IQV 10-K Annual Report Dec. 31, 2023 | Alphaminr

IQV 10-K Fiscal year ended Dec. 31, 2023

IQVIA HOLDINGS INC.
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 1C. CybersecurityItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of EquityItem 6. [reserved]Item 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3.1 Amended and Restated Certificate of Incorporation of IQVIA Holdings Inc., effective April 18, 2023. 8-K 001-35907 3.1 April 18, 2023 3.2 Amended and Restated Bylaws of IQVIA Holdings Inc., effective April 18, 2023. 8-K 001-35907 3.1 April 18, 2023 4.1 Description of the Company's Securities 4.2 Indenture, dated as of September 28, 2016, among Quintiles IMS Incorporated, theGuarantors listed therein and U.S. Bank National Association, as Trustee. 8-K 001-35907 4.1 October 3, 2016 4.3 Indenture, dated September 14, 2017, among Quintiles IMS Incorporated, as Issuer, U.S. Bank National Association, as trustee of the Notes, and certain subsidiaries of the Issuer as guarantorsU.S. Bank National Association, as trustee of the Notes, and certain subsidiaries of the Issuer as guarantors. 8-K 001-35907 4.1 September 19, 2017 4.4 Indenture, dated May 10, 2019, among IQVIA Inc., as Issuer, U.S. Bank National Association, as trustee of the Notes and certain subsidiaries of the Issuer, as guarantorsAssociation, as trustee of the Notes and certain subsidiaries of the Issuer, as guarantors. 8-K 001-35907 4.1 May 10, 2019 4.5 Indenture, dated August 13, 2019, among IQVIA Inc., as Issuer, U.S. Bank National Association, as trustee of the Notes and certain subsidiaries of the Issuer, as guarantorsAssociation, as trustee of the Notes and certain subsidiaries of the Issuer, as guarantors. 8-K 001-35907 4.1 August 13, 2019 4.6 Indenture, dated June 24, 2020, among IQVIA Inc., as Issuer, U.S. Bank NationalAssociation, as trustee of the Notes and certain subsidiaries of the Issuer, as guarantors. 8-K 001-35907 4.1 June 24, 2020 4.7 Indenture, dated March 3, 2021, among IQVIA Inc., as Issuer, U.S. Bank NationalAssociation, as trustee of the Notes and certain subsidiaries of the Issuer, as guarantors. 8-K 001-35907 4.1 March 3, 2021 4.8 Amended and Restated Indenture, dated December 19, 2023, among IQVIA Inc., as Issuer, U.S. Bank Trust Company, National Association, as trustee of the 5.700% Senior Secured Notes due 2028 and the Company and certain subsidiaries of the Issuer as guarantors. S-4 001-35907 4.8 January 5, 2024 4.9 Amended and Restated Indenture, dated December 19, 2023, among IQVIA Inc., as Issuer, U.S. Bank Trust Company, National Association, as trustee of the 6.250% Senior Secured Notes due 2029 and the Company and certain subsidiaries of the Issuer as guarantors. S-4 001-35907 4.9 January 5, 2024 10.1 Fifth Amended and Restated Credit Agreement, dated as of August 25, 2021, by andamongIQVIA Inc., IQVIA RDS Inc., IQVIA AG, IQVIA Solutions Japan K.K., IQVIA Holdings Inc., the Guarantors party thereto and the Lenders party thereto (Annex A to Exhibit 10.1 filed August 25, 2021). 8-K 001-35907 10.1 August 25, 2021 10.2 Amendment No. 1 to Fifth Amended and Restated Credit Agreement, dated June 16, 2022, among IQVIA Inc., IQVIA Holdings Inc., IQVIA RDS Inc. the other guarantors party thereto, Bank of America, N.A. as administrative agent and as collateral agent, and the Lenders party thereto. 8-K 001-35907 10.1 June 16, 2022 10.3 Amendment No. 2 to Fifth Amended and Restated Credit Agreement, dated April 17, 2023, among IQVIA Inc., IQVIA Holdings Inc., IQVIA RDS Inc., IQVIA AG, IQVIA Japan K.K., the other guarantors party thereto, Bank of America, N.A. as administrative agent and as collateral agent, and the Lenders party thereto. 8-K 001-35907 10.1 April 18, 2023 10.4 Amendment No. 3 to Fifth Amended and Restated Credit Agreement, dated November 28, 2023, among IQVIA Inc., IQVIA Holdings Inc., IQVIA RDS Inc., IQVIA AG, IQVIA Solutions Japan LLC, the other guarantors party thereto, Bank of America, N.A. as administrative agent and as collateral agent, and the Lenders party thereto. 8-K 001-35907 10.1 November 23, 2023 10.5 Amended and Restated Pledge and Security Agreement, dated as of March 17, 2014, among Healthcare Technology Intermediate Holdings, Inc., IMS Health Incorporated, each of the grantors party thereto, and Bank of America, N.A., as Administrative Agent. IMSHealth S-1/A 333-193159 10.33 March 24, 2014 10.6 U.S. Guaranty, dated as of March 17, 2014, among Healthcare Technology IntermediateHoldings, Inc., as Holdings, IMS Health Incorporated, as Parent Borrower,the other Guarantors party thereto from time to time, and Bank of America, N.A., as AdministrativeAgent. IMSHealth S-1/A 333-193159 10.34 March 24, 2014 10.7 Formof Director Indemnification Agreement. S-1/A 333-186708 10.13 April 19, 2013 10.8 Form of Indemnification Agreement with each of the non-management directors of Quintiles IMS HoldingsInc. 