||||
Income (Numerator): | |||||||||||||||||||||||
Net income for basic and diluted EPS | $ |
|
$ |
|
|||||||||||||||||||
Shares (Denominator): | |||||||||||||||||||||||
Weighted-average shares for basic EPS |
|
|
|||||||||||||||||||||
Effect of dilutive securities |
|
|
|||||||||||||||||||||
Weighted-average shares for diluted EPS |
|
|
|||||||||||||||||||||
Basic EPS | $ |
|
$ |
|
|||||||||||||||||||
Diluted EPS | $ |
|
$ |
|
Types of securities as of March 31, 2021 |
Amortized
cost |
Gross
unrealized gains |
Gross
unrealized losses |
Fair
values |
||||||||||||||||||||||
U.S. Treasury notes | $ |
|
$ |
|
$ |
|
$ |
|
||||||||||||||||||
U.S. Treasury bills |
|
|
|
|
||||||||||||||||||||||
Money market mutual funds |
|
|
|
|
||||||||||||||||||||||
Other short-term interest-bearing securities |
|
|
|
|
||||||||||||||||||||||
Total interest-bearing securities | $ |
|
$ |
|
$ |
|
$ |
|
Types of securities as of December 31, 2020 |
Amortized
cost |
Gross
unrealized gains |
Gross
unrealized losses |
Fair
values |
||||||||||||||||||||||
U.S. Treasury notes | $ |
|
$ |
|
$ |
|
$ |
|
||||||||||||||||||
U.S. Treasury bills |
|
|
|
|
||||||||||||||||||||||
Money market mutual funds |
|
|
|
|
||||||||||||||||||||||
Other short-term interest-bearing securities |
|
|
|
|
||||||||||||||||||||||
Total interest-bearing securities | $ |
|
$ |
|
$ |
|
$ |
|
Condensed Consolidated Balance Sheets locations | March 31, 2021 | December 31, 2020 | ||||||||||||
Cash and cash equivalents | $ |
|
$ |
|
||||||||||
Marketable securities |
|
|
||||||||||||
Total interest-bearing securities | $ |
|
$ |
|
Contractual maturities | March 31, 2021 | December 31, 2020 | ||||||||||||
Maturing in one year or less | $ |
|
$ |
|
||||||||||
Maturing after one year through three years |
|
|
||||||||||||
Total available-for-sale investments | $ |
|
$ |
|
March 31, 2021 | December 31, 2020 | ||||||||||
Raw materials | $ |
|
$ |
|
|||||||
Work in process |
|
|
|||||||||
Finished goods |
|
|
|||||||||
Total inventories | $ |
|
$ |
|
Three months ended
March 31, 2021 |
|||||
Beginning balance | $ |
|
|||
Currency translation adjustment |
(
|
||||
Ending balance | $ |
|
March 31, 2021 | December 31, 2020 | ||||||||||||||||||||||||||||||||||
Gross
carrying amounts |
Accumulated
amortization |
Other intangible
assets, net |
Gross
carrying amounts |
Accumulated
amortization |
Other intangible
assets, net |
||||||||||||||||||||||||||||||
Finite-lived intangible assets: | |||||||||||||||||||||||||||||||||||
Developed-product-technology rights | $ |
|
$ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
|
|||||||||||||||||||||||
Licensing rights |
|
(
|
|
|
(
|
|
|||||||||||||||||||||||||||||
Marketing-related rights |
|
(
|
|
|
(
|
|
|||||||||||||||||||||||||||||
Research and development technology rights |
|
(
|
|
|
(
|
|
|||||||||||||||||||||||||||||
Total finite-lived intangible assets
|
|
(
|
|
|
(
|
|
|||||||||||||||||||||||||||||
Indefinite-lived intangible assets:
|
|||||||||||||||||||||||||||||||||||
In-process research and development
|
|
— |
|
|
— |
|
|||||||||||||||||||||||||||||
Total other intangible assets | $ |
|
$ |
(
|
$ |
|
$ |
|
$ |
(
|
$ |
|
March 31, 2021 | December 31, 2020 | ||||||||||
|
$ |
|
$ |
|
|||||||
|
|
|
|||||||||
|
|
|
|||||||||
|
|
|
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|||||||||
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|||||||||
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|||||||||
|
|
|
|||||||||
|
|
|
|||||||||
|
|
|
|||||||||
Other notes due 2097 |
|
|
|||||||||
Unamortized bond discounts, premiums and issuance costs, net |
(
|
(
|
|||||||||
Fair value adjustments |
|
|
|||||||||
Other |
|
|
|||||||||
Total carrying value of debt |
|
|
|||||||||
Less current portion |
(
|
(
|
|||||||||
Total long-term debt | $ |
|
$ |
|
2021 | 2020 | ||||||||||||||||||||||
Shares | Dollars | Shares | Dollars | ||||||||||||||||||||
First quarter |
|
$ |
|
|
$ |
|
|||||||||||||||||
Foreign
currency translation |
Cash flow
hedges |
Available-for-sale
securities |
Other | AOCI | |||||||||||||||||||||||||
Balance as of December 31, 2020 | $ |
(
|
$ |
(
|
$ |
|
$ |
(
|
$ |
(
|
|||||||||||||||||||
Foreign currency translation adjustments |
(
|
— | — | — |
(
|
||||||||||||||||||||||||
Unrealized gains | — |
|
|
|
|
||||||||||||||||||||||||
Reclassification adjustments to income | — |
|
|
— |
|
||||||||||||||||||||||||
Other | — | — | — |
|
|
||||||||||||||||||||||||
Income taxes |
|
(
|
|
— |
(
|
||||||||||||||||||||||||
Balance as of March 31, 2021
|
$ |
(
|
$ |
(
|
$ |
|
$ |
(
|
$ |
(
|
|||||||||||||||||||
Three months ended March 31, | ||||||||||||||||||||
Components of AOCI | 2021 | 2020 |
Condensed Consolidated
Statements of Income locations |
|||||||||||||||||
Cash flow hedges: | ||||||||||||||||||||
Foreign currency contract (losses) gains | $ |
(
|
$ |
|
Product sales | |||||||||||||||
Cross-currency swap contract losses |
(
|
(
|
Other income, net | |||||||||||||||||
(
|
(
|
Income before income taxes | ||||||||||||||||||
|
|
Provision for income taxes | ||||||||||||||||||
$ |
(
|
$ |
(
|
Net income | ||||||||||||||||
Available-for-sale securities: | ||||||||||||||||||||
Net realized gains | $ |
|
$ |
|
Other income, net | |||||||||||||||
|
(
|
Provision for income taxes | ||||||||||||||||||
$ |
|
$ |
|
Net income | ||||||||||||||||
Level 1 | — | Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access | ||||||
Level 2 | — | Valuations for which all significant inputs are observable either directly or indirectly—other than Level 1 inputs | ||||||
Level 3 | — | Valuations based on inputs that are unobservable and significant to the overall fair value measurement |
Quoted prices in
active markets for identical assets (Level 1) |
Significant
other observable inputs (Level 2) |
Significant
unobservable inputs (Level 3) |
||||||||||||||||||||||||
Fair value measurement as of March 31, 2021, using: | Total | |||||||||||||||||||||||||
Assets: | ||||||||||||||||||||||||||
Available-for-sale securities: | ||||||||||||||||||||||||||
U.S. Treasury notes | $ |
|
$ |
|
$ |
|
$ |
|
||||||||||||||||||
U.S. Treasury bills |
|
|
|
|
||||||||||||||||||||||
Money market mutual funds |
|
|
|
|
||||||||||||||||||||||
Other short-term interest-bearing securities |
|
|
|
|
||||||||||||||||||||||
Equity securities |
|
|
|
|
||||||||||||||||||||||
Derivatives: | ||||||||||||||||||||||||||
Foreign currency contracts |
|
|
|
|
||||||||||||||||||||||
Cross-currency swap contracts |
|
|
|
|
||||||||||||||||||||||
Interest rate swap contracts |
|
|
|
|
||||||||||||||||||||||
Total assets | $ |
|
$ |
|
$ |
|
$ |
|
||||||||||||||||||
Liabilities: | ||||||||||||||||||||||||||
Derivatives: | ||||||||||||||||||||||||||
Foreign currency contracts | $ |
|
$ |
|
$ |
|
$ |
|
||||||||||||||||||
Cross-currency swap contracts |
|
|
|
|
||||||||||||||||||||||
Interest rate swap contracts |
|
|
|
|
||||||||||||||||||||||
Contingent consideration obligations
|
|
|
|
|
||||||||||||||||||||||
Total liabilities | $ |
|
$ |
|
$ |
|
$ |
|
Quoted prices in
active markets for identical assets (Level 1) |
Significant
other observable inputs (Level 2) |
Significant
unobservable inputs (Level 3) |
||||||||||||||||||||||||
Fair value measurement as of December 31, 2020, using: | Total | |||||||||||||||||||||||||
Assets: | ||||||||||||||||||||||||||
Available-for-sale securities: | ||||||||||||||||||||||||||
U.S. Treasury notes | $ |
|
$ |
|
$ |
|
$ |
|
||||||||||||||||||
U.S. Treasury bills |
|
|
|
|
||||||||||||||||||||||
Money market mutual funds |
|
|
|
|
||||||||||||||||||||||
Other short-term interest-bearing securities |
|
|
|
|
||||||||||||||||||||||
Equity securities |
|
|
|
|
||||||||||||||||||||||
Derivatives: | ||||||||||||||||||||||||||
Foreign currency contracts |
|
|
|
|
