[6-K] TAKEDA PHARMACEUTICAL CO LTD Current Report (Foreign Issuer)

Rhea-AI Filing Summary

Takeda Pharmaceutical Company Limited is revising its FY2025 consolidated financial statements to reflect provisions for legal proceedings following a recent AMITIZA antitrust jury verdict in the United States. The company has filed a revised Earnings Report with the Tokyo Stock Exchange and updated related FY2025 financial materials.

Takeda emphasizes that these provisions do not change its Core financial results for FY2025, its FY2026 financial forecast, or Management Guidance. The company also highlights that its fundamental business momentum remains intact, supported by three major product launches planned in the next 12 months.

The year-end dividend for FY2025 remains at JPY 100 per share, and the annual dividend forecast for FY2026 stays at JPY 204 per share. The event occurred after the audit report date under the Japanese Companies Act, so the related provisions are not reflected in those statutory FY2025 financial statements.

Insights

Global pharma equity analyst

Takeda books legal provisions but keeps outlook and dividends intact.

Takeda is updating FY2025 consolidated financials to recognize provisions for legal proceedings tied to the AMITIZA antitrust jury verdict. The revision affects reported earnings but leaves Core financial results unchanged, which are the company’s preferred measure for underlying performance.

Management states there is no change to FY2026 financial forecast or Management Guidance, and it reiterates three major launches planned in the next 12 months. This framing signals that operations and strategic plans are proceeding as before, despite the additional legal provisions.

Both the FY2025 year-end dividend of JPY 100 per share and the FY2026 annual dividend forecast of JPY 204 per share are reaffirmed. Maintaining these levels suggests the company sees the financial impact as manageable within its current capital allocation plans.

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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 June 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
1						Revision of FY2025 Consolidated Financial Statements

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: June 5, 2026						By:			/s/ Norimasa Takeda
									Norimasa Takeda Chief Accounting Officer and Corporate Controller

June 5, 2026

Dear Shareholders

Christophe Weber

Representative Director, President & CEO

Takeda Pharmaceutical Company Limited

1-1, Doshomachi 4-chome

Chuo-ku, Osaka

Revision of FY2025 Consolidated Financial Statements

Takeda recently announced that, 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. Further details are available in the press release we published to our website on May 19, 2026 (JST).

Following the jury verdict, Takeda has been assessing its impact on the consolidated financial statements. As the impact has now been determined, Takeda has revised its consolidated financial statements for the fiscal year 2025, which ended March 31, 2026. Accordingly, Takeda filed a revised Earnings Report with the Tokyo Stock Exchange on June 5, 2026, and has also updated its other FY2025 financial materials.

It is important to note that the recognition of provisions for legal proceedings in our FY2025 reported earnings due to the recent U.S. jury verdict, which we will appeal, do not change our fundamental business momentum, underlined by three major launches planned in the next 12 months. The recognition of provisions for legal proceedings requires revisions to our reported results for FY2025; however, there are no changes to Core financial results for FY2025 or to FY2026 financial forecast or Management Guidance. The year-end dividend for FY2025 remains unchanged at JPY 100 per share and the annual dividend forecast for FY2026 remains unchanged at JPY 204 per share.

For details regarding the impact of the jury verdict and the revised consolidated financial statements, please refer to the revised financial materials available on the “Quarterly Results” page of Takeda.com.

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 reflected in those FY2025 financial statements that are included as part of the Notice of Convocation of the 150th Annual General Meeting of Shareholders.

[End of document]