6-K

NOVARTIS AG (NVS)

6-K 2024-10-29 For: 2024-09-30
View Original
Added on April 02, 2026


SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 or 15d-16 OF

THE SECURITIES EXCHANGE ACT OF 1934

Report on Form 6-K dated October 29, 2024

(Commission File No. 1-15024)


Novartis AG

(Name of Registrant)

Lichtstrasse 35

4056 Basel

Switzerland

(Address of Principal Executive Offices)


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

Form 20-F: x Form 40-F: o

Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes: o No: x


Exhibits:

99.1 Financial Report Q3 2024

99.2 Interim Financial Report

SIGNATURES

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

Novartis AG
Date:<br>October 29, 2024 By: /s/ PAUL PENEPENT
Name: Paul Penepent
Title: Head Financial Reporting and Accounting

99.1 Financial Report Q3 2024

<br> <br><br><br> <br><br><br> <br><br><br> <br>Ad hoc announcement pursuant to Art. 53 LR Novartis International AG<br><br> Novartis Global Communications<br><br> <br>CH-4002 Basel <br><br> <br>Switzerland<br><br> <br><br> https://www.novartis.com<br><br> <br>https://twitter.com/novartisnews

FINANCIAL RESULTS | FINANZERGEBNISSE

Novartis continues strong momentum in Q3 with 10% sales growth, 20% core operating income growth, and important innovation milestones; raises FY 2024 guidance

Q3 net sales grew +10% (cc^1^, +9% USD) with core operating income up +20% (cc, +17% USD)
o Sales growth driven by continued strong performance from Entresto (+26% cc), Cosentyx<br> (+28% cc), Kisqali (+43% cc), Kesimpta (+28% cc), Pluvicto (+50% cc) and Leqvio (+119% cc)
--- ---
o Core operating income margin 40.1%, +340 basis points (cc), mainly driven by higher net sales
--- ---
Q3 operating income grew +123% (cc, +106% USD); net income up +121% (cc, +111% USD)
--- ---
Q3 core EPS grew +20% (cc, +18% USD) to USD 2.06
--- ---
Q3 free cash flow^1^ of USD 6.0 billion (+18% USD) driven by higher net cash flows from operating activities
--- ---
Strong nine months performance with sales up +11% (cc, +9% USD) and core operating income up +20% (cc, +17% USD)
--- ---
Q3 selected innovation milestones:
--- ---
o Kisqali FDA approval and positive CHMP opinion for HR+/HER2-<br> stage II and III eBC
--- ---
o Fabhalta FDA accelerated approval for IgAN
--- ---
o Pluvicto FDA filing for pre-taxane mCRPC
--- ---
Full-year 2024 guidance raised^2^
--- ---
o Net sales expected to grow low double-digit (from high single to low double-digit)
--- ---
o Core operating income expected to grow high teens (from mid to high teens)
--- ---

Basel, October 29, 2024 – commenting on Q3 2024 results, Vas Narasimhan, CEO of Novartis, said:

“Novartis delivered another quarter of strong operational performance in Q3, with sales up 10% and core operating income up 20%. All key growth drivers contributed to the momentum. We achieved important indications expansions for Kisqali in early breast cancer and Fabhalta in IgA nephropathy, and we completed our PSMAfore filing for Pluvicto in the US. With the momentum in our business and pipeline, we were able to once again upgrade our full-year guidance and remain highly confident in our mid-term outlook.”

Key figures Continuing operations^3^
Q3 2024 Q3 2023 % change 9M 2024 9M 2023 % change
USD m USD m USD cc USD m USD m USD cc
Net sales 12 823 11 782 9 10 37 164 34 017 9 11
Operating income 3 627 1 762 106 123 11 014 7 187 53 61
Net income 3 185 1 513 111 121 9 119 5 934 54 62
EPS (USD) 1.58 0.73 116 127 4.50 2.84 58 67
Free cash flow 5 965 5 043 18 12 618 11 019 15
Core operating income 5 145 4 405 17 20 14 635 12 551 17 20
Core net income 4 133 3 585 15 17 11 822 10 320 15 18
Core EPS (USD) 2.06 1.74 18 20 5.83 4.95 18 21
  1. Constant currencies (cc), core results and free cash flow are non-IFRS measures. An explanation of non-IFRS measures can be found on page 46 of the Interim Financial Report. Unless otherwise noted, all growth rates in this Release refer to same period in prior year.    2. Please see detailed guidance assumptions on page 7.    3. As defined on page 35 of the Interim Financial Report, Continuing operations include the retained business activities of Novartis, comprising the innovative medicines business and the continuing corporate activities and Discontinued operations include operational results from the Sandoz business.

Strategy

Our focus

In 2023, Novartis completed its transformation into a “pure-play” innovative medicines business. We have a clear focus on four

                core therapeutic areas \(cardiovascular-renal-metabolic, immunology, neuroscience and oncology\), with multiple significant in-market and pipeline assets in each of these areas, that address high disease burden and have substantial
              growth potential. In addition to two established technology platforms \(chemistry and biotherapeutics\), three emerging platforms \(gene & cell therapy, radioligand therapy and xRNA\) are being
              prioritized for continued investment into new R&D capabilities and manufacturing scale. Geographically, we are focused on growing in our priority geographies – the US, China, Germany and Japan.

Our priorities

1. Accelerate growth: Renewed attention to deliver high-value medicines (NMEs) and focus on launch excellence,<br> with a rich pipeline across our core therapeutic areas.
2. Deliver returns: Continuing to embed operational excellence and deliver improved financials. Novartis<br> remains disciplined and shareholder-focused in our approach to capital allocation, with substantial cash generation and a strong capital structure supporting continued flexibility.
--- ---
3. Strengthening foundations: Unleashing the power of our people, scaling data science and technology and<br> continuing to build trust with society.
--- ---

Financials

Following the September 15, 2023, shareholder approval of the spin-off of Sandoz, Novartis reported its consolidated financial statements as “continuing operations” and “discontinued operations.”

Continuing operations include the retained business activities of Novartis, comprising the innovative medicines business and the continuing corporate activities. Discontinued operations include the Sandoz Division and selected portions of corporate activities attributable to Sandoz’s business, as well as certain expenses related to the spin-off.

While the commentary below focuses on continuing operations, we also provide information on discontinued operations.

Continuing operations

Third quarter

Net sales were USD 12.8 billion (+9%, +10% cc), with volume contributing 12 percentage points to growth. Generic competition had a negative impact of 2 percentage points and pricing was flat.

Operating income was USD 3.6 billion (+106%, +123% cc), mainly driven by lower impairments and higher net sales, partly offset by higher R&D investments.

Net income was USD 3.2 billion (+111%, +121% cc), mainly driven by higher operating income. EPS was USD 1.58 (+116%, +127% cc), benefiting from the lower weighted average number of shares outstanding.

Core operating income was USD 5.1 billion (+17%, +20% cc), mainly driven by higher net sales, partly offset by higher R&D investments. Core operating income margin was 40.1% of net sales, increasing 2.7 percentage points (+3.4 percentage points cc).

Core net income was USD 4.1 billion (+15%, +17% cc), mainly due to higher core operating income. Core EPS was USD 2.06 (+18%, +20% cc), benefiting from the lower weighted average number of shares outstanding.

2

Free cash flow from continuing operations amounted to USD 6.0 billion (+18% USD), compared with USD 5.0 billion in the prior-year quarter, driven by higher net cash flows from operating activities from continuing operations.

Nine months

Net sales were USD 37.2 billion (+9%, +11% cc) with volume contributing 14 percentage points to growth. Generic competition had a negative impact of 2 percentage points and pricing had a negative impact of 1 percentage point.

Operating income was USD 11.0 billion (+53%, +61% cc), mainly driven by higher net sales, lower impairments and restructuring charges, partly offset by prior-year one-time income from legal matters and higher R&D investments.

Net income was USD 9.1 billion (+54%, +62% cc), mainly driven by higher operating income. EPS was USD 4.50 (+58%, +67% cc), benefiting from the lower weighted average number of shares outstanding.

Core operating income was USD 14.6 billion (+17%, +20% cc), mainly driven by higher net sales, partly offset by higher R&D investments. Core operating income margin was 39.4% of net sales, increasing 2.5 percentage points (+3.2 percentage points cc).

Core net income was USD 11.8 billion (+15%, +18% cc), mainly due to higher core operating income. Core EPS was USD 5.83 (+18%, +21% cc), benefiting from the lower weighted average number of shares outstanding.

Free cash flow from continuing operations amounted to USD 12.6 billion (+15% USD), compared with USD 11.0 billion in the prior-year period, driven by higher net cash flows from operating activities from continuing operations.

Discontinued operations

Discontinued operations include the Sandoz generic pharmaceuticals and biosimilars division, certain corporate activities attributable to Sandoz and certain other expenses related to the spin-off of the Sandoz business.

Third quarter

As the Sandoz spin-off was completed on October 3, 2023, there were no operating results in the third quarter of 2024 related to discontinued operations. In the third quarter of 2023, discontinued operations net sales were USD 2.5 billion, operating loss amounted to USD 86 million and net income from discontinued operations was USD 250 million. For further details see Note 3 “Significant acquisition of businesses and spin-off of Sandoz business” and Note 11 “Discontinued operations” to the condensed interim consolidated financial statements.

Nine months

As the Sandoz spin-off was completed on October 3, 2023, there were no operating results in the first nine months of 2024 related to discontinued operations. In the first nine months of 2023, discontinued operations net sales were USD 7.4 billion, operating income amounted to USD 265 million and net income from discontinued operations was USD 440 million. For further details see Note 3 “Significant acquisition of businesses and spin-off of Sandoz business” and Note 11 “Discontinued operations” to the condensed interim consolidated financial statements.

