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AstraZeneca PLC Annual Report 2023

Feb 20, 2024

5229_10-k_2024-02-20_358596e0-93c9-42f1-a6a7-59f9b130aa97.zip

Annual Report

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 20-F

(Mark One)

REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934
OR
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
OR
SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of event requiring this shell company report ………………………………… ..

For the transition period from to

Commission file number: 001-11960

ASTRAZENECA PLC
(Exact name of Registrant as specified in its charter)
England and Wales
(Jurisdiction of incorporation or organization)
1 Francis Crick Avenue Cambridge Biomedical Campus Cambridge CB2 0AA England
(Address of principal executive offices)
Adrian Kemp AstraZeneca PLC 1 Francis Crick Avenue Cambridge Biomedical Campus Cambridge CB2 0AA England Telephone: + 44 20 3749 5000 Facsimile number: +44 1223 352 858
(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Title of each class — American Depositary Shares, each representing one half of an Ordinary Share of 25 ¢ each Trading symbol(s) — AZN Name of each exchange on which registered — The Nasdaq Stock Market LLC
Ordinary Shares of 25 ¢ each The Nasdaq Stock Market LLC *
0.700% Notes due 2024 AZN 24 The Nasdaq Stock Market LLC
3.375% Notes due 2025 AZN 25 The Nasdaq Stock Market LLC
0.700% Notes due 2026 AZN 26 The Nasdaq Stock Market LLC
1.200% Notes due 2026 AZN 26A The Nasdaq Stock Market LLC
3.125% Notes due 2027 AZN 27A The Nasdaq Stock Market LLC
1.750% Notes due 2028 AZN 28 The Nasdaq Stock Market LLC
4.875% Notes due 2028 AZN 28A The Nasdaq Stock Market LLC
4.000% Notes due 2029 AZN 29 The Nasdaq Stock Market LLC
1.375% Notes due 2030 AZN 30 The Nasdaq Stock Market LLC
4.900% Notes due 2030 AZN 30A The Nasdaq Stock Market LLC
2.250% Notes due 2031 AZN 31 The Nasdaq Stock Market LLC
4.875% Notes due 2033 AZN 33 The Nasdaq Stock Market LLC
6.450% Notes due 2037 AZN 37 The Nasdaq Stock Market LLC
4.000% Notes due 2042 AZN 42 The Nasdaq Stock Market LLC
4.375% Notes due 2045 AZN 45 The Nasdaq Stock Market LLC
4.375% Notes due 2048 AZN 48 The Nasdaq Stock Market LLC
2.125% Notes due 2050 AZN 50 The Nasdaq Stock Market LLC
3.000% Notes due 2051 AZN 51 The Nasdaq Stock Market LLC
  • Not for trading, but only in connection with the registration of American Depositary Shares representing such Ordinary Shares pursuant to the requirements of the Securities and Exchange Commission.

Securities registered or to be registered pursuant to Section 12(g) of the Act:

None
(Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

None
(Title of Class)

Indicate the number of outstanding shares of each of the issuer ’ s classes of capital or common stock as of the close of the period covered by the annual report.

The number of outstanding shares of each class of stock of AstraZeneca PLC as of December 31, 2023 was:

Title of Class Number of Shares Outstanding
Ordinary Shares of 25 ¢ each: 1,550,162,626
Redeemable Preference Shares of £ 1 each: 50,000

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes ☒ No ☐

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

Yes ☐ No ☒

Note — Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from their obligations under those Sections.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T ( § 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of “ accelerated filer, ” “ large accelerated filer, ” and “ emerging growth company ” in Rule 12b-2 of the Exchange Act. (Check one):

Large Accelerated Filer ☒
Emerging growth company ☐

If an emerging growth company that prepares its financial statements in accordance with US GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards † provided pursuant to Section 13(a) of the Exchange Act. ☐

† The term “ new or revised financial accounting standard ” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

Indicate by check mark whether the registrant has filed a report on and attestation to its management ’ s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant ’ s executive officers during the relevant recovery period pursuant to § 240.10D-1(b). ☐

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

US GAAP ☐ International Financial Reporting Standards as issued by the International Accounting Standards Board ☒ Other ☐

If “ Other ” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.

☐ Item 17 ☐ Item 18

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.

Yes ☐ No ☐

Pursuant to Rule 12b-23(a) of the Securities Exchange Act of 1934, as amended, the information for the 2023 Form 20-F of AstraZeneca PLC (the “Company”) set out below is being incorporated by reference from AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated and submitted on February 20, 2024.

References below to major headings include all information under such major headings, including subheadings, unless such reference is a reference to a subheading, in which case such reference includes only the information contained under such subheading. Unless the context otherwise requires, “AstraZeneca” or “Group” refers to the Company and its consolidated entities. Other information contained within AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F, including graphs and tabular data, is not included in this Form 20-F unless specifically identified below. Photographs are also not included.

In addition to the information set out below, the information (including tabular data) set forth under the headings “Use of terms” on the inside front cover, “Strategic Report—Financial Review—Measuring performance” on page 60, and the tables on pages 61 to 63, “Additional Information —Trade Marks” on page 231, “—Glossary” on pages 232 to 235 and “—Important information for readers of this Annual Report—Cautionary statement regarding forward-looking statements”, “—Inclusion of Reported performance, Core financial measures and constant exchange rate growth rates”, “—Statements of competitive position, growth rates and sales”, “— AstraZeneca websites”, “—External/third-party websites” and “—Figures” on page 236, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference. References herein to AstraZeneca websites, including where a link is provided, are textual references only and information on or accessible through such websites does not form part of and is not incorporated into this Form 20-F dated February 20, 2024. Reference to “audited” information (including graphs and tabular data) set forth under the heading “Corporate Governance—Directors’ Remuneration Report” refers to procedures performed by the Company’s external auditor in accordance with International Standards on Auditing (UK) (‘ISAs (UK)’) and applicable law and does not form part of the “Report of Independent Registered Public Accounting Firm” in Item 18 herein. For the avoidance of doubt, the “Independent auditors’ report to the members of AstraZeneca PLC” on pages 141 to 147 of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 does not form part of, and is not incorporated into, this Form 20-F dated February 20, 2024.

PART 1

ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

Not applicable.

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE

Not applicable.

ITEM 3. KEY INFORMATION

A. Reserved

B. Capitalization and Indebtedness

Not applicable.

C. Reason for the Offer and Use of Proceeds

Not applicable.

3

D. Risk Factors

Operating in the pharmaceutical sector carries various inherent risks and uncertainties that may affect our business. In this section, we describe the risks and uncertainties that we consider material to our business, in that they may have a significant effect on our financial condition, results of operations and/or reputation.

These risks have been categorised consistently with the “Risk Overview—Principal Risks” detailed on pages 56 and 57 of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024, each of which are included below (in addition to other risks that we face). We believe that the forward-looking statements about AstraZeneca in this Form 20-F dated February 20, 2024, identified by words such as ‘anticipates’, ‘believes’, ‘expects’ and ‘intends’, are based on reasonable assumptions. However, forward-looking statements involve inherent risks and uncertainties such as those summarised below. They relate to events that may occur in the future, that may be influenced by factors beyond our control and that may have actual outcomes materially different from our expectations. Therefore, other risks, unknown or not currently considered material, could have a material adverse effect on our financial condition or results of operations.

Product pipeline risks Impact
Failure or delay in the delivery of our pipeline or launch of new medicines
Our continued success depends on the development and successful launch of innovative new drugs. The development of pharmaceutical product candidates is a complex, risky and lengthy process involving significant resources. A project may fail at any stage of the process due to various factors, including: failure to obtain the required regulatory or marketing approvals, unfavourable clinical efficacy data, safety concerns, failure to demonstrate adequate cost-effective benefits to regulatory authorities and/or payers, and the emergence of competing products. Details of projects that have suffered setbacks or failures during 2023 can be found in the “Strategic Report—Therapy Area Review” on pages 16 to 31 of AstraZeneca’s “Annual Report and Form 20 F Information 2023” included as exhibit 15.1 to this Form 20 F dated February 20, 2024. Launch activities may be delayed by a number of factors, including: adverse findings in preclinical or clinical studies, regulatory demands, price negotiation, large-scale natural disasters or global pandemics, competitor activity, and technology transfer. In addition to developing products in-house, we continue to expand our portfolio through licensing arrangements and strategic collaborations which may not ultimately be successful. Failure or delay in development of new product candidates could damage the reputation of our R&D capabilities, and materially adversely affect our future business and results of operations. Delays to launches can lead to excess expenses in the manufacture of pre-launch inventories, marketing materials and sales force training. For the launch of products that are seasonal in nature, delays in regulatory approvals or manufacturing may delay launch to the next season which, in turn, may significantly reduce the return on costs incurred in preparing for the launch for that season. Furthermore, in immuno-oncology in particular, speed to market is critical given the large number of clinical trials being conducted by competitors. Delay of launch can also erode the term of patent exclusivity. Competition from other pharmaceutical companies means that we may have to pay a significant premium over book or market values for our acquisitions. Failure to complete collaborative projects in a timely, cost-effective manner may limit our ability to access a greater portfolio of products, intellectual property (IP), technology and shared expertise. In many cases we make milestone payments in advance of the commercialisation of the products, with no assurance of recouping costs.
Failure to meet regulatory or ethical requirements for medicine development or approval
We are subject to laws and regulations that control our ability to market our pharmaceutical products. Our development programmes must meet many standards to prove our products are safe, effective and of high quality. Health authorities, such as the FDA in the US and the European Medicines Agency in the EU, can refuse to approve our products or require us to conduct additional clinical trials or scientific testing before they will approve them for marketing. Many factors influence health authority decisions to approve or reject a marketing application for a pharmaceutical product. These include advances in science and technology; new laws, regulations and policies; and different standards for evaluating safety and effectiveness. Delays in regulatory approvals could delay our ability to market our products and may adversely affect our revenue. Also, post-approval requirements, including additional clinical trials, could cause increased costs. We seek to manage these risks, but policymaking by governments and health authorities can be unpredictable and unforeseen circumstances, such as public health emergencies, may strain health authority resources and delay the approval of our products. Following approval, a health authority may require us to conduct additional clinical trials or scientific testing to address concerns raised after patients have used our products in the marketplace. New data may impact a product’s approval status or lead to labelling changes that limit the use of a product.

4

D. Risk Factors

continued

Commercialisation risks Impact
Failures or delays in the quality or execution of the Group’s commercial strategies
Maximising the commercial potential of our new products underpins the success of our strategy and the delivery of our short- and medium-term targets. We may ultimately be unable to achieve commercial success for various reasons, including: > difficulties in manufacturing sufficient quantities of the product > any price control measures imposed by governments and healthcare authorities > patient access to healthcare > diagnosis rates > erosion of IP rights > failure to show a differentiated product profile > changes in prescribing habits. The ability to successfully carry out business in emerging markets can be more challenging than in established markets. Such challenges may include: > volatility in economic or political climates > inadequate protection against crime (including counterfeiting, corruption and fraud) > inadvertent breaches of local and international law. Failure to execute our commercial strategies or achieve the level of sales anticipated for a medicine could materially adversely impact our business or results of operations. Failure to leverage potential opportunities or appropriately manage risks in emerging markets may materially adversely affect our reputation, business or results of operations.
Pricing affordability, access and competitive pressures
Appropriate pricing, reimbursement and policy frameworks enable us to contribute significantly to patients, public health and health practice transformation. The global economic, political and social pressures are creating an ever more challenging environment in which we operate. As a result of global financial pressures there is increased evidence of cost containment measures including: > drug pricing system reforms such as the Inflation Reduction Act (IRA) in the US > changes to reference pricing rules impacting prices in some markets > expedited approval of generic drugs and introduction of new laws, regulations and policies. Deterioration of, or lack of improvement in, socio-economic conditions could adversely affect supply and/or distribution in affected countries and the ability or willingness of customers to purchase our medicines, putting pressure on price and/or volumes. This could adversely affect our business or results of operations, for example, those health systems most severely impacted by downturn may seek alternative ways to settle their debts at a discount. Other customers may cease to trade, which may result in losses from writing off debts or a reduction in demand for products. Across the industry, a new government-run drug price-setting programme in the US could reduce the value of certain products sooner than planned and impact the R&D pipeline as companies seek to avoid investing in lower yield products.

5

D. Risk Factors

continued

Supply chain and business execution risks Impact
Failure to maintain supply of compliant, quality medicines
We may experience challenges, delays or interruptions in the manufacturing and supply of our products for various reasons, including: > Supply shortages or delays in construction of facilities to support future demand of our products caused by significant unforecasted demand growth or supply chain disruptions (e.g. natural disasters, climate impacts, COVID 19,conflict or political unrest). > The inability to supply products due to a product quality failure or regulatory compliance action such as licence withdrawal, product recall or change of regulatory standards (e.g. nitrosamines, where regulators have been introducing new limits/expectations for regulatory filings). It is necessary for us to meet all regulations, including compliance with Good Manufacturing Practices (GMP) and Good Distribution Practices (GDP) and comparable regulatory dossier conditions of approval in all countries in which our products are licensed, manufactured or sold. We rely significantly on third parties for the timely supply of goods (e.g. active ingredients and packaging components), many of which are difficult to substitute in a timely manner or at all. Supply chain difficulties may result in product shortages, which could lead to lost Product Sales and materially affect our reputation and results of operations. Failure to comply with all manufacturing regulations can result in negative regulatory inspection findings that could lead to the halt of manufacturing, and/or product seizure, debarment or recalls which could have an adverse effect on our business, financial condition and results of operations. In the event of insolvency of third-party suppliers, it would be difficult to substitute in a timely manner or at all.

6

D. Risk Factors

continued

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Illegal trade in the Group’s medicines
The illegal trade of pharmaceutical products, including counterfeiting, tampering, theft and illegal diversion (where products are found in a market where we did not send them and where they are not approved to be sold) may lead to a loss of public confidence in the integrity of medicines. The incidence of illegal trade could materially adversely affect our reputation, financial performance and pose a direct risk to patient safety. In addition, concern about this issue may cause some patients to stop taking their medicines, with consequential risks to their health. If we are found liable for breaches in our supply chains, authorities may take action, financial or otherwise, that could restrict the distribution of our products.
​ ​ ​ ​ ​
Reliance on third-party goods and services
A significant proportion of AstraZeneca’s annual costs relates to spend with third-party suppliers. The level of spend supports the length of our value chain from discovery to manufacture and commercialisation of our medicines. Many of our business-critical operations are outsourced to third-party providers. We are, therefore, heavily reliant on these third parties to get medicines to patients, comply with applicable laws and regulations, while also ensuring prudent use of AstraZeneca financial resources. Failure to successfully secure, onboard and manage outsourced services, particularly with inflationary pressures increasing, or the failure of outsourced providers to deliver timely services, and to the required level of quality, could materially adversely affect our reputation, our financial condition and operating results as well as our ability to deliver medicines to patients. Failure to effectively manage third-party suppliers when external factors, including geopolitical tensions, or raw materials and components shortages, place increased pressure on AstraZeneca’s ability to purchase goods and services may lead to major business disruption. Any breach of security, whether physical, cyber or data related, or failure of these third parties to operate in a way that is consistent with laws or regulations, may lead to regulatory penalties, materially affect the results of operations and adversely impact our reputation.
Failure in information technology or cybersecurity
IT systems enable critical business functions. Critical business processes and functions are increasingly dependent on partner and vendor IT stability and data integrity. IT systems provide our workforce with continuous access to collaboration environments, global communications channels, applications and data. High availability IT systems remain a business imperative. In addition to availability and reliability, IT systems must comply with provisions specified in data security, privacy and individual protection laws. Data is a commodity that we prioritise continued access to and protection of. Data is often characterised as strictly confidential information. Examples of strictly confidential data include clinical trial records, personal information, IP, R&D data, and compliance information. AstraZeneca’s IT systems and data are potentially vulnerable to service interruptions and security breaches via attacks by malicious third parties or intentional or inadvertent actions by our employees or vendors. Attempts to exploit AstraZeneca are increasingly sophisticated. Threat actors include organised criminal groups, ‘hacktivists’, nation states, employees and others. The internet is our primary critical business transaction channel. Internet availability is increasingly at risk due to geopolitical tensions and conflict. Privacy legislation includes obligations to report data protection breaches to regulators and affected individuals within expedited timeframes. Disruption to these IT systems and/or the internet (including breaches of data security or cybersecurity, failure to integrate new and existing IT systems) or failure to comply with additional requirements under applicable laws, could harm our reputation and materially adversely affect our financial condition or results of operations. While we invest heavily in the protection of our data and IT, we may be unable to prevent hardware or software failures or breaches which could result in disclosure of confidential information, damage to our reputation, regulatory penalties or sanctions, or financial loss. The inability to back-up and restore data effectively could lead to permanent loss of data that could, in turn, result in non-compliance with applicable laws and regulations and otherwise harm our business. Data loss could lead to public disclosure of confidential information which may damage our reputation, materially affect our business or results of operations, and expose us to legal risks and/or additional legal obligations. Public disclosure of sensitive information could materially adversely affect our reputation and business or operations results. Cybersecurity insurance coverage limits may not protect against any future claim or claim proceeds may be delayed. Failure to comply with regulatory disclosure requirements could cause reputational damage and a loss of public trust.

7

D. Risk Factors

continued

Failure of critical processes — ​
Unexpected events and/or events beyond our control could result in the failure of critical processes within the Group or at third parties on whom we are reliant. The business faces threats to business continuity from many directions. Examples of material threats include: > Disruption to our business or the global markets if there is instability in a particular geographic region, including as a result of war, terrorism, pandemics, armed conflicts, riots, unstable governments, civil insurrection or social unrest. > Natural disasters in areas of the world prone to extreme weather events, which may increase in frequency or severity as a result of climate change. > Cyber threats similar to those detailed in the ‘Failure in information technology or cybersecurity’ section above. Crystallisation of such material threats may heighten certain other risks, such as those relating to the delivery of the pipeline, launch of new medicines, or the manufacture and supply of medicines, and may lead to loss of revenue and have a materially adverse impact on our financial results.
​ ​ ​ ​ ​
Failure to collect and manage data in line with legal and regulatory requirements and strategic objectives
Data is increasingly recognised as being AstraZeneca’s most valuable commodity. There is an increasing range of legislative and regulatory requirements to manage data across all countries where we conduct business, these may impact certain types of data such as personal data, the way that we conduct business such as restricting the movement of data between countries or jurisdictional regions or how we make use of new technological capabilities such as artificial intelligence (AI). In addition, geopolitical changes may require changes to how AstraZeneca manages data. Beyond legal and regulatory requirements, achieving strategic objectives will require good management of data across the enterprise. As our organisation increasingly relies on data, including sensitive data relating to health and genomics, a failure to properly understand personal and collective accountabilities for managing data to maximise its value, or failure to address data risks will reduce our ability to execute at pace and deliver strategic objectives. AI technologies present significant opportunities and risks to our business. Harnessing AI’s transformative potential may enable AstraZeneca to speed up the discovery and development of new drugs, optimise our manufacturing processes, drive efficiencies and productivity, and accelerate our growth. Failure to exploit these opportunities may put AstraZeneca at a competitive disadvantage. AstraZeneca is investing significant resources into AI experimentation, development, and deployment across many parts of our business. As we scale our use of AI, it is possible not all investments will succeed. AI technologies may exacerbate existing risks, like those risks associated with data privacy, cybersecurity and IP. AI also introduces new risks due to the autonomous nature of the technology, the ease at which AI-enabled decision making can be scaled up, and the commercial pressures to adopt AI. AI systems can amplify biased and discriminatory decision making, perform unreliably and malfunction, generate insights which are difficult to interpret and explain, and cause direct harm to individuals or groups. These risks may become more significant as we increasingly utilise AI to inform, augment and automate decision making and processes in sensitive areas (e.g. clinical trials, medical decision making). The adoption and exploitation of AI is occurring under the backdrop of intense global media scrutiny, heightened political attention and low levels of public trust and understanding. There is also a range of new AI regulations being adopted and implemented worldwide, including in the EU, China and the US. Despite taking measures designed to ensure compliance with applicable privacy- and AI-related laws and regulations by our personnel and our third parties, non-compliance has occurred and may occur again in the future. If future instances of non-compliance are deemed significant, these may attract material regulatory sanctions or fines and corresponding reputational damage, orders to stop certain processing of personal data, or legal action on behalf of impacted individuals. Further, failure to protect personal data could lead to a competitive disadvantage, loss of trust from our stakeholders, including patients, and prevent us from delivering our strategic objectives. If the scope of data-related laws is expanded or if the interpretation or enforcement of existing laws change or new privacy laws are implemented, AstraZeneca and its third-party vendors may be required to change their business practices or data processing practices and policies. This may lead to substantial compliance-related costs or materially adversely impact our business and financial condition. Our failure to use AI technologies in a way that maintains trust, quality and control in our business activities would pose reputational, legal, regulatory and financial risks to AstraZeneca. Investments in AI may not realise the benefits that were anticipated.

8

D. Risk Factors

continued

Failure to attract, develop, engage and retain a diverse, talented and capable workforce
We rely heavily on recruiting and retaining talented employees with a diverse range of skills and capabilities to meet our strategic objectives. Externally there is intense competition for well-qualified individuals, as the supply of people with certain skills or in specific geographic regions may be limited. Ensuring our employees are continually developed and engaged with strategic objectives embeds commitment across the workforce. The inability to attract and retain highly skilled personnel may weaken our succession plans for critical positions, impact the implementation of our strategic objectives and ultimately result in the failure of our business operations. Failure to develop and engage our workforce could result in business disruption, a loss of productivity and higher turnover rates, all of which could materially adversely affect our business. Focus in 2024 will be to look at our global footprint to ensure we are best positioned to support science and the business towards the 2030 Bold Ambition.
Legal, regulatory and compliance risks Impact
Failure to meet regulatory or ethical expectations on environmental impact, including climate change
Environmental issues will become more material as healthcare systems embrace net-zero climate targets. Our environmental targets and performance will have increased scrutiny by investors, governments and non-governmental organisations. Environmental considerations are becoming embedded in the public procurement of goods and services, including medicinal products and devices. Specific materials used to manufacture medicines, or used as excipients or propellants, are coming under increased regulation and may be subject to time-limited exemptions or potential phase-out. The physical impacts of climate change could impact the resilience of our business operations and supply chain. Investors are increasingly focusing on environmental issues. We continue to see an increased requirement to quantify the impact of specific environmental issues and to disclose our strategy, targets and performance. Failure to maximise our environmental sustainability credentials could expose us to increased regulatory risk and put us at a commercial disadvantage relative to our peers. This could adversely impact our financial results and lead to reputational damage. Failure to proactively manage the physical risks associated with climate change could impact the resilience of our operations and supply chain. This could result in supply interruptions, loss of stock and adversely impact our financial results.
Safety and efficacy of marketed medicines is questioned
Our ability to accurately assess, prior to launch, the eventual safety or efficacy of a new product once in broader clinical use can only be based on data available at that time, which is inherently limited due to relatively short periods of product testing and relatively small clinical study patient samples. Any unforeseen safety concerns or adverse events relating to our products, or failure to comply with laws, rules and regulations relating to provision of appropriate warnings concerning the dangers and risks of our products that result in injuries, could expose us to large product liability claims, settlements and awards, particularly in the US. Adverse publicity relating to the safety of a product, or of other competing products, may increase the risk of product liability claims. Details of material product liability litigation matters can be found in “Financial Statements—Notes to the Group Financial Statements—Note 30—Commitments, contingent liabilities and contingent assets” on pages 204 to 210 of AstraZeneca’s “Annual Report and Form 20 F Information 2023” included as exhibit 15.1 to this Form 20 F dated February 20, 2024. Serious safety concerns or adverse events relating to our products could lead to product recalls, seizures, loss of product approvals, declining sales and interruption of supply, and could materially adversely impact patient access, our reputation and financial revenues. Significant product liability claims could also arise which could be costly, divert management attention, or damage our reputation and demand for our products. Unfavourable resolution of such current and similar future product liability claims could subject us to enhanced damages, consumer fraud and/or other claims, including civil and criminal governmental actions. This could require us to make significant provisions in our accounts relating to legal proceedings and could materially adversely affect our financial condition or results of operations, particularly where such circumstances are not covered by insurance.

9

D. Risk Factors

continued

Adverse outcome of litigation and/or governmental investigations — ​
Our business is subject to a wide range of laws and regulations around the world. We have been, and may continue to be, subject to various legal proceedings and governmental investigations. Actual or perceived failure to comply with laws or regulations may result in AstraZeneca and/or its employees being investigated by government agencies and authorities and/ or in civil legal proceedings. Relevant authorities have wide-ranging administrative powers to deal with any failure to comply with laws, regulations or continuing regulatory oversight, and this could affect us, whether such failure is our own or that of our contractors or external partners. In particular, the manufacturing, marketing, exportation, promotional, clinical, pharmacovigilance and pricing practices of pharmaceutical manufacturers, as well as manufacturer interaction with regulatory agencies, purchasers, prescribers and patients, are subject to extensive regulation, litigation and governmental investigation. Moreover, such laws, rules and regulations are subject to change. Details of material litigations and governmental investigations can be found in “Financial Statements—Notes to the Group Financial Statements—Note 30—Commitments, contingent liabilities and contingent assets” on pages 204 to 210 of AstraZeneca’s “Annual Report and Form 20 F Information 2023” included as exhibit 15.1 to this Form 20 F dated February 20, 2024. Many companies, including AstraZeneca, have been subject to legal claims asserted by federal and state governmental authorities and private payers and consumers, which have resulted in substantial expense and other significant consequences. Governmental investigations or proceedings could result in civil or criminal sanctions and/or the payment of fines or damages. Civil litigation, particularly in the US, is inherently unpredictable, and unexpectedly high awards for damages can result from an adverse result. In many cases, litigation adversaries may claim enhanced damages in extremely high amounts. Government investigations, litigations, and other legal proceedings, regardless of the outcome, could be costly, divert management attention, or damage our reputation and demand for our products. Unfavourable resolutions to current and similar future proceedings against us that could subject us to criminal liability, fines, penalties or other monetary or non-monetary remedies, including enhanced damages, require us to make significant provisions in our accounts relating to legal proceedings and could materially adversely affect our business or results of operations.
IP risks related to our products
IP protection provides the foundation for continued investment in developing innovative medicines to improve patient health. However, the pharmaceutical industry is experiencing pressure from governments and other healthcare payers to impose limits on IP protections in an effort to manage healthcare costs. Additionally, policymakers are progressively leveraging regulations to expedite the approval of generic drugs and encourage generic drug utilisation. These policies may drive accelerated utilisation of generic alternatives to our products following expiry or loss of our IP rights. We also recognise increasing use of compulsory licensing in some countries in which we operate. We are subject to numerous patent challenges relating to various products or processes and assertions of non-infringement of our patents. A loss in any of these challenges could result in loss of patent protection on the covered product and a risk to the revenue generated by the product. We also face the risk that our products may be found to infringe patents owned or licensed by third parties and we may be subject to monetary damages or compelled to cease sales of the infringing product, resulting in a potential risk to revenue. These challenges threaten the value of our investment in pharmaceutical development. Details of material patent litigation matters can be found in “Financial Statements—Notes to the Group Financial Statements—Note 30—Commitments, contingent liabilities and contingent assets” on pages 204 to 210 of AstraZeneca’s “Annual Report and Form 20 F Information 2023” included as exhibit 15.1 to this Form 20 F dated February 20, 2024. If we are unable to obtain, defend and enforce our IP, we may experience accelerated and intensified competition. Also, if our products are found to infringe a third-party patent, we may be subject to monetary damages or compelled to cease sales of the infringing product. These negative outcomes could have an adverse material impact on our financial results.

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D. Risk Factors

continued

Economic and financial risks Impact
Failure to achieve strategic plans or meet targets or expectations
When we communicate our business strategy, targets or performance expectations, all such statements are forward-looking and based on assumptions and judgements, all of which are subject to significant inherent risks and uncertainties. To achieve our strategic objectives, we must continue to develop commercially viable new products and successfully integrate new organisations we have acquired. There can be no guarantee that our strategy or expectations will materialise. Any failure to successfully implement our business strategy may frustrate the achievement of our financial targets, which may therefore materially damage our brand, business, financial position or results of operations.
Geopolitical and/or macroeconomic volatility disrupts the operation of our global business
Operating in more than 100 countries, we are subject to political, socio-economic and financial factors around the world. A sustained global economic downturn may adversely impact financial markets and/or exacerbate pressure from governments and other healthcare payers on medicine prices and other cost control measures in order to limit healthcare spending. Geopolitical tensions may lead to the imposition or escalation of trade controls, tariffs, taxes or other restrictions to market access which may increase our costs or reduce revenues. A severe or prolonged economic downturn could result in a variety of risks to our business, including weakened demand for medicines and our ability to raise additional capital when needed or on favourable terms, if at all. A weak or declining economy could strain our suppliers, possibly resulting in supply disruption, or cause delays in payments for our services by third-party payers. Measures taken to limit healthcare spending may lead to lower than anticipated rates of growth in some markets and an adverse impact on revenues and profitability. Any escalation in barriers to the global free flow of medicines is likely to increase costs to serve affected markets which may lead to downward pressure on margins. While the introduction of severe sanctions is unlikely in relation to medicines, it could occur if matters escalate significantly and could impact processes for the commercialisation of medicines and levels of sales in affected markets. Any of the foregoing could harm our business and we cannot anticipate all of the ways in which the current economic climate and financial market conditions could adversely impact our business.
Failure in financial control or the occurrence of fraud
Effective internal controls assist in the provision of reliable Financial Statements and the detection and prevention of fraud. Testing of internal controls provides only limited assurance over the accuracy of Financial Statements and may not prevent or detect misstatements or fraud. Significant resources may be required to remediate any deficiency in internal controls. Any such deficiency may trigger related investigations and may result in fines being levied against individual directors or officers. Serious fraud may lead to prosecution of senior management. Any of the foregoing could adversely affect our financial results and lead to reputational damage.

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D. Risk Factors

continued

Unexpected deterioration in the Group’s financial position — ​
Movements in exchange rates against the US dollar, our reporting currency, impact our reported results. The key currencies of Product Sales and costs are: US dollar, Chinese renminbi, euro, Japanese yen, Swedish krona and pound sterling. Most of our cash is invested in AAA credit-rated institutional money market funds, fixed income securities issued by government, financial and non-financial entities and collateralised and non-collateralised bank deposits. Our credit exposure is a mix of US, EU and rest of world default risk across these institutions. We invest in many projects in an effort to develop a successful portfolio of approved products. Our Consolidated Statement of Financial Position therefore contains significant investments in intangible assets, including goodwill. Our ability to realise value on these investments depends on regulatory approvals, market acceptance, competition, and legal developments. Our defined benefit post-retirement obligations (primarily in the UK and Sweden) can materially change in value but are largely backed by assets invested in growth and liability hedging portfolios, which hedge some of the risks inherent in liability valuations. Although we maintain relevant insurance coverage for risks arising within the Group, we may not be able to maintain our insurance coverage at a reasonable cost or in sufficient amounts to protect us against losses. Tax law is complex, leading to the risk of different interpretations. Revenue authorities can make conflicting claims to the profits taxed in individual countries leading to double taxation and the potential for fines and penalties. Tax laws can change following action by international bodies such as the Organisation for Economic Co-operation and Development (OECD) or individual governments. Foreign exchange rate movements may materially adversely affect our financial condition or results of operations. In a sustained economic downturn, such institutions may cease to trade and there can be no guarantee that we will be able to access the full value of our investments. We expect that some of our intangible assets will become impaired in the future. Impairment losses may materially adversely affect our financial condition or results of operations. Solvency levels could fall, leading to higher contributions if there are: falls in assets; increases in liability valuations (from falls in bond yields, increases in inflation or lower mortality); or changes in regulations. As liability valuation risks are hedged to a material level, significant collateral may need to be posted, which in extreme circumstances could lead to a short-term liquidity risk in some pension schemes and a request to the Group to provide temporary liquidity. Uninsured losses, or those where an insurer denies coverage, could materially adversely affect our financial condition. The resolution of tax disputes can result in incremental tax costs, a reallocation of profits or losses between jurisdictions, or even double taxation, fines and penalties. They are costly, divert management attention and may adversely affect our reputation. If tax treaties are withdrawn or amended, or Competent Authorities are unable to reach an agreement that eliminates double taxation, this could materially adversely affect our financial position. For details of our financial risk management policies, see “Strategic Report—Financial Review—Financial risk management” on page 71 and for details of current tax disputes, see “Financial Statements—Notes to the Group Financial Statements—Note 30—Commitments, contingent liabilities and contingent assets” on pages 204 to 210 of AstraZeneca’s “Annual Report and Form 20 F Information 2023” included as exhibit 15.1 to this Form 20 F dated February 20, 2024. Changes in tax regimes could result in a material impact on the Group’s cash tax liabilities and tax charge, resulting in either an increase or a reduction in financial results.

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ITEM 4. INFORMATION ON THE COMPANY

A. History and Development of the Company

AstraZeneca PLC was incorporated in England and Wales on June 17, 1992 under the Companies Act 1985. It is a public limited company domiciled in the UK. The Company’s registered number is 2723534 and its registered office is at 1 Francis Crick Avenue, Cambridge Biomedical Campus, Cambridge CB2 0AA, UK (Tel: +44 (0)20 3749 5000). From February 1993 until April 1999, the Company was called Zeneca Group PLC. On April 6, 1999, the Company changed its name to AstraZeneca PLC.

The Company was formed when the pharmaceutical, agrochemical and specialty chemical businesses of Imperial Chemical Industries PLC were demerged in 1993. In 1999, the Company sold the specialty chemical business. Also in 1999, the Company merged with Astra of Sweden. In 2000, it demerged the agrochemical business and merged it with the similar business of Novartis to form a new company called Syngenta AG. In 2007, the Group acquired MedImmune, a biologics and vaccines business based in the US. In 2021, the Group acquired Alexion, a rare disease business based in the US.

In 1999, in connection with the merger between Astra and Zeneca, the Company’s share capital was redenominated in US dollars. On 6 April 1999, Zeneca shares were cancelled and US dollar shares issued, credited as fully paid on the basis of one dollar share for each Zeneca share then held.

This was achieved by a reduction of capital under section 135 of the Companies Act 1985. Upon the reduction of capital becoming effective, all issued and unissued Zeneca shares were cancelled and the sum arising as a result of the share cancellation credited to a special reserve, which was converted into US dollars at the rate of exchange prevailing on the record date. This US dollar reserve was then applied in paying up, at par, newly created US dollar shares.

At the same time as the US dollar shares were issued, the Company issued 50,000 Redeemable Preference Shares for cash, at par. The Redeemable Preference Shares carry limited class voting rights, no dividend rights and are capable of redemption, at par, at the option of the Company on the giving of seven days’ written notice to the registered holder of the Redeemable Preference Shares.

A total of 826 million Ordinary Shares were issued to Astra shareholders who accepted the merger offer before the final closing date, 21 May 1999. The Company received acceptances from Astra shareholders representing 99.6% of Astra’s shares and the remaining 0.4% was acquired in 2000, for cash.

In 2021, in connection with the acquisition of Alexion, a total of 236 million Ordinary Shares (the majority of which were represented by new AstraZeneca ADRs) were issued to Alexion shareholders in part consideration for the acquisition.

The information (including tabular data) set forth under the headings “Strategic Report—Financial Review—Collaboration Revenue” on pages 65 to 66, “Strategic Report—Financial Review—Restructuring” on page 67, “Strategic Report—Financial Review—Acquisitions treated as Business combinations” and “—Acquisitions treated as asset acquisitions” on page 69, “Strategic Report—Financial Review—Investments, divestments and capital expenditure” on page 70, “Corporate Governance—Corporate Governance Report—Compliance with the UK Corporate Governance Code—Board Leadership and Company Purpose” on page 81 and “Additional Information—Important information for readers of this Annual Report—AstraZeneca websites” on page 236, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference. Additionally, the information set forth under the heading “Strategic Report—Financial Review” on pages 60 to 76 of AstraZeneca’s “Annual Report and Form 20-F Information 2022” included as exhibit 15.1 to the Form 20-F dated February 21, 2023 is incorporated herein by reference.

The United States Securities and Exchange Commission (the “SEC”) maintains a website at www.sec.gov which contains in electronic form each of the reports and other information that we have filed electronically with the SEC.

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B. Business Overview

The information (including graphs and tabular data) set forth under the headings “Strategic Report—AstraZeneca at a Glance” on page 5, “Strategic Report—Chair’s Statement” on page 2, “Strategic Report—Chief Executive Officer’s Review” on pages 3 to 4, “Strategic Report—Science can…” on page 6, “Strategic Report—Healthcare in a Changing World” on pages 7 to 9, “Strategic Report—Our Purpose, Values and Business Model” on pages 10 to 11, “Strategic Report—Our strategy and Key Performance Indicators” on pages 12 to 15, “Strategic Report—Therapy Area Review” on pages 16 to 31, “Strategic Report—Business Review” on pages 32 to 49, “Strategic Report—Task Force on Climate-related Financial Disclosures Summary Statement” on pages 51 to 53, “Strategic Report—Risk Overview—Managing risk”, “—Risk Overview—Emerging risks”, “—Risk Overview—Climate risk”, “—Risk Overview—Cybersecurity Risk” on page 54, “Corporate Governance—Corporate Governance Report—Compliance with the UK Corporate Governance Code—Global Compliance and Group Internal Audit (GIA)” on page 83, “Corporate Governance—Corporate Governance Report—Principal Decisions—Acquisitions and collaborations to strengthen pipeline” on page 87, “Financial Statements—Notes to the Group Financial Statements—Note 1—Revenue” on pages 160 to 161, “Financial Statements—Notes to the Group Financial Statements—Note 6—Segment information” on page 167 to 169, “Additional Information—Sustainability: supplementary information” on page 230, and “Additional Information—Important information for readers of this Annual Report—Statements of competitive position, growth rates and sales” on page 236, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

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Development Pipeline as of February 8, 2024

This section sets out AstraZeneca-sponsored or -directed trial New Molecular Entities (NMEs) and significant indications.

First major market regulatory submission date and submission status is provided for assets in Phase III or beyond. As disclosure of compound information is balanced by the business need to maintain confidentiality, information in relation to some compounds listed here has not been disclosed at this time.

Key:

PP = Partnered product

Phase I

Compound — Oncology Mechanism Additional Information Area Under Investigation
AZD0305 GPRC5D ADC relapsed/refractory multiple myeloma
AZD0486 CD19-CD3 TCE R/R B-cell non-Hodgkin lymphoma
AZD0486 CD19-CD3 TCE B-cell acute lymphoblastic leukaemia
AZD1390 ATM inhibitor glioblastoma
AZD3470 PRMT5 inhibitor classic Hodgkin lymphoma, solid tumours
AZD5335 anti-folate receptor alpha topoisomerase 1 inhibitor ADC ovarian cancer, lung adenocarcinoma
AZD5851 GPC3 CAR-T hepatocellular carcinoma
AZD5863 CLDN18.2 x CD3 bi-specific antibody (HBM7022) solid tumours
AZD6422 CLDN18.2 CAR-T solid tumours
AZD8421 CDK2 inhibitor solid tumours
AZD9592 EGFR/cMET solid tumours
AZD9829 CD123 TOP1i ADC acute myeloid leukemia, myelodysplastic syndromes
NT-125 autologous, fully-individualised, multi-specific TCR-T targeting neoantigens solid tumours
NT-175 TGFBR2 KO armoured TCR-T targeting TP53 R175H/HLA-A*02:01 solid tumours
volrustomig + lenvatinib PD-1/CTLA-4 bispecific mAb + VEGF advanced renal cell carcinoma
CVRM
AZD2373 podocyte health nephropathy
AZD2389 anti-fibrotic mechanism metabolic dysfunction-associated steatohepatitis
AZD4144 inflammation modulator cardiorenal disease
AZD5462 RXFP1 agonist (PP) heart failure
AZD6234 peptide obesity with related comorbidities
AZD7503 ASO non-alcoholic steatohepatitis
AZD9550 GLP-1R glucagon dual agonist non-alcoholic steatohepatitis
Respiratory & Immunology
AZD1163 bispecific antibody rheumatoid arthritis
AZD5055 porcupine inhibitor idiopathic pulmonary fibrosis
AZD6793 IRAK4 inhibitor inflammatory diseases
AZD6912 siRNA rheumatoid arthritis
AZD7798 humanised monoclonal antibody targets T cells subset Crohn’s disease
AZD8630 inhaled TSLP FAb (PP) asthma
Other Medicines
AZD4041 orexin 1 receptor antagonist (PP) opioid use disorder
MEDI0618 PAR2 antagonist mAb Phase I/IIa migraine
MEDI1814 amyloid beta mAb (PP) Alzheimer’s disease
Rare Disease
ALXN1910 next generation TNSALP ERT bone metabolism
ALXN1920 kidney-targeted factor H fusion protein nephrology
ALXN2030 siRNA targeting complement C3 nephrology
ALXN2080 oral factor D inhibitor healthy volunteers
Vaccine and Immune therapies
COVID mRNA VLP vaccine Vaccine COVID-19

15

Phase II

Compound — Oncology Mechanism Additional Information Area Under Investigation
AZD0171 + Imfinzi + CTx anti-LIF mAb + PD-L1 mAb + CTx 1st-line metastatic pancreatic ductal adenocarcinoma
AZD0901 CLDN18.2 MMAE ADC solid tumours
AZD8205 B7-H4 targeting ADC solid tumours
AZD9574 PARP inhibitor advanced solid malignancies
camizestrant selective estrogen receptor degrader estrogen receptor +ve breast cancer
ceralasertib ATR inhibitor solid tumours
IPH5201 + Imfinzi CD39 + PD-L1 (PP) neoadjuvant/adjuvant NSCLC
rilvegostomig ARTEMIDE-01 PD-1/TIGIT bispecific mAb (PP) solid tumours
sabestomig PD-1/TIM3 bispecific mAb solid tumours (Phase II), haematological malignancies (Phase I) solid tumours, haematological malignancies
saruparib PARP1Sel solid tumours
volrustomig PD-1/CTLA-4 bispecific mAb solid tumours
CVRM
AZD0780 PCSK9 dyslipidaemia
AZD2693 NASH resolution non-alcoholic steatohepatitis
AZD3427 relaxin mimetic heart failure
balcinrenone/dapagliflozin MR modulator + SGLT2 inhibitor heart failure with CKD
MEDI6570 LOX-1 mAb cardiovascular disease
mitiperstat myeloperoxidase heart failure with a preserved ejection fraction/NASH
zibotentan/dapagliflozin endothelin A receptor antagonist/SGLT2 inhibitor liver cirrhosis
Respiratory & Immunology
atuliflapon FLAP inhibitor asthma
AZD4604 inhaled JAK1 inhibitor asthma
mitiperstat myeloperoxidase COPD
tozorakimab FRONTIER 3 IL-33 mAb asthma
Other Medicines
MEDI1341 alpha synuclein mAb (PP) multiple system atrophy/Parkinson’s disease
MEDI7352 NGF/TNF bispecific mAb osteoarthritis pain and painful diabetic neuropathy
Rare Disease
vemircopan oral factor D inhibitor generalised myasthenia gravis
vemircopan oral factor D inhibitor proliferative lupus nephritis or immunoglobulin A nephropathy
Voydeya (danicopan) oral factor D inhibitor geographic atrophy

16

Phase III/Pivotal Phase II/Registration (listed until launch in all applicable major markets)

Compound — Oncology Mechanism Area Under Investigation Additional Information Estimated submission/submission status
camizestrant + CDK4/6i SERENA-6 selective estrogen receptor degrader + CDK4/6 inhibitors 1st-line HR+ HER2- ESR1m breast cancer 2025
camizestrant +palbociclib SERENA-4 selective estrogen receptor degrader + CDK4/6 inhibitor 1st-line HR+ HER2- breast cancer 2025
camizestrant CAMBRIA-1 selective estrogen receptor degrader HR+ HER2- extended adjuvant breast cancer >2025
camizestrant CAMBRIA-2 selective estrogen receptor degrader ER+/HER2- early breast cancer >2025
ceralasertib +Imfinzi LATIFY ATR inhibitor + PDL-1 mAb NSCLC >2025
datopotamab deruxtecan AVANZAR TROP2 ADC 1L NSCLC, squamous and non-squamous 1L NSCLC, TROP2 BM+ (PP) 2025
datopotamab deruxtecan TROPION-Breast01 TROP2 ADC 2-3L HR+ HER2- breast cancer (PP) H1 2024
datopotamab deruxtecan TROPION-Breast02 TROP2 ADC 1st-line triple negative breast cancer (PP) 2025
datopotamab deruxtecan TROPION-Breast03 TROP2 ADC adjuvant residual disease triple negative breast cancer (PP) >2025
datopotamab deruxtecan TROPION-Breast04 TROP2 ADC neoadjuvant/adjuvant triple negative or HR-low/HER2-negative breast cancer (PP) >2025
datopotamab deruxtecan TROPION-Breast05 TROP2 ADC 1L PD-L1+ triple negative breast cancer (PP) >2025
datopotamab deruxtecan TROPION-Lung01 TROP2 ADC 2L+ NSCLC with or without actionable genomic alterations (PP) H1 2024
datopotamab deruxtecan TROPION-Lung07 TROP 2 ADC 1L NSCLC PD-L1 <50% non-squamous (PP) >2025
datopotamab deruxtecan TROPION-Lung08 TROP2 ADC 1L metastatic NSCLC without actionable genomic alterations and PD-L1 TPS ≥50 % (PP) 2025
Imfinzi + Imjudo HIMALAYA PD-L1 mAb + CTLA-4 mAb 1st-line hepatocellular carcinoma (PP) Launched
Imfinzi +/- oleclumab +/- monalizumab PACIFIC-9 PD-L1 + NKG2A or PD-L1 + CD73 unresectable Stage III NSCLC (PP) >2025
rilvegostomig ARTEMIDEBiliary01 PD-1/TIGIT bispecific mAb adjuvant biliary tract cancer (PP) >2025
saruparib EvoPAR-Prostate01 PARP1Sel metastatic castration-sensitive prostate cancer >2025
Truqap (capivasertib) + Faslodex CAPItello-291 AKT inhibitor + fulvestrant 2nd-line and beyond in aromatase inhibitor resistant locally advanced (inoperable) or metastatic breast cancer (PP) Launched
volrustomig eVOLVE-Cervical PD-1/CTLA-4 bispecific mAb locally advanced cervical cancer >2025
volrustomig eVOLVE-HNSCC PD-1/CTLA-4 bispecific mAb unresected locally advanced head and neck squamous cell carcinoma >2025
volrustomig eVOLVE-Lung02 PD-1/CTLA-4 bispecific mAb 1L metastatic NSCLC >2025
volrustomig eVOLVE-Meso PD-1/CTLA-4 bispecific mAb 1L unresectable malignant pleural mesothelioma >2025
CVRM
Andexxa anti-factor Xa reversal acute major bleed Launched
baxdrostat aldosterone synthase inhibitor hypertension >2025
roxadustat OLYMPUS ROCKIES hypoxia-inducible factor prolyl hydroxylase inhibitor anaemia in chronic kidney disease/end-stage renal disease (PP) Launched
Wainua (eplontersen) ligand-conjugated antisense patients with hereditary transthyretin-mediated amyloid polyneuropathy (ATTRv-PN) (PP) Launched
zibotentan/dapagliflozin endothelin A receptor antagonist/SGLT2 inhibitor CKD with high proteinuria >2025
Respiratory & Immunology
Fasenra CALIMA SIROCCO ZONDA MIRACLE IL-5R mAb severe uncontrolled asthma (PP) Launched
Saphnelo TULIP 1 & TULIP 2 AZALEA (China) type I IFN receptor mAb systemic lupus erythematosus (PP) Launched
Tezspire NAVIGATOR DIRECTION (China) TSLP mAb severe uncontrolled asthma (PP) Launched
tozorakimab OBERON TITANIA PROSPERO MIRANDA IL-33 mAb chronic obstructive pulmonary disease >2025
tozorakimab TILIA IL-33 mAb severe viral lower respiratory tract disease 2025
Vaccine and Immune Therapies
Beyfortus RSV mAb-YTE passive RSV immunisation (PP) Launched
sipavibart (AZD3152) SUPERNOVA SARS-CoV-2 LAAB prevention of COVID-19 H1 2024
Rare Disease
acoramidis oral TTR stabiliser transthyretin amyloid cardiomyopathy (PP) H1 2024
ALXN2220 transthyretin depleter transthyretin amyloid cardiomyopathy (PP) >2025
anselamimab fibril-reactive mAb amyloid light chain amyloidosis 2025
efzimfotase alfa (ALXN1850) next generation TNSALP ERT hypophosphatasia >2025
gefurulimab humanised bispecific VHH antibody generalised myasthenia gravis >2025
Voydeya (danicopan) ALPHA oral factor D inhibitor paroxysmal nocturnal haemoglobinuria with clinically significant extravascular haemolysis Approved

17

Significant Life-cycle Management

First major market regulatory submission date and submission status is provided for assets in Phase III or beyond. Projects in Phase III unless otherwise noted.

Compound — ​ Mechanism — ​ Area Under Investigation — ​ Additional Information — ​ Estimated submission/submission status — ​
Oncology
Calquence + R-CHOP ESCALADE BTK inhibitor + R-CHOP 1st-line diffuse large B cell lymphoma >2025
Calquence + venetoclax + obinutuzumab AMPLIFY BTK inhibitor + BCL-2 inhibitor + anti-CD20 mAb 1st-line chronic lymphocytic leukaemia (PP) >2025
Calquence ECHO BTK inhibitor 1st-line mantle cell lymphoma (PP) >2025
Calquence ELEVATE-TN ChangE (China) BTK inhibitor 1st-line chronic lymphocytic leukaemia (PP) Launched
Enhertu (platform) DESTINY-Breast07 HER2 targeting antibody drug conjugate HER2+ breast cancer (PP) Phase II LCM
Enhertu (platform) DESTINY-Breast08 HER2 targeting ADC HER2-low breast cancer (PP) Phase I LCM
Enhertu DESTINY-Breast02 HER2 targeting ADC HER2+, unresectable and/or metastatic breast cancer pretreated with prior standard of care HER2 therapies, including T-DM1 (PP) Approved
Enhertu DESTINY-Breast05 HER2 targeting ADC HER2+ post-neoadjuvant high-risk breast cancer (PP) >2025
Enhertu DESTINY-Breast06 HER2 targeting ADC post-ET HER2-low/HR+ breast cancer 2L (PP) H2 2024
Enhertu DESTINY-Breast09 HER2 targeting ADC 1st-line HER2+ breast cancer (PP) 2025
Enhertu DESTINY-Breast11 HER2 targeting ADC neoadjuvant HER2+ breast cancer (PP) 2025
Enhertu DESTINY-Gastric01 HER2 targeting ADC HER2-over-expressing advanced gastric or gastroesophageal junction adenocarcinoma patients who have progressed on two prior treatment regimens (PP) Launched
Enhertu DESTINY-Gastric04 HER2 targeting ADC 2nd-line HER2+ gastric cancer (PP) >2025
Enhertu DESTINY-Lung04 HER2 targeting ADC 1st-line HER2m NSCLC (PP) >2025
Enhertu DESTINYPanTumour01 HER2 targeting ADC HER2 mutant tumours (PP) Phase II LCM
Enhertu DESTINYPanTumour02 HER2 targeting ADC HER2 expressing solid tumours (PP) Phase II LCM Accepted
Imfinzi (platform) BEGONIA PD-L1 mAb with paclitaxel and multiple novel oncology therapies 1st-line metastatic triple negative breast cancer Phase II LCM
Imfinzi (platform) HUDSON PD-L1 mAb + multiple novel oncology therapies post IO NSCLC Phase II LCM
Imfinzi + CRT KUNLUN PD-L1 mAb + CRT locally advanced oesophageal squamous cell carcinoma (PP) >2025
Imfinzi + CRT PACIFIC-5 (China) PD-L1 mAb + CRT locally-advanced (Stage III) NSCLC (PP) 2025
Imfinzi + CTx neoadjuvant AEGEAN PD-L1 mAb + CTx locally-advanced (Stage II-III) NSCLC Accepted
Imfinzi + CTx NIAGARA PD-L1 mAb + CTx muscle invasive bladder cancer 2025
Imfinzi + domvanalimab (AB154) PACIFIC-8 PD-L1 mAb + TIGIT unresectable Stage III NSCLC (PP) >2025
Imfinzi + EV +/- Imjudo VOLGA PD-L1 + nectin-4 targeting ADC +/- CTLA-4 muscle invasive bladder cancer 2025
Imfinzi + FLOT MATTERHORN PD-L1 mAb + CTx neoadjuvant/adjuvant gastric cancer (PP) 2025
Imfinzi + Imjudo +SoC NILE PL-L1 mAb + CTLA-4 mAb + SoC 1st-line urothelial cancer H2 2024
Imfinzi + Imjudo + TACE +/- lenvatinib EMERALD-3 PD-L1 + CTLA-4 + VEGF +/- chemoembolisation locoregional hepatocellular carcinoma >2025
Imfinzi + VEGF + TACE EMERALD-1 PD-L1 mAb + VEGF + TACE locoregional hepatocellular carcinoma (PP) H1 2024
Imfinzi + VEGF EMERALD-2 PD-L1 mAb + VEGF adjuvant hepatocellular carcinoma (PP) 2025
mfinzi +/- Imjudo + CRT ADRIATIC PD-L1 mAb +/- CTLA-4 mAb + CRT 1st-line limited-stage small-cell lung cancer (PP) H2 2024
Imfinzi +/- Imjudo + CTx POSEIDON PD-L1 mAb +/- CTLA-4 mAb + CTx 1st-line NSCLC Launched
Imfinzi (platform) NeoCOAST-2 PD-L1 mAb + multiple novel oncology therapies NSCLC (PP) Phase II LCM
Imfinzi post-SBRT PACIFIC-4 PD-L1 mAb post-SBRT Stage I/II NSCLC PP >2025
Imfinzi POTOMAC PD-L1 mAb non-muscle invasive bladder cancer 2025
Lynparza (basket) LYNK002 PARP inhibitor HRRm cancer (PP) Phase II LCM
Lynparza +abiraterone PROpel PARP inhibitor + NHA prostate cancer (PP) Launched
Lynparza + Imfinzi + bevacizumab DUO-O PARP inhibitor + PD-L1 mAb + VEGF inhibitor 1st-line ovarian cancer ( PP) H1 2024
Lynparza + Imfinzi DUO-E PARP inhibitor + PD-L1 mAb 1st-line endometrial cancer (PP) Submitted
Lynparza MONO-OLA1 PARP inhibitor 1st-line BRCAwt ovarian cancer (PP) 2025
Lynparza OlympiA PARP inhibitor gBRCA adjuvant breast cancer (PP) Launched
Orpathys + Imfinzi SAMETA MET inhibitor + PD-L1 mAb 1st-line papillary renal cell carcinoma (PP) 2025
Tagrisso + CTx FLAURA2 EGFR inhibitor + CTx 1st-line advanced EGFRm NSCLC Accepted
Tagrisso + Orpathys SAFFRON EGFR inhibitor + MET inhibitor advanced EGFRm NSCLC (PP) 2025

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Compound — ​ Mechanism — ​ Area Under Investigation — ​ Additional Information — ​ Estimated submission/submission status — ​
Tagrisso + Orpathys SAVANNAH EGFR inhibitor + MET inhibitor advanced EGFRm NSCLC (PP) Phase II LCM
Tagrisso +/- CTx neoadjuvant NeoADAURA EGFR inhibitor +/- CTx Stage II/III resectable EGFRm NSCLC H2 2024
Tagrisso ADAURA2 EGFR inhibitor adjuvant EGFRm NSCLC Stage Ia2-Ia3 following complete tumour resection >2025
Tagrisso LAURA EGFR inhibitor Stage III EGFRm non-small cell lung cancer H1 2024
Tagrisso ORCHARD platform study EGFR inhibitor + multiple novel oncology therapies 2nd-line EGFRm osimertinib-resistant NSCLC (PP) Phase II LCM
Truqap (capivasertib) AKT inhibitor prostate cancer Phase II LCM
Truqap (capivasertib) + abiraterone CAPItello-281 AKT inhibitor + abiraterone PTEN deficient metastatic hormone sensitive prostate cancer 2025
Truqap (capivasertib) + CTx CAPItello-290 AKT inhibitor + CTx 1st-line metastatic triple negative breast cancer H2 2024
Truqap (capivasertib) + docetaxel CAPItello-280 AKT inhibitor + docetaxel mCRPC prostate cancer >2025
Truqap (capivasertib) + Faslodex + Palbociclib CAPItello-292 AKT inhibitor + fulvestrant + CDK4/6 inhibitor 1st-line triplet in early relapse/ET resistant locally advanced (inoperable) or metastatic breast cancer PhIb/III >2025
CVRM
Andexxa anti-factor Xa reversal urgent surgery
Farxiga/Forxiga DAPA-MI SGLT-2 inhibitor prevention of heart failure and CV death following a myocardial infarction n/a
Roxadustat hypoxia-inducible factor prolyl hydroxylase inhibitor chemotherapy induced anaemia (PP) Accepted
Wainua (eplontersen) ligand-conjugated antisense patients with hereditary or wild-type transthyretin-mediated amyloid cardiomyopathy (ATTR CM) (PP) 2025
Respiratory & Immunology
Breztri/Trixeo (PT010) KALOS LOGOS LABA/LAMA/ICS asthma 2025
Breztri/Trixeo ATHLOS LABA/LAMA/ICS COPD cardiopulmonary exercise test (CPET) trial 2025
Fasenra MANDARA IL-5R mAb eosinophilic granulomatosis with polyangiitis Submitted
Fasenra NATRON IL-5R mAb hypereosinophilic syndrome H2 2024
Fasenra ORCHID IL-5R mAb nasal polyps (PP) 2025
Fasenra RESOLUTE IL-5R mAb chronic obstructive pulmonary disease (PP) >2025
Saphnelo DAISY type I IFN receptor mAb systemic sclerosis (PP) >2025
Saphnelo IRIS type I IFN receptor mAb lupus nephritis (PP) >2025
Saphnelo TULIP-SC type I IFN receptor mAb systemic lupus erythematosus (subcutaneous) (PP) 2025
Tezspire COURSE TSLP mAb chronic obstructive pulmonary disease (PP) Phase II LCM
Tezspire CROSSING TSLP mAb eosinophilic esophagitis (PP) >2025
Tezspire WAYPOINT TSLP mAb nasal polyps (PP) 2025
Rare Disease
Ultomiris anti-complement C5 mAb proliferative lupus nephritis or immunoglobulin A nephropathy Phase II LCM
Ultomiris anti-complement C5 mAb haematopoietic stem cell transplant–associated thrombotic microangiopathy 2025
Ultomiris anti-complement C5 mAb generalised myasthenia gravis Launched
Ultomiris ARTEMIS anti-complement C5 mAb cardiac surgery-associated acute kidney injury >2025
Ultomiris CHAMPIONN-MOSD anti-complement C5 mAb neuromyelitis optica spectrum disorder Launched

19

Patent Expiries of Key Marketed Products

Patents covering our products are, or may be, challenged by third parties. Generic products may be launched ‘at risk’ and our patents may be revoked, circumvented or found not to be infringed. Details of material challenges by third parties can be found in “Financial Statements—Notes to the Group Financial Statements—Note 30—Commitments, contingent liabilities and contingent assets” on pages 204 to 210 of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024, and incorporated by reference. The expiry dates shown below include granted Supplementary Protection Certificate (SPC) and Patent Term Extension (PTE) and/or Paediatric Exclusivity periods (as appropriate). In Europe, the exact SPC situation may vary by country as different Patent Offices grant SPCs at different rates. The expiry dates of relevant regulatory data exclusivity periods are not represented in the table below. A number of our products are subject to generic competition in one or more markets. There may be agreements permitting generic or biosimilar entry prior to the expiry dates shown below. Bolded expiry dates relate to new molecular entity patents, the remaining dates relate to other patents.

