Bristol-Myers Squibb Co SEC Filings

Bristol Myers Squibb, through BMS Ireland Capital Funding DAC, completed a euro‑denominated senior notes offering guaranteed by the company. The issuance includes €750,000,000 of 2.973% notes due 2030, €1,150,000,000 of 3.363% notes due 2033, €1,150,000,000 of 3.857% notes due 2038, €750,000,000 of 4.289% notes due 2045, and €1,200,000,000 of 4.581% notes due 2055. Interest is payable each November 10, beginning in 2026, with make‑whole call spreads of +10 to +20 bps by tranche, and the issuer may redeem the notes at its option on stated terms.

The company intends to use the net proceeds, together with approximately $3.0 billion of cash on hand, to fund a cash tender offer for various outstanding Bristol Myers Squibb notes and/or other repurchase, repayment or redemption of those notes, pay related fees and expenses, and, to the extent of any remainder, for general corporate purposes.

Bristol-Myers Squibb, through BMS Ireland Capital Funding DAC, is issuing a €5,000,000,000 multi-tranche euro notes offering fully and unconditionally guaranteed by Bristol-Myers Squibb Company. The notes comprise €750,000,000 2.973% due 2030, €1,150,000,000 3.363% due 2033, €1,150,000,000 3.857% due 2038, €750,000,000 4.289% due 2045, and €1,200,000,000 4.581% due 2055. Interest is paid annually on November 10, beginning November 10, 2026.

The company estimates net proceeds of approximately $5.70 billion and plans to use them, together with about $3.0 billion of cash on hand, to fund a concurrent tender offer for various outstanding Bristol-Myers Squibb notes, pay related fees and expenses, and for general corporate purposes to the extent of any remaining proceeds. The offering is not contingent on consummation of the tender offer.

The notes are senior unsecured obligations of the issuer, guaranteed on a senior unsecured basis by the parent, include optional redemption (with make‑whole prior to par call dates), and a tax redemption. The issuer intends to apply to list the notes on the NYSE; there is no obligation to maintain a listing.

Bristol Myers Squibb (BMY) reported an insider equity award. EVP and Chief Commercial Officer Adam Lenkowsky filed a Form 4 showing an award of 22,568 restricted stock units on November 3, 2025. Each RSU converts into one share of common stock upon vesting, which occurs in three equal annual installments beginning November 3, 2026.

Following the reported transactions, Lenkowsky’s beneficial ownership includes 12,439 shares held directly, 5,772.35 shares through the BMS Savings and Investment Program (based on a recent 401(k) statement), and 5,723.157 shares held by spouse.

Bristol Myers Squibb (BMY) disclosed insider equity activity by CEO and Director Christopher Boerner. On 11/01/2025, 2,964 shares of common stock were acquired at $0 upon vesting of market share units. A 544‑share downward adjustment was recorded due to the performance factor, and 1,238 shares were withheld at $46.07 to cover taxes.

Following these transactions, the CEO directly held 1,182 shares. He also reported 125,439 shares held indirectly in a Spousal Lifetime Access Trust (SLAT). Derivative holdings show 5,930 market share units remaining. The award vests in four equal annual tranches, and payout is tied to a performance-based factor ranging from 80% to 225% based on 10-day average stock prices at grant and measurement dates.

Bristol-Myers Squibb (BMY) executive Gregory Scott Meyers reported routine equity activity. On 11/01/2025, he acquired 6,281 shares of common stock at $0 upon vesting of restricted stock units and had 2,665 shares withheld at $46.07 to cover taxes.

Following these transactions, he beneficially owns 19,718 common shares directly and holds 12,562 RSUs after the event. The RSUs were granted on 11/01/2024 and vest in three equal annual installments beginning 11/01/2025. His role is EVP, Chief Digital & Tech Officer.

Bristol Myers Squibb (BMY) reported insider equity activity by EVP, Chief Supply Chain & Ops, Karin Shanahan. On 11/01/2025, 6,281 restricted stock units converted into common stock at $0 (code M). To cover taxes, 3,213 shares were withheld at $46.07 (code F).

Following these transactions, direct holdings were 16,865 shares, with an additional 1,278.692 shares held indirectly via the BMS Savings and Investment Program. Outstanding awards included 12,562 restricted stock units after the event. The RSU grant vests in three equal annual installments beginning on November 1, 2025, with each unit converting into one share upon vesting.

Bristol Myers Squibb announced the commencement of cash tender offers to purchase certain of its outstanding notes for an aggregate purchase price of up to $7 billion, subject to the Pool 1 Maximum and Pool 2 Maximum.

The offers are being made only pursuant to the Company’s Offer to Purchase dated November 3, 2025, which sets forth the detailed terms and conditions. A related press release is furnished as Exhibit 99.1.

Bristol-Myers Squibb (BMY): Ownership update. JPMorgan Chase & Co. filed an amended Schedule 13G reporting beneficial ownership of 81,890,781 shares, representing 4.0% of BMY’s common stock as of 09/30/2025.

The filing lists 71,741,508 shares with sole voting power and 790,804 with shared voting power. It also reports 81,264,020 shares with sole dispositive power and 625,305 with shared dispositive power. JPMorgan certified the securities were acquired and are held in the ordinary course of business and not to change or influence control.

Bristol Myers Squibb (BMY) reported stronger Q3 2025 results. Total revenues were $12.222 billion versus $11.892 billion a year ago, and diluted EPS rose to $1.08 from $0.60. Net earnings attributable to BMS were $2.201 billion.

The Growth Portfolio generated $6.857 billion, led by Opdivo $2.532 billion, Orencia $964 million, Yervoy $739 million, and newer brands like Reblozyl $615 million, Breyanzi $359 million, Camzyos $296 million, and Opdualag $299 million. The Legacy Portfolio totaled $5.365 billion: Eliquis $3.746 billion grew, while Revlimid fell to $575 million and Pomalyst/Imnovid to $675 million.

Operating cash flow for the first nine months reached $12.182 billion, cash and equivalents increased to $15.726 billion, and long‑term debt was $44.469 billion. The company recorded Q3 Acquired IPRD of $633 million and highlighted strategic moves: a $1.5 billion upfront to BioNTech, a $350 million upfront to Philochem, and a $250 million milestone to SystImmune. BMS completed the 2seventy bio acquisition for $287 million and announced an agreement to acquire Orbital Therapeutics for $1.5 billion, subject to customary closing conditions. Restructuring charges are expected to total approximately $2.5 billion through 2027, with $1.6 billion incurred to date.