3

Total Company

Third quarter

Total Company net income was USD 3.2 billion in 2024, compared to USD 1.8 billion in 2023 and basic EPS was USD 1.58 compared to USD 0.85 in prior year quarter. Net cash flows from operating activities for total Company amounted to USD 6.3 billion and free cash flow amounted to USD 6.0 billion.

Nine months

Total Company net income was USD 9.1 billion in 2024, compared to USD 6.4 billion in 2023 and basic EPS was USD 4.50 compared to USD 3.05 in prior year. Net cash flows from operating activities for total Company amounted to USD 13.4 billion and free cash flow amounted to USD 12.6 billion.

Q3 key growth drivers

Underpinning our financial results in the quarter is a continued focus on key growth drivers (ranked in order of contribution to Q3 growth) including:

Entresto (USD 1 865 million, +26% cc) sustained robust, demand-led growth, with increased penetration in the US and Europe following guideline-directed medical therapy in heart<br> failure, as well as in China with increased penetration in hypertension
Cosentyx (USD 1 693 million, +28% cc) sales grew mainly in the US, Europe and emerging growth markets, driven by recent launches (including the HS indication and the IV<br> formulation in the US) and volume growth in core indications
Kisqali (USD 787 million, +43% cc) sales grew strongly across all regions, based on increasing recognition of its overall survival benefit in HR+/HER2- advanced breast cancer<br> and Category 1 NCCN guidelines recommendation
Kesimpta (USD 838 million, +28% cc) sales grew reflecting increased demand for a high efficacy product with convenient self-administered dosing; the prior-year period benefited<br> from a one-time revenue deduction adjustment in Europe
Pluvicto (USD 386 million, +50% cc) sales grew in the US and Europe. Q3 sales benefited from a one-time revenue deduction adjustment in Europe. With supply now unconstrained,<br> the focus is on increasing share in established RLT sites, while opening new sites and referral pathways, and initiating new patients
Leqvio (USD 198 million, +119% cc) continued to show steady growth, with a focus on increasing account and patient adoption, and continuing medical education
Jakavi (USD 500 million, +18% cc) sales grew across all regions driven by strong demand across indications
Scemblix (USD 182 million, +72% cc) sales grew across all regions demonstrating the continued high unmet need in CML
Tafinlar + Mekinist (USD 534 million, +12% cc) sales grew mainly in the US and emerging growth markets, driven by increased demand
Xolair (USD 418 million, +15% cc) grew mainly in emerging growth markets and Europe
Fabhalta (USD 44 million) launch continues in PNH with an approval in IgAN in Q3
Ilaris (USD 372 million, +12% cc) sales grew across all regions, led by the US and Europe
Lutathera (USD 190 million, +19% cc) sales grew across all regions due to increased demand and earlier line adoption (within indication) in the US and Japan
Emerging Growth Markets* Grew +12% (cc) overall. China grew +18% (cc) to USD 1.0 billion, mainly driven by Entresto, Cosentyx and Leqvio

*All markets except the US, Canada, Western Europe, Japan, Australia, and New Zealand

4

Net sales of the top 20 brands in the third quarter and nine months

Q3 2024 % change 9M 2024 % change
USD m USD cc USD m USD cc
Entresto 1 865 26 26 5 642 28 30
Cosentyx 1 693 27 28 4 545 24 25
Kesimpta<br><br> <br>- excl. PY revenue deduction adjust. 838 28<br><br> <br>55 28<br><br> <br>56 2 274 49<br><br> <br>61 49<br><br> <br>62
Kisqali 787 40 43 2 131 45 48
Promacta/Revolade 569 -1 0 1 633 -4 -3
Tafinlar + Mekinist 534 11 12 1 531 7 9
Jakavi 500 17 18 1 449 14 16
Tasigna 419 -10 -9 1 260 -10 -9
Xolair 418 13 15 1 244 15 17
Ilaris 372 11 12 1 096 12 16
Pluvicto<br><br> <br>- excl. revenue deduction adjust. 386 51<br><br> <br>37 50<br><br> <br>36 1 041 47<br><br> <br>42 47<br><br> <br>42
Sandostatin Group 305 -10 -8 973 -3 -1
Zolgensma 308 0 1 952 3 4
Lucentis 245 -33 -32 834 -29 -28
Exforge Group 174 -7 -4 544 -2 1
Lutathera 190 19 19 534 17 17
Leqvio 198 120 119 531 129 130
Scemblix 182 72 72 482 67 69
Galvus Group 159 -12 -6 458 -15 -8
Diovan Group 150 -2 2 450 -3 1
Top 20 brands total 10 292 17 18 29 604 17 19

R&D update - key developments from the third quarter

New approvals

Kisqali<br><br> <br>(ribociclib) FDA approved Kisqali with a broad indication for HR+/HER2- stage II and III early breast cancer (eBC) at high risk of<br> recurrence, approximately doubling the population eligible for CDK4/6 inhibitor adjuvant therapy, with the inclusion of those without nodal involvement. In addition, the CHMP issued a positive opinion for Kisqali in eBC in October.
Fabhalta<br><br> <br>(iptacopan) FDA granted accelerated approval to Fabhalta for the reduction of proteinuria in adults with primary immunoglobulin A<br> nephropathy (IgAN) at risk of rapid disease progression.

Regulatory updates

Pluvicto<br><br> <br>(lutetium Lu177 vipivotide tetraxetan) Completed FDA submission for Pluvicto pre-taxane mCRPC label expansion based on the positive Phase III PSMAfore study.
5
---

Scemblix<br><br> <br>(asciminib) FDA granted Priority Review status to Scemblix for the treatment of newly diagnosed adult patients with Philadelphia<br> chromosome-positive CML in chronic phase (Ph+ CML-CP). Scemblix is also under regulatory review in this indication in key international markets worldwide, including in China and Japan.
Fabhalta<br><br> <br>(iptacopan) Submissions for the treatment of C3 glomerulopathy (C3G) completed in the EU, China and Japan.

Results from ongoing trials and other highlights

Kisqali<br><br> <br>(ribociclib) Results from a four-year post-hoc analysis of the pivotal Phase III NATALEE trial showed the addition of Kisqali to endocrine<br> therapy (ET) in patients with stage II and III HR+/HER2- eBC reduced the risk of recurrence by 28.5% compared to ET alone. This invasive disease-free survival benefit was consistent across all pre-specified patient subgroups,<br> including those with node-negative disease. Results were also consistent across secondary efficacy endpoints, with a trend for improvement in overall survival. Safety and tolerability remained consistent with previously reported<br> results. Data presented at ESMO Congress 2024.
Leqvio<br><br> <br>(inclisiran) In the Phase III V-MONO study, Leqvio demonstrated clinically meaningful and statistically significant low-density<br> lipoprotein cholesterol (LDL-C) lowering versus both placebo and ezetimibe in patients who were at low or moderate risk of developing atherosclerotic cardiovascular disease (ASCVD) and not receiving lipid-lowering therapy.<br> Novartis plans to present results from this trial at an upcoming medical meeting and share with regulatory agencies including FDA.
Kesimpta<br><br> <br>(ofatumumab) Data from the ALITHIOS open-label extension study showed first-line Kesimpta treatment for up to six years led to less<br> disability and disease progression in recently diagnosed (≤3 years) and treatment-naïve people with relapsing multiple sclerosis (RMS), compared to those who switched from teriflunomide.<br><br> <br><br><br> <br>In the separate US-based single-arm OLIKOS Phase IIIb study, all clinically stable RMS patients who switched from intravenous anti-CD20 therapy to Kesimpta showed no new gadolinium-enhancing (Gd+) T1 lesions at 12 months. Data from both studies were presented at the ECTRIMS 2024 Annual Meeting.
Pelabresib Based on Novartis review of 48-week data from the Phase III MANIFEST-2 study, longer follow-up time is needed to determine, in consultation with Health Authorities,<br> the regulatory path for pelabresib in myelofibrosis. We will continue to follow patients in MANIFEST-2 and evaluate the potential for additional studies to support registration. The 48-week data will be presented at an upcoming<br> medical meeting.
XXB750 Novartis will not advance further development of XXB750 in resistant hypertension and heart failure, following current scientific assessment and review of available<br> data from early investigational studies.
BD&L Novartis, in collaboration with Versant Ventures, established Borealis Biosciences, an independent, discovery-stage biotechnology company focused on developing<br> next-generation RNA-based medicines for kidney diseases. Under the agreement, Novartis has the option to acquire two future development-ready programs to augment its renal portfolio, a strategic area of focus for the company.<br><br> <br><br><br> <br>Novartis entered into a collaboration agreement with Generate:Biomedicines to discover and develop protein therapeutics across multiple disease areas with generative<br> AI. The collaboration will combine Generate’s AI platform with Novartis expertise and capabilities in target biology, biologics development, and clinical development to create novel therapeutics and to accelerate the pace of drug<br> discovery and development.
6
---

Capital structure and net debt

Retaining a good balance between investment in the business, a strong capital structure, and attractive shareholder returns remains a priority.