Aggregate Product
US Sales Ex-US
Product Sales ($m) ($m)
Key Marketed products Description US China EU Japan 2023 2022 2021 2023 2022 2021
Oncology
Calquence (acalabrutinib) A selective inhibitor of Bruton’s tyrosine kinase indicated for the treatment of chronic lymphocytic leukaemia (CLL) and mantle cell lymphoma (MCL) and in development for the treatment of multiple B-cell malignancies. 2026–2032 , 2032–2036 2032 , 2036 2032-2035 , 2036 2 ​ 2037 , 2036 1,815 1,657 1,089 699 400 149
Enhertu 3 (trastuzumab deruxtecan) A HER2-directed antibody drug conjugate indicated for HER2-positive and HER2-low advanced breast cancers, for HER2-mutant metastatic non-small cell lung cancer (NSCLC), and for HER2-positive advanced gastric cancer. 2033, 2035 2033-2035 2033-2035 4 ​ 261 79 17
Faslodex (fulvestrant) An injectable oestrogen receptor antagonist used for the treatment of hormone receptor positive advanced breast cancer that has progressed following treatment with prior endocrine therapy. expired expired expired 2025-2026 31 17 30 266 317 401
Imfinzi (durvalumab) A human monoclonal antibody (mAb) that blocks PD-1 and CD80 on T-cells indicated for unresectable, Stage III NSCLC, for extensive-stage small cell lung cancer in combination with chemotherapy, for advanced biliary tract cancer in combination with chemotherapy, for unresectable heptatocellular carcinoma (uHCC) in combination with Imjudo , for NSCLC in combination with Imjudo and chemotherapy, and for advanced bladder cancer. 2031 2030 2030 2033 2,171 1,539 1,245 1,848 1,232 1,167
Imjudo 5 (tremelimumab) A cytotoxic T-lymphocyte-associated antigen 4 blocking antibody indicated for uHCC in combination with Imfinzi and for NSCLC in combination with Imfinzi and chemotherapy. 2031 2026 2026 2026 146 13 72
Iressa (gefitinib) An epidermal growth factor receptor tyrosine kinase inhibitor (EGFR-TKI) that acts to block signals for cancer cell growth and survival in advanced NSCLC. expired 2023 2023 2023 5 9 11 66 105 172
Lynparza 6 (olaparib) An oral poly ADP-ribose polymerase (PARP) inhibitor indicated for platinum-sensitive relapsed and for BRCA-mutated (BRCAm) ovarian cancers, for homologous recombination repair deficient (HRD)-positive advanced ovarian cancer in combination with bevacizumab, for gBRCAm, HER2-negative early and metastatic breast cancers, for gBRCAm metastatic pancreatic cancer, for HRR gene-mutated and BRCAm metastatic castration-resistant prostate cancers (mCRPC), and for 1st-line mCRPC in combination with abiraterone. 2022-2024 , 2027* , 2024-2031 2024 , 2024-2029 2029 , 2024-2029 2029 , 2024-2034 1,254 1,226 1,087 1,557 1,412 1,261
Orpathys (savolitinib) An oral, potent and highly selective MET TKI indicated for NSCLC with MET gene alterations. 2030 2030 2030 2030 44 33 16
Tagrisso (osimertinib) An EGFR-TKI indicated for early- and late-stage EGFRm NSCLC. 2032 , 2035 2032 , 2035 2032 , 2035 2034 , 2035 2,276 2,007 1,780 3,523 3,437 3,235
Truqap (capivasertib) A first-in-class, potent, adenosine triphosphate (ATP)-competitive inhibitor approved in combination with Faslodex for HR-positive, HER2-negative advanced breast cancer with certain gene alterations. 2028-2030 , 2025-2033 2028 , 2033 2028 , 2025-2033 2028 6
Zoladex 7 (goserelin acetate implant) A luteinising hormone-releasing hormone (LHRH) agonist used to treat prostate cancer, breast cancer and certain benign gynaecological disorders. expired expired expired expired 14 15 13 938 912 935
CVRM
Andexxa / Ondexxya (andexanet alfa) A factor Xa inhibitor reversal agent. 2032 , 2028–2037 2028 , 2030–2035 2028 , 2030–2037 2028 , 2030–2037 75 77 50 107 73 18
Brilinta / Brilique (ticagrelor) An oral P2Y12 platelet inhibitor for acute coronary syndromes (ACS) (ticagrelor 90mg) or continuation therapy in high-risk patients (ticagrelor 60mg) with a history of myocardial infarction (MI). An oral P2Y12 platelet inhibitor for the prevention of atherothrombotic events in adult patients with ACS or high-risk patients with history of MI, high-risk patients with coronary artery disease or stroke. 2025 , 2030-2036 expired 2025 2023-2024 , 2025-2030 744 744 735 580 614 737
Bydureon / Bydureon BCise (exenatide XR injectable suspension) An injectable glucagon-like Peptide-1 receptor agonist (GLP-1RA) available as a single-dose tray, a single-dose pen or autoinjector device indicated for use in adults with type-2 diabetes (T2D). 2024-2028, 2031 8 ​ 2024-2028, 2029 8 ​ 2024-2028, 2029 8 ​ 2024-2028, 2029 8 ​ 133 242 321 30 38 64
Byetta (exenatide injection) An injectable GLP-1RA indicated for adults with T2D. expired expired expired expired 8 14 26 11 17 30

20

Key Marketed products Description US China EU Japan 2023 2022 2021 2023 2022 2021
Crestor (rosuvastatin calcium) A statin for dyslipidaemia and hypercholesterolaemia. expired expired expired 2023 55 65 80 1,052 983 1,016
Farxiga / Forxiga (dapagliflozin) A sodium-glucose cotransporter 2 (SGLT-2 inhibitor) indicated for adult patients with T2D or in adults with or without T2D with heart failure with reduced ejection fraction or chronic kidney disease (CKD). 2025 , 2025-2040 2023 , 2028-2041 2027 2024-2025 , 2028 1,339 960 644 3,795 2,711 1,770
Komboglyze / Kombiglyze XR 9 (saxagliptin/ metformin) Combines saxagliptin and metformin as either Komboglyze , for T2D, or Kombiglyze XR, an extended release tablet for T2D. 2023 , 2025 2025 2026 , 2025 4 ​ 17 25 32 94 88 92
Lokelma (sodium zirconium cyclosilicate) An insoluble, non-absorbed sodium zirconium cyclosilicate, formulated as a powder for oral suspension, that acts as a highly selective potassium-removing agent for the treatment of hyperkalaemia. 2032-2035 2033 10 -2034 2032 2 ​ 2032-2037 214 170 115 198 119 60
Onglyza (saxagliptin) An oral dipeptidyl peptidase 4 inhibitor for T2D. 2023 , 2028 2025 2024 , 2025 4 ​ 32 51 56 84 93 179
Roxadustat 11 An oral hypoxia-inducible factor prolyl hydroxylase inhibitor indicated for the treatment of anaemia from CKD. 2024 , 2024-2034 2024 , 2024-2033 4 ​ 4 ​ 271 197 174
Wainua (eplontersen) Wainua injection, for subcutaneous use, is a prescription medicine used to treat adults with polyneuropathy of hereditary transthyretinmediated amyloidosis. 2034 2034 2034 2034
Xigduo / Xigduo XR 12 (dapagliflozin/ metformin) Combines dapagliflozin and metformin as either Xigduo – to improve glycaemic control in adults with T2D who are inadequately controlled on metformin alone, or Xigduo XR – an extended release tablet for adults with T2D who are inadequately controlled on metformin alone. 2025 , 2025-2030 2023 2028 2024-2025 , 2030 112 111 88 717 599 498
Respiratory & Immunology
Airsupra (albuterol/budesonide) A first-in-class, fixed-dose combination rescue medication for asthma in the US containing a short-acting beta2-agonist (SABA) and an anti-inflammatory inhaled corticosteroid (ICS), for the as-needed treatment or prevention of bronchoconstriction and to reduce the risk of exacerbations, developed in a pressurized metered-dose inhaler (pMDI) using AstraZeneca’s Aerosphere delivery technology. 2030 2030 2030
Bevespi Aerosphere (glycopyrrolate/formoterol) A combination of a long-acting muscarinic antagonist (LAMA) and a long-acting beta2-agonist (LABA) delivered in a pressurised metered-dose inhaler (pMDI) used for the long-term maintenance treatment of airflow obstruction in chronic obstructive pulmonary disease (COPD). 2030-2031 2030 2030 2030-2034 34 42 39 24 16 15
Breztri / Trixeo Aerosphere (PT010) (budesonide/ glycopyrrolate/ formoterol) A fixed-dose triple combination of an inhaled corticosteroid (ICS), a LAMA and a LABA delivered in a pMDI, used for the long-term maintenance treatment of COPD. 2030-2031, 2038 2030, 2038 2030, 2038 2030-2034, 2038 383 239 115 294 159 88
Daliresp / Daxas (roflumilast) An oral phosphodiesterase-4 inhibitor for adults with severe COPD to decrease their number of exacerbations. 2023-2024 2023 2023 expired 42 176 207 12 13 20
Fasenra (benralizumab) A mAb which directly targets and depletes eosinophils by recruiting natural killer cells and inducing apoptosis (programmed cell death). Approved as an add-on maintenance treatment for severe eosinophilic asthma. 2024 , 2028-2034 2028 2025 , 2028-2034 2025 , 2034 992 906 790 561 490 468
Pulmicort (budesonide) An ICS for maintenance treatment of asthma available as Turbuhaler and as Respules . expired expired expired expired 28 65 72 685 580 890
Saphnelo (anifrolumab) A first-in-class fully human mAb for moderate to severe systemic lupus erythematosus (SLE) that binds to subunit 1 of the type I IFN receptor, blocking the activity of type I IFNs. Type I IFNs such as IFN-alpha, IFN-beta and IFN-kappa are cytokines involved in driving the inflammatory pathways implicated in SLE. 2025-2029 , 2033-2036 2025-2029 2025-2029 , 2036 2030-2034 , 2033-2036 260 111 8 20 5
Symbicort (budesonide/ formoterol) A combination of an inhaled corticosteroid and a fast-onset LABA to treat asthma and/or COPD either as Symbicort Turbuhaler or Symbicort pMDI. 2023- 2029 13 ​ expired expired expired 726 973 1,065 1,636 1,565 1,663
Tezspire 14 (tezepelumab) A first-in-class human mAb that inhibits the action of TSLP, a key epithelial cytokine that sits at the top of multiple inflammatory cascades and is critical in the initiation and persistence of airway inflammation and airway hyperresponsiveness in severe asthma. Approved for a broad population of severe asthma patients, without phenotype and biomarker limitation. Developed in collaboration with Amgen. 2028 , 2038 2028 2028 2028, 2038 86 4
Vaccines & Immune Therapies
Beyfortus (nirsevimab) A long-acting anti-RSV F mAb used to prevent RSV lower respiratory tract disease in neonates and infants during their first RSV season. Jointly developed and commercialised with Sanofi. 2028–2035 , 2038 2035 2035 , 2038 87 19
Evusheld (tixagevimab co-packaged with cilgavimab) A combination of two long-acting antibodies, developed for the prevention and treatment of COVID-19. 2041 1,067 132 1,118 85
Fluenz Tetra/ FluMist Quadrivalent (live attenuated influenza vaccine) A live attenuated vaccine indicated for active immunisation for the prevention of influenza disease caused by influenza A subtype viruses and type B viruses contained in the vaccine. 2025-2026 2025 2025 2025 15 ​ 23 21 27 193 154 226
Synagis (palivizumab) A humanised mAb used to prevent serious lower respiratory tract disease caused by RSV in infants at high risk of acquiring RSV disease. 2023 16 ​ expired 2023 2023 (1) 1 23 547 577 387
Vaxzevria 17 (ChAdOx1-S Recombinant) An adenoviral vector vaccine, based on a weakened version of the common cold virus, for active immunisation against COVID-19. 2032 2032 2032 2032 79 64 12 1,719 3,853

21

Key Marketed products Description US China EU Japan 2023 2022 2021 2023 2022 2021
Rare Disease
Kanuma (sebelipase alfa) A recombinant form of the human lysosomal acid lipase (LAL) enzyme, the enzyme replacement therapy is for the treatment of LAL deficiency. 2031 2031 2031 , 2026-2037 2031 , 2032 85 77 32 86 83 30
Koselugo (selumetinib) A specific enzymes-inhibitor which blocks mitogen-activated protein kinases (MEK1 and MEK2), which are involved in stimulating cells to grow. In neurofibromatosis type 1, these enzymes are overactive, causing tumour cells to grow in an unregulated way. By blocking these enzymes, Koselugo slows down the growth of tumour cells. 2023 , 2023-2029 2023 , 2026-2029 2023 , 2026-2029 2023 , 2023-2029 195 162 104 136 46 4
Soliris (eculizumab) A C5 inhibitor for the treatment of paroxysmal nocturnal haemoglobinuria, atypical haemolytic uraemic syndrome, generalised myasthenia gravis and neuromyelitis optica spectrum disorder. 2027 , 2025-2032 18 ​ 2029 2029 19 ​ 2027 , 2029 1,734 2,180 1,068 1,411 1,582 806
Strensiq (asfotase alfa) A targeted enzyme replacement therapy for patients with hypophosphatasia. 2025-2029 , 2035-2038 2025-2031 , 2036 2028 , 2035-2036 937 769 297 215 189 81
Ultomiris (ravulizumab) A long-acting C5 inhibitor for the treatment of paroxysmal nocturnal haemoglobinuria and atypical haemolytic uraemic syndrome, generalised myasthenia gravis and neuromyelitis optica spectrum disorder. 2035 , 2038 2035, 2038 2035, 2038-2039 2037 , 2038 1,750 1,136 381 1,251 829 307
Voydeya (danicopan) An oral, Factor D inhibitor developed as add-on to proven standard-of-care Ultomiris or Soliris to address the needs of the subset of patients with PNH who experience clinically significant extravascular haemolysis while treated with a C5 inhibitor. 2035 2035 2035 2035
Other
Nexium 20 (esomeprazole) A proton pump inhibitor used to treat acid-related diseases. expired expired expired expired 115 120 128 830 1,165 1,198
  • Date represents expiry of a pending SPC/PTE and/or Paediatric Exclusivity period.

1 Expiry in major EU markets, which includes the UK.

2 The patent is the subject of a pending opposition proceeding at the European Patent Office (EPO). The patentee successfully defended the patent in that proceeding, but the opponents have appealed.

3 AstraZeneca has recorded $1,022 million of Alliance Revenue in relation to this product in 2023 (2022: $523 million; 2021: $197 million), as per “Financial Statements—Notes to the Group Financial Statements—Note 1—Revenue” on pages 160 to 161 of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024.

4 AstraZeneca does not have commercialisation rights.

5 Imjudo Product Sales are included in the Imfinzi Product Sales figure.

6 In addition to any Product Sales, AstraZeneca has also recorded $245 million of Collaboration Revenue in relation to this product in 2023 (2022: $355 million; 2021: $400 million), as per “Financial Statements—Notes to the Group Financial Statements—Note 1—Revenue” on pages 160 to 161 of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024.

7 Rights licensed to TerSera Therapeutics LLC in the US.

8 Patent expiry date relates to BCise.

9 Komboglyze/Kombiglyze XR revenue is included in the Onglyza Product Sales figure.

10 The patent is the subject of a pending invalidation proceeding at China National Intellectual Property Administration.

11 AstraZeneca has recorded $5 million of Collaboration Revenue in relation to this product in 2023 (2022: $5 million; 2021: $6 million), as per “Financial Statements—Notes to the Group Financial Statements—Note 1—Revenue” on pages 160 to 161 of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024.

12 Xigduo/Xigduo XR Product Sales are included in the Farxiga Product Sales figure.

13 Patent expiry information relates to the Symbicort pMDI product, including any granted Paediatric Exclusivity term.

14 AstraZeneca has recorded $259 million of Alliance Revenue in relation to this product in 2023 (2022: $79 million; 2021: $nil), as per “Financial Statements—Notes to the Group Financial Statements—Note 1—Revenue” on pages 160 to 161 of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024.

15 Rights licensed to Daiichi Sankyo, Inc.

16 Rights sold to Sobi.

17 AstraZeneca has recorded $nil of Alliance Revenue in relation to this product in 2023 (2022: $76 million; 2021: $64 million), as per “Financial Statements—Notes to the Group Financial Statements—Note 1—Revenue” on pages 160 to 161 of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024.

18 Settled with Amgen for licensed biosimilar entry date of 1 March 2025. The patents expiring in 2027 are the subject of pending inter partes review proceedings before the United States Patent Office.

19 The patent is the subject of a pending opposition proceeding at the EPO. Alexion has consented to revocation of this patent in the UK and has withdrawn this patent in the Netherlands.

20 AstraZeneca has recorded $nil of Collaboration Revenue in relation to this product in 2023 (2022: $62 million; 2021: $75 million), as per “Financial Statements—Notes to the Group Financial Statements—Note 1—Revenue” on pages 160 to 161 of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024.

22

Geographical Review

This section Item 4—“Information on the Company— Business Overview—Geographical Review” should be read in conjunction with Item 5—“Operating and Financial Review and Prospects—Operating Results” below.

World US Emerging Markets Europe Established ROW
Sales Actual CER Sales Actual Sales Actual CER Sales Actual CER Sales Actual CER
2023 $m % % $m % $m % % $m % % $m % %
Oncology:
Tagrisso 5,799 7 9 2,276 13 1,621 3 10 1,120 10 8 782 (8) (1)
Imfinzi 4,237 52 55 2,317 49 360 25 39 758 39 36 802 n/m n/m
Lynparza 2,811 7 9 1,254 2 542 11 21 734 12 10 281 5 12
Calquence 2,514 22 23 1,815 10 98 n/m n/m 493 72 69 108 58 65
Enhertu 261 n/m n/m 169 n/m n/m 60 n/m n/m 32 n/m n/m
Orpathys 44 34 42 44 34 42
Truqap 6 n/m n/m 6 n/m
Zoladex 952 3 9 14 (4) 687 5 12 133 (1) 118 (4) 2
Faslodex 297 (11) (6) 31 87 142 (11) (6) 28 (49) (50) 96 (7) 1
Others 224 (33) (30) 6 (44) 165 (34) (31) 6 (42) (41) 47 (28) (23)
Total Oncology 17,145 17 20 7,719 19 3,828 8 16 3,332 22 20 2,266 20 29
BioPharmaceuticals: CVRM
Farxiga 5,963 36 39 1,451 35 2,211 33 40 1,881 45 42 420 21 30
Brilinta 1,324 (2) (1) 744 285 10 271 (4) (5) 24 (49) (47)
Lokelma 412 43 46 214 26 50 n/m n/m 58 94 91 90 32 42
roxadustat 271 38 45 271 38 45
Andexxa* 182 21 23 75 (2) 62 50 47 45 39 50
Crestor 1,107 6 11 55 (16) 862 9 15 52 26 25 138 (7) -
Seloken/Toprol-XL 640 (26) (20) 1 n/m 621 (26) (20) 11 (18) (17) 7 (23) (19)
Onglyza 227 (12) (8) 49 (36) 131 8 16 32 (16) (17) 15 (30) (28)
Bydureon 163 (42) (42) 133 (45) 3 12 12 27 (24) (26) - - -
Others 296 (19) (17) 30 (10) 152 (22) (18) 109 (15) (15) 5 (52) (49)
Total CVRM 10,585 15 18 2,752 11 4,586 11 18 2,503 31 29 744 9 16
BioPharmaceuticals: Respiratory & Immunology
Symbicort 2,362 (7) (4) 726 (25) 753 24 33 549 (6) (7) 334 (11) (7)
Fasenra 1,553 11 12 992 9 64 50 61 355 16 14 142 6
Breztri 677 70 73 383 60 161 75 85 81 n/m n/m 52 55 66
Saphnelo 280 n/m n/m 260 n/m 2 n/m n/m 8 n/m n/m 10 n/m n/m
Tezspire 86 n/m n/m 1 n/m n/m 48 n/m n/m 37 n/m n/m
Pulmicort 713 11 17 28 (58) 575 25 34 68 (1) (2) 42 (15) (10)
Bevespi 58 34 (19) 6 19 28 17 65 62 1 50 14
Daliresp 54 (72) (72) 42 (76) 3 (7) (11) 8 (9) (11) 1 (48) (20)
Others 324 (23) (20) 82 (42) 206 (10) (5) 30 (29) (30) 6 1 5
Total Respiratory & Immunology 6,107 6 8 2,547 (4) 1,771 23 31 1,164 10 8 625 2 8
BioPharmaceuticals: Vaccines & Immune Therapies
COVID-19 mAbs 132 (94) (93) n/m 6 (99) (99) 12 (96) (96) 114 (72) (68)
Vaxzevria 12 (99) (99) n/m 10 (99) (99) 2 n/m (99) n/m n/m
Beyfortus 106 n/m n/m 87 n/m 19 n/m n/m
Synagis 546 (6) (2) (1) n/m 195 13 19 175 (18) (18) 177 (7) (1)
FluMist 216 24 17 23 10 1 9 (2) 188 25 17 4 74 80
Total Vaccines & Immune Therapies 1,012 (79) (78) 109 (91) 212 (84) (83) 396 (61) (62) 295 (76) (74)
Rare Disease*:
Soliris* 3,145 (16) (14) 1,734 (20) 424 41 63 670 (17) (18) 317 (33) (29)
Ultomiris* 2,965 51 52 1,750 54 71 88 89 668 39 36 476 54 65
Strensiq* 1,152 20 21 937 22 40 15 22 89 14 11 86 13 22
Koselugo 331 59 60 195 20 59 n/m n/m 53 n/m n/m 24 n/m n/m
Kanuma* 171 7 8 85 10 29 (7) (1) 49 12 10 8 2 9
Total Rare Disease 7,764 10 12 4,701 9 623 45 62 1,529 7 5 911 5 12
Other medicines
Nexium 945 (27) (22) 115 (5) 578 2 9 53 16 13 199 (64) (61)
Others 231 (32) (30) 18 (22) 153 (31) (28) 52 (33) (32) 8 (58) (55)
Total Other medicines 1,176 (28) (24) 133 (8) 731 (7) (1) 105 (14) (15) 207 (64) (61)
Total Product Sales 43,789 2 4 17,961 4 11,751 1 8 9,029 9 7 5,048 (14) (8)

23

World US Emerging Markets Europe Established ROW
Sales Actual CER Sales Actual Sales Actual CER Sales Actual CER Sales Actual CER
2022 $m % % $m % $m % % $m % % $m % %
Oncology:
Tagrisso 5,444 9 15 2,007 13 1,567 17 22 1,023 4 17 847 (7) 8
Imfinzi 2,784 15 21 1,552 25 287 4 7 544 12 26 401 (1) 15
Lynparza 2,638 12 18 1,226 13 488 27 31 655 6 19 269 4 20
Calquence 2,057 66 69 1,657 52 45 n/m n/m 286 n/m n/m 69 n/m n/m
Enhertu 79 n/m n/m 51 n/m n/m 21 n/m n/m 7 n/m n/m
Orpathys 33 n/m n/m 33 n/m n/m
Zoladex 927 (2) 6 15 15 657 6 12 133 (10) 1 122 (28) (15)
Faslodex 334 (22) (14) 17 (45) 159 (4) 3 55 (52) (46) 103 (15) 1
Iressa 114 (38) (34) 9 (19) 94 (38) (35) 2 (52) (41) 9 (44) (35)
Arimidex 99 (29) (24) 76 (29) (26) (87) (86) 23 (23) (11)
Casodex 78 (45) (40) 53 (50) (47) 1 (49) (48) 24 (31) (19)
Others 44 (14) (6) 1 59 27 (6) 1 6 (4) 4 10 (36) (26)
Total Oncology 14,631 13 19 6,484 23 3,537 10 14 2,726 10 23 1,884 (5) 10
BioPharmaceuticals: CVRM
Farxiga 4,381 46 56 1,071 46 1,665 39 47 1,297 60 81 348 32 49
Brilinta 1,358 (8) (4) 744 1 286 (13) (10) 282 (18) (8) 46 (27) (22)
Lokelma 289 65 75 170 47 20 n/m n/m 30 n/m n/m 69 55 83
roxadustat 197 13 18 197 13 18
Andexxa* 150 5 14 77 (32) 41 41 58 32 n/m n/m
Crestor 1,048 (4) 2 65 (19) 794 2 9 41 (21) (12) 148 (21) (10)
Seloken / Toprol-XL 862 (9) (4) n/m 839 (10) (4) 14 26 27 9 (16) (13)
Bydureon 280 (27) (26) 242 (24) 3 (16) (18) 35 (37) (29) (95) (94)
Onglyza 257 (28) (25) 76 (13) 121 (32) (28) 38 (37) (29) 22 (32) (30)
Others 366 (10) (7) 34 (35) 194 (1) 4 128 (12) (10) 10 (32) (24)
Total CVRM 9,188 13 19 2,479 11 4,119 9 15 1,906 25 40 684 10 25
BioPharmaceuticals: Respiratory & Immunology
Symbicort 2,538 (7) (2) 973 (9) 608 5 582 (13) (3) 375 (2) 5
Fasenra 1,396 11 15 906 15 43 n/m n/m 305 7 20 142 (12) (1)
Breztri 398 96 n/m 239 n/m 92 68 75 33 n/m n/m 34 32 56
Saphnelo 116 n/m n/m 111 n/m 2 n/m n/m 3 n/m n/m
Tezspire 4 n/m n/m 2 n/m n/m 2 n/m n/m
Pulmicort 645 (33) (31) 65 (9) 462 (40) (39) 69 (6) 6 49 5 15
Daliresp 189 (17) (16) 176 (15) 3 (28) (24) 9 (39) (32) 1 3 7
Bevespi 58 7 9 42 7 5 31 38 10 (7) 5 1 n/m n/m
Others 421 (29) (27) 143 32 230 (20) (17) 42 (77) (75) 6 (53) (46)
Total Respiratory & Immunology 5,765 (4) 2,655 10 1,443 (18) (14) 1,054 (15) (5) 613 (3) 7
BioPharmaceuticals: Vaccines & Immune Therapies
Vaxzevria 1,798 (54) (52) 79 24 729 (67) (67) 365 (65) (61) 625 8 17
Evusheld 2,185 n/m n/m 1,067 n/m 413 n/m n/m 298 n/m n/m 407 n/m n/m
Synagis 578 41 59 1 (94) 173 n/m n/m 213 5 17 191 28 51
FluMist 175 (31) (20) 21 (21) 1 (51) (54) 151 (32) (20) 2 (4) (10)
Total Vaccines & Immune Therapies 4,736 2 8 1,168 n/m 1,316 (43) (41) 1,027 (33) (24) 1,225 68 89
Rare Disease*:
Soliris* 3,762 (11) (5) 2,180 (7) 301 (29) (10) 805 (21) (12) 476 11 24
Ultomiris* 1,965 34 42 1,136 35 38 n/m n/m 481 49 68 310 6 26
Strensiq* 958 16 18 769 19 35 41 31 78 (3) 9 76 (1) 16
Koselugo 208 93 96 162 55 26 n/m n/m 20 n/m n/m
Kanuma* 160 16 19 77 12 31 73 61 44 (3) 10 8 21 38
Total Rare Disease 7,053 4 10 4,324 8 431 (10) 6 1,428 (3) 9 870 8 24
Other medicines
Nexium 1,285 (3) 8 120 (6) 568 (19) (13) 46 (26) (17) 551 28 50
Others 340 (10) (7) 24 (45) 220 4 7 77 (29) (27) 19 37 54
Total Other medicines 1,625 (5) 4 144 (16) 788 (14) (9) 123 (28) (24) 570 28 50
Total Product Sales 42,998 18 24 17,254 44 11,634 (4) 1 8,264 9 22 5,846 22 40

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From 1 January 2022, the Group reported Andexxa in CVRM, Koselugo in Rare Disease and Synagis and Flumist in Vaccines & Immune Therapies. In the “Sales by Region in 2023” section below, the 2023 figures and the comparative 2022 figures for these products are presented within their current therapy areas.

World US Emerging Markets Europe Established ROW
Sales Actual CER Sales Actual Sales Actual CER Sales Actual CER Sales Actual CER
2021 $m % % $m % $m % % $m % % $m % %
Oncology:
Tagrisso 5,015 16 13 1,780 14 1,336 11 6 986 32 25 913 13 14
Imfinzi 2,412 18 16 1,245 5 277 76 68 485 31 25 405 23 23
Lynparza 2,348 32 30 1,087 24 384 45 41 618 42 35 259 29 28
Calquence 1,238 n/m n/m 1,089 n/m 20 n/m n/m 111 n/m n/m 18 n/m n/m
Koselugo 108 n/m n/m 104 n/m 1 n/m n/m 3 n/m n/m
Enhertu 17 n/m n/m 12 n/m n/m 4 n/m n/m 1 n/m n/m
Orpathys 16 n/m n/m 16 n/m n/m
Zoladex 948 7 3 13 n/m 619 10 5 147 5 (1) 169 (7) (7)
Faslodex 431 (26) (27) 30 (46) 167 (8) (10) 113 (49) (52) 121 (2) (1)
Iressa 183 (32) (35) 11 (23) 151 (31) (35) 5 (58) (60) 16 (26) (26)
Casodex 143 (17) (21) 105 (21) (26) 3 (3) 6 35 (3) (3)
Arimidex 139 (25) (27) 106 (28) (31) 4 5 7 29 (15) (14)
Others 50 1 (1) 29 3 1 5 51 43 16 (16) (15)
Total Oncology 13,048 20 18 5,359 26 3,223 11 6 2,484 28 22 1,982 13 13
BioPharmaceuticals: CVRM
Farxiga 3,000 53 49 732 29 1,195 74 70 810 60 52 263 34 31
Brilinta 1,472 (8) (10) 735 1 328 (29) (31) 346 1 (4) 63 8 (1)
Bydureon 385 (14) (15) 321 (16) 3 (25) (26) 55 5 6 (40) (44)
Onglyza 360 (23) (26) 88 (47) 179 (11) (14) 61 5 (1) 32 (29) (33)
Byetta 55 (19) (19) 26 (31) 12 61 75 11 (20) (25) 6 (36) (38)
Other diabetes 59 26 24 22 (12) 18 n/m n/m 17 35 31 2 11 12
Lokelma 175 n/m n/m 115 n/m 3 (44) (48) 13 n/m n/m 44 n/m n/m
roxadustat 174 n/m n/m 174 n/m n/m
Crestor 1,096 (7) (10) 80 (13) 775 4 52 (60) (62) 189 (11) (10)
Seloken / Toprol-XL 951 16 10 1 (89) 928 19 13 11 (33) (33) 11 9 (3)
Atacand 97 (60) (60) 4 (65) 28 (84) (84) 65 87 86 n/m n/m
Others 196 3 (2) 137 9 3 53 (7) (8) 6 (21) (25)
Total CVRM 8,020 13 10 2,124 2 3,780 18 14 1,494 22 16 622 7 5
BioPharmaceuticals: Respiratory & Immunology
Symbicort 2,728 (2) 1,065 4 609 7 4 670 (3) (8) 384 (12) (17)
Fasenra 1,258 33 31 790 31 20 67 67 286 41 34 162 24 22
Pulmicort 962 (3) (8) 72 1 770 (3) (9) 73 - (5) 47 (13) (15)
Daliresp 227 5 4 207 9 4 (2) 15 (32) (37) 1 (3) (10)
Breztri 203 n/m n/m 115 n/m 55 n/m n/m 7 n/m n/m 26 n/m n/m
Bevespi 54 12 12 39 (11) 4 n/m n/m 11 n/m n/m
Saphnelo 8 n/m n/m 8
Others 594 49 42 108 n/m 287 41 32 185 5 14 1 (6)
Total Respiratory & Immunology 6,034 13 9 2,404 24 1,749 9 4 1,247 6 1 634 (2) (5)
Rare Disease*:
Soliris* 1,874 1 2 1,068 4 170 1 8 439 (8) (7) 197 8 11
Ultomiris* 688 27 29 381 20 9 n/m n/m 169 73 74 129 4 11
Strensiq* 378 13 13 297 13 10 81 78 36 2 3 35 9 14
Andexxa* 68 (3) (3) 50 (21) 18 7 6
Kanuma* 62 20 21 32 13 7 n/m n/m 20 7 9 3 14 25
Total Rare Disease 3,070 8 9 1,828 8 196 11 18 682 7 9 364 7 11
Other medicines
Nexium 1,326 (11) (12) 128 (24) 705 (7) (10) 62 (13) (18) 431 (13) (12)
Synagis 410 10 13 23 (51) 35 203 (38) (37) 149
Flumist 253 (14) (17) 27 (62) 2 15 2 222 1 (2) 2 (50) (53)
Losec / Prilosec 180 (2) (7) 1 (89) 152 (7) 26 32 31 1 (82) (72)
Seroquel XR/ IR 92 (21) (20) 12 (30) 46 (17) (15) 29 2 2 5 (71) (67)
Others 106 (16) (19) 30 (45) 14 n/m n/m 54 (5) (9) 8 (13) (19)
Total Other medicines 2,367 (8) (10) 221 (39) 954 (2) (5) 596 (17) (19) 596 12 15
COVID-19
Vaxzevria 3,917 n/m n/m 64 n/m 2,240 n/m n/m 1,035 n/m n/m 578 n/m n/m
Evusheld 85 n/m n/m 19 n/m n/m 66 n/m n/m
Total COVID-19 4,002 n/m n/m 64 n/m 2,259 n/m n/m 1,101 n/m n/m 578 n/m n/m
Total Product Sales 36,541 41 38 12,000 39 12,161 40 36 7,604 50 44 4,776 36 36
  • Growth rates on Rare Disease medicines have been calculated by comparing post-acquisition revenues from 21 July 2021 with the corresponding prior year pre-acquisition revenues previously published by Alexion adjusted pro rata to match the post-acquisition period.

All commentary in “—Geographical Review” relates to Product Sales. The market definitions used in the geographical areas review below are defined in the Glossary on pages 232 to 235 of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024.

2023 in brief

Product Sales increased by 2% (CER: 4%) in 2023 to $43,789 million (2022: $42,998 million; 2021: $36,541 million) despite a decline of $3,839 million from Covid-19 medicine. Following completion of the Alexion acquisition on 21 July 2021, Rare Disease medicines generated $7,764 million in 2023, growing 10% (CER: 12%) as compared to 2022 and contributing 18% of AstraZeneca’s Total Product Sales.

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Product Sales in the US increased by 4% to $17,961 million (2022: $17,254 million; 2021: $12,000 million) driven by strong performance of Oncology, CVRM and Rare Disease medicines. Sales of Rare Disease medicines in the US increased by 9% to $4,701 million (2022: $4,324 million, 2021: $1,882 million), representing 61% of total Rare Disease sales. This is largely driven by Product Sales of Ultomiris.

In 2023, Product Sales in Emerging Markets increased by 1% (CER: 8%) to $11,751 million (2022: $11,634 million; 2021: $12,161 million). Excluding COVID-19 medicines, Product Sales in Emerging Markets increased by 12% (CER: 20%) in the year to $11,735 million. China sales, comprising 50% of Emerging Markets sales, increased by 2% (CER: 8%) to $5,867 million (2022: $5,740 million; 2021: $5,995 million). This contributed to 13% of Product Sales in 2023.

Ex-China Emerging Markets Product Sales were stable at $5,884 million (increase of 8% at CER) (2022: $5,894 million; 2021: $6,166 million). Excluding COVID-19 medicines, Product Sales in Ex-China Emerging Markets increased by 23% in the year (CER: 34%) to $5,868 million, driven by Oncology medicines and Farxiga from CVRM. Product Sales of Vaxzevria in Ex-China Emerging Markets decreased by 99% (CER: 99%) to $10 million (2022: $729 million; 2021: $2,240 million) in the year. Product Sales of COVID-19 mAbs in Ex-China Emerging Markets decreased by 99% (CER: 99%) to $6 million (2022: $411 million; 2021: $19 million) in the year.

Product Sales in Europe increased by 9% (CER: 7%) to $9,029 million (2022: $8,264 million; 2021: $7,604 million). Sales of Rare Disease medicines comprised 17% of Europe Product Sales, which increased by 7% (CER: 5%) to $1,529 million in 2023. Oncology sales in Europe grew by 22% (CER: 20%) to $3,332 million (2022: $2,726 million; 2021: $2,484 million) and represented 37% of Europe sales, primarily driven by sales of Tagrisso , Lynparza and Imfinzi . Excluding COVID-19 medicines, Product Sales in Europe grew by 19% (CER: 16%) to $9,015 million.

Product Sales in the Established ROW region decreased by 14% (CER: 8%) to $5,048 million (2022: $5,846 million; 2021: $4,776 million) largely driven by the decline in Vaccines and Immune Therapies. Japan, comprising 72% of total Established ROW Product Sales, decreased by 9% (CER: 1%) to $3,654 million (2022: $4,007 million; 2021: $3,416 million), due to the decline in sales of COVID-19 medicines , Soliris and Nexium. Product Sales in Canada, which contributed 19% of total Established ROW Product Sales, decreased by 17% (CER: 14%) to $967 million (2022: $1,165 million; 2021: $772 million).

2022 in brief

Product Sales increased by 18% (CER: 24%) in 2022 to $42,998 million (2021: $36,541 million) including Vaccines & Immune Therapies revenues. Following completion of the Alexion acquisition on 21 July 2021, Rare Disease medicines generated $7,053 million, growing 4% (CER: 10%) on a pro-rata basis, and contributed to 16% of AstraZeneca’s Total Product Sales.

Product Sales in the US increased by 44% to $17,254 million (2021: $12,000 million) driven by strong performance of Oncology and CVRM medicines. Sales of Rare Disease medicines in the US increased to $4,324 million, representing 61% of total Rare Disease sales. This is largely driven by Product Sales of Ultomiris.

In 2022, Product Sales in Emerging Markets decreased by 4% (CER: increase of 1%) to $11,634 million (2021: $12,161 million). Excluding Vaxzevria , Product Sales in Emerging Markets increased by 10% (16% at CER) in the year to $10,905 million. China sales, comprising 49% of Emerging Markets sales, decreased by 4% (CER: 1%) to $5,740 million (2021: $5,995 million). This contributed to 13% of Product Sales in 2022.

Ex-China Emerging Markets Product Sales decreased by 4% (increase of 2% at CER) to $5,894 million (2021: $6,166 million). Excluding Vaxzevria sales, Product Sales in Ex-China Emerging Markets increased by 32% in the year (CER: 42%) to $5,165 million, driven by Oncology medicines and Farxiga from CVRM. Product Sales of Vaxzevria in Ex-China Emerging Markets generated $729 million in the year. Product Sales of Evusheld in Ex-China Emerging Markets generated $411 million in the year.

Product Sales in Europe increased by 9% (CER: 22%) to $8,264 million (2021: $7,604 million). Sales of Rare Disease medicines comprised 17% of Europe Product Sales, which decreased on a pro rata basis by 3% (CER: 9%) to $1,428 million in 2022. Oncology sales in Europe grew by 10% (CER: 23%) to $2,726 million (2021: $2,484 million) and represented 33% of Europe sales, primarily driven by sales of Tagrisso , Lynparza and Imfinzi . Vaxzevria Product Sales contributed $365 million, amounting to 4% of total Europe Product Sales and 20% to the total Vaxzevria Product Sales in 2022. Excluding Vaxzevria, Product Sales in Europe grew by 20% (35% at CER) to $7,899 million.

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Product Sales in the Established ROW region increased by 22% (CER: 40%) to $5,846 million (2021: $4,776 million) largely driven by Soliris and Farxiga . Japan, comprising 69% of total Established ROW Product Sales, increased by 17% (CER: 39%) to $4,007 million (2021: $3,416 million), underpinned by sales of Vaxzevria , Evusheld and Nexium. Product Sales in Canada, which contributed 20% of total Established ROW Product Sales, increased by 51% (CER: 57%) to $1,165 million (2021: $772 million).

From 1 January 2022, the Group reported Andexxa in CVRM, Koselugo in Rare Disease and Synagis and Flumist in Vaccines & Immune Therapies. In the “Sales by Region in 2023” section below, the 2023 figures and the comparative 2022 figures for these products are presented within their current therapy areas.

2021 in brief

Product Sales increased by 41% (CER: 38%) in 2021 to $36,541 million including COVID-19 vaccine revenues. Product Sales excluding vaccines increased 26% (24% at CER) to $32,624 million. Growth was well balanced across AstraZeneca’s strategic areas of focus with double-digit growth in all major regions, including Emerging Markets, despite some headwinds in China. Following completion of the Alexion acquisition on 21 July 2021, Rare Disease medicines generated $3,070 million, growing 8% (CER: 9%) on a pro-rata basis, and contributed to 8% of AstraZeneca’s Total Product Sales.

In 2021, Product Sales in Emerging Markets increased by 40% (CER: 36%) to $12,161 million. Excluding Vaxzevria , Product Sales in Emerging Markets increased by 14% (10% CER) in the year to $9,921 million. China sales, comprising 49% of Emerging Markets sales, increased by 12% (CER: 4%) to $5,995 million. This contributed to 16% of Product Sales in 2021.

Ex-China Emerging Markets Product Sales increased by 85% (86% at CER) to $6,166 million. Excluding Vaxzezria sales, Product Sales in Ex-China Emerging Markets increased by 18% in the year (CER: 19%) to $3,926 million, driven by Oncology medicines and Farxiga . Product Sales of Vaxzevria in Ex-China Emerging Markets generated $2,240 million in the year.

Sales in the U.S. increased by 39% to $12,000 million driven by strong performance of Oncology and Respiratory & Immunology medicines. Sales of Rare Disease medicines in the U.S. post acquisition increased to $1,828 million, representing a pro rata increase of 8% thereby contributing to 60% of total Rare Disease sales. This is largely driven by Product Sales of Soliris.

Product Sales in Europe increased by 50% (CER: 44%) to $7,604 million. Sales of Rare Disease medicines comprised 9% of Europe Product Sales, which grew on a pro rata basis by 7% (CER: 9%) to $682 million in 2021. Oncology sales in Europe grew by 28% (CER: 22%) to $2,484 million and represented 33% of Europe sales, primarily driven by sales of Tagrisso , Lynparza and Imfinzi . Vaxzevria sales contributed $1,035 million, amounting to 14% of total Europe Product Sales and 26% to the total Vaxzevria sales in 2021.Excluding Vaxzevria, Product Sales in Europe grew by 30% (25% CER) to $6,568 million.

Sales in the Established ROW region increased by 36% (CER: 36%) to $4,776 million largely driven by Tagrisso and Imfinzi . Japan, comprising 72% of total Established ROW sales, increased by 31% (CER: 35%) to $3,416 million, underpinned by sales of Oncology . Sales in Canada, which contributed 16% of total Established ROW sales, increased by 28% (CER: 19%) to $772 million. Other Established ROW sales increased by 90% (CER: 76%) to $588 million in the year, largely driven by Vaxzevria.

The Group has ceased reporting New Medicines as a performance metric ( Tagrisso, Imfinzi, Lynparza, Calquence, Enhertu, Koselugo, Farxiga, Brilinta, Lokelma, roxadustat, Fasenra, Bevespi and Breztri ). In line with practice these medicines were reported within their respective disease areas.

Sales by Region in 2023

US

Product Sales in the US increased by 4% to $17,961 million (2022: $17,254 million; 2021: $12,000 million).

Oncology

Oncology sales in the US increased by 19% to $7,719 million (2022: $6,484 million; 2021: $5,255 million).

Tagrisso sales in the US increased by 13% to $2,276 million (2022: $2,007 million; 2021: $1,780 million). Performance benefitted from continued adjuvant and 1st-line demand growth.

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Imfinzi sales in the US increased by 49% to $2,317 million (2022: $1,552 million; 2021: $1,245 million), benefitting from continued demand growth from new launches in GI, including BTC (TOPAZ-1) and HCC Stage IV NSCLC.

Lynparza sales in the US grew by 2% to $1,254 million (2022: $1,226 million; 2021: $1,087 million) as a result of increased growth within PARP inhibitor class, offset by declining class use following the label restriction in 2nd-line ovarian cancer effective September 2023.

Calquence sales in the US exhibited a strong performance with an increase of 10% to $1,815 million (2022: $1,657 million; 2021: $1,089 million), as a result of sustained BTKi leadership across front-line and relapsed refractory CLL, partly offset by continued GtN pressure within competitive class.

Truqap sales in the US were $6 million (2022: $nil; 2021: $nil), as a result of the US approval on 16 th November 2023 in 2 nd -line+ HR+ breast cancer.

Faslodex sales in the US increased by 87% to $31 million (2022: $17 million; 2021: $30 million).

CVRM

CVRM sales in the US increased by 11% to $2,752 million (2022: $2,479 million; 2021: $2,174 million).

In the US Farxiga sales grew by 35% to $1,451 million (2022: $1,071 million; 2021: $732 million), with the growth driven by heart failure and CKD for patients with and without type 2 diabetes resulting in an increasing market share. There was also favourable gross-to-net adjustment in Q4 2023.

Brilinta sales in the US was $744 million (2022: $744 million; 2021: $735 million), with volume growth driven by longer duration of treatment.

Lokelma sales in the US increased by 26% to $214 million (2022: $170 million; 2021: $115 million), reflecting strong demand growth.

Andexxa sales in the US declined by 2% to $75 million (2022: $77 million; 2021: $50 million).

Crestor sales in the US decreased by 16% to $55 million (2022: $65 million; 2021: $80 million).

U.S sales of Onglyza fell by 36% in the year to $49 million (2022: $76 million; 2021: $88 million) due to continued decline for DPP-IV class.

Bydureon sales in the US declined by 45% to $133 million (2022: $242 million; 2021: $321 million) due to continued competitive pressures.

Respiratory & Immunology

Respiratory & Immunology sales in the US decreased by 4% to $2,547 million (2022: $2,655 million; 2021: $2,404 million).

Symbicort sales in the US decreased by 25% to $726 million (2022: $973 million; 2021: $1,065 million) due to generic competition entering the US market in the third quarter of 2023.

Fasenra sales in the US increased by 9% to $992 million (2022: $906 million; 2021: $790 million), benefiting from maintained share of a growing market, leading to strong volume growth.

Breztri sales in the US increased by 60% to $383 million (2022: $239 million; 2021: $115 million), following consistent share growth within the FDC triple class in new-to-brand and the total market.

Saphnelo sales in the US amounted to $260 million (2022: $111 million; 2021: $8 million) as a result of demand acceleration in the US.

Pulmicort sales in the US decreased by 58% to $28 million (2022: $65 million; 2021: $72 million).

Bevespi sales in the US decreased by 19% to $34 million (2022: $42 million; 2021: $39 million).

Daliresp/Daxas sales in the US decreased by 76% to $42 million (2022: $176 million; 2021: $207 million), impacted by uptake of multiple generics following loss of exclusivity in the US

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Vaccines & Immune Therapies

Vaccine & Immune Therapies in the US decreased by 91% to $109 million (2022: $1,168 million; 2021: $114 million), driven by a decline in sales of COVID-19 medicines.

COVID-19 mAbs sales in the US were $nil (2022: $1,067 million; 2021: $nil).

Vaxzevria sales in the US were $nil (2022: $79 million; 2021: $64 million), d ue to the fulfilment of contracts signed during the COVID-19 pandemic period.

Beyfortus sales in the US were $87 million (2022: $nil; 2021: $nil), as a result of AstraZeneca’s sales of manufactured Beyfortus product to Sanofi.

FluMist sales in the US increased by 10% to $23 million in the year (2022: $21 million; 2021: $27 million).

Rare Disease

Rare Disease sales in the US increased by 9% to $4,701 million (2022: $4,324 million; 2021: $1,882 million).

Soliris sales in the US decreased by 20% to $1,734 million (2022: $2,180 million; 2021: $1,068 million), driven by successful conversion of Soliris patients to Ultomiris in PNH, aHUS and gMG, partially offset by Soliris growth in NMOSD.

Ultomiris sales in the US increased by 54% to $1,750 million (2022: $1,136 million; 2021: $381 million), as a result of growth in naïve patients in gMG as well as successful conversion from Soliris across shared indications.

Strensiq sales in the US increased by 22% to $937 million (2022: $769 million; 2021: $297 million). Performance benefitted from strong patient demand.

Koselugo sales in the US increased by 20% to $195 million (2022: $162 million; 2021: $104 million;) driven by patient demand.

Kanuma sales in the US increased by 10% to $85 million (2022: $77 million; 2021: $32 million).

Other

Other medicines sales in the US decreased by 8% to $133 million (2022: $144 million; 2021: $171 million).

Nexium sales in the US decreased by 5% to $115 million (2022: $120 million; 2021: $128 million).

Emerging Markets

Product Sales in Emerging Markets increased by 1% (CER: 8%) to $11,751 million (2022: $11,634 million; 2021: $12,161 million).

Oncology

Oncology sales in Emerging Markets increased by 8% (CER: 16%) to $3,828 million (2022: $3,537 million; 2021: $3,222 million).

Tagrisso sales in Emerging Markets increased by 3% (CER: 10%) to $1,621 million (2022: $1,567 million; 2021: $1,336 million), as a result of continued demand growth partly offset by anticipated seasonality from hospital ordering dynamic in China.

Imfinzi sales in Emerging Markets increased by 25% (CER: 39%) to $360 million (2022: $287 million; 2021: $277 million) as a result of increased demand for new launches including BTC as well as continued demand for legacy indications Stage III unresectable NSCLC (PACIFIC), SCLC (CASPIAN).

Lynparza sales in Emerging Markets increased by 11% (CER: 21%) to $542 million (2022: $488 million; 2021: $384 million), benefiting from increased demand, offset by price reduction in China associated with NRDL renewal that took effect March 2023 for ovarian cancer indications (PSR and BRCAm 1st-line maintenance) and new NRDL enlistment in prostate cancer (PROfound).

Calquence sales in Emerging Markets were $98 million (2022: $45 million; 2021: $20 million).

29

Enhertu sales in Emerging Markets increased to $169 million (2022: $51 million; 2021: $12 million), as a result of continued uptake driven by approvals and launches, including strong demand growth in China following HER2-positive (DESTINY-Breast03) and HER2-low (DESTINY-Breast04) metastatic breast cancer launches.

Orpathys sales in Emerging Markets increased by 34% (CER: 42%) to $44 million (2022: $33 million; 2021: $16 million), due to its inclusion in the NRDL in China from March 2023 for the treatment of patients with NSCLC with MET exon 14 skipping alterations.

Zoladex sales in Emerging Markets increased by 5% (CER: 12%) to $687 million (2022: $657 million; 2021: $619 million) driven by strong underlying growth in China.

Faslodex sales in Emerging Markets fell by 11% (CER: 6%) to $142 million (2022: $159 million; 2021: $167 million) due to decline in China sales in fourth quarter due to supply issues, a consequence of short lead time of supply replenishment following VBP timeline changes.

CVRM

CVRM sales in Emerging Markets increased by 11% (CER: 18%) to $4,586 million (2022: $4,119 million; 2021: $3,780 million).

Forxiga sales in Emerging Markets increased by 33% (CER: 40%) to $2,211 million (2022: $1,665 million; 2021: $1,195 million) driven by solid growth despite generic competition in some markets and good momentum in Latin America.

Emerging Markets sales of Brilinta were stable at $285 million (CER: increase of 10%) (2022: $286 million; 2021: $328 million) and is holding positioning despite generics pressure.

Emerging Markets sales of roxadustat increased by 38% to $271 million (2022: $197 million; 2021: $174 million), benefitting from increased demand in both the dialysis- and non-dialysis-dependent populations as well as renewed NRDL listing.

Crestor sales in Emerging Markets increased by 9% (CER: 15%) to $862 million (2022: $794 million; 2021: $775 million).

Seloken sales in Emerging Markets declined by 26% (CER: 20%) to $621 million (2022: $839 million; 2021: $928 million).

Onglyza sales in Emerging Markets increased by 8% (CER: 16%) to $131 million (2022: $121 million; 2021: $179 million).

Bydureon sales in Emerging Markets increased by 12% (CER: 12%) to $3 million (2022: $3 million; 2021: $3 million).

Respiratory & Immunology

Respiratory & Immunology sales in Emerging Markets increased by 23% (CER: 31%) to $1,771 million (2022: $1,443 million; 2021: $1,749 million).

Emerging Markets sales of Symbicort increased by 24% (CER: 33%) to $753 million (CER: 5%) in the year (2022: $608 million; 2021: $609 million), as a result of strong underlying demand.

Fasenra sales in Emerging Markets increased by 50% (CER: 61%) to $64 million (2022: $43 million; 2021: $20 million) as a result of continued strong volume growth driven by launch acceleration across key markets.

Breztri sales in Emerging Markets increased by 75% (CER: 85%) to $161 million (2022: $92 million; 2021: $55 million) as a result of maintaining market share leadership in China with strong triple FDC class penetration.

Pulmicort sales in Emerging Markets increased by 25% (CER: 34%) to $575 million (2022: $462 million; 2021: $770 million) largely as a result of stabilized market share in China, with VBP having been in effect for over 12 months.

Bevespi sales in Emerging Markets increased by 19% (CER: 28%) to $6 million during the year (2022: $5 million; 2021: $4 million).

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Daliresp sales in Emerging Markets declined by 7% (CER: 11%) to $3 million (2022: $3 million; 2021: $4 million).

Vaccines & Immune Therapies

Vaccines & Immune Therapies in Emerging Markets decreased by 84% (CER: 83%) to $212 million (2022: $1,316 million; 2021: $2,295 million).

COVID-19 mAbs sales in Emerging Markets decreased by 99% (CER: 99%) to $6 million (2022: $413 million; 2021: $19 million) and all sales were derived from sales of Evusheld .

Vaxzevria sales in Emerging Markets declined by 99% (CER: 99%) to $10 million (2022: $729 million; 2021: $2,240 million) due to the fulfilment of contracts signed during the COVID-19 pandemic.

Synagis sales in Emerging Markets increased by 13% (CER: 19%) to $195 million (2022: $173 million; 2021: $35 million), indicating that performance is broadly in line with prior year.

Rare Disease

Rare Disease sales in Emerging Markets increased by 45% (CER: 62%) to $623 million (2022: $431 million; 2021: $197 million).

Soliris sales in the Emerging Markets increased by 41% (CER: 63%) to $424 million (2022: $301 million; 2021: $170 million), as a result of growth following new market launches.

Ultomiris sales in the Emerging Markets increased by 88% (CER: 89%) to $71 million (2022: $38 million; 2021: $9 million), as a result of continued growth following launches in new markets.

Strensiq sales in the Emerging Markets increased by 15% (CER: 22%) to $40 million (2022: $35 million; 2021: $10 million), as a result of growth driven by strong demand.

Koselugo sales in the Emerging Markets increased to $59 million (2022: $26 million; 2021: $1 million), as a result of patient demand and expansion in new markets.

Kanuma sales in the Emerging Markets decreased by 7% (CER: 1%) to $29 million (2022: $31 million; 2021: $7 million).

Other

Other medicines sales in Emerging Markets decreased by 7% (CER: 1%) to $731 million (2022: $788 million; 2021: $917 million).

Nexium sales in Emerging Markets increased by 2% (CER: 9%) to $578 million (2022: $568 million; 2021: $705 million).

Europe

Product Sales in Europe increased by 9% (CER: 7%) to $9,029 million (2022: $8,264 million; 2021: $7,604 million).

Oncology

Oncology sales in Europe increased by 22% (CER: 20%) to $3,332 million (2022: $2,726 million; 2021: $2,481 million).

Tagrisso sales in Europe increased by 10% (CER: 8%) to $1,120 million (2022: $1,023 million; 2021: $986 million), driven by continued growth in 1 st -line setting and increasing adjuvant demand.

Imfinzi sales in Europe increased by 39% (CER: 36%) to $758 million (2022: $544 million; 2021: $485 million), as a result of competitive share gain in SCLC, and expanded reimbursement for BTC, HCC, Stage IV NSCLC and SCLC.

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Lynparza sales in Europe increased by 12% (CER: 10%) to $734 million (2022: $655 million; 2021: $618 million), as a result of demand growth from increased uptake and new launches in 1st-line HRD-positive ovarian cancer (PAOLA-1), gBRCAm10 HER2-negative early breast cancer (OlympiA) and mCRPC (PROpel), offset by reduced use in 2nd-line ovarian cancer and pricing.

Calquence sales in Europe increased by 72% (CER: 69%) to $493 million (2022: $286 million; 2021: $111 million) as a result of continued growth supported by expanded access in key markets.

Enhertu sales in Europe increased to $60 million (2022: $21 million; 2021: $4 million) as a result of continued growth driven by increasing adoption in HER2-positive and HER2-low metastatic breast cancer.

Zoladex sales in Europe (CER: decrease of 1%) were stable at $133 million (2022: $133 million; 2021: $147 million), indicating a flat performance in Europe.

Faslodex sales in Europe decreased by 49% (CER: 50%) to $28 million (2022: $55 million; 2021: $113 million).

CVRM

CVRM sales in Europe increased by 31% (CER: 29%) to $2,503 million (2022: $1,906 million; 2021: $1,512 million).

Forxiga sales in Europe increased by 45% (CER: 42%) to $1,881 million (2022: $1,297 million; 2021: $810 million, b enefitting from the addition of cardiovascular outcomes trial data to the label and growth in HFrEF, CKD and the HFpEF approval in February 2023 and updated ESC guidelines in August 2023 also include treatment of patients with HFpEF.

Brilique sales in Europe decreased by 4% (CER: 5%) to $271 million (2022: $282 million; 2021: $346 million) due to clawbacks.

Lokelma sales in Europe increased by 94% (CER: 91%) to $58 million (2022: $30 million; 2021: $13 million) as a result of strong demand growth.

Andexxa sales in the Europe increased by 50% (CER: 47%) to $62 million (2022: $41 million; 2021: $18 million)

Crestor sales in Europe increased by 26% (CER: 25%) to $52 million (2022: $41 million; 2021: $52 million).

Seloken /Toprol -XL sales in Europe decreased by 18% (CER: 17%) to $11 million (2022: $14 million; 2021: $11 million).

Onglyza sales in Europe decreased by 16% (CER: 17%) to $32 million (2022: $38 million; 2021: $61 million) due to continued decline for DPP-IV class.

Bydureon sales in Europe decreased by 24% (CER: 26%) to $27 million (2022: $35 million; 2021: $55 million) due to competitive pressures.

Respiratory & Immunology

Respiratory & Immunology sales in Europe increased by 10% (CER: 8%) to $1,164 million (2022: $1,054 million; 2021: $1,247 million).

Symbicort sales in Europe decreased by 6% (CER: 7%) to $549 million (2022: $582 million; 2021: $670 million), due to continued price and volume erosion from generics and a slowing overall market.

Fasenra sales in Europe increased by 16% (CER: 14%) to $355 million (2022: $305 million; 2021: $286 million), benefiting from expanded leadership in severe eosinophilic asthma.

Trixeo sales in Europe increased to $81 million (2022: $33 million; 2021: $7 million) as a result of sustained growth across markets as new launches continue to progress.

Saphnelo sales in Europe increased to $8 million (2022: $2 million; 2021: $nil) as a result of additional growth driven by ongoing launches in Europe.

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Tezspire sales in Europe increased to $48 million (2022: $2 million; 2021: $nil) as a result of achieving and maintaining new-to-brand leadership in key markets as well as pre-filled pen approved in January 2023.

Pulmicort sales in Europe declined by 1% (CER: 2%) to $68 million (2022: $69 million; 2021: $73 million).

Bevespi sales in Europe increased by 65% (CER: 62%) to $17 million (2022: $10 million; 2021: $11 million).

Daliresp/Daxas sales in Europe decreased by 9% (CER: 11%) to $8 million (2022: $9 million; 2021: $15 million).

Vaccines & Immune Therapies

Vaccines & Immune Therapies sales in Europe decreased by 61% (CER: 62%) to $396 million (2022: $1,027 million; 2021: $1,526 million).

COVID-19 mAbs sales in Europe decreased by 96% (CER: 96%) to $12 million (2022: $298 million; 2021: $66 million) and all sales were derived from sales of Evusheld .

Vaxzevria sales in Europe (CER: decrease of 99%) were $2 million (2022: $365 million; 2021: $1,035 million) due to the fulfilment of contracts signed during the COVID-19 pandemic period.

Beyfortus sales in Europe were $19 million (2022: $nil; 2021: $nil).

Synagis sales in Europe decreased by 18% (CER: 18%) to $175 million (2022: $213 million; 2021: $203 million).

FluMist sales in Europe increased by 25% (CER: 17%) to $188 million (2022: $151 million; 2021: $222 million).

Rare Disease

Rare Disease sales in Europe increased by 7% (CER: 5%) to $1,529 million (2022: $1,428 million; 2021: $667 million).

Soliris sales in Europe decreased by 17% (CER: 18%) to $670 million (2022: $805 million; 2021: $439 million), due to s uccessful conversion from Soliris to Ultomiris , as well as biosimilar erosion in PNH.

Ultomiris sales in Europe increased by 39% (CER: 36%) to $668 million (2022: $481 million; 2021: $169 million), as result of s trong demand generation following launches in new markets, particularly in neurology indications, as well as accelerated conversion from Soliris in key markets, partially offset by price reductions to secure reimbursement for new indications.

Strensiq sales in Europe increased by 14% (CER: 11%) to $89 million (2022: $78 million; 2021: $36 million), as a result of strong patient demand.

Koselugo sales in Europe were $53 million (2022: $20 million; 2021: $3 million), driven by patient demand and expansion in new markets.

Kanuma sales in Europe increased by 12% (CER: 10%) to $49 million (2022: $44 million; 2021: $20 million), as a result of continued demand growth.

Other

Other medicines sales in Europe decreased by 14% (CER: 15%) to $105 million (2022: $123 million; 2021: $171 million) due to continued impact of generic competition.

Nexium sales in Europe increased by 16% (CER: 13%) to $53 million (2022: $46 million; 2021: $62 million).

Established ROW

Product Sales in the Established ROW region decreased by 14% (CER: 8%) to $5,048 million (2022: $5,846 million; 2021: $4,776 million).

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Oncology

Oncology sales in the Established ROW region increased by 20% (CER: 29%) to $2,266 million (2022: $1,884 million; 2021: $1,982 million). Oncology sales in Japan increased by 20% (CER: 30%) to $1,804 million in the year (2022: $1,501 million; 2021: $1,665 million).

Tagrisso sales in the Established ROW region decreased by 8% (CER: 1%) to $782 million (2022: $847 million; 2021: $913 million) due to increased demand in adjuvant and 1st-line offset by continued impact from HSR price reduction in Japan effective June 2023 and reclassification of Australian government rebates from the fourth quarter of 2023. In Japan, sales of Tagrisso declined by 8% (stable at CER) to $639 million in the year (2022: $695 million; 2021: $775 million).

Imfinzi sales in the Established ROW region increased to $802 million (2022: $401 million; 2021: $405 million) as a result of growth driven by launch of BTC, HCC and Stage IV NSCLC in Japan. In Japan, sales of Imfinzi increased to $714 million (2022: $329 million; 2021: $345 million).

Lynparza sales in the Established ROW region increased by 5% (CER: 12%) to $281 million (2022: $269 million; 2021: $259 million) as a result of growth driven by increased uptake in testing and use in 1 st -line HRD-positive ovarian cancer, partially offset by market expansion re-pricing in Japan from November 2023. Lynparza sales in Japan amounted to $210 million (2022: $203 million; 2021: $199 million), representing a growth of 3% (CER: 12%).

Calquence sales in the Established ROW region increased by 58% (CER: 65%) to $108 million (2022: $69 million; 2021: $18 million). Calquence sales in Japan amounted to $20 million (2022: $7 million; 2021: $3 million).

Enhertu sales in the Established ROW region increased to $32 million (2022: $7 million; 2021: $1 million).

Zoladex sales in the Established ROW region decreased by 4% (CER: increase of 2%) to $118 million (2022: $122 million; 2021: $169 million) due to a drop in sales in Japan. In Japan, Zoladex sales decreased by 22% (CER: 16%) to $83 million (2022: $107 million, 2021: $139 million).

Faslodex sales in the Established ROW region decreased by 7% (CER: increase of 1%) to $96 million (2022: $103 million; 2021: $121 million). In Japan, sales decreased by 6% (CER: increase of 2%) to $95 million (2022: $101 million; 2021: $118 million).

CVRM

CVRM sales in the Established ROW region increased by 9% (CER: 16%) to $744 million (2022: $684 million; 2021: $622 million).

Forxiga sales in the Established ROW region increased by 21% (CER: 30%) to $420 million (2022: $348 million; 2021: $263 million) as a result of continued volume growth driven by HF and CKD launches and generics launched in Canada in the third quarter of 2023. Japan sales grew by 38% (CER: 50%) to $298 million (2022: $215 million; 2021: $150 million).

Brilinta sales in the Established ROW region decreased by 49% (CER: 47%) to $24 million (2022: $46 million; 2021: $63 million) due to generic entry in Canada.

Lokelma sales in the Established ROW region increased by 32% (CER: 42%) to $90 million (2022: $69 million; 2021: $44 million) driven by strong demand growth . Sales in Japan increased by 32% (CER: 42%) to $88 million in the year (2022: $67 million; 2021: $43 million).

Andexxa sales in the Established ROW region increased by 39% (CER: 50%) to $45 million (2022: $32 million; 2021: $nil). Sales in Japan increased by 35% (CER: 46%) to $44 million in the year (2022: $33 million; 2021: $nil).

Crestor sales in the Established ROW region decreased by 7% (stable at CER) to $138 million (2022: $148 million; 2021: $189 million) with a decline in Japan sales by 8% (stable at CER) to $105 million (2022: $114 million; 2021: $151 million), where AstraZeneca collaborates with Shionogi.

Seloken/Toprol- XL sales in the Established ROW region showed a decrease by 23% (19% at CER) to $7 million (2022: $9 million; 2021: $11 million).

Onglyza sales in the Established ROW region declined by 30% (CER: 28%) to $15 million (2022: $22 million; 2021: $32 million).

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Bydureon sales in the Established ROW region was $nil (2022: $nil; 2021: $6 million).

Respiratory & Immunology

Respiratory & Immunology sales in the Established ROW region increased by 2% (CER: 8%) to $625 million (2022: $613 million; 2021: $634 million). Respiratory & Immunology sales in Japan increased by 8% (CER: 17%) to $241 million (2022: $222 million; 2021: $284 million) in the year.

Symbicort sales in the Established ROW region decreased by 11% (CER: 7%) to $334 million (2022: $375 million; 2021: $384 million). Sales in Japan declined by 20% (CER: 13%) to $65 million (2022: $81 million; 2021: $124 million) in the year due to generic erosion.

Fasenra sales in the Established ROW region (CER: increase of 6%) were stable at $142 million (2022: $142 million; 2021: $162 million). Sales in Japan declined by 7% (CER: increase if 1%) to $82 million (2022: $88 million; 2021: $110 million) in the year.

