Gilead Sciences NASDAQ: GILD held its 2026 Annual Meeting of Stockholders on April 30, outlining voting results on director elections, executive pay and shareholder proposals, while also providing business updates on the company’s pipeline, expected launches, and recent acquisitions.
Quorum and director elections
Gilead Chairman and CEO Daniel O’Day opened the virtual meeting and introduced board members and members of the company’s leadership team, along with representatives from Ernst & Young, Gilead’s independent auditor. Keeley Cain Wettan, the company’s executive vice president, general counsel, and corporate secretary, reported that proxies had been received for about 1.13 billion shares, representing approximately 91.1% of shares outstanding, constituting a quorum.
Wettan reviewed the meeting’s agenda items, including the election of nine directors and votes on auditor ratification, executive compensation, an equity incentive plan amendment, and three shareholder proposals.
In preliminary results, Wettan said all nine director nominees were elected, with “at least approximately 95.1%” of shares voting in favor of each nominee.
Voting results: auditor, executive pay, equity plan
Stockholders ratified Ernst & Young LLP as Gilead’s independent registered public accounting firm for the fiscal year ending Dec. 31, 2026, with approximately 92.6% of shares voting in favor, according to the preliminary tally.
Stockholders also approved, on an advisory basis, the compensation of named executive officers, with approximately 92.2% of shares voting in favor. In addition, stockholders approved the amended and restated Gilead Sciences, Inc. 2022 equity incentive plan, with approximately 93.7% of shares voting in favor.
Anthony Welters, Gilead’s lead independent director and chair of the compensation committee, addressed a stockholder question about equity compensation, saying equity awards are designed to align executives and directors with stockholders and promote long-term value creation. Welters said performance stock units vest after a three-year period tied to “predetermined TSR and adjusted EPS growth targets,” while options and RSUs vest over four years.
Shareholder proposals rejected
Three shareholder proposals were presented during the meeting and did not receive majority support.
- Independent chair policy: Shareholder John Chevedden urged support for a proposal to separate the roles of CEO and board chair and require an independent chair, arguing it would improve governance and accountability. The proposal received approximately 27.1% support and was not approved.
- Report on extended patent exclusivities and patient access: Laura Boudreau, presenting on behalf of AIDS Healthcare Foundation, called for a board-sponsored independent study on the effects of Gilead’s patent extension strategies. The proposal received approximately 12.9% support and was not approved.
- Report on risks of ESG and DEI executive compensation metrics: In a prerecorded presentation, shareholder David Bahnsen argued that including non-financial inclusion metrics in executive pay could create reputational and regulatory risks and blur priorities. The proposal received approximately 0.7% support and was not approved.
Wettan said final voting results would be disclosed in a Form 8-K within four business days.
Business update: pipeline, launches, acquisitions, capital return
After adjournment of the formal meeting, O’Day presented an update on business performance and strategy. He said Gilead had a “remarkable 2025” and highlighted acquisitions of Arcellx, Ouro Medicines, and Tubulis “this year.” He also noted the company planned to report first-quarter 2026 results on May 7.
O’Day said total product sales rose 1% year-over-year in 2025, while the “base business,” excluding Veklury, rose 4% and was up 8% excluding the impact of the Medicare Part D redesign. He also said Gilead had “no major loss of exclusivity until 2036.”
In HIV, O’Day said 2025 sales rose to $20.8 billion, up 6% year-over-year, and grew 10% excluding the Medicare Part D redesign headwind. He said Biktarvy posted “more than $14 billion” in sales, up 7% year-over-year. O’Day described 2025 as a “historic year” with FDA approval and launch of Descovy for long-acting HIV prevention, and said Descovy recorded $150 million in 2025 sales. He added that combined with oral HIV prevention, Gilead’s U.S. HIV prevention sales reached $2.25 billion, representing 55% growth year-over-year.
Looking ahead, O’Day outlined expected launches and regulatory milestones, including an anticipated launch of bulevirtide for chronic hepatitis delta infection in the second quarter of 2026. He also cited expectations for launches in the second half of 2026, including Trodelvy in first-line metastatic triple-negative breast cancer, anito-cel in fourth-line-plus relapsed or refractory multiple myeloma with a PDUFA date of Dec. 23, 2026, and bictegravir plus lenacapavir in virologically suppressed people with HIV. He said Gilead expects five Phase III updates that could support additional launches, and described a pipeline of 53 clinical programs.
Regarding acquisitions, O’Day said the group of announced deals would bring potential “best-in-disease and first-in-class blockbusters,” including anito-cel, TUB-040 (a NaPi2b-directed ADC), and gamgertamig (a BCMA/CD3 T-cell engager).
On capital allocation, O’Day said Gilead remained committed to dividend growth and distributed $4 billion in 2025, including a 3.8% increase in the quarterly dividend, and repurchased $1.9 billion in shares. He said the company returned 63% of free cash flow in 2025.
Q&A: FDA engagement, AI, lenacapavir access, DOJ settlement
During a Q&A session, Chief Medical Officer Dietmar Berger said Gilead has worked successfully with the FDA across administrations and highlighted ongoing regulatory expectations, including decisions on anito-cel and Trodelvy, as well as Phase III updates for Trodelvy studies.
O’Day said Gilead is using AI tools across “drug discovery, development, and delivery,” citing “dozens of use cases” and emphasizing patient safety, privacy, and regulatory compliance.
On a question regarding lenacapavir access and Médecins Sans Frontières, Chief Commercial and Corporate Affairs Officer Johanna Mercier said Gilead’s plan is to drive generic access across 120 high-incidence, resource-limited countries and that large-scale generic rollout is expected to begin in 2027. She said that until generic supply is available, Gilead is pursuing a “bridging strategy” coordinated with The Global Fund and PEPFAR, using a “single global delivery model” for early rollout.
Wettan addressed a question about the company’s April 2025 settlement with the U.S. Department of Justice, saying the matter stemmed from a 2017 subpoena related to the company’s promotional speaker program for HIV. She said Gilead believes its ethics and compliance program and risk management processes are “appropriate and sufficient,” adding that the company routinely looks for ways to enhance controls given the regulated nature of the industry.
About Gilead Sciences NASDAQ: GILD
Gilead Sciences, Inc, founded in 1987 and headquartered in Foster City, California, is a biopharmaceutical company focused on the discovery, development and commercialization of medicines in areas of high unmet medical need. The company initially built its reputation in antiviral therapies and has since expanded into oncology, cell therapy and inflammatory diseases. Gilead operates a global research and commercial organization, conducting clinical development and selling medicines in markets around the world.
Gilead's product portfolio is anchored by antiviral therapies for HIV and viral hepatitis.
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