During the first nine months of 2024, Novartis repurchased a total of 52.7 million shares for USD 5.7 billion on the SIX Swiss Exchange second trading line. These purchases included 45.4 million shares (USD 4.8 billion) under the up-to USD 15 billion share buyback announced in July 2023 (with up to USD 7.9 billion still to be executed). In addition, 7.3 million shares (USD 0.9 billion) were repurchased to mitigate dilution related to participation plans of associates, with the remainder of repurchases for this purpose to be executed in Q4 2024. Further, 1.1 million shares (for an equity value of USD 0.1 billion) were repurchased from associates. In the same period, 9.1 million shares (for an equity value of USD 0.8 billion) were delivered as a result of share deliveries related to participation plans of associates. Consequently, the total number of shares outstanding decreased by 44.7 million versus December 31, 2023. These treasury share transactions resulted in an equity decrease of USD 5.0 billion and a net cash outflow of USD 5.5 billion.

As of September 30, 2024, net debt increased to USD 16.3 billion compared to USD 10.2 billion net debt at December 31, 2023. The increase was mainly due to the free cash flow of USD 12.6 billion being more than offset by the USD 7.6 billion annual dividend payment, net cash outflow for M&A / intangible assets transactions of USD 5.5 billion, and cash outflow for treasury share transactions of USD 5.5 billion.

As of Q3 2024, the long-term credit rating for the company is Aa3 with Moody’s Ratings and AA- with S&P Global Ratings.

2024 outlook

Barring unforeseen events; growth vs prior year in cc Previous guidance
Net sales Expected to grow low double-digit (from high single to low double-digit)
Core operating income Expected to grow high teens (from mid to high teens)

Key assumptions:

We assume Tasigna, Promacta and Entresto<br> US generic entry mid-2025 for forecasting purposes

Foreign exchange impact

If late-October exchange rates prevail for the remainder of 2024, the foreign exchange impact for the year would be negative 1 percentage point on net sales and negative 3 to negative 4 percentage points on core operating income. The estimated impact of exchange rates on our results is provided monthly on our website.

7

Key figures^1^

Continuing operations^2^ Q3 2024 Q3 2023 % change 9M 2024 9M 2023 % change
USD m USD m USD cc USD m USD m USD cc
Net sales 12 823 11 782 9 10 37 164 34 017 9 11
Operating income 3 627 1 762 106 123 11 014 7 187 53 61
As a % of sales 28.3 15.0 29.6 21.1
Net income 3 185 1 513 111 121 9 119 5 934 54 62
EPS (USD) 1.58 0.73 116 127 4.50 2.84 58 67
Cash flows from operating activities 6 286 5 304 19 13 426 11 673 15
Non-IFRS measures
Free cash flow 5 965 5 043 18 12 618 11 019 15
Core operating income 5 145 4 405 17 20 14 635 12 551 17 20
As a % of sales 40.1 37.4 39.4 36.9
Core net income 4 133 3 585 15 17 11 822 10 320 15 18
Core EPS (USD) 2.06 1.74 18 20 5.83 4.95 18 21
Discontinued operations^2^ Q3 2024 Q3 2023 % change 9M 2024 9M 2023 % change
USD m USD m USD cc USD m USD m USD cc
Net sales 2 476 nm nm 7 428 nm nm
Operating (loss)/income -86 nm nm 265 nm nm
As a % of sales -3.5 3.6
Net income 250 nm nm 440 nm nm
Non-IFRS measures
Core operating income 250 nm nm 1 185 nm nm
As a % of sales 10.1 16.0
Total Company Q3 2024 Q3 2023 % change 9M 2024 9M 2023 % change
USD m USD m USD cc USD m USD m USD cc
Net income 3 185 1 763 nm nm 9 119 6 374 nm nm
EPS (USD) 1.58 0.85 nm nm 4.50 3.05 nm nm
Cash flows from operating activities 6 286 5 378 nm nm 13 426 11 911 nm nm
Non-IFRS measures
Free cash flow 5 965 5 043 nm nm 12 618 11 038 nm nm
Core net income 4 133 3 784 nm nm 11 822 11 209 nm nm
Core EPS (USD) 2.06 1.83 nm nm 5.83 5.37 nm nm

nm=not meaningful

  1. Constant currencies (cc), core results and free cash flow are non-IFRS measures. An explanation of non-IFRS measures can be found on page 46 of the Interim Financial Report. Unless otherwise noted, all growth rates in this Release refer to same period in prior year.

  2. As defined on page 35 of the Interim Financial Report, Continuing operations include the retained business activities of Novartis, comprising the innovative medicines business and the continuing corporate activities and Discontinued operations include operational results from the Sandoz business.

Detailed financial results accompanying this press release are included in the Interim Financial Report at the link below:

https://ml-eu.globenewswire.com/resource/download/6504f5e3-a14c-43ba-8b72-44dcc5a45156/

8

Disclaimer

This press release contains forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995, that can generally be identified by words such as “may,” “can,” “will,” “continue,” “ongoing,” “grow,” “launch,” “expect,” “deliver,” “focus,” “address,” “accelerate,” “deliver,” “remain,” “scaling,” “guidance,” “outlook,” “long-term,” “priority,” “potential,” “momentum,” or similar expressions, or by express or implied discussions regarding potential new products, potential new indications for existing products, potential product launches, or regarding potential future revenues from any such products; or regarding results of ongoing clinical trials; or regarding potential future, pending or announced transactions; regarding potential future sales or earnings; or by discussions of strategy, plans, expectations or intentions, including discussions regarding our continued investment into new R&D capabilities and manufacturing; or regarding our capital structure; or regarding the consequences of the spin-off of Sandoz and our transformation into a “pure-play” innovative medicines company. Such forward-looking statements are based on the current beliefs and expectations of management regarding future events and are subject to significant known and unknown risks and uncertainties. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those set forth in the forward-looking statements. You should not place undue reliance on these statements. There can be no guarantee that the investigational or approved products described in this press release will be submitted or approved for sale or for any additional indications or labeling in any market, or at any particular time. Nor can there be any guarantee that such products will be commercially successful in the future. Neither can there be any guarantee expected benefits or synergies from the transactions described in this press release will be achieved in the expected timeframe, or at all. In particular, our expectations could be affected by, among other things: uncertainties regarding the success of key products, commercial priorities and strategy; uncertainties in the research and development of new products, including clinical trial results and additional analysis of existing clinical data; uncertainties regarding the use of new and disruptive technologies, including artificial intelligence; global trends toward healthcare cost containment, including ongoing government, payer and general public pricing and reimbursement pressures and requirements for increased pricing transparency; uncertainties regarding our ability to realize the strategic benefits, operational efficiencies or opportunities expected from our external business opportunities; our ability to realize the intended benefits of our separation of Sandoz into a new publicly traded standalone company; our ability to obtain or maintain proprietary intellectual property protection, including the ultimate extent of the impact on Novartis of the loss of patent protection and exclusivity on key products; uncertainties in the development or adoption of potentially transformational digital technologies and business models; uncertainties surrounding the implementation of our new IT projects and systems; uncertainties regarding potential significant breaches of information security or disruptions of our information technology systems; uncertainties regarding actual or potential legal proceedings, including regulatory actions or delays or government regulation related to the products and pipeline products described in this press release; safety, quality, data integrity, or manufacturing issues; our performance on and ability to comply with environmental, social and governance measures and requirements; major political, macroeconomic and business developments, including impact of the war in certain parts of the world; uncertainties regarding future global exchange rates; uncertainties regarding future demand for our products; and other risks and factors referred to in Novartis AG’s most recently filed Form 20-F and in subsequent reports filed with, or furnished to, the US Securities and Exchange Commission. Novartis is providing the information in this press release as of this date and does not undertake any obligation to update any forward-looking statements as a result of new information, future events or otherwise.

All product names appearing in italics are trademarks owned by or licensed to Novartis.

9

About Novartis

Novartis is an innovative medicines company. Every day, we work to reimagine medicine to improve and extend people’s lives so that patients, healthcare professionals and societies are empowered in the face of serious disease. Our medicines reach more than 250 million people worldwide.

Reimagine medicine with us: Visit us at https://www.novartis.com and connect with us on LinkedIn, Facebook, X/Twitter and Instagram.

Novartis will conduct a conference call with investors to discuss this news release today at 14:00 Central European time and 9:00 Eastern Time. A simultaneous webcast of the call for investors and other interested parties may be accessed by visiting the Novartis website. A replay will be available after the live webcast by visiting https://www.novartis.com/investors/event-calendar.

Detailed financial results accompanying this press release are included in the condensed interim financial report at the link below. Additional information is provided on our business and pipeline of selected compounds in late-stage development. A copy of today's earnings call presentation can be found at https://www.novartis.com/investors/event-calendar.