Breztri sales in the Established ROW region increased by 55% (CER: 66%) $52 million (2022: $34 million; 2021: $26 million) which is largely contributed by increased market share gains within COPD in Japan and strong launch performance in Canada. Sales in Japan increased by 22% (CER: 31%) to $37 million (2022: $31 million; 2021: $25 million).

Saphnelo sales in the Established ROW region increased to $10 million (2022: $3 million; 2021: $nil) which is largely contributed by additional growth from ongoing launches in Japan. Sales in Japan increased to $9 million (2022: $3 million; 2021: $nil).

Tezspire sales in the Established ROW region increased to $37 million (2022: $2 million; 2021: $nil) driven by Japan maintaining new-to-brand leadership. Sales in Japan increased to $30 million (2022: $2 million; 2021: $nil).

Pulmicort sales in the Established ROW region decreased by 15% (CER: 10%) to $42 million (2022: $49 million; 2021: $47 million). In Japan, sales decreased by 1% (CER: increase of 7%) in the year to $16 million (2022: $17 million, 2021: $23 million).

Vaccines & Immune Therapies

Vaccines & Immune Therapies sales in the Established ROW region decreased by 76% (CER: 74%) to $295 million (2022: $1,225 million; 2021: $730 million). Vaccines & Immune Therapies sales in Japan decreased by 69% (CER: 66%) to $234 million (2022: $756 million; 2021: $454 million) in the year.

COVID-19 mAbs sales in the Established ROW region declined by 72% (CER: 68%) to $114 million (2022: $407 million; 2021: $nil), with all product sales derived from sales of Evusheld . Sales in Japan were at $84 million (2022: $215 million; 2021: $nil).

Vaxzevria sales in the Established ROW region declined to $nil (2022: $625 million; 2021: $578 million) due to the fulfilment of contracts signed during the COVID-19 pandemic period. Sales in Japan declined to $nil (2022: $379 million; 2021: $323 million).

Synagis sales in the Established ROW region declined by 7% (CER:1%) to $177 million (2022: $191 million; 2021: $149 million). Sales in Japan declined by 7% (CER: 1%) to $150 million (2022: $162 million; 2021: $132 million).

Rare Disease

Rare Disease sales in the Established ROW region increased by 5% (CER: 12%) to $911 million (2022: $870 million; 2021: $364 million). Rare Disease sales in Japan increased by 17% (CER: 26%) to $675 million (2022: $578 million; 2021: $274 million).

Soliris sales in the Established ROW region decreased by 33% (CER: 29%) to $317 million (2022: $476 million; 2021: $197 million) driven by successful conversion from Soliris to Ultomiris . Soliris sales in Japan decreased by 41% (CER: 35%) to $133 million (2022: $224 million; 2021: $111 million).

Ultomiris sales in the Established ROW region increased by 54% (CER: 65%) to $476 million (2022: $310 million; 2021: $129 million), driven by continued conversion from Soliris and strong demand following new launches. Sales in Japan increased by 55% (CER: 67%) to $441 million (2022: $285 million; 2021: $130 million).

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Strensiq sales in the Established ROW region increased by 13% (CER: 22%) to $86 million (2022: $76 million; 2021: $35 million) driven by strong patient demand. Sales in Japan increased to $74 million (2022: $66 million; 2021: $31 million).

Koselugo sales in the Established ROW region increased to $24 million (2022: $nil; 2021: $nil) driven by patient demand and expansion in new markets. Sales in Japan increased to $23 million (2022: $nil; 2021: $nil).

Kanuma sales in the Established ROW region increased by 2% (CER: 9%) to $8 million (2022: $8 million; 2021: $3 million) driven by continued demand growth. Sales in Japan increased by 28% (CER: 39%) to $4 million (2022: $3 million; 2021: $2 million).

Other

Other medicines sales in the Established ROW region decreased by 64% (CER: 61%) to $207 million (2022: $570 million; 2021: $445 million). Sales in Japan decreased by 69% (CER: 67%) to $156 million (2022: $507 million; 2021: $376 million).

Nexium sales in the Established ROW region decreased by 64% (CER: 61%) to $199 million (2022: $551 million; 2021: $431 million) due to generic launches in Japan in the latter part of 2022. Sales in Japan decreased by 70% (67% at CER) to $150 million (2022: $497 million; 2021: $369 million), where AstraZeneca collaborated with Daiichi Sankyo until September 2021.

Disclosures Under the Iran Threat Reduction and Syria Human Rights Act of 2012

AstraZeneca is a global, innovation-driven biopharmaceutical business with operations in over 100 countries and its innovative medicines are used by millions of patients worldwide. AstraZeneca has a legal entity based in Iran, AstraZeneca Pars Company (“AstraZeneca Pars”), which has no employees, and is owned by non-US Group companies. In July 2017, AstraZeneca Pars submitted regulatory applications to the Iranian Food and Drug Administration and subsequently received marketing authorizations for several products. AstraZeneca Pars has not entered into any commercial transaction since its incorporation; products registered under AstraZeneca Pars are exclusively sold by a third-party distributor.

AstraZeneca, through one of its non-US Group companies that is neither a US person nor a foreign subsidiary of a US person, currently has sales of prescription pharmaceuticals in Iran solely through a single third-party distributor, which uses three known entities in the Iranian distribution chain. At this time, none of AstraZeneca’s US entities are involved in any business activities in Iran, or with the Iranian government. To the best knowledge of the management of AstraZeneca, the third-party distributor used by AstraZeneca is not owned or controlled by the Iranian government and AstraZeneca does not have any agreements, commercial arrangements, or other contracts with the Iranian government. However, AstraZeneca understands that one of the independent sub-distributors of AstraZeneca’s third-party distributor is likely to be indirectly controlled by the Iranian government. Further, AstraZeneca’s third-party distributor may initiate payments using banks associated with the government of Iran for the purchase of AstraZeneca products. Finally, Government agencies, hospitals and institutions may purchase AstraZeneca products from the third-party distributor or the sub-distributors.

Throughout 2017 to 2023, AstraZeneca, through a distributor, sponsored health care provider education programs in Iran, including for employees of hospitals owned or controlled by the Iranian Ministry of Health.

For the year ended December 31, 2023, the Company’s gross revenues and net profits attributable to the above-mentioned Iranian activities were $24 million and $8 million respectively. For the same period, AstraZeneca’s gross revenues and net profits were $45.8 billion and $6.0 billion, respectively. Accordingly, the gross revenues and net profits attributable to the above-mentioned Iranian activities amounted to approximately 0.05% of AstraZeneca’s gross revenues and approximately 0.13% of its net profits.

At the time of publication, the management of AstraZeneca does not anticipate any change in its activities in Iran that would result in a material impact on AstraZeneca.

C. Organizational Structure

The information (including tabular data) set forth under the headings “Additional Information—Directors’ Report—Subsidiaries and principal activities” on page 227, “—Branches and countries in which the Group conducts business” on page 227, and “Financial Statements—Group Subsidiaries and Holdings” on pages 211 to 215, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

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D. Property, Plant and Equipment

Please see the information below under the heading Item 5—“Operating and Financial Review and Prospects—Operating Results—2023 compared with 2022”. The information (including tabular data) set forth under the headings “Strategic Report—Business Review—Science and Innovation—Research and Development” on pages 34 to 35, “Strategic Report—Business Review—Growth in Therapy Area Leadership—Operations” on page 40, “Strategic Report—Business Review—Growth in Therapy Area Leadership—IT and IS resources” on page 41, “Financial Statements—Notes to the Group Financial Statements—Note 7—Property, plant and equipment” on pages 169 to 170, “Financial Statements—Notes to the Group Financial Statements—Note 30—Commitments, contingent liabilities and contingent assets—Environmental costs and liabilities” on page 204, and “Financial Statements—Notes to the Group Financial Statements—Note 8—Leases” on pages 170 to 171, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

Substantially all of the Group’s properties are held freehold, free of material encumbrances and are fit for their purpose. For more information, please refer to “Financial Statements—Notes to the Group Financial Statements—Note 7—Property, plant and equipment” on pages 169 to 170 of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024.

ITEM 4A. UNRESOLVED STAFF COMMENTS

Not applicable.

ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS

The information (including graphs and tabular data) set forth under the headings “Strategic Report—Our Strategy and Key Performance Indicators” on pages 12 to 15, “Financial Statements— Notes to the Group Financial Statements—Note 1—Revenue—Product Sales” on page 160, “Financial Statements—Notes to the Group Financial Statements—Note 28—Financial risk management objectives and policies” on pages 195 to 201, and “Additional Information—Important information for readers of this Annual Report” on page 236, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference. The information contained herein under Item 8—“Summarized financial information for guarantee of securities of subsidiaries” is incorporated by reference. Please also see the information above under the heading Item 4—“Information on the Company— Business Overview—Geographical Review”.

A. Operating Results

2023 compared with 2022

The information set forth under the heading “Strategic Report—Financial Review” on pages 58 to 74 (excluding the information set forth under the subheadings “Full year 2024: additional commentary” and “Currency impact” on page 71) of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated herein by reference.

2022 compared with 2021

The information set forth under the heading “Strategic Report—Financial Review” on pages 60 to 76 of AstraZeneca’s “Annual Report and Form 20-F Information 2022” included as exhibit 15.1 to the Form 20-F dated February 21, 2023 is incorporated herein by reference.

B. Liquidity and capital resources

The information (including graphs and tabular data) set forth under the headings “Strategic Report—Financial Review—Cash flow and liquidity—for the year ended 31 December 2023” and “—Summary cash flows” on page 68, “Strategic Report—Financial Review—Financial position – 31 December 2023” on pages 69 to 70, “Strategic Report—Financial Review—Capitalisation and shareholder return” on page 71, “Financial Statements—Notes to the Group Financial Statements—Note 19—Interest-bearing loans and borrowings” on pages 179 to 181, “Financial Statements—Notes to the Group Financial Statements—Note 13—Derivative financial instruments” on page 177, “Financial Statements—Notes to the Group Financial Statements—Note 23—Reserves” on page 191, “Financial Statements—Notes to the Group Financial Statements—Note 30—Commitments, contingent liabilities and contingent assets” on pages 204 to 210, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

We consider the Group’s working capital to be sufficient for its present requirements.

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C. Research and development and Patent Protection and Licenses

The information (including graphs and tabular data) set forth under the headings “Strategic Report—Business Review—Science and Innovation—Research and Development” on pages 34 to 35, “Strategic Report—Business Review—Science and Innovation—Development pipeline overview” on page 37, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference. Please also see the information above under the headings Item 4—“Information on the Company— Business Overview—Development Pipeline as of February 8, 2024” and “—Patent Expiries of Key Marketed Products”.

D. Trend information

The information set forth in the introductory paragraph under the heading “Strategic Report—Financial Review” on page 58 and the information (including graphs and tabular data) set forth under the headings “Strategic Report—Our Strategy and Key Performance Indicators” on pages 12 to 15, “Strategic Report—Financial Review—Measuring performance” on pages 60 to 62, “Financial Statements— Notes to the Group Financial Statements—Note 1—Revenue—Product Sales” on page 160, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

E. Critical Accounting Estimates

The information (including graphs and tabular data) set forth under the headings “Strategic Report—Financial Review—Critical accounting policies and estimates” on page 72, “Financial Statements—Group Accounting Policies” on page 152 to 159 and “Financial Statements— Notes to the Group Financial Statements—Note 30—Commitments, contingent liabilities and contingent assets” on pages 204 to 210, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

A. Directors and Senior Management

The information (including tabular data) set forth under the headings “Corporate Governance—Board of Directors as at 31 December 2023” on pages 78 to 79, and “Corporate Governance—Annual Report on Remuneration—Governance—Directors’ service contracts and letters of appointment” on page 126, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

In addition to the Board of Directors, the Senior Executive Team, or SET, is the body through which the CEO exercises the authority delegated to him by the Board. The CEO leads the SET and has executive responsibility for the management, development and performance of the business. The CEO, CFO and SET also take the lead in developing the strategy for review, constructive challenge and approval by the Board as part of the annual strategy review process. The information set forth under the heading “Corporate Governance—Senior Executive Team (SET) as at 31 December 2023” on page 80 of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

Senior Executive Team (SET) Biographies as at December 31, 2023

Sharon Barr – Executive Vice-President, Biopharmaceuticals R&D

Sharon was appointed as Executive Vice-President, BioPharmaceuticals R&D in August 2023. She is responsible for discovery through to late-stage development across CVRM and Respiratory & Immunology. Prior to this role, Sharon served as Senior Vice President, Head of Research and Product Development of Alexion, AstraZeneca Rare Disease having joined in 2013. With more than 18 years of industry experience she has previously led translational research, precision medicines, and global drug development teams. Sharon received her PhD in molecular biology from New York University, and completed a postdoctoral fellowship focused on mechanisms of DNA Damage and Repair at Stanford University. In 2022, Sharon was recognised as a Healthcare Businesswoman’s Association Luminary in recognition of her transformational leadership and passion for mentoring those around her.

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Pam Cheng – Executive Vice-President, Global Operations, IT & Chief Sustainability Officer

Pam was appointed Executive Vice-President, Operations & Information Technology in June 2015 and assumed additional responsibility for the AstraZeneca Sustainability strategy and function in January 2023. Pam joined AstraZeneca after having spent 18 years with Merck/MSD in Global Manufacturing and Supply Chain and Commercial roles. Pam was the Head of Global Supply Chain Management & Logistics for Merck and led the transformation of Merck supply chains across the global supply network. Pam also held the role of President of MSD China, responsible for MSD’s entire business in China. Prior to joining Merck, Pam held various engineering and project management positions at Universal Oil Products, Union Carbide Corporation and GAF Chemicals. Pam holds Bachelor’s and Master’s degrees in chemical engineering from Stevens Institute of Technology in New Jersey and an MBA in marketing from Pace University in New York. In addition to her role at AstraZeneca, Pam serves as a Non-Executive Director of the Smiths Group plc Board and as a Trustee Member of the Board for Stevens Institute of Technology. Pam also serves as an Advisor to the International Society of Pharmaceutical Engineering (ISPE) Board of Directors.

Ruud Dobber – Executive Vice-President, BioPharmaceuticals Business Unit

Ruud was appointed Executive Vice-President, BioPharmaceuticals Business Unit in January 2019 and is responsible for product strategy and commercial delivery for CVRM, Respiratory and Immunology, and Vaccines & Immune Therapies. Prior to this, Ruud held the role of Executive Vice-President, North America and was responsible for driving growth and maximising the contribution of the commercial operations in North America. Ruud joined Astra (later to become AstraZeneca) in 1997 and has assumed leadership roles with increasing responsibility including Executive Vice-President, North America; Executive Vice-President, Europe; Regional Vice-President, Europe, Middle East and Africa; and Regional Vice-President, Asia Pacific. Ruud served as a member of the board and executive committee of the European Federation of Pharmaceutical Industries and Associations and was previously Chairman of the Asia division of Pharmaceutical Research and Manufacturers of America. Ruud holds a doctorate in immunology from the University of Leiden, Netherlands, beginning his career as a research scientist in immunology and ageing.

Ruud was appointed as a non-executive director of the Board of Almirall S.A. in June 2021.

Marc Dunoyer – Chief Executive Officer, Alexion and Chief Strategy Officer, AstraZeneca

Marc became CEO of Alexion, AstraZeneca’s Rare Disease group, in August 2021 following its acquisition in July. He had previously served as an Executive Director and AstraZeneca’s Chief Financial Officer from November 2013. Marc’s career in pharmaceuticals, which has included periods with Roussel Uclaf, Hoechst Marion Roussel and GSK, has given him extensive industry experience. He is a qualified accountant and joined AstraZeneca in 2013, serving as Executive Vice-President, Global Product and Portfolio Strategy from June to October 2013. Prior to that, he served as Global Head of Rare Diseases at GSK and (concurrently) Chairman, GSK Japan. He holds an MBA from HEC Paris and a Bachelor of Law degree from Paris University.

Marc is a member of the Boards of Orchard Therapeutics Plc and JCR Pharmaceuticals.

David Fredrickson – Executive Vice-President, Oncology Business Unit

Dave was appointed Executive Vice-President, Oncology Business Unit in October 2017 and is responsible for driving growth and maximising the commercial performance of the AstraZeneca global Oncology portfolio. He has global accountability for marketing, sales, medical affairs and market access in Oncology and plays a critical leadership role in setting the Oncology portfolio and product strategy. Previously, Dave served as President of AstraZeneca K.K. in Japan, and Vice-President, Specialty Care in the US. While in Japan, Dave also served as Vice Chairman of the European Federation of Pharmaceutical Industries and Associations Japan and was a Director of the Japan Pharmaceutical Manufacturers Association. Before joining AstraZeneca, Dave worked at Roche/Genentech, where he served in several functions and leadership positions, including Oncology Business Unit Manager in Spain, and strategy, marketing and sales roles in the US. Prior to this, Dave worked at the Monitor Group, LLC (now Monitor Deloitte Group, LLC), a global strategy consultancy. Dave is a graduate of Georgetown University in Washington DC.

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Susan Galbraith - Executive Vice-President, Oncology R&D

Susan was appointed as Executive Vice-President, Oncology R&D in July 2021. In this role, Susan has global accountability for Oncology R&D from discovery through to late-stage development. Since joining AstraZeneca in 2010, Susan has been instrumental in bringing seven new medicines to patients, four of which are now blockbusters. Prior to AstraZeneca, Susan held senior Oncology R&D roles at Bristol-Myers Squibb. A Clinical Oncologist by background, Susan trained in medicine at Manchester and Cambridge Universities and has a PhD from the University of London. She holds an honorary Doctorate of Medical Science from the Institute of Cancer Research and is a Fellow of the Academy of Medical Sciences. Susan serves on the American Association for Cancer Research Board of Directors, the Institute of Cancer Research Scientific Advisory Board and the European Association of Cancer Research Advisory Council.

Menelas (Mene) Pangalos – Executive Vice-President, BioPharmaceuticals R&D (retiring, announced 28 July 2023)

Mene was appointed as Executive Vice-President, BioPharmaceuticals R&D in January 2019. Mene is responsible for discovery through to late-stage development across CVRM, Respiratory & Immunology, Vaccines & Immune Therapies and Neuroscience. Since joining AstraZeneca in 2010, Mene has led the transformation of R&D leading to a greater than fivefold improvement in productivity. Prior to joining AstraZeneca, Mene held senior R&D roles at Pfizer, Wyeth and GSK. Mene holds Honorary Doctorates from Glasgow University and Imperial College, London, is a Fellow of the Royal Society, the Academy of Medical Sciences, the Royal Society of Biology and Clare Hall, University of Cambridge. He is a Visiting Professor at The Wolfson Centre at Kings College and an Honorary Professor at the University of Cambridge. He is also on the Boards of The Francis Crick Institute and The Judge Business School, Cambridge University In 2019, Mene was awarded a knighthood from The Queen and has won a variety of awards including the Prix Galien Medal, Greece. He has overseen the creation of AstraZeneca’s new Global R&D Centre in Cambridge and the company’s COVID-19 efforts.

Jeff Pott – Chief Human Resources Officer, Chief Compliance Officer and General Counsel

Jeff was appointed General Counsel in January 2009 and has overall responsibility for all aspects of AstraZeneca’s Legal and IP function. In addition to his role as General Counsel, he was appointed Chief Human Resources Officer in January 2021 assuming additional responsibilities for the AstraZeneca Human Resources function and was appointed Chief Compliance Officer in January 2023. Jeff joined AstraZeneca in 1995 and has worked in various litigation roles, where he has had responsibility for IP, anti-trust and product liability litigation. Before joining AstraZeneca, he spent five years at the US legal firm Drinker Biddle and Reath LLP, where he specialised in pharmaceutical product liability litigation and anti-trust advice and litigation. He received his Bachelor’s degree in political science from Wheaton College and his Juris Doctor Degree from Villanova University School of Law.

Iskra Reic – Executive Vice-President, Vaccines and Immune Therapies

Iskra was appointed Executive Vice-President (EVP), Vaccines & Immune Therapies, in November 2021, and is responsible for both the early and late-stage development of the Unit’s pipeline and portfolio, medical affairs and commercial operations. Iskra leads the development of the unit’s portfolio and product strategy as well as establishing AstraZeneca as a trusted partner to the Infectious Disease community, supporting our ambition to develop transformative vaccines and antibodies against critical infectious diseases.

Having trained as a Doctor of Dental Surgery at the Medical University of Zagreb, Croatia, Iskra joined AstraZeneca in 2001. During this time, Iskra has held a variety of in-market, regional sales and marketing and general management roles, including Head of Specialty Care, Central & Eastern Europe, Middle East and Africa.

In 2012 she joined AstraZeneca Russia as Marketing Director, before being appointed General Manager in 2014. In 2016 Iskra was made Area Vice-President for Russia and Eurasia, before her appointment as EVP, Europe in April 2017, and the later expansion of this role to Europe & Canada in 2019.

Iskra has an International Executive MBA in Business and Leadership from the IEDC-Bled School of Management, Slovenia.

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Leon Wang – Executive Vice-President, International and China President

Leon Wang is Executive Vice-President, International and President, China. He is responsible for overall strategy driving sustainable growth across the International region, which includes China. Leon joined AstraZeneca China in March 2013 and was promoted to become President, AstraZeneca China in 2014. Under Leon’s leadership, China has become AstraZeneca’s second largest market worldwide and AstraZeneca has become the largest pharmaceutical company in China. In January 2017, Leon was promoted to Executive Vice-President, Asia Pacific Region. Prior to joining AstraZeneca, Leon held positions of increasing responsibility in marketing and business leadership at Roche, where he was a Business Unit Vice-President. In addition, Leon holds several positions in local trade associations and other prominent organisations in China. Leon holds an EMBA from China Europe International Business School, and a Bachelor of Arts from Shanghai International Studies University.

B. Compensation

The information (including graphs and tabular data) set forth under the headings “Corporate Governance—Directors’ Remuneration Report” on pages 102 to 105, “Corporate Governance—Corporate Governance Report—Compliance with the UK Corporate Governance Code—Remuneration” on page 83, “Strategic Report—Our Strategy and Key Performance Indicators—Our Key Performance Indicators and remuneration” on page 12, “Corporate Governance—Remuneration at a glance” on page 106, “Corporate Governance—How our performance measures for 2024 support the delivery of our strategy” on page 107, “Corporate Governance—How the Remuneration Committee ensures targets are stretching” on page 108, “Corporate Governance—Annual Report on Remuneration” on pages 109 to 126, “Corporate Governance—Remuneration Policy” on pages 127 to 138, “Financial Statements—Notes to the Group Financial Statements—Note 22—Post-retirement pension and other defined benefit schemes” on pages 183 to 191, “Financial Statements—Notes to the Group Financial Statements—Note 29—Employee costs and share plans for employees” on pages 201 to 203 and “Financial Statements—Notes to the Group Financial Statements—Note 31—Statutory and other information—Key management personnel compensation”, on page 210, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

C. Board Practices

The information (including graphs and tabular data) set forth under the headings “Corporate Governance—Corporate Governance Overview” on page 77, “Corporate Governance—Board of Directors as at 31 December 2023” on pages 78 to 79, “Corporate Governance—Senior Executive Team (SET) as at 31 December 2023” on page 80, “Corporate Governance—Corporate Governance Report—Compliance with the UK Corporate Governance Code—Board Leadership and Company Purpose” on page 81, “Corporate Governance—Corporate Governance Report—Compliance with the UK Corporate Governance Code—Division of responsibilities” on page 81, “Corporate Governance—Corporate Governance Report—Compliance with the UK Corporate Governance Code—Remuneration” on page 83, “Corporate Governance—Science Committee Report” on page 92, “Corporate Governance—Nomination and Governance Committee Report” on pages 90 to 91, “Corporate Governance—Sustainability Committee Report” on page 93, “Corporate Governance— Compliance with the UK Corporate Governance Code—Risk management and controls—Global Compliance and Group Internal Audit (GIA)” on page 83, “Corporate Governance—Annual Report on Remuneration—Governance—Directors’ service contracts and letters of appointment” on page 126, “Corporate Governance—Remuneration at a glance—Looking ahead—Executive Directors’ remuneration for 2024” on page 106, “Corporate Governance—Annual Report on Remuneration—Executive Directors’ remuneration” on pages 109 to 117, “Corporate Governance—Annual Report on Remuneration—Non-Executive Directors’ remuneration” on page 118 and “Corporate Governance—Audit Committee Report” on pages 94 to 101, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

Please also see the information above under the heading Item 6—Directors and Senior Management—Senior Executive Team (SET) Biographies”.

D. Employees

The information set forth under the headings , “Strategic Report—Business Review—Science and Innovation—Research and Development” on pages 34 to 35, “Strategic Report—Business Review—Growth and Therapy Area Leadership—Sales and marketing—Responsible sales and marketing” on page 39, “Strategic Report—Business Review—Growth and Therapy Area Leadership—Operations” on page 40, “Strategic Report—Business Review—Growth and Therapy Area Leadership—IT and IS resources” on page 41, “Strategic Report—Business Review—Growth and Therapy Area Leadership—Business Development” on page 42, “Strategic Report—Business Review—People and Sustainability” on pages 43 to 49 and “Financial Statements—Notes to the Group Financial Statements—Note 29—Employee costs and share plans for employees” (including the tabular data) on pages 201 to 203, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

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E. Share Ownership

The information (including graphs and tabular data) set forth under the headings “Financial Statements—Notes to the Group Financial Statements—Note 29—Employee costs and share plans for employees” on pages 201 to 203, “Corporate Governance—Annual Report on Remuneration—Directors’ shareholdings” on pages 119 to 120, and “Additional Information—Directors’ Report—Directors’, officers’ and SET shareholdings” and “—Options to purchase securities from registrant or subsidiaries” on page 228, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

F. Disclosure of a registrant’s action to recover erroneously awarded compensation

Not applicable.

ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS

A. Major Shareholders

The information set forth under the heading “Additional Information—Shareholder information—US holdings” on page 226 and “Additional Information—Directors’ Report—Major shareholdings” (including tabular data) on page 228 of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

B. Related Party Transactions

The information set forth under the headings “Financial Statements—Notes to the Group Financial Statements—Note 31—Statutory and other information—Related party transactions” on page 210, “Additional Information—Shareholder information—Related party transactions” on page 225, “Additional Information—Shareholder information—Issued share capital, shareholdings and share prices” on page 226 and “Additional Information—Directors’ Report—Major shareholdings” on page 228, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

C. Interests of Experts and Counsel

Not applicable.

ITEM 8. FINANCIAL INFORMATION

A. Consolidated Statements and Other Financial Information

Please see the information below under the heading Item 18—“Financial Statements.” The information (including graphs and tabular data) set forth under the headings “Additional Information—Shareholder information” on pages 225 to 226, “Strategic Report —Financial Review—Dividend and share repurchases” on page 71 and “Additional Information—Directors’ Report—Distributions to shareholders-dividends for 2023” on page 228, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

Summarized financial information for guarantee of securities of subsidiaries

AstraZeneca Finance LLC (“AstraZeneca Finance”) is the issuer of 0.700% Notes due 2024, 1.200% Notes due 2026, 1.750% Notes due 2028, 4.875% Notes due 2028, 4.900% Notes due 2030, 2.250% Notes due 2031 and 4.875% Notes due 2033 (the “AstraZeneca Finance Notes”). Each series of AstraZeneca Finance Notes has been fully and unconditionally guaranteed by AstraZeneca PLC. AstraZeneca Finance is 100% owned by AstraZeneca PLC and each of the guarantees by AstraZeneca PLC is full and unconditional and joint and several.

The AstraZeneca Finance Notes are senior unsecured obligations of AstraZeneca Finance and rank equally with all of AstraZeneca Finance’s existing and future senior unsecured and unsubordinated indebtedness. The guarantee by AstraZeneca PLC of the AstraZeneca Finance Notes is the senior unsecured obligation of AstraZeneca PLC and ranks equally with all of AstraZeneca PLC’s existing and future senior unsecured and unsubordinated indebtedness. Each guarantee by AstraZeneca PLC is effectively subordinated to any secured indebtedness of AstraZeneca PLC to the extent of the value of the assets securing such indebtedness. The AstraZeneca Finance Notes are structurally subordinated to indebtedness and other liabilities of the subsidiaries of AstraZeneca PLC, none of which guarantee the AstraZeneca Finance Notes.

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AstraZeneca PLC manages substantially all of its operations through divisions, branches and/or investments in subsidiaries and affiliates. Accordingly, the ability of AstraZeneca PLC to service its debt and guarantee obligations is also dependent upon the earnings of its subsidiaries, affiliates, branches and divisions, whether by dividends, distributions, loans or otherwise.

Pursuant to Rule 13-01 and Rule 3-10 of Regulation S-X of the Securities Act, we present below the summary financial information for AstraZeneca PLC, as Guarantor, excluding its consolidated subsidiaries, and AstraZeneca Finance, as the issuer, excluding its consolidated subsidiaries. The following summary financial information of AstraZeneca PLC and AstraZeneca Finance is presented on a combined basis and transactions between the combining entities have been eliminated. Financial information for non-guarantor entities has been excluded. Intercompany balances and transactions between the obligor group and the non-obligor subsidiaries are presented on separate lines.

Obligor group summarised Statement of Comprehensive Income

FY 2023 FY 2022
$m $m
Total Revenue
Gross profit
Operating loss (34) (27)
Loss for the period (976) (687)
Transactions with subsidiaries that are not issuers or guarantors 15,660 1,071

Obligor group summarised Statement of Financial Position information

At 31 Dec 2023 At 31 Dec 2022
$m $m
Current assets 5 4
Non-current assets
Current liabilities (4,856) (2,839)
Non-current liabilities (22,239) (22,797)
Amounts due from subsidiaries that are not issuers or guarantors 18,421 7,806
Amounts due to subsidiaries that are not issuers or guarantors (293)

Developments in Legal Proceedings

For information in respect of material legal proceedings in which AstraZeneca is currently involved, including those discussed below, please see the information (including tabular data) set forth under the heading “Financial Statements—Notes to the Group Financial Statements—Note 30—Commitments, contingent liabilities and contingent assets” on pages 204 to 210 of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 and is incorporated by reference.

The proceedings discussed below are provided to supplement and update the corresponding disclosure in AstraZeneca’s “Annual Report and Form 20-F Information 2023”. Unless noted below or in AstraZeneca’s “Annual Report and Form 20-F Information 2023”, no provisions have been established in respect of these proceedings.

UK proceedings

PARP Inhibitor Royalty Dispute

In October 2012, Tesaro, Inc. (now wholly owned by GlaxoSmithKline plc, (GSK)) entered into two worldwide, royalty-bearing patent license agreements with AstraZeneca related to GSK’s product niraparib. In May 2021, AstraZeneca filed a lawsuit against GSK in the Commercial Court of England and Wales alleging that GSK has failed to pay all of the royalties due on niraparib sales under the license agreements. The case was transferred to the Chancery Division and a trial took place in March 2023. In April 2023, the trial court issued a decision in AstraZeneca’s favour. GSK was granted permission to appeal, and the appellate hearing was held in January 2024. In February 2024, the Court of Appeal issued a decision in GSK’s favour. AstraZeneca is considering its options.

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US Proceedings

Onglyza and Kombiglyze

In the US, AstraZeneca has been defending various lawsuits alleging heart failure, cardiac injuries, and/or death from treatment with Onglyza or Kombiglyze . In the California state court proceeding, the trial court granted summary judgment for AstraZeneca, which the California appellate court affirmed. The California Supreme Court has declined further review, so the California state court proceeding has concluded. In 2022, the US District Court for the Eastern District of Kentucky, presiding over the consolidated federal cases, granted AstraZeneca’s motion for summary judgment. In February 2024, the US Court of Appeals for the Sixth Circuit affirmed the grant of summary judgment in the consolidated federal cases.

B. Significant Changes

Please see the information set forth under the heading “Financial Statements—Notes to the Group Financial Statements—Note 32—Subsequent events” on page 210 of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 and is incorporated by reference.

The discussion below is provided to supplement and update the corresponding disclosure in AstraZeneca’s “Annual Report and Form 20-F Information 2023”.

Icosavax acquisition

In December 2023, AstraZeneca entered into a definitive agreement to acquire Icosavax, Inc. The acquisition strengthens AstraZeneca’s late-stage pipeline with Icosavax’s lead investigational vaccine candidate, IVX-A12, a potential first-in-class, Phase III-ready, combination VLP vaccine that targets both RSV and human metapneumovirus (hMPV). RSV and hMPV are both leading causes of severe respiratory infection and hospitalisation in adults 60 years of age and older and those with chronic conditions such as cardiovascular, renal and respiratory disease. Subject to the satisfaction of the conditions in the merger agreement, the acquisition closed on February 19, 2024.

Other than as disclosed in this Item, since the date of the annual consolidated financial statements included in this Form 20-F dated February 20, 2024, no significant change has occurred.

ITEM 9. THE OFFER AND LISTING

A. Offer and Listing Details

The information (including tabular data) set forth under the heading “Additional Information—Shareholder information” on pages 225 to 226 and “Additional Information—Shareholder information—Ordinary Shares in issue” on page 226 of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

The corresponding trading symbol is “AZN” in each of AstraZeneca’s principal markets for trading in AstraZeneca shares.

B. Plan of Distribution

Not applicable.

C. Markets

The information set forth in the introductory paragraph under the heading “Additional Information— Shareholder information” on page 225 and “Additional Information—Shareholder information—Issued share capital, shareholdings and share prices” on page 226 of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

D. Selling Shareholders

Not applicable.

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E. Dilution

Not applicable.

F. Expenses of the Issue

Not applicable.

ITEM 10. ADDITIONAL INFORMATION

A. Share Capital

Not applicable.

B. Memorandum and Articles of Association

The information set forth under the heading “Additional Information—Directors’ Report—Articles of Association” on page 228 of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference. Please also see the information above in the first paragraph under the heading Item 4—“Information on the Company—History and Development of the Company”.

C. Material Contracts

Not applicable.

D. Exchange Controls

The information set forth under the headings “Additional Information—Shareholder information—Exchange controls and other limitations affecting security holders” on page 226 of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

E. Taxation

Taxation for US persons

The following statements are intended only as a general guide to certain material UK and US federal income tax consequences of ownership of Ordinary Shares or ADRs held as capital assets by the US holders described below. This summary is based on current UK and US federal income tax law, the current US/UK double taxation convention and what is understood to be the current practice of HMRC and the US Internal Revenue Service as at the date of this Form 20-F dated February 20, 2024, each of which may change, possibly with retroactive effect. This summary does not describe all of the tax consequences that may be relevant in light of the US holders’ particular circumstances (including the US Medicare contribution tax or the US alternative minimum tax) and tax consequences applicable to US holders subject to special rules. US holders and any holders who may be subject to tax in the US or the UK are urged to consult their tax advisers regarding the UK and US federal income tax consequences of the ownership and disposition of Ordinary Shares or ADRs in their particular circumstances.

This summary is based in part on representations of the depositary for ADRs and assumes that each obligation in the deposit agreement among the Company and the depositary and the holders from time to time of ADRs and any related agreements will be performed in accordance with its terms. For the purposes of this summary, the term ‘US holder’ means a beneficial owner of Ordinary Shares or ADRs that is, for US federal income tax purposes, an individual, a corporation or an estate or trust that, in each case, is treated as a US person.

For US federal income tax purposes, a holder of ADRs generally will be treated as the owner of the underlying Ordinary Shares. Accordingly, deposits or withdrawals of Ordinary Shares for ADRs will not be subject to US federal income tax.

UK and US income taxation of dividends

The Company is not required to withhold UK tax when paying a dividend. Liability to tax on receipt of dividends will depend upon the individual circumstances of a US holder. A US holder that is resident outside the UK for UK tax purposes will not generally be subject to UK tax on dividend income received, but should consult their own tax adviser.

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For US federal income tax purposes, distributions paid by the Company to a US holder are generally included in gross income as foreign source ordinary dividend income when actually or constructively received. For any dividend paid in a foreign currency, the amount of the dividend will, in the case of ADRs, be the US dollar value of the foreign currency payment received by the depositary determined at the spot rate of the relevant foreign currency on the date the dividend is received by the depositary (or, in the case of Ordinary Shares, the US dollar value of the foreign currency payment received by the US holders, determined at the spot rate of the relevant foreign currency on the date the dividend is received by the US holders, regardless of whether the dividend is converted into US dollars). Dividends will not be eligible for the dividends received deduction generally available to US corporations.

If the dividend is converted into US dollars on the date of receipt, US holders of Ordinary Shares generally should not be required to recognise foreign currency gains or losses in respect of the dividend income. They may have foreign currency gain or loss (which would be US source and taxable at the rates applicable to ordinary income) if the amount of such dividend is converted into US dollars after the date of its receipt.

Subject to applicable limitations, dividends received by certain non-corporate US holders of Ordinary Shares or ADRs may be taxable at favourable US federal income tax rates. US holders should consult their own tax advisers to determine whether they are subject to any special rules which may limit their ability to be taxed at these favourable rates.

Taxation on capital gains

US holders that are individuals or companies who are not resident in the UK for tax purposes are generally not liable for UK tax on capital gains made on the disposal of their Ordinary Shares or ADRs, unless such Ordinary Shares or ADRs are used, held or acquired in connection with a trade, profession or vocation carried on in the UK through a branch or agency or other permanent establishment. US holders should consult their own tax advisers about the treatment of capital gains in the UK.

For US federal income tax purposes, a US holder will generally recognise US source capital gain or loss on the sale or exchange of Ordinary Shares or ADRs in an amount equal to the difference between the US dollar amount realised and such holder’s US dollar tax basis in the Ordinary Shares or ADRs. US holders should consult their own tax advisers about the treatment of capital gains, which may be taxed at lower rates than ordinary income for non-corporate US holders, and capital losses, the deductibility of which may be subject to limitations.

Passive Foreign Investment Company (PFIC) rules

We believe that we were not a PFIC for US federal income tax purposes for the year ended 31 December 2023. However, since PFIC status depends on the composition of our income and assets, and the market value of our assets, from time to time, there can be no assurance that we will not be considered a PFIC for any taxable year. If we were treated as a PFIC, certain adverse tax consequences could apply to US holders.

Information reporting and backup withholding

Payments of dividends and sales proceeds that are made within the US or through certain US-related financial intermediaries may be subject to information reporting and backup withholding, unless the US holder is an exempt recipient or, in the case of backup withholding, the US holder provides its taxpayer identification number and certifies that it is not subject to backup withholding. The amount of any backup withholding from a payment to a US holder will be allowed as a credit against the holder’s US federal income tax liability and may entitle the holder to a refund, provided that the required information is timely supplied to the US Internal Revenue Service.

Certain US holders who are individuals (or certain specified entities) may be required to report information relating to securities issued by non-US persons (or foreign accounts through which the securities are held), subject to certain exceptions (including an exception for securities held in accounts maintained by US financial institutions). US holders should consult their tax advisers regarding their reporting obligations.

UK inheritance tax

Ordinary Shares or ADRs held by an individual who is domiciled in the US for the purposes of the United States – United Kingdom Double Taxation Convention relating to taxes on estates of deceased persons and on gifts (the Estate Tax Convention), and who is not for such purposes a national of the UK, will generally not be subject to UK inheritance tax on the individual’s death or on a lifetime transfer of the Ordinary Shares or ADRs, provided that any applicable US federal gift or estate tax liability is paid, except in certain cases where the Ordinary Shares or ADRs: (i) are comprised in a settlement (unless, at the time of the settlement, the settlor was domiciled in the US and not a national of the UK); (ii) are part of the business property of a UK permanent establishment of an enterprise; or (iii) pertain to a UK fixed base of an individual used for the performance of independent personal

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services. In the exceptional case where the Ordinary Shares or ADRs are subject to both UK inheritance tax and US federal gift or estate tax, the Estate Tax Convention generally provides for double taxation to be relieved by means of credit relief.

UK stamp duty reserve tax and stamp duty

Under current UK law a charge to UK stamp duty or UK stamp duty reserve tax (SDRT) may arise on the deposit of Ordinary Shares in connection with the creation of ADRs. Under these rules, the rate of UK stamp duty or SDRT is 1.5% applied, in each case, to the issue price when the Ordinary Shares are issued, the amount or value of the consideration or, in some circumstances, the value of the Ordinary Shares. Following certain EU litigation, HMRC accepted that they would no longer seek to apply the 1.5% charge to the issue (or, where it is integral to the raising of new capital, the transfer) of shares (such as the Ordinary Shares) into a depositary receipt system (such as the ADR arrangement). UK legislation enacted on 29 June 2023, in the form of the Retained EU Law (Revocation and Reform) Act 2023, created some uncertainty as to the status of the 1.5% charge from 1 January 2024. The Finance Bill 2023-4, which is expected to be enacted in early 2024, makes provision to ensure it continues to be the case, notwithstanding the effect of the Retained EU Law (Revocation and Reform) Act 2023, that UK stamp duty or SDRT of 1.5% is not payable in relation to issues of securities into depositary receipt systems, and transfers of securities into a depositary receipt system, where such transfer is integral to the raising of new capital by the company concerned. These measures will have provisional effect from 1 January 2024. The Finance Bill 2023-4, if enacted, will give permanent legislative effect to the proposed measures, which will otherwise cease to have effect. Therefore, there is some remaining uncertainty as to the status of the 1.5% charge in the period between 1 January 2024 and enactment of the Finance Bill 2023-4.

Transfers of Ordinary Shares into CREST will generally not be subject to UK stamp duty or SDRT, unless such a transfer is made (or deemed to be made) for a consideration in money or money’s worth, in which case a liability to SDRT will arise, usually at the rate of 0.5% of the value of the consideration.

A transfer of, or an unconditional agreement to transfer, Ordinary Shares (whether within or outside CREST) will generally be subject to UK stamp duty and/or SDRT at 0.5% of the amount or value of any consideration (in the case of stamp duty, this will be rounded up to the nearest £5). Where both UK stamp duty and SDRT apply, then any SDRT charge may be cancelled if within six years of the date of the agreement becoming unconditional an instrument of transfer is executed pursuant to the agreement, and stamp duty is paid on that instrument. The purchaser would usually pay any UK stamp duty or SDRT that is due. No UK stamp duty will be payable on the transfer of existing ADRs, provided that there is no written instrument of transfer, and no SDRT should be payable on an unconditional agreement to transfer existing ADRs.

F. Dividends and Paying Agents

Not applicable.

G. Statement by Experts

Not applicable.

H. Documents on Display

The Company’s Articles of Association and other documents concerning the Company which are referred to in this Form 20-F dated February 20, 2024, may be inspected at the Company’s registered office at 1 Francis Crick Avenue, Cambridge Biomedical Campus, Cambridge CB2 0AA, UK.

I. Subsidiary Information

Not applicable.

J. Annual Report to Security Holders

The Company intends to submit any annual report provided to security holders in electronic format as an exhibit to a current report on Form 6-K.

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ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The information (including graphs and tabular data) set forth under the headings “Strategic Report—Financial Review—Financial risk management” on page 71 and “Financial Statements—Notes to the Group Financial Statements—Note 28—Financial risk management objectives and policies” on pages 195 to 201, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

A. Debt Securities

Not applicable.

B. Warrants and Rights

Not applicable.

C. Other Securities

Not applicable.

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D. American Depositary Shares

Fees and Charges Payable by ADR Holders

The Company’s American Depositary Receipt (“ADR”) program is administered by Deutsche Bank Trust Company Americas (“DBTCA” or the “Depositary”), as the depositary. The holder of an ADR may have to pay the following fees and charges to DBTCA in connection with ownership of the ADR:

Category Depositary actions Associated fee or charge
(a) Depositing or substituting the underlying shares Issuances upon deposits of shares (excluding issuances as a result of stock distributions or the exercise of rights) Up to $5.00 for each 100 ADSs (or fraction thereof) issued
(b) Receiving or distributing dividends (1) Distributions of stock dividends or other free stock distributions, cash dividends or other cash distributions (i.e., sale of rights and other entitlements), distributions of securities other than ADSs or rights to purchase additional ADSs Up to $5.00 for each 100 ADSs (or fraction thereof)
(c) Selling or exercising rights The exercise of rights to purchase additional ADSs Up to $5.00 for each 100 ADSs (or fraction thereof)
(d) Withdrawing, cancelling or reducing an underlying security Surrendering ADSs for cancellation and withdrawal of deposited property Up to $5.00 for each 100 ADSs (or portion thereof) surrendered or cancelled (as the case may be)
(e) Transferring, combination or split-up of receipts Not applicable.
(f) General depositary services, particularly those charged on an annual basis (1) Depositary services fee A fee not in excess of $5.00 per 100 ADSs (or fraction thereof) held on the applicable record date(s) established by the Depositary.
(g) Fees and expenses of the depositary Fees and expenses incurred by the Depositary or the Depositary’s agents on behalf of holders, including in connection with: ● taxes (including applicable interest and penalties) and other governmental charges ● registration of shares or other deposited securities on the share register and applicable to transfers of shares or other deposited securities to or from the name of the custodian, the Depositary or any nominees upon the making of deposits and withdrawals, respectively; ● cable, telex and facsimile transmission and delivery expenses ● expenses and charges incurred by the Depositary in conversion of foreign currency into US dollars ● compliance with exchange control regulations and other regulatory requirements applicable to the shares, deposited securities, ADSs and ADRs ● the fees and expenses incurred by the Depositary, the custodian, or any nominee in connection with the delivery or servicing of deposited property (as defined in the Deposit Agreement) As incurred by the Depositary.

(1) $0.03 per ADR annually

Fees and Payments Made by DBTCA to Us

Pursuant to the deposit agreement, the Depositary may charge a fee up to $0.05 per ADR in respect of dividends paid by us. For the year ended December 31, 2023, we agreed that the Depositary could charge an annual fee of $0.03 per ADR in respect of dividends paid by us. As at December 31, 2023, we have been paid approximately $17.05 million arising out of fees charged in respect of dividends paid during 2023 and $0.87 million as a (further) contribution to the Company’s ADR program costs. We also have an agreement with the Depositary that it will waive a certain amount of its fees for standard costs associated with the administration of the ADR program up to $10,000 per year.

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PART II

ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

Not applicable.

ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS

Not applicable.

ITEM 15. CONTROLS AND PROCEDURES

A. Disclosure Controls and Procedures

The information set forth under the heading “Corporate Governance—Corporate Governance Report—Compliance with the UK Corporate Governance Code—Risk Management and Controls” on page 83, “Corporate Governance—Audit Committee Report—Internal Controls” on page 100, and “Financial Statements—Directors’ Annual Report on Internal Controls over Financial Reporting” on page 140, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

US corporate governance requirements

The Company’s ADRs are traded on the Nasdaq and, accordingly, it is subject to the reporting and other requirements of the SEC applicable to foreign private issuers. Section 404 of the Sarbanes-Oxley Act requires companies to include in their annual report on Form 20-F filed with the SEC, a report by management stating its responsibility for establishing internal control over financial reporting and to assess annually the effectiveness of such internal control. The Company has complied with those provisions of the Sarbanes-Oxley Act applicable to foreign private issuers.

B. Management’s Annual Report on Internal Control over Financial Reporting

As required by US regulations, management is responsible for establishing and maintaining adequate internal control over financial reporting for the Company, and is required to identify the framework used to evaluate the effectiveness of the Company’s internal control over financial reporting and to assess the effectiveness of such internal control. In this regard, management has made the same assessment and reached the same conclusion as that set forth in the section entitled “Financial Statements—Directors’ Annual Report on Internal Controls over Financial Reporting” on page 140 of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024, which is incorporated by reference.

C. Attestation Report of Independent Registered Public Accounting Firm

The effectiveness of the Company’s internal control over financial reporting as of December 31, 2023, has been audited by PricewaterhouseCoopers LLP, independent registered public accounting firm, as stated in its report dated February 8, 2024, which is included below under the heading Item 18—“Financial Statements—Report of Independent Registered Public Accounting Firm”.

D. Changes in Internal Control over Financial Reporting

Based on the evaluation conducted, management has concluded that no such changes have occurred during the period covered by this Form 20-F that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

ITEM 16. RESERVED

ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT

The information set forth under the heading “Corporate Governance—Corporate Governance Overview—Board Committee membership and meeting attendance in 2023” on page 77 and “Corporate Governance—Audit Committee Report—Committee overview—Committee composition” on page 95, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

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ITEM 16B. CODE OF ETHICS

The information set forth under the headings “Strategic Report—Business Review—People and Sustainability—Code of Ethics” on page 49, “Corporate Governance—Corporate Governance Report—Compliance with the UK Corporate Governance Code—Risk Management and Controls—Global Compliance and Group Internal Audit (GIA)” on page 83, “Business Review—Science and Innovation—Bioethics” on page 36, and “Corporate Governance—Audit Committee Report—Legal and Compliance” on page 96, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference. AstraZeneca’s Code of Ethics is available within the ‘Ethics and transparency’ section of our website at www.astrazeneca.com/sustainability/ethics-and-transparency.html.

ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES

The following table sets forth the aggregate fees for professional services rendered by PricewaterhouseCoopers LLP (PCAOB ID 876 ) in 2023 and 2022:

Year ended December 31,
2023 2022
($ million)
Audit fees 29.1 28.7
Audit-related fees 0.8 0.4
All other fees 0.2 0.2
Total 30.1 29.3

Audit fees included $15.0 million for the audit of subsidiaries pursuant to legislation (2022: $15.1 million), $10.2 million for the Group audit (2022: $9.9 million), $0.6 million for assurance services in relation to interim financial statements (2022: $0.6 million) and $3.3 million in respect of section 404 of the Sarbanes-Oxley Act (2022: $3.1 million). $0.7 million of Audit fees payable in 2023 are in respect of the Group audit and audit of subsidiaries related to prior years ($0.6 million of Audit fees payable in 2022 are in respect of the Group audit and audit of subsidiaries related to prior years).

Audit-related fees included $0.5 million of other audit-related services (2022: $0.1 million) and $0.3 million for the audit of subsidiaries’ pension schemes (2022: $0.3 million). Included in Audit-related fees for 2023 are $0.3 million of services provided in relation to the 2023 debt issuance and EMTN programme renewal.

All other fees of $0.2 million relate to other assurance services (2022: $0.2 million).

The information (including tabular data) set forth under the heading “Corporate Governance—Audit Committee Report” on pages 94 to 101 of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

US law and regulations permit the Audit Committee pre-approval requirement to be waived with respect to engagements for non-audit services aggregating to no more than five percent of the total amount of fees paid by AstraZeneca to its principal accountants, if such engagements were not recognized by AstraZeneca at the time of engagement and were promptly brought to the attention of the Audit Committee or a designated member thereof and approved prior to the completion of the audit. In 2023 and 2022, the percentage of the total amount of fees paid by AstraZeneca to its principal accountant for non-audit services in each category that was subject to such a waiver was less than five per cent for each year.

ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES

Not applicable.

ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

Not applicable.

ITEM 16F. CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT

Not applicable.

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ITEM 16G. CORPORATE GOVERNANCE

The Company is a public limited company incorporated in England and Wales, admitted to the premium segment of the Official List of the Financial Conduct Authority (“FCA”) and to trading on the main market of the London Stock Exchange. As a result, it follows the U.K. Corporate Governance Code 2018 (the “U.K. Code”) in respect of its corporate governance practices. The current edition of the U.K. Code, which came into effect for reporting periods beginning on or after January 1, 2019, was effective to the Company for the year ended December 31, 2023. The Companies Act 2006 (the “U.K. Act”) and the Listing Rules of the U.K. Financial Conduct Authority (the “FCA Rules”) imposes certain requirements that also influence the Company’s corporate governance practices. The Company has ADRs listed on the Nasdaq Stock Exchange and, under the Nasdaq Listing Rules applicable to listed companies, as a foreign private issuer, the Company is permitted to follow the corporate governance practice of its home country in lieu of certain provisions of the Nasdaq Listing Rules.

The Company is required to disclose any significant ways in which its corporate governance practices differ from those followed by US companies under the Nasdaq Corporate Governance Requirements. In addition, the Company must comply fully with the provisions of the Nasdaq Corporate Governance Requirements relating to the composition, responsibilities and operation of audit committees, applicable to foreign private issuers. These provisions incorporate the rules concerning audit committees implemented by the SEC under the Sarbanes-Oxley Act. The Company has reviewed the corporate governance practices required to be followed by US companies under the Nasdaq Corporate Governance Requirements and its corporate governance practices are generally consistent with those standards.

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A summary of the significant ways in which the Company’s corporate governance practices differ from those followed by US domestic companies under the Nasdaq Standards is set forth below.

Nasdaq Listing Rules AstraZeneca Corporate Governance Practice
1. Under the Nasdaq Listing Rules, the audit committee is to be directly responsible for the appointment, compensation, retention and oversight of a listed company’s external auditor. Under the U.K. Act, a company’s external auditors are appointed by its shareholders, or in limited circumstances, by the directors of the company or the Secretary of State. Under the U.K. Code, a company’s audit committee is responsible for, amongst other things: conducting the tender process and making recommendations to the board, about the appointment, reappointment and removal of the external auditor, and approving the remuneration and terms of engagement of the external auditor; reviewing and monitoring the external auditor’s independence and objectivity; reviewing the effectiveness of the external audit process, taking into consideration relevant U.K. professional and regulatory requirements; and developing and implementing policy on the engagement of the external auditor to supply non-audit services. In the event that the board does not accept the audit committee’s recommendation on the external auditor appointment, reappointment or removal, a statement from the audit committee explaining its recommendation and the reasons why the board has taken a different position should be included in the company’s annual report. This should also be included in any papers recommending appointment or reappointment.
2. Under the Nasdaq Listing Rules, each listed company must have a formal written compensation committee charter that specifies (A) the compensation committee’s responsibility for determining, or recommending to the board for determination, the compensation of the chief executive officer and all other Executive Officers of the company, and (B) that the chief executive officer may not be present during voting or deliberations on his or her compensation. Under the U.K. Code, the Company’s Remuneration Committee determines the Company’s global remuneration frameworks and principles, approves individual salary decisions and related matters for executive members of the Company’s Board of Directors, the Senior Executive Team and the Company Secretary, and reviews annual bonus payments for all executives reporting directly to the Senior Executive Team members. While the Remuneration Committee does not make initial recommendations to the Board of Directors in this respect, it does report to the Board of Directors on these matters. Under the U.K. Act, the Company is required to offer shareholders: (i) a binding vote on the Company’s forward looking remuneration policy for its directors at least every three years; and (ii) a separate annual advisory vote on the implementation of the Company’s existing remuneration policy in terms of the payments and share awards made to its directors during the year, which is disclosed in an annual remuneration report. The U.K. Code does not require that the terms of reference of the Company’s Remuneration Committee specify that the chief executive officer may not be present during voting or deliberations on his or her compensation.
3. Under the Nasdaq Listing Rules, each listed company must have a compensation committee comprised of at least two members each of whom must be an Independent Director, as defined under Listing Rule 5605(a)(2). Under the U.K. Code, all of the members of the Company’s Remuneration Committee should be independent non-executive directors, with a minimum membership of three. Under the U.K. Code, the chair of the Company may be a member, but not chair, of the Remuneration Committee, provided he or she was considered independent on appointment as chair. In addition, the chair of a company’s remuneration committee should have served for at least 12 months on a remuneration committee before his or her appointment.
4. Under the Nasdaq Listing Rules, director nominees must either be selected, or recommended for the Board’s selection, either by (A) Independent Directors constituting a majority of the Board’s Independent Directors in a vote in which only Independent Directors participate, or (B) a nominations committee comprised solely of Independent Directors. Under the U.K. Code, a majority of the members of the Company’s nomination committee should be independent non-executive directors. Under the U.K. Code, the chair of the Company may be a member or chair of the nomination committee, provided he or she was considered independent on appointment as chair. However, the chair of the board may not chair the nomination committee when it is dealing with the appointment of his or her successor.
5. Under the Nasdaq Listing Rules, the by-laws of a listed company, other than a limited partnership, must provide for a quorum requirement for shareholder meetings of not less than 331/3% of the outstanding shares of voting common stock. Under the U.K. Act, if a company’s articles of association do not provide otherwise, two qualifying persons must be present at a meeting for a valid quorum, unless they are both representatives of the same corporation or have been appointed as proxies by the same shareholder. The Company’s Articles of Association contain a similar requirement.
6. Under the Nasdaq Listing Rules, subject to certain exceptions, shareholder approval is required prior to the issuance of securities when a stock option or purchase plan is to be established or materially amended or other equity compensation arrangement made or materially amended, pursuant to which stock may be acquired by officers, directors, employees, or consultants. Under the FCA Rules, shareholder approval is required to be obtained by the Company for the adoption of equity compensation plans which are either long-term incentive schemes in which directors of the Company can participate or schemes which may involve the issue of new shares. Under the FCA Rules, these plans may not be changed to the benefit of the plan participants unless shareholder approval is obtained (with certain minor exceptions, for example, to benefit the administration of the plan or to take account of tax benefits).

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Board Diversity Matrix (as of December 31, 2023)

Country of Principal Executive Offices: England and Wales
Foreign Private Issuer Yes
Disclosure Prohibited Under Home Country Law No
Total Number of Directors 13
Female Male Non-Binary Did Not Disclose Gender
Part I: Gender Identity
Directors 6 7 - -
Part II: Demographic Background
Underrepresented Individual in Home Country Jurisdiction 2
LGBTQ+ -
Did Not Disclose Demographic Background 1

ITEM 16H. MINE SAFETY DISCLOSURE

Not applicable.

ITEM 16I. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

Not applicable.

ITEM 16J. INSIDER TRADING POLICIES

Not applicable.

ITEM 16K. CYBERSECURITY

Risk and Management Strategy

AstraZeneca employs complimentary processes for assessing, identifying, and managing risk from cybersecurity threats. AstraZeneca information systems are protected by a multi-layered set of technology, processes, and cybersecurity experts consistent with the US National Institute of Standards and Technology (NIST) Cybersecurity Framework (CSF). Maturity against the one hundred and eighteen NIST CSF controls is assessed via recurring independent third-party assessments, internal audits, and penetration testing. The outputs of these activities are represented in detailed cybersecurity operations and performance metrics that are reviewed by multiple leadership levels and are summarized in enterprise risk reporting provided to the Senior Executive Committee and Audit Committee. Third-party partners are subject to appropriate NIST CSF controls as specified in AstraZeneca third-party risk management and procurement processes, and enforced via service agreement and contract terms and conditions. AstraZeneca has not experienced any previous cybersecurity incidents that have materially impacted its business or business strategy. Ongoing risks from cybersecurity threats demand management vigilance, investment, and oversight, as further described below.

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Governance

Cybersecurity remains a core AstraZeneca enterprise risk focus area. The Board of Directors’ Audit Committee provides oversight of risks from cybersecurity threats. The Senior Executive Team (SET) receives quarterly cybersecurity updates via the enterprise risk function. The quarterly updates are forwarded to the Audit Committee. Audit Committee expertise includes leaders that have management expertise across a broad range of industries and market sectors which includes oversight of cybersecurity risk and incidents. The AstraZeneca cybersecurity risk management program is implemented by the Chief Information Security Officer (CISO), who reports to the Chief Digital Officer/Chief Information Officer (CDIO). The CISO is the primary executive responsible for assessing and managing cybersecurity risks, including delivering recurring updates to CDIO and SET via standardized quarterly reporting. The CISO has over three decades of cumulative cybersecurity expertise gained from increasingly complex roles in Life Sciences, Electronics Manufacturing, Supply Chain, Software Development, and IT Technical Support. The CDIO reviews risk management recommendations from the CISO and tracks AstraZeneca’s global internal audit management plans that include corrective actions to address exposed risk to information systems from cybersecurity threats. AstraZeneca maintains a global cybersecurity defense operations center that relies on advanced technology, skilled cybersecurity operations staff and documented incident response plans that are closely coupled with AstraZeneca’s enterprise crisis management processes. Incident response plans and escalation via decision matrix criteria defined in crisis management procedures ensure management is informed of cybersecurity incident prevention, detection, mitigation, and remediation. The CDIO and CISO report risk information to the Audit Committee via recurring Board of Directors presentations and written reports.

The information set forth under the heading “Strategic Report—Business Review—IT and IS resources” on page 41, “Strategic Report—Risk Overview—Principal Risks—Cybersecurity Risk” on page 54, “Strategic Report—Risk Overview—Supply chain and business execution risks—Failure in information technology or cybersecurity” on page 56, and “Corporate Governance—Audit Committee Report—Cyber risk, digital security and information governance” on page 96, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference. Please also see the information above under the heading Item 3—“Key Information—Risk Factors—Supply chain and business execution risks—Failure in information technology or cybersecurity” above.

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PART III

ITEM 17. FINANCIAL STATEMENTS

The Company has responded to Item 18 in lieu of this item.

ITEM 18. FINANCIAL STATEMENTS

The accompanying Consolidated Statements of Comprehensive Income, of Financial Position, of Changes in Equity and of Cash Flows and the Group Accounting Policies and the related notes (including tabular data) set forth under the headings “Financial Statements” on pages 139 to 210 (excluding the information set forth under the subheadings “Independent auditors’ report to the members of AstraZeneca PLC” on pages 141 to 147) and “Financial Statements—Group Financial Record” on page 223, in each case of AstraZeneca’s “Annual Report and Form 20-F Information 2023” included as exhibit 15.1 to this Form 20-F dated February 20, 2024 is incorporated by reference.

In accordance with Rule 405(a)(3) under Regulation S-T, this information (including tabular data) is reproduced under Item 8 herein tagged with Inline XBRL formatting.

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders of AstraZeneca PLC

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated statements of financial position of AstraZeneca PLC and its subsidiaries (the “Group”) as of 31 December 2023, 2022 and 2021, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for each of the three years in the period ended 31 December 2023, including the Group accounting policies and the related notes to the Group financial statements (collectively referred to as the “consolidated financial statements”). We also have audited the Group’s internal control over financial reporting as of 31 December 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Group as of 31 December 2023, 2022 and 2021, and the results of its operations and its cash flows for each of the three years in the period ended 31 December 2023 in accordance with (i) IFRS Accounting Standards as issued by the International Accounting Standards Board, (ii) UK-adopted International Accounting Standards and (iii) International Accounting Standards as adopted by the European Union. Also in our opinion, the Group maintained, in all material respects, effective internal control over financial reporting as of 31 December 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

Basis for Opinions

The Group’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Annual Report on Internal Control over Financial Reporting appearing under Item 15.B. Our responsibility is to express opinions on the Group’s consolidated financial statements and on the Group’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Group in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

56

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that (i) relate to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgements. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Recognition and measurement of accruals for Managed Care, Medicaid and Medicare Part D rebates on US Product Sales (excluding Rare Diseases)

As described in the Group Accounting Policies, and Notes 1 and 20 to the consolidated financial statements, when invoicing Product Sales in the US, management estimates the rebates the Group expects to pay and considers there to be a significant estimate associated with the rebates for Managed Care, Medicaid and Medicare Part D. The major market with rebates and other revenue accruals is the US. The US Rebates, chargebacks, returns and other revenue accruals liability at 31 December 2023 amounted to $5,116 million (including $190 million attributed to Rare Diseases), principally consisting of rebates related to Managed Care, Medicaid and Medicare Part D. Rebates are amounts payable or credited to a customer, usually based on the quantity or value of Product Sales to the customer for specific products in a certain period. At the time Product Sales are invoiced, rebates and deductions that the Group expects to pay are estimated. These rebates typically arise from sales contracts with government payers, third-party managed care organisations and various state programmes. The methodology and assumptions used to estimate rebates and returns are monitored and adjusted regularly in the light of contractual and legal obligations, historical trends, past experience and projected market conditions. The rebate estimates include assumptions in respect of aggregate future sales levels, segment mix and customers’ contractual performance, and in addition for Managed Care, US Medicaid and Medicare Part D, the channel inventory levels, and assumptions related to lag time.