||||||||||||||||||||||
Cross-currency swap contracts |
|
|
|
|
||||||||||||||||||||||
Interest rate swap contracts |
|
|
|
|
||||||||||||||||||||||
Total assets | $ |
|
$ |
|
$ |
|
$ |
|
||||||||||||||||||
Liabilities: | ||||||||||||||||||||||||||
Derivatives: | ||||||||||||||||||||||||||
Foreign currency contracts | $ |
|
$ |
|
$ |
|
$ |
|
||||||||||||||||||
Cross-currency swap contracts |
|
|
|
|
||||||||||||||||||||||
Interest rate swap contracts |
|
|
|
|
||||||||||||||||||||||
Contingent consideration obligations
|
|
|
|
|
||||||||||||||||||||||
Total liabilities | $ |
|
$ |
|
$ |
|
$ |
|
Foreign currency | U.S. dollars | |||||||||||||||||||||||||
Hedged notes | Notional amounts | Interest rates | Notional amounts | Interest rates | ||||||||||||||||||||||
1.25% 2022 euro Notes | € |
|
|
% | $ |
|
|
% | ||||||||||||||||||
0.41% 2023 Swiss franc Bonds | CHF |
|
|
% | $ |
|
|
% | ||||||||||||||||||
2.00% 2026 euro Notes | € |
|
|
% | $ |
|
|
% | ||||||||||||||||||
5.50% 2026 pound sterling Notes | £ |
|
|
% | $ |
|
|
% | ||||||||||||||||||
4.00% 2029 pound sterling Notes | £ |
|
|
% | $ |
|
|
% |
Three months ended
March 31, |
||||||||||||||||||||||||||
Derivatives in cash flow hedging relationships | 2021 | 2020 | ||||||||||||||||||||||||
Foreign currency contracts | $ |
|
$ |
|
||||||||||||||||||||||
Cross-currency swap contracts |
(
|
(
|
||||||||||||||||||||||||
Total unrealized gains (losses) | $ |
|
$ |
(
|
Carrying amounts of hedged liabilities
(1)
|
Cumulative amounts of fair value hedging adjustments related to the carrying amounts of the hedged liabilities
(2)
|
|||||||||||||||||||||||||
Condensed Consolidated Balance Sheets locations | March 31, 2021 | December 31, 2020 | March 31, 2021 | December 31, 2020 | ||||||||||||||||||||||
Current portion of long-term debt | $ |
|
$ |
|
$ |
|
$ |
|
||||||||||||||||||
Long-term debt | $ |
|
$ |
|
$ |
|
$ |
|
Three months ended March 31, 2021 | ||||||||||||||||||||||||||||||||||||||
Product sales | Other income, net | Interest expense, net | ||||||||||||||||||||||||||||||||||||
Total amounts recorded in income and (expense) line items presented in the Condensed Consolidated Statements of Income | $ |
|
$ |
|
$ |
(
|
||||||||||||||||||||||||||||||||
The effects of cash flow and fair value hedging: | ||||||||||||||||||||||||||||||||||||||
Losses on cash flow hedging relationships reclassified out of AOCI: | ||||||||||||||||||||||||||||||||||||||
Foreign currency contracts | $ |
(
|
$ | — | $ | — | ||||||||||||||||||||||||||||||||
Cross-currency swap contracts | $ | — | $ |
(
|
$ | — | ||||||||||||||||||||||||||||||||
Gains (losses) on fair value hedging relationships—interest rate swap agreements: | ||||||||||||||||||||||||||||||||||||||
Hedged items
(1)
|
$ | — | $ | — | $ |
|
||||||||||||||||||||||||||||||||
Derivatives designated as hedging instruments | $ | — | $ | — | $ |
(
|
Three months ended March 31, 2020 | ||||||||||||||||||||||||||||||||||||||
Product sales | Other income, net | Interest expense, net | ||||||||||||||||||||||||||||||||||||
Total amounts recorded in income and (expense) line items presented in the Condensed Consolidated Statements of Income | $ |
|
$ |
|
$ |
(
|
||||||||||||||||||||||||||||||||
The effects of cash flow and fair value hedging: | ||||||||||||||||||||||||||||||||||||||
Gains (losses) on cash flow hedging relationships reclassified out of AOCI: | ||||||||||||||||||||||||||||||||||||||
Foreign currency contracts | $ |
|
$ | — | $ | — | ||||||||||||||||||||||||||||||||
Cross-currency swap contracts | $ | — | $ |
(
|
$ | — | ||||||||||||||||||||||||||||||||
Gains (losses) on fair value hedging relationships—interest rate swap agreements: | ||||||||||||||||||||||||||||||||||||||
Hedged items
(1)
|
$ | — | $ | — | $ |
|
||||||||||||||||||||||||||||||||
Derivatives designated as hedging instruments | $ | — | $ | — | $ |
(
|
Derivative assets | Derivative liabilities | |||||||||||||||||||||||||
March 31, 2021 |
Condensed Consolidated
Balance Sheets locations |
Fair values |
Condensed Consolidated
Balance Sheets locations |
Fair values | ||||||||||||||||||||||
Derivatives designated as hedging instruments:
|
||||||||||||||||||||||||||
Foreign currency contracts |
Other current assets/ Other assets
|
$ |
|
Accrued liabilities/ Other noncurrent liabilities
|
$ |
|
||||||||||||||||||||
Cross-currency swap contracts |
Other current assets/ Other assets
|
|
Accrued liabilities/ Other noncurrent liabilities
|
|
||||||||||||||||||||||
Interest rate swap contracts |
Other current assets/ Other assets
|
|
Accrued liabilities/ Other noncurrent liabilities
|
|
||||||||||||||||||||||
Total derivatives designated as hedging instruments
|
$ |
|
$ |
|
||||||||||||||||||||||
Derivative assets | Derivative liabilities | |||||||||||||||||||||||||
December 31, 2020 |
Condensed Consolidated
Balance Sheets locations |
Fair values |
Condensed Consolidated
Balance Sheets locations |
Fair values | ||||||||||||||||||||||
Derivatives designated as hedging instruments:
|
||||||||||||||||||||||||||
Foreign currency contracts |
Other current assets/ Other assets
|
$ |
|
Accrued liabilities/ Other noncurrent liabilities
|
$ |
|
||||||||||||||||||||
Cross-currency swap contracts |
Other current assets/ Other assets
|
|
Accrued liabilities/ Other noncurrent liabilities
|
|
||||||||||||||||||||||
Interest rate swap contracts |
Other current assets/ Other assets
|
|
Accrued liabilities/ Other noncurrent liabilities
|
|
||||||||||||||||||||||
Total derivatives designated as hedging instruments
|
$ |
|
$ |
|
||||||||||||||||||||||
Item 2. | MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
Three months ended
March 31, |
|||||||||||||||||||||||||||||||||||
2021 | 2020 | Change | |||||||||||||||||||||||||||||||||
Product sales | |||||||||||||||||||||||||||||||||||
U.S. | $ | 3,903 | $ | 4,279 | (9) | % | |||||||||||||||||||||||||||||
ROW | 1,689 | 1,615 | 5 | % | |||||||||||||||||||||||||||||||
Total product sales | 5,592 | 5,894 | (5) | % | |||||||||||||||||||||||||||||||
Other revenues | 309 | 267 | 16 | % | |||||||||||||||||||||||||||||||
Total revenues | $ | 5,901 | $ | 6,161 | (4) | % | |||||||||||||||||||||||||||||
Operating expenses | $ | 3,772 | $ | 3,806 | (1) | % | |||||||||||||||||||||||||||||
Operating income | $ | 2,129 | $ | 2,355 | (10) | % | |||||||||||||||||||||||||||||
Net income | $ | 1,646 | $ | 1,825 | (10) | % | |||||||||||||||||||||||||||||
Diluted EPS | $ | 2.83 | $ | 3.07 | (8) | % | |||||||||||||||||||||||||||||
Diluted shares | 581 | 594 | (2) | % |
Three months ended
March 31, |
|||||||||||||||||||||||||||||||||||
2021 | 2020 | Change | |||||||||||||||||||||||||||||||||
ENBREL | $ | 924 | $ | 1,153 | (20) | % | |||||||||||||||||||||||||||||
Prolia
®
|
758 | 654 | 16 | % | |||||||||||||||||||||||||||||||
Neulasta
®
|
482 | 609 | (21) | % | |||||||||||||||||||||||||||||||
Otezla
®
|
476 | 479 | (1) | % | |||||||||||||||||||||||||||||||
XGEVA
®
|
468 | 481 | (3) | % | |||||||||||||||||||||||||||||||
Aranesp
®
|
355 | 422 | (16) | % | |||||||||||||||||||||||||||||||
Repatha
®
|
286 | 229 | 25 | % | |||||||||||||||||||||||||||||||
KYPROLIS
®
|
251 | 280 | (10) | % | |||||||||||||||||||||||||||||||
Other products | 1,592 | 1,587 | — | % | |||||||||||||||||||||||||||||||
Total product sales | $ | 5,592 | $ | 5,894 | (5) | % |
Three months ended
March 31, |
|||||||||||||||||||||||||||||||||||
2021 | 2020 | Change | |||||||||||||||||||||||||||||||||
ENBREL — U.S. | $ | 894 | $ | 1,117 | (20) | % | |||||||||||||||||||||||||||||
ENBREL — Canada | 30 | 36 | (17) | % | |||||||||||||||||||||||||||||||
Total ENBREL | $ | 924 | $ | 1,153 | (20) | % |
Three months ended
March 31, |
|||||||||||||||||||||||||||||||||||
2021 | 2020 | Change | |||||||||||||||||||||||||||||||||
Prolia
®
— U.S.