Important dates

November 20-21, 2024 Meet Novartis Management 2024 (London, UK)
December 9, 2024 Impact & Sustainability annual investor event (virtual)
January 31, 2025 Fourth quarter & full year 2024 results
10
---

99.2 Interim Financial Report

![](coverifr.jpg)

Novartis Third Quarter and Nine Months 2024 Condensed Interim Financial Report – Supplementary Data

INDEX

Page

COMPANY OPERATING PERFORMANCE REVIEW

Continuing operations

4

Discontinued operations

10

Total Company

10

COMPANY CASH FLOW AND BALANCE SHEET

11

INNOVATION REVIEW

15

CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

Consolidated income statements

17

Consolidated statements of comprehensive income

19

Consolidated balance sheets

20

Consolidated statements of changes in equity

21

Consolidated statements of cash flows

23

Notes to condensed interim consolidated financial statements

25

SUPPLEMENTARY INFORMATION

46

CORE RESULTS - Reconciliation from IFRS^®^ Accounting Standards results to non-IFRS measure core results

48

Total Company

49

Discontinued operations

51

FREE CASH FLOW

52

ADDITIONAL INFORMATION

Net debt

55

Share information

55

Effects of currency fluctuations

56

DISCLAIMER

57

2


Company

Key figures

Third quarter and nine months

( millions unless indicated otherwise) Q3 2023<br> USD m % change<br> USD % change<br> cc^1^ 9M 2024<br> USD m 9M 2023<br> USD m % change<br> USD % change<br> cc^1^
Net sales from continuing operations 11 782 9 10 37 164 34 017 9 11
Other revenues 310 13 13 1 000 867 15 15
Cost of goods sold -3 117 -4 -3 -9 503 -9 450 -1 0
Gross profit from continuing operations 8 975 11 12 28 661 25 434 13 15
Selling, general and administration -3 091 -1 -2 -9 065 -9 073 0 -1
Research and development -3 925 39 40 -7 180 -8 804 18 19
Other income 224 58 57 877 1 322 -34 -35
Other expense -421 -171 -167 -2 279 -1 692 -35 -33
Operating income from continuing operations 1 762 106 123 11 014 7 187 53 61
% of net sales 15.0 29.6 21.1
Loss from associated companies -3 -33 -14 -35 -7 nm nm
Interest expense -222 -19 -25 -731 -638 -15 -18
Other financial income and expense 15 73 -34 107 204 -48 -8
Income before taxes from continuing operations 1 552 118 129 10 355 6 746 53 62
Income taxes -39 nm nm -1 236 -812 -52 -60
Net income from continuing operations 1 513 111 121 9 119 5 934 54 62
Net income from discontinued operations 250 nm nm 440 nm nm
Net income 1 763 nm nm 9 119 6 374 nm nm
Basic earnings per share from continuing operations () 0.73 116 127 4.50 2.84 58 67
Basic earnings per share from discontinued operations () 0.12 nm nm 0.21 nm nm
Total basic earnings per share () 0.85 nm nm 4.50 3.05 nm nm
Net cash flows from operating activities from continuing operations 5 304 19 13 426 11 673 15
Non-IFRS measures 1
Free cash flow from continuing operations 5 043 18 12 618 11 019 15
Core operating income from continuing operations 4 405 17 20 14 635 12 551 17 20
% of net sales 37.4 39.4 36.9
Core net income from continuing operations 3 585 15 17 11 822 10 320 15 18
Core basic earnings per share from continuing operations () 1.74 18 20 5.83 4.95 18 21
1  Constant currencies (cc), core results and free cash flow are non-IFRS measures. An<br> explanation of non-IFRS measures can be found on page 46. Unless otherwise noted,<br> all growth rates in this release refer to same period in prior-year.
nm = not meaningful

All values are in US Dollars.

3


Strategy

Our focus

In 2023, Novartis completed its transformation into a “pure-play” innovative medicines business. We have a clear focus on four core therapeutic areas (cardiovascular-renal-metabolic, immunology, neuroscience and oncology), with multiple significant in-market and pipeline assets in each of these areas, that address high disease burden and have substantial growth potential. In addition to two established technology platforms (chemistry and biotherapeutics), three emerging platforms (gene & cell therapy, radioligand therapy and xRNA) are being prioritized for continued investment into new R&D capabilities and manufacturing scale. Geographically, we are focused on growing in our priority geographies – the US, China, Germany and Japan.

Our priorities

  1. Accelerate growth: Renewed attention to deliver high-value medicines (NMEs) and focus on launch excellence, with a rich pipeline across our core therapeutic areas.

  2. Deliver returns: Continuing to embed operational excellence and deliver improved financials. Novartis remains disciplined and shareholder-focused in our approach to capital allocation, with substantial cash generation and a strong capital structure supporting continued flexibility.

  3. Strengthening foundations: Unleashing the power of our people, scaling data science and technology and continuing to build trust with society.

Financials

Following the September 15, 2023, shareholder approval of the spin-off of Sandoz, Novartis reported its consolidated financial statements as “continuing operations” and “discontinued operations.”

Continuing operations include the retained business activities of Novartis, comprising the innovative medicines business and the continuing corporate activities. Discontinued operations include the Sandoz Division and selected portions of corporate activities attributable to Sandoz’s business, as well as certain expenses related to the spin-off.

While the commentary below focuses on continuing operations, we also provide information on discontinued operations.

Continuing operations

Third quarter

Net sales

Net sales were USD 12.8 billion (+9%, +10% cc), with volume contributing 12 percentage points to growth. Generic competition had a negative impact of 2 percentage points and pricing was flat. Sales in the US were USD 5.4 billion (+16%) and in the rest of the world USD 7.4 billion (+4%, +6% cc).

Sales growth was mainly driven by continued strong performance from Entresto (USD 1.9 billion, +26%, +26% cc), Cosentyx (USD 1.7 billion, +27%, +28% cc), Kisqali (USD 787 million, +40%, +43% cc), Kesimpta (USD 838 million, +28%, +28% cc), Pluvicto (USD 386 million, +51%, +50% cc) and Leqvio (USD 198 million, +120%, +119% cc), partly offset by erosion due to generic competition, mainly for Gilenya and Lucentis.

In the US (USD 5.4 billion, +16%), sales growth was mainly driven by Cosentyx, Entresto, Kesimpta and Kisqali, partly offset by the impact of generic competition on Gilenya, and the Xiidra divestment. In Europe (USD 4.0 billion, +1%, +1% cc), sales growth was mainly driven by Entresto, Pluvicto, Cosentyx, Jakavi and Kisqali, partly offset by increased generic competition for Lucentis and Gilenya. Sales in emerging growth markets were USD 3.3 billion (+8%, +12% cc), including USD 1.0 billion sales from China (+19%, +18% cc).

Operating income

Operating income was USD 3.6 billion (+106%, +123% cc), mainly driven by higher net sales and lower impairments, partly offset by higher R&D investments. Operating income margin was 28.3% of net sales,

4


increasing 13.3 percentage points (+14.6 percentage points cc). Other revenue as a percentage of sales was in-line with the prior year. Cost of goods sold as a percentage of sales decreased by 1.5 percentage points (cc). R&D expenses as a percentage of net sales decreased by 15.3 percentage points (cc). SG&A expenses as a percentage of net sales decreased by 2.1 percentage points (cc). Other income and expense as a percentage of net sales decreased the margin by 4.3 percentage points (cc).

Core adjustments were USD 1.5 billion, mainly due to amortization and impairments, compared to USD 2.6 billion in the prior year. Core adjustments decreased compared to the prior year, mainly due to lower impairments.

Core operating income was USD 5.1 billion (+17%, +20% cc), mainly driven by higher net sales, partly offset by higher R&D investments. Core operating income margin was 40.1% of net sales, increasing 2.7 percentage points (+3.4 percentage points cc). Other revenue as a percentage of sales was in-line with the prior year. Core cost of goods sold as a percentage of sales decreased by 0.3 percentage points (cc). Core R&D expenses as a percentage of net sales decreased by 0.7 percentage points (cc). Core SG&A expenses as a percentage of net sales decreased by 2.1 percentage points (cc). Core other income and expense as a percentage of net sales increased the margin by 0.3 percentage points (cc).

Interest expense and other financial income/expense

Interest expense amounted to USD 264 million and other financial income and expense amounted to an income of USD 26 million, both broadly in line with prior-year quarter.

Core other financial income and expense amounted to an income of USD 56 million, broadly in line with prior-year quarter.

Income taxes

The tax rate in the third quarter was 5.9% compared to 2.5% in the prior year. The current year tax rate was favorably impacted by the effect of changes in uncertain tax positions, the recognition of deferred tax assets on prior years' tax credit carryforwards and the effect of adjusting the current year tax rate to the estimated full year tax rate, which was lower than previously estimated, partially offset by a non-deductible impairment of goodwill. The prior year third quarter tax rate was impacted by tax benefits from the write-down of investments in subsidiaries, net decreases in uncertain tax positions and the effect of adjusting to the estimated full year tax rate, which was lower than previously estimated. Excluding these impacts, the tax rate in the third quarter would have been 15.1% compared to 14.9% in the prior year. The increase from the prior year was mainly the result of the impact of the enactment of Pillar Two tax legislation in Switzerland, which became effective on January 1, 2024, partially offset by of a change in profit mix.

The core tax rate (core taxes as a percentage of core income before tax) was 16.2% compared to 15.2% in the prior year. The prior year third quarter core tax rate was impacted by the effect of adjusting to the estimated full year core tax rate, which was lower than previously estimated. Excluding this impact the prior year quarter core tax rate would have been 15.4%. The increase from the prior year was mainly the result of the impact of the enactment of Pillar Two tax legislation in Switzerland, which became effective on January 1, 2024, partially offset by a change in profit mix.

Net income, EPS and free cash flow

Net income was USD 3.2 billion (+111%, +121% cc), mainly driven by higher operating income. EPS was USD 1.58 (+116%, +127% cc), benefiting from the lower weighted average number of shares outstanding.

Core net income was USD 4.1 billion (+15%, +17% cc), mainly due to higher core operating income. Core EPS was USD 2.06 (+18%, +20% cc), benefiting from the lower weighted average number of shares outstanding.

Free cash flow from continuing operations amounted to USD 6.0 billion (+18% USD), compared with USD 5.0 billion in the prior-year quarter, driven by higher net cash flows from operating activities from continuing operations.

Nine months

Net sales

Net sales were USD 37.2 billion (+9%, +11% cc) with volume contributing 14 percentage points to growth. Generic competition had a negative impact of 2 percentage points and pricing had a negative impact of 1 percentage point. Sales in the US were USD 15.1 billion (+15%) and in the rest of the world USD 22.0 billion (+6%, +8% cc).

