Takeda (TAK) plans FY2025 IFRS earnings revision after AMITIZA antitrust verdict

Rhea-AI Filing Summary

Takeda Pharmaceutical Company Limited plans to revise its FY2025 consolidated IFRS earnings report after a jury verdict in the AMITIZA® (lubiprostone) antitrust litigation on May 18, 2026 was determined to be an adjusting subsequent event. The company is still assessing the financial impact.

Because the verdict came after the May 12, 2026 audit report date under the Japanese Companies Act, it will not change the Japanese statutory consolidated or unconsolidated financial statements for the year ended March 31, 2026 included in the shareholder meeting materials. Takeda intends to file a revised Earnings Report with the Tokyo Stock Exchange and update other FY2025 financial materials on its website once the impact is finalized.

The company states that it does not expect its FY2026 financial forecast or Management Guidance to be materially impacted, though it may revise these once the assessment is complete.

Insights

Equity research analyst

Takeda will restate IFRS FY2025 results for a litigation-related subsequent event but currently sees limited impact on FY2026 guidance.

The key point is classification of the AMITIZA® antitrust jury verdict as a subsequent event. Under IFRS, Takeda views it as an adjusting subsequent event for FY2025, triggering a planned revision of its consolidated Earnings Report and related FY2025 materials filed with the Tokyo Stock Exchange.

By contrast, the same event falls after the audit report date for Japanese Companies Act financials, so those statutory statements for the year ended March 31, 2026 will remain unchanged. This creates a divergence between IFRS-based market disclosures and Japanese statutory accounts for that period.

Takeda specifically notes it does not expect a material impact on its FY2026 financial forecast or Management Guidance, which tempers concerns about forward-looking earnings. Any actual effect will be seen when the revised FY2025 Earnings Report is filed and accompanying guidance updates, if any, are released.

Key Figures

Jury verdict date: May 18, 2026 Audit report date: May 12, 2026 Fiscal year end: March 31, 2026 +1 more

4 metrics

Jury verdict date May 18, 2026 AMITIZA antitrust litigation jury verdict in U.S. District Court

Audit report date May 12, 2026 Audit report date under Japanese Companies Act for FY2025

Fiscal year end March 31, 2026 End of Takeda’s FY2025

Form type Form 6-K Report of Foreign Private Issuer for May 2026

Key Terms

adjusting subsequent event, Earnings Report (Kessan Tanshin), Japanese Companies Act, IFRS, Consolidated, +1 more

5 terms

adjusting subsequent event financial

"the event constitutes an adjusting subsequent event"

Earnings Report (Kessan Tanshin) financial

"with respect to the Earnings Report (Kessan Tanshin) for the Fiscal Year Ended March 31, 2026 (IFRS, Consolidated)"

Japanese Companies Act regulatory

"audit under the Japanese Companies Act (May 12, 2026)"

IFRS, Consolidated financial

"for the Fiscal Year Ended March 31, 2026 (IFRS, Consolidated)"

Management Guidance financial

"Takeda does not expect its FY2026 financial forecast or Management Guidance to be materially impacted"

Form 6-K: How Foreign Companies Report to the SEC →

FORM 6-K

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

For the month of May 2026

Commission File Number: 001-38757

TAKEDA PHARMACEUTICAL COMPANY LIMITED

(Translation of registrant’s name into English)

1-1, Nihonbashi-Honcho 2-Chome

Chuo-ku, Tokyo 103-8668

Japan

(Address of principal executive offices)

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

Form 20-F  ☒            Form 40-F  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐

Information furnished on this form:

EXHIBIT

Exhibit Number
99.1						Planned Revision of Consolidated Financial Statements Related to a Subsequent Event

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.