|
$ | 501 | $ | 422 | 19 | % | |||||||||||||||||||||||||||||
Prolia
®
— ROW
|
257 | 232 | 11 | % | |||||||||||||||||||||||||||||||
Total Prolia
®
|
$ | 758 | $ | 654 | 16 | % |
Three months ended
March 31, |
|||||||||||||||||||||||||||||||||||
2021 | 2020 | Change | |||||||||||||||||||||||||||||||||
Neulasta
®
— U.S.
|
$ | 421 | $ | 534 | (21) | % | |||||||||||||||||||||||||||||
Neulasta
®
— ROW
|
61 | 75 | (19) | % | |||||||||||||||||||||||||||||||
Total Neulasta
®
|
$ | 482 | $ | 609 | (21) | % |
Three months ended
March 31, |
|||||||||||||||||||||||||||||||||||
2021 | 2020 | Change | |||||||||||||||||||||||||||||||||
Otezla
®
— U.S.
|
$ | 366 | $ | 377 | (3) | % | |||||||||||||||||||||||||||||
Otezla
®
— ROW
|
110 | 102 | 8 | % | |||||||||||||||||||||||||||||||
Total Otezla
®
|
$ | 476 | $ | 479 | (1) | % |
Three months ended
March 31, |
|||||||||||||||||||||||||||||||||||
2021 | 2020 | Change | |||||||||||||||||||||||||||||||||
XGEVA
®
— U.S.
|
$ | 334 | $ | 355 | (6) | % | |||||||||||||||||||||||||||||
XGEVA
®
— ROW
|
134 | 126 | 6 | % | |||||||||||||||||||||||||||||||
Total XGEVA
®
|
$ | 468 | $ | 481 | (3) | % |
Three months ended
March 31, |
|||||||||||||||||||||||||||||||||||
2021 | 2020 | Change | |||||||||||||||||||||||||||||||||
Aranesp
®
— U.S.
|
$ | 125 | $ | 175 | (29) | % | |||||||||||||||||||||||||||||
Aranesp
®
— ROW
|
230 | 247 | (7) | % | |||||||||||||||||||||||||||||||
Total Aranesp
®
|
$ | 355 | $ | 422 | (16) | % |
Three months ended
March 31, |
|||||||||||||||||||||||||||||||||||
2021 | 2020 | Change | |||||||||||||||||||||||||||||||||
KYPROLIS
®
— U.S.
|
$ | 159 | $ | 187 | (15) | % | |||||||||||||||||||||||||||||
KYPROLIS
®
— ROW
|
92 | 93 | (1) | % | |||||||||||||||||||||||||||||||
Total KYPROLIS
®
|
$ | 251 | $ | 280 | (10) | % |
Three months ended
March 31, |
|||||||||||||||||||||||||||||||||||
2021 | 2020 | Change | |||||||||||||||||||||||||||||||||
Repatha
®
— U.S.
|
$ | 139 | $ | 124 | 12 | % | |||||||||||||||||||||||||||||
Repatha
®
— ROW
|
147 | 105 | 40 | % | |||||||||||||||||||||||||||||||
Total Repatha
®
|
$ | 286 | $ | 229 | 25 | % |
Three months ended
March 31, |
|||||||||||||||||||||||||||||||||||
2021 | 2020 | Change | |||||||||||||||||||||||||||||||||
Nplate
®
— U.S.
|
$ | 112 | $ | 127 | (12) | % | |||||||||||||||||||||||||||||
Nplate
®
— ROW
|
115 | 91 | 26 | % | |||||||||||||||||||||||||||||||
Vectibix
®
— U.S.
|
79 | 80 | (1) | % | |||||||||||||||||||||||||||||||
Vectibix
®
— ROW
|
112 | 122 | (8) | % | |||||||||||||||||||||||||||||||
Parsabiv
®
— U.S.
|
46 | 146 | (68) | % | |||||||||||||||||||||||||||||||
Parsabiv
®
— ROW
|
33 | 29 | 14 | % | |||||||||||||||||||||||||||||||
MVASI
®
— U.S.
|
224 | 108 | * | ||||||||||||||||||||||||||||||||
MVASI
®
— ROW
|
70 | 7 | * | ||||||||||||||||||||||||||||||||
EPOGEN
®
— U.S.
|
125 | 155 | (19) | % | |||||||||||||||||||||||||||||||
KANJINTI
®
— U.S.
|
130 | 96 | 35 | % | |||||||||||||||||||||||||||||||
KANJINTI
®
— ROW
|
31 | 23 | 35 | % | |||||||||||||||||||||||||||||||
BLINCYTO
®
— U.S.
|
65 | 57 | 14 | % | |||||||||||||||||||||||||||||||
BLINCYTO
®
— ROW
|
42 | 37 | 14 | % | |||||||||||||||||||||||||||||||
Aimovig
®
— U.S.
|
66 | 71 | (7) | % | |||||||||||||||||||||||||||||||
EVENITY
®
— U.S.
|
57 | 37 | 54 | % | |||||||||||||||||||||||||||||||
EVENITY
®
— ROW
|
50 | 63 | (21) | % | |||||||||||||||||||||||||||||||
Sensipar
®
— U.S.
|
— | 42 | (100) | % | |||||||||||||||||||||||||||||||
Sensipar
®
/Mimpara
™
— ROW
|
23 | 81 | (72) | % | |||||||||||||||||||||||||||||||
AMGEVITA
™
— ROW
|
106 | 86 | 23 | % | |||||||||||||||||||||||||||||||
NEUPOGEN
®
— U.S.