5


Sales growth was mainly driven by continued strong performance from Entresto (USD 5.6 billion, +28%, +30% cc), Cosentyx (USD 4.5 billion, +24%, +25% cc), Kesimpta (USD 2.3 billion, +49%, +49% cc), Kisqali (USD 2.1 billion, +45%, +48% cc), Pluvicto (USD 1.0 billion, +47%, +47% cc) and Leqvio (USD 531 million, +129%, +130% cc), partly offset by erosion due to generic competition, mainly for Lucentis and Gilenya, and the Xiidra divestment.

In the US (USD 15.1 billion, +15%), sales growth was mainly driven by Cosentyx, Entresto, Kesimpta, Kisqali, Pluvicto and Leqvio, partly offset by the Xiidra divestment and the impact of generic competition on Gilenya. In Europe (USD 11.6 billion, +3%, +4% cc), sales growth was mainly driven by Entresto, Kesimpta, Pluvicto, Cosentyx and Kisqali, partly offset by erosion due to generic competition, mainly for Lucentis and Gilenya. Sales in emerging growth markets were USD 10.0 billion (+12%, +16% cc), including USD 3.1 billion sales from China (+22%, +25% cc).

Operating income

Operating income was USD 11.0 billion (+53%, +61% cc), mainly driven by higher net sales, lower impairments and restructuring charges, partly offset by prior-year one-time income from legal matters and higher R&D investments. Operating income margin was 29.6% of net sales, increasing 8.5 percentage points (+9.5 percentage points cc). Other revenue as a percentage of sales increased by 0.1 percentage points (cc). Cost of goods sold as a percentage of sales decreased by 2.6 percentage points (cc). R&D expenses as a percentage of net sales decreased by 6.9 percentage points (cc). SG&A expenses as a percentage of net sales decreased by 2.4 percentage points (cc). Other income and expense as a percentage of net sales decreased the margin by 2.5 percentage points (cc).

Core adjustments were USD 3.6 billion, mainly due to amortization, compared to USD 5.4 billion in the prior year. Core adjustments decreased compared to the prior year, mainly due to lower impairments and restructuring charges, partly offset by prior-year one-time income from legal matters.

Core operating income was USD 14.6 billion (+17%, +20% cc), mainly driven by higher net sales, partly offset by higher R&D investments. Core operating income margin was 39.4% of net sales, increasing 2.5 percentage points (+3.2 percentage points cc). Other revenue as a percentage of sales increased by 0.1 percentage points (cc). Core cost of goods sold as a percentage of sales increased by 0.2 percentage points (cc). Core R&D expenses as a percentage of net sales decreased by 0.7 percentage points (cc). Core SG&A expenses as a percentage of net sales decreased by 2.4 percentage points (cc). Core other income and expense as a percentage of net sales increased the margin by 0.2 percentage points (cc).

Interest expense and other financial income/expense

Interest expense amounted to USD 731 million compared to USD 638 million in the prior year mainly due to an increase in financial debts. Other financial income and expense amounted to an income of USD 107 million compared with an income of USD 204 million in the prior year, mainly due to higher net losses from the impact of IAS Standards 29 “Financial Reporting in Hyperinflationary Economies” and lower interest income, partly offset by realized gains on sale of financial assets.

Core other financial income and expense amounted to an income of USD 212 million compared to an income of USD 293 million in the prior year, mainly due to lower interest income.

Income taxes

The tax rate in the first nine months was 11.9% compared to 12.0% in the prior year period. The current year tax rate was favorably impacted by the effect of changes in uncertain tax positions and the recognition of deferred tax assets on prior years' tax credit carryforwards, partially offset by the effect of a non-deductible impairment of goodwill. The prior year tax rate was favorably impacted by the effect of non-taxable income recognized related to a legal matter, tax benefits from the write-down of investments in subsidiaries and net decreases in uncertain tax positions. Excluding these impacts, the tax rate in the first nine months would have been 15.1% compared to 15.3% in the prior year period. The decrease from the prior year was mainly the result of a change in profit mix, partially offset by the impact of the enactment of Pillar Two tax legislation in Switzerland, which became effective on January 1, 2024.

The core tax rate (core taxes as a percentage of core income before tax) was 16.2% in the first nine months and 15.4% in the prior year period. The increase from the prior year was mainly the result of a change in profit mix and the impact of the enactment of Pillar Two tax legislation in Switzerland, which became effective on January 1, 2024.

6


Net income, EPS and free cash flow

Net income was USD 9.1 billion (+54%, +62% cc), mainly driven by higher operating income. EPS was USD 4.50 (+58%, +67% cc), benefiting from the lower weighted average number of shares outstanding.

Core net income was USD 11.8 billion (+15%, +18% cc), mainly due to higher core operating income. Core EPS was USD 5.83 (+18%, +21% cc), benefiting from the lower weighted average number of shares outstanding.

Free cash flow from continuing operations amounted to USD 12.6 billion (+15% USD), compared with USD 11.0 billion in the prior-year period, driven by higher net cash flows from operating activities from continuing operations.

Product commentary (relating to Q3 performance)

Cardiovascular, RENAL and METABOLIC

Q3 2024 Q3 2023 % change % change 9M 2024 9M 2023 % change % change
USD m USD m USD cc USD m USD m USD cc
Cardiovascular, renal and metabolic
Entresto 1 865 1 485 26 26 5 642 4 400 28 30
Leqvio 198 90 120 119 531 232 129 130
Total cardiovascular, renal and metabolic 2 063 1 575 31 31 6 173 4 632 33 35

Entresto (USD 1 865 million, +26%, +26% cc) sustained robust, demand-led growth. In the US and Europe, Entresto penetration grew through the continued adoption of guideline-directed medical therapy in heart failure. In China and Japan, Entresto volume growth was fueled by heart failure as well as hypertension. In the US, Novartis is in ANDA litigation with generic manufacturers. Novartis has appealed to reverse the negative US district court decision to uphold the validity of its combination patent covering Entresto and combinations of sacubitril and valsartan, which expires in 2025 (with pediatric exclusivity). Several generics have received final approval in the US. Novartis filed a lawsuit against FDA challenging the approval of one generic ANDA, which is now on appeal. Any US commercial launch of a generic Entresto product prior to the final outcome of the combination patent appeal, or ongoing litigations involving other patents or the FDA, may be at risk of later litigation developments.

Leqvio (USD 198 million, +120%, +119% cc) launch in the US and other markets is ongoing, delivering a medicine with effective and consistent LDL-C reduction in two maintenance doses per year. Focus remains on increased account and patient adoption and continuing medical education. Leqvio is registered in more than 100 countries and commercially available in 78. Novartis obtained global rights to develop, manufacture and commercialize Leqvio under a license and collaboration agreement with Alnylam Pharmaceuticals.

Immunology

Q3 2024 Q3 2023 % change % change 9M 2024 9M 2023 % change % change
USD m USD m USD cc USD m USD m USD cc
Immunology
Cosentyx 1 693 1 329 27 28 4 545 3 677 24 25
Xolair^1^ 418 369 13 15 1 244 1 085 15 17
Ilaris 372 335 11 12 1 096 979 12 16
Other 1 nm nm
Total immunology 2 483 2 033 22 23 6 886 5 741 20 22
^1^ Net sales reflect Xolair sales for all indications.
nm = not meaningful

Cosentyx (USD 1 693 million, +27%, +28% cc) sales grew mainly in the US, Europe and emerging growth markets, driven by strong demand from recent launches (including the HS indication and the IV formulation in the US) and volume growth in core indications (PsO, PsA, AS and nr-axSpA). Since initial approval in 2015, Cosentyx has shown sustained efficacy and a robust safety profile, treating more than 1.6 million patients across 8 indications.

7


Xolair (USD 418 million, ex-US +13%, +15% cc) growth was driven mainly by emerging growth markets and Europe. Novartis co-promotes Xolair with Genentech in the US and shares a portion of revenue as operating income but does not record any US sales.

Ilaris (USD 372 million, +11%, +12% cc) sales grew across all regions, led by the US and Europe. Contributors to growth include strong performance in the Periodic Fever Syndromes and Still’s disease indications.

Neuroscience

Q3 2024 Q3 2023 % change % change 9M 2024 9M 2023 % change % change
USD m USD m USD cc USD m USD m USD cc
Neuroscience
Kesimpta 838 657 28 28 2 274 1 530 49 49
excl. PY revenue deduction adjust.^1^ 55 56 61 62
Zolgensma 308 308 0 1 952 928 3 4
Aimovig 79 69 14 16 232 197 18 18
Other 1 nm nm
Total neuroscience 1 225 1 034 18 19 3 459 2 655 30 31
^1^ Sales growth benefiting from a one-time revenue deduction adjustment in Europe in<br> the prior period
nm = not meaningful

Kesimpta (USD 838 million, +28%, +28% cc) sales grew reflecting increased demand and strong access. The prior period benefitted from a one-time revenue deduction adjustment (USD 118 million) in Europe. Kesimpta is a high efficacy B-cell therapy, with a favorable safety and tolerability profile and an at-home self-administration for a broad population of RMS patients. Kesimpta is now approved in 90 countries with more than 100,000 patients treated.

Zolgensma (USD 308 million, 0%, +1% cc) continues to treat mainly incident patients in established markets, translating into stable sales this quarter. Zolgensma is now approved in 55 countries with more than 4,000 patients treated globally through clinical trials, early access programs and in the commercial setting.