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The principal considerations for our determination that performing procedures relating to recognition and measurement of accruals for Managed Care, Medicaid and Medicare Part D rebates on US Product Sales (excluding Rare Diseases) is a critical audit matter are the (i) significant estimation by management in determining the accruals for the Managed Care, Medicaid, and Medicare Part D programmes, which are monitored and adjusted in light of contractual and legal obligations, historical trends, past experience and projected market conditions and (ii) high degree of auditor judgement, subjectivity, and effort in evaluating management’s significant assumptions related to aggregate future sales levels, segment mix and customers’ contractual performance, the channel inventory levels, and lag time. In addition, the audit effort involved the use of professionals with specialised skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s recognition and measurement of the Managed Care, Medicaid, and Medicare Part D rebate accruals. These procedures also included, among others, (i) developing an independent estimate of these accruals; (ii) comparing our independent estimate to the accruals recorded by management; (iii) assessing the effect of any adjustments to prior years’ accruals in the current year’s results; and (iv) testing actual payments made and rebate claims processed by the Group, and evaluating those claims for consistency with the contractual and mandated terms of the Group’s arrangements. Developing the independent estimate of the accruals involved assessing the terms of the specific rebate programmes and/or contracts with customers; historical revenue data; market demand and market conditions in the US; third party information on inventory held by direct and indirect customers; and the historical trend of actual rebate claims paid. Professionals with specialised skill and knowledge were used to assist in assessing the compliance of the Group’s Medicaid rebate policies against the regulatory requirements.

Impairment assessment of the product, marketing and distribution rights and other intangibles

As described in the Group Accounting Policies and Note 10 to the consolidated financial statements, the Group has product, marketing and distribution rights totalling $36,941 million and other intangibles totalling $646 million (hereafter the intangible assets) at 31 December 2023. Management performs an impairment trigger assessment for all intangible assets. Intangible assets under development and not available for use are tested annually for impairment and other intangible assets are tested when there is an indication of impairment loss or reversal. Where testing is required, the recoverable amount of the assets is estimated in order to determine the extent of impairment loss or reversal. Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the Cash Generating Unit (CGU) to which it belongs. Group level budgets and forecasts include forecast capital investment and operational impacts related to sustainability projects, as well as inflationary impacts, and form the basis for the value in use models used for impairment testing. An asset’s recoverable amount is determined as the higher of an asset’s or CGU’s fair value less costs to sell or value in use, in both cases using discounted cash flow calculations where the asset’s expected post-tax cash flows are risk-adjusted over their estimated remaining period of expected economic benefit. The key assumptions and significant estimates used in calculating the recoverable amounts are highly sensitive. The key assumptions include the outcome of research and development activities, probability of technical and regulatory success, market volume, share and pricing (to derive peak year sales), the amount and timing of projected future cash flows, and sales erosion curves following patent expiry. In 2023, the Group recorded impairment charges of $434 million related to product, marketing and distribution rights.

The principal considerations for our determination that performing procedures relating to the impairment assessment of the product, marketing and distribution rights and other intangibles is a critical audit matter are the significant judgements made by management when determining the recoverable amount of the Group’s individual assets or CGUs. This in turn led to a high degree of auditor judgement, subjectivity, and effort in performing procedures and evaluating assumptions in management’s cash flow projections related to the probability of technical and regulatory success, peak year sales and sales erosion curves following patent expiry. In addition, the audit effort involved the use of professionals with specialised skill and knowledge.

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Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s intangible asset impairment assessment, controls over the identification of triggering events and the development of assumptions used to estimate the recoverable amounts of the Group’s CGUs. These procedures also included, among others, testing management’s process for identifying indicators for impairment and for determining the recoverable amount of the Group’s individual assets or CGUs. Testing management’s process involved a) evaluating the reasonableness of significant assumptions of i) probability of technical and regulatory success, with the assistance of professionals with specialised skill and knowledge and ii) amount and timing of projected future cash flows (in particular, the drivers of peak year sales and sales erosion curves following patent expiry); and b) reconciling the cash flows to the Board approved Group level budgets and forecasts. Evaluating management’s assumptions related to the probability of technical and regulatory success and the amount and timing of projected future cash flows involved evaluating whether the assumptions used were reasonable through (1) comparing significant assumptions to external data and benchmarks; and (2) performing a retrospective comparison of past forecasted revenues to actual past performance.

Recognition and measurement of legal provisions and disclosure of contingent liabilities

As described in the Group Accounting Policies, Note 21 and Note 30 to the consolidated financial statements, the Group is involved in various legal proceedings considered typical to its business, including actual or threatened litigation and actual or potential government investigations relating to employment matters, product liability, commercial disputes, pricing, sales and marketing practices, infringement of IP rights and the validity of certain patents and competition laws. Most of the claims involve highly complex issues. Often these issues are subject to substantial uncertainties and, therefore, the probability of a loss, if any, being sustained and/or an estimate of the amount of any loss is difficult to ascertain. As at 31 December 2023 the Group held legal provisions of $1,016 million and disclosed the more significant legal matters. Provisions are recognised when either a legal or constructive obligation as a result of a past event exists, it is probable that an outflow of economic resources will be required to settle the obligation and a reasonable estimate can be made of the amount of the obligation. Provision is made where an adverse outcome is probable and associated costs, including related legal costs, can be estimated reliably. Management’s assessment as to whether or not to recognise provisions or assets, and of the amounts concerned, usually involves a series of complex judgements about future events and can rely heavily on estimates and assumptions. Determining the timing of recognition of when an adverse outcome is probable is considered a key judgement.

The principal considerations for our determination that performing procedures related to recognition and measurement of legal provisions and disclosure of contingent liabilities is a critical audit matter are the significant judgement by management when assessing whether an adverse outcome is probable and can be estimated reliably, which in turn led to a high degree of auditor judgement and subjectivity in performing procedures and evaluating management’s assessment of the legal provisions and disclosures of contingent liabilities.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s evaluation of the liability of legal claims, including controls over determining the probability of a loss and whether the amount of loss can be reasonably estimated, as well as financial statement disclosures. These procedures also included, among others, (i) obtaining and evaluating letters of audit inquiry with internal and external legal counsel for significant litigation; (ii) testing the completeness of management’s assessment of both the identification of legal claims and possible outcomes of each significant legal claim; (iii) evaluating the reasonableness of management’s assessment regarding whether an adverse outcome is probable and estimated reliably; (iv) inspecting certain external legal documents; and (v) evaluating the sufficiency of the Group’s legal provisions and contingent liabilities disclosures.

Recognition, measurement and disclosure of tax liabilities for uncertain tax treatments

As described in the Group Accounting Policies and Note 30 to the consolidated financial statements, the Group faces a number of audits and reviews in jurisdictions around the world and, in some cases, is in dispute with the tax authorities. As at 31 December 2023 the total net tax liability recognised in respect of uncertain tax positions is $1,336 million and the potential for additional liabilities where the possibility of the additional liabilities falling due is more than remote is (a) $386 million related to transfer pricing matters including items under tax audit, and (b) $293 million related to other tax liabilities where the Group estimates the potential for additional liabilities above the amount provided. Tax liabilities recognised for uncertain tax treatments require management to make key judgements with respect to the outcome of current and potential future tax audits, and actual results could vary from these estimates. Accruals for tax liabilities are measured using either the most likely amount or the expected value amount depending on which method management expects to better predict the resolution of the uncertainty.

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The principal considerations for our determination that performing procedures relating to recognition, measurement and disclosure of tax liabilities for uncertain tax treatments is a critical audit matter are the significant judgement made by management to estimate the tax liability, and the significant estimation uncertainty relative to the expectation of the resolution of tax audits or other disputes with tax authorities. This in turn led to a high degree of auditor judgement, subjectivity, and effort in performing procedures and evaluating management’s key judgements with respect to the outcome, estimation and recognition of current and potential future tax audits. In addition, the audit effort involved the use of professionals with specialised skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the identification, recognition and measurement of accruals for tax liabilities. These procedures also included, among others, testing management’s process for determining tax liabilities and uncertain tax treatments for which no tax liability is recognised; i) evaluating the completeness of management’s assessment of the identification of tax liabilities and evaluating management’s process for estimating the possible outcomes of each tax liability; ii) obtaining the status and results of tax audits and discussions with the relevant tax authorities; iii) testing the completeness and accuracy of underlying data used in the estimate; iv) evaluating the reasonableness of key judgements related to the outcome of tax audits and tax liabilities using the most likely amount or expected value depending on the resolution of the uncertainty; and v) evaluating the sufficiency of the Group’s disclosures where no tax liability is recognised. Professionals with specialised skill and knowledge were used to assist in evaluating the method used by management to measure accruals for tax contingencies, and to evaluate management’s key judgements with respect to the outcome of tax audits considering the technical merits of tax treatments and advice, if any, received from the Group’s external advisors.

Valuation of defined benefit obligations (in the UK and Sweden)

As described in the Group Accounting Policies and Note 22 to the consolidated financial statements, the Group and most of its subsidiaries offer retirement plans which cover the majority of its employees. Several of these plans are defined benefit, where benefits are based on employees’ length of service and linked to their salary. As at 31 December 2023 the Group had defined benefit obligations of $7,907 million mainly in the UK and Sweden. Qualified independent actuaries have updated the actuarial valuations under IAS 19 for the major defined benefit schemes operated by the Group to 31 December 2023. In respect of defined benefit plans, obligations are determined using the projected unit credit method and are discounted to present value by reference to market yields on high quality corporate bonds. Given the extent of the assumptions used to determine the value of scheme liabilities, these are considered to be significant estimates. The assumptions which had the most material impact on the results of the Group were mortality rate (for the UK scheme only), discount rates and inflation levels (for both the UK and Sweden schemes).

The principal considerations for our determination that performing procedures relating to the valuation of defined benefit obligations (in the UK and Sweden) is a critical audit matter are the significant judgement made by management in determining the discount rate, inflation and mortality rates (UK) assumptions. This in turn led to a high degree of auditor judgement and subjectivity in applying procedures relating to these assumptions. In addition, the audit effort involved the use of professionals with specialised skill and knowledge to assist in performing these procedures and evaluating audit evidence.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the assumptions used and the accuracy of the obligations. These procedures also included, among others, (i) the involvement of professionals with specialised skill and knowledge to assist in developing an independent expectation of the defined benefit obligations for the UK and Sweden, (ii) comparing the independent estimate to management’s estimate to evaluate the reasonableness of management’s estimate, and (iii) testing the completeness and accuracy of the underlying data used in the models. Developing the independent estimate involved independently deriving inflation, discount rate and mortality assumptions by evaluating the specifics of each plan and, where applicable, considering national information, and comparing the discount and inflation rates with developed ranges of recent external reporting of other companies.

/s/ PricewaterhouseCoopers LLP

London, United Kingdom

8 February 2024

We have served as the Group’s auditor since 2017.

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ITEM 19. EXHIBITS (1)

1.1 Articles of Association of AstraZeneca PLC (incorporated into this Form 20-F by reference to AstraZeneca PLC’s Form 6-K filed April 27, 2023 (File No. 001-11960)).
2.1 Description of the registrant’s securities registered pursuant to Section 12 of the Securities and Exchange Act of 1934.
4.1 Employment Agreement between AstraZeneca UK Limited and Pascal Soriot, dated December 15, 2016 (incorporated into this Form 20-F by reference to Exhibit 4.3 of AstraZeneca PLC’s Form 20-F filed March 7, 2017 (File No. 001-11960)).
4.2 Employment Agreement between AstraZeneca UK Limited and Aradhana Sarin, dated August 1, 2021 (incorporated into this Form 20-F by reference to Exhibit 4.2 of AstraZeneca PLC’s Form 20-F filed February 22, 2022 (File No. 001-11960).
4.3 Form of Deed of Indemnity for Directors (used for all Directors from November 10, 2022) (incorporated into this Form 20-F by reference to Exhibit 4.3 of AstraZeneca PLC’s Form 20-F filed February 21, 2023 (File No. 001-11960)).
8.1 List of significant subsidiaries of AstraZeneca PLC.
12.1 Certification of Pascal Soriot filed pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934.
12.2 Certification of Aradhana Sarin filed pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934.
13.1 Certification of Pascal Soriot and Aradhana Sarin furnished pursuant to 17 CFR 240.13a-14(b) and 18 U.S.C. 1350.
15.1 Annual Report and Form 20-F Information 2023. (2)
15.2 Consent of PricewaterhouseCoopers LLP, independent registered public accounting firm.
15.3 Consent of IQVIA Inc.
15.4 Consent of Bureau Veritas UK Limited.
17.1 List of subsidiary guarantors and issuers of guaranteed securities.
97.1 AstraZeneca US Clawback Policy Applicable to Executive Officers.
101.INS XBRL Instance Document.
101.SCH XBRL Taxonomy Extension Schema.
101.CAL XBRL Taxonomy Extension Scheme Calculation Linkbase.
101.DEF XBRL Taxonomy Extension Scheme Definition Linkbase.
101.LAB XBRL Taxonomy Extension Scheme Label Linkbase.
101.PRE XBRL Taxonomy Extension Scheme Presentation Linkbase.

(1) Exhibits other than those listed above are omitted when in the opinion of the registrant they are either not applicable or not material. Other Exhibits previously filed have been omitted when in the opinion of the registrant such Exhibits are no longer material.

(2) Certain of the information included within Exhibit 15.1, which is provided pursuant to Rule 12b-23(a)(3) of the Securities Exchange Act of 1934, as amended, is incorporated by reference in this Form 20-F, as specified elsewhere in this Form 20-F. With the exception of the items and pages so specified, the Annual Report and Form 20-F Information 2023 is not deemed to be filed as part of this Annual Report on Form 20-F.

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SIGNATURE

The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

By: /s/ Adrian Kemp
Name: Adrian Kemp
Title: Company Secretary
London, England
February 20, 2024

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

INDEX TO FINANCIAL STATEMENTS

1. Consolidated Statement of Comprehensive Income F- 2
2. Consolidated Statement of Financial Position F- 3
3. Consolidated Statement of Changes in Equity F- 4
4. Consolidated Statements of Cash Flows F- 5
5. Group Accounting Policies F- 6
6. Notes to the Group Financial Statements F- 14

F-1

Consolidated Statement of Comprehensive Income

for the year ended 31 December

2023 2022 2021
Notes $m $m $m
Product Sales 1 43,789 42,998 36,541
Alliance Revenue 1 1,428 755 388
Collaboration Revenue 1 594 598 488
Total Revenue 45,811 44,351 37,417
Cost of sales ( 8,268 ) ( 12,391 ) ( 12,437 )
Gross profit 37,543 31,960 24,980
Distribution expense ( 539 ) ( 536 ) ( 446 )
Research and development expense 2 ( 10,935 ) ( 9,762 ) ( 9,736 )
Selling, general and administrative expense 2 ( 19,216 ) ( 18,419 ) ( 15,234 )
Other operating income and expense 2 1,340 514 1,492
Operating profit 8,193 3,757 1,056
Finance income 3 344 95 43
Finance expense 3 ( 1,626 ) ( 1,346 ) ( 1,300 )
Share of after tax losses in associates and joint ventures 11 ( 12 ) ( 5 ) ( 64 )
Profit/(loss) before tax 6,899 2,501 ( 265 )
Taxation 4 ( 938 ) 792 380
Profit for the period 5,961 3,293 115
Other comprehensive income:
Items that will not be reclassified to profit or loss:
Remeasurement of the defined benefit pension liability 22 ( 406 ) 1,118 626
Net gains/(losses) on equity investments measured at fair value through other comprehensive income 278 ( 88 ) ( 187 )
Fair value movements related to own credit risk on bonds designated as fair value through profit or loss ( 6 ) 2
Tax on items that will not be reclassified to profit or loss 4 101 ( 216 ) 105
( 33 ) 816 544
Items that may be reclassified subsequently to profit or loss:
Foreign exchange arising on consolidation 23 608 ( 1,446 ) ( 483 )
Foreign exchange arising on designated liabilities in net investment hedges 23 24 ( 282 ) ( 321 )
Fair value movements on cash flow hedges 266 ( 97 ) ( 167 )
Fair value movements on cash flow hedges transferred to profit and loss ( 145 ) 73 208
Fair value movements on derivatives designated in net investment hedges 23 44 ( 8 ) 34
Costs of hedging ( 19 ) ( 7 ) ( 6 )
Tax on items that may be reclassified subsequently to profit or loss 4 ( 12 ) 73 46
766 ( 1,694 ) ( 689 )
Other comprehensive income/(expense) for the period, net of tax 733 ( 878 ) ( 145 )
Total comprehensive income/(expense) for the period 6,694 2,415 ( 30 )
Profit attributable to:
Owners of the Parent 5,955 3,288 112
Non-controlling interests 26 6 5 3
Total comprehensive income/(expense) attributable to:
Owners of the Parent 6,688 2,413 ( 33 )
Non-controlling interests 26 6 2 3
Basic earnings per $ 0.25 Ordinary Share 5 $ 3.84 $ 2.12 $ 0.08
Diluted earnings per $ 0.25 Ordinary Share 5 $ 3.81 $ 2.11 $ 0.08
Weighted average number of Ordinary Shares in issue (millions) 5 1,549 1,548 1,418
Diluted weighted average number of Ordinary Shares in issue (millions) 5 1,562 1,560 1,427
Dividends declared and paid in the period 25 4,487 4,485 3,882

All activities were in respect of continuing operations.

$m means millions of US dollars.

F-2

Consolidated Statement of Financial Position

at 31 December

2023 2022 2021
Notes $m $m $m
Assets
Non-current assets
Property, plant and equipment 7 9,402 8,507 9,183
Right-of-use assets 8 1,100 942 988
Goodwill 9 20,048 19,820 19,997
Intangible assets 10 38,089 39,307 42,387
Investments in associates and joint ventures 11 147 76 69
Other investments 12 1,530 1,066 1,168
Derivative financial instruments 13 228 74 102
Other receivables 14 803 835 895
Deferred tax assets 4 4,718 3,263 4,330
76,065 73,890 79,119
Current assets
Inventories 15 5,424 4,699 8,983
Trade and other receivables 16 12,126 10,521 9,644
Other investments 12 122 239 69
Derivative financial instruments 13 116 87 83
Intangible assets 10 105
Income tax receivable 1,426 731 663
Cash and cash equivalents 17 5,840 6,166 6,329
Assets held for sale 18 150 368
25,054 22,593 26,244
Total assets 101,119 96,483 105,363
Liabilities
Current liabilities
Interest-bearing loans and borrowings 19 ( 5,129 ) ( 5,314 ) ( 1,660 )
Lease liabilities 8 ( 271 ) ( 228 ) ( 233 )
Trade and other payables 20 ( 22,374 ) ( 19,040 ) ( 18,938 )
Derivative financial instruments 13 ( 156 ) ( 93 ) ( 79 )
Provisions 21 ( 1,028 ) ( 722 ) ( 768 )
Income tax payable ( 1,584 ) ( 896 ) ( 916 )
( 30,542 ) ( 26,293 ) ( 22,594 )
Non-current liabilities
Interest-bearing loans and borrowings 19 ( 22,365 ) ( 22,965 ) ( 28,134 )
Lease liabilities 8 ( 857 ) ( 725 ) ( 754 )
Derivative financial instruments 13 ( 38 ) ( 164 ) ( 45 )
Deferred tax liabilities 4 ( 2,844 ) ( 2,944 ) ( 6,206 )
Retirement benefit obligations 22 ( 1,520 ) ( 1,168 ) ( 2,454 )
Provisions 21 ( 1,127 ) ( 896 ) ( 956 )
Other payables 20 ( 2,660 ) ( 4,270 ) ( 4,933 )
( 31,411 ) ( 33,132 ) ( 43,482 )
Total liabilities ( 61,953 ) ( 59,425 ) ( 66,076 )
Net assets 39,166 37,058 39,287
Equity
Capital and reserves attributable to equity holders of the Company
Share capital 24 388 387 387
Share premium account 35,188 35,155 35,126
Capital redemption reserve 153 153 153
Merger reserve 448 448 448
Other reserves 23 1,464 1,468 1,444
Retained earnings 23 1,502 ( 574 ) 1,710
39,143 37,037 39,268
Non-controlling interests 26 23 21 19
Total equity 39,166 37,058 39,287

The Financial Statements from pages 148 to 215 were approved by the Board and were signed on its behalf by

Pascal Soriot Aradhana Sarin
Director Director
8 February 2024

F-3

Consolidated Statement of Changes in Equity

for the year ended 31 December

Share Capital Total Non-
Share premium redemption Merger Other Retained attributable controlling Total
capital account reserve reserve reserves earnings to owners interests equity
$m $m $m $m $m $m $m $m $m
At 1 January 2021 328 7,971 153 448 1,423 5,299 15,622 16 15,638
Profit for the period 112 112 3 115
Other comprehensive expense 1 ( 145 ) ( 145 ) ( 145 )
Transfer to other reserves 2 21 ( 21 )
Transactions with owners
Dividends (Note 25) ( 3,882 ) ( 3,882 ) ( 3,882 )
Issue of Ordinary Shares 59 27,155 27,214 27,214
Share-based payments charge for the period (Note 29) 615 615 615
Settlement of share plan awards ( 781 ) ( 781 ) ( 781 )
Issue of replacement Alexion share awards upon acquisition (Note 27) 3 513 513 513
Net movement 59 27,155 21 ( 3,589 ) 23,646 3 23,649
At 31 December 2021 387 35,126 153 448 1,444 1,710 39,268 19 39,287
Profit for the period 3,288 3,288 5 3,293
Other comprehensive expense 1 ( 875 ) ( 875 ) ( 3 ) ( 878 )
Transfer to other reserves 2 24 ( 24 )
Transactions with owners
Dividends (Note 25) ( 4,485 ) ( 4,485 ) ( 4,485 )
Issue of Ordinary Shares 29 29 29
Share-based payments charge for the period (Note 29) 619 619 619
Settlement of share plan awards ( 807 ) ( 807 ) ( 807 )
Net movement 29 24 ( 2,284 ) ( 2,231 ) 2 ( 2,229 )
At 31 December 2022 387 35,155 153 448 1,468 ( 574 ) 37,037 21 37,058
Profit for the period 5,955 5,955 6 5,961
Other comprehensive income 1 733 733 733
Transfer to other reserves 2 ( 4 ) 4
Transactions with owners
Dividends (Note 25) ( 4,487 ) ( 4,487 ) ( 4,487 )
Dividends paid to non-controlling interests (Note 25) ( 4 ) ( 4 )
Issue of Ordinary Shares 1 33 34 34
Share-based payments charge for the period (Note 29) 579 579 579
Settlement of share plan awards ( 708 ) ( 708 ) ( 708 )
Net movement 1 33 ( 4 ) 2,076 2,106 2 2,108
At 31 December 2023 388 35,188 153 448 1,464 1,502 39,143 23 39,166

1 Included within Other comprehensive income of $ 733 m (2022: expense of $ 878 m; 2021: expense of $ 145 m) is a charge of $ 19 m (2022: charge of $ 7 m; 2021: charge of $ 6 m), relating to Costs of hedging.

2 Amounts charged or credited to Other reserves relate to exchange adjustments arising on goodwill.

3 Replacement share awards were issued as part of the acquisition of Alexion in 2021 (see Note 27).

F-4

Consolidated Statement of Cash Flows

for the year ended 31 December

2023 2022 2021
Notes $m $m $m
Cash flows from operating activities
Profit/(loss) before tax 6,899 2,501 ( 265 )
Finance income and expense 3 1,282 1,251 1,257
Share of after tax losses of associates and joint ventures 11 12 5 64
Depreciation, amortisation and impairment 5,387 5,480 6,530
Increase in trade and other receivables ( 1,425 ) ( 1,349 ) ( 961 )
(Increase)/decrease in inventories ( 669 ) 3,941 1,577
Increase in trade and other payables and provisions 2,394 1,165 1,405
Gains on disposal of intangible assets 2 ( 251 ) ( 104 ) ( 513 )
Gains on disposal of investments in associates and joint ventures 2 ( 776 )
Fair value movements on contingent consideration arising from business combinations 20 549 82 14
Non-cash and other movements 17 ( 386 ) ( 692 ) 95
Cash generated from operations 13,792 12,280 8,427
Interest paid ( 1,081 ) ( 849 ) ( 721 )
Tax paid ( 2,366 ) ( 1,623 ) ( 1,743 )
Net cash inflow from operating activities 10,345 9,808 5,963
Cash flows from investing activities
Acquisition of subsidiaries, net of cash acquired 27 ( 189 ) ( 48 ) ( 9,263 )
Payments upon vesting of employee share awards attributable to business combinations 27 ( 84 ) ( 215 ) ( 211 )
Payment of contingent consideration from business combinations 20 ( 826 ) ( 772 ) ( 643 )
Purchase of property, plant and equipment ( 1,361 ) ( 1,091 ) ( 1,091 )
Disposal of property, plant and equipment 132 282 13
Purchase of intangible assets ( 2,417 ) ( 1,480 ) ( 1,109 )
Disposal of intangible assets 291 447 587
Movement in profit-participation liability 2 190 20
Purchase of non-current asset investments ( 136 ) ( 45 ) ( 184 )
Disposal of non-current asset investments 32 42 9
Movement in short-term investments, fixed deposits and other investing instruments 97 ( 114 ) 96
Payments to associates and joint ventures 11 ( 80 ) ( 26 ) ( 92 )
Disposal of investments in associates and joint ventures 776
Interest received 287 60 34
Net cash outflow from investing activities ( 4,064 ) ( 2,960 ) ( 11,058 )
Net cash inflow/(outflow) before financing activities 6,281 6,848 ( 5,095 )
Cash flows from financing activities
Proceeds from issue of share capital 33 29 29
Issue of loans and borrowings 3,816 12,929
Repayment of loans and borrowings ( 4,942 ) ( 1,271 ) ( 4,759 )
Dividends paid ( 4,481 ) ( 4,364 ) ( 3,856 )
Hedge contracts relating to dividend payments ( 19 ) ( 127 ) ( 29 )
Repayment of obligations under leases ( 268 ) ( 244 ) ( 240 )
Movement in short-term borrowings 161 74 ( 276 )
Payments to acquire non-controlling interests ( 149 )
Payment of Acerta Pharma share purchase liability ( 867 ) ( 920 )
Net cash (outflow)/inflow from financing activities ( 6,567 ) ( 6,823 ) 3,649
Net (decrease)/increase in Cash and cash equivalents in the period ( 286 ) 25 ( 1,446 )
Cash and cash equivalents at the beginning of the period 5,983 6,038 7,546
Exchange rate effects ( 60 ) ( 80 ) ( 62 )
Cash and cash equivalents at the end of the period 17 5,637 5,983 6,038

F-5

Group Accounting Policies

Basis of accounting and preparation of financial information

The Consolidated Financial Statements have been prepared under the historical cost convention, modified to include revaluation to fair value of certain financial instruments and pension plan assets and liabilities as described below, in accordance with UK-adopted international accounting standards and with the requirements of the Companies Act 2006 as applicable to companies reporting under those standards. The Consolidated Financial Statements also comply fully with IFRS Accounting Standards as issued by the International Accounting Standards Board (IASB) and International Accounting Standards as adopted by the European Union.

The Consolidated Financial Statements are presented in US dollars, which is the Company’s functional currency.

In preparing their individual financial statements, the accounting policies of some overseas subsidiaries do not conform with IASB-issued IFRSs. Therefore, where appropriate, adjustments are made in order to present the Consolidated Financial Statements on a consistent basis.

New accounting requirements

Other than noted below, amendments to accounting standards issued by the IASB and adopted in the year ended 31 December 2023 did not have a material impact on the result or financial position of the Group.

IAS 12

On 23 May 2023, the IASB issued an amendment to IAS 12 ‘Income Taxes’ to clarify how the effects of the global minimum tax framework should be accounted for and disclosed effective 1 January 2023. This was endorsed by the UK Endorsement Board on 19 July 2023 and has been adopted by the Group for 2023 reporting. The Group has applied the exemption to recognising and disclosing information about deferred tax assets and liabilities related to Pillar 2 income taxes.

Alliance and Collaboration Revenue

Effective 1 January 2023, the Group has updated the presentation of Total Revenue on the face of the Statement of Comprehensive Income to include Alliance Revenue as a separate element to Collaboration Revenue. Alliance Revenue, previously reported within Collaboration Revenue, comprises income related to sales made by collaboration partners, where AstraZeneca is entitled to a share of gross profits, share of revenues or royalties, which are recurring in nature while the collaboration arrangement remains in place. Alliance Revenue does not include Product Sales where AstraZeneca is leading commercialisation in a territory.

Collaboration Revenue arising from collaborative arrangements where the Group retains a significant ongoing economic interest and receives upfront amounts and event-triggered milestones, which arise from the licensing of intellectual property, will continue to be reported as Collaboration Revenue. In collaboration arrangements either AstraZeneca or the collaborator acts as principal in sales to the end customer. Where AstraZeneca acts as principal, AstraZeneca records 100 % of sales to the end customer within Product Sales. The updated presentation reflects the increasing importance of income arising from share of gross profit arrangements where collaboration partners are responsible for booking revenues in some or all territories.

The comparative revenue reported in the years to 31 December 2022 and 31 December 2021 has been retrospectively adjusted to reflect the new split of Total Revenue, resulting in Alliance Revenue being reported for the year to 31 December 2022 of $ 755 m and to 31 December 2021 of $ 388 m, however the combined total of Alliance Revenue and Collaboration Revenue is equal to the previously reported Collaboration Revenue total for each prior year.

Basis for preparation of Financial Statements on a going concern basis

The Group has considerable financial resources available. As at 31 December 2023, the Group has $ 12.7 bn in financial resources (Cash and cash equivalent balances of $ 5.8 bn and undrawn committed bank facilities of $ 6.9 bn, of which $ 2.0 bn are available until February 2025 and the remaining $ 4.9 bn are available until April 2026, (in February 2024 these facilities were extended to April 2029), with only $ 5.4 bn of borrowings due within one year).

The Group’s revenues are largely derived from sales of medicines covered by patents, which provide a relatively high level of resilience and predictability to cash inflows, although government price interventions in response to budgetary constraints are expected to continue to adversely affect revenues in some of our significant markets. The Group, however, anticipates new revenue streams from both recently launched medicines and those in development, and the Group has a wide diversity of customers and suppliers across different geographic areas.

Consequently, the Directors believe that, overall, the Group is well placed to manage its business risks successfully. Accordingly, they continue to adopt the going concern basis in preparing the Annual Report and Financial Statements.

Estimates and judgements

The preparation of the Financial Statements in conformity with generally accepted accounting principles requires management to make estimates and judgements that affect the reported amounts of assets and liabilities at the date of the Financial Statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

The accounting policy descriptions set out the areas where judgements and estimates need exercising, the most significant of which include the following Key Judgements and Significant Estimates:

revenue recognition – see Revenue Accounting Policy from page 152 and Note 1 on page 161

expensing of internal development expenses – see Research and Development Policy from page 154

impairment reviews of Intangible assets – see Note 10 on page 174

useful economic life of Intangible assets – see Research and Development Policy from page 154

business combinations and Goodwill – see Business Combinations and Goodwill Policy from page 156 and Note 27 from page 193

litigation liabilities – see Litigation and Environmental Liabilities within Note 30 on page 204

operating segments – see Note 6 on page 167

employee benefits – see Note 22 on page 190

taxation – see Note 30 from page 209.

The Group has assessed the impact of climate risk on its financial reporting. The impact assessment was primarily focused on the valuation and useful lives of intangible assets and the identification and valuation of provisions and contingent liabilities, as these are judged to be the key areas that could be impacted by climate risks. No material accounting impacts or changes to judgements or other required disclosures were noted.

Key Judgements are those judgements made in applying the Group’s accounting policies that have a material effect on the amounts of assets and liabilities recognised in the Financial Statements.

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A Significant Estimate has a significant risk of material adjustment to the carrying amounts of assets and liabilities within the next financial year.

Financial risk management policies are detailed in Note 28 to the Financial Statements from page 195.

AstraZeneca’s management considers the following to be the material accounting policies in the context of the Group’s operations.

Revenue

Revenue comprises Product Sales, Alliance Revenue and Collaboration Revenue.

Revenue excludes inter-company revenues and value-added taxes.

Product Sales

Product Sales represent net invoice value less estimated rebates, returns and chargebacks, which are considered to be variable consideration and include significant estimates. Sales are recognised when the control of the goods has been transferred to a third party. This is usually when title passes to the customer, either on shipment or on receipt of goods by the customer, depending on local trading terms. Revenue is not recognised in full until it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur.

Rebates are amounts payable or credited to a customer, usually based on the quantity or value of Product Sales to the customer for specific products in a certain period. Product sales rebates, which relate to Product Sales that occur over a period of time, are normally issued retrospectively.

At the time Product Sales are invoiced, rebates and deductions that the Group expects to pay are estimated based upon assumptions developed using contractual terms, historical experience and market-related information. The rebates and deductions are recognised as variable consideration and recorded as a reduction to revenue with an accrual recorded. These rebates typically arise from sales contracts with government payers, third-party managed care organisations, hospitals, long-term care facilities, group purchasing organisations and various state programmes.

In markets where returns are significant, estimates of the quantity and value of goods which may ultimately be returned are accounted for at the point revenue is recognised. Our returns accruals are based on actual experience over the preceding 12 months for established products together with market-related information such as estimated stock levels at wholesalers and competitor activity which we receive via third-party information services. For newly launched products, we use rates based on our experience with similar products or a predetermined percentage.

When a product faces generic competition, particular attention is given to the possible levels of returns and, in cases where the circumstances are such that the level of Product Sales are considered highly probable to reverse, revenues are only recognised when the right of return expires, which is generally on ultimate prescription of the product to patients.

The methodology and assumptions used to estimate rebates and returns are monitored and adjusted regularly in the light of contractual and legal obligations, historical trends, past experience and projected market conditions. Once the uncertainty associated with returns is resolved, revenue is adjusted accordingly.

Under certain collaboration agreements which include a profit sharing mechanism, our recognition of Product Sales depends on which party acts as principal in sales to the end customer. In the cases where AstraZeneca acts as principal, we record 100 % of sales to the end customer. In the cases where AstraZeneca does not act as principal, we record the share of gross profits received within Alliance Revenue.

Contracts relating to the supply of certain Vaccines & Immune Therapies medicines relating to the COVID-19 pandemic include conditions whereby payments are receivable from customers in advance of the delivery of product. Such amounts are held on the balance sheet as contract liabilities until the related revenue is recognised, generally upon product delivery. Certain of these contracts contain further provisions that restrict the use of inventory manufactured in specified supply chains to specified customers, resulting in an enforceable right to payment as the activities are performed. Under IFRS 15, such contracts require revenue to be recognised over time using an appropriate and reasonably measurable method to measure progress. Revenue is recognised on these contracts based on the proportion of product delivered compared to the total contracted volumes.

Certain arrangements include bill-and-hold arrangements under which the Group invoices a customer for a product but retains physical possession of the product until it is transferred to the customer at a point in time in the future. For these types of arrangements, an assessment is made to determine when the performance obligation has been satisfied, which is when control of the product is transferred to the customer. If the customer has obtained control of the product even though that product remains in the Group's physical possession, the performance obligation to transfer a product has been satisfied and Product Sales are recognised. Control is considered to have transferred when the reason for the bill-and-hold arrangement is substantive, the product can be identified separately as belonging to the customer, the product is ready for physical transfer to the customer and AstraZeneca is unable to use or sell the product to another customer.

Alliance Revenue

Alliance Revenue comprises income arising from the ongoing operation of collaborative arrangements related to sales made by collaboration partners, where AstraZeneca is entitled to a share of gross profits, share of revenues or royalties, which are recurring in nature while the collaboration agreement remains in place. Alliance Revenue does not include Product Sales where AstraZeneca is leading commercialisation in a territory, or reimbursement for AstraZeneca-incurred expenses such as R&D or promotion costs, which arise from the license of intellectual property.

The Group periodically enters into transactions where it acquires part of the rights to a product intangible (either on-market or in-process R&D), but for commercial reasons does not act as principal in selling the product to the customer and therefore does not recognise income from the product in the form of Product Sales. This may occur where, for example, a collaboration partner retains the right to commercialise in a specific territory, and has sufficient local control over that commercialisation to book Product Sales, while the Group instead receives a proportion of the value generated by those Product Sales, either in the form of a royalty, a share of gross profits or a share of revenues.

Where the arrangement meets the definition of a licence agreement, share of gross profits, share of revenues and sales royalties are recognised when achieved by applying the royalty exemption under IFRS 15. All other sales royalties are recognised when considered it is highly probable there will not be a significant reversal of cumulative income. The determination requires estimates to be made in relation to future Product Sales.

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Collaboration Revenue

Collaboration Revenue includes income arising from entering into collaborative arrangements where the Group has out-licensed (sold) certain rights associated with products and where AstraZeneca retains a significant ongoing economic interest in the product. Significant interest can include ongoing supply of finished goods, profit sharing arrangements or being principal in the sales of medicines. These collaborations may include development, manufacturing and/or commercialisation arrangements with the collaborator. Income from out-licences may take the form of upfront fees and milestones.

Timing of recognition of clinical and regulatory milestones is considered to be a key judgement. There can be significant uncertainty over whether it is highly probable that there would not be a significant reversal of revenue in respect of specific milestones if these are recognised before they are triggered due to them being subject to the actions of third parties. In general, where the triggering of a milestone is subject to the decisions of third parties (e.g. the acceptance or approval of a filing by a regulatory authority), the Group does not consider that the threshold for recognition is met until that decision is made.

Where Collaboration Revenue arises from the licensing of the Group’s own intellectual property, the licences we grant are typically rights to use intellectual property which do not change during the period of the licence and therefore related non-conditional revenue is recognised at the point the licence is granted and variable consideration as soon as recognition criteria are met.

Other performance obligations in the contract might include the supply of product. These arrangements typically involve the receipt of an upfront payment, which the contract attributes to the license of the intangible assets, and ongoing receipts for supply, which the contract attributes to the sale of the product we manufacture. In cases where the transaction has two or more components, we account for the delivered item (for example, the transfer of title to the intangible asset) as a separate unit of account and record revenue on delivery of that component. Where practicable, consideration is allocated to performance obligations on the basis of the standalone selling price of each performance obligation. However, where there is a licence of intellectual property, it is not always possible to establish a reliable estimate of the standalone selling price of the licence as they are unique. Therefore, in these rare situations, the residual approach is used to determine the consideration attributable to the licence.

Where fixed amounts are payable over one year from the effective date of a contract, an assessment is made as to whether a significant financing component exists, and if so, the fair value of this component is deferred and recognised as financing income over the period to the expected date of receipt.

Where control of a right to use licence for an intangible asset passes at the outset of an arrangement, revenue is recognised at the point in time control is transferred. Where the substance of a licence arrangement is that of a right to access rights attributable to an intangible asset, revenue, in the form of an upfront fee, is recognised over time, normally on a straight-line basis over the life of the contract. Where the Group provides ongoing development services, revenue in respect of this element is recognised over the duration of those services.

Where Collaboration Revenue is recorded and there is a related intangible asset that is licensed as part of the arrangement, an appropriate amount of that intangible asset is charged to Cost of sales based on an allocation of cost or value to the rights that have been licensed.

Cost of sales

Cost of sales are recognised as the associated revenue is recognised. Cost of sales include manufacturing costs, royalties payable on revenues recognised, movements in provisions for inventories, inventory write-offs and impairment charges in relation to manufacturing assets. Cost of sales also includes co-collaborator sharing of profit arising from collaborations, and foreign exchange gains and losses arising from business trading activities.

Research and development

Research expenditure is charged to profit and loss in the year in which it is incurred.

Internal development expenditure is capitalised only if it meets the recognition criteria of IAS 38 ‘Intangible Assets’. This is considered a key judgement. Where regulatory and other uncertainties are such that the criteria are not met, the expenditure is charged to profit and loss and this is almost invariably the case prior to approval of the drug by the relevant regulatory authority. Where, however, recognition criteria are met, Intangible assets are capitalised and amortised on a straight-line basis over their useful economic lives from product launch. At 31 December 2023, no amounts have met the recognition criteria.

Payments to in-license products and compounds from third parties for new research and development projects (in process research and development) generally take the form of upfront payments, milestones and royalty payments. Where payments made to third parties represent consideration for future research and development activities, an evaluation is made as to the nature of the payments. Such payments are expensed if they represent compensation for sub-contracted research and development services not resulting in a transfer of intellectual property. By contrast, payments are capitalised if they represent compensation for the transfer of identifiable intellectual property developed at the risk of the third party. Such payments may be made once development or regulatory milestones are met and may also be made on the basis of sales volumes once a product is launched. Development and regulatory milestone payments are capitalised as the milestone is triggered. Sales-related payments are accrued and capitalised with reference to the latest Group sales forecasts for approved indications at the present value of expected future cash flows. Assets capitalised are amortised, on a straight-line basis, over their useful economic lives from product launch.

The determination of useful economic life is considered to be a key judgement. On product launch, the Group makes a judgement as to the expected useful economic life with reference to the expiry of associated patents for the product, expectation around the competitive environment specific to the product and our detailed long-term risk-adjusted sales projections compiled annually across the Group and approved by the Board.

The useful economic life can extend beyond patent expiry dependent upon the nature of the product and the complexity of the development and manufacturing process. Significant sales can often be achieved post patent expiration.

Intangible assets

Intangible assets are stated at cost less accumulated amortisation and impairments. Intangible assets relating to products in development are subject to impairment testing annually. All Intangible assets are tested for impairment when there are indications that the carrying value may not be recoverable. The determination of the recoverable amounts include key estimates which are highly sensitive to, and depend upon, key assumptions as detailed in Note 10 to the Financial Statements from page 172.

Impairment reviews have been carried out on all Intangible assets that are in development (and not being amortised), all major intangible assets acquired during the year and all other intangible assets that have had indicators of impairment during the year. Recoverable amount is determined as the higher of value-in-use or fair value less costs to sell using a discounted cash flow calculation, with the products’ expected cash flows risk-adjusted over their estimated remaining useful economic life. Sales forecasts and specific allocated costs (which have both been subject to appropriate senior management review and approval) are risk-adjusted and discounted using appropriate rates based on our post-tax weighted average cost of capital or for fair value less costs to sell, a required rate of return for a market participant. Our weighted average cost of capital reflects factors such as our capital structure and our costs of debt and equity.

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Any impairment losses are recognised immediately in Operating profit. Intangible assets relating to products which fail during development (or for which development ceases for other reasons) are also tested for impairment and are written down to their recoverable amount (which is usually nil).

If, subsequent to an impairment loss being recognised, development restarts or other facts and circumstances change indicating that the impairment is less or no longer exists, the value of the asset is re-estimated and its carrying value is increased to the recoverable amount, but not exceeding the original value, by recognising an impairment reversal in Operating profit.

Government grants

Government grants are recognised in the Consolidated Statement of Comprehensive Income so as to match with the related expenses that they are intended to compensate. Where grants are received in advance of the related expenses, they are initially recognised in the Consolidated Statement of Financial Position under Trade and other payables as deferred income and released to net off against the related expenditure when incurred.

Each contract is assessed to determine whether there are both grant elements and supply of product which need to be separated. In each case, the contracts set out the specified terms for the supply of the product and the provisions for funding for certain costs, primarily research and development associated with the IP. It is considered whether there are any conditions for the funding to be refunded. The consideration in the contract is allocated between the grant and supply elements. The standalone selling price for the supply of products is determined by reference to observed prices with other customers. The amount allocated as a government grant is determined by reference to the specific agreed costs and activities identified in the contract as not directly attributable to the supply of product. Government grants are recorded as an offset to the relevant expense in the Consolidated Statement of Comprehensive Income and are capped to match the relevant costs incurred.

Other operating income and expense

Other operating income and expense is generated from activities outside of the Group’s normal course of business, which includes Other income from divestments of or full out-license of assets and businesses including royalties and milestones where the Group does not retain a significant continued interest. Where the arrangement meets the definition of a licence agreement, sales milestones and sales royalties are recognised when achieved by applying the royalty exemption under IFRS 15. All other milestones and sales royalties are recognised when it is considered highly probable that there will not be a significant reversal of cumulative income. The determination requires estimates to be made in relation to future Product Sales.

Joint arrangements and associates

The Group has arrangements over which it has joint control and which qualify as joint operations or joint ventures under IFRS 11 ‘Joint Arrangements’. For joint operations, the Group recognises its share of revenue that it earns from the joint operations and its share of expenses incurred. The Group also recognises the assets associated with the joint operations that it controls and the liabilities it incurs under the joint arrangement. For joint ventures and associates, the Group recognises its interest in the joint venture or associate as an investment and uses the equity method of accounting.

Employee benefits

The Group accounts for pensions and other employee benefits (principally healthcare) under IAS 19 ‘Employee Benefits’. In respect of defined benefit plans, obligations are determined using the projected unit credit method and are discounted to present value by reference to market yields on high-quality corporate bonds, while plan assets are measured at fair value. Given the extent of the assumptions used to determine the value of scheme assets and scheme liabilities, these are considered to be significant estimates. The operating and financing costs of such plans are recognised separately in profit; current service costs are spread systematically over the lives of employees and financing costs are recognised in full in the periods in which they arise. Remeasurements of the net defined benefit pension liability, including actuarial gains and losses, are recognised immediately in Other comprehensive income.

Where the calculation results in a surplus to the Group, the recognised asset is limited to the present value of any available future refunds from the plan or reductions in future contributions to the plan subject to consideration of the effect any minimum funding requirement for future service has on the benefit available as a reduction in future contributions.

Payments to defined contribution plans are recognised in profit as they fall due.

Taxation

The current tax payable is based on taxable profit for the year. Taxable profit differs from reported profit because taxable profit excludes items that are either never taxable or tax deductible or items that are taxable or tax deductible in a different period. The Group's current tax assets and liabilities are calculated using tax rates that have been enacted or substantively enacted by the reporting date.

Deferred tax is provided using the balance sheet liability method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax liabilities are recognised unless they arise from the initial recognition (other than in a business combination) of assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit. Deferred tax liabilities are not recognised to the extent they arise from the initial recognition of non-tax deductible goodwill. Deferred tax assets are recognised to the extent that there are future taxable temporary differences or it is probable that future taxable profit will be available against which the asset can be utilised. This requires judgements to be made in respect of the availability of future taxable income.

No deferred tax asset or liability is recognised in respect of temporary differences associated with investments in subsidiaries and branches where the Group is able to control the timing of reversal of the temporary differences and it is probable that the temporary differences will not reverse in the foreseeable future.

The Group's deferred tax assets and liabilities are calculated using tax rates that are expected to apply in the period when the liability is settled or the asset realised based on tax rates that have been enacted or substantively enacted by the reporting date. Deferred tax liabilities relating to assets recognised because of a business combination which may qualify for intellectual property incentives are measured at the relevant statutory tax rate. Deferred tax assets and liabilities are offset in the Consolidated Statement of Financial Position if, and only if, the taxable entity has a legally enforceable right to set off current tax assets and liabilities, and the Deferred tax assets and liabilities relate to taxes levied by the same taxation authority on the same taxable entity.

Liabilities for uncertain tax positions require management to make judgements of potential exposures in relation to tax audit issues. Tax benefits are not recognised unless the tax positions will probably be accepted by the tax authorities. This is based upon management's interpretation of applicable laws and regulations and the expectation of how the tax authority will resolve the matter. Once considered probable of not being accepted, management reviews each material tax benefit and reflects the effect of the uncertainty in determining the related taxable result.

Liabilities for uncertain tax positions are measured using either the most likely amount or the expected value amount depending on which method the entity expects to better predict the resolution of the uncertainty.

Further details of the estimates and assumptions made in determining our recorded liability for transfer pricing contingencies and other tax contingencies are included in Note 30 to the Financial Statements from page 204.

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Share-based payments

All plans have been classified as equity settled after assessment. The grant date fair value of the market-based performance elements of employee share plan awards is calculated using a modified Monte Carlo model, with other elements at market price. In accordance with IFRS 2 ‘Share-based Payment’, the resulting cost is recognised in profit on a straight-line basis over the vesting period of the awards. The value of the charge is adjusted to reflect expected and actual levels of awards vesting, except where the failure to vest is as a result of not meeting a market condition. Cancellations of equity instruments are treated as an acceleration of the vesting period and any outstanding charge is recognised in profit immediately.

Cash outflows relating to the vesting of share plans for our employees are recognised within operating activities, as they relate to employee remuneration. The cash flows relating to replacement awards issued to employees as part of the Alexion acquisition (see Note 27 from page 193) are classified within investing activities, as they are part of the aggregate cash flows arising from obtaining control of the subsidiary.

Property, plant and equipment

The Group’s policy is to depreciate the difference between the cost of each item of Property, plant and equipment and its residual value over its estimated useful life on a straight-line basis. Assets under construction are not depreciated until the asset is available for use, at which point the asset is transferred into either Land and buildings or Plant and equipment, and depreciated over its estimated useful economic life.

Reviews are made annually of the estimated remaining lives and residual values of individual productive assets, taking account of commercial and technological obsolescence as well as normal wear and tear. It is impractical to calculate average asset lives exactly. However, the useful economic lives range from approximately 10 to 50 years for buildings, and three to 15 years for plant and equipment. All items of Property, plant and equipment are tested for impairment when there are indications that the carrying value may not be recoverable. Any impairment losses are recognised immediately in Operating profit.

Leases

The Group’s lease arrangements are principally for property, most notably a portfolio of office premises and employee accommodation, and for a global car fleet, utilised primarily by our sales and marketing teams.

The lease liability and corresponding right-of-use asset arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of the following lease payments:

fixed payments, less any lease incentives receivable

variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date

the exercise price of a purchase option if the Group is reasonably certain to exercise that option

payments of penalties for terminating the lease, if the lease term reflects the Group exercising that option, and

amounts expected to be payable by the Group under residual value guarantees.

Right-of-use assets are measured at cost comprising the following:

the amount of the initial measurement of lease liability

any lease payments made at or before the commencement date less any lease incentives received

any initial direct costs, and

restoration costs.

Judgements made in calculating the lease liability include assessing whether arrangements contain a lease and determining the lease term. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. Property leases will often include an early termination or extension option to the lease term. Fleet management policies vary by jurisdiction and may include renewal of a lease until a measurement threshold, such as mileage, is reached. Extension and termination options have been considered when determining the lease term, along with all facts and circumstances that may create an economic incentive to exercise an extension option, or not exercise a termination option. Extension periods (or periods after termination options) are only included in the lease term if the lease is reasonably certain to be extended (or not terminated).

The lease payments are discounted using incremental borrowing rates, as in the majority of leases held by the Group the interest rate implicit in the lease is not readily identifiable. Calculating the discount rate is an estimate made in calculating the lease liability. This rate is the rate that the Group would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment with similar terms, security and conditions. To determine the incremental borrowing rate, the Group uses a risk-free interest rate adjusted for credit risk, adjusting for terms specific to the lease including term, country and currency.

The Group is exposed to potential future increases in variable lease payments that are based on an index or rate, which are initially measured as at the commencement date, with any future changes in the index or rate excluded from the lease liability until they take effect. When adjustments to lease payments based on an index or rate take effect, the lease liability is reassessed and adjusted against the right-of-use asset.

Lease payments are allocated between principal and finance cost. The finance cost is charged to the Consolidated Statement of Comprehensive Income over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period.

Payments associated with short-term leases of Property, plant and equipment and all leases of low-value assets are recognised on a straight-line basis as an expense in the Consolidated Statement of Comprehensive Income. Short-term leases are leases with a lease term of 12 months or less. Low-value leases are those where the underlying asset value, when new, is $ 5,000 or less and includes IT equipment and small items of office furniture.

Contracts may contain both lease and non-lease components. The Group allocates the consideration in the contract to the lease and non-lease components based on their relative standalone prices.

Right-of-use assets are generally depreciated over the shorter of the asset's useful life and the lease term on a straight-line basis. If the Group is reasonably certain to exercise a purchase option, the right-of-use asset is depreciated over the underlying asset’s useful life. It is impractical to calculate average asset lives exactly. However, the total lives range from approximately 10 to 50 years for buildings, and three to 15 years for motor vehicles and other assets .

There are no material lease agreements under which the Group is a lessor.

Business combinations and goodwill

In assessing whether an acquired set of assets and activities is a business or an asset, management will first elect whether to apply an optional concentration test to simplify the assessment. Where the concentration test is applied, the acquisition will be treated as the acquisition of an asset if substantially all of the fair value of the gross assets acquired (excluding cash and cash equivalents, deferred tax assets, and related goodwill) is concentrated in a single asset or group of similar identifiable assets.

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Where the concentration test is not applied, or is not met, a further assessment of whether the acquired set of assets and activities is a business will be performed.

The determination of whether an acquired set of assets and activities is a business or an asset can be judgemental, particularly if the target is not producing outputs. Management uses a number of factors to make this determination, which are primarily focused on whether the acquired set of assets and activities include substantive processes that mean the set is capable of being managed for the purpose of providing a return. Key determining factors include the stage of development of any assets acquired, the readiness and ability of the acquired set to produce outputs and the presence of key experienced employees capable of conducting activities required to develop or manufacture the assets. Typically, the specialised nature of many pharmaceutical assets and processes is such that until assets are substantively ready for production and promotion, there are not the required processes for a set of assets and activities to meet the definition of a business in IFRS 3.

On the acquisition of a business, fair values are attributed to the identifiable assets and liabilities. Attributing fair values is a key judgement; refer to Note 27 to the Financial Statements from page 193 for additional details. Contingent liabilities are also recorded at fair value unless the fair value cannot be measured reliably, in which case the value is subsumed into goodwill. Where fair values of acquired contingent liabilities cannot be measured reliably, the assumed contingent liability is not recognised but is disclosed in the same manner as other contingent liabilities.

Where not all of the equity of a subsidiary is acquired, the non-controlling interest is recognised either at fair value or at the non-controlling interest’s proportionate share of the net assets of the subsidiary, on a case-by-case basis. Put options over non-controlling interests are recognised as a financial liability, with a corresponding entry in either Retained earnings or against non-controlling interest reserves on a case-by-case basis.

The timing and amount of future contingent elements of consideration is an estimate. Contingent consideration, which may include development and launch milestones, revenue threshold milestones and revenue-based royalties, is fair valued at the date of acquisition using decision-tree analysis with key inputs including probability of success, consideration of potential delays and revenue projections based on the Group’s internal forecasts. Unsettled amounts of consideration are held at fair value within payables with changes in fair value recognised immediately in profit.

Goodwill is the difference between the fair value of the consideration and the fair value of net assets acquired.

Goodwill arising on acquisitions is capitalised and subject to an impairment review, both annually and when there is an indication that the carrying value may not be recoverable.

The Group’s policy up to and including 1997 was to eliminate Goodwill arising upon acquisitions against reserves. Under IFRS 1 ‘First-time Adoption of International Financial Reporting Standards’ and IFRS 3 ‘Business Combinations’, such Goodwill will remain eliminated against reserves.

Subsidiaries

A subsidiary is an entity controlled, directly or indirectly, by AstraZeneca PLC. Control is regarded as the exposure or rights to the variable returns of the entity when combined with the power to affect those returns. Control is normally evidenced by holding more than 50% of the share capital of the company, however other agreements may be in place that result in control where they give AstraZeneca finance decision-making authority over the relevant activities of the company.

The financial results of subsidiaries are consolidated from the date control is obtained until the date that control ceases.

Inventories

Inventories are stated at the lower of cost and net realisable value. The first in, first out or an average method of valuation is used. For finished goods and work in progress, cost includes directly attributable costs and certain overhead expenses (including depreciation). Selling expenses and certain other overhead expenses (principally central administration costs) are excluded. Net realisable value is determined as estimated selling price less all estimated costs of completion and costs to be incurred in selling and distribution.

Write-downs of inventory occur in the general course of business and are recognised in Cost of sales for launched or approved products and in Research and development expense for products in development.

Assets held for sale

Non-current assets are classified as Assets held for sale when their carrying amount is to be recovered principally through a sale transaction and a sale is considered highly probable. A sale is considered highly probable only when the appropriate level of management has committed to the sale.

Assets held for sale are stated at the lower of carrying amount and fair value less costs to sell. Where there is a partial transfer of a non-current asset to held for sale, an allocation of value is made between the current and non-current portions of the asset based on the relative value of the two portions, unless there is a methodology that better reflects the asset to be disposed of.

Assets held for sale are neither depreciated nor amortised.

Trade and other receivables

Financial assets included in Trade and other receivables are recognised initially at fair value. The Group holds the Trade receivables with the objective to collect the contractual cash flows and therefore measures them subsequently at amortised cost using the effective interest method, less any impairment, based on expected credit losses.

Trade receivables that are subject to debt factoring arrangements are derecognised if they meet the conditions for derecognition detailed in IFRS 9 ‘Financial Instruments’.

Trade and other payables

Financial liabilities included in Trade and other payables are recognised initially at fair value. Subsequent to initial recognition they are measured at amortised cost using the effective interest method. Contingent consideration payables are held at fair value within Level 3 of the fair value hierarchy as defined in Note 12.

Financial instruments

The Group’s financial instruments include Lease liabilities, Trade and other receivables and payables, liabilities for contingent consideration and put options under business combinations, and rights and obligations under employee benefit plans which are dealt with in specific accounting policies.

The Group’s other financial instruments include:

Cash and cash equivalents

Fixed deposits

Other investments

Bank and other borrowings

Derivatives.

F-11

Cash and cash equivalents

Cash and cash equivalents comprise cash in hand, current balances with banks and similar institutions, and highly liquid investments with maturities of three months or less when acquired. They are readily convertible into known amounts of cash and are held at amortised cost under the hold to collect classification, where they meet the hold to collect ‘solely payments of principal and interest’ test criteria under IFRS 9. Those not meeting these criteria are held at fair value through profit or loss. Cash and cash equivalents in the Consolidated Statement of Cash Flows include unsecured bank overdrafts at the balance sheet date where balances often fluctuate between a cash and overdraft position.

Fixed deposits

Fixed deposits, principally comprising funds held with banks and other financial institutions, are initially measured at fair value, plus direct transaction costs, and are subsequently measured at amortised cost using the effective interest method at each reporting date. Changes in carrying value are recognised in the Consolidated Statement of Comprehensive Income.

Other investments

Investments are classified as fair value through profit or loss (FVPL), unless the Group makes an irrevocable election at initial recognition for certain non-current equity investments to present changes in Other comprehensive income (FVOCI). If this election is made, there is no subsequent reclassification of fair value gains and losses to profit or loss following the derecognition of the investment.

Bank and other borrowings

The Group uses derivatives, principally interest rate swaps, to hedge the interest rate exposure inherent in a portion of its fixed interest rate debt. In such cases the Group will either designate the debt as FVPL when certain criteria are met or as the hedged item under a fair value hedge.

If the debt instrument is designated as FVPL, the debt is initially measured at fair value (with direct transaction costs being included in profit as an expense) and is remeasured to fair value at each reporting date with changes in carrying value being recognised in profit (along with changes in the fair value of the related derivative), with the exception of changes in the fair value of the debt instrument relating to own credit risk which are recorded in Other comprehensive income in accordance with IFRS 9. Such a designation has been made where this significantly reduces an accounting mismatch which would result from recognising gains and losses on different bases.

If the debt is designated as the hedged item under a fair value hedge, the debt is initially measured at fair value (with direct transaction costs being amortised over the life of the debt) and is remeasured for fair value changes in respect of the hedged risk at each reporting date with changes in carrying value being recognised in profit (along with changes in the fair value of the related derivative).

If the debt is designated in a cash flow hedge, the debt is measured at amortised cost (with gains or losses taken to profit and direct transaction costs being amortised over the life of the debt). The related derivative is remeasured for fair value changes at each reporting date with the portion of the gain or loss on the derivative that is determined to be an effective hedge recognised in Other comprehensive income. The amounts that have been recognised in Other comprehensive income are reclassified to profit in the same period that the hedged forecast cash flows affect profit. The reclassification adjustment is included in Finance expense in the Consolidated Statement of Comprehensive Income.

Other interest-bearing loans are initially measured at fair value (with direct transaction costs being amortised over the life of the loan) and are subsequently measured at amortised cost using the effective interest method at each reporting date. Changes in carrying value are recognised in the Consolidated Statement of Comprehensive Income.

Derivatives

Derivatives are initially measured at fair value (with direct transaction costs being included in profit as an expense) and are subsequently remeasured to fair value at each reporting date. Changes in carrying value of derivatives not designated in hedging relationships are recognised in profit or loss.

The Group has agreements with some bank counterparties whereby the parties agree to post cash collateral, for the benefit of the other, equivalent to the market valuation of all of the derivative positions above a predetermined threshold. Cash collateral received from counterparties is included within current Interest-bearing loans and borrowings within the Consolidated Statement of Financial Position. Cash collateral pledged to counterparties is recognised as a financial asset and is included in current Other investments within the Consolidated Statement of Financial Position. Cash collateral received is included in Movement in short-term borrowings within financing activities in the Consolidated Cash Flow Statement. Cash collateral paid is included in Movements in short-term investments within investing activities in the Consolidated Cash Flow Statement. The cash flow presentation of cash paid and received follows the Consolidated Statement of Financial Position presentation of the financial asset and financial liability that is recognised from posting the collateral.

Foreign currencies

Foreign currency transactions, being transactions denominated in a currency other than an individual Group entity’s functional currency, are translated into the relevant functional currencies of individual Group entities at average rates for the relevant monthly accounting periods, which approximate to actual rates.

Monetary assets and liabilities arising from foreign currency transactions are retranslated at exchange rates prevailing at the reporting date. Exchange gains and losses on loans and on short-term foreign currency borrowings and deposits are included within Finance expense. Exchange differences on all other foreign currency transactions are recognised in Operating profit in the individual Group entity’s accounting records.

Non-monetary items arising from foreign currency transactions are not retranslated in the individual Group entity’s accounting records.

In the Consolidated Financial Statements, income and expense items for Group entities with a functional currency other than US dollars are translated into US dollars at average exchange rates, which approximate to actual rates, for the relevant accounting periods. Assets and liabilities are translated at the US dollar exchange rates prevailing at the reporting date. Exchange differences arising on consolidation are recognised in Other comprehensive income.

If certain criteria are met, non-US dollar-denominated loans or derivatives are designated as net investment hedges of foreign operations. Exchange differences arising on retranslation of net investments, and of foreign currency loans which are designated in an effective net investment hedge relationship, are recognised in Other comprehensive income in the Consolidated Financial Statements. Foreign exchange derivatives hedging net investments in foreign operations are carried at fair value. Effective fair value movements are recognised in Other comprehensive income, with any ineffectiveness taken to profit. Gains and losses accumulated in the translation reserve will be recycled to profit and loss when the foreign operation is sold.

Provisions

Provisions are recognised when there is either a legal or constructive present obligation as a result of a past event, it is probable that an outflow of economic resources will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. If the effect of the time value of money is material, provisions are discounted at the relevant pre-tax discount rate. Where provisions are discounted, the increase in the provision resulting from the passage of time is recognised as a finance cost.

F-12

Litigation and environmental liabilities

AstraZeneca is involved in legal disputes, the settlement of which may involve cost to the Group. A provision is made where an adverse outcome is probable and associated costs, including related legal costs, can be estimated reliably. Determining the timing of recognition of when an adverse outcome is probable is considered a key judgement, refer to Note 30 to the Financial Statements from page 204.

