Gilead Sciences filings document material events, operating results, governance matters and capital-structure disclosures for a Delaware biopharmaceutical company whose common stock trades as GILD on the Nasdaq Global Select Market. Form 8-K reports furnish quarterly and annual financial results, including GAAP and non-GAAP measures and reconciliations, and disclose completed acquisition activity affecting oncology pipeline assets.
Proxy and annual meeting filings record director elections, auditor ratification and shareholder voting outcomes. Other current reports cover executive and governance changes, Regulation FD disclosures, material agreements, and formal exhibits tied to Gilead’s virology and oncology business, including clinical or regulatory disclosure categories when they are part of the company’s public reporting.
Daniel O'Day reported a Form 144 notice to sell securities related to GILD. The notice lists an intended sale of 10,000 performance shares with an offering date of 02/03/2026 through Morgan Stanley Smith Barney LLC. The form also discloses three sales completed earlier: 115,640 shares for $17,346,000 on 02/05/2026, 10,000 shares for $1,447,859 on 02/27/2026, and 10,000 shares for $1,368,162 on 03/27/2026.
Gilead Sciences has completed its acquisition of Arcellx, gaining full control of anitocabtagene autoleucel (anito-cel), an investigational BCMA-directed CAR T therapy for multiple myeloma. Gilead is paying $115 in cash per Arcellx share plus a non-transferable $5 contingent value right (CVR) per share.
The deal implies total equity value of about $7.8 billion and required roughly $7.1 billion of cash to close, including equity awards and related payments. About 38.8 million Arcellx shares, representing 77.2% of outstanding shares, were tendered before a follow-on merger made Arcellx a wholly owned Gilead subsidiary.
The CVR pays $5 in cash per share if cumulative global net sales of anito-cel reach $6.0 billion from launch through the end of 2029. Gilead expects to account for the transaction as an asset acquisition and estimates the deal will reduce 2026 diluted EPS by approximately $5.57 to $5.67, be modestly dilutive in 2026 and 2027 excluding acquired R&D, and become accretive in 2028 and later if anito-cel receives FDA approval.
Arcellx, Inc. agreed to be acquired by Gilead Sciences, Inc.; Purchaser accepted tendered shares and will consummate the merger.
The Offer expired April 27, 2026, with 38,795,604 shares validly tendered, representing approximately 77.2% of shares outstanding as of expiration. Purchaser accepted for payment all validly tendered shares and expects to complete the merger on April 28, 2026 under the Merger Agreement using Section 251(h) of the DGCL. At the effective time, each issued and outstanding share (other than specified exclusions) will be converted into $115.00 in cash plus one contingent value right (CVR) entitling holders to a possible $5.00 payment payable March 31, 2030, subject to cumulative worldwide sales of anito-cel exceeding $6.0 billion on or prior to December 31, 2029. Shares will be delisted and Arcellx intends to suspend Exchange Act reporting following the merger.
Arcellx, Inc. agreed to be acquired by Gilead Sciences, Inc.; Purchaser accepted tendered shares and will consummate the merger.
The Offer expired April 27, 2026, with 38,795,604 shares validly tendered, representing approximately 77.2% of shares outstanding as of expiration. Purchaser accepted for payment all validly tendered shares and expects to complete the merger on April 28, 2026 under the Merger Agreement using Section 251(h) of the DGCL. At the effective time, each issued and outstanding share (other than specified exclusions) will be converted into $115.00 in cash plus one contingent value right (CVR) entitling holders to a possible $5.00 payment payable March 31, 2030, subject to cumulative worldwide sales of anito-cel exceeding $6.0 billion on or prior to December 31, 2029. Shares will be delisted and Arcellx intends to suspend Exchange Act reporting following the merger.
Gilead Sciences, Inc., through its wholly owned subsidiary Ravens Sub, Inc., is offering to purchase all outstanding shares of Arcellx, Inc. at $115.00 per share in cash plus one contingent value right (CVR) that may pay $5.00 on March 31, 2030 if cumulative worldwide sales of anito-cel exceed $6.0 billion on or prior to December 31, 2029.