|
18 | 45 | (60) | % | |||||||||||||||||||||||||||||||
NEUPOGEN
®
— ROW
|
16 | 20 | (20) | % | |||||||||||||||||||||||||||||||
Other — U.S. | 42 | 24 | 75 | % | |||||||||||||||||||||||||||||||
Other — ROW | 30 | 40 | (25) | % | |||||||||||||||||||||||||||||||
Total other products | $ | 1,592 | $ | 1,587 | — | % | |||||||||||||||||||||||||||||
Total U.S. — other products | $ | 964 | $ | 988 | (2) | % | |||||||||||||||||||||||||||||
Total ROW — other products | 628 | 599 | 5 | % | |||||||||||||||||||||||||||||||
Total other products | $ | 1,592 | $ | 1,587 | — | % |
Three months ended
March 31, |
|||||||||||||||||||||||||||||||||||
2021 | 2020 | Change | |||||||||||||||||||||||||||||||||
Operating expenses: | |||||||||||||||||||||||||||||||||||
Cost of sales
|
$ | 1,490 | $ | 1,513 | (2) | % | |||||||||||||||||||||||||||||
% of product sales | 26.6 | % | 25.7 | % | |||||||||||||||||||||||||||||||
% of total revenues | 25.2 | % | 24.6 | % | |||||||||||||||||||||||||||||||
Research and development | $ | 967 | $ | 952 | 2 | % | |||||||||||||||||||||||||||||
% of product sales | 17.3 | % | 16.2 | % | |||||||||||||||||||||||||||||||
% of total revenues | 16.4 | % | 15.5 | % | |||||||||||||||||||||||||||||||
Selling, general and administrative | $ | 1,254 | $ | 1,316 | (5) | % | |||||||||||||||||||||||||||||
% of product sales | 22.4 | % | 22.3 | % | |||||||||||||||||||||||||||||||
% of total revenues | 21.3 | % | 21.4 | % | |||||||||||||||||||||||||||||||
Other | $ | 61 | $ | 25 | * |
Three months ended
March 31, |
|||||||||||||||||||||||
2021 | 2020 | ||||||||||||||||||||||
Interest expense, net | $ | (285) | $ | (346) | |||||||||||||||||||
Other income, net | $ | 13 | $ | 11 | |||||||||||||||||||
Provision for income taxes | $ | 211 | $ | 195 | |||||||||||||||||||
Effective tax rate | 11.4 | % | 9.7 | % |
March 31, 2021 | December 31, 2020 | ||||||||||
Cash, cash equivalents and marketable securities | $ | 10,566 | $ | 10,647 | |||||||
Total assets | $ | 62,539 | $ | 62,948 | |||||||
Current portion of long-term debt | $ | 1,556 | $ | 91 | |||||||
Long-term debt | $ | 31,129 | $ | 32,895 | |||||||
Stockholders’ equity | $ | 9,334 | $ | 9,409 |
Three months ended
March 31, |
|||||||||||
2021 | 2020 | ||||||||||
Net cash provided by operating activities | $ | 2,104 | $ | 2,134 | |||||||
Net cash used in investing activities | $ | (319) | $ | (230) | |||||||
Net cash used in financing activities | $ | (1,939) | $ | (254) |
Item 3. | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK |
Item 4. | CONTROLS AND PROCEDURES |
Item 1. | LEGAL PROCEEDINGS |
Item 1A. | RISK FACTORS |
Item 2. | UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS |
Period |
Total number
of shares purchased |
Average
price paid
per share
(1)
|
Total number
of shares purchased as part of publicly announced program |
Maximum dollar
value that may
yet be purchased
under the program
(2)
|
||||||||||||||||||||||
January 1 - 31 | 696,324 | $ | 241.03 | 696,324 | $ | 2,808,745,008 | ||||||||||||||||||||
February 1 - 28 | 1,328,370 | $ | 234.22 | 1,328,370 | $ | 2,497,613,302 | ||||||||||||||||||||
March 1 - 31 | 1,628,459 | $ | 237.23 | 1,628,459 | $ | 5,511,289,116 | ||||||||||||||||||||
Total | 3,653,153 | $ | 236.86 | 3,653,153 |
Item 6. | EXHIBITS |
Exhibit No. | Description | |||||||
2.1 |
Asset Purchase Agreement, dated August 25, 2019, by and between Amgen Inc. and Celgene Corporation.
(Filed as an exhibit to Form 8-K on August 26, 2019 and incorporated herein by reference.)
|
|||||||
2.2 |
Amendment No. 1 to the Asset Purchase Agreement, dated October 17, 2019, by and between Amgen Inc. and Celgene Corporation.
(Filed as an exhibit to Form 8-K on October 17, 2019 and incorporated herein by reference.)
|
|||||||
2.3 |
Amendment No. 2 to the Asset Purchase Agreement, dated October 17, 2019, by and between Amgen Inc. and Celgene Corporation.
(Filed as an exhibit to Form 10-K for the year ended December 31, 2019 on February 12, 2020 and incorporated herein by reference.)
|
|||||||
2.4 |
Letter Agreement, dated November 21, 2019, by and between Amgen Inc. and the parties named therein re: Treatment of Certain Product Inventory in connection with Amgen’s acquisition of Otezla
®
.
(Filed as an exhibit to Form 10-K for the year ended December 31, 2019 on February 12, 2020 and incorporated herein by reference.)
|
|||||||
2.5 |
Irrevocable Guarantee, dated August 25, 2019, by and between Amgen Inc. and Bristol-Myers Squibb Company
.
(Filed as an exhibit to Form 8-K on August 26, 2019 and incorporated herein by reference.)
|
|||||||
2.6 |
Agreement and Plan of Merger, dated as of March 4, 2021, by and among Amgen Inc., Franklin Acquisition Sub, Inc. and Five Prime Therapeutics, Inc
.
(Filed as an exhibit to Form 8-K on March 4, 2021 and incorporated herein by reference.)
|
|||||||
3.1 |
Restated Certificate of Incorporation of Amgen Inc.
(As Restated March 6, 2013.) (Filed as an exhibit to Form 10-Q for the quarter ended March 31, 2013 on May 3, 2013 and incorporated herein by reference.)
|
|||||||
3.2 |
Amended and Restated Bylaws of Amgen Inc.
(As Amended and Restated February 15, 2016.) (Filed as an exhibit to Form 8-K on February 17, 2016 and incorporated herein by reference.)
|
|||||||
4.1 |
Form of stock certificate for the common stock, par value $.0001 of the Company.
(Filed as an exhibit to Form 10-Q for the quarter ended March 31, 1997 on May 14, 1997 and incorporated herein by reference.)
|
|||||||
4.2 | Form of Indenture, dated January 1, 1992. (Filed as an exhibit to Form S-3 Registration Statement filed on December 19, 1991 and incorporated herein by reference.) | |||||||
4.3 |
Agreement of Resignation, Appointment and Acceptance dated February 15, 2008.
(Filed as an exhibit to Form 10-K for the year ended December 31, 2007 on February 28, 2008 and incorporated herein by reference.)
|
|||||||
4.4 |
First Supplemental Indenture, dated February 26, 1997.
(Filed as an exhibit to Form 8-K on March 14, 1997 and incorporated herein by reference.)
|
|||||||
4.5 |
8-1/8% Debentures due April 1, 2097.
(Filed as an exhibit to Form 8-K on April 8, 1997 and incorporated herein by reference.)
|
|||||||
4.6 |
Officer’s Certificate of Amgen Inc., dated April 8, 1997, establishing a series of securities entitled “8 1/8% Debentures due April 1, 2097.”
(Filed as an exhibit to Form 8-K on April 8, 1997 and incorporated herein by reference.)
|
|||||||
4.7 |
Indenture, dated August 4, 2003.
(Filed as an exhibit to Form S-3 Registration Statement on August 4, 2003 and incorporated herein by reference.)
|
|||||||
4.8 |
Corporate Commercial Paper - Master Note between and among Amgen Inc., as Issuer, Cede & Co., as Nominee of The Depository Trust Company, and Citibank, N.A., as Paying Agent.
(Filed as an exhibit to Form 10-Q for the quarter ended March 31, 1998 on May 13, 1998 and incorporated herein by reference.)
|
|||||||
4.9 |
Officers’ Certificate of Amgen Inc., dated May 30, 2007, including form of the Company’s 6.375% Senior Notes due 2037.
(Filed as an exhibit to Form 8-K on May 30, 2007 and incorporated herein by reference.)
|
|||||||
4.10 |
Officers’ Certificate of Amgen Inc., dated May 23, 2008, including form of the Company’s 6.90% Senior Notes due 2038
.
(Filed as exhibit to Form 8-K on May 23, 2008 and incorporated herein by reference.)
|
|||||||
4.11 |
Officers’ Certificate of Amgen Inc., dated January 16, 2009, including form of the Company’s 6.40% Senior Notes due 2039.
(Filed as exhibit to Form 8-K on January 16, 2009 and incorporated herein by reference.)
|
|||||||
4.30 |
Officer’s Certificate of Amgen Inc., dated as of May 6, 2020, including form of the Company’s 2.300% Senior Notes due 2031.
(Filed as an exhibit to Form 8-K on May 6, 2020 and incorporated herein by reference.)
|
|||||||
4.31 |
Officer’s Certificate of Amgen Inc., dated as of August 17, 2020, including forms of the Company’s 2.770% Senior Notes due 2053.
(Filed as an exhibit to Form 8-K on August 18, 2020 and incorporated herein by reference.)
|
|||||||
4.32 |
Registration Rights Agreement, dated as of August 17, 2020, by and among Amgen Inc., BofA Securities, Inc. and J.P. Morgan Securities LLC, as lead dealer managers, and BNP Paribas Securities Corp., Deutsche Bank Securities Inc., RBC Capital Markets, LLC, Blaylock Van, LLC and Siebert Williams Shank & Co., LLC, as co-dealer managers.
(Filed as an exhibit to Form 8-K on August 18, 2020 and incorporated herein by reference.)
|
|||||||
10.1+ |
Amgen Inc. Amended and Restated 2009 Equity Incentive Plan.
(Filed as Appendix C to the Definitive Proxy Statement on Schedule 14A on April 8, 2013 and incorporated herein by reference.)
|
|||||||
10.2+ |
First Amendment to Amgen Inc. Amended and Restated 2009 Equity Incentive Plan, effective March 4, 2015.