Aimovig (USD 79 million, ex-US, ex-Japan +14%, +16% cc) sales grew mainly in Europe driven by increased demand for migraine prevention. Novartis commercializes Aimovig ex-US and ex-Japan, while Amgen retains all rights in the US and in Japan.

ONCOLOGY

Q3 2024 Q3 2023 % change % change 9M 2024 9M 2023 % change % change
USD m USD m USD cc USD m USD m USD cc
Oncology
Kisqali 787 562 40 43 2 131 1 470 45 48
Promacta/Revolade 569 576 -1 0 1 633 1 706 -4 -3
Tafinlar + Mekinist^1^ 534 482 11 12 1 531 1 436 7 9
Jakavi 500 427 17 18 1 449 1 276 14 16
Tasigna 419 464 -10 -9 1 260 1 402 -10 -9
Pluvicto 386 256 51 50 1 041 707 47 47
excl. revenue deduction adjust.^2^ 37 36 42 42
Lutathera 190 159 19 19 534 458 17 17
Scemblix 182 106 72 72 482 288 67 69
Piqray/Vijoice 111 128 -13 -13 340 374 -9 -9
Kymriah 102 124 -18 -17 335 388 -14 -12
Fabhalta 44 nm nm 72 nm nm
Other 1 nm nm
Total oncology 3 824 3 284 16 18 10 808 9 506 14 15
^1^ Majority of sales for Mekinist and Tafinlar are combination, but both<br> can be used as monotherapy.
^2^ Sales growth benefiting from a one-time revenue deduction adjustment in Europe
nm = not meaningful

Kisqali (USD 787 million, +40%, +43% cc) sales grew strongly across all regions, based on increasing recognition of its consistently reported overall survival in HR+/HER2- advanced breast cancer, Category 1 NCCN

8


guidelines recommendation, and highest ESMO-Magnitude of Clinical Benefit Scale scores in the CDK4/6 inhibitor class. Novartis is in US ANDA litigation with a generic manufacturer.

Promacta/Revolade (USD 569 million, -1%, 0% cc) sales were broadly in line following discontinued proactive promotion in most markets.

Tafinlar + Mekinist (USD 534 million, +11%, +12% cc) sales grew mainly in the US and emerging growth markets, driven by demand in BRAF+ adjuvant melanoma, NSCLC, pediatric low-grade glioma, and tumor agnostic indications, while maintaining demand in the highly competitive BRAF+ metastatic melanoma market.

Jakavi (USD 500 million, +17% USD, +18% cc) sales grew across all regions driven by strong demand in all indications. Incyte retains all rights to ruxolitinib (Jakafi®) in the US.

Tasigna (USD 419 million, -10%, -9% cc) sales declined across most regions due to lower demand and increasing competition.

Pluvicto (USD 386 million, +51%, +50% cc) sales grew in the US and Europe. Pluvicto is the only radioligand therapy approved by the FDA for the treatment of adult patients with progressive, PSMA-positive metastatic castration-resistant prostate cancer, who have already been treated with other anti-cancer treatments (ARPI and taxane-based chemotherapy). Pluvicto is now on the market in several EU countries. Current period sales benefited from a one-time revenue deduction adjustment (USD 36 million) in Europe. Novartis is in litigation with a manufacturer developing a radiopharmaceutical to treat PSMA-positive prostate cancer.

Lutathera (USD 190 million, +19%, +19% cc) sales grew across all regions due to increased demand and earlier line adoption (within indication) in the US and Japan. Novartis is in ANDA litigation with a generic manufacturer.

Scemblix (USD 182 million, +72% USD, +72% cc) sales grew across all regions, demonstrating continued high unmet need for effective and tolerable treatment options for adult CML patients treated with two or more tyrosine kinase inhibitors.

Piqray/Vijoice (USD 111 million, -13%, -13% cc) sales declined in the US due to increased competition.

Kymriah (USD 102 million, -18% USD, -17% cc) declined both in the US and ex-US, partly offset by strong performance in pediatric and young adult patients up to 25 years of age with B-cell acute lymphoblastic leukemia (pALL) in the US, and follicular lymphoma indication uptake ex-US.

Fabhalta (USD 44 million, nm) launch continues in PNH with an approval in IgAN in August 2024.

Established BRANDS

Q3 2024 Q3 2023 % change % change 9M 2024 9M 2023 % change % change
USD m USD m USD cc USD m USD m USD cc
Established brands
Sandostatin Group 305 338 -10 -8 973 998 -3 -1
Lucentis 245 363 -33 -32 834 1 174 -29 -28
Exforge Group 174 187 -7 -4 544 557 -2 1
Galvus Group 159 181 -12 -6 458 539 -15 -8
Diovan Group 150 153 -2 2 450 466 -3 1
Gilenya 130 270 -52 -51 443 771 -43 -41
Contract manufacturing 279 471 -41 -41 829 1 174 -29 -29
Other 1 786 1 893 -6 -5 5 307 5 804 -9 -8
Total established brands 3 228 3 856 -16 -15 9 838 11 483 -14 -13

Sandostatin Group (USD 305 million, -10%, -8% cc) sales declined mainly in the US ahead of the entry of the first generic product in the US in October 2024.

Lucentis (USD 245 million, ex-US -33%, -32% cc) sales declined in Europe, emerging growth markets, and Japan, mainly due to competition.

Exforge Group (USD 174 million, -7%, -4% cc) sales declined mainly in China.

Galvus Group (USD 159 million, -12%, -6% cc) sales declined mainly in Japan and Europe, primarily due to generic competition.

Diovan Group (USD 150 million, -2%, +2% cc) sales grew (cc) mainly in emerging growth markets and Europe, partly offset by a decline in the US.

Gilenya (USD 130 million, +52%, -51% cc) sales declined (cc) due to generic competition, mainly in the US and Europe.

9


Discontinued operations

Discontinued operations include the Sandoz generic pharmaceuticals and biosimilars division, certain corporate activities attributable to Sandoz and certain other expenses related to the spin-off of the Sandoz business.

Third quarter

As the Sandoz spin-off was completed on October 3, 2023, there were no operating results in the third quarter of 2024 related to discontinued operations. In the third quarter of 2023, discontinued operations net sales were USD 2.5 billion, operating loss amounted to USD 86 million and net income from discontinued operations was USD 250 million. For further details see Note 3 “Significant acquisition of businesses and spin-off of Sandoz business” and Note 11 “Discontinued operations” to the condensed interim consolidated financial statements.

Nine months

As the Sandoz spin-off was completed on October 3, 2023, there were no operating results in the first nine months of 2024 related to discontinued operations. In the first nine months of 2023, discontinued operations net sales were USD 7.4 billion, operating income amounted to USD 265 million and net income from discontinued operations was USD 440 million. For further details see Note 3 “Significant acquisition of businesses and spin-off of Sandoz business” and Note 11 “Discontinued operations” to the condensed interim consolidated financial statements.

Total Company

Third quarter

Total Company net income was USD 3.2 billion in 2024, compared to USD 1.8 billion in 2023 and basic EPS was USD 1.58 compared to USD 0.85 in prior year quarter. Net cash flows from operating activities for total Company amounted to USD 6.3 billion and free cash flow amounted to USD 6.0 billion.

Nine months

Total Company net income was USD 9.1 billion in 2024, compared to USD 6.4 billion in 2023 and basic EPS was USD 4.50 compared to USD 3.05 in prior year. Net cash flows from operating activities for total Company amounted to USD 13.4 billion and free cash flow amounted to USD 12.6 billion.

10


Company Cash Flow and Balance Sheet

Cash flow

Third quarter

Net cash flows from operating activities from continuing operations amounted to USD 6.3 billion, compared with USD 5.3 billion in the prior-year quarter. This increase was mainly driven by higher net income from continuing operations, adjusted for non-cash items and other adjustments, including divestment gains.

In the prior-year quarter, net cash flows from operating activities from discontinued operations amounted to USD 0.1 billion (Q3 2024: nil).

Net cash outflows used in investing activities from continuing operations amounted to USD 0.4 billion, compared with USD 2.0 billion in the prior-year quarter.

In the current-year quarter, net cash outflows used in investing activities from continuing operations were mainly driven by USD 0.5 billion for purchases of intangible assets and USD 0.3 billion for purchases of property, plant and equipment. These were partly offset by cash inflows of USD 0.2 billion from the sale of financial assets; and by net proceeds of USD 0.3 billion from the sale of marketable securities, commodities and time deposits.

In the prior-year quarter, net cash outflows used in investing activities from continuing operations of USD 2.0 billion were mainly driven by cash outflows of USD 3.4 billion for acquisitions and divestments of businesses, net (including the acquisition of Chinook Therapeutics, Inc. for USD 3.1 billion, net of cash acquired USD 0.1 billion, and the acquisition of DTx Pharma Inc. for USD 0.5 billion, net of cash acquired USD 0.1 billion); USD 0.4 billion for purchases of intangible assets; and USD 0.3 billion for purchases of property, plant and equipment. These cash outflows were partly offset by the proceeds from the sale of intangible assets of USD 1.8 billion (including USD 1.75 billion proceeds from the divestment of the ‘front of eye’ ophthalmology assets to Bausch + Lomb); and USD 0.1 billion from the sale of financial assets and property, plant and equipment. Net proceeds from the sale of marketable securities, commodities and time deposits amounted to USD 0.2 billion.

In the prior-year quarter, net cash outflows used in investing activities from discontinued operations amounted to USD 0.2 billion (Q3 2024: nil).