Where it is considered that the Group is more likely than not to prevail, or in the extremely rare circumstances where the amount of the legal liability cannot be estimated reliably, legal costs involved in defending the claim are charged to the Consolidated Statement of Comprehensive Income as they are incurred.

Where it is considered that the Group has a valid contract which provides the right to reimbursement (from insurance or otherwise) of legal costs and/or all or part of any loss incurred or for which a provision has been established, the amount expected to be received is recognised as an asset only when it is virtually certain.

AstraZeneca is exposed to environmental liabilities relating to its past operations, principally in respect of soil and groundwater remediation costs. Provisions for these costs are made when there is a present obligation and where it is probable that expenditure on remedial work will be required and a reliable estimate can be made of the cost.

Restructuring

Restructuring costs are incurred in programmes that are planned and controlled by the Group which materially change either the scope of a business undertaken by the Group, or the manner in which that business is conducted.

A provision for restructuring costs is recognised when a detailed formal plan is in place and has either been announced to those affected or has started to be implemented. The general recognition criteria for provisions must also be met, as described in the Provisions policy.

Impairment

The carrying values of non-financial assets, other than Inventories and Deferred tax assets, are reviewed at least annually to determine whether there is any indication of impairment. For Goodwill, Intangible assets under development and for any other assets where such indication exists, the asset’s recoverable amount is estimated based on the greater of its value in use and its fair value less cost to sell. In assessing the recoverable amount, the estimated future cash flows, adjusted for the risks associated with the probability of success specific to each asset, as well as inflationary impacts, are discounted to their present value using a nominal discount rate that reflects current market assessments of the time value of money, the general risks affecting the pharmaceutical industry and other risks specific to each asset. For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash flows of other assets. Impairment losses are recognised immediately in the Consolidated Statement of Comprehensive Income.

Applicable accounting standards and interpretations issued but not yet adopted

At the date of authorisation of these financial statements, certain new accounting standards and amendments were in issue relating to the following standards and interpretations but not yet adopted by the Group:

amendments to IAS 1 'Presentation of Financial Statements', effective for periods beginning on or after 1 January 2024 – endorsed by the UK Endorsement Board (UKEB) on 21 July 2023

amendments to IFRS 16 ‘Leases’, effective for periods beginning on or after 1 January 2024 – endorsed by the UKEB on 11 May 2023

amendments to IAS 7 ‘Statement of Cash Flows’ and IFRS 7 ‘Financial Instruments: Disclosures’, effective for periods beginning on or after 1 January 2024 – endorsed by the UKEB on 28 November 2023

amendments to IAS 21 'The Effects of Changes in Foreign Exchange Rates', effective for periods beginning on or after 1 January 2025 – not endorsed by the UKEB.

These new standards, amendments and interpretations are not expected to have a significant impact on the Group’s net results.

F-13

Notes to the Group Financial Statements

1 Revenue

Product Sales

2023 2022 2021
Emerging Rest of Emerging Rest of Emerging Rest of
US Markets Europe World Total US Markets Europe World Total US Markets Europe World Total
$m $m $m $m $m $m $m $m $m $m $m $m $m $m $m
Oncology:
Tagrisso 2,276 1,621 1,120 782 5,799 2,007 1,567 1,023 847 5,444 1,780 1,336 986 913 5,015
Imfinzi 2,317 360 758 802 4,237 1,552 287 544 401 2,784 1,245 277 485 405 2,412
Lynparza 1,254 542 734 281 2,811 1,226 488 655 269 2,638 1,087 384 618 259 2,348
Calquence 1,815 98 493 108 2,514 1,657 45 286 69 2,057 1,089 20 111 18 1,238
Enhertu 169 60 32 261 51 21 7 79 12 4 1 17
Orpathys 44 44 33 33 16 16
Truqap 6 6
Zoladex 14 687 133 118 952 15 657 133 122 927 13 619 147 169 948
Faslodex 31 142 28 96 297 17 159 55 103 334 30 167 113 121 431
Others 6 165 6 47 224 10 250 9 66 335 11 391 17 96 515
7,719 3,828 3,332 2,266 17,145 6,484 3,537 2,726 1,884 14,631 5,255 3,222 2,481 1,982 12,940
Cardiovascular, Renal & Metabolism:
Farxiga 1,451 2,211 1,881 420 5,963 1,071 1,665 1,297 348 4,381 732 1,195 810 263 3,000
Brilinta 744 285 271 24 1,324 744 286 282 46 1,358 735 328 346 63 1,472
Lokelma 214 50 58 90 412 170 20 30 69 289 115 3 13 44 175
roxadustat 271 271 197 197 174 174
Andexxa 75 62 45 182 77 41 32 150 50 18 68
Crestor 55 862 52 138 1,107 65 794 41 148 1,048 80 775 52 189 1,096
Seloken/Toprol-XL 1 621 11 7 640 839 14 9 862 1 928 11 11 951
Onglyza 49 131 32 15 227 76 121 38 22 257 88 179 61 32 360
Bydureon 133 3 27 163 242 3 35 280 321 3 55 6 385
Others 30 152 109 5 296 34 194 128 10 366 52 195 146 14 407
2,752 4,586 2,503 744 10,585 2,479 4,119 1,906 684 9,188 2,174 3,780 1,512 622 8,088
Respiratory & Immunology:
Symbicort 726 753 549 334 2,362 973 608 582 375 2,538 1,065 609 670 384 2,728
Fasenra 992 64 355 142 1,553 906 43 305 142 1,396 790 20 286 162 1,258
Breztri 383 161 81 52 677 239 92 33 34 398 115 55 7 26 203
Saphnelo 260 2 8 10 280 111 2 3 116 8 8
Tezspire 1 48 37 86 2 2 4
Pulmicort 28 575 68 42 713 65 462 69 49 645 72 770 73 47 962
Bevespi 34 6 17 1 58 42 5 10 1 58 39 4 11 54
Daliresp/Daxas 42 3 8 1 54 176 3 9 1 189 207 4 15 1 227
Others 82 206 30 6 324 143 230 42 6 421 108 287 185 14 594
2,547 1,771 1,164 625 6,107 2,655 1,443 1,054 613 5,765 2,404 1,749 1,247 634 6,034
Vaccines & Immune Therapies:
COVID-19 mAbs 6 12 114 132 1,067 413 298 407 2,185 19 66 85
Vaxzevria 10 2 12 79 729 365 625 1,798 64 2,240 1,035 578 3,917
Beyfortus 87 19 106
Synagis ( 1 ) 195 175 177 546 1 173 213 191 578 23 35 203 149 410
FluMist 23 1 188 4 216 21 1 151 2 175 27 2 222 2 253
109 212 396 295 1,012 1,168 1,316 1,027 1,225 4,736 114 2,296 1,526 729 4,665
Rare Disease:
Soliris 1,734 424 670 317 3,145 2,180 301 805 476 3,762 1,068 170 439 197 1,874
Ultomiris 1,750 71 668 476 2,965 1,136 38 481 310 1,965 381 9 169 129 688
Strensiq 937 40 89 86 1,152 769 35 78 76 958 297 10 36 35 378
Koselugo 195 59 53 24 331 162 26 20 208 104 1 3 108
Kanuma 85 29 49 8 171 77 31 44 8 160 32 7 20 3 62
4,701 623 1,529 911 7,764 4,324 431 1,428 870 7,053 1,882 197 667 364 3,110
Other:
Nexium 115 578 53 199 945 120 568 46 551 1,285 128 705 62 431 1,326
Others 18 153 52 8 231 24 220 77 19 340 43 212 109 14 378
133 731 105 207 1,176 144 788 123 570 1,625 171 917 171 445 1,704
Product Sales 17,961 11,751 9,029 5,048 43,789 17,254 11,634 8,264 5,846 42,998 12,000 12,161 7,604 4,776 36,541

F-14

Rebates and chargebacks in the US

The major market where estimates are seen as significant is the US. When invoicing Product Sales in the US, we estimate the rebates and chargebacks we expect to pay and we consider there to be a significant estimate associated with the rebates for Managed Care, Medicaid and Medicare Part D. The total adjustment in respect of prior year net US Product Sales revenue in 2023 was 1.0 % (2022: 1.3 %; 2021: 1.5 %); this represents the difference between our prior year estimates for rebates and chargebacks against actual amounts paid for the US business. The most significant of these relate to the Medicaid and state programmes with an adjustment in respect of prior year net US Product Sales revenue in 2023 of 0.3 % (2022: 0.5 %; 2021: 0.4 %) and Managed Care and Medicare of 0.5 % (2022: 0.8 %; 2021: 0.7 %).

The adjustment in respect of the prior year net US Product Sales revenue, excluding the Rare Disease therapy area in 2023, was 1.4 % (2022: 1.6 %; 2021: 1.8 %), with Medicaid and state programmes of 0.4 % (2022: 0.6 %; 2021: 0.5 %) and Managed Care and Medicare of 0.7 % (2022: 1.1 %; 2021: 0.8 %).

These values demonstrate the level of sensitivity; further meaningful sensitivity is not able to be provided due to the large volume of variables that contribute to the overall rebates, chargebacks, returns and other revenue accruals. These variables include assumptions in respect of aggregate future sales levels, segment mix and customers' contractual performance, and in addition for Managed Care, US Medicaid and Medicare Part D, the channel inventory levels, and assumptions related to lag time. These assumptions are built up on a product-by-product and customer-by-customer basis, taking into account specific contract provisions coupled with expected performance, and are then aggregated into a weighted average rebate accrual rate for each of our products. Accrual rates are reviewed and adjusted on an as-needed basis. There may be further adjustments when actual rebates are invoiced based on utilisation information submitted to AstraZeneca (in the case of contractual rebates) and claims/invoices are received (in the case of regulatory rebates and chargebacks).

Alliance Revenue

2023 2022 2021
$m $m $m
Enhertu 1,022 523 197
Tezspire 259 79
Beyfortus 57
Vaxzevria : royalties 76 64
Other royalty income 81 68 70
Other Alliance Revenue 9 9 57
1,428 755 388

Collaboration Revenue

2023 2022 2021
$m $m $m
Lynparza: regulatory milestones 245 355
Lynparza: sales milestones 400
COVID-19 mAbs: licence fees 180
Farxiga : sales milestones 29
tralokinumab: sales milestones 20 110
Beyfortus : regulatory milestones 71 25
Beyfortus : sales milestones 27
Nexium : sale of rights 62 75
Other Collaboration Revenue 22 46 13
594 598 488

2 Operating profit

Operating profit includes the following significant items:

Cost of sales

In 2023, Cost of sales includes a charge of $ 114 m (2022: charge of $ 3,484 m) in relation to the release, in line with sales, of fair value uplift to inventory that was recognised under IFRS 3 ‘Business Combinations’ upon the acquisition of Alexion (see Note 27).

During the year, $ nil government grants were recognised within Cost of sales (2022: $ nil ; 2021: $ 290 m). The grants recognised in 2021 related to funding of manufactured Vaxzevria product for the US government, which expired prior to being accepted by the FDA.

Selling, general and administrative expense

In 2023, Selling, general and administrative expense includes a charge of $ 520 m (2022: charge of $ 182 m; 2021: charge of $ 42 m) resulting from changes in the fair value of contingent consideration arising from the acquisition of the diabetes alliance from BMS. These adjustments reflect revised estimates for future sales performance for the products acquired and, as a result, revised estimates for future royalties payable.

In 2023, Selling, general and administrative expense also includes a charge of $ 1,013 m (2022: charge of $ 789 m; 2021: charge of $ 48 m) relating to a number of legal proceedings, including settlements in various jurisdictions in relation to several marketed products (see Note 30).

Research and development expense: Government grants

During the year $ 74 m (2022: $ 113 m; 2021: $ 531 m) of government grants were recognised within Research and development expense. The grants recognised relate to funding for Research and development and related expenses for COVID-19 mAbs of $ nil (2022: $ 112 m; 2021: $ 222 m) and Vaxzevria of $ 74 m (2022: $ 1 m; 2021: $ 309 m).

F-15

Other operating income and expense

2023 2022 2021
$m $m $m
Royalty income 107 59 62
Gains on disposal of intangible assets 251 104 513
Gains on disposal of investments in associates and joint ventures 776
Net gains/(losses) on disposal of other non-current assets 41 112 ( 4 )
Update to the contractual relationships for Beyfortus (nirsevimab) 712
Other income 1 393 439 453
Other expense ( 164 ) ( 200 ) ( 308 )
Other operating income and expense 1,340 514 1,492

1 Other income in 2023 includes $ 75 m of income from Allergan Plc. in respect of the development of brazikumab (2022: $ 138 m; 2021: $ 99 m).

Gains on disposal of intangible assets in 2023 includes $ 241 m on disposal of commercial rights to Pulmicort Flexhaler to Cheplapharm in the US.

Gains on disposal of intangible assets in 2021 includes $ 317 m on disposal of rights to Crestor in over 30 countries in Europe, except in the UK and Spain.

Net gains/(losses) on disposal of other non-current assets in 2022 includes a $ 125 m gain in respect of the Waltham R&D site sale and leaseback in MA, US (see Note 8).

Gains on disposal of investments in associates and joint ventures in 2021 relates to the disposal of the 26.7 % ownership in Viela Bio, as part of the acquisition of Viela Bio by Horizon Therapeutics plc. AstraZeneca received cash proceeds and profit of $ 776 m upon closing, with the profit recorded as Other operating income.

As part of the total consideration received in respect of the agreement to sell US rights to Synagis in 2019, $ 400 m in total has been received related to the rights to participate in the future cash flows from the US profits or losses for Beyfortus (nirsevimab), with $ 190 m cash inflows in 2023 primarily relating to a cash receipt from Sobi following achievement of a regulatory milestone. At 31 December 2022, the full amount of $ 522 m was recognised as a financial liability within non-current Other payables (the Profit Participation Liability) as the Group had not fully transferred the risks and rewards of the underlying cash flows arising from Beyfortus to Sobi. All associated cash flows have been presented within investing activities as the Group has received the cash in exchange for agreeing to transfer future cash flows relating to an intangible asset. In 2023, the contractual relationship between AstraZeneca and Sobi relating to future sales of Beyfortus in the US was replaced by a royalty relationship between Sanofi and Sobi. As a result, the Profit Participation Liability was extinguished and derecognised from the Consolidated Statement of Financial Position, with a gain of $ 712 m recorded in Other operating income and expense. In 2021, as a result of the Probability of Technical/Regulatory Success unwind, an increase of $ 114 m to the Profit Participation Liability was recorded with the cost recorded in Other operating expense.

Restructuring costs

During 2023, the Group has incurred $ 467 m of net restructuring costs, of which $ 362 m resulted from activities that are part of the Post Alexion Acquisition Group Review (PAAGR), bringing the cumulative charges under this programme to $ 2,067 m. Costs in 2023 included $ 109 m within Cost of sales due to the rationalisation of our manufacturing capacity and footprint across certain production sites, $ 207 m within Selling, general and administrative expense in relation to HR, Finance, IT & other integration costs as well as some severance costs, $ 212 m within Research and development expense in relation to the transformation of clinical, regulatory and other R&D data and systems, partially offset by income of $ 61 m in Other operating income and expense generated from the disposal of assets impacted by the restructuring.

In conjunction with the acquisition of Alexion in 2021, the enlarged Group initiated the PAAGR; a global restructuring programme aimed at integrating systems, structure and processes, optimising the global footprint and prioritising resource allocations and investments. During 2023, the Group has identified all remaining activities and finalised the scope of the programme. This includes the commencement of work on the planned upgrade of the Group's Enterprise Resource Planning IT systems (Axial Project), which is expected to be substantially complete by the end of 2030. The Group has also continued to progress other legacy restructuring programmes.

Total restructuring costs in 2023 includes an impairment charge to Property, plant and equipment of $ 7 m (2022: reversal of $ 4 m; 2021: charge of $ 343 m), impairment of Right-of-use assets of $ 13 m (2022: $ nil ; 2021: $ nil ) and no impairment of Intangible assets (software development costs) (2022: reversal $ 17 m; 2021: charge of $ 16 m).

The tables below show the costs that have been charged in respect of restructuring programmes by cost category and type. Severance provisions are detailed in Note 21.

2023 2022 2021
$m $m $m
Cost of sales 109 266 722
Distribution expense 2
Research and development expense 212 111 223
Selling, general and administrative expense 207 405 338
Other operating income and expense ( 61 ) ( 67 )
Total charge 467 717 1,283
2023 2022 2021
$m $m $m
Severance costs 57 187 217
Accelerated depreciation and impairment charges 68 135 371
Other 1 342 395 695
Total charge 467 717 1,283

1 Other costs are those incurred in designing and implementing the Group’s various restructuring initiatives, including costs of integrating systems, structure and processes as part of the PAAGR, costs relating to the Alexion acquisition, internal project costs and external service fees.

F-16

Financial instruments

Included within Operating profit are the following net gains and losses on financial instruments:

2023 2022 2021
$m $m $m
Gains/(losses) on forward foreign exchange contracts 42 150 ( 21 )
Losses on receivables and payables ( 260 ) ( 203 ) ( 42 )
Total ( 218 ) ( 53 ) ( 63 )

Impairment charges

Details of impairment charges for 2023, 2022 and 2021 are included in Notes 7, 8 and 10.

3 Finance income and expense

2023 2022 2021
$m $m $m
Finance income
Returns on deposits and equity securities 291 78 12
Fair value gains on debt and interest rate swaps 43 14
Interest income on income tax balances 10 3 31
Total 344 95 43
Finance expense
Interest on debt, leases and other financing costs ( 1,132 ) ( 889 ) ( 774 )
Net interest on post-employment defined benefit plan net liabilities (Note 22) ( 38 ) ( 29 ) ( 26 )
Net exchange losses ( 34 ) ( 16 ) ( 20 )
Discount unwind on contingent consideration arising from business combinations (Note 20) ( 132 ) ( 168 ) ( 226 )
Discount unwind on other long-term liabilities 1 ( 200 ) ( 216 ) ( 248 )
Fair value losses on debt and interest rate swaps ( 3 ) ( 4 )
Interest expense on income tax balances ( 87 ) ( 28 ) ( 2 )
Total ( 1,626 ) ( 1,346 ) ( 1,300 )
Net finance expense ( 1,282 ) ( 1,251 ) ( 1,257 )

1 Included within Discount unwind on other long-term liabilities is $ 55 m relating to the Acerta Pharma share purchase liability (2022: $ 108 m; 2021: $ 161 m) and the discount unwind of other payables of $ 100 m (2022: $ nil ; 2021: $ nil ) that have arisen from intangible asset additions, see Note 20 for further details.

There was no interest capitalised during the year.

Financial instruments

Included within finance income and expense are the following net gains and losses on financial instruments:

2023 2022 2021
$m $m $m
Interest and fair value adjustments in respect of debt designated at fair value through profit or loss, net of derivatives 13 ( 9 ) ( 5 )
Interest and changes in carrying values of debt designated as hedged items in fair value hedges, net of derivatives ( 9 )
Interest and fair value changes on fixed and short-term deposits, equity securities, other derivatives and tax balances 177 54 16
Interest on debt, commercial paper, overdrafts and lease liabilities held at amortised cost ( 1,004 ) ( 837 ) ( 738 )

The interest rate fair value hedges were closed in 2021. Fair value gain or loss of $ nil (2022: $ nil ; 2021: loss of $ 33 m) on interest rate fair value hedging instruments and $ nil fair value gain or loss (2022: $ nil ; 2021: gain of $ 29 m) on the related hedged items have been included within Interest and changes in carrying values of debt designated as hedged items in fair value hedges, net of derivatives.

Fair value loss of $ 1 m (2022: loss of $ 25 m; 2021: loss of $ 19 m) on derivatives related to debt instruments designated at FVPL and $ 7 m fair value gain (2022: gain of $ 26 m; 2021: gain of $ 19 m) on debt instruments designated at FVPL have been included within Interest and fair value adjustments in respect of debt designated at fair value through profit or loss, net of derivatives.

4 Taxation

Taxation charge/(credit) recognised in the Consolidated Statement of Comprehensive Income is as follows:

2023 2022 2021
$m $m $m
Current tax
Current year 2,417 1,823 1,200
Adjustment to prior years 28 ( 187 ) ( 5 )
Total 2,445 1,636 1,195
Deferred tax
Origination and reversal of temporary differences ( 1,473 ) ( 2,563 ) ( 1,417 )
Adjustment to prior years ( 34 ) 135 ( 158 )
Total ( 1,507 ) ( 2,428 ) ( 1,575 )
Taxation charge/(credit) recognised in the profit for the year 938 ( 792 ) ( 380 )

F-17

Taxation credit/(charge) recognised in Other comprehensive income is as follows:

2023 2022 2021
$m $m $m
Current and deferred tax
Items that will not be reclassified to profit or loss:
Remeasurement of the defined benefit liability 102 ( 231 ) ( 117 )
Equity investments measured at fair value through Other comprehensive income ( 1 ) 15 27
Movement in deferred taxes relating to changes in tax rates 195
Total 101 ( 216 ) 105
Items that may be reclassified subsequently to profit or loss:
Foreign exchange arising on designated liabilities in net investment hedges ( 24 ) 73 43
Fair value movement on cash flow hedges 12 ( 5 )
Movement in deferred taxes relating to changes in tax rates 8
Total ( 12 ) 73 46
Taxation credit/(charge) recognised in Other comprehensive income 89 ( 143 ) 151

The reported tax rate in the year was 14 % and included a favourable adjustment of $ 828 m to deferred taxes arising from a UK group company undertaking a routine intragroup purchase of certain intellectual property. This intragroup purchase resulted in additional amortisable tax basis in the UK which can be fully utilised against forecast UK taxable profits. Deferred tax has been recognised on this additional tax basis in the year. This is offset by updates to tax liabilities following progress of reviews by tax authorities and administrative appeal processes and derecognition of deferred tax assets following changes to forecast taxable income of specific subsidiaries.

The income tax paid for the year was $ 2,366 m.

Taxation has been provided at current rates on the profits earned for the years covered by the Group Financial Statements. The 2023 prior year current tax adjustment relates mainly to tax accrual to tax return adjustments and updates to provisions for tax contingencies. The 2022 prior year current tax adjustment relates mainly to tax accrual to tax return adjustments and updates to provisions for tax contingencies. The 2021 prior year current tax adjustment relates mainly to tax accrual to tax return adjustments.

The 2023 prior year deferred tax adjustment relates mainly to tax accrual to tax return adjustments and adjustments to the recognition of deferred tax assets. The 2022 prior year deferred tax adjustments relate mainly to tax accrual to tax return adjustments and updates to provisions for tax contingencies. The 2021 prior year deferred tax adjustments relate mainly to tax accrual to tax return adjustments and updates to estimates of prior year tax liabilities following settlements with tax authorities.

To the extent that dividends remitted from overseas subsidiaries, joint ventures and associates are expected to result in additional taxes, appropriate amounts have been provided for. Unremitted earnings or differences in the carrying value and tax basis of investments may be liable to additional taxes if distributed as dividends or on a liquidation event. Deferred tax is provided for such differences in relation to Group entities where management is intending to remit earnings in the foreseeable future. The aggregate amount of gross temporary differences associated with investments in subsidiaries, partnerships and branches for which deferred tax liabilities have not been recognised totalled approximately $ 7,565 m at 31 December 2023, $ 3,221 m of which has a corresponding deductible temporary difference of the same gross value which is not recognised as it is not probable of reversing in the foreseeable future but on which different tax rates apply.

Factors affecting future tax charges

As a group with worldwide operations, AstraZeneca is subject to several factors that may affect future tax charges, principally the levels and mix of profitability in different jurisdictions, transfer pricing regulations, tax rates imposed and tax regime reforms. On 11 July 2023, Finance (No.2) Act 2023 was enacted in the UK, introducing a global minimum effective tax rate of 15%. The legislation implements a domestic top-up tax and a multinational top-up tax, effective for accounting periods starting on or after 31 December 2023. A Pillar 2 Effective Tax Rate (ETR) is calculated for every jurisdiction in which the Group operates and Pillar 2 Income Taxes will arise when the Pillar 2 ETR is less than 15%. Pillar 2 Income Taxes could be payable in the UK, or the local jurisdiction if it has introduced a Qualifying Domestic Minimum top-up Tax. AstraZeneca is continuing to monitor potential impacts as further guidance is published by the OECD and territories implement legislation to enact the rules. Management has performed an assessment of the impact of the UK’s Pillar 2 rules based on our 2023 data and no Pillar 2 Income Taxes are expected to arise for most jurisdictions in which the Group operates. It is anticipated that AstraZeneca may, in some jurisdictions, incur additional tax liabilities, but the effect on the reported tax charge is reasonably estimated to be immaterial.

The Group has applied the exemption under the IAS 12 ‘Income Taxes’ amendment for recognising and disclosing information about deferred tax assets and liabilities related to top-up income taxes.

Tax reconciliation to UK statutory rate

The table below reconciles the UK statutory tax charge to the Group’s total tax charge/(credit):

2023 2022 2021
$m $m $m
Profit/(loss) before tax 6,899 2,501 ( 265 )
Notional taxation charge at UK corporation tax rate of 23.5 % (2022: 19 %; 2021: 19 %) 1,621 475 ( 50 )
Differences in effective overseas tax rates 1 ( 224 ) ( 59 ) 1
Deferred tax (credit)/charge relating to change in tax rates 2 ( 66 ) ( 108 ) 54
Unrecognised deferred tax asset 3 341 68 32
Items not deductible for tax purposes 46 90 208
Items not chargeable for tax purposes ( 163 )
Intellectual Property incentive regimes 4 ( 367 ) ( 265 )
Other items 5 ( 406 ) ( 941 ) ( 299 )
Adjustments in respect of prior years 6 ( 7 ) ( 52 ) ( 163 )
Total tax charge/(credit) for the year 938 ( 792 ) ( 380 )

1 Includes the impact of the reversal of a $ 1.9 bn deferred tax liability that was recognised in a previous business combination (31 December 2023: $ 0.9 bn) and originated in goodwill. Some of this liability reverses in an innovation incentive regime and gives rise to a post-acquisition benefit to the tax charge that is not material year-on-year. Determining the cumulative post-acquisition benefit over the life of the asset involves estimates and judgements as the amount of income that qualifies for the IP incentive regime varies. The actual tax rates applied over the life of the asset are expected to be a blend between the Dutch statutory tax rate and intellectual property incentive regime rate.

F-18

2 The 2023 item relates to the impact of the difference in the UK current and deferred tax rates during 2023. The 2022 item relates to the impact of the US state tax rate change and the impact of the difference in the UK current tax and deferred tax rates during 2022. The 2021 item mainly relates to substantive enactment of the increase in UK Corporation Tax rate from 19 % to 25 % effective 1 April 2023 and the increase in the Dutch Corporate Income Tax rate from 25 % to 25.8 % effective 1 January 2022.

3 This includes the derecognition of deferred tax assets where it is no longer probable that there will be sufficient forecast future profits to utilise the assets.

4 Previously reported within the line Items not deductible for tax purposes.

5 Other items in 2023 include a favourable adjustment of $ 828 m to deferred taxes arising from a UK company undertaking an intragroup purchase of certain intellectual property (see page 164 for more information) offset by a charge of $ 422 m mainly relating to updates to tax liabilities following progress of reviews by tax authorities, administrative appeal processes and adjustments arising on expiry of the relevant statute of limitations (see Note 30 for more details). Other items in 2022 includes a one-time favourable net adjustment of $ 876 m to deferred taxes arising from an internal reorganisation to integrate the Alexion organisation which took place in 2022 and a credit of $ 65 m relating to the reduction of tax liabilities arising from adjustments on expiry of the relevant statute of limitations. Other items in 2021 relate to a net credit of $ 299 m relating to the reduction of tax liabilities arising from updates to estimates of prior year tax liabilities following settlements with tax authorities and on expiry of the relevant statute of limitations partially offset by a provision for transfer pricing and other contingencies.

6 Further details explaining the adjustments in respect of prior years are set out on page 164.

AstraZeneca is domiciled in the UK but operates in other countries where the tax rates and laws are different to those in the UK. The impact on differences in effective overseas tax rates on the Group’s overall tax charge is noted above. Profits arising from our manufacturing operation in Puerto Rico are granted special status and are taxed at a reduced rate compared with the normal rate of tax in that territory under a tax incentive grant continuing until 2031. The Group receives intellectual property incentives in certain jurisdictions, resulting in a reduction to the tax charge in the income statement of $ 367 m in 2023.

Deferred tax

The total movement in the net deferred tax balance in the year was $ 1,555 m. The movements are as follows:

Intangibles, Pension and Elimination of Losses and
Property, plant post-retirement unrealised profit Untaxed tax credits Accrued
and equipment 1 benefits on inventory reserves 2 carried forward expenses Other Total
$m $m $m $m $m $m $m $m
Net deferred tax balance at 1 January 2021 ( 2,627 ) 656 1,807 ( 801 ) 714 660 111 520
Income statement 782 ( 166 ) ( 59 ) ( 139 ) 307 697 153 1,575
Other comprehensive income 52 83 40 175
Equity 4 10 14
Additions through business combinations 3 ( 3,744 ) 13 166 507 ( 1,263 ) 147 ( 4,174 )
Exchange 57 ( 33 ) ( 53 ) 78 ( 10 ) ( 13 ) ( 12 ) 14
Net deferred tax balance at 31 December 2021 ( 5,480 ) 553 1,861 ( 862 ) 1,518 85 449 ( 1,876 )
Income statement 4 1,414 ( 55 ) 274 38 ( 126 ) 778 105 2,428
Other comprehensive income 72 ( 231 ) 16 ( 143 )
Equity 38 38
Exchange 63 ( 36 ) ( 111 ) 108 ( 134 ) 17 ( 35 ) ( 128 )
Net deferred tax balance at 31 December 2022 ( 3,931 ) 231 2,024 ( 716 ) 1,258 880 573 319
Income statement 4 1,518 ( 69 ) 426 96 ( 308 ) ( 23 ) ( 133 ) 1,507
Other comprehensive income ( 16 ) 106 ( 23 ) 67
Equity ( 21 ) ( 21 )
Additions ( 24 ) 50 ( 1 ) 25
Exchange ( 38 ) 15 ( 64 ) ( 40 ) 106 32 ( 34 ) ( 23 )
Net deferred tax balance at 31 December 2023⁵ ( 2,491 ) 283 2,386 ( 660 ) 1,106 889 361 1,874

1 Includes deferred tax assets of $ 507 m on liabilities in respect of intangibles and $ 188 m on lease liabilities in respect of right-of-use assets.

2 Untaxed reserves relate to taxable profits where the tax liability is deferred to later periods.

3 The deferred tax liability of $ 4,174 m relates to deferred tax on purchase accounting adjustments arising from the acquisition of Alexion (Note 27). Accrued expenses includes the deferred tax on the purchase accounting of inventory.

4 The Income statement movement in 2023 includes $ 828 m arising from a UK company undertaking an intragroup purchase of certain intellectual property (see page 164 for further details). The Income statement movement in 2022 includes the aforementioned net adjustment to deferred taxes of $ 876 m arising on the internal legal entity reorganisation to integrate the Alexion organisation, the majority of which arises on Intangibles, Property, plant and equipment.

5 The Group recognises deferred tax assets to the extent that there are either taxable temporary differences or that it is probable that sufficient future taxable profits will arise, against which these deductible temporary differences can be utilised. The US includes a net deferred tax asset of $ 142 m and the UK includes a net deferred tax asset of $ 1,723 m as at 31 December 2023 which includes tax losses and other deductible temporary differences. The Group has performed an assessment of recovery of deferred tax assets and for these respective entities, the Group has forecasted future taxable profits and considers that it is probable that sufficient future taxable profits will arise against which these deductible temporary differences can be utilised. In arriving at these forecasts, the Group has reviewed the Group-level budgets and forecasts and the ability of those entities to generate future income from developing and commercialising products, including local tax laws and the scheduling of reversal of deductible temporary differences. Deferred tax assets are recognised on the basis there is sufficient forecast future taxable profits arising from the performance of on-market products and pipeline assets, including Imfinzi . For the UK, losses are forecast to be utilised within five years . For the US, recognised deferred taxes on losses and other items are forecast to be utilised within 15 years . It is considered that these sources of income are sufficiently predictable or diversified to support these recognition periods. A sensitivity assessment has been performed which shows that a change in profit of 10 % results in an immaterial adjustment to the amount of deferred tax asset recognised. Assessing the availability of future taxable income to support recognition of deferred tax assets relies upon our Group forecasts and changes in these Group forecasts will impact the recoverability of deferred tax assets. To the extent that there are neither taxable temporary differences nor sufficient taxable profits, no deferred tax asset is recognised and details of unrecognised deferred tax assets are included in the table below.

The net deferred tax balance, before the offset of balances within countries, consists of:

Intangibles, Pension and Elimination of Losses and
Property, plant post-retirement unrealised profit Untaxed tax credits Accrued
and equipment benefits on inventory reserves carried forward expenses Other Total
$m $m $m $m $m $m $m $m
Deferred tax assets at 31 December 2021 1,476 574 1,910 1,571 1,117 618 7,266
Deferred tax liabilities at 31 December 2021 ( 6,956 ) ( 21 ) ( 49 ) ( 862 ) ( 53 ) ( 1,032 ) ( 169 ) ( 9,142 )
Net deferred tax balance at 31 December 2021 ( 5,480 ) 553 1,861 ( 862 ) 1,518 85 449 ( 1,876 )
Deferred tax assets at 31 December 2022 1,499 276 2,048 1,274 1,005 609 6,711
Deferred tax liabilities at 31 December 2022 ( 5,430 ) ( 45 ) ( 24 ) ( 716 ) ( 16 ) ( 125 ) ( 36 ) ( 6,392 )
Net deferred tax balance at 31 December 2022 ( 3,931 ) 231 2,024 ( 716 ) 1,258 880 573 319
Deferred tax assets at 31 December 2023 1,883 313 2,386 1,141 1,011 488 7,222
Deferred tax liabilities at 31 December 2023 ( 4,374 ) ( 30 ) ( 660 ) ( 35 ) ( 122 ) ( 127 ) ( 5,348 )
Net deferred tax balance at 31 December 2023 ( 2,491 ) 283 2,386 ( 660 ) 1,106 889 361 1,874

F-19

Analysed in the Consolidated Statement of Financial Position, after offset of balances within countries, as follows:

2023 2022 2021
$m $m $m
Deferred tax assets 4,718 3,263 4,330
Deferred tax liabilities ( 2,844 ) ( 2,944 ) ( 6,206 )
Net deferred tax balance 1,874 319 ( 1,876 )

Unrecognised deferred tax assets

Deferred tax assets (DTA) of $ 1,251 m (2022: $ 807 m; 2021: $ 719 m) have not been recognised in respect of deductible temporary differences because it is not probable that future taxable profit will be available against which the Group can utilise the benefits therefrom.

2023 2023 2022 2022 2021 2021
Temporary Unrecognised Temporary Unrecognised Temporary Unrecognised
differences DTA differences DTA differences DTA
$m $m $m $m $m $m
Temporary differences expiring:
Within 10 years 87 22 104 26 4 1
More than 10 years 153 32 153 32 53 11
Indefinite 2,788 595 686 163 300 79
3,028 649 943 221 357 91
Tax credits and State tax losses expiring:
Within 10 years 152 115 101
More than 10 years 363 384 441
Indefinite 87 87 86
602 586 628
Total 1,251 807 719

5 Earnings per $0.25 Ordinary Share

2023 2022 2021
Profit for the year attributable to equity holders ($m) 5,955 3,288 112
Basic earnings per Ordinary Share $ 3.84 $ 2.12 $ 0.08
Diluted earnings per Ordinary Share $ 3.81 $ 2.11 $ 0.08
Weighted average number of Ordinary Shares in issue for basic earnings (millions) 1,549 1,548 1,418
Dilutive impact of share options outstanding (millions) 13 12 9
Diluted weighted average number of Ordinary Shares in issue (millions) 1,562 1,560 1,427

The earnings figures used in the calculations above are post-tax. The weighted average number of Ordinary Shares in issue is calculated by taking the number of Ordinary Shares outstanding each day weighted by the number of days that those shares were outstanding.

6 Segment information

The Group has reviewed its assessment of reportable segments under IFRS 8 ‘Operating Segments’ and concluded that the Group continues to have one reportable segment.

This determination is considered to be a Key Judgement and this judgement has been taken with reference to the following factors:

1 The level of integration across the different functions of the Group’s pharmaceutical business:

AstraZeneca is engaged in a single business activity of pharmaceuticals and the Group does not have multiple operating segments. AstraZeneca’s pharmaceuticals business consists of the discovery and development of new products, which are then manufactured, marketed and sold. All of these functional activities take place (and are managed) globally on a highly integrated basis. These individual functional areas are not managed separately.

2 The identification of the Chief Operating Decision Maker (CODM) and the nature and extent of the financial information reviewed by the CODM:

The SET, established and chaired by the CEO, is the vehicle through which the CEO exercises the authority delegated to him from the Board for the management, development and performance of AstraZeneca as a whole. It is considered that the SET is AstraZeneca’s Chief Operating Decision Making body (as defined by IFRS 8). The operation of the SET is principally driven by the management of the Commercial operations, R&D, manufacturing and supply and enabling functions. All significant operating decisions are undertaken by the SET. While members of the SET have responsibility for implementation of decisions in their respective areas, operating decision making is at SET level as a whole. Where necessary, these are implemented through cross-functional sub-committees that consider the Group-wide impact of a new decision. For example, product launch decisions would be initially considered by the SET and, on approval, passed to an appropriate sub team for implementation. The ability of the enterprise to develop, produce, deliver and commercialise a wide range of pharmaceutical products are central to the SET decision-making process.

In assessing performance, the SET reviews financial information on an integrated basis for the Group as a whole, substantially in the form of, and on the same basis as, the Group’s IFRS Financial Statements. The high upfront cost of discovering and developing new products, coupled with the relatively insignificant and stable unit cost of production, means that there is not the clear link that exists in many manufacturing businesses between the revenue generated on an individual product sale and the associated cost and hence margin generated on a product. Consequently, the profitability of individual drugs or classes of drugs is not considered a key measure of performance for the business and is not monitored by the SET. The focus of additional financial information reviewed is at brand sales and Gross Margin level within specific geographies. Expenditure analysis is completed for the science units, operations and enabling functions; there is no allocation of these centrally managed Group costs to the individual product or brands. The bonus of SET members’ continues to be derived from the Group scorecard outcome as discussed in our Directors’ Remuneration Report.

F-20

3 How resources are allocated:

Resources are allocated on a Group-wide basis according to need. In particular, capital expenditure, in-licensing, and R&D resources are allocated between activities on merit, based on overall therapeutic considerations and strategy under the aegis of the Group’s Early-Stage Product Committees and Late-Stage Product Committees.

Geographic areas

The following table shows information for Total Revenue by geographic area and material countries. The additional tables show the Operating profit and Profit before tax made by companies located in that area, together with Non-current assets, Total assets, Assets acquired, Net operating assets, and Property, plant and equipment owned by the same companies. Product Sales by geographic market are included in the area/country where the legal entity resides and from which those sales were made.

Total Revenue
2023 2022 2021
$m $m $m
UK 3,368 3,117 3,245
Rest of Europe
France 1,152 1,107 915
Germany 2,099 1,902 1,486
Italy 813 735 577
Spain 847 738 578
Sweden 1,704 1,721 2,322
Others 3,110 2,706 1,949
9,725 8,909 7,827
The Americas
Canada 967 1,166 772
US 18,121 17,278 12,047
Others 1,683 1,175 1,203
20,771 19,619 14,022
Asia, Africa & Australasia
Australia 390 571 547
China 5,872 5,743 6,002
Japan 3,640 3,986 3,395
Others 2,045 2,406 2,379
11,947 12,706 12,323
Total Revenue 45,811 44,351 37,417

Total Revenue outside of the UK totalled $ 42,443 m for the year ended 31 December 2023 (2022: $ 41,234 m; 2021: $ 34,172 m).

Operating profit/(loss) Profit/(loss) before tax
2023 2022 2021 2023 2022 2021
$m $m $m $m $m $m
UK 665 1,120 ( 950 ) ( 577 ) 272 ( 1,477 )
Rest of Europe 4,885 2,945 2,999 4,999 2,709 2,682
The Americas 1,495 ( 954 ) ( 1,936 ) 1,328 ( 1,140 ) ( 2,401 )
Asia, Africa & Australasia 1,148 646 943 1,149 660 931
Continuing operations 8,193 3,757 1,056 6,899 2,501 ( 265 )
Non-current assets 1, 2 Total assets
2023 2022 2021 2023 2022 2021
$m $m $m $m $m $m
UK 8,626 8,208 7,310 19,616 16,786 16,615
Rest of Europe 32,905 34,301 38,286 40,638 40,669 48,383
The Americas 26,524 25,425 26,333 34,754 32,990 34,301
Asia, Africa & Australasia 910 929 1,078 6,111 6,038 6,064
Continuing operations 68,965 68,863 73,007 101,119 96,483 105,363
Assets acquired 3 Net operating assets 4
2023 2022 2021 2023 2022 2021
$m $m $m $m $m $m
UK 812 2,301 810 5,275 3,863 3,239
Rest of Europe 1,770 522 26,527 32,920 32,726 40,161
The Americas 1,925 421 10,810 22,746 23,290 24,786
Asia, Africa & Australasia 117 51 94 1,405 1,895 736
Continuing operations 4,624 3,295 38,241 62,346 61,774 68,922

1 Non-current assets exclude Deferred tax assets and Derivative financial instruments.

2 The Group has revised the presentation of Non-current assets to exclude certain financial assets and post-employment benefit assets which previously had been included in this disclosure. This resulted in a decrease in 2022 of $ 1,690 m and in 2021 of $ 1,680 m.

3 Included in Assets acquired are those assets that are expected to be used during more than one period (Property, plant and equipment, Goodwill and Intangible assets) and include those acquired through business combinations (Note 27).

4 Net operating assets exclude short-term investments, cash, short-term borrowings, loans, Derivative financial instruments, Retirement benefit obligations and non-operating receivables and payables.

F-21

Property, plant and equipment
2023 2022 2021
$m $m $m
UK 2,831 2,526 2,542
Ireland 1,164 1,040 969
Sweden 1,678 1,472 1,593
US 2,371 2,176 2,660
Rest of the world 1,358 1,293 1,419
Continuing operations 9,402 8,507 9,183

Geographic markets

The table below shows Product Sales in each geographic market in which customers are located.

2023 2022 2021
$m $m $m
UK 978 996 1,206
Rest of Europe 8,201 7,503 6,792
The Americas 20,855 20,126 14,893
Asia, Africa & Australasia 13,755 14,373 13,650
Continuing operations 43,789 42,998 36,541

Product Sales are recognised when control of the goods has been transferred to a third party. A significant proportion of this is upon delivery of the products to wholesalers. One wholesaler (2022: one ; 2021: one ) individually represented greater than 10% of Product Sales. The value of Product Sales to this wholesaler was $ 6,513 m (2022: $ 5,387 m; 2021: $ 4,862 m).

F-22

7 Property, plant and equipment

Assets in Total Property,
Land and Plant and course of plant and
buildings equipment construction equipment
$m $m $m $m
Cost
At 1 January 2021 5,851 7,738 2,478 16,067
Additions through business combinations (Note 27) 542 339 254 1,135
Capital expenditure 9 31 1,112 1,152
Transfer of assets into use 236 611 ( 847 )
Disposals and other movements ( 92 ) ( 469 ) ( 200 ) ( 761 )
Exchange adjustments ( 169 ) ( 347 ) ( 69 ) ( 585 )
At 31 December 2021 6,377 7,903 2,728 17,008
Capital expenditure 5 19 1,042 1,066
Transfer of assets into use 226 683 ( 909 )
Transfer of Assets held for sale (Note 18) ( 434 ) ( 293 ) ( 727 )
Disposals and other movements ( 425 ) ( 146 ) 28 ( 543 )
Exchange adjustments ( 309 ) ( 610 ) ( 236 ) ( 1,155 )
At 31 December 2022 5,440 7,556 2,653 15,649
Additions through business combinations (Note 27) 2 10 12
Capital expenditure 9 43 1,402 1,454
Transfer of assets into use 959 1,158 ( 2,117 )
Disposals and other movements ( 6 ) ( 255 ) ( 11 ) ( 272 )
Exchange adjustments 65 192 118 375
At 31 December 2023 6,469 8,704 2,045 17,218
Depreciation and impairment
At 1 January 2021 2,826 4,990 7,816
Depreciation charge for the year 231 493 724
Impairment (reversal)/charge ( 1 ) 121 223 343
Disposals and other movements ( 74 ) ( 428 ) ( 223 ) ( 725 )
Exchange adjustments ( 105 ) ( 228 ) ( 333 )
At 31 December 2021 2,877 4,948 7,825
Depreciation charge for the year 286 566 852
Impairment charge/(reversal) 20 8 ( 28 )
Transferred to Assets held for sale (Note 18) ( 300 ) ( 277 ) ( 577 )
Disposals and other movements ( 227 ) ( 188 ) 28 ( 387 )
Exchange adjustments ( 167 ) ( 404 ) ( 571 )
At 31 December 2022 2,489 4,653 7,142
Depreciation charge for the year 241 492 733
Impairment charge 4 4 8
Disposals and other movements ( 13 ) ( 220 ) ( 233 )
Exchange adjustments 44 122 166
At 31 December 2023 2,765 5,051 7,816
Net book value
At 31 December 2021 3,500 2,955 2,728 9,183
At 31 December 2022 2,951 2,903 2,653 8,507
At 31 December 2023 3,704 3,653 2,045 9,402

Impairment charges in 2021 totalling $ 343 m were recognised for Plant and equipment and Assets in course of construction due to the rationalisation of our manufacturing capacity and footprint across certain production sites as a result of restructuring programmes, including the PAAGR (see Note 2). These charges were recognised in Cost of sales. The revised carrying value of the impacted assets is $ nil , under fair value less costs to sell.

2023 2022 2021
$m $m $m
The net book value of land and buildings comprised:
Freeholds 2,976 2,555 2,985
Leaseholds 728 396 515

F-23

8 Leases

Right-of-use assets

Total
Land and Motor Right-of-use
buildings vehicles Other assets
$m $m $m $m
Cost
At 1 January 2021 735 272 36 1,043
Additions through business combinations (Note 27) 255 8 263
Additions – separately acquired 145 98 2 245
Disposals and other movements 25 ( 44 ) ( 4 ) ( 23 )
Exchange adjustments ( 27 ) ( 13 ) ( 1 ) ( 41 )
At 31 December 2021 1,133 321 33 1,487
Additions through business combinations (Note 27) 4 4
Additions – separately acquired 140 81 14 235
Disposals and other movements ( 33 ) ( 58 ) ( 13 ) ( 104 )
Exchange adjustments ( 62 ) ( 15 ) ( 2 ) ( 79 )
At 31 December 2022 1,182 329 32 1,543
Additions through business combinations (Note 27) 8 8
Additions – separately acquired 220 219 5 444
Disposals and other movements ( 71 ) ( 57 ) ( 2 ) ( 130 )
Exchange adjustments 13 4 1 18
At 31 December 2023 1,352 495 36 1,883
Depreciation and impairment
At 1 January 2021 247 117 13 377
Depreciation charge for the year 144 85 6 235
Disposals and other movements ( 54 ) ( 42 ) ( 96 )
Exchange adjustments ( 11 ) ( 6 ) ( 17 )
At 31 December 2021 326 154 19 499
Depreciation charge for the year 160 80 6 246
Impairment charge 2 2
Disposals and other movements ( 54 ) ( 50 ) ( 10 ) ( 114 )
Exchange adjustments ( 23 ) ( 8 ) ( 1 ) ( 32 )
At 31 December 2022 411 176 14 601
Depreciation charge for the year 170 98 7 275
Impairment charge 14 14
Disposals and other movements ( 53 ) ( 61 ) ( 2 ) ( 116 )
Exchange adjustments 7 2 9
At 31 December 2023 549 215 19 783
Net book value
At 31 December 2021 807 167 14 988
At 31 December 2022 771 153 18 942
At 31 December 2023 803 280 17 1,100

Lease liabilities

2023 2022 2021
$m $m $m
The present value of lease liabilities is as follows:
Within one year ( 271 ) ( 228 ) ( 233 )
Later than one year and not later than five years ( 657 ) ( 549 ) ( 544 )
Later than five years ( 200 ) ( 176 ) ( 210 )
Total lease liabilities ( 1,128 ) ( 953 ) ( 987 )

The interest expense on lease liabilities included within Finance expense was $ 33 m (2022: $ 24 m; 2021: $ 22 m).

The total cash outflow for leases in 2023 was $ 301 m (2022: $ 268 m; 2021: $ 262 m).

The Group has entered into lease contracts that have not yet commenced. The nominal value of estimated future lease payments under these lease contracts approximates $ 1,615 m as of 31 December 2023. Of this value, $ 1,348 m relates to a property lease in the US which is expected to commence in 2026 with a lease term of 15 years .

In 2022 the Group entered into a sale and leaseback agreement in relation to the Waltham R&D site in MA, US. Prior to the sale, the carrying value of the Property, plant and equipment was $ 124 m. Cash proceeds of $ 265 m were received, recorded within Disposal of property, plant and equipment within the Consolidated Statement of Cash Flows, and a gain on disposal of $ 125 m was recorded within Other operating income and expense within the Consolidated Statement of Comprehensive Income. A lease liability and a corresponding right-of-use asset were recorded of $ 28 m and $ 13 m, respectively.

F-24

9 Goodwill

2023 2022 2021
$m $m $m
Cost
At 1 January 20,131 20,311 12,164
Additions through business combinations (Note 27) 158 15 8,287
Exchange and other adjustments 72 ( 195 ) ( 140 )
At 31 December 20,361 20,131 20,311
Amortisation and impairment losses
At 1 January 311 314 319
Exchange and other adjustments 2 ( 3 ) ( 5 )
At 31 December 313 311 314
Net book value
At 31 December 20,048 19,820 19,997

Goodwill is tested for impairment at the operating segment level, this being the level at which goodwill is monitored for internal management purposes. As detailed in Note 6, the Group does not have multiple operating segments and is engaged in a single business activity of pharmaceuticals.

Recoverable amount is determined on a fair value less costs to sell basis using the market value of the Company’s outstanding Ordinary Shares. Our market capitalisation is compared to the book value of the Group’s net assets and this indicates a significant surplus at 31 December 2023 (and 31 December 2022 and 31 December 2021). No goodwill impairment was identified.

10 Intangible assets

Product, Software
marketing and Other development
distribution rights intangibles costs Total
$m $m $m $m
Cost
At 1 January 2021 42,677 2,642 1,288 46,607
Additions through business combinations (Note 27) 26,455 430 70 26,955
Additions – separately acquired 587 6 119 712
Transferred to Assets held for sale (Note 18) ( 1,266 ) ( 47 ) ( 1,313 )
Disposals ( 801 ) ( 402 ) ( 23 ) ( 1,226 )
Exchange and other adjustments ( 1,062 ) ( 18 ) ( 22 ) ( 1,102 )
At 31 December 2021 66,590 2,611 1,432 70,633
Additions through business combinations (Note 27) 46 46
Additions – separately acquired 2,051 12 105 2,168
Disposals ( 57 ) ( 105 ) ( 36 ) ( 198 )
Exchange and other adjustments ( 1,799 ) ( 122 ) ( 106 ) ( 2,027 )
At 31 December 2022 66,785 2,442 1,395 70,622
Additions through business combinations (Note 27) 65 35 100
Additions – separately acquired 2,530 200 170 2,900
Disposals ( 669 ) ( 14 ) ( 683 )
Exchange and other adjustments 496 30 24 550
At 31 December 2023 69,207 2,707 1,575 73,489
Amortisation and impairment losses
At 1 January 2021 22,564 2,128 968 25,660
Amortisation for year 2,908 172 63 3,143
Impairment charges 2,067 18 2,085
Transferred to Assets held for sale (Note 18) ( 931 ) ( 14 ) ( 945 )
Disposals ( 797 ) ( 402 ) ( 21 ) ( 1,220 )
Exchange and other adjustments ( 535 ) ( 21 ) ( 26 ) ( 582 )
At 31 December 2021 25,276 1,863 1,002 28,141
Amortisation for year 3,899 181 76 4,156
Impairment charges 236 82 318
Impairment reversals ( 77 ) ( 17 ) ( 94 )
Disposals ( 55 ) ( 105 ) ( 20 ) ( 180 )
Exchange and other adjustments ( 887 ) ( 76 ) ( 63 ) ( 1,026 )
At 31 December 2022 28,392 1,945 978 31,315
Amortisation for year 3,771 75 80 3,926
Impairment charges 434 434
Disposals ( 667 ) ( 12 ) ( 679 )
Exchange and other adjustments 336 41 27 404
At 31 December 2023 32,266 2,061 1,073 35,400
Net book value
At 31 December 2021 41,314 748 430 42,492
At 31 December 2022 38,393 497 417 39,307
At 31 December 2023 36,941 646 502 38,089

F-25

2023 2022 2021
$m $m $m
Net book value
Current intangible assets 105
Non-current intangible assets 38,089 39,307 42,387
At 31 December 38,089 39,307 42,492

Other intangibles consist mainly of research and device technologies and the Alexion brand name. Included within Software development costs are assets currently in development that will commence amortisation when ready for use.

Included within Additions − separately acquired are amounts of $ 625 m (2022: $ 1,135 m; 2021: $ 124 m), relating to deferred payments and other non-cash consideration for the acquisition of Product, marketing and distribution rights, which are not reflected in the current year Consolidated Statement of Cash Flows. Disposals include amounts related to fully depreciated assets that are no longer in use by the Group.

Amortisation charges are recognised in profit as follows:

Product, Software
marketing and Other development
distribution rights intangibles costs Total
$m $m $m $m
Year ended 31 December 2021
Cost of sales 66 66
Research and development expense 33 33
Selling, general and administrative expense 2,842 138 63 3,043
Other operating income and expense 1 1
Total 2,908 172 63 3,143
Year ended 31 December 2022
Cost of sales 32 32
Research and development expense 30 30
Selling, general and administrative expense 3,867 151 76 4,094
Total 3,899 181 76 4,156
Year ended 31 December 2023
Cost of sales 32 32
Research and development expense 28 28
Selling, general and administrative expense 3,739 47 80 3,866
Total 3,771 75 80 3,926

Net impairment charges are recognised in profit as follows:

Product, Software
marketing and Other development
distribution rights intangibles costs Total
$m $m $m $m
Year ended 31 December 2021
Research and development expense 1,464 1,464
Selling, general and administrative expense 603 18 621
Total 2,067 18 2,085
Year ended 31 December 2022
Research and development expense 95 95
Selling, general and administrative expense 64 82 ( 17 ) 129
Total 159 82 ( 17 ) 224
Year ended 31 December 2023
Research and development expense 417 417
Selling, general and administrative expense 17 17
Total 434 434

Impairment charges and reversals

We perform a rigorous impairment trigger assessment for all our intangible assets. Intangible assets under development and not available for use are tested annually for impairment and other intangible assets are tested when there is an indication of impairment loss or reversal. Where testing is required, the recoverable amount of the assets is estimated in order to determine the extent of the impairment loss or reversal. Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the Cash Generating Unit (CGU) to which it belongs. The Group considers that as the intangible assets are linked to individual products and that product cash flows are considered to be largely independent of other product cash flows, the CGU for intangibles is at the product level. Group-level budgets and forecasts include forecast capital investment and operational impacts related to sustainability projects, as well as inflationary impacts, and form the basis for the value in use models used for impairment testing.

An asset’s recoverable amount is determined as the higher of an asset’s or CGU’s fair value less costs to sell or value in use, in both cases using discounted cash flow calculations where the asset’s expected post-tax cash flows are risk-adjusted over their estimated remaining period of expected economic benefit. Where the value in use approach is used, the post-tax risk-adjusted cash flows are discounted using AstraZeneca’s post-tax weighted average cost of capital ( 7.5 % for 2023, 7 % for 2022 and 2021) which is a nominal rate. There is no material difference in the approach taken to using pre-tax cash flows and a pre-tax rate compared to post-tax cash flows and a post-tax rate, as required by IAS 36. Where fair value less costs to sell is used to determine recoverable value, the discount rate is assessed with reference to a market participant; this is not usually materially different to the AstraZeneca post-tax weighted average cost of capital of 7.5 %. Intangible assets have been tested for impairment under the value in use basis at risk-adjusted post-tax discount rates ranging between 7.5 % to 9.5 %.

F-26

Key assumptions and significant estimates used in calculating the recoverable amounts are highly sensitive and specific to the nature of the Group’s activities including:

outcome of R&D activities

probability of technical and regulatory success

market volume, share and pricing (to derive peak year sales)

amount and timing of projected future cash flows

sales erosion curves following patent expiry.

Whilst the intangible assets portfolio is generally exposed to significant impairment risk within the next financial year, no sensitivities have been disclosed since no specific asset has been identified as having a significant risk of a material impairment arising from reasonably possible changes in key assumptions.

For assets held at fair value less costs to sell, we make appropriate adjustments to reflect market participant assessments.

In 2023, the Group recorded impairment charges of $ 17 m in respect of launched products. Impairment charges recorded against products in development totalled $ 417 m, including $ 244 m related to ALXN1840 which was fully impaired following the decision to discontinue development.

In 2022, the Group recorded impairment charges of $ 146 m in respect of launched products. Impairment charges recorded against products in development totalled $ 172 m due to decisions made to terminate the related activities.

In 2021, the Group recorded impairment charges of $ 603 m in respect of launched products, including Bydureon ($ 469 m, revised carrying amount of $ 50 m) under value in use model, roxadustat ($ 121 m, revised carrying amount of $ 215 m) under value in use model and other launched products totalling $ 13 m.

Impairment charges recorded against products in development in 2021, based on fair value less costs to sell, totalled $ 1,464 m, principally Ardea ($ 1,172 m) which was fully impaired following the decision to discontinue development of verinurad. The remaining impairments relate to full impairments of various products in development, due to either management’s decision to discontinue development as part of a Group-wide portfolio prioritisation review, or due to the outcome of research activities.

The Group has performed an assessment on assets which have had impairments recorded in previous periods to determine if any reversals of impairments were required. No impairment reversals were recorded in 2023. Impairment reversals of $ 94 m were recorded in 2022, including $ 77 m in respect of products in development. No impairment reversals were recorded in 2021.

When launched products are partially impaired, the carrying values of these assets in future periods are particularly sensitive to changes in forecast assumptions, including those assumptions set out above, as the asset is impaired down to its recoverable amount.

Significant assets

Carrying value Remaining amortisation
$m period
C5 franchise ( Soliris / Ultomiris ) intangible assets arising from the acquisition of Alexion 14,356 4 to 12 years
Intangible assets arising from the acquisition of Acerta Pharma 4,335 9 years
Strensiq, Kanuma, Andexxa intangible assets arising from the acquisition of Alexion 4,147 9 to 15 years
Enhertu intangible assets acquired from Daiichi Sankyo 2,831 10 years
Intangible asset products in development arising from the acquisition of Alexion 1 2,489 Not amortised
Intangible assets arising from the acquisition of ZS Pharma Inc. 1,838 8 years
Other intangible assets acquired from Daiichi Sankyo 1 989 Not amortised
Baxdrostat intangible asset acquired from CinCor Pharma, Inc. 1 780 Not amortised
Airsupra intangible asset 524 11 years
Intangible assets arising from the restructuring of a historical joint venture with MSD 472 3 to 6 years
Farxiga/Forxiga intangible assets acquired from BMS 426 3 years
Intangible assets arising from the acquisition of Pearl Therapeutics, Inc 412 5 to 6 years
Monalizumab intangible assets acquired from Innate Pharma 1 370 Not amortised
RSV franchise assets arising from the acquisition of MedImmune 305 2 years
Rare disease portfolio assets acquired from Pfizer 1 300 Not amortised

1 Assets in development are not amortised but are tested annually for impairment.

The intangible asset baxdrostat recognised on acquisition of CinCor Pharma, Inc. in 2023 was assessed under the optional concentration test in IFRS 3 and was determined to be an asset acquisition, as substantially all of the value of the gross assets acquired was concentrated in this single asset.

The acquisition of Pfizer’s pre-clinical rare disease gene therapy portfolio in 2023 was assessed under IFRS 3 and the transaction was treated as an asset acquisition.

11 Investments in associates and joint ventures

2023 2022 2021
$m $m $m
At 1 January 76 69 39
Additions 80 26 92
Share of after tax losses ( 12 ) ( 5 ) ( 64 )
Exchange and other adjustments 3 ( 14 ) 2
At 31 December 147 76 69

F-27

On 1 November 2023, AstraZeneca entered into an agreement with Cellectis, a clinical-stage biotechnology company, to accelerate the development of next generation therapeutics in areas of high unmet medical need, including oncology, immunology and rare diseases. Under the terms of the agreement, AstraZeneca contributed $ 80 m in funds and holds a 22 % interest in the associate entity.

On 29 January 2021, AstraZeneca entered into an agreement with IHP Holdings Limited to create and run an online platform (iHospital) offering consultations with physicians, repeat prescriptions and e-pharmacy in China. The agreement resulted in the formation of a new entity, IHP HK 27 Holdings Limited. AstraZeneca contributed $ 30 m in initial funds and holds a 50 % interest in the associate entity.

On 1 December 2020, AstraZeneca and China International Capital Corporation (CICC) entered into an agreement to set up a Global Healthcare Industrial Fund to drive healthcare system innovation by leveraging local capital and accelerating China-related innovation incubation. The agreement resulted in the formation of a new entity, Wuxi AstraZeneca-CICC Venture Capital Partnership (Limited Partnership). AstraZeneca holds a 22 % interest in the associate entity and contributed $ 1 m in initial funds in 2020, with contributions of $ 45 m and $ 21 m made in 2021 and 2022 respectively.

On 23 September 2021, AstraZeneca entered into an agreement with VaxEquity Limited to collaborate and develop self-amplifying RNA technology with the aim of generating treatments for target diseases. AstraZeneca contributed $ 14 m in initial funds and holds a 40 % interest in the associate entity.

On 23 February 2018, AstraZeneca entered into an agreement with a consortium of investors to form a new, US-domiciled standalone company called Viela Bio. In February 2021, AstraZeneca agreed to divest its 26.7 % ownership in Viela Bio, as part of the acquisition of Viela by Horizon Therapeutics plc. AstraZeneca received cash proceeds and profit of $ 776 m upon closing with the profit recorded as Other operating income. In 2021, prior to divestment, the Group provided transitional research and development services to Viela Bio, comprising $ 1 m of passed-through third-party costs incurred by the Group on behalf of Viela Bio.

On 27 November 2017, AstraZeneca entered into a joint venture agreement with Chinese Future Industry Investment Fund (FIIF), to discover, develop and commercialise potential new medicines to help address unmet medical needs globally, and to bring innovative new medicines to patients in China more quickly. The agreement resulted in the formation of a joint venture entity based in China, Dizal (Jiangsu) Pharmaceutical Co., Limited (Dizal). Since its establishment, AstraZeneca has contributed $ 80 m in cash to the joint venture entity and has a 27 % interest in the joint venture.

On 1 December 2015, AstraZeneca entered into a joint venture agreement with Fujifilm Kyowa Kirin Biologics Co., Ltd. to develop a biosimilar using the combined capabilities of the two parties. The agreement resulted in the formation of a joint venture entity based in the UK, Centus Biotherapeutics Limited (Centus). Since its establishment, AstraZeneca has contributed $ 135 m in cash to the joint venture entity and has a 50 % interest in the joint venture. On 26 April 2023, Centus entered a voluntary liquidation process.

