[6-K] NOVARTIS AG Current Report (Foreign Issuer)

Rhea-AI Filing Summary

Novartis AG filed a Form 6-K reporting the issuance by Novartis Capital Corporation of multiple U.S. dollar notes, with related documents incorporated into an existing Form F-3. The tranches include: $800,000,000 Floating Rate Notes due 2028, $700,000,000 3.900% Notes due 2028, $1,750,000,000 4.100% Notes due 2030, $925,000,000 4.300% Notes due 2032, $925,000,000 4.600% Notes due 2035, $350,000,000 5.200% Notes due 2045, and $550,000,000 5.300% Notes due 2055.

The filing lists the terms agreement, forms of guaranteed debt securities, an officer’s certificate, and legal opinions to support the issuance and their inclusion in the shelf registration.

Insights

Debt capital markets analyst

Administrative 6-K noting multi-tranche USD notes across 2028–2055.

Novartis Capital Corporation issued several note tranches, ranging from a floating-rate due 2028 to fixed coupons up to 5.300% due 2055. The 6-K primarily furnishes supporting exhibits and incorporates them into the existing Form F-3.

This indicates diversified tenor placement (2028 to 2055) with coupons from 3.900% to 5.300%. Cash-flow direction or use of proceeds is not described in the excerpt; the focus is documentation and registration mechanics.

Subsequent disclosures may detail settlement terms or allocation; this excerpt centers on amounts, maturities, and opinions without further financial metrics.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 or 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934

Report on Form 6-K dated November 5, 2025
(Commission File No. 1-15024)

Novartis AG

(Name of Registrant)

Lichtstrasse 35

4056 Basel
Switzerland

(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F: x    Form 40-F: ¨

EXPLANATORY NOTE

In connection with the issuance by Novartis Capital Corporation of $800,000,000 aggregate principal amount of Floating Rate Notes due 2028 (the “Floating Rate Notes”), $700,000,000 aggregate principal amount of 3.900% Notes due 2028 (the “2028 Notes”), $1,750,000,000 aggregate principal amount of 4.100% Notes due 2030 (the “2030 Notes”), $925,000,000 aggregate principal amount of 4.300% Notes due 2032 (the “2032 Notes”), $925,000,000 aggregate principal amount of 4.600% Notes due 2035 (the “2035 Notes”), $350,000,000 aggregate principal amount of 5.200% Notes due 2045 (the “2045 Notes”) and $550,000,000 aggregate principal amount of 5.300% due 2055 (the “2055 Notes”), Novartis AG is filing the following documents solely for incorporation into the Registration Statement on Form F-3 (File Nos. 333-282133 and 333-282133-01).

Exhibits:

1.1	Terms Agreement, dated November 3, 2025, among Novartis AG, Novartis Capital Corporation and BofA Securities, Inc., HSBC Securities (USA) Inc. and J.P. Morgan Securities LLC, as representatives of the several underwriters named therein
4.1	Form of Guaranteed Debt Security for the Floating Rate Notes
4.2	Form of Guaranteed Debt Security for the 2028 Notes
4.3	Form of Guaranteed Debt Security for the 2030 Notes
4.4	Form of Guaranteed Debt Security for the 2032 Notes
4.5	Form of Guaranteed Debt Security for the 2035 Notes
4.6	Form of Guaranteed Debt Security for the 2045 Notes
4.7	Form of Guaranteed Debt Security for the 2055 Notes
4.8	Officer’s Certificate of Novartis Capital Corporation
5.1	Opinion of Davis Polk & Wardwell LLP, special U.S. counsel to Novartis AG and Novartis Capital Corporation
5.2	Opinion of Advestra AG, special Swiss counsel to Novartis AG
23.1	Consent of Davis Polk & Wardwell LLP (included in Exhibit 5.1)
23.2	Consent of Advestra AG (included in Exhibit 5.2)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date:  November 5, 2025	Novartis AG
	By:	/s/ Daniel Weiss
		Name:	Daniel Weiss
		Title:	Authorized Signatory

FAQ

What did Novartis (NVS) report in this Form 6-K?

It reported the issuance by Novartis Capital Corporation of several U.S. dollar notes and filed supporting documents for incorporation into an existing Form F-3.

Which note tranches did Novartis Capital issue?

Floating Rate Notes due 2028; $700,000,000 3.900% due 2028; $1,750,000,000 4.100% due 2030; $925,000,000 4.300% due 2032; $925,000,000 4.600% due 2035; $350,000,000 5.200% due 2045; $550,000,000 5.300% due 2055.

What legal and transaction documents were included?

A terms agreement, forms of guaranteed debt securities, an officer’s certificate, and legal opinions from Davis Polk & Wardwell LLP and Advestra AG.

What is the purpose of this 6-K filing for NVS?

To furnish exhibits and incorporate them into the shelf Registration Statement on Form F-3 (File Nos. 333-282133 and 333-282133-01).

Who are the underwriters named in the terms agreement?

BofA Securities, Inc., HSBC Securities (USA) Inc., and J.P. Morgan Securities LLC, as representatives of the several underwriters.

What are the longest- and shortest-dated tranches?

The longest is the $550,000,000 5.300% Notes due 2055; the shortest are the 2028 maturities, including Floating Rate Notes and 3.900% Notes.