The amendment states that all required regulatory approvals under the merger agreement have been obtained and the offer expiration was extended to 5:00 p.m. Eastern Time on April 27, 2026. As of 4:00 p.m. ET on April 16, 2026, approximately 10,271,823 shares were validly tendered and not withdrawn, representing about 17.5% of outstanding shares.
Gilead Sciences, Inc., through its wholly owned subsidiary Ravens Sub, Inc., is offering to purchase all outstanding shares of Arcellx, Inc. at $115.00 per share in cash plus one contingent value right (CVR) that may pay $5.00 on March 31, 2030 if cumulative worldwide sales of anito-cel exceed $6.0 billion on or prior to December 31, 2029.
The amendment states that all required regulatory approvals under the merger agreement have been obtained and the offer expiration was extended to 5:00 p.m. Eastern Time on April 27, 2026. As of 4:00 p.m. ET on April 16, 2026, approximately 10,271,823 shares were validly tendered and not withdrawn, representing about 17.5% of outstanding shares.
Gilead Sciences’ Chief Financial Officer Andrew D. Dickinson reported an open-market sale of company stock. On this Form 4, he sold 3,000 shares of Gilead Sciences common stock at a price of $140.96 per share.
The transaction was executed under a pre-arranged Rule 10b5-1 trading plan adopted on August 29, 2024, indicating it was scheduled in advance. Following this sale, Dickinson continues to hold 176,191 shares of Gilead Sciences common stock directly.
Gilead Sciences, Inc. executive Johanna Mercier, Chief Commercial & Corporate Affairs Officer, sold 3,000 shares of common stock at $140.96 per share in an open-market transaction. After this sale, she directly holds 128,779 shares. The sale was executed under a pre-arranged Rule 10b5-1 trading plan adopted on February 20, 2025, indicating the timing was set in advance.
Johanna Mercier reported sales of restricted common stock. The filing lists two completed dispositions: 28,000 shares sold on 02/17/2026 for $4,324,227.70 and 3,000 shares sold on 03/16/2026 for $432,690.00. The form also lists restricted stock entries dated 12/10/2024 (1,519 shares) and 09/10/2024 (1,481 shares) as securities to be sold.
The transactions are reported on a Form 144-style disclosure and show sales by an individual filing. The filing records trade dates and gross proceeds for each completed sale; additional timing or proceeds treatment for the restricted shares listed to be sold is not provided in the excerpt.
Morgan Stanley Smith Barney LLC notice of proposed sale under Form 144 relating to 3,000 common shares described as Performance Shares dated 01/24/2023. The filing lists two prior sales by Andrew Dickinson: 3,000 shares on 03/16/2026 for $432,690 and 3,000 shares on 02/17/2026 for $463,290.
Ravens Sub, Inc., a wholly owned subsidiary of Gilead Sciences, Inc., amended its Schedule TO to report results and updates to its tender offer for all outstanding shares of Arcellx, Inc. The Offer pays $115.00 per share in cash plus one contingent value right (a CVR) that may pay $5.00 on March 31, 2030 if cumulative worldwide sales of anito-cel exceed $6.0 billion on or prior to December 31, 2029. The HSR waiting period expired on March 31, 2026. As of 5:00 p.m. ET on March 31, 2026, approximately 4,389,763 shares (about 7.5% of outstanding) were validly tendered. Parent extended the Offer expiration to 5:00 p.m. ET on April 24, 2026. The filing discloses related antitrust notifications in Germany, Austria and Australia and two New York stockholder lawsuits and multiple demand letters alleging disclosure deficiencies.
Gilead Sciences Chairman & CEO Daniel O'Day reported an open-market sale of 10,000 shares of Common Stock on 2026-03-27 at an average price of $136.8162 per share. The transaction was made under a Rule 10b5-1 trading plan adopted on 2025-02-28, with sale prices ranging from $136.51 to $137.22. Following this sale, he continues to directly hold 642,567 shares of Gilead Sciences common stock.