All investments are accounted for using the equity method. At 31 December 2023, unrecognised losses in associates and joint ventures totalled $ 140 m (2022: $ 92 m; 2021: $ 73 m) which have not been recognised due to the investment carrying value reaching $ nil value.

Aggregated summarised financial information for the associate and joint venture entities is set out below:

2023 2022 2021
$m $m $m
Non-current assets 424 290 215
Current assets 362 300 506
Total liabilities ( 287 ) ( 72 ) ( 99 )
Net assets 499 518 622
Amount attributable to AstraZeneca 85 91 65
Goodwill 52
Exchange adjustments 10 ( 15 ) 4
Carrying value of investments in associates and joint ventures 147 76 69

Joint contractual arrangements were entered into between AstraZeneca and Daiichi Sankyo Company Limited (Daiichi Sankyo); in March 2019 for the co-development and co-commercialisation of Enhertu and in July 2020 for the co-development and co-commercialisation of Dato-DXd. Each party shares global pre-tax net income from the collaboration on a 50 : 50 basis (with the exception of Japan where Daiichi Sankyo maintains exclusive rights and AstraZeneca receives a royalty). The joint operation is not structured through a separate legal entity, and it operates from AstraZeneca and Daiichi Sankyo’s respective principal places of business.

12 Other investments

2023 2022 2021
$m $m $m
Non-current investments
Equity securities at fair value through Other comprehensive income 1,530 1,056 1,168
Fixed income securities at fair value through profit or loss 10
Total 1,530 1,066 1,168
Current investments
Fixed income securities at fair value through profit or loss 20 13 16
Cash collateral pledged to counterparties 102 162
Fixed deposits 64 53
Total 122 239 69

Other investments held at FVOCI include equity securities which are not held for trading and which the Group has irrevocably elected at initial recognition to recognise in this category. Other investments held at FVPL mainly comprise fixed income securities that the Group holds to sell.

The fair value of listed investments is based on year end quoted market prices. Fixed deposits and Cash collateral pledged to counterparties are held at amortised cost with carrying value being a reasonable approximation of fair value given their short-term nature.

Cash collateral pledged to counterparties relates to collateral pledged on derivatives entered into to hedge the Group's risk exposures. In 2022, following significant foreign currency volatility increasing the collateral requirements, the Group revised its presentation to ‘Other investments’. In 2021 amounts of $ 47 m are presented within Cash and cash equivalents.

F-28

Fair value hierarchy

The table below analyses equity securities and bonds, contained within Other investments and carried at fair value, by valuation method. The different levels have been defined as follows:

Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities

Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices)

Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

2023 2023 2022 2022 2021 2021
FVPL FVOCI FVPL FVOCI FVPL FVOCI
$m $m $m $m $m $m
Level 1 20 1,217 13 880 16 1,064
Level 2
Level 3 313 10 176 104
Total 20 1,530 23 1,056 16 1,168

Assets are transferred in or out of each Level on the date of the event or change in circumstances that caused the transfer.

Equity securities that are analysed at Level 3 include investments in private biotech companies. In the absence of specific market data, these unlisted investments are held at fair value based on the cost of investment and adjusting as necessary for impairments and revaluations on new funding rounds, which approximates to fair value. Movements in Level 3 investments are detailed below:

2023 2023 2022 2022 2021
FVPL FVOCI FVPL FVOCI FVOCI
$m $m $m $m $m
At 1 January 10 176 104 217
Additions 127 10 32 1
Revaluations 3 14 50
Net transfers out from Level 3 to Level 1 ( 4 ) ( 113 )
Disposals ( 13 ) ( 8 ) ( 5 )
Impairments and exchange adjustments 4 ( 1 ) ( 1 )
At 31 December 313 10 176 104

13 Derivative financial instruments

Non-current Current Current Non-current
assets assets liabilities liabilities Total
$m $m $m $m $m
Interest rate swaps related to instruments designated at fair value through profit or loss 1 25 25
Cross currency swaps designated in a net investment hedge 62 ( 2 ) 60
Cross currency swaps designated in a cash flow hedge ( 43 ) ( 43 )
Forward FX designated in a cash flow hedge 2 13 13
Other derivatives 15 70 ( 79 ) 6
31 December 2021 102 83 ( 79 ) ( 45 ) 61
Non-current Current Current Non-current
assets assets liabilities liabilities Total
$m $m $m $m $m
Interest rate swaps related to instruments designated at fair value through profit or loss 1 1 1
Cross currency swaps designated in a net investment hedge 55 ( 4 ) 51
Cross currency swaps designated in a cash flow hedge ( 160 ) ( 160 )
Forward FX designated in a cash flow hedge 2 1 ( 13 ) ( 12 )
Other derivatives 19 85 ( 80 ) 24
31 December 2022 74 87 ( 93 ) ( 164 ) ( 96 )
Non-current Current Current Non-current
assets assets liabilities liabilities Total
$m $m $m $m $m
Cross currency swaps designated in a net investment hedge 100 ( 1 ) 99
Cross currency swaps designated in a cash flow hedge 116 ( 30 ) ( 37 ) 49
Forward FX designated in a cash flow hedge 2 19 ( 4 ) 15
Other derivatives 12 97 ( 122 ) ( 13 )
31 December 2023 228 116 ( 156 ) ( 38 ) 150

1 Interest rate swaps related to instruments designated at fair value through profit or loss matured in 2023.

2 Forward FX designated in a cash flow hedge relates to contracts hedging anticipated CNY, EUR, GBP, JPY and SEK transactions occurring in the quarter immediately after the balance sheet date.

All derivatives are held at fair value and fall within Level 2 of the fair value hierarchy as defined in Note 12, except for an equity warrant which falls within Level 3 (valued at $ 12 m (2022: $ 19 m; 2021: $ 15 m), held within Non-current assets). None of the derivatives have been reclassified in the year.

The fair value of interest rate swaps and cross currency swaps is estimated using appropriate zero coupon curve valuation techniques to discount future contractual cash flows based on rates at the current year end.

The fair value of forward foreign exchange contracts and currency options are estimated by cash flow accounting models using appropriate yield curves based on market forward foreign exchange rates at the year end. The majority of forward foreign exchange contracts for existing transactions had maturities of less than one month from year end.

F-29

The interest rates used to discount future cash flows for fair value adjustments, where applicable, are based on market swap curves at the reporting date, and were as follows:

2023 2022 2021
Derivatives 0.1 % to 5.3 % 0.1 % to 4.7 % ( 0.5 ) % to 3.6 %

14 Non-current other receivables

2023 2022 2021
$m $m $m
Prepayments 274 243 391
Accrued income 52 44 61
Retirement benefit scheme surpluses (Note 22) 92 90
Other receivables 385 458 443
Non-current other receivables 803 835 895

Prepayments include $ nil (2022: $ nil ; 2021: $ 92 m) in relation to our research collaboration with Moderna. Other receivables include $ 51 m (2022: $ 71 m; 2021: $ 44 m) owed by FibroGen, Inc. for promotional activity in China pursuant to the roxadustat collaboration.

15 Inventories

2023 2022 2021
$m $m $m
Raw materials and consumables 1,531 1,422 1,755
Inventories in process 2,325 1,864 5,216
Finished goods and goods for resale 1,568 1,413 2,012
Inventories 5,424 4,699 8,983

The Group recognised $ 6,038 m (2022: $ 9,618 m; 2021: $ 9,640 m) of inventories as an expense within Cost of sales during the year.

Inventory write-downs in the year amounted to $ 574 m (2022: $ 479 m; 2021: $ 552 m), principally arising from the reassessment of usage or demand expectations prior to inventory expiration.

16 Current trade and other receivables

2023 2022 2021
$m $m $m
Trade receivables 8,452 7,271 6,054
Less: Expected credit loss provision (Note 28) ( 45 ) ( 59 ) ( 23 )
8,407 7,212 6,031
Other receivables 1,639 1,659 1,808
Prepayments 1,617 1,329 1,512
Government grants receivable 11 25
Accrued income 452 296 293
Trade and other receivables 12,126 10,521 9,644

Trade receivables include $ 1,977 m (2022: $ 2,470 m; 2021: $ 1,865 m) measured at FVOCI classified ‘hold to collect and sell’ as they are due from customers that the Group has the option to factor, or relate to bank acceptance drafts received in settlement of trade receivables per common practice in China.

All other financial assets included within Current trade and other receivables are held at amortised cost with carrying value being a reasonable approximation of fair value.

17 Cash and cash equivalents

2023 2022 2021
$m $m $m
Cash at bank and in hand 1,325 1,411 1,461
Short-term deposits 4,515 4,755 4,868
Cash and cash equivalents 5,840 6,166 6,329
Unsecured bank overdrafts ( 203 ) ( 183 ) ( 291 )
Cash and cash equivalents in the cash flow statement 5,637 5,983 6,038

AstraZeneca invests in constant net asset value funds, low-volatility net asset value funds and short-term variable net asset value funds with same day access for subscription and redemption. These investments fail the ‘solely payments of principal and interest’ test criteria under IFRS 9. They are therefore measured at FVPL, although the fair value is materially the same as amortised cost.

F-30

Non-cash and other movements, within operating activities in the Consolidated Statement of Cash Flows, includes:

2023 2022 2021
$m $m $m
Share-based payments charge for the period 579 619 615
Settlement of share plan awards ( 650 ) ( 592 ) ( 570 )
Pension contributions ( 188 ) ( 205 ) ( 174 )
Pension charges recorded in operating profit 55 101 136
Long-term provision charges recorded in operating profit 460 87 270
(Gain)/loss on disposal of tangible assets ( 41 ) ( 112 ) 4
Update to the contractual relationships for Beyfortus (nirsevimab) ( 729 )
Foreign exchange and other 1 128 ( 590 ) ( 186 )
Total operating activities non-cash and other movements ( 386 ) ( 692 ) 95

1 Foreign exchange and other includes, among other items, the foreign exchange of inter-company transactions, including dividends, across Group entities and the related impact from hedging those transactions.

18 Assets held for sale

Assets held for sale amount to $ nil (2022: $ 150 m; 2021: $ 368 m).

In 2022, Assets held for sale comprised Property, plant and equipment assets relating to the West Chester site in Ohio, US. The transaction closed on 30 January 2023.

In 2021, Assets held for sale comprised Intangible assets relating to the rights to certain respiratory assets acquired from Almirall and Actavis plc. (including Tudorza and Duaklir ). The transaction closed on 4 January 2022.

F-31

19 Interest-bearing loans and borrowings

Repayment 2023 2022 2021
dates $m $m $m
Current liabilities
Bank overdrafts On demand 203 183 291
Other short-term borrowings excluding overdrafts 97 78 3
Collateral received from derivative counterparties 215 89 93
Lease liabilities 271 228 233
Floating rate notes US dollars 2022 250
2.375 % Callable bond US dollars 2022 999
0.3 % Callable bond US dollars 2023 1,399
2023 Floating bank loan US dollars 2023 2,000
Floating rate notes US dollars 2023 400
3.5 % Callable bond US dollars 2023 849
7 % Guaranteed debentures US dollars 2023 294
0.75 % Callable bond euros 2024 995
0.7 % Callable bond US dollars 2024 1,600
2024 Floating rate bank loans US dollars 2024 2,000
Other loans (including commercial paper) Within one year 19 22 24
Total 5,400 5,542 1,893
Non-current liabilities
Lease liabilities 857 725 754
0.3 % Callable bond US dollars 2023 1,397
2023 Floating bank loan US dollars 2023 1,998
Floating rate notes US dollars 2023 400
3.5 % Callable bond US dollars 2023 848
7 % Guaranteed debentures US dollars 2023 320
0.75 % Callable bond euros 2024 957 1,014
0.7 % Callable bond US dollars 2024 1,598 1,598
2024 Floating bank loans US dollars 2024 1,998 1,997
3.375 % Callable bond US dollars 2025 1,994 1,992 1,988
0.7 % Callable bond US dollars 2026 1,196 1,195 1,193
1.2 % Callable bond US dollars 2026 1,248 1,246 1,245
3.625 % Callable bond euros 2027 829
3.125 % Callable bond US dollars 2027 747 746 745
4.875 % Callable bond US dollars 2028 1,095
1.25 % Callable bond euros 2028 879 845 896
1.75 % Callable bond US dollars 2028 1,246 1,245 1,244
4 % Callable bond US dollars 2029 995 995 994
0.375 % Callable bond euros 2029 881 846 898
4.9 % Callable bond US dollars 2030 645
1.375 % Callable bond US dollars 2030 1,294 1,293 1,292
2.25 % Callable bond US dollars 2031 747 747 746
5.75 % Non-callable bond pound sterling 2031 444 420 470
3.75 % Callable bond euros 2032 827
4.875 % Callable bond US dollars 2033 497
6.45 % Callable bond US dollars 2037 2,725 2,724 2,724
4 % Callable bond US dollars 2042 989 988 988
4.375 % Callable bond US dollars 2045 981 981 980
4.375 % Callable bond US dollars 2048 738 737 737
2.125 % Callable bond US dollars 2050 487 487 486
3 % Callable bond US dollars 2051 735 735 734
Other loans US dollars 146 190 202
Total 23,222 23,690 28,888
Total interest-bearing loans and borrowings 1, 2 28,622 29,232 30,781

1 All loans and borrowings above are unsecured. In previous years, there were current (2022: $ 22 m; 2021: $ 24 m) and non-current (2022: $ 181 m; 2021: $ 188 m) secured loans, both included within Other loans.

2 The $ 2 bn USD 2024 floating rate bank loans pay interest rate based on compounded daily USD Secured Overnight Funding Rate (SOFR).

F-32

Total Total Total
loans and loans and loans and
borrowings borrowings borrowings
2023 2022 2021
$m $m $m
At 1 January 29,232 30,781 20,380
Changes from financing cash flows
Issue of loans and borrowings 3,816 12,929
Repayment of loans and borrowings ( 4,942 ) ( 1,271 ) ( 4,759 )
Movement in short-term borrowings 161 74 ( 276 )
Repayment of obligations under leases ( 268 ) ( 244 ) ( 240 )
Total changes in cash flows arising on financing activities from borrowings ( 1,233 ) ( 1,441 ) 7,654
Movement in overdrafts 20 ( 85 ) 31
New lease liabilities 444 253 503
Additions through business combinations 5 2,523
Exchange 187 ( 287 ) ( 378 )
Other movements ( 28 ) 6 68
At 31 December 28,622 29,232 30,781

Also included within cash flows arising from financing activities within the Consolidated Statement of Cash Flows is a $ 867 m cash outflow (2022: outflow of $ 920 m; 2021: $ nil ) related to the Acerta Pharma share purchase liability which has a closing liability at 31 December 2023 of $ 833 m (2022: $ 1,646 m; 2021: $ 2,458 m) within Trade and other payables (see Note 20).

Set out below is a comparison by category of carrying values and fair values of all the Group’s interest-bearing loans and borrowings:

Instruments Instruments Total
designated designated in Amortised carrying Fair
at fair value 1 cash flow hedge 2 cost value value
$m $m $m $m $m
2021
Overdrafts 291 291 291
Lease liabilities due within one year 233 233 233
Lease liabilities due after more than one year 754 754 754
Loans and borrowings due within one year 1,369 1,369 1,378
Loans and borrowings due after more than one year 320 1,910 25,904 28,134 30,596
Total at 31 December 2021 320 1,910 28,551 30,781 33,252
2022
Overdrafts 183 183 183
Lease liabilities due within one year 228 228 228
Lease liabilities due after more than one year 725 725 725
Loans and borrowings due within one year 294 4,837 5,131 5,105
Loans and borrowings due after more than one year 1,802 21,163 22,965 21,657
Total at 31 December 2022 294 1,802 27,136 29,232 27,898
2023
Overdrafts 203 203 203
Lease liabilities due within one year 271 271 271
Lease liabilities due after more than one year 857 857 857
Loans and borrowings due within one year 995 3,931 4,926 4,887
Loans and borrowings due after more than one year 2,535 19,830 22,365 21,769
Total at 31 December 2023 3,530 25,092 28,622 27,987

1 Instruments designated at FVPL include the US dollar 7 % guaranteed debentures which matured on 15 November 2023.

2 Instruments designated in cash flow hedges are our euro 500 m 0.25 % Callable bond which matured in 2021, our euro 900 m 0.75 % 2024 Callable bond, our euro 750 m 3.625 % 2027 Callable bond, our euro 800 m 1.25 % 2028 Callable bond, and our euro 750 m 3.75 % 2032 Callable bond.

The fair value of fixed-rate publicly traded debt is based on year end quoted market prices; the fair value of floating rate debt is nominal value, as mark-to-market differences would be minimal given the frequency of resets. The carrying value of loans designated at FVPL is the fair value; this falls within the Level 1 valuation method as defined in Note 12. For loans designated in a fair value hedge relationship, carrying value is initially measured at fair value and remeasured for fair value changes in respect of the hedged risk at each reporting date. All other loans are held at amortised cost. Fair values, as disclosed in the table above, are all determined using the Level 1 valuation method as defined in Note 12, with the exception of overdrafts and lease liabilities, where fair value approximates to carrying values.

A loss of $ 6 m was made during the year on the fair value of bonds designated as FVPL. A gain of $ 25 m has been made on these bonds since designation. Under IFRS 9, the Group records the component of fair value changes relating to the component of own credit risk through Other comprehensive income. Changes in credit risk had no material effect on any other financial assets and liabilities recognised at fair value in the Group Financial Statements. The change in fair value attributable to changes in credit risk is calculated as the change in fair value not attributable to market risk.

The interest rates used to discount future cash flows for fair value adjustments, where applicable, are based on market swap curves at the reporting date, and were as follows:

2023 2022 2021
Loans and borrowings n/a to n/a 1 4.3 % to 4.9 % 0.1 % to 0.6 %

1 All bonds designated as FVPL have matured prior to the reporting date.

F-33

20 Trade and other payables

2023 2022 2021
$m $m $m
Current liabilities
Trade payables 3,267 2,550 2,824
Value-added and payroll taxes and social security 492 468 463
Rebates, chargebacks, returns and other revenue accruals 7,817 6,078 5,298
Clinical trial accruals 1,424 1,417 1,047
Other accruals 6,112 5,551 5,649
Collaboration Revenue contract liabilities 7 12 12
Vaccine contract liabilities 142 169 1,003
Deferred government grant income 1 67
Contingent consideration 966 757 849
Acerta Pharma share purchase liability (Note 26) 833 867 920
Other payables 1,314 1,170 806
Total 22,374 19,040 18,938
Non-current liabilities
Accruals 36 37 25
Collaboration Revenue contract liabilities 7 14 26
Contingent consideration 1,171 1,465 2,016
Acerta Pharma share purchase liability (Note 26) 779 1,538
Other payables 1,446 1,975 1,328
Total 2,660 4,270 4,933

Included within Rebates, chargebacks, returns and other revenue accruals are contract liabilities of $ 102 m (2022: $ 87 m; 2021: $ 99 m). The revenue recognised in the year from opening contract liabilities is $ 88 m, comprising $ 76 m relating to other revenue accruals and $ 12 m Collaboration Revenue contract liabilities. The major markets with Rebates, chargebacks, returns and other revenue accruals are the US where the liability at 31 December 2023 amounted to $ 5,116 m (2022: $ 3,961 m; 2021: $ 3,172 m), of which Rare Disease comprises $ 190 m (2022: $ 139 m; 2021: $ 127 m), and China where the liability at 31 December 2023 amounted to $ 567 m (2022: $ 579 m; 2021: $ 814 m).

Trade payables includes $ 123 m (2022: $ 67 m; 2021: $ 44 m) due to suppliers that have signed up to a supply chain financing programme, under which the suppliers can elect on an invoice-by-invoice basis to receive a discounted early payment from the relationship bank rather than being paid in line with the agreed payment terms. If the option is taken, the Group’s liability is assigned by the supplier to be due to the relationship bank rather than the supplier. The value of the liability payable by the Group remains unchanged. The Group assesses the arrangement against indicators to assess if debts which vendors have sold to the funder under the supplier financing scheme continue to meet the definition of trade payables or should be classified as borrowings. At 31 December 2023, the payables met the criteria of Trade payables. The supply chain financing programme operates in the US, UK, Sweden, China and Germany, and as at 31 December 2023, the programme had 461 suppliers enrolled across these countries.

Vaccine contract liabilities relate to amounts received from customers, primarily government bodies, in advance of supply of product.

Deferred government grant income relates to government grants received or receivable but for which the related expenses have not been incurred.

Included within current Other payables are liabilities to Daiichi Sankyo totalling $ 199 m (2022: $ 100 m; 2021: $ nil ) resulting from the collaboration agreement in relation to Enhertu entered into in March 2019 and $ nil (2022: $ nil ; 2021: $ 324 m) in relation to Dato-DXd entered into in July 2020. Additionally, included within non-current Other payables are liabilities totalling $ 774 m (2022: $ 1,125 m; 2021: $ 100 m) as a result of the Enhertu collaboration agreement and $ 464 m (2022: $ nil ; 2021: $ nil ) as a result of the Airsupra collaboration agreement.

In November 2020, Calquence received marketing approval in the EU, which removed all remaining conditionality in respect of the Acerta Pharma put and call options regarding the non-controlling interest; the option was exercised in April 2021 (see Note 26). The payments will be made in similar annual instalments in 2022 through to 2024, with the first payment of $ 920 m made in 2022 and the second payment of $ 867 m made in 2023, with a closing liability as at 31 December 2023 of $ 833 m (2022: $ 1,646 m; 2021: $ 2,458 m). Interest arising from amortising the liability is included within Finance expense (see Note 3). The associated cash flows are disclosed as financing activities within the Consolidated Statement of Cash Flows.

With the exception of Contingent consideration payables of $ 2,137 m (2022: $ 2,222 m; 2021: $ 2,865 m) which are held at fair value within Level 3 of the fair value hierarchy as defined in Note 12, all other financial liabilities are held at amortised cost with carrying value being a reasonable approximation of fair value.

Contingent consideration

2023 2022 2021
$m $m $m
At 1 January 2,222 2,865 3,323
Additions through business combinations 60
Settlements ( 826 ) ( 772 ) ( 643 )
Disposals ( 121 )
Revaluations 549 82 14
Reclassification to Other payables ( 55 )
Discount unwind (Note 3) 132 168 226
At 31 December 2,137 2,222 2,865

Contingent consideration arising from business combinations is fair valued using decision-tree analysis, with key inputs including the probability of success, consideration of potential delays and the expected levels of future revenues.

Revaluations of Contingent consideration are recognised in Selling, general and administrative expense and include an increase of $ 520 m in 2023 (2022: an increase of $ 182 m; 2021: an increase of $ 42 m) based on revised milestone probabilities, and revenue and royalty forecasts, relating to the acquisition of BMS’s share of the Global Diabetes Alliance. Discount unwind on the liability is included within Finance expense (see Note 3).

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The discount rate used for the Contingent consideration balances range from 5 % to 8 %. The most significant Contingent consideration balance is the Global Diabetes Alliance which is discounted at 8 % and is reviewed against comparable benchmarks on a regular basis.

Management has identified that reasonably possible changes in certain key assumptions, including the likelihood of achieving successful trial results, obtaining regulatory approval, the projected market share of the therapy area and expected pricing for launched products, may cause the calculated fair value of the above contingent consideration to vary materially in future years.

The contingent consideration balance relating to BMS’s share of Global Diabetes Alliance of $ 1,945 m (2022: $ 2,124 m; 2021: $ 2,544 m) would increase/decrease by $ 195 m with an increase/decrease in sales of 10 % as compared with the current estimates.

The maximum development and sales milestones payable under outstanding Contingent consideration arrangements arising on business combinations are as follows:

Nature of Maximum future milestones
Acquisitions Year contingent consideration $m
Spirogen 2013 Milestones 180
Amplimmune, Inc. 2013 Milestones 150
Almirall 1 2014 Milestones and royalties 345
Neogene 2023 Milestones 110

1 These contingent consideration liabilities have been designated as the hedge instrument in a net investment hedge of foreign currency risk arising on the Group’s underlying US dollar net investments held in non-US dollar denominated subsidiaries. Exchange differences on the retranslation of the contingent consideration liability are recognised in Other comprehensive income to the extent that the hedge is effective. Any ineffectiveness is taken to profit.

The amount of royalties payable under the arrangements is inherently uncertain and difficult to predict, given the direct link to future sales and the range of outcomes. The maximum amount of royalties payable in each year is with reference to net sales.

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21 Provisions

Employee Other
Severance Environmental benefits Legal provisions Total
$m $m $m $m $m $m
At 1 January 2021 214 100 128 348 770 1,560
Additions through business combinations (Note 27) 41 73 27 141
Charge for year 238 23 46 109 456 872
Cash paid ( 172 ) ( 32 ) ( 49 ) ( 285 ) ( 84 ) ( 622 )
Reversals ( 62 ) ( 5 ) ( 175 ) ( 242 )
Exchange and other movements ( 6 ) ( 1 ) 29 ( 1 ) ( 6 ) 15
At 31 December 2021 212 90 195 239 988 1,724
Charge for year 227 61 1 830 365 1,484
Cash paid ( 223 ) ( 19 ) ( 41 ) ( 814 ) ( 185 ) ( 1,282 )
Reversals ( 43 ) ( 27 ) ( 94 ) ( 98 ) ( 262 )
Exchange and other movements ( 8 ) ( 1 ) 15 ( 52 ) ( 46 )
At 31 December 2022 165 131 143 161 1,018 1,618
Charge for year 123 21 22 1,102 245 1,513
Cash paid ( 87 ) ( 41 ) ( 14 ) ( 219 ) ( 404 ) ( 765 )
Reversals ( 28 ) ( 3 ) ( 3 ) ( 23 ) ( 143 ) ( 200 )
Exchange and other movements 3 4 20 ( 5 ) ( 33 ) ( 11 )
At 31 December 2023 176 112 168 1,016 683 2,155
2023 2022 2021
$m $m $m
Due within one year 1,028 722 768
Due after more than one year 1,127 896 956
Total 2,155 1,618 1,724

Provisions are often subject to substantial uncertainties with regard to the timing and final amounts of any payments. Once established, these amounts remain in Provisions even after settlement is reached and uncertainty resolved, with no transfer to Trade and other payables prior to payment. This is to provide more transparent disclosure of subsequent movements in brought forward and carried forward balances. Settled legal claims included within provisions are held at amortised cost with carrying value being a reasonable approximation of fair value.

Severance provisions arise predominantly in connection with global restructuring initiatives, including the PAAGR, which involve rationalisation of the global supply chain, the sales and marketing organisation, IT and business support infrastructure, and R&D.

In conjunction with the acquisition of Alexion in 2021, the enlarged Group initiated the PAAGR; a global restructuring programme, aimed at integrating systems, structure and processes, optimising the global footprint and prioritising resource allocations and investments. This includes the commencement of work on the planned upgrade of the Group's Enterprise Resource Planning IT systems (Axial Project). The Group has also continued to progress other legacy restructuring programmes.

Employee costs in connection with the initiatives are recognised in severance provisions when a detailed formal plan has been communicated to those employees affected. Final severance costs are often subject to the completion of the requisite consultations on the areas impacted, with the majority of the cost expected to be paid within one year. AstraZeneca endeavours to support employees affected by restructuring initiatives to seek alternative roles within the organisation. Where the employee is successful, any severance provisions will be released.

Details of the Environmental provisions totalling $ 112 m (2022: $ 131 m; 2021: $ 90 m) and ongoing matters are provided in Note 30. These uncertainties can also cause reversal in previously established provisions once final settlement is reached.

Legal issues are often subject to substantial uncertainties with regard to the timing and final amounts of any payments. A significant proportion of the total legal provision, $ 616 m (2022: $ 30 m; 2021: $ 15 m) due within one year and $ 372 m (2022: $ 92 m; 2021: $ 105 m) due after more than one year 1 , relates to matters settled, but not paid, in previous periods, further details are provided in Note 30.

The majority of Employee benefit provisions relate to Executive Deferred Compensation Plans, which include uncertainty over the ultimate timing and amount of payment to be made to the executives.

Other provisions comprise amounts relating to specific contractual or constructive obligations and disputes. Included within Other provisions are amounts associated with long-standing product liability settlements that arose prior to the merger of Astra and Zeneca, which given the nature of the provision, the amounts are expected to be settled over many years; the final settlement values and timings are uncertain. Also included in Other provisions is an amount of $ 163 m (2022: $ 165 m; 2021: $ 185 m), in relation to third-party liability and other risks (including incurred but not yet reported claims); the claims are considered to be uncertain as to timing and amount. Charges to Other provisions in 2023 included $ 87 m (2022: $ 12 m; 2021: $ 243 m) in relation to the PAAGR restructuring programme, which has a closing provision of $ 49 m (2022: $ 143 m; 2021: $ 243 m), including $ 8 m (2022: $ 95 m; 2021: $ 158 m) held in non-current provisions expected to be settled over time by 2025. In 2022, charges to Other provisions included $ 301 m in relation to termination fees and onerous contracts with contract manufacturing organisations, the vast majority of which was settled in 2023.

No provision has been released or applied for any purpose other than that for which it was established.

1 The profile of future payments of legal provisions due after one year is as follows; in one to two years $ 180 m (2022: $ 22 m; 2021: $ 14 m), in two to three years $ 159 m (2022: $ 21 m; 2021: $ 17 m), in three to four years $ 10 m (2022: $ 9 m; 2021: $ 22 m), in four to five years $ 9 m (2022: $ 9 m; 2021: $ 9 m), and in more than five years $ 14 m (2022: $ 31 m; 2021: $ 43 m).

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22 Post-retirement pension and other defined benefit schemes

Background

This section predominantly covers defined benefit arrangements like post-retirement pension and medical plans which make up the vast bulk of the Group’s liabilities. However, it also incorporates other benefits which fall under IAS 19 rules and which require an actuarial valuation, including but not limited to: lump sum plans, long service awards and defined contribution pension plans which have some defined benefit characteristics (e.g. a minimum guaranteed level of benefit). In total, over 50 plans in 28 countries are covered.

The Group and most of its subsidiaries offer retirement plans which cover the majority of employees. The Group’s policy is to provide defined contribution (DC) orientated pension provision to its employees unless otherwise compelled by local regulation. As a result, many of these retirement plans are DC, where the Group contribution and resulting charge is fixed at a set level or is a set percentage of employees’ pay. However, several plans, mainly in the UK and Sweden, are defined benefit (DB), where benefits are based on employees’ length of service and salary. The major DB plans are largely legacy arrangements as they have been closed to new entrants since 2000, apart from the collectively bargained Swedish plan (which is still open to employees born before 1979). During 2010, following consultation with its UK employees’ representatives, the Group introduced a freeze on pensionable pay at 30 June 2010 levels for DB members of the UK Pension Fund. The number of active members in the Fund continues to decline and is now 400 employees.

The major DB plans are funded through separate, fiduciary-administered assets. The cash funding of the plans, which may from time to time involve payments from the Group, is designed, in consultation with independent qualified actuaries, to ensure that the assets are sufficient to meet future obligations as and when they fall due. The funding level is monitored by the Group and local fiduciaries, who take into account the strength of the Group’s covenant, local regulation, cash flows, and the solvency and maturity of the pension plan.

Financing Principles and Funding Framework

Eighty six per cent of the Group’s total DB obligations (or 66 % of net obligations) at 31 December 2023 are in schemes within the UK and Sweden. In these countries, the pension obligations are funded in line with the Group’s financing principles, as disclosed in prior years.

The Group has developed a long-term funding framework to implement these principles. This framework targets either full funding on a low-risk funding measure, or buyout with an external insurer as the pension funds mature, with affordable long-term de-risking of investment strategy along the way. Unless local regulation dictates otherwise, this framework determines the cash contributions payable.

UK

The UK Pension Fund represents approximately 65 % of the Group’s DB obligations at 31 December 2023. The financing principles are modified in light of the UK regulatory requirements (summarised below) and resulting discussions with the Trustee.

Role of Trustee and Regulation

The UK Pension Fund is governed and administered by a corporate Trustee which is legally separate from the Group. The Trustee Directors are comprised of representatives appointed by both the employer and employees and include an independent professional Trustee Director. The Trustee Directors are required by law to act in the interest of all relevant beneficiaries and are responsible in particular for investment strategy and the day-to-day administration of the benefits. They are also responsible for jointly agreeing with the employer the level of contributions due to the UK Pension Fund.

The UK pensions industry is regulated by The Pensions Regulator whose statutory objectives and regulatory powers are described on its website, www.thepensionsregulator.gov.uk.

The Pension Scheme Act 2021 became effective in the UK from 1 October 2021. A section of this Act places additional legal requirements on companies who sponsor UK defined benefit pension schemes, to monitor and assess corporate activity, with a focus on the potential impact of such activity on the ongoing security of these benefits. The Group maintains a framework to ensure it meets its responsibilities under the Act.

There have been two UK High Court Rulings relating to Guaranteed Minimum Pensions (GMP) equalisation in 2018 and 2020. Following the publication of guidance around implementation in 2021, the Trustee, with input from the Group, has now completed the equalisation of benefits for the vast majority of pensioner members, with the project expected to complete in 2024. Further details are set out later in this Note. An estimate of the impact of these changes has already been recognised in 2018 and 2020, and actual experience is in line with the estimates previously recognised.

In June 2023, the UK High Court (Virgin Media Limited v NTL Pension Trustees II Limited) ruled that certain historical amendments for contracted-out defined benefit schemes were invalid if they were not accompanied by the correct actuarial confirmation. The judgment is subject to appeal. The Trustee and Group are monitoring developments and will consider if there are any implications for the UK Pension Fund, if the ruling is upheld.

Funding requirements

UK legislation requires that an actuarial valuation is completed for all DB pension schemes every three years, which compares the schemes’ liabilities to its assets. As part of the triennial valuation process, the Trustee and the Group must agree on a set of assumptions to value the liabilities and determine the contributions required, if any, to ensure the UK Pension Fund is fully funded over an appropriate time period and on a suitably prudent measure. The assumptions used to value the liabilities for the triennial actuarial valuation are required to be prudent, whereas the assumptions used to prepare an IAS 19 accounting valuation are required to be ‘best estimate’.

The last full actuarial valuation of the UK Pension Fund was carried out by a qualified actuary as at 31 March 2022 and finalised in May 2023, ahead of the statutory deadline.

Under the funding assumptions used to set the statutory funding target, the key assumptions from the actuarial valuation as at 31 March 2022 (shown as a single-equivalent rate) were as follows: salary increases at 0 % per annum (as a result of pensionable pay levels being frozen in 2010); pension increases at 3.64 % per annum; and discount rate at 3.03 % per annum. The resulting valuation of the Fund’s liabilities on that basis was £ 5,951 m ($ 7,820 m) compared to a market valuation of assets at 31 March 2022 of £ 5,604 m ($ 7,364 m).

Aspects of the triennial actuarial valuation are governed by a long-term funding agreement, effective since October 2016, which sets out a path to full funding on a low-risk measure. Under this agreement, if a deficit exists, the Group is required to provide security. This security takes the form of a charge in favour of the Trustee over all land and buildings on the Group’s Cambridge Biomedical Campus site. This charge was enacted in December 2023, and provides long-term security to the Trustee in respect of the Group’s future deficit recovery contributions. The value of the charge is currently £ 317 m ($ 404 m) and it is capped at £ 350 m ($ 446 m). The value of the charge will vary and is expected to reduce over time, before falling away. Under the terms of the charge, the Trustee can only exercise its right over the ownership of the site in a Group insolvency event.

In relation to deficit recovery contributions, a lump sum contribution of £ 39 m ($ 48 m) was made in March 2023, with a further annual contribution of £ 39 m ($ 50 m) due before 31 March 2024, and each year up to March 2028.

Further progress was made over 2023 in equalising GMP for members of the UK Pension Fund. The method of equalisation converts GMP to non-GMP pension to simplify the structure and administration of benefits. As at 31 December 2023, almost all pensioner and dependent members have

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had their benefits equalised and, for non-pensioner members, a process will be in place in 2024 to equalise their benefits at their point of retirement. As part of the project, a Pension Increase Exchange (‘PiE’) option was also made available to the majority of pensioner members, at the Group’s discretion. This option provided the member with a choice to opt for a higher pension right away, but with no, or fewer, inflation-linked increases in the future. Take-up of this option resulted in a reduction to expected future liabilities and a $ 16 m past service credit was taken to the income statement in March 2023.

Under the governing documentation of the UK Pension Fund, any future surplus in the Fund would be returnable to the Group by refund assuming gradual settlement of the liabilities over the lifetime of the Fund. In particular, the Trustee has no unilateral right to wind up the Fund without Company consent nor does it have the power to unilaterally use surplus to augment benefits prior to wind-up. As such, there are no adjustments required in respect of IFRIC 14 ‘IAS 19 – The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction’.

On current bases, it is expected that ongoing contributions (excluding those in respect of past service deficit contributions) during the year ending 31 December 2024 for the UK scheme will be approximately $ 18 m.

United States

In May 2023, AstraZeneca Pharmaceuticals LP agreed a buy-out of its qualified US Defined Benefit Pension Plan with an external insurer. All Plan liabilities (approximately $ 840 m) have now been discharged (via a mix of cash payments to participants and purchase of insured annuities), with an impact of $ 1.7 m on the income statement and a net Group cash contribution of approximately $ 25 m. The Plan is wound up and the Trust is closed. The transaction will be completed in 2024, pending approval of Group annuity contracts from State Regulators.

There are three remaining immaterial US post-retirement benefit plans and therefore from 2024, these will not be individually disclosed.

Sweden

The Swedish plans account for 20 % of the Group’s defined benefit obligations. They are governed by Fiduciary Bodies with responsibility for the investment of the assets. These plans are funded in line with the Group’s financing principles and local regulations.

The Swedish defined benefit pension plans were actuarially valued at 31 December 2022, when plan obligations were estimated to amount to $ 1,312 m and plan assets were $ 946 m. The local Swedish GAAP funding position can influence contribution policy. Over 2023, for the main pension fund the Group did not request a reimbursement of benefit payments made throughout the year as the funding level was below 100 % on the Swedish GAAP basis. The benefit payments over 2023, totalling approximately $ 47 m, are therefore regarded as Group contributions.

On current bases, it is expected that ongoing contributions (excluding those in respect of past service deficit contributions) during the year ending 31 December 2024 for Sweden will be approximately $ 53 m.

Other defined benefit plans

The Group provides benefit plans other than pensions which have to be reported under IAS 19. These include lump sum plans, long service awards and defined contribution pension plans which have a guaranteed minimum benefit. However, the largest category of these ‘other’ non-pension plans are healthcare benefits.

In the US, and to a lesser extent in certain other countries, the Group’s employment practices include the provision of healthcare and life assurance benefits for eligible retired employees. As at 31 December 2023, some 2,673 retired employees and covered dependents currently benefit from these provisions and some 2,133 current employees will be eligible on their retirement. The Group accrues for the present value of such retiree obligations over the working life of the employee. In practice, these benefits will be funded with reference to the financing principles.

In the US, the Post Retirement Welfare Plan which provides retiree medical benefits has a surplus of $ 66 m. As a result, the investment strategy has been fully de-risked. The Group has concluded that under current legislation, the surplus would be repayable in the future to subsidise other medical benefits offered to employees.

The cost of post-retirement benefits other than pensions for the Group in 2023 was $ 1 m (2022: $ 1 m; 2021: $ 1 m). Plan assets were $ 161 m and plan obligations were $ 114 m at 31 December 2023. These benefit plans have been included in the disclosure of post-retirement benefits under IAS 19.

Financial assumptions

Qualified independent actuaries have updated the actuarial valuations under IAS 19 for the major defined benefit schemes operated by the Group to 31 December 2023. The assumptions used may not necessarily be borne out in practice, due to the inherent financial and demographic uncertainty associated with making long-term projections. These assumptions reflect the changes which have the most material impact on the results of the Group and were as follows:

2022
UK US Sweden Rest of Group 1
Inflation assumption 3.2 % 1.9 % 2.5 %
Rate of increase in salaries 2 3.4 % 4.0 %
Rate of increase in pensions in payment 3.1 % 1.9 % 2.5 %
Discount rate – defined benefit obligation 4.9 % 5.0 % 4.1 % 3.7 %
Discount rate – interest cost 5.0 % 4.9 % 4.0 % 3.8 %
Discount rate – service cost 4.8 % n/a 4.0 % 3.7 %
2023
UK US Sweden Rest of Group 1
Inflation assumption 3.1 % 3 1.6 % 2.2 %
Rate of increase in salaries 2 3.1 % 3.7 %
Rate of increase in pensions in payment 2.9 % 1.6 % 2.2 %
Discount rate – defined benefit obligation 4 4.6 % 4.7 % 3.3 % 3.3 %
Discount rate – interest cost 5 4.6 % 4.7 % 3.3 % 3.3 %
Discount rate – service cost 5 4.5 % n/a 3.3 % 3.3 %

1 Rest of Group reflects the assumptions in Germany as these have the most material impact on the Group.

2 Pensionable pay frozen at 30 June 2010 levels following UK fund changes.

3 The UK inflation assumption includes an allowance for some UK inflation experience over 2023.

4 Group defined benefit obligation as at 31 December 2023 calculated using discount rates based on market conditions as at 31 December 2023.

5 2023 interest costs and service costs calculated using discount rates based on market conditions as at 31 December 2022.

The weighted average duration of the post-retirement scheme obligations is approximately 11 years in the UK, 16 years in Sweden and 13 years for the Rest of the Group (including Germany).

Demographic assumptions

The mortality assumptions are based on country-specific mortality tables. These are compared to actual experience and adjusted where sufficient data are available. Additional allowance for future improvements in life expectancy is included for all major schemes where there is credible data to support a continuing trend.

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The table below illustrates life expectancy assumptions at age 65 for male and female members retiring in 2023 and male and female members expected to retire in 2043 (2022: 2022 and 2042 respectively).

Life expectancy assumption for a male member retiring at age 65 Life expectancy assumption for a female member retiring at age 65
Country 2023 2043 2022 2042 2023 2043 2022 2042
UK 22.1 23.1 22.2 23.2 23.7 24.8 23.8 24.9
US 22.2 24.6 22.0 23.2 23.3 26.2 23.4 25.0
Sweden 21.8 23.6 21.8 23.6 23.9 26.0 23.9 26.0

In the UK, the Group adopted the CMI 2022 Mortality Projections Model with a 1 % long-term improvement rate. No other demographic assumptions have changed since they were updated in 2022 following the actuarial valuation. The Group has continued to assume that 25 % of members (2022: 25 %) will transfer out of the defined benefit section of the AstraZeneca Pension Fund at the point of retirement.

In the US and Sweden, the mortality assumptions are unchanged from 2022.

Risks associated with the Group’s defined benefit pension schemes

The UK defined benefit plan accounts for 65 % of the Group’s defined benefit obligations and exposes the Group to a number of risks, the most significant of which are:

Risk Description Mitigation
Asset pricing risk The Defined Benefit Obligation (DBO) is calculated using a discount rate set with reference to AA-rated corporate bond yields; asset returns that differ from the discount rate will create an element of volatility in the solvency ratio. Approximately 45 % of the UK Pension Fund is allocated to growth assets. Although these growth assets are expected to outperform AA-rated corporate bonds in the long term, they can lead to volatility and mismatching risk in the short term. The allocation to growth assets is monitored to ensure it remains appropriate given the UK Pension Fund’s long-term objectives. In order to mitigate investment risk, the Trustee invests in a suitably diversified range of asset classes, return drivers and investment managers. The investment strategy will evolve to further improve the expected risk/return profile as opportunities arise. De-risking of the investment strategy took place over 2023, as the Fund moved ahead of its long-term target, with the benchmark allocation to Growth Assets reducing from 62.5 % to 47.5 %. The Trustee has hedged approximately 92 % of unintended non-sterling, overseas currency risk within the UK Pension Fund assets.
Interest rate risk A decrease in corporate bond yields will increase the present value placed on the DBO for accounting purposes. The interest rate hedge of the UK Pension Fund is predominantly implemented via holding gilts (and gilt repurchase agreements or ‘gilt repo’) of appropriate duration. This hedge protects to a large degree against falls in long-term interest rates and the UK Pension Fund is approximately 98 % hedged as a percentage of assets at the end of 2023 (versus target of 100 %). Nonetheless, there remain differences in the bonds and instruments held by the UK Pension Fund to hedge interest rate risk on the statutory and long-term funding basis (gilts and gilt repo) and the bonds analysed to set the DBO discount rate on an accounting basis (AA corporate bonds). As such, there remains some mismatching risk on an accounting basis should yields on gilts diverge compared to AA corporate bonds.
Inflation risk The majority of the DBO is indexed in line with price inflation (mainly inflation as measured by the UK Retail Price Index (RPI) but also for some members a component of pensions is indexed by the UK Consumer Price Index (CPI)) and higher inflation will lead to higher liabilities (although, in the vast majority of cases, this is capped at an annual increase of 5 %, known as Limited Price Indexation or LPI). The UK Pension Fund holds RPI index-linked gilts and gilt repo. The inflation hedge of the UK Pension Fund protects to some degree against higher-than-expected inflation increases on the DBO (approximately 100 % hedged as a percentage of assets at the end of 2023). Over 2023, work was carried out by the Trustee to improve the accuracy of the hedge to LPI linked liabilities.
Life expectancy The majority of the UK Pension Fund’s obligations are to provide benefits for the life of the member, so increases in life expectancy will result in an increase in the liabilities. In 2013 the Trustee entered into a longevity swap to hedge against the risk of increasing life expectancy over the next 75 years . The swap currently covers approximately 8,000 of the UK Pension Fund’s pensioners, equivalent to $ 2.4 bn of Pension fund liability. A one-year increase in life expectancy would result in a $ 214 m increase in pension fund obligations, which would be partially offset by a $ 108 m increase in the value of the longevity swap and hence the pension fund assets.
Cash flow and liquidity risk The UK Pension Fund is maturing and cash flow negative. Assets are liquidated to meet benefit outgo and potentially from time to time, to supplement the collateral pool required to post margin for derivative holdings. There is a risk of the Trustee requesting liquidity support from the Group to meet margin calls or expenditure, if the liquidity position of the UK Pension Fund is not effectively monitored and managed. The Trustee invests in a diversified portfolio of highly liquid assets to manage sequencing risk and operates a collateral management policy, maintaining a minimum liquidity ‘buffer’ above recommended regulatory guidelines, which can be quickly supplemented in an orderly manner. Over 2023, in addition to the Growth and Liability Hedging portfolios, the Trustee allocated 7 % of assets to a new, cash flow driven investment portfolio, consisting of investment grade corporate bonds. The purpose of this portfolio is to generate income to help meet the Fund’s benefit outgo. The portfolio is expected to grow over time as further de-risking occurs.

Other risks

There are a number of other risks of administering the UK Pension Fund which the Trustee manages with Group input. Some of the major risks include counterparty risks from using derivatives (mitigated by using a specialist investment manager to oversee a diversified range of counterparties of high standing and ensuring positions are collateralised daily). Furthermore, there are operational risks (such as paying out the wrong benefits) and legislative risks (such as the UK government introducing new legislation). These are mitigated so far as possible via the governance structure in place which oversees and administers the pension funds.

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The Group’s pension plans in Sweden also manage these key risks, where relevant, in a similar way, with the local fiduciary bodies investing in a diversified manner and employing a framework to hedge interest rate risk where practicable.

Local fiduciary boards are aware of Environmental, Social and Governance (ESG) risks as they pertain to investment policy, and where local regulation allows, have policies in place to monitor and manage such risks and comply with local legislation and disclosure requirements. The Trustee of the UK Pension Fund published its inaugural Task Force for Climate-related Disclosures (TCFD) report in October 2023.

Assets and obligations of defined benefit schemes

The assets and obligations of the defined benefit schemes operated by the Group at 31 December 2023, as calculated in accordance with IAS 19, are shown below. The fair values of the schemes’ assets are not intended to be realised in the short term and may be subject to significant change before they are realised. The present value of the schemes’ obligations is derived from cash flow projections over long periods and is therefore inherently uncertain.

Scheme assets

2022
UK US Sweden Rest of Group Total
Quoted Unquoted Quoted Unquoted Quoted Unquoted Quoted Unquoted Quoted Unquoted Total
$m $m $m $m $m $m $m $m $m $m $m
Government bonds 1 1,931 104 60 2,095 2,095
Corporate bonds 2 622 11 633 633
Derivatives 3 ( 608 ) ( 2 ) ( 3 ) 325 ( 2 ) ( 4 ) ( 286 ) ( 290 )
Investment funds: Listed Equities 4 265 49 4 49 269 318
Investment funds: Absolute Return/Multi Strategy 4 1,701 475 6 6 2,176 2,182
Investment funds: Corporate Bonds/Credit 4 817 144 49 10 49 971 1,020
Cash and cash equivalents 52 415 285 2 4 337 421 758
Other 2 1 311 1 313 314
Total fair value of scheme assets/(liabilities) 5 1,983 2,590 1,009 ( 1 ) 946 174 329 3,166 3,864 7,030
2023
UK US Sweden Rest of Group Total
Quoted Unquoted Quoted Unquoted Quoted Unquoted Quoted Unquoted Quoted Unquoted Total
$m $m $m $m $m $m $m $m $m $m $m
Government bonds 1 2,383 61 51 2,495 2,495
Corporate bonds 2 373 94 6 473 473
Derivatives 3 ( 532 ) 440 ( 92 ) ( 92 )
Investment funds: Listed Equities 4 321 53 3 53 324 377
Investment funds: Absolute Return/Multi Strategy 4 1,131 461 5 8 5 1,600 1,605
Investment funds: Corporate Bonds/Credit 4 667 165 48 48 832 880
Cash and cash equivalents 53 363 5 2 3 58 368 426
Other ( 1 ) 316 ( 1 ) 316 315
Total fair value of scheme assets 5 2,809 1,950 160 1,068 162 330 3,131 3,348 6,479

1 Predominantly developed markets in nature.

2 Predominantly developed markets in nature and investment grade (AAA-BBB).

3 Includes interest rate swaps, inflation swaps, longevity swap, equity total return swaps and other contracts. More detail is given in the section Risks associated with the Group’s defined benefit pensions on page 187. Valuations are determined by independent third parties.

4 Investment Funds are pooled, commingled vehicles, whereby the pension scheme owns units in the fund, alongside other investors. The pension schemes invest in a number of Investment Funds, including Listed Equities (primarily developed markets with some emerging markets), Corporate Bonds/Credit (a range of investment-grade and non investment-grade credit) and Absolute Return/Multi Strategy (multi-asset exposure both across and within traditional and alternative asset classes). The price of the funds is set by independent administrators/custodians employed by the investment managers and based on the value of the underlying assets held in the fund. Details of pricing methodology is set out within internal control reports provided for each fund. Prices are updated daily, weekly or monthly depending upon the frequency of the fund’s dealing.

5 None of the Group’s own assets were included in the scheme assets (2022: $ 1 m). The assets held in 2022 were AstraZeneca corporate debt held by the US qualified plan and amounted to 0.05 % of the plan's then assets.

Scheme obligations

2022
UK US Sweden Rest of Group Total
$m $m $m $m $m
Present value of scheme obligations in respect of:
Active membership ( 212 ) ( 54 ) ( 430 ) ( 424 ) ( 1,120 )
Deferred membership ( 804 ) ( 437 ) ( 369 ) ( 299 ) ( 1,909 )
Pensioners ( 3,785 ) ( 531 ) ( 513 ) ( 250 ) ( 5,079 )
Total value of scheme obligations ( 4,801 ) ( 1,022 ) ( 1,312 ) ( 973 ) ( 8,108 )
2023
UK US Sweden Rest of Group Total
$m $m $m $m $m
Present value of scheme obligations in respect of:
Active membership ( 233 ) ( 45 ) ( 553 ) ( 442 ) ( 1,273 )
Deferred membership ( 853 ) ( 2 ) ( 443 ) ( 294 ) ( 1,592 )
Pensioners ( 4,075 ) ( 107 ) ( 606 ) ( 254 ) ( 5,042 )
Total value of scheme obligations ( 5,161 ) ( 154 ) ( 1,602 ) ( 990 ) ( 7,907 )

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Net (deficit)/surplus in the scheme

2022
UK US Sweden Rest of Group Total
$m $m $m $m $m
Total fair value of scheme assets 4,573 1,008 946 503 7,030
Total value of scheme obligations ( 4,801 ) ( 1,022 ) ( 1,312 ) ( 973 ) ( 8,108 )
Deficit in the scheme as recognised in the Consolidated Statement of Financial Position ( 228 ) ( 14 ) ( 366 ) ( 470 ) ( 1,078 )
Included in Non-current other receivables 62 28 1 90
Included in Retirement benefit obligations ( 228 ) ( 76 ) ( 366 ) ( 498 ) ( 1,168 )
( 228 ) ( 14 ) ( 366 ) ( 470 ) ( 1,078 )
2023
UK US Sweden Rest of Group Total
$m $m $m $m $m
Total fair value of scheme assets 4,759 160 1,068 492 6,479
Total value of scheme obligations ( 5,161 ) ( 154 ) ( 1,602 ) ( 990 ) ( 7,907 )
(Deficit)/surplus in the scheme as recognised in the Consolidated Statement of Financial Position ( 402 ) 6 ( 534 ) ( 498 ) ( 1,428 )
Included in Non-current other receivables 66 26 1 92
Included in Retirement benefit obligations ( 402 ) ( 60 ) ( 534 ) ( 524 ) ( 1,520 )
( 402 ) 6 ( 534 ) ( 498 ) ( 1,428 )

1 Surpluses were recognised in Ireland and Belgium.

Fair value of scheme assets

2023 2022
UK US Sweden Rest of Group Total UK US Sweden Rest of Group Total
$m $m $m $m $m $m $m $m $m $m
At beginning of year 4,573 1,008 946 503 7,030 7,333 1,413 1,234 584 10,564
Interest income on scheme assets 229 22 38 11 300 123 29 18 5 175
Expenses ( 9 ) ( 1 ) ( 1 ) ( 11 ) ( 5 ) ( 2 ) ( 7 )
Actuarial (losses)/gains ( 59 ) 2 37 ( 45 ) ( 65 ) ( 1,964 ) ( 295 ) ( 153 ) ( 55 ) ( 2,467 )
Exchange and other adjustments 262 ( 1 ) 48 20 329 ( 728 ) ( 152 ) ( 34 ) ( 914 )
Employer contributions 65 35 46 42 188 118 7 43 37 205
Participant contributions 1 4 7 12 1 5 5 11
Benefits paid ( 303 ) ( 68 ) ( 47 ) ( 45 ) ( 463 ) ( 305 ) ( 149 ) ( 44 ) ( 39 ) ( 537 )
Settlements ( 841 ) ( 841 )
Scheme assets’ fair value at end of year 4,759 160 1,068 492 6,479 4,573 1,008 946 503 7,030

The actual return on the plan assets was a gain of $ 235 m (2022: loss of $ 2,292 m).

Movement in post-retirement scheme obligations

2023 2022
UK US Sweden Rest of Group Total UK US Sweden Rest of Group Total
$m $m $m $m $m $m $m $m $m $m
Present value of obligations in scheme at beginning of year ( 4,801 ) ( 1,022 ) ( 1,312 ) ( 973 ) ( 8,108 ) ( 7,941 ) ( 1,404 ) ( 2,373 ) ( 1,300 ) ( 13,018 )
Current service cost ( 6 ) ( 2 ) ( 13 ) ( 35 ) ( 56 ) ( 14 ) ( 1 ) ( 35 ) ( 38 ) ( 88 )
Past service credit/(cost) 12 ( 2 ) 2 12 ( 5 ) ( 4 ) 3 ( 6 )
Participant contributions ( 1 ) ( 4 ) ( 7 ) ( 12 ) ( 1 ) ( 4 ) ( 5 ) ( 10 )
Benefits paid 303 68 47 45 463 305 149 44 39 537
Interest expense on post-retirement scheme obligations ( 239 ) ( 22 ) ( 50 ) ( 27 ) ( 338 ) ( 132 ) ( 29 ) ( 31 ) ( 12 ) ( 204 )
Actuarial (losses)/gains ( 155 ) ( 12 ) ( 202 ) 28 ( 341 ) 2,243 268 806 268 3,585
Exchange and other adjustments ( 274 ) 1 ( 70 ) ( 34 ) ( 377 ) 744 ( 1 ) 281 72 1,096
Settlements 839 11 850
Present value of obligations in scheme at end of year ( 5,161 ) ( 154 ) ( 1,602 ) ( 990 ) ( 7,907 ) ( 4,801 ) ( 1,022 ) ( 1,312 ) ( 973 ) ( 8,108 )

The obligations arise from over 50 plans in 28 countries:

2023 2022
UK US Sweden Rest of Group Total UK US Sweden Rest of Group Total
$m $m $m $m $m $m $m $m $m $m
Funded – pension schemes 1 ( 5,151 ) ( 1,599 ) ( 868 ) ( 7,618 ) ( 4,787 ) ( 851 ) ( 1,310 ) ( 842 ) ( 7,790 )
Funded – post-retirement healthcare ( 94 ) ( 94 ) ( 111 ) ( 111 )
Unfunded – pension schemes 1 ( 60 ) ( 3 ) ( 113 ) ( 176 ) ( 60 ) ( 2 ) ( 122 ) ( 184 )
Unfunded – post-retirement healthcare ( 10 ) ( 9 ) ( 19 ) ( 14 ) ( 9 ) ( 23 )
Total ( 5,161 ) ( 154 ) ( 1,602 ) ( 990 ) ( 7,907 ) ( 4,801 ) ( 1,022 ) ( 1,312 ) ( 973 ) ( 8,108 )

1 Includes defined benefit pension schemes and other plans, such as lump sum, long service awards and DC plans with underpins.

F-41

Consolidated Statement of Comprehensive Income disclosures

The amounts that have been charged to the Consolidated Statement of Comprehensive Income, in respect of defined benefit schemes for the year ended 31 December 2023, are set out below.

2023 2022
UK US Sweden Rest of Group Total UK US Sweden Rest of Group Total
$m $m $m $m $m $m $m $m $m $m
Operating profit
Current service cost ( 6 ) ( 2 ) ( 13 ) ( 35 ) ( 56 ) ( 14 ) ( 1 ) ( 35 ) ( 38 ) ( 88 )
Past service credit/(cost) 12 ( 2 ) 2 12 ( 5 ) ( 4 ) 3 ( 6 )
Expenses ( 9 ) ( 1 ) ( 1 ) ( 11 ) ( 5 ) ( 2 ) ( 7 )
Total charge to Operating profit ( 3 ) ( 3 ) ( 15 ) ( 34 ) ( 55 ) ( 24 ) ( 3 ) ( 39 ) ( 35 ) ( 101 )
Finance expense
Interest income on scheme assets 229 22 38 11 300 123 29 18 5 175
Interest expense on post-retirement scheme obligations ( 239 ) ( 22 ) ( 50 ) ( 27 ) ( 338 ) ( 132 ) ( 29 ) ( 31 ) ( 12 ) ( 204 )
Net interest on post-employment defined benefit plan liabilities ( 10 ) ( 12 ) ( 16 ) ( 38 ) ( 9 ) ( 13 ) ( 7 ) ( 29 )
Charge before taxation ( 13 ) ( 3 ) ( 27 ) ( 50 ) ( 93 ) ( 33 ) ( 3 ) ( 52 ) ( 42 ) ( 130 )
Other comprehensive income
Difference between the actual return and the expected return on the post-retirement scheme assets ( 59 ) 2 37 ( 45 ) ( 65 ) ( 1,964 ) ( 295 ) ( 153 ) ( 55 ) ( 2,467 )
Experience (losses)/gains arising on the post-retirement scheme obligations ( 25 ) ( 2 ) ( 67 ) ( 13 ) ( 107 ) 55 ( 16 ) ( 99 ) ( 6 ) ( 66 )
Changes in financial assumptions underlying the present value of the post-retirement scheme obligations ( 142 ) ( 10 ) ( 135 ) 44 ( 243 ) 2,272 284 896 275 3,727
Changes in demographic assumptions 12 ( 3 ) 9 ( 84 ) 9 ( 1 ) ( 76 )
Remeasurement of the defined benefit liability ( 214 ) ( 10 ) ( 165 ) ( 17 ) ( 406 ) 279 ( 27 ) 653 213 1,118

Past service cost includes granting early retirement in UK and Sweden.

Total Group pension costs in respect of defined contribution and defined benefit schemes during the year are set out below (see Note 29).

2023 2022
$m $m
Defined contribution schemes 482 445
Defined benefit schemes − Current service cost and Expenses 67 95
Defined benefit schemes − Past service (credit)/cost ( 12 ) 6
Pension costs 537 546

Rate sensitivities

The following table shows the US dollar effect of a change in the significant actuarial assumptions used to determine the retirement benefits obligations in our three main defined benefit pension obligation countries.

2023 2022
+ 0.5 % −0.5% + 0.5 % −0.5%
Discount rate
UK ($m) 269 ( 308 ) 262 ( 289 )
US ($m) 4 ( 4 ) 46 ( 49 )
Sweden ($m) 109 ( 123 ) 95 ( 107 )
Total ($m) 382 ( 435 ) 403 ( 445 )
2023 2022
+ 0.5 % −0.5% + 0.5 % −0.5%
Inflation rate 1
UK ($m) ( 189 ) 184 ( 173 ) 165
US ($m) n/a n/a n/a n/a
Sweden ($m) ( 116 ) 104 ( 104 ) 93
Total ($m) ( 305 ) 288 ( 277 ) 258
2023 2022
+ 0.5 % −0.5% + 0.5 % −0.5%
Rate of increase in salaries
UK ($m) n/a n/a n/a n/a
US ($m) n/a n/a n/a n/a
Sweden ($m) ( 46 ) 42 ( 47 ) 43
Total ($m) ( 46 ) 42 ( 47 ) 43
2023 2022
+1 year −1 year +1 year −1 year
Mortality rate
UK ($m) ( 214 ) 2 212 3 ( 191 ) 193
US ($m) ( 2 ) 2 ( 20 ) 20
Sweden ($m) ( 51 ) 51 ( 44 ) 44
Total ($m) ( 267 ) 265 ( 255 ) 257

1 Rate of increase in pensions in payment follows inflation.

2 Of the $ 214 m increase, $ 108 m is covered by the longevity swap.

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3 Of the $ 212 m decrease, $ 106 m is covered by the longevity swap.

In consideration of current market conditions, additional sensitivities have been calculated for the UK and Sweden schemes for 2023. The effect on retirement benefit obligations of a 1.0 % change in assumption is as follows: $ 525 m (UK) and $ 210 m (Sweden) if the discount rate is increased; $( 634 )m (UK) and $( 254 )m (Sweden) if the discount rate is decreased; $( 384 )m (UK) and $( 240 )m (Sweden) if the inflation rate is increased; and $ 363 m (UK) and $ 201 m (Sweden) if the inflation rate is decreased.

The sensitivity to the financial assumptions shown above has been estimated taking into account the approximate duration of the liabilities and the overall profile of the plan membership.

The inflation sensitivity allows for the impact of a change in inflation on salary increases and pension increases (where these assumptions are inflation-linked).

The salary increase sensitivity reflects the impact of an increase of only salary relative to inflation.

The sensitivity to the life expectancy assumption is estimated based on a revised mortality assumption that extends/reduces the current life expectancy by one year for a particular age.

23 Reserves

Retained earnings

The cumulative amount of goodwill written off directly to reserves resulting from acquisitions, net of disposals, amounted to $ 595 m (2022: $ 591 m; 2021: $ 615 m) using year end rates of exchange.