(Filed as an exhibit to Form 10-Q for the quarter ended March 31, 2015 on April 27, 2015 and incorporated herein by reference.)
|
|||||||
10.3+ |
Second Amendment to Amgen Inc. Amended and Restated 2009 Equity Incentive Plan, effective March 2, 2016.
(Filed as an exhibit to Form 10-Q for the quarter ended March 31, 2016 on May 2, 2016 and incorporated herein by reference.)
|
|||||||
10.4+ |
Form of Grant of Stock Option Agreement for the Amgen Inc. Amended and Restated 2009 Equity Incentive Plan. (As Amended on December
15, 2020.)
(Filed as an exhibit to Form 10-K for the year ended December 31, 2020 on February 9, 2021 and incorporated herein by reference.)
|
|||||||
10.5+ |
Form of Restricted Stock Unit Agreement for the Amgen Inc. Amended and Restated 2009 Equity Incentive Plan. (As Amended on December
15, 2020.)
(Filed as an exhibit to Form 10-K for the year ended December 31, 2020 on February 9, 2021 and incorporated herein by reference.)
|
|||||||
10.6+ |
Amgen Inc. 2009 Performance Award Program. (As Amended on December 12, 2017.)
(Filed as an exhibit to Form 10-K for the year ended December 31, 2017 on February 13, 2018 and incorporated herein by reference.)
|
|||||||
10.7+ |
Form of Performance Unit Agreement for the Amgen Inc. 2009 Performance Award Program. (As Amended on December
15, 2020.)
(Filed as an exhibit to Form 10-K for the year ended December 31, 2020 on February 9, 2021 and incorporated herein by reference.)
|
|||||||
10.8+ |
Amgen Inc. 2009 Director Equity Incentive Program. (As Amended
and Restated
on
October 21, 2020.)
(Filed as an exhibit to Form 10-K for the year ended December 31, 2020 on February 9, 2021 and incorporated herein by reference.)
|
|||||||
10.9+ |
Form of Grant of Non-Qualified Stock Option Agreement for the Amgen Inc. 2009 Director Equity Incentive Program.
(Filed as an exhibit to Form 8-K on May 8, 2009 and incorporated herein by reference.)
|
|||||||
10.10+ |
Form of Restricted Stock Unit Agreement for the Amgen Inc. 2009 Director Equity Incentive Program. (As Amended on December 11, 2019.)
(Filed as an exhibit to Form 10-K for the year ended December 31, 2019 on February 12, 2020 and incorporated herein by reference.)
|
|||||||
10.11+ |
Form of Cash-Settled Restricted Stock Unit Agreement for the Amgen 2009 Director Equity Incentive Program. (As Amended on December 11, 2019.)
(Filed as an exhibit to Form 10-K for the year ended December 31, 2019 on February 12, 2020 and incorporated herein by reference.)
|
|||||||
10.12+ |
Amgen Inc. Supplemental Retirement Plan. (As Amended and Restated effective October 16, 2013.)
(Filed as an exhibit to Form 10-K for the year ended December 31, 2013 on February 24, 2014 and incorporated herein by reference.)
|
|||||||
10.13+ |
First Amendment to the Amgen Inc. Supplemental Retirement Plan, effective October 14, 2016.
(Filed as an exhibit to Form 10-Q for the quarter ended September 30, 2016 on October 28, 2016 and incorporated herein by reference.)
|
|||||||
10.14+ |
Second Amendment to the Amgen Inc. Supplemental Retirement Plan (As Amended and Restated effective October 23, 2019
)
.
(Filed as an exhibit to Form 10-K for the year ended December 31, 2019 on February 12, 2020 and incorporated herein by reference.)
|
|||||||
10.15+ |
Amended and Restated Amgen Change of Control Severance Plan. (As Amended and Restated effective December 9, 2010 and subsequently amended effective March 2, 2011.)
(Filed as an exhibit to Form 10-Q for the quarter ended March 31, 2011 on May 10, 2011 and incorporated herein by reference.)
|
10.32 |
Fourth Amendment to Collaboration Agreement, dated October 11, 2011, by and between Bayer Corporation and Onyx Pharmaceuticals, Inc.
(Filed as an exhibit to Form 10-K for the year ended December 31, 2011 by Onyx Pharmaceuticals, Inc. on February 27, 2012 and incorporated herein by reference.)
|
|||||||
10.33 |
Side Letter Regarding Collaboration Agreement, dated May 29, 2015, by and between Bayer HealthCare LLC and Onyx Pharmaceuticals, Inc.
(Filed as an exhibit to Form 10-Q for the quarter ended June 30, 2015 on August 5, 2015 and incorporated herein by reference.)
|
|||||||
10.34 |
Side Letter Regarding Collaboration Agreement and Stivarga Agreement, dated February 13, 2020, by and between Onyx Pharmaceuticals, Inc. and Bayer HealthCare LLC
.
(Filed as an exhibit to Form 10-Q for the quarter ended March 31, 2020 on May 1, 2020 and incorporated herein by reference.)
|
|||||||
10.35 |
Sourcing and Supply Agreement, dated January 6, 2017, by and between Amgen USA Inc., a wholly owned subsidiary of Amgen Inc., and DaVita Inc.
(portions of the exhibit have been omitted pursuant to a request for confidential treatment). (Filed as an exhibit to Form 10-Q for the quarter ended March 31, 2017 on April 27, 2017 and incorporated herein by reference.)
|
|||||||
10.36 |
Exclusive License and Collaboration Agreement, dated August 28, 2015, by and between Amgen Inc. and Novartis Pharma AG
(portions of the exhibit have been omitted pursuant to a request for confidential treatment). (Filed as an exhibit to Form 10-Q for the quarter ended June 30, 2017 on July 26, 2017 and incorporated herein by reference.)
|
|||||||
10.37 |
Amendment No. 1 to the Exclusive License and Collaboration Agreement, dated April 21, 2017, by and between Amgen Inc. and Novartis Pharma AG
(portions of the exhibit have been omitted pursuant to a request for confidential treatment). (Filed as an exhibit to Form 10-Q for the quarter ended June 30, 2017 on July 26, 2017 and incorporated herein by reference.)
|
|||||||
10.38 |
Amendment No. 2 to the Exclusive License and Collaboration Agreement, dated April 21, 2017, by and between Amgen Inc. and Novartis Pharma AG
(portions of the exhibit have been omitted pursuant to a request for confidential treatment). (Filed as an exhibit to Form 10-Q for the quarter ended June 30, 2017 on July 26, 2017 and incorporated herein by reference.)
|
|||||||
10.39 |
Collaboration Agreement, dated April 21, 2017, by and between Amgen Inc. and Novartis Pharma AG
(portions of the exhibit have been omitted pursuant to a request for confidential treatment). (Filed as an exhibit to Form 10-Q for the quarter ended June 30, 2017 on July 26, 2017 and incorporated herein by reference.)
|
|||||||
10.40 |
Amendment No. 1 to the Collaboration Agreement, dated March 20, 2018, by and between Novartis Pharma AG and Amgen Inc.
(portions of the exhibit have been omitted pursuant to a request for confidential treatment). (Filed as an exhibit to Form 10-Q for the quarter ended March 31, 2018 on April 25, 2018 and incorporated herein by reference.)
|
|||||||
10.41 |
Amendment No. 2 to the Collaboration Agreement, dated August 19, 2020, by and between Amgen Inc. and Novartis Pharma AG
(portions of the exhibit have been omitted because they are both (i) not material and (ii) would be competitively harmful if publicly disclosed.) (Filed as an exhibit to Form 10-Q for the quarter ended September 30, 2020 on October 29, 2020 and incorporated herein by reference.)
|
|||||||
10.42 |
Collaboration Agreement, dated October 31, 2019, by and between Amgen Inc. and BeiGene Switzerland GmbH, a wholly-owned subsidiary of BeiGene, Ltd.
(portions of the exhibit have been omitted because they are both (i) not material and (ii) would be competitively harmful if publicly disclosed). (Filed as an exhibit to Form 10-K for the year ended December 31, 2019 on February 12, 2020 and incorporated herein by reference.)
|
|||||||
10.43 |
Guarantee, dated as of October 31, 2019, made by and among BeiGene, Ltd. and Amgen Inc.
(Filed as an exhibit to Form 10-K for the year ended December 31, 2019 on February 12, 2020 and incorporated herein by reference.)
|
|||||||
10.44 |
Share Purchase Agreement, dated October 31, 2019, by and between Amgen Inc. and BeiGene, Ltd.
