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AstraZeneca (Nasdaq: AZN) moves to delist ADS and multiple notes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
25

Rhea-AI Filing Summary

AstraZeneca PLC and AstraZeneca Finance LLC have filed Form 25 to voluntarily remove multiple securities from listing and registration on The Nasdaq Stock Market. The filing covers AstraZeneca American Depositary Shares representing one half of an ordinary share of 25¢ each, the underlying ordinary shares, and a wide range of AstraZeneca and AstraZeneca Finance senior notes with maturities from 2026 through 2051, many of which carry guarantees by AstraZeneca PLC. The companies certify they have complied with Nasdaq’s rules and the requirements of SEC Rule 12d2-2(c) for voluntary withdrawal, and the notification is signed by AstraZeneca PLC’s Company Secretary and an AstraZeneca Finance LLC Director on January 30, 2026.

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Insights

AstraZeneca and its finance arm are voluntarily delisting ADS and debt from Nasdaq.

AstraZeneca PLC and AstraZeneca Finance LLC submitted a Form 25 to remove several classes of securities from Nasdaq listing and registration. The move is described as a voluntary withdrawal under SEC Rule 12d2-2(c), indicating issuer‑initiated delisting rather than an exchange enforcement action.

The filing lists American Depositary Shares linked to ordinary shares and numerous fixed‑rate notes maturing between 2026 and 2051, many guaranteed by AstraZeneca PLC. The breadth of instruments suggests a coordinated change in how these securities are listed and regulated, though the rationale is not detailed in the text.

Because this document focuses on the technical step of withdrawing from Nasdaq under the Exchange Act, it does not address alternative trading venues, continuing obligations elsewhere, or any financial impact. Future company communications or filings would typically clarify how and where these securities will trade after Nasdaq removal.

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 25

 

NOTIFICATION OF REMOVAL FROM LISTING AND/OR
REGISTRATION UNDER SECTION 12(b) OF THE
SECURITIES EXCHANGE ACT OF 1934.

 

001-11960 001-40452
Commission File Number

 

AstraZeneca PLC

The Nasdaq Stock Market LLC

 

AstraZeneca Finance LLC

The Nasdaq Stock Market LLC

(Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or registered)

 

1 Francis Crick Avenue

Cambridge Biomedical Campus

Cambridge CB2 0AA

England

Tel: +44-20-3749-5000

1209 Orange Street

Wilmington, Delaware 19801

United States of America

Tel: +1-800-677-3394

(Address, including zip code, and telephone number, including area code, of Issuer’s principal executive offices)

 

American Depositary Shares, each representing one half of an Ordinary Share of 25¢ each

Ordinary Shares of 25¢ each

0.700% Notes due 2026

1.200% Notes due 2026 (and the guarantee of AstraZeneca PLC related thereto)

4.800% Notes due 2027 (and the guarantee of AstraZeneca PLC related thereto)

3.125% Notes due 2027

4.875% Notes due 2028 (and the guarantee of AstraZeneca PLC related thereto)

1.750% Notes due 2028 (and the guarantee of AstraZeneca PLC related thereto)

4.000% Notes due 2029

4.850% Notes due 2029 (and the guarantee of AstraZeneca PLC related thereto)

4.900% Notes due 2030 (and the guarantee of AstraZeneca PLC related thereto)

1.375% Notes due 2030

4.900% Notes due 2031 (and the guarantee of AstraZeneca PLC related thereto)

2.250% Notes due 2031 (and the guarantee of AstraZeneca PLC related thereto)

4.875% Notes due 2033 (and the guarantee of AstraZeneca PLC related thereto)

5.000% Notes due 2034 (and the guarantee of AstraZeneca PLC related thereto)

6.450% Notes due 2037

4.000% Notes due 2042

4.375% Notes due 2045

4.375% Notes due 2048

2.125% Notes due 2050

3.000% Notes due 2051

(Description of class of securities)

 

Please place an X in the box to designate the rule provision relied upon to strike the class of securities from listing and registration:

 

¨ 17 CFR 240.12d2-2(a)(1)

 

¨ 17 CFR 240.12d2-2(a)(2)

 

¨ 17 CFR 240.12d2-2(a)(3)

 

¨ 17 CFR 240.12d2-2(a)(4)

 

¨ Pursuant to 17 CFR 240.12d2-2(b), the Exchange has complied with its rules to strike the class of securities from listing and/or withdraw registration on the Exchange.

 

x Pursuant to 17 CFR 240.12d2-2(c), the Issuer has complied with the rules of the Exchange and the requirements of 17 CFR 240.12d2-2(c) governing the voluntary withdrawal of the class of securities from listing and registration on the Exchange.

 

 

 

 

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, each of AstraZeneca PLC and AstraZeneca Finance LLC certifies that it has reasonable grounds to believe that it meets all of the requirements for filing the Form 25 and has caused this notification to be signed on its behalf by the undersigned duly authorized person.

 

  ASTRAZENECA PLC
     
Date: January 30, 2026 By: /s/ Matthew Bowden
    Name: Matthew Bowden
    Title:   Company Secretary

 

  ASTRAZENECA FINANCE LLC
     
Date: January 30, 2026 By: /s/ Mike Elloian
    Name: Mike Elloian
    Title:   Director

 

 

 

FAQ

What did AstraZeneca (AZN) file with the SEC in this Form 25?

AstraZeneca PLC and AstraZeneca Finance LLC filed a Form 25 to voluntarily remove certain securities from listing and registration on The Nasdaq Stock Market, in accordance with SEC Rule 12d2-2(c) governing voluntary withdrawals by issuers.

Which AstraZeneca (AZN) securities are being removed from Nasdaq listing?

The filing covers AstraZeneca American Depositary Shares representing one half of an ordinary share of 25¢, the underlying ordinary shares, and numerous fixed-rate notes maturing between 2026 and 2051, some guaranteed by AstraZeneca PLC, all listed on The Nasdaq Stock Market.

Is AstraZeneca’s Nasdaq delisting described as voluntary in this Form 25?

Yes. The notification states the issuers have complied with exchange rules and the requirements of 17 CFR 240.12d2-2(c), which specifically govern the voluntary withdrawal of a class of securities from listing and registration by the issuer.

Who signed AstraZeneca’s Form 25 delisting notification?

For AstraZeneca PLC, Company Secretary Matthew Bowden signed the notification. For AstraZeneca Finance LLC, Mike Elloian, serving as Director, signed on its behalf. Both signatures are dated January 30, 2026, indicating authorized execution of the filing.

Does the AstraZeneca (AZN) Form 25 cover AstraZeneca Finance LLC notes?

Yes. Multiple AstraZeneca Finance LLC notes are listed, including issues maturing from 2026 through 2051, many described as having guarantees from AstraZeneca PLC. These classes are included in the voluntary removal from Nasdaq listing and registration.

What SEC rule is cited for AstraZeneca’s Nasdaq delisting process?

The document cites 17 CFR 240.12d2-2(c), the SEC rule governing voluntary withdrawal of a class of securities from listing and registration. It confirms the issuers complied with Nasdaq’s rules and the rule’s requirements for initiating this delisting process.
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