At 31 December 2023, 1,580,137 shares, at a cost of $ 129 m, have been deducted from Retained earnings (2022: 1,671,446 shares, at a cost of $ 112 m; 2021: 3,922,122 shares, at a cost of $ 239 m) to satisfy future vesting of employee share plans.

There are no significant statutory or contractual restrictions on the distribution of current profits of subsidiaries; undistributed profits of prior years are, in the main, permanently employed in the businesses of these companies. The undistributed income of AstraZeneca companies overseas might be liable to overseas taxes and/or UK taxation (after allowing for double taxation relief) if they were to be distributed as dividends (see Note 4).

2023 2022 2021
$m $m $m
Cumulative translation differences included within Retained earnings
At 1 January ( 3,694 ) ( 1,934 ) ( 1,143 )
Foreign exchange arising on consolidation 608 ( 1,446 ) ( 483 )
Exchange adjustments on goodwill (recorded against other reserves) 4 ( 24 ) ( 21 )
Foreign exchange arising on designated liabilities in net investment hedges 1 24 ( 282 ) ( 321 )
Fair value movements on derivatives designated in net investment hedges 44 ( 8 ) 34
Net exchange movement in Retained earnings 680 ( 1,760 ) ( 791 )
At 31 December ( 3,014 ) ( 3,694 ) ( 1,934 )

1 Foreign exchange arising on designated liabilities in net investment hedges includes $( 57 )m in respect of designated bonds and $ 81 m in respect of designated contingent consideration and other liabilities. The change in value of designated contingent consideration liabilities relates to $ 82 m in respect of BMS’ share of Global Diabetes Alliance.

The cumulative loss with respect to costs of hedging is $ 22 m (2022: loss of $ 3 m; 2021: gain of $ 4 m) and the loss during the year was $ 19 m (2022: loss of $ 7 m; 2021: loss of $ 6 m).

The balance remaining in the foreign currency translation reserve from net investment hedging relationships for which hedge accounting no longer applied is a gain of $ 527 m. For further detail relating to hedging balances, please see the Hedge accounting section within Note 28, from page 200.

Other reserves

The other reserves arose from the cancellation of £ 1,255 m of share premium account by the Company in 1993 and the redenomination of share capital of $ 157 m in 1999. The reserves are available for writing off goodwill arising on consolidation and, subject to guarantees given to preserve creditors at the date of the court order, are available for distribution.

24 Share capital

Allotted, called-up and fully paid
2023 2022 2021
$m $m $m
Issued Ordinary Shares ($ 0.25 each) 388 387 387
Redeemable Preference Shares (£ 1 each – £ 50,000 )
At 31 December 388 387 387

The Redeemable Preference Shares carry limited class voting rights and no dividend rights. This class of shares is capable of redemption at par at the option of the Company on the giving of seven days ’ written notice to the registered holder of the shares.

The Company does not have a limited amount of authorised share capital.

The movements in the number of Ordinary Shares during the year can be summarised as follows:

No. of shares
2023 2022 2021
At 1 January 1,549,800,030 1,549,400,665 1,312,668,724
Issue of share capital (business combinations) 236,321,411
Issue of shares (share schemes) 362,596 399,365 410,530
At 31 December 1,550,162,626 1,549,800,030 1,549,400,665

Share issues

Issue of share capital (business combinations) represents share capital issued as part of the acquisition of Alexion (see Note 27).

Share repurchases

No Ordinary Shares were repurchased by the Company in 2023 (2022: nil ; 2021: nil ).

F-43

Shares held by subsidiaries

No shares in the Company were held by subsidiaries in any year.

25 Dividends to shareholders

2023 2022 2021 2023 2022 2021
Per share Per share Per share $m $m $m
Second interim (March 2023) $ 1.97 $ 1.97 $ 1.90 3,047 3,046 2,490
First interim (September 2023) $ 0.93 $ 0.93 $ 0.90 1,440 1,440 1,392
Total $ 2.90 $ 2.90 $ 2.80 4,487 4,486 3,882

The Company has exercised its authority in accordance with the provisions set out in the Company’s Articles of Association, that the balance of unclaimed dividends outstanding past 12 years be forfeited. Unclaimed dividends of $ nil (2022: $ 1 m; 2021: $ nil ) have been adjusted for in Retained earnings in 2023.

The 2022 second interim dividend of $ 1.97 per share was paid on 27 March 2023. The 2023 first interim dividend of $ 0.93 per share was paid on 11 September 2023.

Reconciliation of dividends charged to equity to cash flow statement:

2023 2022 2021
$m $m $m
Dividends charged to equity 4,487 4,486 3,882
Exchange losses on payment of dividend 5 5 3
Hedge contracts relating to payment of dividends (cash flow statement) ( 19 ) ( 127 ) ( 29 )
Dividends paid to non-controlling interests 4
Net movement of unclaimed dividends in the year 4
Dividends paid (cash flow statement) 4,481 4,364 3,856

26 Non-controlling interests

The Group Financial Statements at 31 December 2023 reflect equity of $ 23 m (2022: $ 21 m; 2021: $ 19 m) and total comprehensive income of $ 6 m (2022: $ 2 m; 2021: $ 3 m) attributable to the non-controlling interests in AstraZeneca Pharma India Limited, P.T. AstraZeneca Indonesia, Beijing Falikang Pharmaceutical (China) Co. Limited, and AstraZeneca Algeria Pharmaceutical Industries SPA.

In February 2016, AstraZeneca acquired a 55 % controlling stake in Acerta Pharma where the non-controlling interest was subject to put and call options. The put option gave rise to a liability (see Note 20). AstraZeneca exercised its option to acquire the remaining 45 % of shares in Acerta Pharma in April 2021.

As part of the acquisition of Alexion in July 2021, a pre-existing non-controlling interest in Caelum Biosciences was recognised (Note 27). This was valued at $ 150 m, the agreed-upon exercise price for the exclusive option to acquire the remaining equity. The option was exercised on 28 September 2021 and the acquisition of Caelum Biosciences closed shortly thereafter on 5 October 2021.

27 Acquisition of business operations

Acquisitions of business operations in 2023

On 16 January 2023, AstraZeneca completed the acquisition of Neogene Therapeutics Inc. (Neogene), a global clinical-stage biotechnology company pioneering the discovery, development and manufacturing of next-generation T-cell receptor therapies (TCR-Ts). The purchase price allocation exercise has completed, with the fair value of total consideration determined at $ 267 m. Intangible assets of $ 100 m and goodwill of $ 158 m were recognised in the acquisition balance sheet, as well as a cash outflow of $ 189 m net of cash acquired. Future contingent milestones-based and non-contingent consideration is payable to a maximum of $ 120 m. Neogene’s results have been consolidated into the Group’s results from 16 January 2023.

Acquisitions of business operations in 2022

On 16 November 2022, AstraZeneca completed the acquisition of 100 % of the issued shares of LogicBio Therapeutics, Inc. (LogicBio) based in Lexington, MA, US. LogicBio is a clinical-stage genetic medicine company pioneering genome editing and gene delivery platforms to address rare and serious diseases from infancy through adulthood. The total consideration was $ 72 m. Cash of $ 68 m was paid on the completion date, with $ 4 m of outstanding options, which will be settled in cash, recorded in current Trade and other payables. Goodwill of $ 15 m, assets of $ 82 m, including $ 46 m of intangible assets, and liabilities of $ 25 m were recognised on acquisition. LogicBio’s results have been consolidated into the Group’s results from 16 November 2022.

Acquisitions of business operations in 2021

On 21 July 2021, AstraZeneca completed the acquisition of 100 % of the issued shares of Alexion Pharmaceuticals, Inc (Alexion), based in Boston, MA, US. Alexion is a global biopharmaceutical company focused on serving patients and families affected by rare diseases and devastating conditions through the discovery, development and commercialisation of life-changing medicines.

At closing, Alexion shareholders received 2.1243 AstraZeneca American Depositary Shares (ADSs) and $ 60 in cash for each of their Alexion shares. Unvested Alexion employee share awards were converted to equivalent AstraZeneca share awards. The fair value of the purchase consideration was $ 41,058 m, comprising AstraZeneca ADSs of $ 27,196 m, cash of $ 13,349 m and replacement employee share awards of $ 513 m.

The Group funded the cash element of the acquisition with $ 8 bn of new long-term debt, issued in May and June 2021, $ 4 bn of term loans drawn in July 2021 under the $ 17.5 bn committed bank facilities entered into in December 2020 to secure the acquisition financing, and existing cash balances. The Group cancelled the remaining $ 13.5 bn of the facilities in June, July and October 2021. Loans and borrowings of $ 2.3 bn acquired with Alexion were repaid in full shortly following completion of the acquisition.

The acquisition was accounted for as a business combination using the acquisition method of accounting in accordance with IFRS 3 ‘Business Combinations’ and consequently the Alexion assets acquired, and liabilities assumed, were recorded by AstraZeneca at fair value, with the excess of the purchase price over the fair value of the identifiable assets and liabilities being recognised as goodwill.

F-44

As part of the Alexion acquisition in 2021, we identified the assets (comprising principally launched products and IPR&D post pre-clinical stage) and liabilities acquired. Attributing fair values to assets acquired and liabilities assumed as part of business combinations is considered to be a key judgement. The purchase price allocation was performed with assistance from an independent valuer to advise on the valuation techniques and key assumptions in the valuation, in particular in respect of the valuation of the intangible assets and inventory.

The fair values assigned to the Alexion business combination in 2021 were:

Fair value
$m
Non-current assets
Property, plant and equipment 1,135
Right-of-use assets 263
Intangible assets 26,855
Other non-current assets 301
28,554
Current assets
Inventories 6,769
Trade and other receivables 2,096
Intangible assets 100
Cash and cash equivalents 4,086
13,051
Current liabilities
Interest-bearing loans and borrowings ( 2,336 )
Trade and other payables ( 1,192 )
Other current liabilities ( 40 )
( 3,568 )
Non-current liabilities
Lease liabilities ( 228 )
Deferred tax liabilities ( 4,191 )
Other non-current liabilities ( 697 )
( 5,116 )
Total net assets acquired 32,921
Less: non-controlling interests ( 150 )
Goodwill 8,287
Total fair value of consideration 41,058
Less: fair value of equity consideration ( 27,196 )
Less: fair value of replacement employee share awards ( 513 )
Less: cash and cash equivalents acquired ( 4,086 )
Net cash outflow 9,263

The estimated fair value and useful lives of intangible assets were as follows:

Fair value Useful lives
$m Years
Launched products – C5 franchise ( Soliris / Ultomiris ) 18,480 6 to 15
Launched products – Strensiq , Kanuma , Andexxa 5,215 11 to 17
Products in development 2,760 Not amortised
Other intangibles 500 5 to 10
26,955

The fair value attributed to intangible assets was $ 26,955 m and primarily represents intellectual property rights over launched products of $ 23,695 m and products under development of $ 2,760 m. These were fair valued using the multi-period excess earnings method, which uses a number of estimates regarding the amount and timing of future cash flows. The key assumptions in the cash flows are the probability of technical and regulatory success, peak year sales and revenue erosion curves. In accordance with the Group’s policy on impairment assessments as set out on page 159, the assets were assessed for impairment in the final quarter of 2023, 2022 and 2021. Future milestones have been included in the valuation of the intangible assets (as a deduction of cash flows).

The fair value of inventory, which includes raw materials, work in progress and finished goods related to the launched products was estimated at $ 6,769 m, an uplift of $ 5,635 m on the carrying value prior to the acquisition. The fair value adjustment relates only to work in progress and finished goods and was calculated as the estimated selling price less costs to complete and sell the inventory, associated margins on these activities and holding costs. As at 31 December 2023, the fair value uplift has been fully unwound.

Property, plant and equipment principally comprises the manufacturing facilities in Dublin and Athlone, Ireland and was fair valued using a cost approach. The estimated fair value of $ 1,135 m represents an uplift of $ 111 m over carrying value.

The estimated fair value of contingent liabilities was $ 76 m, relating to various claims and disputes in each case where there is a possible, but not probable, future financial exposure, and involve an assessment of the likelihood of a number of scenarios in relation to those matters. This amount has been included within other non-current liabilities of $ 697 m.

The estimated fair value of trade and other receivables was $ 2,096 m, which approximated the contractual cash flows.

The net deferred tax position reflected an adjustment of $ 5,215 m related to the deferred tax impact of the fair value uplifts on intangible assets, inventories, property, plant and equipment and contingent liabilities as described above.

Goodwill amounting to $ 8,287 m was recognised on acquisition and is underpinned by a number of elements, which individually could not be quantified. Most significant among these is the premium attributable to a pre-existing, well-positioned business in the innovation-intensive, high-

F-45

growth rare diseases market with a highly skilled workforce and established reputation. Other important elements include the potential unidentified products that future research and development may yield and the core technological capabilities and knowledge base of the company. Goodwill is not expected to be deductible for tax purposes.

Non-controlling interests reflect Alexion’s pre-existing minority equity interest in Caelum Biosciences and have been valued at $ 150 m, the agreed-upon exercise price for the exclusive option to acquire the remaining equity. The option was exercised on 28 September 2021 and the acquisition of Caelum Biosciences closed shortly thereafter on 5 October 2021 (Note 26).

Alexion’s results have been consolidated into the Group’s results from 21 July 2021. For the period from acquisition to 31 December 2021, before reflecting the fair value adjustments arising on the acquisition, Alexion’s Total Revenues were $ 3,071 m and Profit after tax was $ 889 m. If the acquisition had taken effect at the beginning of the reporting period in which the acquisition occurred (1 January 2021), on a pro forma basis, after reflecting the fair value adjustments arising on the acquisition, the Total Revenue of the combined Group for the year ended 31 December 2021 would have been $ 41,132 m and the Loss after tax would have been $ 1,152 m. This pro forma information does not purport to represent the results of the combined Group that actually would have occurred had the acquisition taken place on 1 January 2021 and should not be taken to be representative of future results.

Total acquisition-related costs of $ 5 m (2022: $ 4 m; 2021: $ 171 m) have been incurred by the Group, which include advisory, legal and other professional fees. These costs are presented in the Statement of Comprehensive Income within Selling, general and administrative expense and Finance expense.

The terms of the acquisition include a retention bonus plan for legacy Alexion employees whereby up to $ 50 m may be used for retention bonus awards to employees at the level of Vice President or below. In 2023, $ nil costs were recorded in the Statement of Comprehensive Income (2022: $ 3 m; 2021: $ 24 m). These bonuses vested and were paid six months after the acquisition, or earlier.

Upon completion of the acquisition, all unvested Alexion employee share awards were converted into AstraZeneca restricted stock awards that continue to have, and shall be subject to, the same terms and conditions as applied in the corresponding Alexion awards immediately prior to completion. Alexion Performance Stock Plan (PSU) awards that included performance-based vesting conditions were converted using the greater of the original target level and Alexion's assessment of the level of achievement immediately prior to completion (subject to a limit of 175 % for the awards granted in 2019 and a limit of 150 % for the awards granted in 2020). In the year, a cost of $ 48 m (2022: $ 257 m; 2021: $ 257 m) has been recorded in the Statement of Comprehensive Income, $ nil (2022: $ 9 m; 2021: $ 9 m) in Cost of sales, $ 16 m (2022: $ 92 m; 2021: $ 73 m) in Research and development expense and $ 32 m (2022: $ 156 m; 2021: $ 175 m) in Selling, general and administrative expense. Payments made to the Employee Benefit Trust upon vesting of share awards recognised as part of the consideration for the acquisition of Alexion are recognised within investing activities in the Group’s Statement of Cash Flows as the cash payment relates to the settlement of the obligation that arose on the acquisition of Alexion that was included as part of the consideration for the acquisition.

28 Financial risk management objectives and policies

The Group’s principal financial instruments, other than derivatives, comprise bank overdrafts, loans and other borrowings, lease liabilities, current and non-current investments, cash and short-term deposits. The main purpose of these financial instruments is to manage the Group’s funding and liquidity requirements. The Group has other financial assets and liabilities such as trade receivables and trade payables, which arise directly from its operations.

The principal financial risks to which the Group is exposed are those of liquidity, interest rate, foreign currency and credit. Each of these is managed in accordance with Board-approved policies. These policies, together with the Group's approach to capital management, are set out below.

Capital management

The capital structure of the Group consists of Shareholders’ equity (Note 24), Debt (Note 19), Other current investments (Note 12) and Cash (Note 17). For the foreseeable future, the Board will maintain a capital structure that supports the Group’s strategic objectives through:

managing funding and liquidity risk

optimising shareholder return

maintaining a strong, investment-grade credit rating.

The Group utilises factoring arrangements and bank acceptance drafts discounting for selected trade receivables. These arrangements qualify for full derecognition of the associated trade receivables under IFRS 9. Amounts due on invoices that have not been factored at year end, from customers that are subject to these arrangements, are disclosed in Note 16.

Funding and liquidity risk are reviewed regularly by the Board and managed in accordance with the policies described below.

The Board regularly reviews its shareholders’ distribution policy, which comprises a regular cash dividend and potentially a share repurchase component. No share repurchases have been made since 2012.

The Group’s net debt position (loans and borrowings net of Cash and cash equivalents, Other investments and Derivative financial instruments) has decreased from a net debt position of $ 22,923 m at the beginning of the year to a net debt position of $ 22,510 m at 31 December 2023.

Liquidity risk

The Board reviews the Group’s ongoing liquidity risks annually as part of the planning process and on an ad hoc basis. The Board considers short-term requirements against available sources of funding, taking into account forecast cash flows. The Group manages liquidity risk by maintaining access to a number of sources of funding which are sufficient to meet anticipated funding requirements. Specifically, the Group uses US and European commercial paper, bank loans, committed bank facilities and cash resources to manage short-term liquidity and manages long-term liquidity by raising funds through the capital markets. At 31 December 2023, the Group was assigned short-term credit ratings of P-1 by Moody’s and A-1 by Standard and Poor’s. The Group’s long-term credit rating was A2 Stable outlook by Moody’s and A Stable outlook by Standard and Poor’s.

In addition to Cash and cash equivalents of $ 5,840 m, short-term fixed income investments of $ 20 m, less overdrafts of $ 203 m at 31 December 2023, the Group has committed bank facilities of $ 6,875 m available to manage liquidity. These committed bank facilities have no financial covenants. $ 2,000 m mature in February 2025. The maturity of the $ 4,875 m facilities was extended in February 2024 from April 2026 to April 2029. The Group regularly monitors the credit standing of the banks providing the facilities and currently does not anticipate any issue with drawing on the committed facilities should this be necessary. Advances under these facilities currently bear an interest rate per annum based on SOFR (Secured Overnight Financing Rate) plus a margin.

F-46

At 31 December 2023, the Group has $ 4,855 m outstanding from debt issued under a Euro Medium Term Note programme and $ 19,959 m under a SEC-registered programme. The funds made available under these facility agreements may be used for the general corporate purposes of the Group.

The maturity profile of the anticipated future contractual cash flows including interest in relation to the Group’s financial liabilities, on an undiscounted basis and which, therefore, differs from both the carrying value and fair value, is as follows:

Bank Total Derivative Derivative Total
overdrafts Trade non-derivative financial financial derivative
and other Bonds and Lease and other financial instruments instruments financial
loans bank loans liability payables instruments receivable payable instruments Total
$m $m $m $m $m $m $m $m $m
Within one year 387 1,981 256 19,007 21,631 ( 11,766 ) 11,774 8 21,639
In one to two years 5,647 210 2,521 8,378 ( 55 ) 66 11 8,389
In two to three years 5,242 163 1,669 7,074 ( 1,060 ) 1,079 19 7,093
In three to four years 2,591 130 862 3,583 ( 35 ) 39 4 3,587
In four to five years 2,970 96 233 3,299 ( 118 ) 111 ( 7 ) 3,292
In more than five years 19,727 221 2,212 22,160 ( 1,521 ) 1,480 ( 41 ) 22,119
387 38,158 1,076 26,504 66,125 ( 14,555 ) 14,549 ( 6 ) 66,119
Effect of interest ( 8,609 ) ( 8,609 ) 299 ( 325 ) ( 26 ) ( 8,635 )
Effect of discounting, fair values and issue costs ( 142 ) ( 89 ) ( 2,633 ) ( 2,864 ) ( 36 ) 7 ( 29 ) ( 2,893 )
31 December 2021 387 29,407 987 23,871 54,652 ( 14,292 ) 14,231 ( 61 ) 54,591
Bank Total Derivative Derivative Total
overdrafts Trade non-derivative financial financial derivative
and other Bonds and Lease and other financial instruments instruments financial
loans bank loans liability payables instruments receivable payable instruments Total
$m $m $m $m $m $m $m $m $m
Within one year 365 5,777 249 19,065 25,456 ( 12,445 ) 12,478 33 25,489
In one to two years 5,233 208 2,086 7,527 ( 1,012 ) 1,078 66 7,593
In two to three years 2,608 172 872 3,652 ( 34 ) 38 4 3,656
In three to four years 2,983 128 595 3,706 ( 103 ) 103 3,706
In four to five years 1,267 84 814 2,165 ( 32 ) 35 3 2,168
In more than five years 18,156 184 3,177 21,517 ( 1,436 ) 1,378 ( 58 ) 21,459
365 36,024 1,025 26,609 64,023 ( 15,062 ) 15,110 48 64,071
Effect of interest ( 15 ) ( 7,982 ) ( 7,997 ) 227 ( 249 ) ( 22 ) ( 8,019 )
Effect of discounting, fair values and issue costs ( 113 ) ( 72 ) ( 3,299 ) ( 3,484 ) 63 7 70 ( 3,414 )
31 December 2022 350 27,929 953 23,310 52,542 ( 14,772 ) 14,868 96 52,638
Bank Total Derivative Derivative Total
overdrafts Trade non-derivative financial financial derivative
and other Bonds and Lease and other financial instruments instruments financial
loans bank loans liability payables instruments receivable payable instruments Total
$m $m $m $m $m $m $m $m $m
Within one year 542 5,469 313 22,401 28,725 ( 11,302 ) 11,366 64 28,789
In one to two years 2,764 261 1,482 4,507 ( 100 ) 114 14 4,521
In two to three years 3,137 208 788 4,133 ( 164 ) 179 15 4,148
In three to four years 2,230 138 625 2,993 ( 924 ) 883 ( 41 ) 2,952
In four to five years 3,822 88 12 3,922 ( 949 ) 971 22 3,944
In more than five years 17,995 271 35 18,301 ( 1,507 ) 1,340 ( 167 ) 18,134
542 35,417 1,279 25,343 62,581 ( 14,946 ) 14,853 ( 93 ) 62,488
Effect of interest ( 27 ) ( 8,270 ) ( 8,297 ) 589 ( 644 ) ( 55 ) ( 8,352 )
Effect of discounting, fair values and issue costs ( 168 ) ( 151 ) ( 309 ) ( 628 ) 44 ( 46 ) ( 2 ) ( 630 )
31 December 2023 515 26,979 1,128 25,034 53,656 ( 14,313 ) 14,163 ( 150 ) 53,506

Where interest payments are on a floating rate basis, it is assumed that rates will remain unchanged from the last business day of each year ended 31 December.

The Group has $ 2 bn of bank loans that mature in July 2024 which the Group can repay before maturity at face value. Other than that, it is not expected that the cash flows in the maturity profile could occur significantly earlier or at significantly different amounts, with the exception of $ 2,137 m of contingent consideration held within Trade and other payables (see Note 20).

Market risk

Interest rate risk

The Group maintains a Board-approved mix of fixed and floating rate debt and uses underlying debt, interest rate swaps and forward rate agreements to manage this mix.

The majority of surplus cash is currently invested in US dollar liquidity funds and investment-grade fixed income securities.

F-47

The interest rate profile of the Group’s interest-bearing financial instruments are set out below. In the case of current and non-current financial liabilities, the classification includes the impact of interest rate swaps which convert the debt to floating rate.

2023 2022 2021
Fixed rate Floating rate Total Fixed rate Floating rate Total Fixed rate Floating rate Total
$m $m $m $m $m $m $m $m $m
Financial liabilities
Current 2,885 2,515 5,400 2,476 3,066 5,542 1,232 661 1,893
Non-current 23,222 23,222 21,511 2,179 23,690 23,985 4,903 28,888
Total 26,107 2,515 28,622 23,987 5,245 29,232 25,217 5,564 30,781
Financial assets
Fixed deposits 64 64 53 53
Cash collateral pledged to counterparties 102 102 162 162
Cash and cash equivalents 5,840 5,840 250 5,916 6,166 6,329 6,329
Total 5,942 5,942 314 6,078 6,392 53 6,329 6,382

In addition to the financial assets above, there are $ 11,288 m (2022: $ 9,546 m; 2021: $ 8,765 m) of other current and non-current asset investments and other financial assets.

The Group is also exposed to market risk on other investments.

2023 2022 2021
$m $m $m
Equity securities at fair value through Other comprehensive income (Note 12) 1,530 1,056 1,168
Non-current fixed income securities at fair value through profit or loss (Note 12) 10
Total 1,530 1,066 1,168

Foreign currency risk

The US dollar is the Group’s most significant currency. As a consequence, the Group results are presented in US dollars and exposures are managed against US dollars accordingly.

Translational

Approximately 60 % of Group external sales in 2023 were denominated in currencies other than the US dollar, while a significant proportion of manufacturing, and research and development costs were denominated in pound sterling and Swedish krona. Surplus cash generated by business units is substantially converted to, and held centrally in, US dollars. As a result, operating profit and total cash flow in US dollars will be affected by movements in exchange rates.

This currency exposure is managed centrally, based on forecast cash flows. The impact of movements in exchange rates is mitigated significantly by the correlations which exist between the major currencies to which the Group is exposed and the US dollar. Monitoring of currency exposures and correlations is undertaken on a regular basis and hedging is subject to pre-execution approval.

As at 31 December 2023, before the impact of derivatives, 2 % of interest-bearing loans and borrowings were denominated in pound sterling and 16 % were denominated in euros. Where there is non-US dollar debt and an underlying net investment of that amount in the same currency, the Group applies net investment hedging. Exchange differences on the retranslation of debt designated as net investment hedges are recognised in Other comprehensive income to the extent that the hedge is effective. Any ineffectiveness is taken to profit. For details of non-US dollar debt in a designated hedging relationship please see the Hedge accounting section within this Note 28 from page 200.

The Group holds cross-currency swaps to hedge against the impact of fluctuations in foreign exchange rates. Fair value movements on the revaluation of the cross-currency swaps are recognised in Other comprehensive income to the extent that the hedge is effective, with any ineffectiveness taken to profit.

As at 31 December 2023, the Group operates in three countries designated as hyperinflationary, being Argentina, Venezuela and Turkey. The foreign exchange risk of these markets has been assessed and deemed to be immaterial.

Transactional

The Group aims to hedge all its forecasted major transactional currency exposures on working capital balances, which typically extend for up to three months . Where practicable, these are hedged using forward foreign exchange contracts. In addition, external dividend payments in pound sterling to UK shareholders and in Swedish krona to Swedish shareholders are fully hedged from announcement date to payment date. Foreign exchange gains and losses on forward contracts transacted for transactional hedging are taken to profit or to Other comprehensive income if the contract is in a designated cash flow hedge.

Sensitivity analysis

The sensitivity analysis set out below summarises the sensitivity of the market value of our financial instruments to hypothetical changes in market rates and prices. The range of variables chosen for the sensitivity analysis reflects our view of changes which are reasonably possible over a one-year period. Market values are the present value of future cash flows based on market rates and prices at the valuation date. For long-term debt, an increase in interest rates results in a decline in the fair value of debt.

The sensitivity analysis assumes an instantaneous 100 basis point change in interest rates in all currencies from their levels at 31 December 2023, with all other variables held constant. Based on the composition of our long-term debt portfolio and cash reserves as at 31 December 2023, a 1 % increase in interest rates would result in an additional $ 25 m in interest expense on the debt and an additional $ 58 m interest income on the cash reserves. The exchange rate sensitivity analysis assumes an instantaneous 10 % change in foreign currency exchange rates from their levels at 31 December 2023, with all other variables held constant. The + 10 % case assumes a 10 % strengthening of the US dollar against all other currencies and the - 10 % case assumes a 10 % weakening of the US dollar.

F-48

Each incremental 10 % movement in foreign currency exchange rates would have approximately the same effect as the initial 10 % detailed in the table below and each incremental 1 % change in interest rates would have approximately the same effect as the 1 % detailed in the table below.

Interest rates Exchange rates
31 December 2021 + 1 % −1% + 10 % −10%
Increase/(decrease) in fair value of financial instruments ($m) 1,978 ( 2,106 ) 82 ( 85 )
Impact on profit: gain/(loss) ($m) 24 ( 9 )
Impact on equity: gain/(loss) ($m) 58 ( 76 )
Interest rates Exchange rates
31 December 2022 + 1 % −1% + 10 % −10%
Increase/(decrease) in fair value of financial instruments ($m) 1,317 ( 1,490 ) 81 ( 89 )
Impact on profit: gain/(loss) ($m) 26 ( 15 )
Impact on equity: gain/(loss) ($m) 55 ( 74 )
Interest rates Exchange rates
31 December 2023 + 1 % −1% + 10 % −10%
Increase/(decrease) in fair value of financial instruments ($m) 1,361 ( 1,534 ) 196 ( 212 )
Impact on profit: gain/(loss) ($m) 134 ( 128 )
Impact on equity: gain/(loss) ($m) 62 ( 83 )

Credit risk

The Group is exposed to credit risk on financial assets, such as cash investments, derivative instruments, and Trade and other receivables. The Group was also exposed in its Net asset position to its own credit risk in respect of the 2023 debentures which are accounted for at FVPL. Under IFRS 9, the effect of the losses and gains arising from own credit risk on the fair value of bonds designated at FVPL are recorded in Other comprehensive income.

Financial counterparty credit risk

The majority of the AstraZeneca Group’s cash is centralised within the Group treasury entity and is subject to counterparty risk on the principal invested. The level of the Group’s cash investments and hence credit risk will depend on the cash flow generated by the Group and the timing of the use of that cash. The credit risk is mitigated through a policy of prioritising security and liquidity over return and, as such, cash is only invested in high credit-quality investments. Counterparty limits are set according to the assessed risk of each counterparty and exposures are monitored against these limits on a regular basis.

The Group’s principal financial counterparty credit risks at 31 December 2023 were as follows:

Current assets

2023 2022 2021
$m $m $m
Cash at bank and in hand 1,325 1,411 1,461
Money market liquidity funds 4,425 4,486 4,772
Other short-term cash equivalents 90 269 96
Total Cash and cash equivalents (Note 17) 5,840 6,166 6,329
Fixed income securities at fair value through profit or loss (Note 12) 20 13 16
Cash collateral pledged to counterparties (Note 12) 102 162
Fixed deposits (Note 12) 64 53
Total derivative financial instruments (Note 13) 116 87 83
Current assets subject to credit risk 6,078 6,492 6,481

Non-current assets

2023 2022 2021
$m $m $m
Derivative financial instruments (Note 13) 228 74 102
Non-current assets subject to credit risk 228 74 102

The majority of the Group’s cash is invested in US dollar AAA-rated money market liquidity funds. The money market liquidity fund portfolios are managed by six external third-party fund managers to maintain an AAA rating. The Group’s investments represent no more than 10 % of each overall fund value. There were no other significant concentrations of financial credit risk at the reporting date.

All financial derivatives are transacted with commercial banks, in line with standard market practice. The Group has agreements with some bank counterparties whereby the parties agree to post cash collateral, for the benefit of the other, equivalent to the market valuation of the derivative positions above a predetermined threshold. The carrying value of such cash collateral held by the Group at 31 December 2023 was $ 215 m (2022: $ 89 m; 2021: $ 93 m) and the carrying value of such cash collateral posted by the Group at 31 December 2023 was $ 102 m (2022: $ 162 m; 2021: $ 47 m).

The impairment provision for other financial assets at 31 December 2023 was immaterial.

Trade receivables

Trade receivable exposures are managed locally in the operating units where they arise and credit limits are set as deemed appropriate for the customer. The Group is exposed to customers ranging from government-backed agencies and large private wholesalers to privately owned pharmacies, and the underlying local economic and sovereign risks vary throughout the world. Where appropriate, the Group endeavours to minimise risks by the use of trade finance instruments such as letters of credit and insurance. The Group applies the expected credit loss approach to establish an allowance for impairment that represents its estimate of expected losses in respect of Trade receivables.

The Group applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance to Trade receivables. To measure expected credit losses, Trade receivables have been grouped based on shared credit characteristics and the days past due.

F-49

The expected loss rates are based on payment profiles over a period of 36 months before 31 December 2023, 31 December 2022 or 31 December 2021 respectively and the corresponding historical credit losses experienced within this period. The historical loss rates are adjusted to reflect current and forward-looking information on macroeconomic factors affecting the ability of the customer to settle the receivables.

On that basis, the loss allowance was determined as follows:

0-90 days 90-180 days Over 180 days
31 December 2021 Current past due past due past due Total
Expected loss rate 0.1 % 1.2 % 22.6 % 11.0 %
Gross carrying amount ($m) 5,617 328 18 91 6,054
Loss allowance ($m) 5 4 4 10 23
0-90 days 90-180 days Over 180 days
31 December 2022 Current past due past due past due Total
Expected loss rate 0.03 % 0.3 % 32.0 % 40.6 %
Gross carrying amount ($m) 6,791 331 50 99 7,271
Loss allowance ($m) 2 1 16 40 59
0-90 days 90-180 days Over 180 days
31 December 2023 Current past due past due past due Total
Expected loss rate 0.01 % 0.3 % 0.8 % 15.0 %
Gross carrying amount ($m) 7,709 342 121 280 8,452
Loss allowance ($m) 1 1 1 42 45

Trade receivables are written off where there is no reasonable expectation of recovery.

Impairment losses on Trade receivables are presented as net impairment losses within Operating profit, any subsequent recoveries are credited against the same line.

In the US, sales to three wholesalers accounted for approximately 80 % of US sales (2022: three wholesalers accounted for approximately 73 %; 2021: three wholesalers accounted for approximately 94 %).

The movements of the Group expected credit losses provision are follows:

2023 2022 2021
$m $m $m
At 1 January 59 23 23
Net movement recognised in income statement ( 14 ) 37 ( 2 )
Amounts utilised, exchange and other movements ( 1 ) 2
At 31 December 45 59 23

Given the profile of our customers, including large wholesalers and government-backed agencies, no further credit risk has been identified with the Trade receivables not past due other than those balances for which an allowance has been made. The income statement credit or charge is recorded in Operating profit.

Hedge accounting

The Group uses foreign currency borrowings, foreign currency forwards and swaps, currency options, interest rate swaps and cross-currency interest rate swaps for the purpose of hedging its foreign currency and interest rate risks. The Group may designate certain financial instruments as fair value hedges, cash flow hedges or net investment hedges in accordance with IFRS 9. Hedge effectiveness is determined at the inception of the hedge relationship, and through periodic prospective effectiveness assessments to ensure that an economic relationship exists between the hedged item and hedging instrument. Sources of hedge effectiveness will depend on the hedge relationship designation but may include:

a significant change in the credit risk of either party to the hedging relationship

a timing mismatch between the hedging instrument and the hedged item

movements in foreign currency basis spread for derivatives in a fair value hedge

a significant change in the value of the foreign currency-denominated net assets of the Group in a net investment hedge.

The hedge ratio for each designation will be established by comparing the quantity of the hedging instrument and the quantity of the hedged item to determine their relative weighting; for all of the Group’s existing hedge relationships the hedge ratio has been determined as 1 :1. Designated hedges are expected to be effective and therefore the impact of ineffectiveness on profit is not expected to be material. The accounting treatment for fair value hedges and debt designated as FVPL is disclosed in the Group Accounting Policies section from page 152.

F-50

The following table represents the Group’s continuing designated hedge relationships under IFRS 9.

2021

Other comprehensive income
Fair value
loss
Opening Fair value recycled Closing
Nominal balance (gain)/loss to the balance Average
amounts Carrying 1 January deferred Income 31 December Average Average pay
in local value 2021 to OCI statement 2021 maturity USD FX interest
currency $m $m $m $m $m year rate rate
Cash flow hedges – foreign currency and interest rate risk 1, 3, 4
Cross currency interest rate swaps – Euro bonds EUR 1,700 m ( 43 ) 46 182 ( 201 ) 27 2026 1.14 USD 2.85 %
FX Forwards − short-term FX risk USD 1,220 m 12 ( 5 ) ( 7 ) ( 12 ) 2022
Net investment hedge – foreign exchange risk 2, 3
Transactions matured pre-2021 ( 565 ) ( 565 )
Cross currency interest rate swap – JPY investment JPY 58.3 bn 62 ( 19 ) ( 43 ) ( 62 ) 2029 108.03 JPY 1.53 %
Cross currency interest rate swap – CNY investment CNY 458 m ( 2 ) 2 2 2026 6.68 CNY 4.80 %
Foreign currency borrowing – GBP investment GBP 350 m 470 ( 233 ) ( 5 ) ( 238 ) 2031 n/a GBP 5.75 %
Foreign currency borrowing – EUR investment 5 EUR 450 m 85 ( 47 ) 38 2021 n/a EUR 0.88 %
Foreign currency borrowing – EUR investment 6 EUR 800 m 898 ( 50 ) ( 50 ) 2029 n/a EUR 0.38 %
Contingent consideration liabilities and Acerta Pharma share purchase liability – AZUK and AZAB USD investments USD 2,658 m ( 2,658 ) 1,411 421 1,832

2022

Other comprehensive income
Fair value
(gain)/loss
Opening Fair value recycled Closing
Nominal balance (gain)/loss to the balance Average
amounts Carrying 1 January deferred Income 31 December Average Average pay
in local value 2022 to OCI statement 2022 maturity USD FX interest
currency $m $m $m $m $m year rate rate
Cash flow hedges – foreign currency and interest rate risk 1, 3, 4
Cross currency interest rate swaps – Euro bonds EUR 1,700 m ( 160 ) 27 118 ( 111 ) 34 2026 1.14 USD 2.85 %
FX Forwards − short-term FX risk USD 1,126 m ( 12 ) ( 12 ) ( 14 ) 38 12 2023
Net investment hedge – foreign exchange risk 2, 3
Transactions matured pre-2022 ( 527 ) ( 527 )
Cross currency interest rate swap – JPY investment JPY 58.3 bn 55 ( 62 ) 7 ( 55 ) 2029 108.03 JPY 1.53 %
Cross currency interest rate swap – CNY investment CNY 458 m ( 4 ) 2 2 4 2026 6.68 CNY 4.80 %
Foreign currency borrowing – GBP investment GBP 350 m 420 ( 238 ) ( 50 ) ( 288 ) 2031 n/a GBP 5.75 %
Foreign currency borrowing – EUR investment 6 EUR 800 m 846 ( 50 ) ( 52 ) ( 102 ) 2029 n/a EUR 0.38 %
Contingent consideration liabilities and Acerta Pharma share purchase liability – AZUK and AZAB USD investments USD 2,093 m ( 2,093 ) 1,832 384 2,216

2023

Other comprehensive income
Fair value
(gain)/loss
Opening Fair value recycled Closing
Nominal balance (gain)/loss to the balance Average
amounts Carrying 1 January deferred Income 31 December Average Average pay
in local value 2023 to OCI statement 2023 maturity USD FX interest
currency $m $m $m $m $m year rate rate
Cash flow hedges – foreign currency and interest rate risk 2, 4, 5
Cross currency interest rate swaps – Euro bonds EUR 3,200 m 49 34 ( 210 ) 139 ( 37 ) 2027 1.10 USD 3.80 %
FX Forwards − short-term FX risk USD 2,009 m 15 12 ( 33 ) 6 ( 15 ) 2024
Net investment hedge – foreign exchange risk 3, 4
Transactions matured pre-2023 ( 527 ) ( 527 )
Cross currency interest rate swap – JPY investment JPY 58.3 bn 100 ( 55 ) ( 45 ) ( 100 ) 2029 108.03 JPY 1.53 %
Cross currency interest rate swap – CNY investment CNY 458 m ( 1 ) 4 ( 3 ) 1 2026 6.68 CNY 4.80 %
Foreign currency borrowing – GBP investment GBP 350 m 444 ( 288 ) 24 ( 264 ) 2031 n/a GBP 5.75 %
Foreign currency borrowing – EUR investment 7 EUR 800 m 881 ( 102 ) 33 ( 69 ) 2029 n/a EUR 0.38 %
Contingent consideration liabilities and Acerta Pharma share purchase liability – AZUK and AZAB USD investments USD 1,937 m ( 1,937 ) 2,216 ( 81 ) 2,135

1 Swaps designated in a fair value hedge matured on 24 November 2021 and hedge ineffectiveness during 2023 was $ nil (2022: $ nil ; 2021: $ nil ).

2 Hedge ineffectiveness recognised on swaps designated in a cash flow hedge during the period was $ nil (2022: $ nil ; 2021: $ nil ).

3 Hedge ineffectiveness recognised on swaps designated in a net investment hedge during the period was $ nil (2022: $ nil ; 2021: $ nil ).

4 Fair value movements on cross-currency interest rate swaps in cash flow hedge and net investment hedge relationships are shown inclusive of the impact of costs of hedging.

5 Nominal amount of FX forwards in a cash flow hedge of $ 2,009 m represents the USD equivalent notional of the FX forwards. By currency, the nominal amounts were SEK 9,778 m at FX rate 9.9869 , JPY 24,351 m at 141.4050 , GBP 428 m at 0.7844 and EUR 228 m at 0.9036 . All FX forwards in a cash flow hedge mature on 25 January 2024.

6 The EUR 450 m NIH matured in November 2021, when the hedging instrument, a EUR bond matured.

7 On 3 June 2021, upon issuance of the EUR 800 m 0.375 % 2029 Non-callable bond, EUR 550 m was designated in a net investment hedge of the foreign currency exposure in relation of an equivalent amount of EUR-denominated net assets. The remaining EUR 250 m was subsequently designated in a net investment hedge upon maturity of the EUR 450 m bond on 24 November 2021.

Key controls applied to transactions in derivative financial instruments are to use only instruments where good market liquidity exists, to revalue all financial instruments regularly using current market rates and to sell options only to offset previously purchased options or as part of a risk management strategy. The Group is not a net seller of options, and does not use derivative financial instruments for speculative purposes. The Group held no options during the reporting period.

F-51

29 Employee costs and share plans for employees

Employee costs

The monthly average number of people, to the nearest hundred, employed by the Group is set out in the table below. In accordance with the Companies Act 2006, this includes part-time employees.

2023 2022 2021
Employees
UK 10,700 9,800 8,900
Rest of Europe 23,000 20,600 18,300
The Americas 22,400 20,900 18,800
Asia, Africa & Australasia 30,300 30,700 33,600
Continuing operations 86,400 82,000 79,600

Geographical distribution described in the table above is by location of legal entity employing staff. Certain staff will undertake some or all of their activity in a different location.

The number of people employed by the Group at the end of 2023 was 89,900 (2022: 83,500 ; 2021: 83,100 ).

The costs incurred during the year in respect of these employees were:

2023 2022 2021
$m $m $m
Wages and salaries 9,341 8,656 7,633
Social security costs 1,100 991 886
Pension costs 537 546 564
Other employment costs 1,357 1,338 1,192
Total 12,335 11,531 10,275

Severance costs of $ 123 m are not included above (2022: $ 227 m; 2021: $ 238 m).

The charge for share-based payments in respect of share plans is $ 579 m (2022: $ 619 m; 2021: $ 615 m). Payments made to the Employee Benefit Trust upon vesting of share awards are recognised within operating cash flows, reflecting the substance of the arrangement in place between the Group and the Trust. The plans are equity settled.

The Directors believe that, together with the basic salary system, the Group’s employee incentive schemes provide competitive and market-related packages to motivate employees. They should also align the interests of employees with those of shareholders, as a whole, through long-term share ownership in the Company. The Group’s current US, UK and Swedish schemes are described below; other arrangements apply elsewhere.

Bonus and share plans

US

In the US, there are two employee short-term performance bonus plans in operation to differentiate and reward strong individual performance. Performance bonuses are paid in cash. The AstraZeneca Performance Share Plan and the AstraZeneca Global Restricted Share Plan operate in respect of relevant employees in the US. AstraZeneca ADRs necessary to satisfy the awards are purchased on the market or funded via a trust.

UK

The AstraZeneca UK Performance Bonus Plan

Employees of participating AstraZeneca UK companies are invited to participate in this bonus plan, which rewards strong individual performance. Bonuses are paid in cash.

The AstraZeneca UK All-Employee Share Plan

The Company offers UK employees the opportunity to buy Partnership Shares (Ordinary Shares). Employees may invest up to £ 150 a month to purchase Partnership Shares in the Company at the current market value. In 2010, the Company introduced a Matching Share element, the first award of which was made in 2011. Currently one Matching Share is awarded for every four Partnership Shares purchased. Partnership Shares and Matching Shares are held in the HM Revenue & Customs (HMRC)-approved All-Employee Share Plan. At the Company’s AGM in 2002, shareholders approved the issue of new shares for the purposes of the All-Employee Share Plan.

Sweden

In Sweden, an all-employee performance bonus plan is in operation, which rewards strong individual performance. Bonuses are paid 50 % into a fund investing in AstraZeneca equities and 50 % in cash. The AstraZeneca Executive Annual Bonus Scheme, the AstraZeneca Performance Share Plan and the AstraZeneca Global Restricted Stock Plan all operate in respect of relevant AstraZeneca employees in Sweden.

Other bonus and share plans that operate across the Group are described below.

The AstraZeneca Executive Annual Bonus Scheme

This scheme is a performance bonus scheme for Directors and senior employees who do not participate in the AstraZeneca UK Performance Bonus Plan. Annual bonuses are paid in cash and reflect both corporate and individual performance measures. The Remuneration Committee has discretion to reduce or withhold bonuses if business performance falls sufficiently short of expectations in any year such as to make the payment of bonuses inappropriate.

The AstraZeneca Deferred Bonus Plan

This plan was introduced in 2006 and is used to defer a portion of the bonus earned under the AstraZeneca Executive Annual Bonus Scheme into Ordinary Shares in the Company for a period of three years . The plan currently operates only in respect of Executive Directors and members of the SET (with awards granted as AstraZeneca ADRs for members of SET employed within the US). Awards of shares under this plan are typically made in March each year, the first award having been made in February 2006.

F-52

The AstraZeneca Performance Share Plan

This plan was approved by shareholders in 2020 for a period of 10 years (subsequently amended by approval of shareholders in 2021) and replaces the 2014 AstraZeneca Performance Share Plan. Generally, awards can be granted at any time, but not during a closed period of the Company. The first grant of Performance Share Plan awards was made in May 2014 under the 2014 AstraZeneca Performance Share Plan. Awards granted under the plan vest after three years , or in the case of Executive Directors and members of the SET, after an additional two-year holding period, and is subject to the achievement of performance conditions. For awards granted to all participants in 2023, vesting is subject to a combination of measures focused on science and innovation, revenue growth, financial performance and carbon reduction. The Remuneration Committee has responsibility for agreeing any awards under the plan and for setting the policy for the way in which the plan should be operated, including agreeing performance targets and which employees should be eligible to participate.

The AstraZeneca Investment Plan

This plan was introduced in 2010 and approved by shareholders at the 2010 AGM. The final grant of awards under this plan took place in March 2016. Awards granted under the plan vest after eight years and are subject to performance conditions measured over a period of four years .

The AstraZeneca Global Restricted Stock Plan

The Global Restricted Stock Plan (GRSP) was introduced in 2010. This plan provides for the grant of restricted stock unit (RSU) awards to selected below SET-level employees and is used in conjunction with the AstraZeneca Performance Share Plan to provide a mix of RSUs and performance share units (PSUs). Awards typically vest on the third anniversary of the date of grant and are contingent on continued employment with the Company. The Remuneration Committee has responsibility for agreeing any awards under the plan and for setting the policy for the way in which the plan should be operated.

The AstraZeneca Restricted Share Plan

This plan was introduced in 2008 and provides for the grant of restricted share unit (RSU) awards to key employees, excluding Executive Directors. Awards are made on an ad hoc basis with variable vesting dates. The plan has been used five times in 2023 to make awards to 305 employees. The Remuneration Committee has responsibility for agreeing any awards under the plan and for setting the policy for the way in which the plan should be operated.

The AstraZeneca Extended Incentive Plan

This plan was introduced in 2018 and provides for the grant of awards to key employees, excluding Executive Directors. Awards are made on an ad hoc basis and 50 % of the award will normally vest on the fifth anniversary of grant, with the balance vesting on the tenth anniversary of grant. The award can be subject to the achievement of performance conditions. The Remuneration Committee has responsibility for agreeing any awards under the plan and for setting the policy for the way in which the plan should be operated, including agreeing performance targets (if any) and which employees should be invited to participate.

Details of share options outstanding during the year for the main share plans are shown below.

The AstraZeneca Performance Share Plan The AstraZeneca Global Restricted Stock Plan The AstraZeneca Restricted Share Plan The AstraZeneca Extended Incentive Plan
Ordinary Shares ADR Shares Ordinary Shares ADR Shares 1 Ordinary Shares ADR Shares Ordinary Shares ADR Shares
ʼ000 ʼ000 ʼ000 ʼ000 ʼ000 ʼ000 ʼ000 ʼ000
Outstanding at 1 January 2021 3,045 4,791 1,626 9,175 161 506 300 65
Granted 1,275 2,082 902 4,509 139 481 175
Forfeited ( 220 ) ( 494 ) ( 158 ) ( 1,254 ) ( 18 ) ( 42 ) ( 18 ) ( 45 )
Cancelled ( 9 ) ( 1 ) ( 8 )
Exercised ( 632 ) ( 1,201 ) ( 341 ) ( 2,881 ) ( 27 ) ( 182 )
Outstanding at 31 December 2021 3,459 5,178 2,028 9,541 255 763 282 195
Granted 1,059 2,339 1,237 6,478 75 216
Forfeited ( 132 ) ( 570 ) ( 190 ) ( 1,627 ) ( 25 ) ( 136 ) ( 23 )
Cancelled ( 3 )
Exercised ( 756 ) ( 1,223 ) ( 606 ) ( 2,706 ) ( 72 ) ( 165 )
Outstanding at 31 December 2022 3,630 5,724 2,469 11,683 233 678 259 195
Granted 976 2,071 1,185 6,343 208 436 71 95
Forfeited ( 148 ) ( 437 ) ( 187 ) ( 1,417 ) ( 20 ) ( 59 ) ( 8 )
Cancelled ( 3 ) ( 34 )
Exercised ( 813 ) ( 1,470 ) ( 570 ) ( 2,738 ) ( 86 ) ( 288 ) ( 107 ) ( 9 )
Outstanding at 31 December 2023 3,645 5,888 2,897 13,868 335 767 215 247

1 Shares issued to Alexion employees under the GRSP are covered under the Alexion employee share award below.

The AstraZeneca Performance Share Plan The AstraZeneca Global Restricted Stock Plan The AstraZeneca Restricted Share Plan The AstraZeneca Extended Incentive Plan
WAFV 1 WAFV WAFV WAFV WAFV WAFV WAFV WAFV
pence $ pence $ pence $ pence $
WAFV of 2021 grants 6012 41.56 6893 47.75 7415 53.96 56.83
WAFV of 2022 grants 8328 55.73 9167 61.21 9894 63.35
WAFV of 2023 grants 9929 59.95 10822 65.38 11135 65.37 11748 74.78

1 Weighted average fair value.

Alexion employee share award plan

At acquisition in 2021 Alexion employee share awards were converted into AstraZeneca restricted stock awards that continue to have, and shall be subject to, the same terms and conditions as applied in the corresponding Alexion awards immediately prior to completion. The fair value at the grant date was $ 57.54 and of the 15,220,000 shares outstanding at 31 December 2021, 8,627,000 were exercised and 980,000 were forfeited during 2022. During 2022, Alexion employees had the option to defer awards due to vest in July 2022 until February 2023 when they would also receive an additional vest equivalent to 15 % of the shares deferred. As a result, 1,780,000 shares were deferred, resulting in an additional 267,000 shares being issued with a grant date fair value of $ 65.62 , that vested in 2023. During 2023, 2,060,000 shares vested, 531,000 were forfeited/cancelled and the closing balance of these awards as of 31 December 2023 was 3,022,000 .

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The weighted average fair value for awards granted under the AstraZeneca Performance Share Plan is primarily based on the market price at the point of grant adjusted for the market-based performance elements which are valued using a modified version of the Monte Carlo method. The fair values of all other plans are set using the market price at the point of award. These awards are settled in equity including dividends accumulated from the date of award to vesting.

30 Commitments, contingent liabilities and contingent assets

2023 2022 2021
Commitments $m $m $m
Contracts placed for future capital expenditure on Property, plant and equipment and software development costs not provided for in these financial statements 1,368 502 388

Guarantees and contingencies arising in the ordinary course of business, for which no security has been given, are not expected to result in any material financial loss.

Research and development collaboration payments

The Group has various ongoing collaborations, including in-licensing and similar arrangements with development partners. Such collaborations may require the Group to make payments on achievement of stages of development, launch or revenue milestones, although the Group generally has the right to terminate these agreements at no cost. The Group recognises research and development milestones as an intangible asset once it is committed to payment, which is generally when the Group reaches set trigger points in the development cycle. Revenue-related milestones are recognised as intangible assets on product launch at a value based on the Group’s long-term revenue forecasts for the related product. The table below indicates potential development and revenue-related payments that the Group may be required to make under such collaborations.

Years 5
Total Under 1 year Years 1 and 2 Years 3 and 4 and greater
$m $m $m $m $m
Future potential research and development milestone payments 10,971 1,256 3,798 1,764 4,153
Future potential revenue milestone payments 20,195 43 491 2,400 17,261

The table includes all potential payments for achievement of milestones under ongoing research and development arrangements. Revenue-related milestone payments represent the maximum possible amount payable on achievement of specified levels of revenue as set out in individual contract agreements, but exclude variable payments that are based on unit sales (e.g. royalty-type payments) which are expensed as the associated sale is recognised. The table excludes any payments already capitalised in the Financial Statements for the year ended 31 December 2023 which have been capitalised with reference to the latest Group sales forecasts for approved indications.

The future payments we disclose represent contracted payments and, as such, are not discounted and are not risk-adjusted. As detailed in the Risk section from page 54, the development of any pharmaceutical product candidate is a complex and risky process that may fail at any stage in the development process due to a number of factors (including items such as failure to obtain regulatory approval, unfavourable data from key studies, adverse reactions to the product candidate or indications of other safety concerns). The timing of the payments is based on the Group’s current best estimate of achievement of the relevant milestone.

Environmental costs and liabilities

The Group’s expenditure on environmental protection, including both capital and revenue items, relates to costs that are necessary for implementing internal systems and programmes, and meeting legal and regulatory requirements for processes and products. This includes investment to conserve natural resources and otherwise minimise the impact of our activities on the environment.

They are an integral part of normal ongoing expenditure for carrying out the Group’s research, manufacturing and commercial operations and are not separated from overall operating and development costs. There are no known changes in legal, regulatory or other requirements resulting in material changes to the levels of expenditure for 2021, 2022 or 2023.

In addition to expenditure for meeting current and foreseen environmental protection requirements, the Group incurs costs in investigating and cleaning up legacy land and groundwater contamination. In particular, AstraZeneca has environmental liabilities at some currently or formerly owned, leased and third-party sites.

In the US, Zeneca Inc., and/or its indemnitees, have been named as potentially responsible parties (PRPs) or defendants at a number of sites where Zeneca Inc. is likely to incur future environmental investigation, remediation, operation and maintenance costs under federal, state, statutory or common law environmental liability allocation schemes (together, US Environmental Consequences). Similarly, Stauffer Management Company LLC (SMC), which was established in 1987 to own and manage certain assets of Stauffer Chemical Company acquired that year, and/or its indemnitees, have been named as PRPs or defendants at a number of sites where SMC is likely to incur US Environmental Consequences.

AstraZeneca has also given indemnities to third parties for a number of sites outside the US. These environmental liabilities arise from legacy operations that are not currently part of the Group’s business and, at most of these sites, remediation, where required, is either completed or in progress. AstraZeneca has made provisions for the estimated costs of future environmental investigation, remediation, operation and maintenance activity beyond normal ongoing expenditure for maintaining the Group’s R&D and manufacturing capacity and product ranges, where a present obligation exists, it is probable that such costs will be incurred and they can be estimated reliably. With respect to such estimated future costs, there were provisions at 31 December 2023 in the aggregate of $ 112 m (2022: $ 131 m; 2021: $ 90 m), mainly relating to the US. Where we are jointly liable or otherwise have cost-sharing agreements with third parties, we reflect only our share of the obligation. Where the liability is insured in part or in whole by insurance or other arrangements for reimbursement, an asset is recognised to the extent that this recovery is virtually certain.

It is possible that AstraZeneca could incur future environmental costs beyond the extent of our current provisions. The extent of such possible additional costs is inherently difficult to estimate due to a number of factors, including: (1) the nature and extent of claims that may be asserted in the future; (2) whether AstraZeneca has or will have any legal obligation with respect to asserted or unasserted claims; (3) the type of remedial action, if any, that may be selected at sites where the remedy is presently not known; (4) the potential for recoveries from or allocation of liability to third parties; and (5) the length of time that the environmental investigation, remediation and liability allocation process can take. As per our accounting policy on page 158, Provisions for these costs are made when there is a present obligation and where it is probable that expenditure on remedial work will be required and a reliable estimate can be made of the cost. Notwithstanding and subject to the foregoing, we estimate the potential additional loss for future environmental investigation, remediation, remedial operation and maintenance activity above and beyond our provisions to be, in aggregate, between $ 114 m and $ 191 m (2022: $ 113 m and $ 188 m; 2021: $ 99 m and $ 165 m) which relates mainly to the US.

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Legal proceedings

AstraZeneca is involved in various legal proceedings considered typical to its business, including actual or threatened litigation and actual or potential government investigations relating to employment matters, product liability, commercial disputes, pricing, sales and marketing practices, infringement of IP rights, and the validity of certain patents and competition laws. The more significant matters are discussed below.

Most of the claims involve highly complex issues. Often these issues are subject to substantial uncertainties and, therefore, the probability of a loss, if any, being sustained and/or an estimate of the amount of any loss is difficult to ascertain.

We do not believe that disclosure of the amounts sought by plaintiffs, if known, would be meaningful with respect to these legal proceedings. This is due to a number of factors, including (i) the stage of the proceedings (in many cases trial dates have not been set) and the overall length and extent of pre-trial discovery; (ii) the entitlement of the parties to an action to appeal a decision; (iii) clarity as to theories of liability, damages and governing law; (iv) uncertainties in timing of litigation; and (v) the possible need for further legal proceedings to establish the appropriate amount of damages, if any.

While there can be no assurance regarding the outcome of any of the legal proceedings referred to in this Note 30, based on management’s current and considered view of each situation, we do not currently expect them to have a material adverse effect on our financial position including within the next financial year. This position could of course change over time, not least because of the factors referred to above.

In cases that have been settled or adjudicated, or where quantifiable fines and penalties have been assessed and which are not subject to appeal (or other similar forms of relief), or where a loss is probable and we are able to make a reasonable estimate of the loss, we generally indicate the loss absorbed or make a provision for our best estimate of the expected loss.

Where it is considered that the Group is more likely than not to prevail, legal costs involved in defending the claim are charged to profit as they are incurred.

Where it is considered that the Group has a valid contract which provides the right to reimbursement (from insurance or otherwise) of legal costs and/or all or part of any loss incurred or for which a provision has been established, and we consider recovery to be virtually certain, the best estimate of the amount expected to be received is recognised as an asset.

Assessments as to whether or not to recognise provisions or assets, and of the amounts concerned, usually involve a series of complex judgements about future events and can rely heavily on estimates and assumptions. AstraZeneca believes that the provisions recorded are adequate based on currently available information and that the insurance recoveries recorded will be received. However, given the inherent uncertainties involved in assessing the outcomes of these cases, and in estimating the amount of the potential losses and the associated insurance recoveries, we could in the future incur judgments or insurance settlements that could have a material adverse effect on our results in any particular period.

IP claims include challenges to the Group’s patents on various products or processes and assertions of non-infringement of patents. A loss in any of these cases could result in loss of patent protection on the related product.

The consequences of any such loss could be a significant decrease in Product Sales, which could have a material adverse effect on our results. The lawsuits filed by AstraZeneca for patent infringement against companies that have filed abbreviated new drug applications (ANDAs) in the US, seeking to market generic forms of products sold by the Group prior to the expiry of the applicable patents covering these products, typically also involve allegations of non-infringement, invalidity and unenforceability of these patents by the ANDA filers. In the event that the Group is unsuccessful in these actions or the statutory 30-month stay expires before a ruling is obtained, the ANDA filers involved will also have the ability, subject to FDA approval, to introduce generic versions of the product concerned.

AstraZeneca has full confidence in, and will vigorously defend and enforce, its IP.

Over the course of the past several years, including in 2023, a significant number of commercial litigation claims in which AstraZeneca is involved have been resolved, particularly in the US, thereby reducing potential contingent liability exposure arising from such litigation. Similarly, in part due to patent litigation and settlement developments, greater certainty has been achieved regarding possible generic entry dates with respect to some of our patented products. At the same time, like other companies in the pharmaceutical sector and other industries, AstraZeneca continues to be subject to government investigations around the world.

Patent litigation

Legal proceedings brought against AstraZeneca for which a provision has been taken

Imfinzi and Imjudo

US and ROW patent proceedings

In February 2022, in Japan, Ono Pharmaceuticals filed a lawsuit in Tokyo District Court, Civil Division against AstraZeneca alleging that AstraZeneca’s marketing of Imfinzi in Japan infringed several of their patents.

In March 2022, Bristol-Myers Squibb Co. and E.R. Squibb & Sons, LLC filed a lawsuit in the US District Court for the District of Delaware (District Court) against AstraZeneca alleging that AstraZeneca’s marketing of Imfinzi infringed several of their patents. In April 2023, Bristol-Myers Squibb Co., E.R. Squibb & Sons, LLC, Tasuku Honjo, Ono Pharmaceutical Co., Ltd., and the Dana-Farber Cancer Institute Inc. filed a separate lawsuit in the District Court against AstraZeneca alleging that AstraZeneca’s marketing of Imfinzi infringed another of their patents.

In January 2023, Bristol-Myers Squibb Co. and E.R. Squibb & Sons, LLC filed a lawsuit in the District Court against AstraZeneca alleging that AstraZeneca’s marketing of Imjudo infringed two of their patents.

In July 2023, AstraZeneca entered into a global settlement agreement with Bristol-Myers Squibb Co., E.R. Squibb & Sons, LLC, and Ono Pharmaceutical Co., Ltd. that resolves all patent disputes between the companies relating to Imfinzi and Imjudo . In June 2023, a provision was taken totaling $ 510 m.

These matters are now concluded.

Legal proceedings brought against AstraZeneca considered to be contingent liabilities

Enhertu

US patent proceedings

In October 2020, Seagen Inc. (Seagen) filed a complaint against Daiichi Sankyo Company, Limited (Daiichi Sankyo) in the US District Court for the Eastern District of Texas (District Court) alleging that Enhertu infringes a Seagen patent. AstraZeneca co-commercialises Enhertu with Daiichi Sankyo, Inc. in the US. After trial in April 2022, the jury found that the patent was infringed and awarded Seagen $ 41.82 m in past damages. In July 2022, the District Court entered final judgment and declined to enhance damages on the basis of wilfulness. In October 2023, the District Court entered an amended final judgment that requires Daiichi Sankyo to pay Seagen a royalty of 8 % on US sales of Enhertu from April 1, 2022, through November 4, 2024, in addition to the past damages previously awarded by the Court. AstraZeneca and Daiichi Sankyo have appealed the District Court’s decision.