Net cash outflows used in financing activities from continuing operations amounted to USD 0.4 billion, compared with USD 4.3 billion in the prior-year quarter.

In the current-year quarter, the cash outflows used in financing activities from continuing operations of USD 4.1 billion were mainly driven by USD 2.8 billion for net treasury share transactions, the change in current financial debts of USD 0.8 billion, and the repayments of other current financial debts of USD 0.3 billion. These cash outflows were partly offset by cash inflows of USD 3.7 billion from the issuance of US dollar denominated bonds with a notional amount of USD 3.7 billion.

In the prior-year quarter, net cash outflows used in financing activities from continuing operations of USD 4.3 billion were mainly driven by USD 2.2 billion for the repayment of two bonds denominated in euro (notional amounts of EUR 1.25 billion and of EUR 0.75 billion) at maturity; USD 1.6 billion payments for net treasury share transactions; and USD 0.4 billion from the net decrease in current financial debts.

In the prior-year quarter, net cash inflows from financing activities from discontinued operations amounted to USD 3.5 billion (Q3 2024: nil).

Free cash flow from continuing operations amounted to USD 6.0 billion (+18% USD), compared with USD 5.0 billion in the prior-year quarter, driven by higher net cash flows from operating activities from continuing operations.

For the total Company, net cash flows from operating activities amounted to USD 6.3 billion, compared with USD 5.4 billion in the prior-year quarter, and free cash flow amounted to USD 6.0 billion, compared with USD 5.0 billion in the prior-year quarter.

Nine months

Net cash flows from operating activities from continuing operations amounted to USD 13.4 billion, compared with USD 11.7 billion in the prior-year period. This increase was mainly driven by higher net income from continuing

11


operations, adjusted for non-cash items and other adjustments, including divestment gains and lower payments out of provisions, partly offset by unfavorable changes in working capital.

In the prior-year period, net cash flows from operating activities from discontinued operations amounted to USD 0.2 billion (9M 2024: nil).

Net cash outflows used in investing activities from continuing operations amounted to USD 4.5 billion, compared with USD 7.7 billion net cash inflows in the prior-year period.

In the current year period, net cash outflows used in investing activities from continuing operations were mainly driven by USD 3.6 billion for acquisitions and divestments of businesses, including the acquisition of Mariana Oncology for USD 1.0 billion (USD 1.1 billion, net of cash acquired of USD 0.1 billion) and the acquisition of MorphoSys AG for USD 2.3 billion (USD 2.5 billion, net of cash acquired of USD 0.2 billion). Cash outflows for purchases of intangible assets amounted to USD 1.9 billion; purchases of property, plant and equipment amounted to USD 0.8 billion; and purchases of financial assets amounted to USD 0.1 billion. These were partly offset by cash inflows of USD 0.9 billion from the sale of financial assets (including USD 0.7 billion proceeds from the sale of Sandoz Group AG shares by consolidated foundations); and by net proceeds of USD 1.0 billion from the sale of marketable securities, commodities and time deposits.

In the prior-year period, net cash inflows from investing activities from continuing operations of USD 7.7 billion were driven by the net proceeds of USD 11.1 billion from the sale of marketable securities, commodities and time deposits; USD 2.0 billion from the sale of intangible assets (including USD 1.75 billion cash proceeds from the divestment of the ‘front of eye’ ophthalmology assets to Bausch + Lomb); and USD 0.3 billion from the sale of financial assets and property, plant and equipment. These cash inflows were partly offset by cash outflows of USD 3.6 billion for acquisitions and divestments of businesses, net (including the acquisition of Chinook Therapeutics, Inc. for USD 3.1 billion, net of cash acquired of USD 0.1 billion, and the acquisition of DTx Pharma Inc. for USD 0.5 billion, net of cash acquired of USD 0.1 billion); USD 1.3 billion for purchases of intangible assets; USD 0.7 billion for purchases of property, plant and equipment; and USD 0.1 billion for purchases of financial assets.

In the prior-year period, net cash outflows used in investing activities from discontinued operations amounted to USD 0.4 billion (9M 2024: nil).

Net cash outflows used in financing activities from continuing operations amounted to USD 8.7 billion, compared with USD 17.1 billion in the prior-year period.

In the current-year period, net cash outflows used in financing activities from continuing operations were mainly driven by USD 7.6 billion for the dividend payment; USD 5.5 billion for net treasury share transactions; the USD 2.15 billion repayment of a US dollar bond at maturity, and the USD 0.3 billion repayments of other current financial debts. These cash outflows were partly offset by cash inflows from the issuance of bonds totaling USD 6.1 billion (denominated in US dollars with a notional amount of USD 3.7 billion and in Swiss francs with a notional amount of CHF 2.2 billion, equivalent to USD 2.5 billion). The change in current financial debts resulted in net cash inflows of USD 1.0 billion.

In the prior-year period, net cash outflows used in financing activities from continuing operations of USD 17.1 billion were mainly driven by USD 7.3 billion for the dividend payment; USD 7.3 billion for net treasury share transactions; USD 2.2 billion for the repayment of two bonds denominated in euro (notional amounts of EUR 1.25 billion and of EUR 0.75 billion) at maturity, and USD 0.1 billion from the net decrease in current financial debts. Payments of lease liabilities amounted to USD 0.2 billion.

In the prior-year period, net cash inflows from financing activities from discontinued operations amounted to USD 3.4 billion (9M 2024: nil).

Free cash flow from continuing operations amounted to USD 12.6 billion (+15% USD), compared with USD 11.0 billion in the prior-year period, driven by higher net cash flows from operating activities from continuing operations.

For the total Company, net cash flows from operating activities amounted to USD 13.4 billion, compared with USD 11.9 billion in the prior-year period, and free cash flow amounted to USD 12.6 billion, compared with USD 11.0 billion in the prior-year period.

12


Balance sheet

Assets

Total non-current assets of USD 72.3 billion increased by USD 2.8 billion compared to December 31, 2023.

Intangible assets other than goodwill increased by USD 1.0 billion mainly due the impact of the Mariana Oncology and MorphoSys business acquisitions, additions and favorable currency adjustments, partially offset by amortization, and impairments.

Goodwill increased by USD 1.6 billion mainly due the impact of the Mariana Oncology and MorphoSys business acquisitions, and favorable currency adjustments, partially offset by an impairment (see Note 3 to the interim consolidated financial statements).

Financial assets decreased by USD 0.5 billion mainly due to the sale of Sandoz AG shares by consolidated foundations. Property, plant and equipment increased by USD 0.2 billion mainly as additions were only partly offset by depreciation charges. Deferred tax assets increased by USD 0.3 billion.

Other non-current assets, right-of-use assets and investments in associated companies were broadly in line with December 31, 2023.

Total current assets of USD 31.3 billion increased by USD 0.8 billion compared to December 31, 2023.

Cash and cash equivalents increased by USD 0.2 billion mainly as cash generated through operating activities of USD 13.4 billion, net proceeds from changes in financial debts of USD 4.7 billion and other net cash from investing and financing activities of USD 0.7 billion, were only partly offset by the USD 7.6 billion dividend payment, USD 3.6 billion for acquisitions of businesses (mainly for the Mariana Oncology and MorphoSys AG business acquisitions), USD 1.9 billion for purchases of intangible assets, and USD 5.5 billion for net purchases of treasury shares.

Marketable securities, commodities, time deposits and derivative financial instruments decreased by USD 0.6 billion, mainly due to the net sales of marketable securities, commodities and time deposits and fair value adjustments on derivative financial instruments. Trade receivables increased by USD 0.9 billion, mainly driven by the increase in net sales. Other current assets increased by USD 0.5 billion. Income tax receivables and inventories were broadly in line with December 31, 2023.

Liabilities

Total non-current liabilities of USD 32.0 billion increased by USD 5.1 billion compared to December 31, 2023.

Non-current financial debts increased by USD 5.3 billion mainly due to the issuance of Swiss franc denominated bonds of USD 2.6 billion (notional amount of CHF 2.2 billion) and from the issuance of US dollar denominated bonds with a notional amount of USD 3.7 billion and financial debts acquired through the MorphoSys business acquisition of USD 0.6 billion, partly offset by the reclassification of USD 1.6 billion from non-current to current financial debts consisting of a US dollar denominated bond with notional amount of USD 1.0 billion and a Swiss franc denominated bond of notional amount of CHF 0.5 billion both maturing in 2025.

Non-current lease liabilities, deferred tax liabilities and provisions and other non-current liabilities were broadly in line with December 31, 2023.

Total current liabilities of USD 28.1 billion increased by USD 1.7 billion compared to December 31, 2023.

Current financial debts and derivative financial instruments increased by USD 0.4 billion compared to December 31, 2023, mainly due to the issuance of commercial paper notes under the US commercial paper program and the reclassification of USD 1.6 billion from non-current to current financial debts of a US dollar denominated bond with notional amount of USD 1.0 billion and a Swiss franc denominated bond of notional amount of CHF 0.5 billion both maturing in 2025, partly offset by the repayment of a US dollar bond at maturity of USD 2.15 billion.

Trade payables decreased by USD 0.8 billion. Provisions and other current liabilities increased by USD 1.9 billion mainly driven by the increase in provisions for deductions from revenue. Current income tax liabilities increased by USD 0.3 billion. Current lease liabilities were broadly in line with December 31, 2023.

13


Equity

The Company’s equity decreased by USD 3.3 billion to USD 43.4 billion compared to December 31, 2023.