(portions of the exhibit have been omitted because they are both (i) not material and (ii) would be competitively harmful if publicly disclosed). (Filed as an exhibit to Schedule 13D on January 8, 2020 and incorporated herein by reference.)
|
|||||||
10.45 |
Amendment No. 1 to Share Purchase Agreement, dated December 6, 2019, by and among BeiGene, Ltd. and Amgen Inc.
(Filed as an exhibit to Schedule 13D on January 8, 2020 and incorporated herein by reference.)
|
|||||||
10.46 |
Restated Amendment No. 2 to Share Purchase Agreement, dated September 24, 2020, by and among BeiGene, Ltd. and Amgen Inc.
(Filed as an exhibit to Form 10-Q for the quarter ended September 30, 2020 on October 29, 2020 and incorporated herein by reference.)
|
|||||||
10.47 |
Collaboration Agreement dated March 30, 2012 by and between Amgen Inc. and AstraZeneca Collaboration Ventures, LLC, a wholly owned subsidiary of AstraZeneca Pharmaceuticals LP
(portions of the exhibit have been omitted pursuant to a request for confidential treatment). (Filed as an exhibit to Form 10-Q for the quarter ended March 31, 2012 on May 8, 2012 and incorporated herein by reference.)
|
|||||||
10.48 |
Amendment No. 1 to the Collaboration Agreement, dated October 1, 2014, by and among Amgen Inc., AstraZeneca Collaboration Ventures, LLC and AstraZeneca Pharmaceuticals LP
(portions of the exhibit have been omitted pursuant to a request for confidential treatment). (Filed as an exhibit to Form 10-K for the year ended December 31, 2014 on February 19, 2015 and incorporated herein by reference.)
|
|||||||
10.49 |
Amendment Nos. 2 through 6 to the March 30, 2012 Collaboration Agreement between Amgen Inc. and AstraZeneca Collaboration Ventures, LLC, dated May 2 and 27 and October 2, 2016, January 31, 2018, and May 15, 2020, respectively
(portions of the exhibit have been omitted because they are both (i) not material and (ii) would be competitively harmful if publicly disclosed.) (Filed as an exhibit to Form 10-Q for the quarter ended June 30, 2020 on July 29, 2020 and incorporated herein by reference.)
|
|||||||
10.50 |
Amendment No. 7 to the Collaboration Agreement, dated December 18, 2020, by and between Amgen Inc. and AstraZeneca Collaboration Ventures, LLC
(portions of the exhibit have been omitted because they are both (i) not material and (ii) would be competitively harmful if publicly disclosed.) (Filed as an exhibit to Form 10-K for the year ended December 31, 2020 on February 9, 2021 and incorporated herein by reference.)
|
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31* | ||||||||
32** | ||||||||
101.INS | Inline XBRL Instance Document - The instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document. | |||||||
101.SCH* | Inline XBRL Taxonomy Extension Schema Document. | |||||||
101.CAL* | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | |||||||
101.DEF* | Inline XBRL Taxonomy Extension Definition Linkbase Document. | |||||||
101.LAB* | Inline XBRL Taxonomy Extension Label Linkbase Document. | |||||||
101.PRE* | Inline XBRL Taxonomy Extension Presentation Linkbase Document. | |||||||
104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
Amgen Inc. | ||||||||||||||
(Registrant) | ||||||||||||||
Date: | April 27, 2021 | By: |
/
S
/ PETER H. GRIFFITH
|
|||||||||||
Peter H. Griffith | ||||||||||||||
Executive Vice President and Chief Financial Officer | ||||||||||||||
(Principal Financial Officer) |
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
---|
DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
---|---|---|---|
Wanda M. Austin is the retired President and Chief Executive Officer of The Aerospace Corporation, a leading architect of the United States’ national security space programs, where she served from 2008 until her retirement in 2016. From 2004 to 2007, Dr. Austin was Senior Vice President, National Systems Group of The Aerospace Corporation. Dr. Austin joined The Aerospace Corporation in 1979 and served in various positions from 1979 until 2004. Dr. Austin was the Interim President of the University of Southern California, or USC, from 2018 to 2019 and has served as an Adjunct Research Professor at USC’s Viterbi School of Engineering since 2007. She is the co-founder of MakingSpace, Inc., where she serves as a motivational speaker on science, technology, engineering, and mathematics (STEM) education. Dr. Austin has been a director of Apple Inc., a manufacturer and seller of, among other things, personal computers and mobile and communication devices, since February 2024, serving on its Audit and Finance Committee. Dr. Austin has been a director of Chevron Corporation, a petroleum, exploration, production and refining company, since 2016 and lead independent director since 2022, serving as the Chair of the Board Nominating and Governance Committee and a member of the Management Compensation Committee. Dr. Austin served as a director of Virgin Galactic Holdings, Inc., a commercial space flight company, from 2019 until 2023, serving as the Chair of the Compensation Committee and a member of the Safety Committee. Dr. Austin is a life trustee of USC, having served as a voting trustee from 2010 to 2021, and previously served on the boards of directors of the National Geographic Society and the Space Foundation. Dr. Austin received an undergraduate degree from Franklin & Marshall College, a master’s degree from the University of Pittsburgh, and a doctorate from USC. She is a member of the National Academy of Engineering. Qualifications Our Board concluded that Dr. Austin should serve on our Board based on her leadership and management experience as a chief executive officer, her extensive background in science, technology, and government affairs in a highly regulated industry, and her board experience, including leadership roles at public company boards with global business operations. | |||
Robert A. Eckert is our lead independent director. Mr. Eckert has been an Operating Partner at FFL Partners, LLC (formerly known as Friedman Fleischer & Lowe, LLP), a private equity firm, since 2014. Mr. Eckert was the Chief Executive Officer of Mattel, Inc., a toy design, manufacturing, and marketing company, having held this position from 2000 through 2011, and its Chairman of the Board from 2000 through 2012. He was President and Chief Executive Officer of Kraft Foods Inc., a consumer packaged food and beverage company, from 1997 to 2000, Group Vice President from 1995 to 1997, President of the Oscar Mayer Foods Division from 1993 to 1995 and held various other senior executive and other positions from 1977 to 1992. Mr. Eckert has been a director of Levi Strauss & Co., a jeans and casual wear manufacturer, since 2010 and non-executive Chair of the Board since 2021, serving as the Chair of the Nominating, Governance and Corporate Citizenship Committee and a member of the Compensation and Human Capital Committee. Mr. Eckert also has served as a director of Uber Technologies, Inc., a personal mobility, meal delivery and logistics technology platform, since 2020, serving as the Chair of the Compensation Committee and a member of the Nominating and Governance Committee. Mr. Eckert served as a director of McDonald’s Corporation, a company that franchises and operates McDonald’s restaurants in the global restaurant industry, from 2003 until 2023, serving as a member of the Public Policy and Strategy Committee and the Governance Committee. He was appointed a director of Eyemart Express Holdings LLC, a privately held eyewear retailer and portfolio company of FFL Partners, LLC, in 2015. Mr. Eckert is on the Global Advisory Board of the Kellogg School of Management at Northwestern University and serves on the Eller College National Board of Advisors at the University of Arizona. Mr. Eckert received an undergraduate degree from the University of Arizona and a master’s degree in business administration from the Kellogg School of Management at Northwestern University. Qualifications Our Board concluded that Mr. Eckert should serve on our Board because of Mr. Eckert’s long-tenured and extensive experience as a chief executive officer, director, and board chair of large public companies, his broad international experience in marketing and business development, and his valuable governance and management leadership experience. | |||
Robert A. Bradway has served as our director since 2011 and Chairman of the Board since 2013. Mr. Bradway has been our President since 2010 and Chief Executive Officer since 2012. From 2010 to 2012, Mr. Bradway served as our Chief Operating Officer. Mr. Bradway joined Amgen in 2006 as Vice President, Operations Strategy and served as Executive Vice President and Chief Financial Officer from 2007 to 2010. Prior to joining Amgen, he was a Managing Director at Morgan Stanley in London where, beginning in 2001, he had responsibility for the firm's banking department and corporate finance activities in Europe. Mr. Bradway has been a director of The Boeing Company, an aerospace company and manufacturer of commercial airplanes and defense, space and securities systems, since 2016, serving as the Chair of the Governance and Public Policy Committee and a member of the Compensation Committee. He previously served as the Chair of the Finance Committee of Boeing from 2021 to 2024. Mr. Bradway has served on the board of trustees of USC since 2014. Mr. Bradway holds a bachelor’s degree in biology from Amherst College and a master’s degree in business administration from Harvard Business School. Qualifications Our Board concluded that Mr. Bradway should serve on our Board based on his thorough knowledge of all aspects of our business, combined with his leadership and management skills having previously served as our President and Chief Operating Officer and as our Chief Financial Officer, and board experience at large, highly regulated public companies. | |||