8-K 001-35907 10.8 October 3, 2016 10.9 FormofConfidentiality and Restrictive CovenantsAgreement 10.10 Work Product AssignmentAgreement 10.11 QuintilesTransnational Holdings Inc. 2013 Stock Incentive Plan. S-1/A 333-186708 10.22 April 19, 2013 10.12 Form of Award Agreement Awarding Stock Appreciation Rights under the Quintiles IMSHoldings, Inc. 2013 Stock Incentive Plan effective February 2017. 10-K 001-35907 10.41 February 16, 2017 10.13 Quintiles IMS Holdings, Inc. Defined Contribution Executive Retirement Plan. 8-K 001-35907 10.7 October 3, 2016 10.14 IMSHealth Incorporated Defined Contribution Executive Retirement Plan, as amendedandrestated. IMS Health S-1 333-193159 10.10 January 2, 2014 10.15 First Amendment to the IMS Health Incorporated Retirement Excess Plan, dated March 17,2009. IMS Health S-1 333-193159 10.12 January 2, 2014 10.16 Second Amendment to the IMS Health Incorporated Retirement Excess Plan, dated December 8,2009. IMS Health S-1 333-193159 10.13 January 2, 2014 10.17 ThirdAmendment to the IMS Health Incorporated Retirement Excess Plan, dated April5,2011. IMS Health S-1 333-193159 10.14 January 2, 2014 10.18 Fourth Amendment to the IMS Health Incorporated Retirement Excess Plan (effective May 3,2016). IMS Health 10-Q 001-36381 10.3 July 28, 2016 10.19 IMS Health Incorporated Retirement Plan, as amended and restated effective January 1, 2020 10.20 QuintilesIMS Holdings, Inc. 2014 Incentive and Stock Award Plan. 8-K 001-35907 10.6 October 3, 2016 10.21 Formof IMS Stock Appreciation Rights Agreement under the 2014 Incentive and StockAwardPlan. IMS Health 8-K 001-36381 10.1 February 10, 2015 10.23 Form of Award Agreement Awarding Stock Appreciation Rights under the QuintilesIMS Holdings, Inc. 2017 Incentive and Stock Award Plan effective April 2017. 10-Q 001-35907 10.8 May 8, 2017 10.24 Form of Award Agreement Awarding Performance Shares under the Quintiles IMSHoldings, Inc. 2017 Incentive and Stock Award Plan effective April 2017. 10-Q 001-35907 10.9 May 8, 2017 10.25 Form of Award Agreement Awarding Restricted Stock Units under the Quintiles IMSHoldings, Inc. 2017 Incentive and Stock Award Plan effective April 2017. 10-Q 001-35907 10.1 May 8, 2017 10.26 IQVIA Inc. Employee Protection Plan and Summary Plan Description, as amended and restated effective July 1, 2023. 10-Q 001-35907 10.1 August 1, 2023 10.27 IQVIA Savings Equalization Plan, effective January 1, 2018. 10.28 IQVIA Elective Deferred Compensation Plan, as amended and restated. 10.29 IQVIA Holdings Inc. Non-Employee Director Deferral Plan, effective January 1, 2017 (amended November 9, 2023). 10.30 Amendedand Restated Employment Agreement between IQVIA Holdings Inc. and Ari Bousbib, dated February 18, 2019. 10-K 001-35907 10.6 February 19, 2019 10.31 Stock Appreciation Rights Agreement between IMS Health Holdings, Inc. and AriBousbib, dated February 10, 2015. IMS Health 10-K 001-36381 10.34 February 19, 2016 10.32 AmendmentNo. 1, dated December 31, 2015, to Stock Appreciation Rights Agreement between IMS Health Holdings, Inc. and Ari Bousbib dated February 10, 2015. IMS Health 10-K 001-36381 10.35 February 19, 2016 10.33 Letter Agreement between the Company and Eric Sherbet, effective on March 1, 2018. 10-K 001-35907 10.72 February 19, 2019 10.34 Letter Agreement between the Company and Ronald Bruehlman, effective on August 1, 2020. 10-Q 001-35907 10.10 October 22, 2020 10.35 Letter Agreement between the Company and W. Richard Staub, effective onSeptember 25, 2023. 10.36 Registration Rights Agreement, dated May 23, 2023, among IQVIA Inc., IQVIA Holdings Inc., certain subsidiaries of the Issuer as guarantors, and Goldman Sachs & Co. LLC as representative of the several initial purchasers. S-4 001-35907 10.1 January 5, 2024 10.37 Registration Rights Agreement, dated November 28, 2023, among IQVIA Inc., IQVIA Holdings Inc., certain subsidiaries of the Issuer as guarantors, and J.P. Morgan Securities LLC as representative of the several initial purchasers. S-4 001-35907 10.2 January 5, 2024 21.1 List of Subsidiaries of IQVIA Holdings Inc. 22.1 List of Subsidiary Guarantors and Affiliates who Collateralize the Companys Securities S-4 001-35907 22.1 January 5, 2023 23.1 Consent of PricewaterhouseCoopers LLP. 31.1 Certification of Chief Executive Officer, pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2 Certification of Executive Vice President and Chief Financial Officer, pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32.1 Certification of Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 32.2 Certification of Executive Vice President and Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 97.1 Restatement Recovery Policy, dated November 9, 2023.