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In December 2020 and January 2021, AstraZeneca and Daiichi Sankyo, Inc. filed post-grant review (PGR) petitions with the US Patent and Trademark Office (USPTO) alleging, inter alia, that the Seagen patent is invalid for lack of written description and enablement. The USPTO initially declined to institute the PGRs, but, in April 2022, the USPTO granted the rehearing requests, instituting both PGR petitions. Seagen subsequently disclaimed all patent claims at issue in one of the PGR proceedings. In July 2022, the USPTO reversed its institution decision and declined to institute the other PGR petition. AstraZeneca and Daiichi Sankyo, Inc. requested reconsideration of the decision not to institute review of the patent. In February 2023, the USPTO reinstituted the PGR proceeding. An oral hearing took place in August 2023. In January 2024, the USPTO issued a decision that Seagen's patent is unpatentable, invalidating all claims asserted against Enhertu . The USPTO’s decision does not overturn the Texas District Court’s decision unless and until the USPTO’s decision is affirmed on appeal by the US Court of Appeals for the Federal Circuit. No such appeal has been filed.

Faslodex

Patent proceedings outside the US

In 2021 in Japan, AstraZeneca received notice from the Japan Patent Office (JPO) that Sandoz K.K. (Sandoz) and Sun Pharma Japan Ltd. (Sun) were seeking to invalidate the Faslodex formulation patent. AstraZeneca defended the challenged patent, and Sun withdrew from the JPO patent challenge. In July 2023, the JPO issued a final decision upholding various claims of the challenged patent and determining that other patent claims were invalid. In August 2023, Sandoz appealed the JPO decision to the Japan IP High Court.

Tagrisso

US patent proceedings

In September 2021, Puma Biotechnology, Inc. and Wyeth LLC filed a patent infringement lawsuit in the US District Court for the District of Delaware against AstraZeneca relating to Tagrisso . Trial has been scheduled for May 2024.

Legal proceedings brought by AstraZeneca considered to be contingent assets

Brilinta

US patent proceedings

In 2015 and subsequently, in response to Paragraph IV notices from ANDA filers, AstraZeneca filed patent infringement lawsuits in the US District Court for the District of Delaware (District Court) relating to patents listed in the FDA Orange Book with reference to Brilinta . In 2022, AstraZeneca entered into several separate settlements and the District Court entered consent judgments to dismiss each of the corresponding litigations. Additional proceedings are ongoing in the District Court. No trial date has been set.

Calquence

US patent proceedings

In February 2022, in response to Paragraph IV notices from multiple ANDA filers, AstraZeneca filed patent infringement lawsuits in the US District Court for the District of Delaware. In its complaint, AstraZeneca alleges that a generic version of Calquence , if approved and marketed, would infringe patents listed in the FDA Orange Book with reference to Calquence that are owned or licensed by AstraZeneca. Trial has been scheduled for March 2025.

In February 2023, Sandoz Inc. filed a petition for inter partes review with the US Patent and Trademark Office of certain Calquence patent claims. AstraZeneca has asserted claims for patent infringement against Sandoz and other defendants in the US ANDA litigation. In August 2023, the US Patent Trial and Appeal Board issued a decision denying institution of inter partes review.

Daliresp

US patent proceedings

In 2015 and subsequently, in response to Paragraph IV notices from ANDA filers, AstraZeneca filed patent infringement lawsuits in the US District Court for the District of New Jersey (District Court) relating to patents listed in the FDA Orange Book with reference to Daliresp . In 2022, AstraZeneca entered into a settlement agreement and the District Court entered a consent judgment to dismiss the corresponding litigation. Additional ANDA challenges are pending.

Farxiga

US patent proceedings

In May 2021, AstraZeneca proceeded to trial against ANDA filer Zydus Pharmaceuticals (USA) Inc. (Zydus) in the US District Court for the District of Delaware (District Court). In October 2021, the District Court issued a decision finding the asserted claims of AstraZeneca’s patent as valid and infringed by Zydus’s ANDA product. In August 2022, Zydus appealed the District Court decision. Zydus’s appeal has been dismissed.

In December 2023, AstraZeneca initiated ANDA litigation against Sun Pharmaceutical Industries Ltd. and Sun Pharmaceutical Industries, Inc. in the District Court. No trial date has been set.

Lokelma

US patent proceedings

In August 2022, in response to Paragraph IV notices, AstraZeneca initiated ANDA litigation against multiple generic filers in the US District Court for the District of Delaware. Trial has been scheduled for March 2025.

Lynparza

US patent proceedings

In December 2022, AstraZeneca received a Paragraph IV notice from an ANDA filer relating to patents listed in the FDA Orange Book with reference to Lynparza . In February 2023, in response to the Paragraph IV notice, AstraZeneca, MSD International Business GmbH, and the University of Sheffield initiated ANDA litigation against Natco Pharma Limited (Natco) in the US District Court for the District of New Jersey. In the complaint, AstraZeneca alleged that Natco’s generic version of Lynparza , if approved and marketed, would infringe patents listed in the FDA Orange Book with reference to Lynparza . No trial date has been scheduled.

In December 2023, AstraZeneca received a Paragraph IV notice from an ANDA filer relating to patents listed in the FDA Orange Book with reference to Lynparza . In February 2024, in response to the Paragraph IV notice, AstraZeneca, MSD International Business GmbH, and the University of Sheffield initiated ANDA litigation against Sandoz Inc. (Sandoz) in the US District Court for the District of New Jersey. In the complaint, AstraZeneca alleged that Sandoz’s generic version of Lynparza , if approved and marketed, would infringe patents listed in the FDA Orange Book with reference to Lynparza . No trial date has been scheduled.

Soliris

US patent proceedings

In January 2024, Alexion initiated patent infringement litigation against Samsung Bioepis Co. Ltd. in the US District Court for the District of Delaware alleging that Samsung’s biosimilar eculizumab product, for which Samsung is currently seeking FDA approval, will infringe six Soliris -related patents. No trial date has been scheduled. Five of the six asserted patents are also the subject of inter partes review proceedings before the US Patent and Trademark Office.

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Tagrisso

Patent proceedings outside the US

In Russia, in August 2023, AstraZeneca filed lawsuits in the Arbitration Court of the Moscow Region (Court) against the Ministry of Health of the Russian Federation and Axelpharm LLC related to Axelpharm’s improper use of AstraZeneca’s information to obtain authorisation to market a generic version of Tagrisso . In December 2023, the Court dismissed the lawsuit against the Ministry of Health of the Russian Federation. In January 2024, AstraZeneca filed an appeal, which is pending. The lawsuit against Axelpharm remains pending before the Court.

In Russia, in November 2023, Axelpharm LLC filed a compulsory licensing action against AstraZeneca in the Arbitration Court of the Moscow Region (Court) related to a patent that covers Tagrisso . The lawsuit remains pending before the Court.

Legal proceedings brought against AstraZeneca which have been concluded

Movantik

US patent proceedings

AstraZeneca has resolved by settlement agreement the previously disclosed patent infringement lawsuit brought by Aether Therapeutics, Inc. in the US District Court for the District of Delaware against AstraZeneca, Nektar Therapeutics and Daiichi Sankyo, Inc., relating to Movantik . This matter is now concluded.

Legal proceedings brought by AstraZeneca which have been concluded

Symbicort

US patent proceedings

In February 2023, AstraZeneca resolved by settlement agreement the previously disclosed ANDA litigations with Mylan Pharmaceuticals Inc. and Kindeva Drug Delivery L.P. (together, defendants). In those actions, AstraZeneca alleged that the defendants' generic versions of Symbicort , if approved and marketed, would infringe various AstraZeneca patents. This matter is now concluded.

Tagrisso

Patent proceedings outside the US

In Russia, in October 2021, AstraZeneca filed a lawsuit in the Arbitration Court of the Moscow Region (Court) against Axelpharm, LLC to prevent it from obtaining authorisation to market a generic version of Tagrisso prior to the expiration of AstraZeneca’s patents covering Tagrisso . The lawsuit also names the Ministry of Health of the Russian Federation as a third party. In March 2022, the Court dismissed the lawsuit. In June 2022, the dismissal was affirmed on appeal. In January 2023, the dismissal was affirmed on further appeal. This matter is now concluded.

Product liability litigation

Legal proceedings brought against AstraZeneca for which a provision has been taken

Nexium and Losec/Prilosec

US proceedings

AstraZeneca has been defending lawsuits brought in federal and state courts involving claims that plaintiffs have been diagnosed with various injuries following treatment with proton pump inhibitors (PPIs), including Nexium and Prilosec . Most of the lawsuits alleged kidney injury. In August 2017, the pending federal court cases were consolidated in a multidistrict litigation (MDL) proceeding in the US District Court for the District of New Jersey for pre-trial purposes. In addition to the MDL cases, there were cases alleging kidney injury filed in Delaware and New Jersey state courts.

In addition, AstraZeneca has been defending lawsuits involving allegations of gastric cancer following treatment with PPIs, including one such claim in the US District Court for the Middle District of Louisiana (Louisiana District Court).

In October 2023, AstraZeneca resolved all pending claims in the MDL, as well as all pending claims in Delaware and New Jersey state courts, for $ 425 m, for which a provision has been taken. The only remaining case is the one pending in the Louisiana District Court. The Court in that case has postponed trial, which was previously scheduled to begin in April 2024. No new trial date has been set.

Legal proceedings brought against AstraZeneca considered to be contingent liabilities

Farxiga and Xigduo XR

US proceedings

AstraZeneca has been named as a defendant in lawsuits involving plaintiffs claiming physical injury, including Fournier's Gangrene and necrotising fasciitis, from treatment with Farxiga and/or Xigduo XR . In September 2023, the parties resolved by settlement agreement one case, filed in state court in Minnesota, previously scheduled for trial in October 2023. All remaining claims are filed in Delaware state court and remain pending.

Nexium and Losec/Prilosec

Canada proceedings

In Canada, in July and August 2017, AstraZeneca was served with three putative class action lawsuits. Two of the lawsuits have been dismissed, one in 2019 and one in 2021. The third lawsuit seeks authorisation to represent individual residents in Canada who allegedly suffered kidney injuries from the use of proton pump inhibitors, including Nexium and Losec .

Onglyza and Kombiglyze

US proceedings

In the US, AstraZeneca is defending various lawsuits alleging heart failure, cardiac injuries, and/or death from treatment with Onglyza or Kombiglyze . In August 2022, the US District Court for the Eastern District of Kentucky, presiding over the consolidated federal cases, granted AstraZeneca’s motion for summary judgment, which plaintiffs have appealed to the US Court of Appeals for the Sixth Circuit. In the California state court proceeding, the trial court granted summary judgment for AstraZeneca, which the California appellate court affirmed. The California Supreme Court has declined further review, so the California state court proceeding has concluded.

Commercial litigation

Legal proceedings brought against AstraZeneca considered to be contingent liabilities

340B Antitrust Litigation

US proceedings

In September 2021, AstraZeneca was served with a class-action antitrust complaint filed in the US District Court for the Western District of New York (District Court) by Mosaic Health alleging a conspiracy to restrict access to 340B discounts in the diabetes market through contract pharmacies. In September 2022, the District Court granted AstraZeneca’s motion to dismiss the Complaint. In February 2024, the District Court denied Plaintiffs’ request to file a new amended complaint and entered an order closing the matter.

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Anti-Terrorism Act Civil Lawsuit

US proceedings

In the US, in October 2017, AstraZeneca and certain other pharmaceutical and/or medical device companies were named as defendants in a complaint filed in the US District Court for the District of Columbia (District Court) by US nationals (or their estates, survivors, or heirs) who were killed or wounded in Iraq between 2005 and 2013. The plaintiffs allege that the defendants violated the US Anti-Terrorism Act and various state laws by selling pharmaceuticals and medical supplies to the Iraqi Ministry of Health. In July 2020, the District Court granted AstraZeneca’s and the other defendants’ motion to dismiss the lawsuit, which the DC Circuit Court of Appeals (the Appellate Court) reversed in January 2022. In February 2023, the Appellate Court denied a request for en banc review. In June 2023, AstraZeneca and the other defendants filed a petition for review by the United States Supreme Court.

Caelum Trade Secrets Litigation

US proceedings

AstraZeneca has been defending a matter filed by the University of Tennessee Research Foundation in the US District Court for the Eastern District of Tennessee (District Court) related to CAEL-101. In October 2023, AstraZeneca filed a motion for summary judgment on all claims and awaits a decision by the District Court. Trial is currently scheduled for September 2024.

Definiens

Germany proceedings

In Germany, in July 2020, AstraZeneca received a notice of arbitration filed with the German Institution of Arbitration from the sellers of Definiens AG (the Sellers) regarding the 2014 Share Purchase Agreement (SPA) between AstraZeneca and the Sellers. The Sellers claim that they are owed approximately $ 140 m in earn-outs under the SPA. The arbitration hearing took place in March 2023 and final post-hearing written briefs were submitted in June 2023. In December 2023, the arbitration panel made a final award of $ 46.43 m in favour of the Sellers. AstraZeneca is considering its options.

Employment Litigation

US proceedings

In December 2022, AstraZeneca was served with a lawsuit filed by seven former employees in the US District Court for the District of Delaware (District Court) asserting age, religion, and disability discrimination claims related to AstraZeneca’s vaccination requirement. In March 2023, AstraZeneca filed a motion to dismiss the religious and disability discrimination claims and a motion to strike the class and collective claims. That motion is fully briefed and the parties are awaiting a decision by the District Court.

Pay Equity Litigation

US proceedings

AstraZeneca was defending a putative class and collective action matter in the US District Court for the Northern District of Illinois (District Court) brought by three named plaintiffs, who are former AstraZeneca employees. The case involved claims under the federal and Illinois Equal Pay Acts, with the plaintiffs alleging they were paid less than male employees who performed substantially similar and/or equal work. In January 2023, the District Court granted AstraZeneca’s motion to dismiss plaintiffs’ complaint. In March 2023, plaintiffs filed a Second Amended Complaint. AstraZeneca moved to dismiss the Second Amended Complaint in April 2023. The motion to dismiss was denied in October 2023, and the parties are proceeding with discovery.

Seroquel XR (Antitrust Litigation)

US proceedings

In 2019, AstraZeneca was named in several related complaints brought in the US District Court for the Southern District of New York (District Court), including several putative class action lawsuits that were purportedly brought on behalf of classes of direct purchasers or end payors of Seroquel XR , that allege AstraZeneca and generic drug manufacturers violated US antitrust laws when settling patent litigation related to Seroquel XR . In July 2022, in response to AstraZeneca’s motion to dismiss, the District Court dismissed all claims relating to the settlement with one of the generic manufacturers but denied the motion with respect to all claims relating to the second generic manufacturer and allowed those claims to proceed. Trial is currently scheduled for May 2025.

Syntimmune

US proceedings

In connection with Alexion’s prior acquisition of Syntimmune, Inc., (Syntimmune) in December 2020, Alexion was served with a lawsuit filed by the stockholders’ representative for Syntimmune in Delaware state court that alleged, among other things, breaches of contractual obligations relating to the 2018 merger agreement. The stockholders’ representative alleges that Alexion failed to meet its obligations under the merger agreement to use commercially reasonable efforts to achieve the milestones. Alexion also filed a claim for breach of the representations in the 2018 merger agreement. A trial was held in July 2023 and a decision is expected in 2024.

Viela Bio, Inc. Shareholder Litigation

US proceedings

In February 2023, AstraZeneca was served with a lawsuit filed in Delaware state court against AstraZeneca and certain officers (collectively, defendants), on behalf of a putative class of Viela Bio, Inc. (Viela) shareholders. The complaint alleges that defendants breached their fiduciary duty to Viela shareholders in the course of Viela’s 2021 merger with Horizon Therapeutics, plc. In May 2023, AstraZeneca filed a motion to dismiss, which is now fully briefed and pending before the Court.

Legal proceedings brought by AstraZeneca considered to be contingent assets

PARP Inhibitor Royalty Dispute

UK proceedings

In October 2012, Tesaro, Inc. (now wholly owned by GlaxoSmithKline plc, (GSK)) entered into two worldwide, royalty-bearing patent license agreements with AstraZeneca related to GSK’s product niraparib. In May 2021, AstraZeneca filed a lawsuit against GSK in the Commercial Court of England and Wales alleging that GSK has failed to pay all of the royalties due on niraparib sales under the license agreements. The case was transferred to the Chancery Division and a trial took place in March 2023. In April 2023, the court issued a decision in AstraZeneca’s favour. GSK has been granted permission to appeal, and the appellate hearing was held in January 2024.

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Legal proceedings brought against AstraZeneca which have been concluded

Alexion Shareholder Litigation

US proceedings

In December 2016, putative securities class action lawsuits were filed in the US District Court for the District of Connecticut (District Court) against Alexion and certain officers and directors (collectively, defendants), on behalf of purchasers of Alexion publicly traded securities during the period 30 January 2014 through 26 May 2017. The amended complaint alleged that defendants engaged in securities fraud, including by making misrepresentations and omissions in their public disclosures concerning Alexion’s Soliris sales practices, management changes, and related investigations. In August 2021, the District Court issued a decision denying in part defendants’ motion to dismiss the matter. The Court granted plaintiffs’ motion for class certification in April 2023. In August 2023, the parties reached a settlement in principle of this matter. In September 2023, the court granted preliminary approval of the class settlement. A provision was taken in September 2023. The court granted final approval of the class settlement in December 2023, and the matter is now concluded.

AZD1222 Securities Litigation

US proceedings

In January 2021, putative securities class action lawsuits were filed in the US District Court for the Southern District of New York (District Court) against AstraZeneca PLC and certain officers, on behalf of purchasers of AstraZeneca publicly traded securities during a period later amended to cover 15 June 2020 through 29 January 2021. The Amended Complaint alleges that defendants made materially false and misleading statements in connection with the development of AZD1222, AstraZeneca’s vaccine for the prevention of COVID-19. In September 2022, the District Court granted AstraZeneca’s motion to dismiss the Amended Complaint with prejudice. In May 2023, the US Court of Appeals for the Second Circuit affirmed the dismissal. The matter is now concluded.

Portola Shareholder Litigation

US proceedings

In connection with Alexion’s July 2020 acquisition of Portola Pharmaceuticals, Inc. (Portola), Alexion assumed litigation to which Portola is a party. In January 2020, putative securities class action lawsuits were filed in the US District Court for the Northern District of California against Portola and certain officers and directors (collectively, defendants), on behalf of purchasers of Portola publicly traded securities during the period 8 January 2019 through 26 February 2020. The operative complaints alleged that defendants made materially false and/or misleading statements or omissions with regard to Andexxa . In June 2022, the parties reached a settlement in principle of this matter. In March 2023, the court granted final approval of the settlement. The matter is now concluded.

Government investigations/proceedings

Legal proceedings brought against AstraZeneca considered to be contingent liabilities

340B Qui Tam

US proceedings

In July 2023, AstraZeneca was served with an unsealed civil lawsuit brought by a qui tam relator on behalf of the United States, several states, and the District of Columbia in the US District Court for the Central District of California. The complaint alleges that AstraZeneca violated the US False Claims Act (FCA) and state-law analogues. In September 2023, AstraZeneca filed a motion to dismiss the relator’s claims. In response, the relator filed a First Amended Complaint. In December 2023, AstraZeneca filed a motion to dismiss the First Amended Complaint.

340B Administrative Proceedings

US proceedings

In September 2023, the Arkansas Insurance Department sent AstraZeneca an administrative complaint concerning compliance with Arkansas’s 340B Statute, which requires manufacturers to recognize an unlimited number of contract pharmacies.

Previously disclosed Administrative Dispute Resolution proceedings against AstraZeneca remain pending before the US Health Resources and Services Administration.

Brazilian Tax Assessment Matter

Brazil proceedings

In connection with an ongoing matter, in August 2019, the Brazilian Federal Revenue Service provided a Notice of Tax and Description of the Facts (the Tax Assessment) to two Alexion subsidiaries (the Brazil Subsidiaries), as well as to two additional entities – a logistics provider utilised by Alexion and a distributor. The Tax Assessment focuses on the importation of Soliris vials pursuant to Alexion’s free drug supply to patients programme in Brazil.

Alexion prevailed in the first level of administrative appeals in the Brazilian federal administrative proceeding system based on a deficiency in the Brazil Tax Assessment. The decision was subject to an automatic (ex officio) appeal to the second level of the administrative courts. In March 2023, the second level of the administrative courts issued a decision to remand the matter to the first level of administrative courts for a determination on the merits.

Texas Qui Tam

US proceedings

In December 2022, AstraZeneca was served with an unsealed civil lawsuit brought by qui tam relators on behalf of the State of Texas in Texas state court, which alleges that AstraZeneca engaged in unlawful marketing practices. In March 2023, AstraZeneca filed a motion to dismiss and a motion to transfer venue. In response, relators filed an Amended Petition. In May 2023, AstraZeneca filed a motion to dismiss the Amended Petition and renewed its motion to transfer venue. In September 2023, the Texas state court denied AstraZeneca’s motion to transfer venue and motion to dismiss. Trial is currently scheduled for October 2024.

Turkish Ministry of Health Matter

Turkey proceedings

In Turkey, in July 2020, the Turkish Ministry of Health (Ministry of Health) initiated an investigation regarding payments to healthcare providers by Alexion Turkey and former employees and consultants. The investigation arose from Alexion’s disclosure of a $ 21.5 m civil settlement with the US Securities & Exchange Commission (SEC) in July 2020 fully resolving the SEC’s investigation into possible violations of the US Foreign Corrupt Practices Act. In September 2021, the Ministry of Health completed its draft investigation report, and referred the matter to the Ankara Public Prosecutor’s Office with a recommendation for further proceedings against certain former employees.

US Congressional Inquiry

US proceedings

In January 2024, AstraZeneca received a letter from the US Senate Committee on Health, Education, Labor and Pensions (HELP Committee) seeking information related to AstraZeneca's inhaled Respiratory products. AstraZeneca intends to cooperate with the inquiry.

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Vermont US Attorney Investigation

US proceedings

In April 2020, AstraZeneca received a Civil Investigative Demand from the US Attorney’s Office in Vermont and the Department of Justice, Civil Division, seeking documents and information relating to AstraZeneca’s relationships with electronic health-record vendors. AstraZeneca continues to cooperate with this enquiry.

Legal proceedings brought by AstraZeneca considered to be contingent assets

Inflation Reduction Act Litigation

US proceedings

In August 2023, AstraZeneca filed a lawsuit in federal court in Delaware challenging aspects of the drug price negotiation provisions of the Inflation Reduction Act and the implementing guidance and regulations promulgated by the US Department of Health and Human Services.

Louisiana 340B Litigation

US proceedings

In August 2023, AstraZeneca filed a lawsuit against the State of Louisiana alleging that the Louisiana’s 340B statute, which requires manufacturers to recognize an unlimited number of contract pharmacies, is preempted on several grounds and violates the Contracts Clause of the U.S. Constitution. AstraZeneca and the State of Louisiana have moved for summary judgment on AstraZeneca’s claims.

Legal proceedings brought against AstraZeneca which have been concluded

COVID-19 Vaccine Supply and Manufacturing Inquiries

Brazil proceedings

In February 2022, a Brazilian Public Prosecutor filed a lawsuit against several defendants including the Brazilian Federal Government, AstraZeneca, and other COVID-19 vaccine manufacturers. In April 2022, a Brazilian Court issued an order dismissing the lawsuit. In October 2023, the pending appeal was dismissed. No further appeal was made. This matter is now concluded.

Legal proceedings brought by AstraZeneca which have been concluded

US 340B Litigation

US proceedings

In January 2021, AstraZeneca filed a lawsuit in the US District Court for the District of Delaware (District Court) alleging that an Advisory Opinion issued by the Department of Health and Human Services violates the Administrative Procedure Act. In June 2021, the District Court found in favour of AstraZeneca, invalidating the Advisory Opinion. However, in May 2021, prior to the District Court’s ruling, the US Government issued new and separate letters to AstraZeneca (and other companies) asserting that AstraZeneca’s contract pharmacy policy violates the 340B statute. AstraZeneca amended the complaint to include allegations challenging the letter sent in May 2021, and in February 2022, the District Court ruled in favour of AstraZeneca invalidating those letters sent by the US Government. In January 2023, the Court of Appeals affirmed the District Court’s decision in AstraZeneca’s favour. Final judgment was entered in favour of AstraZeneca in May 2023 and this matter is now concluded.

Other

Additional government inquiries

As is true for most, if not all, major prescription pharmaceutical companies, AstraZeneca is currently involved in multiple inquiries into drug marketing and pricing practices. In addition to the investigations described above, various law enforcement offices have, from time to time, requested information from the Group. There have been no material developments in those matters.

Tax

AstraZeneca considers whether it is probable that a taxation authority will accept an uncertain tax treatment. If it is concluded that it is not probable that the taxation authority will accept an uncertain tax treatment, where tax exposures can be quantified, a tax liability is recognised based on either the most likely amount method or the expected value method depending on which method management expects to better predict the resolution of the uncertainty. Tax liabilities for uncertain tax treatments can be built up over a long period of time but the resolution of such tax exposures usually occurs at a point in time, and given the inherent uncertainties in assessing the outcomes of these exposures (which sometimes can be binary in nature), we could, in future periods, experience adjustments to the liabilities recognised in respect of uncertain tax treatments that have a material positive or negative effect on our results in any particular period. Details of the movements in relation to material uncertain tax treatments are discussed below.

AstraZeneca faces a number of audits and reviews in jurisdictions around the world and, in some cases, is in dispute with the tax authorities. The issues under discussion are often complex and can require many years to resolve. Tax liabilities recognised for uncertain tax treatments require management to make key judgements with respect to the outcome of current and potential future tax audits, and actual results could vary from these estimates. Management does not believe a significant risk of material change to uncertain tax positions exists in the next 12 months.

The total net tax liability recognised in the Group Financial Statements in respect of uncertain tax positions is $ 1,336 m (2022: $ 830 m; 2021: $ 768 m). The net tax liability consists of $ 1,241 m (2022: $ 632 m; 2021: $ 702 m) included within income tax payable, $ 441 m (2022: $ 291 m; 2021: $( 33 )m) included within deferred tax asset, partially offset by $ 9 m (2022: $( 20 )m; 2021: $( 17 )m) included within deferred tax liabilities, and $ 337 m (2022: $ 113 m; 2021: additional $ 82 m) included within income tax receivable.

Transfer pricing

The net tax liability included in the Group Financial Statements to cover the worldwide exposure to uncertain tax treatments is $ 401 m (2022: $ 260 m; 2021: $ 77 m). The increase in the net tax liability for uncertain tax positions relating to transfer pricing of $ 141 m compared with 2022 is mainly as a result of an increase of tax liabilities arising from updates to estimates of prior period tax liabilities following progression of tax authority reviews.

These matters can be complex and judgemental. The liability includes uncertain tax treatments which are estimated using the expected value method and depend on AstraZeneca’s assessment of the likelihood of the approach taken by the tax authorities and could change in the future to reflect progress in tax authority reviews, the extent that any tax authority challenge is concluded, or matters lapse including following expiry of the relevant statutes of limitation resulting in a reduction in the tax charge in future periods.

For transfer pricing matters, including items under tax audit, AstraZeneca estimates the potential for additional tax liabilities above the amount provided where the possibility of the additional liabilities falling due is more than remote, to be up to $ 386 m (2022: $ 245 m; 2021: $ 48 m) including associated interest.

Management believes that it is unlikely that these additional liabilities will arise. It is possible that some of these contingencies may change in the future to reflect progress in tax authority reviews, to the extent that any tax authority challenge is concluded or matters lapse including following expiry of the relevant statutes of limitation resulting in a reduction in the tax charge in future periods. Management continues to believe that AstraZeneca’s positions on all its transfer pricing positions, audits and disputes are robust, and that AstraZeneca has recognised appropriate tax balances, including consideration of whether corresponding relief will be available under Mutual Agreement procedures or unilaterally.

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Other uncertain tax treatments

Included in the net tax liability is $ 935 m (2022: $ 570 m; 2021: $ 691 m) relating to a number of other uncertain tax treatments. The increase of $ 365 m in the net tax liability relating to the other uncertain tax treatments mainly relates to an update to tax liabilities following progress of reviews by tax authorities and administrative appeal processes. The liability includes tax liabilities in respect of uncertain tax treatments which are estimated using the most likely amount method and the expected value method and depend on AstraZeneca’s assessment of the likelihood of the approach taken by the tax authorities. This could change in the future to reflect progress in tax authority reviews, the extent that any tax authority challenge is concluded, or matters lapse including following expiry of the relevant statutes of limitation resulting in a reduction in the tax charge in future periods.

For these other tax liabilities in respect of uncertain tax treatments, AstraZeneca estimates the potential for additional liabilities above the amount provided where the possibility of the additional liabilities falling due is more than remote, to be up to $ 293 m (2022: $ 209 m; 2021: $ 273 m) including associated interest. It is possible that some of these liabilities may reduce in the future if any tax authority challenge is concluded or matters lapse following expiry of the relevant statutes of limitation, resulting in a reduction in the tax charge in future periods. AstraZeneca does not believe there are any significant other uncertain tax treatments where the possibility of the additional liabilities falling due is more than remote (2022: $ 280 m; 2021: $ 325 m) including associated interest.

Timing of cash flows and interest

The Group is currently under audit in several countries and the timing of any resolution of these audits is uncertain.

It is anticipated that tax payments may be required in relation to a number of significant disputes which may be resolved over the next one to two years. AstraZeneca considers the tax liabilities set out above to appropriately reflect the expected value of any final settlement. Some of the items discussed above are not currently within the scope of tax authority audits and may take longer to resolve.

Included within other payables is a net amount of interest arising on tax contingencies of $ 184 m (2022: $ 106 m; 2021: $ 85 m).

31 Statutory and other information

2023 2022 2021
$m $m $m
Fees payable to PricewaterhouseCoopers LLP and its associates:
Group audit fee 10.2 9.9 10.5
Fees payable to PricewaterhouseCoopers LLP and its associates for other services:
The audit of subsidiaries pursuant to legislation 15.0 15.1 15.2
Attestation under s404 of Sarbanes-Oxley Act 2002 3.3 3.1 2.0
Audit-related assurance services 1.1 0.7 4.5
Other assurance services 0.2 0.2 3.4
Fees payable to PricewaterhouseCoopers Associates in respect of the Group’s pension schemes:
The audit of subsidiaries’ pension schemes 0.3 0.3 0.3
30.1 29.3 35.9

$ 0.7 m of fees payable in 2023 are in respect of the Group audit and audit of subsidiaries related to prior years (2022: $ 0.6 m in respect of the Group audit and audit of subsidiaries related to prior years).

$ 0.3 m of 2021 Group audit fees and $ 0.7 m of 2021 Audit-related assurance services and Other assurance services relate to pre-acquisition fees incurred by Alexion.

Included in the 2021 Audit-related assurance services and Other assurance services are $ 6.1 m of services provided in relation to the acquisition of Alexion and related debt issuance.

Related party transactions

The Group had no material related party transactions which might reasonably be expected to influence decisions made by the users of these Financial Statements.

Key management personnel compensation

Key management personnel are defined for the purpose of disclosure under IAS 24 ‘Related Party Disclosures’ as the members of the Board and the members of the SET.

2023 2022 2021
$’000 $’000 $’000
Short-term employee benefits 38,636 38,632 32,985
Post-employment benefits 1,354 1,388 1,378
Share-based payments 58,242 56,297 45,234
98,232 96,317 79,597

Total remuneration is included within employee costs (see Note 29).

32 Subsequent events

There were no material subsequent events.

F-61

Group Subsidiaries and Holdings

In accordance with section 409 of the Companies Act 2006 a full list of subsidiaries, partnerships, associates, joint ventures and joint arrangements, the place of incorporation, registered office address, and the effective percentage of equity owned as at 31 December 2023 are disclosed below. Unless otherwise stated, the share capital disclosed comprises ordinary shares which are indirectly held by AstraZeneca PLC.

Unless otherwise stated, the accounting year ends of subsidiaries are 31 December. The Group Financial Statements consolidate the Financial Statements of the Company and its subsidiaries at 31 December 2023.

At 31 December 2023 — Wholly owned subsidiaries Group Interest
Algeria
AAPM SARL 100 %
Number 20, Micro-Economic Zone, Hydra Business Center, Dar El Medina, Algiers, Algeria
Argentina
AstraZeneca S.A. 100 %
Olga Cossettini 363, 3° floor, Buenos Aires, Argentina
Alexion Pharma Argentina SRL 100 %
Avenida Leandro N. Alem 592 Piso 6, Buenos Aires, Argentina
Australia
AstraZeneca Holdings Pty Limited 100 %
AstraZeneca Pty Limited 100 %
Alexion Pharmaceuticals Australasia Pty Ltd 100 %
66 Talavera Road, Macquarie Park, NSW 2113, Australia
LogicBio Australia Pty Limited 100 %
Level 40, 2-26 Park Street, Sydney, NSW 2000, Australia
Austria
AstraZeneca Österreich GmbH 100 %
A-1120 Wien, Rechte Wienzeile 223 Tür 16.1, Austria
Alexion Pharma Austria GmbH 100 %
Donau-City-Straße 7, 30. Stock, DC Tower, Vienna 1220, Austria
Portola Österreich GmbH (in liquidation) 100 %
Mooslackengasse 17, 1190 Wien, Austria
Belgium
AstraZeneca S.A. / N.V. 100 %
Alfons Gossetlaan 40 bus 201 at 1702 Groot-Bijgaarden, Belgium
Alexion Pharma Belgium Sprl 100 %
Alexion Services Europe Sprl 100 %
de Meeûssquare 37, Bruxelles 1000, Belgium
Bermuda
Alexion Bermuda Holding ULC 100 %
Alexion Bermuda Limited 100 %
Alexion Bermuda Partners LP 100 %
Canon's Court, 22 Victoria St., Hamilton, Bermuda
Brazil
AstraZeneca do Brasil Limitada 100 %
Rod. Raposo Tavares, KM 26, 9, Cotia, Brazil
Alexion Farmacêutica América Latina Serviços de Administração de Vendas Ltda. 100 %
Alexion Serviços e Farmacêutica do Brasil Ltda. 100 %
Av. Dr Chucri Zaidan, 1240, 15° andar, CEP 04711-130, Ed. Morumbi Corporate – Golden Tower Vila São Francisco, São Paulo, Brazil
Bulgaria
AstraZeneca Bulgaria EOOD 100 %
1057 Sofia, Izgrev Region, 36 Dragan Tsankov Blvrd, Bulgaria
Canada — AstraZeneca Canada Inc. 1 100 ​ — %
Suite 5000, 1004 Middlegate Road, Mississanga, ON, L4Y 1M4, Canada
Alexion Pharma Canada Corporation 100 %
1300-1969 ST Upper Water, Halifax, NS, B3J 3R7, Canada
Cayman Islands
AZ Reinsurance Limited 100 %
18 Forum Lane, 2nd Floor, Camana Bay, Grand Cayman, P.O. Box 69, Cayman Islands
Grey Wolf Merger Sub 100 %
PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands
Chile
AstraZeneca S.A. 100 %
AstraZeneca Farmaceutica Chile Limitada 100 %
Av. Isidora Goyenechea 3477, 2nd Floor, Las Condes, Santiago, Chile
China
AstraZeneca Pharmaceutical Co., Limited 100 %
No. 2, Huangshan Road, Wuxi, Jiangsu Province, China
AstraZeneca (Wuxi) Trading Co. Ltd 100 %
Building E, Huirong Plaza, Jinghui Road East, Xinwu District, Wuxi, Jiangsu Province, China
AstraZeneca Investment (China) Co., Ltd 100 %
199 Liangjing Road, China (Shanghai) Pilot Free Trade Zone, Shanghai, China
AstraZeneca Pharmaceutical (China) Co. Ltd 100 %
No. 9, Medical Avenue, Jiangsu Province, Taizhou, China
AstraZeneca Pharmaceutical (Beijing) Co., Ltd 100 %
1F, Building No. 4, No. 8 Courtyard, No. 1 Kegu Street, Beijing Economic-Technological Development Area, Beijing 100176, China
AstraZeneca (Guangzhou) Pharmaceutical Co., Ltd 100 %
Room 406-178, No. 1, Yichuang Street, (China-Singapore Guangzhou Knowledge City) Huangpu District, Guangzhou City, China
AstraZeneca Investment Consulting (Wuxi) Co., Ltd 100 %
Room 808, 8F, Building 99-2 Linghu Avenue, Xinwu District, Wuxi, Jiangsu, China
AstraZeneca Pharmaceutical (Hangzhou) Co., Ltd 100 %
12F & 14F, Building 1, Shuli Plaza, 758 Fei Jia Tang Road, Gongshu District, Hangzhou, Zhejiang Province, China
AstraZeneca Global R&D (China) Co., Ltd 100 %
16F, 88 Xizang North Road, Jing’an District, Shanghai, China
AstraZeneca Pharmaceutical (Chengdu) Co., Ltd 100 %
10th Floor, Building 11 (Building E11), No. 366, Hemin Street, Chengdu High-tech Zone, China (Sichuan) Pilot Free Trade Zone, China
AstraZeneca Pharmaceutical (Shanghai) Co., Ltd 100 %
B1F, 8F & 9F, 88 Xizang North Road, Jing’an District, Shanghai, China
Alexion Pharmaceuticals (Shanghai) Company Limited 100 %
Room 702, No. 1539 West Nanjing Road, Jing'an District, Shanghai, China
AstraZeneca Pharmaceutical Manufacturing (Qingdao) Co., Ltd. 100 %
AstraZeneca Pharmaceutical (Qingdao) Co., Ltd. 100 %
Room 806, Building 2, No. 82 Juxianqiao Road, High-tech Zone, Qingdao City, Shandong Province, China
Colombia
AstraZeneca Colombia S.A.S. 100 %
Av Carrera 9 No. 101-67 Office 601, Bogotá, 110231, Colombia
Alexion Pharma Colombia S.A.S. 100 %
Carrera 9 No. 115 - 06 /30 Edificio Tierra Firme Oficina 2904 Bogot á D.C., Colombia
Costa Rica
AstraZeneca CAMCAR Costa Rica, S.A. 100 %
San José, Escazú, Roble Corporate Center, 5to piso, Costa Rica
Croatia
AstraZeneca d.o.o. 100 %
Radnicka cesta 80, 10000 Zagreb, Croatia
Czech Republic
AstraZeneca Czech Republic, s.r.o. 100 %
U Trezorky 921/2, 158 00 Prague 5, Czech Republic
Alexion Pharma Czech s.r.o. 100 %
Novodvorská 994/138, Braník, 142 00 Prague, Czech Republic
Denmark
AstraZeneca A/S 100 %
Johanne Møllers Passage 1, Dk-1799 Copenhagen V, Denmark
Egypt
AstraZeneca Egypt for Pharmaceutical Industries SAE 100 %
6th of October City, 6th Industrial Zone, Plot 2, Giza, Egypt
AstraZeneca Egypt LLC 100 %
47 St. 270 New Maadi, Cairo, Egypt
Drimex LLC 100 %
Plot 133, Banks’ District, 5th Settlement, New Cairo, Cairo, Egypt
Estonia
AstraZeneca Eesti OÜ 100 %
Harju maakond, Tallinn, Lasnamäe linnaosa, Valukoja tn 8/1, 11415, Estonia
Finland
AstraZeneca Oy. 100 %
Keilaranta 18, 02150 Espoo, Finland
France
AstraZeneca SAS 100 %
Tour Carpe Diem-31, Place des Corolles, 92400 Courbevoie, France
AstraZeneca Reims Production SAS 100 %

F-62

Chemin de Vrilly Parc, Industriel de la Pompelle, Reims, 51100, France
AstraZeneca Dunkerque Production SCS 100 %
224 Avenue de la Dordogne, 59640 Dunkerque, France
Alexion Europe SAS 100 %
Alexion Pharma France SAS 100 %
103-105 Rue Anatole France 92300 Levallois-Perret, France
Germany
AstraZeneca Holding GmbH 100 %
AstraZeneca GmbH 100 %
Friesenweg 26, 22763, Hamburg, Germany
Sofotec GmbH 100 %
Benzstrasse 1-3, 61352, Bad Homburg v.d. Hohe, Germany
AstraZeneca Computational Pathology GmbH 2 100 %
Bernhard-Wicki-Straße 5, 80636, Munich, Germany
Alexion Pharma Germany GmbH 100 %
Landsberger Straße 300, 80687, Munich, Germany
Greece
AstraZeneca S.A. 100 %
Agisilaou 6-8 Marousi, Athens, Greece
Hong Kong
AstraZeneca Hong Kong Limited 100 %
Unit 1 – 3, 11/F., China Taiping Finance Centre, 18 King Wah Road, North Point, Hong Kong
Hungary
AstraZeneca Kft 100 %
1st floor, 4 building B, Alíz str., Budapest, 1117, Hungary
India
AstraZeneca India Private Limited 3 100 %
Block A, Neville Tower, 11th Floor, Ramanujan IT SEZ, Taramani, Chennai, Tamil Nadu, PIN 600113, India
Alexion Business Services Private Limited 100 %
9th Floor, Platina, G Block Plot No. C-59, Bandra-Kurla Complex Bandra (East), Mumbai 400051, India
Iran
AstraZeneca Pars Company 100 %
Suite 1, 1st Floor No. 39, Alvand Ave., Argantin Sq., Tehran 1516673114, Iran
Ireland
AstraZeneca Pharmaceuticals (Ireland) Designated Activity Company 100 %
4th Floor, South Bank House, Barrow Street, Dublin, 4, Republic of Ireland
Alexion Pharma Holding Limited 100 %
Alexion Pharma International Operations Limited 100 %
Alexion Pharma Development Limited 100 %
AstraZeneca Ireland Limited 100 %
College Business & Technology Park, Blanchardstown Road North, Dublin 15, Republic of Ireland
Israel
AstraZeneca (Israel) Ltd 100 %
Atirei Yeda 1, Building O-Tech 2, POB 8044, Kfar Saba, 4464301, Israel
Alexion Pharma Israel Ltd 100 %
4 Weizmann Str., Tel-Aviv-Jaffa, Israel
Italy
Simesa SpA 100 %
AstraZeneca SpA 100 %
Alexion Pharma Italy Srl 100 %
Viale Decumano 39, 20157 Milan, Italy
Japan
AstraZeneca K.K. 100 %
Grand Front Osaka Tower B, 3-1, Ofuka-cho, Kita-ku, Osaka, 530-0011, Japan — Alexion Pharma GK 100 ​ — %
Ebisu First Square, 18-14, Ebisu 1-chome, Shibuya-ku, Tokyo, Japan
Kazakhstan
AstraZeneca Kazakhstan LLP 100 %
Office 101, 77 Kunayev Street, Almaty 050000, Kazakhstan
Kenya
AstraZeneca Pharmaceuticals Limited 100 %
L.R. No.1/1327, Avenue 5, 1st Floor, Rose Avenue, Nairobi, Kenya
Latvia
AstraZeneca Latvija SIA 100 %
Skanstes iela 50, Riga, LV-1013, Latvia
Lithuania
AstraZeneca Lietuva UAB 100 %
Spaudos g., Vilnius, LT-05132, Lithuania
Luxembourg
AstraZeneca Luxembourg S.A. 100 %
Rue Nicolas Bové 2A – L-1253, Luxembourg
Malaysia
AstraZeneca Asia-Pacific Business Services Sdn Bhd 100 %
12th Floor, Menara Symphony, No. 5 Jalan Prof, Khoo Kay Kim, Seksyen 13, 46200 Petaling Jaya, Selangor Darul Ehsan, Malaysia
AstraZeneca Sdn Bhd 100 %
Nucleus Tower, Level 11 & 12, No. 10 Jalan PJU 7/6, Mutiara Damansara, 47800 Petaling Jaya, Selangor Darul Ehsan, Malaysia
Mexico
AstraZeneca Health Care Division, S.A. de C.V. 100 %
AstraZeneca, S.A. de C.V. 100 %
Av. Periferico Sur 4305 interior 5, Colonia Jardines en la Montaña, Mexico City, Tlalpan Distrito Federal, CP 14210, Mexico
Alexion Pharma Mexico S. de R.L. de C.V. 100 %
Paseo de los Tamarindos 90, Torre 1 piso 6 - A Col., Bosques de la Lomas, CP 05120 D.F, Mexico
Morocco
AstraZeneca Maroc SARLAU 100 %
92 Boulevard Anfa ETG 2, Casablanca 20000, Morocco
The Netherlands
AstraZeneca B.V. 100 %
AstraZeneca Continent B.V. 100 %
AstraZeneca Gamma B.V. 100 %
AstraZeneca Holdings B.V. 100 %
AstraZeneca Jota B.V. 100 %
AstraZeneca Rho B.V. 100 %
AstraZeneca Sigma B.V. 100 %
AstraZeneca Treasury B.V. 100 %
AstraZeneca Zeta B.V. 100 %
Prinses Beatrixlaan 582, 2595BM, The Hague, The Netherlands
AstraZeneca Nijmegen B.V. 100 %
Lagelandseweg 78, 6545 CG Nijmegen, The Netherlands
Acerta Pharma B.V. 100 %
Aspire Therapeutics B.V. 100 %
Kloosterstraat 9, 5349 AB, Oss, The Netherlands
Portola Netherlands B.V. 100 %
Prins Bernhardplein 200 JB Amsterdam 1097, The Netherlands
Alexion Holding B.V. 100 %
Alexion Pharma Foreign Holdings B.V. 100 %
Alexion Pharma Netherlands B.V. 100 %
Prinses Beatrixlaan 582, 5895 BM, The Hague, The Netherlands
Neogene Therapeutics B.V. 100 %
Science Park 106, 1098 XG Amsterdam, The Netherlands
At 31 December 2023 Group Interest
New Zealand
AstraZeneca Limited 100 %
Pharmacy Retailing (NZ) Limited t/a Healthcare Logistics, 58 Richard Pearse Drive, Mangere, Auckland, 1142, New Zealand
Nigeria
AstraZeneca Nigeria Limited 100 %
11A, Alfred Olaiya Street, Awuse Estate, Off Salvation Street, Opebi, Ikeja, Lagos, Nigeria
Norway
AstraZeneca AS 100 %
Karvesvingen 7, 0579 Oslo, Norway
Pakistan
AstraZeneca Pharmaceuticals Pakistan (Private) Limited 4 100 %
Office No 1, 2nd Floor, Sasi Arcade, Block 7, Main Clifton Road, Karachi, Pakistan
Panama
AstraZeneca CAMCAR, S.A. 100 %
Bodega #1, Parque Logistico MIT, Carretera Hacia Coco Solo, Colon, Panama
Peru
AstraZeneca Peru S.A. 100 %
Calle Las Orquídeas N° 675, Int. 802, Edificio Pacific Tower, San Isidro, Lima, Peru
Philippines
AstraZeneca Pharmaceuticals (Phils.) Inc. 100 %
16th Floor, Inoza Tower, 40th Street, Bonifacio Global City, Taguig 1634, Philippines
Poland
AstraZeneca Pharma Poland Sp.z.o.o. 100 %
Alexion Pharma Poland Sp.z.o.o. 100 %
Postepu 14, 02-676, Warszawa, Poland
Portugal
Astra Alpha Produtos Farmacêuticos Lda 100 %
AstraZeneca Produtos Farmacêuticos Lda 100 %
Novastra Promoção e Comércio Farmacêutico Lda 100 %
Novastuart Produtos Farmacêuticos Lda 100 %
Stuart-Produtos Farmacêuticos Lda 100 %
Zeneca Epsilon – Produtos Farmacêuticos Lda 100 %
Zenecapharma Produtos Farmacêuticos, Unipessoal Lda 100 %
Rua Humberto Madeira, No 7, Queluz de Baixo, 2730-097, Barcarena, Portugal
Puerto Rico
IPR Pharmaceuticals, Inc. 100 %
Road 188, San Isidro Industrial Park, Canóvanas, 00729, Puerto Rico
Romania
AstraZeneca Pharma S.R.L. 100 %
Bucharest, 1A Tipografilor Street, MUSE Offices, 2nd and

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3rd Floor, District 1, 013714, Romania — ​
Russia
AstraZeneca Industries, LLC 100 %
8 1st Vostochniy lane, Dobrino village, Borovskiy district, Kaluga region 249006, Russian Federation
AstraZeneca Pharmaceuticals, LLC 100 %
Building 1, 21 First Krasnogvardeyskiy lane, floor 30, rooms 13 and 14, Moscow, 123112, Russian Federation
Alexion Pharma OOO LLC 100 %
Building 1, 21 First Krasnogvardeyskiy lane, floor 29, Moscow, 123112, Russian Federation
Saudi Arabia
AstraZeneca Continent - Regional Headquarter 100 %
Al-Nakhlah Tower, Floor 13th Ath Thumamah Road, Al Sahafa District., P.O. Box 42150, Riyadh, Kingdom of Saudi Arabia
AstraZeneca Trading Company 100 %
125 Prince Sultan, 2086 Ar Rawdah District, 23435, Jeddah, Kingdom of Saudi Arabia
Singapore
AstraZeneca Singapore Pte Limited 100 %
10 Kallang Avenue #12-10, Aperia Tower 2, 339510, Singapore
South Africa
AstraZeneca Pharmaceuticals (Pty) Limited 100 %
17 Georgian Crescent West, Northdowns Office Park, Bryanston, 2191, South Africa
South Korea
AstraZeneca Korea Co. Ltd 100 %
21st Floor, Asem Tower, 517, Yeongdong-daero, Gangnam-gu, Seoul, 06164, Republic of Korea
Alexion Pharma Korea LLC 100 %
41 FL., 152 Teheran-ro (Yeoksam-dong Gangnam Finance Center), Gangnam-gu, Seoul, Republic of Korea
Spain
AstraZeneca Farmaceutica Holding Spain, S.A. 100 %
AstraZeneca Farmaceutica Spain S.A. 100 %
Laboratorio Beta, S.A. 100 %
Laboratorio Lailan, S.A. 100 %
Laboratorio Tau, S.A. 100 %
Fundación AstraZeneca 100 %
Calle del Puerto de Somport, 21-23, 28050, Madrid, Spain
Alexion Pharma Spain S.L. 100 %
Av Diagonal Num.601 P.1, Barcelona 08028, Spain
Sweden
Astra Export & Trading Aktiebolag 100 %
Astra Lakemedel Aktiebolag 100 %
AstraZeneca AB 100 %
AstraZeneca Biotech AB 100 %
AstraZeneca BioVentureHub AB 100 %
AstraZeneca Holding Aktiebolag 5 100 %
AstraZeneca International Holdings Aktiebolag 6 100 %
AstraZeneca Nordic AB 100 %
AstraZeneca Pharmaceuticals Aktiebolag 100 %
AstraZeneca Södertälje 2 AB 100 %
Stuart Pharma Aktiebolag 100 %
Tika Lakemedel Aktiebolag 100 %
SE-151 85 Södertälje, Sweden
Aktiebolaget Hassle 100 %
Symbicom Aktiebolag 6 100 %
431 83 MoIndal, Sweden
Astra Tech International Aktiebolag 100 %
Box 14, 431 21 MoIndal, Sweden
Alexion Pharma Nordics Holding AB 100 %
Alexion Pharma Nordics AB 100 %
Kungsgatan 3, Stockholm 111 43, Sweden
Switzerland
AstraZeneca AG 100 %
Evinova AG 100 %
Neuhofstrasse 34, 6340 Baar, Switzerland
Spirogen Sarl 6 100 %
Rue du Grand-Chêne 5, CH-1003 Lausanne, Switzerland
Alexion Pharma GmbH 100 %
Giesshübelstrasse 30, Zürich 8045, Switzerland
Taiwan
AstraZeneca Taiwan Limited 100 %
21st Floor, Taipei Metro Building 207, Tun Hwa South Road, SEC 2 Taipei, Taiwan
Alexion Pharma Taiwan Ltd 100 %
Room 1153, 11F, No. 1, SongZhi Rd, Taipei 11047, Taiwan
Thailand
AstraZeneca (Thailand) Limited 100 %
Asia Centre 19th floor, 173/20, South Sathorn Rd, Khwaeng Thungmahamek, Khet Sathorn, Bangkok, 10120, Thailand
Tunisia
AstraZeneca Tunisie SaRL 100 %
Lot n°1.5.5 les jardins du lac, bloc B les berges du lac Tunis, Tunisia
Turkey
AstraZeneca Ilac Sanayi ve Ticaret Limited Sirketi 100 %
YKB Plaza, B Blok, Kat:3-4, Levent/Beşiktaş, Istanbul, Turkey
Zeneca Ilac Sanayi ve Ticaret Anonim Sirketi 100 %
Büyükdere Cad., Y.K.B. Plaza, B Blok, Kat:4, Levent/Beşiktaş, Istanbul, Turkey
Alexion Ilac Ticaret Limited Sirketi 100 %
İçerenköy Mahellisi Umut SK. and Ofis Sit. No: 10 12/73 Ataşehir, Istanbul 10-12/73, Turkey
Ukraine
AstraZeneca Ukraina LLC 100 %
54 Simi Prakhovykh street, Kyiv, 01033, Ukraine
United Arab Emirates
AstraZeneca FZ-LLC 100 %
P.O. Box 505070, Block D, Dubai Healthcare City, Oud Mehta Road, Dubai, United Arab Emirates
Alexion Pharma Middle East FZ-LLC 100 %
Dubai Science Park, 501, Floor 5, EIB Building No. 2, Dubai, United Arab Emirates
United Kingdom
Ardea Biosciences Limited 100 %
Arrow Therapeutics Limited 100 %
Astra Pharmaceuticals Limited 100 %
AstraPharm 6 100 %
AstraZeneca China UK Limited 100 %
AstraZeneca Death In Service Trustee Limited 100 %
AstraZeneca Employee Share Trust Limited 100 %
AstraZeneca Finance Limited 100 %
AstraZeneca Intermediate Holdings Limited 5 100 %
AstraZeneca Investments Limited 100 %
AstraZeneca Japan Limited 100 %
AstraZeneca Nominees Limited 100 %
AstraZeneca Quest Limited 100 %
AstraZeneca Share Trust Limited 100 %
AstraZeneca Sweden Investments Limited 100 %
AstraZeneca Treasury Limited 6 100 %
AstraZeneca UK Limited 100 %
AstraZeneca US Investments Limited 5 100 %
AZENCO2 Limited 100 %
AZENCO4 Limited 100 %
Cambridge Antibody Technology Group Limited 100 %
KuDOS Horsham Limited 100 %
KuDOS Pharmaceuticals Limited 100 %
Zenco (No. 8) Limited 100 %
Zeneca Finance (Netherlands) Company 100 %
MedImmune Limited 100 %
1 Francis Crick Avenue, Cambridge Biomedical Campus, Cambridge, CB2 0AA, United Kingdom
MedImmune U.K. Limited 100 %
Plot 6, Renaissance Way, Boulevard Industry Park, Liverpool, L24 9JW, United Kingdom
Syntimmune Limited 100 %
21 Holborn Viaduct, London, EC1A 2DY, United Kingdom
Alexion Pharma UK Limited 100 %
Portola Pharma UK Limited (in liquidation) 100 %
3 Furzeground Way, Stockley Park, Uxbridge, Middlesex, UB11 1EZ, United Kingdom
United States
Ardea Biosciences, Inc. 100 %
Amylin Ohio LLC 7 100 %
Amylin Pharmaceuticals, LLC 7 100 %
AstraZeneca Collaboration Ventures, LLC 7 100 %
AstraZeneca Finance LLC 7 100 %
AstraZeneca Finance and Holdings Inc. 100 %
AstraZeneca Pharmaceuticals LP 8 100 %
Atkemix Nine Inc. 100 %
Atkemix Ten Inc. 100 %
BMS Holdco, Inc. 100 %
Cincor Pharma Inc. 100 %
Corpus Christi Holdings Inc. 100 %
Isochrone Merger Sub Inc. 100 %
Neogene Therapeutics, Inc. 100 %
Omthera Pharmaceuticals, Inc. 100 %
Optein, Inc. 100 %
Stauffer Management Company LLC 7 100 %
Zeneca Holdings Inc. 100 %
Zeneca Inc. 100 %
Zeneca Wilmington Inc. 5 100 %
1800 Concord Pike, Wilmington, DE 19803, United States
ZS Pharma Inc. 100 %
1100 Park Place, Suite 300, San Mateo, CA 94403, United States
AlphaCore Pharma, LLC 7 100 %
333 Parkland Plaza, Suite 5, Ann Arbor, MI 48103, United States
AZ-Mont Insurance Company 100 %

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100 Bank Street, Suite 630, Burlington, VT 05401, United States — MedImmune, LLC 7 100 ​ — %
MedImmune Ventures, Inc. 100 %
One MedImmune Way, Gaithersburg, MD 20878, United States
Pearl Therapeutics, Inc. 100 %
200 Cardinal Way, Redwood City, CA 94063, United States
Caelum Biosciences Inc. 100 %
1200 Florence Columbus Road, Bordentown, NJ 08505, United States
Alexion Services Latin America Inc. 100 %
600 Brickell Ave, Miami, FL 33131, United States
Portola USA, Inc. 100 %
Portola Pharmaceuticals LLC 100 %
270 East Grand Avenue, South San Francisco, CA 94080, United States
Achillion Pharmaceuticals Inc. 100 %
Alexion Delaware Holding LLC 100 %
Alexion Pharma LLC 100 %
Alexion Pharmaceuticals, Inc. 100 %
Alexion US1 LLC 100 %
Alexion US Holdings LLC 100 %
LogicBio Therapeutics, Inc. 100 %
Savoy Therapeutics Corp 100 %
Syntimmune, Inc. 100 %
TeneoTwo, Inc. 100 %
121 Seaport Boulevard, Boston, MA 02210, United States
Acerta Pharma LLC 7 100 %
121 Oyster Point Boulevard, South San Francisco, CA 94080, United States
LogicBio Securities Corporation 100 %
65 Hayden Avenue, Lexington, MA 92421, United States
Alexion Holding LLC 100 %
100 College Street, New Haven, CT 06510, United States
At 31 December 2023 Group Interest
Uruguay
AstraZeneca S.A. 100 %
Yaguarón 1407 of 1205, 11.100, Montevideo, Uruguay
Venezuela
AstraZeneca Venezuela S.A. 100 %
Gotland Pharma S.A. 100 %
Av. La Castellana, Torre La Castellana, Piso 5, Oficina 5-G, 5-H, 5-I, Urbanización La Castellana, Municipio Chacao, Estado Bolivariano de Miranda, Venezuela
Vietnam
AstraZeneca Vietnam Company Limited 100 %
18th Floor, A&B Tower, 76 Le Lai, Ben Thanh Ward, District 1, Ho Chi Minh City, Vietnam
Subsidiaries where the effective interest is less than 100%
Algeria
AstraZeneca Algeria Pharmaceutical Industries SPA 49 %
N° 20, Micro Zone d’Activité Hydra, Centre des Affaires Dar El Madina, Bloc A, 6th Floor, Hydra, Algiers, Algeria
China
Beijing Falikang Pharmaceutical (China) Co. Ltd 49 %
No. 69 Fushi Road, Haidian District, Beijing, 100143, China
India
AstraZeneca Pharma India Limited 3 75 %
Block N1, 12th Floor, Manyata Embassy Business Park, Rachenahalli, Outer Ring Road, Bangalore-560 045, India
Indonesia
P.T. AstraZeneca Indonesia 95 %
Perkantoran Hijau Arkadia Tower F, 3rd Floor, JI. T.B. Simatupang Kav. 88, South Jakarta, 12520, Indonesia
Joint Ventures
China
WuXi MedImmune Biopharmaceutical Co., Limited (in liquidation) 50 %
Room 1902, 19/F, Lee Garden One, 33 Hysan Avenue, Causeway Bay, Hong Kong
IHP HK Holdings Limited 50 %
Unit 5805, 58/F., Two International Finance Centre 8 Finance Street, Central, China
United Kingdom
Centus Biotherapeutics Limited (in liquidation) 50 %
c/o Cork Gully LLP, 40 Villiers Street, London, WC2N 6NJ, United Kingdom
Ireland
Centus Biotherapeutics Europe Limited (in liquidation) 50 %
6th Floor, South Bank House, Barrow Street, Dublin 4, Republic of Ireland
United States
Montrose Chemical Corporation of California 50 %
Suite 380, 600 Ericksen Ave N/E, Bainbridge Island, United States
Significant Holdings
China
Dizal (Jiangsu) Pharmaceutical Co., Ltd. 26.69 %
199 Liangjing Rd, Zhangjiang Hi-Tech Park, Pudong District, Shanghai, 201203, China
Wuxi AstraZeneca-CICC Venture Capital Partnership (Limited Partnership) 22.13 %
Room 808, 8F, Building 99-2 Linghu Avenue, Xinwu District, Wuxi, Jiangsu, China
United Kingdom
VaxEquity 40 %
Lab 4 Cambridge Science Park, Unit 204 Milton Road, Cambridge, CB4 0GZ, United Kingdom
United States
C.C. Global Chemicals Company 37.50 %
PO Box 7, MS2901, Texas, TX76101-0007, United States
Associated Holdings
France
Medetia SAS 10 %
Institute Imagine 24, Boulevard du Montparnasse 75015, Paris, France
Cellectis S.A. 22.35 %
8, rue de la Croix Jarry, 75013 Paris, France
Israel
AION Labs Innovation Lab Ltd. 19.23 %
4 Oppenheimer Street, Building B, Rehovot, 7670104, Israel
CombinAble.AI Ltd. 11.25 %
5 Oppenheimer Street, Building B, Rehovot, 7670104, Israel
TenAces Biosciences Ltd. 12.50 %
6 Oppenheimer Street, Building B, Rehovot, 7670104, Israel
Sweden
Swedish Orphan Biovitrum AB (publ) 9.89 %
Tomtebodavägen 23A, Stockholm, Sweden
OnDosis AB 19.90 %
GoCo House, 5 tr, Gemenskapens gata 9, 431 53 Mölndal, Sweden
CCRM Nordic AB 19.90 %
CCRM Nordic AB, c/o GU Ventures AB, Erik Dahlbergsgatan 11 A, 411 26 Göteborg, Sweden
United Kingdom
Niox Group plc 16.89 %
Hayakawa Building, Edmund Halley Road, Oxford Science Park, Oxford, OX4 4GB, United Kingdom
United States
AbMed Corporation 18 %
68 Cummings Park Drive, Woburn, MA 01801, United States
Baergic Bio, Inc. 19.95 %
1111 Kane Concourse, Suite 301 Bay Harbor Islands, FL 33154, United States
Regio Biosciences 19.54 %
668 Stoney Hill Road, #2, Yardley, PA 19067, United States
Employee Benefit Trust
The AstraZeneca Employee Benefit Trust

1 Ownership held in ordinary and class B special shares.

2 Ownership held in common shares, preferred shares 2003, preferred shares 2003 ex (A), preferred shares 2003 ex (B), preferred shares Series D, preferred shares Series E and preferred shares Series F.

3 Accounting year end is 31 March.

4 Accounting year end is 30 June.

5 Directly held by AstraZeneca PLC.

6 Ownership held in Ordinary A shares and Ordinary B shares.

7 Ownership held as membership interest.

8 Ownership held as partnership interest.

9 With effect from 13 January 2023, Namor Merger Sub Inc. was merged with and into Neogene Therapeutics, Inc., with Neogene Therapeutics, Inc. being the surviving corporation.

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