S. Omar Ishrak is the former Executive Chairman and Chairman of the Board of Medtronic plc, or Medtronic, a global medical technology company. Dr. Ishrak served as the Chairman and Chief Executive Officer of Medtronic from 2011 to April 2020 and was Executive Chairman until December 2020. Prior to joining Medtronic, he served as President and Chief Executive Officer of GE Healthcare Systems, a provider of medical imaging and diagnostic technology and a division of GE Healthcare, from 2009 to 2011. Dr. Ishrak was President and Chief Executive Officer of GE Healthcare Clinical Systems from 2005 to 2008 and President and Chief Executive Officer of GE Healthcare Ultrasound and BMD from 1995 to 2004. Dr. Ishrak has been a director of Intel Corporation, (1) a multinational corporation and technology company, since 2017, serving as a member of the Audit and Finance Committee and Corporate Governance and Nominating Committee; he was Chairman of its Board from 2020 until 2023. Dr. Ishrak has served as Co-Chairman and lead independent director, as well as a member of the Audit Committee and Nominating and Corporate Governance Committee, of Allurion Technologies, Inc., a weight loss platform combined with gastric balloon, since its merger in 2023 with Compute Health Acquisition Corporation, a special purpose acquisition company, where Dr. Ishrak served as Chairman of the Board of Directors from 2021 until its merger in 2023. Dr. Ishrak is a member of the Board of Trustees of the Asia Society, an educational organization dedicated to promoting mutual understanding and strong partnerships between Asia and the U.S. Since 2021, Dr. Ishrak has been a senior advisor to Blackstone Life Sciences, a segment of Blackstone Inc. that invests in the biopharmaceutical and medical technology industries. Dr. Ishrak was inducted into the American Institute for Medical and Biological Engineering College of Fellows in 2016, elected as a Fellow of King’s College London in 2017, inducted into the Bakken Society in 2020, and elected to the National Academy of Engineering in 2020. Dr. Ishrak received his undergraduate degree and doctorate from the University of London, King’s College. Qualifications Our Board concluded that Dr. Ishrak should serve on our Board based on Dr. Ishrak’s board and senior executive-level expertise, including his experience as chief executive officer of a global, highly regulated public company in the healthcare industry, his extensive background in medical technologies, manufacturing, international expertise and interest in Asia, and his management and leadership skills. | |||
Michael V. Drake has served as our director since 2022. Dr. Drake has been President of the University of California, a system of 10 campuses, five medical centers, and three nationally affiliated labs since 2020. (1) Dr. Drake previously served as President of The Ohio State University from 2014 to 2020. He was Chancellor and Distinguished Professor of Ophthalmology (School of Medicine) and Education (School of Education) of the University of California, Irvine, from 2005 to 2014, and served as Vice President for Health Affairs for the University of California system from 2000 to 2005. Prior to this, Dr. Drake was on the faculty of the University of California, San Francisco School of Medicine in various roles from 1979, and was the Steven P. Shearing Professor of Ophthalmology from 1998 to 2005 and Senior Associate Dean for Admissions and Extramural Academic Programs from 1998 to 2000. Dr. Drake received his undergraduate degree from Stanford University and his medical doctorate from the University of California, San Francisco. Qualifications Our Board concluded that Dr. Drake should serve on our Board based on his medical, healthcare and scientific background and his extensive management and leadership experience, including his more than two decades of leading and advancing two world-ranking academic systems where he has demonstrated his expertise at managing complex organizations. | |||
Mary E. Klotman has been Executive Vice President for Health Affairs of Duke University since 2023, Dean of the Duke University School of Medicine since 2017, and Chief Academic Officer of Duke Health since 2020. Dr. Klotman previously served as chair of the Department of Medicine in the Duke University School of Medicine from 2010 to 2017. She was the Irene and Dr. Arthur M. Fishberg Professor of Medicine at the Mount Sinai School of Medicine and served as chief of the Division of Infectious Diseases from 1997 to 2010. Dr. Klotman was also co-director of Mount Sinai’s Global Health and Emerging Pathogens Institute, a program designed to translate basic science discoveries into clinical therapeutics for newly emerging and re-emerging infectious diseases. Dr. Klotman was elected to the National Academy of Medicine in 2014 and the American Academy of Arts and Sciences in 2021. Dr. Klotman received both her undergraduate degree and her medical doctorate from Duke University. Qualifications Our Board concluded that Dr. Klotman should serve on our Board based on her broad medical and scientific background, including her expertise leading an important academic institution, her extensive scientific research, and important contributions as a clinician and physician-scientist. | |||
Greg C. Garland was the Executive Chairman of the board of directors of Phillips 66, a diversified energy manufacturing and logistics company, from July 2022 to May 2024, and chaired the Executive Committee. Mr. Garland served as Chairman and Chief Executive Officer of Phillips 66 from 2012 to June 2022. Prior to Phillips 66, Mr. Garland served as Senior Vice President of Exploration and Production, Americas of ConocoPhillips from 2010 to 2012. He was President and Chief Executive Officer of Chevron Phillips Chemical Company (now a joint venture between Phillips 66 and Chevron) from 2008 to 2010 and Senior Vice President, Planning and Specialty Products from 2000 to 2008. Mr. Garland served in various positions at Phillips Petroleum Company from 1980 to 2000. Mr. Garland received an undergraduate degree in Chemical Engineering from Texas A&M University. Mr. Garland is a member of the Engineering Advisory Council for Texas A&M University. He is a member of the Board of Visitors, and an Executive Committee Member of The University of Texas MD Anderson Cancer Center, a leading cancer research and treatment institution. He is a founding member of Houston’s CEO Against Cancer. Mr. Garland serves as Vice Chairman of the Barbara Bush Literacy Foundation. Qualifications Our Board concluded that Mr. Garland should serve on our Board because Mr. Garland’s experience as a chief executive officer and chairman has provided him with strong management experience overseeing complex multinational businesses operating in highly regulated industries as well as expertise in financial reporting, risk management, environmental issues, business transformations and capital markets. He has significant experience with public policy and government affairs through his service on numerous councils and associations including former Chair of the American Petroleum Institute and was appointed by two administrations to serve on the National Petroleum Council. | |||
Ellen J. Kullman is Executive Chair of the Board of Carbon, Inc., doing business as Carbon3D, Inc., a privately held 3D printing company, having held this position since 2022. Ms. Kullman served as President and Chief Executive Officer of Carbon, Inc. from 2019 to 2022, and has been a member of its board since 2016. She is the former President, Chair and Chief Executive Officer of E.I. du Pont de Nemours and Company, or DuPont, a science and technology-based company, where she served from 2009 to 2015. Prior to this, Ms. Kullman served as President of DuPont from 2008 to 2009. From 2006 through 2008, she served as Executive Vice President of DuPont. Prior to that, Ms. Kullman was Group Vice President, DuPont Safety and Protection. Ms. Kullman has been a director of Goldman Sachs Group, Inc., an investment banking firm, since 2016, chairing its Public Responsibilities Committee and serving on its Compensation and Corporate Governance and Nominating Committees. Ms. Kullman has been a director of Dell Technologies Inc., a technology company, since 2016, chairing its Nominating and Governance Committee and serving as lead independent director since 2023. Ms. Kullman served as a director of United Technologies Corporation, a technology products and services company, from 2011 until its merger with Raytheon Company in 2020, serving on its Compensation, Finance and Executive Committees and as lead director from 2018. Ms. Kullman served as a director of General Motors, from 2004 to 2008, serving on its Audit Committee. Ms. Kullman has served on the Board of Trustees of Northwestern University since 2016 and is a Trustee Emerita of Tufts University School of Engineering, having served on its Board of Advisors since 2006. She served as Chair of the US-China Business Council from 2013 to 2015. Since 2016, Ms. Kullman has been a member of the Temasek Americas Advisory Panel of Temasek Holdings (Private) Limited, a privately held investment company based in Singapore. Ms. Kullman received a bachelor of science in mechanical engineering degree from Tufts University and a master’s degree from the Kellogg School of Management at Northwestern University. Qualifications Our Board concluded that Ms. Kullman should serve on our Board based on her lengthy global experience as chief executive officer and board chair at both public and private companies, her management and leadership skills, and her experience with scientific operations, all of which provide valuable insight into the operations of our Company. | |||