						TAKEDA PHARMACEUTICAL COMPANY LIMITED
Date: May 26, 2026						By:			/s/ Norimasa Takeda
									Norimasa Takeda Chief Accounting Officer and Corporate Controller

May 26, 2026 Dear Shareholders Christophe Weber Representative Director, President & CEO Takeda Pharmaceutical Company Limited 1-1, Doshomachi 4-chome Chuo-ku, Osaka Planned Revision of Consolidated Financial Statements Related to a Subsequent Event On May 18, 2026 (U.S. Eastern Time), a jury verdict was returned in the AMITIZA® (lubiprostone) antitrust litigation in the U.S. District Court for the District of Massachusetts. For further details, please refer to the press release titled “Takeda Provides an Update regarding Jury Verdict in AMITIZA® (lubiprostone) Antitrust Litigation in the U.S. and Related Revision to FY2025 Financial Results,” which was published on our website on May 19, 2026 (JST). Takeda is currently assessing the impact of the jury verdict on its consolidated financial statements. However, because the event occurred after the accounting auditor’s audit report date for the audit under the Japanese Companies Act (May 12, 2026), it does not constitute an adjusting subsequent event that would require revisions to the Consolidated Financial Statements and the Unconsolidated Financial Statements prepared under the Japanese Companies Act, and therefore it is not and will not be reflected in those financial statements for the fiscal year ended March 31, 2026 (FY2025) included as part of the Notice of Convocation of the 150th Annual General Meeting of Shareholders. On the other hand, with respect to the Earnings Report (Kessan Tanshin) for the Fiscal Year Ended March 31, 2026 (IFRS, Consolidated) announced on May 13, 2026, the event constitutes an adjusting subsequent event. Accordingly, once the impact of the event has been determined, Takeda plans to record the related impact in its consolidated financial statements and file a revised Earnings Report with the Tokyo Stock Exchange. Takeda also plans to update its other FY2025 financial materials accordingly, and will publish the revised materials on the “Quarterly Results” page of its website concurrently with the filing of the revised Earnings Report. Takeda does not expect its FY2026 financial forecast or Management Guidance to be materially impacted. We will revise the FY2026 financial forecast and Management Guidance, as necessary, once our assessment is completed. [End of document]

FAQ

What is Takeda (TAK) announcing in this Form 6-K?

Takeda is announcing a planned revision of its FY2025 consolidated IFRS Earnings Report due to an adjusting subsequent event related to the AMITIZA antitrust jury verdict. Japanese statutory financial statements will remain unchanged for that fiscal year.

Which Takeda FY2025 financial documents will be revised?

Takeda plans to revise the Earnings Report (Kessan Tanshin) for the fiscal year ended March 31, 2026 prepared under IFRS and other FY2025 financial materials. Updated documents will be filed with the Tokyo Stock Exchange and posted on the company’s Quarterly Results webpage.

Why are Takeda’s Japanese Companies Act financial statements not being revised?

The AMITIZA antitrust jury verdict occurred on May 18, 2026, after the May 12, 2026 audit report date for Japanese Companies Act financials. As a result, it is not treated as an adjusting subsequent event for those statements and will not be reflected in them.

How will the AMITIZA antitrust verdict affect Takeda’s FY2025 IFRS results?

Takeda considers the AMITIZA antitrust verdict an adjusting subsequent event for its FY2025 consolidated IFRS financial statements. The company is assessing the impact and plans to record it in revised FY2025 consolidated financials and a revised Earnings Report filed with the Tokyo Stock Exchange.

Does Takeda expect its FY2026 outlook to change due to this litigation verdict?

Takeda states it does not expect its FY2026 financial forecast or Management Guidance to be materially impacted by the AMITIZA antitrust verdict. The company may revise FY2026 forecasts and guidance if necessary after completing its impact assessment.

When did the AMITIZA antitrust jury verdict occur relative to Takeda’s FY2025 year-end?

Takeda’s fiscal year ended on March 31, 2026, and the AMITIZA antitrust jury verdict was returned on May 18, 2026. This timing makes it a subsequent event for FY2025, treated differently under IFRS and the Japanese Companies Act frameworks.

Filing Exhibits & Attachments

1 document

Press Releases

• EX-99.1 EX-99.1 2.9 KB