Charles M. Holley, Jr. is the former Executive Vice President and Chief Financial Officer for Wal-Mart Stores, Inc., or Walmart, where he served from 2010 to 2015 and as Executive Vice President in January 2016. Prior to this, Mr. Holley served as Executive Vice President, Finance and Treasurer of Walmart from 2007 to 2010. From 2005 to 2006, he served as Senior Vice President of Walmart and prior to that, as Senior Vice President and Controller from 2003 to 2005. Mr. Holley served various roles in Wal-Mart International from 1994 through 2002. Prior to this, Mr. Holley served in various roles at Tandy Corporation. He spent more than ten years with Ernst & Young LLP. Mr. Holley was an Independent Senior Advisor, U.S. CFO Program, at Deloitte LLP, a privately held provider of audit, consulting, tax, and advisory services, from 2016 to 2019. Mr. Holley has been a director of Phillips 66, since 2019 and serves on the Audit and Finance Committee and the Public Policy and Sustainability Committee. Mr. Holley has also been a director of Carrier Global Corporation, a provider of heating, ventilating, air conditioning (HVAC), refrigeration, fire, and security solutions, since 2020 and chairs the Audit Committee and serves as a member of the Governance Committee. Mr. Holley is a lifetime member of the Advisory Council for the McCombs School of Business at the University of Texas at Austin and a member of the University of Texas Presidents’ Development Board. Mr. Holley received an undergraduate degree from the University of Texas at Austin and a master’s degree in business administration from the University of Houston. Qualifications Our Board concluded that Mr. Holley should serve on our Board based on his experience as a chief financial officer of a global public company, his financial acumen, and his management and leadership skills. Given his financial and leadership experience, Mr. Holley has been determined to be an Audit Committee financial expert by our Board. | |||
Brian J. Druker was the director of the Oregon Health & Science University, or OHSU, Knight Cancer Institute from 2007 to 2024. Dr. Druker joined OHSU in 1993 and is currently a physician-scientist and professor of medicine. Dr. Druker served as an associate dean for oncology of the OHSU School of Medicine from 2010 to 2024, and the JELD-WEN chair of leukemia research at OHSU since 2001. He was an investigator with the Howard Hughes Medical Institute, a nonprofit medical research organization, from 2002 to 2019. Dr. Druker has been a director of Vincerx Pharma, Inc., a biopharmaceutical company, since December 2020, and serves on its Nominating and Corporate Governance Committee. Dr. Druker has been a member of the scientific advisory board of Aptose Biosciences Inc., a biotechnology company, since 2013. Dr. Druker has been a consultant to GRAIL, Inc. (formerly known as GRAIL, LLC), a biotechnology company, since 2021, and served on its scientific advisory board, from 2016 to 2019. In 2011, he founded Blueprint Medicines Corporation, a biopharmaceutical company, and remains as a scientific advisor to this company. In 2006, he founded MolecularMD, a privately held molecular diagnostics company that was acquired by ICON plc in 2019. Dr. Druker has been a member of the board of directors of the Burroughs Wellcome Fund since 2018, an independent, private foundation supporting research and other scientific and education activities. Dr. Druker has received numerous awards, including the Lasker-DeBakey Clinical Research Award in 2009, the Japan Prize in Healthcare and Medical Technology in 2012, the Albany Medical Center Prize in 2013, and the Sjöberg Prize in 2019, for influential work in the development of STI571 (Gleevec ® ) for the treatment of chronic myeloid leukemia. He was elected to the National Academy of Sciences in 2012 as well as the National Academy of Medicine in 2007. Dr. Druker received both an undergraduate degree and his medical doctorate from the University of California, San Diego. Qualifications Our Board concluded that Dr. Druker should serve on our Board based on his extensive scientific research and expertise leading an important academic institution, conducting highly significant research in the area of oncology, and directly managing the care of cancer patients. | |||
Amy E. Miles was the Chief Executive Officer and a director of Regal Entertainment Group, Inc., or Regal Entertainment, a leading theatre exhibition company, having held these positions from 2009 through 2018, and its Chair of the Board from 2015 to 2018. From 2002 to 2009, Ms. Miles served as Executive Vice President, Chief Financial Officer and Treasurer of Regal Entertainment. Ms. Miles also served as Chief Executive Officer of Regal Cinemas, Inc., or Regal Cinemas, from 2009 to 2018, and its Executive Vice President, Chief Financial Officer and Treasurer from 2000 to 2009. Ms. Miles joined Regal Cinemas in 1999 as Senior Vice President of Finance. Previously, Ms. Miles was with Deloitte & Touche, LLP and PricewaterhouseCoopers LLP. Ms. Miles has been a director of The Gap, Inc., an apparel retail company, since 2020, and chairs the Audit and Finance Committee and is a member of the Governance and Sustainability Committee. Ms. Miles has also been a director of Carrier Global Corporation since January 2025 and serves as a member of the Audit and Governance Committees. Ms. Miles was a director of Norfolk Southern Corporation, a transportation company, from 2014 to 2024 and non-executive Chair of the Board and Chair of the Executive Committee from 2022 to 2024. Ms. Miles was a director of National CineMedia, Inc., a cinema advertising company, from 2011 to 2015. She was a director of Townsquare Media, Inc., a radio, digital media, entertainment, and digital marketing solutions company, from 2014 until 2016. Ms. Miles serves on the board of trustees of the Boys and Girls Club of Eastern Tennessee. Ms. Miles received an undergraduate degree from the University of Tennessee. Qualifications Our Board concluded that Ms. Miles should serve on our Board based on Ms. Miles’ board and senior executive-level expertise, including her experience as chief executive officer and chief financial officer of a large public company and her extensive finance, accounting, and management expertise in marketing and strategic planning, and public board experience. Given her leadership and financial experience, Ms. Miles has been determined to be an Audit Committee financial expert by our Board. |
Name and
|
Year |
Salary
|
Bonus
|
Stock
|
Option
|
Non-Equity
|
All Other
|
Total
|
|
Robert A. Bradway |
2024 |
1,869,242 |
0 |
12,599,930 |
5,399,991 |
3,845,000 |
714,332 |
24,428,495 |
|
Chief Executive Officer |
2023 |
1,786,977 |
0 |
11,138,503 |
4,773,714 |
4,264,000 |
680,456 |
22,643,650 |
|
and President |
2022 |
1,722,300 |
0 |
11,138,544 |
4,773,714 |
3,122,000 |
643,175 |
21,399,733 |
|
Murdo Gordon |
2024 |
1,197,268 |
0 |
3,709,504 |
1,589,966 |
1,642,000 |
334,762 |
8,473,500 |
|
Executive Vice President, |
2023 |
1,144,623 |
0 |
3,499,708 |
1,499,969 |
1,821,000 |
277,511 |
8,242,811 |
|
Global Commercial Operations |
2022 |
1,103,277 |
0 |
3,499,679 |
1,499,985 |
1,333,000 |
281,285 |
7,717,226 |
|
David M. Reese |
2024 |
1,268,615 |
0 |
3,359,613 |
1,439,984 |
1,740,000 |
318,610 |
8,126,822 |
|
Executive Vice President, |
2023 |
1,212,823 |
0 |
3,149,928 |
1,349,985 |
1,929,000 |
260,919 |
7,902,655 |
|
and Chief Technology Officer |
2022 |
1,158,846 |
0 |
3,149,736 |
1,349,995 |
1,397,000 |
277,547 |
7,333,124 |
|
Peter H. Griffith |
2024 |
1,133,633 |
0 |
3,359,613 |
1,439,984 |
1,555,000 |
318,581 |
7,806,811 |
|
Executive Vice President |
2023 |
1,083,762 |
0 |
3,149,928 |
1,349,985 |
1,724,000 |
261,623 |
7,569,298 |
|
and Chief Financial Officer |
2022 |
1,044,492 |
0 |
3,149,736 |
1,349,995 |
1,262,000 |
267,512 |
7,073,735 |
|
James E. Bradner |
2024 |
1,214,331 |
1,021,429 |
9,528,772 |
1,289,932 |
1,661,000 |
198,917 |
14,914,381 |
|
Executive Vice President, |
|
|
|
|
|
|
|
|
|
Research and Development |
|
|
|
|
|
|
|
|
|
Price
Yield
Owner | Position | Direct Shares | Indirect Shares |
---|---|---|---|
AMGEN INC | - | 35,368,700 | 0 |
Bradway Robert A | - | 641,734 | 0 |
Bradway Robert A | - | 400,188 | 90,000 |
Santos Esteban | - | 65,676 | 820 |
REESE DAVID M | - | 54,164 | 0 |
Gordon Murdo | - | 44,308 | 0 |
Gordon Murdo | - | 44,186 | 0 |
REESE DAVID M | - | 36,922 | 0 |
Graham Jonathan P | - | 28,987 | 0 |
Graham Jonathan P | - | 28,078 | 0 |
Bradner James E. | - | 22,393 | 0 |
Grygiel Nancy A. | - | 10,874 | 98 |
Miller Derek | - | 8,544 | 0 |
Grygiel Nancy A. | - | 7,210 | 102 |
Austin Wanda M | - | 6,544 | 0 |
Busch Matthew C. | - | 5,117 | 0 |
Drake Michael V | - | 3,738 | 0 |