This decrease was mainly driven by the net income of USD 9.1 billion and favorable impact from equity-based compensation of USD 0.8 billion being more than offset by the cash-dividend to Novartis AG shareholders of USD 7.6 billion and the purchase of treasury shares of USD 5.8 billion.

Net debt and debt/equity ratio

The Company’s liquidity amounted to USD 14.0 billion as at September 30, 2024, compared with USD 14.4 billion as at December 31, 2023. Total non-current and current financial debts, including derivatives, amounted to USD 30.3 billion as at September 30, 2024, compared with USD 24.6 billion as at December 31, 2023.

The debt/equity ratio increased to 0.70:1 as at September 30, 2024, compared with 0.53:1 as at December 31, 2023. The net debt increased to USD 16.3 billion as at September 30, 2024, compared with USD 10.2 billion as at December 31, 2023.

14


Innovation Review

Novartis continues to focus its R&D portfolio prioritizing high value medicines with transformative potential for patients. We now focus on ~100 projects in clinical development.

Selected Innovative Medicines approvals

Product Active ingredient/<br> Descriptor Indication Region
Kisqali ribociclib Hormone receptor-positive / <br> human epidermal growth factor <br> receptor 2-negative early <br> breast cancer (adjuvant) US
Fabhalta iptacopan IgA nephropathy US

Selected Innovative Medicines projects awaiting regulatory decisions

Completed submissions
Product Indication US EU Japan News update
Kisqali Hormone receptor-positive /<br> human epidermal growth factor <br> receptor 2-negative early <br> breast cancer (adjuvant) Q3 2023 – Positive CHMP opinion received in October
Scemblix 1L chronic myeloid leukemia Q2 2024 Q3 2024 – US Priority Review granted<br> – Japan and China submissions
Atrasentan IgA nephropathy Q2 2024
Fabhalta C3G Q3 2024 Q3 2024 – EU and Japan submissions
Pluvicto Metastatic castration-resistant <br> prostate cancer, pre-taxane Q3 2024 – US submission
Lutathera Gastroenteropancreatic <br> neuroendocrine tumors, <br> 1L in G2/3 tumors Q2 2024
Coartem Malaria (<5kg patients) – Submission using MAGHP procedure <br> in Switzerland to facilitate rapid approvals in <br> developing countries

Selected Innovative Medicines pipeline projects

Compound/<br>product Potential indication/<br> Disease area First planned<br> submissions Current <br> Phase News update
Aimovig Migraine, pediatrics ≥2027 3
AVXS-101 <br>(OAV101) Spinal muscular atrophy <br> (IT formulation) 2025 3
Beovu Diabetic retinopathy 2025 3
CFZ533<br>(iscalimab) Sjögren's syndrome ≥2027 2
Cosentyx Giant cell arteritis 2025 3
Polymyalgia rheumatica 2026 3
DAK539<br>(pelabresib) Myelofibrosis 3 – Morphosys aquisition<br> – Based on Novartis review of 48-week data<br> from the Ph3 MANIFEST-2 study, longer<br> follow-up time is needed to determine, in<br> consultation with Health Authorities, the<br> regulatory path for pelabresib in myelofibrosis
FUB523<br>(zigakibart) IgA nephropathy ≥2027 3
KAE609 <br> (cipargamin) Malaria, uncomplicated ≥2027 2
Malaria, severe ≥2027 2
KLU156 <br>(ganaplacide <br>+ lumefantrine) Malaria, uncomplicated 2026 3 – FDA Orphan Drug designation <br> – FDA Fast Track designation
Leqvio Secondary prevention of cardiovascular <br> events in patients with elevated levels of LDL-C ≥2027 3
Primary prevention CVRR ≥2027 3
LNA043 Osteoarthritis ≥2027 2 – FDA Fast Track designation

15


Compound/<br>product Potential indication/<br> Disease area First planned<br> submissions Current <br> Phase News update
LNP023 <br> (iptacopan) IC-MPGN ≥2027 3
Atypical haemolytic uraemic syndrome ≥2027 3
Myasthenia gravis ≥2027 3
LOU064 <br> (remibrutinib) Chronic spontaneous urticaria 2025 3
CINDU ≥2027 3
Multiple sclerosis ≥2027 3
^177^Lu-NeoB Multiple solid tumors ≥2027 1
LXE408 Visceral leishmaniasis ≥2027 2
Pluvicto Metastatic hormone sensitive prostate cancer 2025 3 – Event-driven trial
Oligometastatic prostate cancer ≥2027 3
QGE031 <br>(ligelizumab) Food allergy 3 – Project discontinued
TQJ230 <br>(pelacarsen) Secondary prevention of cardiovascular <br> events in patients with elevated levels <br> of lipoprotein(a) 2025 3 – FDA Fast Track designation <br> – China Breakthrough Therapy designation
VAY736 <br> (ianalumab) Auto-immune hepatitis 2 – Project discontinued following Ph2 readout
Sjögren’s syndrome 2026 3 – FDA Fast Track designation
Lupus nephritis ≥2027 3
Systemic lupus erythematosus ≥2027 3
1L immune thrombocytopenia ≥2027 3
2L immune thrombocytopenia ≥2027 3
Warm autoimmune hemolytic anemia ≥2027 3
Vijoyce Lymphatic malformations ≥2027 3 – US, EU Orphan Drug designation
XXB750 Hypertension 2 – NVS will not advance further development <br> following current scientific assessment and <br> review of available data of early investigational <br> studies.
YTB323 Severe refractory lupus nephritis / <br> Systemic lupus erythematosus ≥2027 2
1L high-risk large B-cell lymphoma ≥2027 2

16


Condensed Interim Consolidated Financial Statements

Consolidated income statements

Third quarter (unaudited)

( millions unless indicated otherwise) Q3 2024 Q3 2023
Net sales from continuing operations 12 823 11 782
Other revenues 349 310
Cost of goods sold -3 234 -3 117
Gross profit from continuing operations 9 938 8 975
Selling, general and administration -3 134 -3 091
Research and development -2 392 -3 925
Other income 355 224
Other expense -1 140 -421
Operating income from continuing operations 3 627 1 762
Loss from associated companies -4 -3
Interest expense -264 -222
Other financial income and expense 26 15
Income before taxes from continuing operations 3 385 1 552
Income taxes -200 -39
Net income from continuing operations 3 185 1 513
Net income from discontinued operations 250
Net income 3 185 1 763
Attributable to:
Shareholders of Novartis AG 3 189 1 761
Non-controlling interests -4 2
Weighted average number of shares outstanding – Basic (million) 2 012 2 062
Basic earnings per share from continuing operations () 1 1.58 0.73
Basic earnings per share from discontinued operations () 1 0.12
Total basic earnings per share () 1 1.58 0.85
Weighted average number of shares outstanding – Diluted (million) 2 027 2 075
Diluted earnings per share from continuing operations () 1 1.57 0.73
Diluted earnings per share from discontinued operations () 1 0.12
Total diluted earnings per share () 1 1.57 0.85
1  Earnings per share (EPS) is calculated on the amount of net income attributable to<br> shareholders of Novartis AG.
The accompanying Notes form an integral part of the condensed interim consolidated<br> financial statements

All values are in US Dollars.

17


Consolidated income statements

Nine months to September 30 (unaudited)

( millions unless indicated otherwise) 9M 2024 9M 2023
Net sales from continuing operations 37 164 34 017
Other revenues 1 000 867
Cost of goods sold -9 503 -9 450
Gross profit from continuing operations 28 661 25 434
Selling, general and administration -9 065 -9 073
Research and development -7 180 -8 804
Other income 877 1 322
Other expense -2 279 -1 692
Operating income from continuing operations 11 014 7 187
Loss from associated companies -35 -7
Interest expense -731 -638
Other financial income and expense 107 204
Income before taxes from continuing operations 10 355 6 746
Income taxes -1 236 -812
Net income from continuing operations 9 119 5 934
Net income from discontinued operations 440
Net income 9 119 6 374
Attributable to:
Shareholders of Novartis AG 9 123 6 370
Non-controlling interests -4 4
Weighted average number of shares outstanding – Basic (million) 2 029 2 085
Basic earnings per share from continuing operations () 1 4.50 2.84
Basic earnings per share from discontinued operations () 1 0.21
Total basic earnings per share () 1 4.50 3.05
Weighted average number of shares outstanding – Diluted (million) 2 044 2 098
Diluted earnings per share from continuing operations () 1 4.46 2.83
Diluted earnings per share from discontinued operations () 1 0.21
Total diluted earnings per share () 1 4.46 3.04
1  Earnings per share (EPS) is calculated on the amount of net income attributable to<br> shareholders of Novartis AG.
The accompanying Notes form an integral part of the condensed interim consolidated<br> financial statements

All values are in US Dollars.

18


Consolidated statements of comprehensive income

Third quarter (unaudited)

(USD millions) Q3 2024 Q3 2023
Net income 3 185 1 763
Other comprehensive income
Items that are or may be recycled into the consolidated income statement
Net investment hedge, net of taxes -65 38
Cash flow hedge, net of taxes -25
Currency translation effects, net of taxes 1 310 -467
Total of items that are or may be recycled 1 220 -429
Items that will never be recycled into the consolidated income statement
Actuarial (losses)/gains from defined benefit plans, net of taxes -16 116
Fair value adjustments on equity securities, net of taxes -34 27
Total of items that will never be recycled -50 143
Total other comprehensive income 1 170 -286
Total comprehensive income 4 355 1 477
Total comprehensive income for the period attributable to:
Shareholders of Novartis AG 4 354 1 476
Continuing operations 4 354 1 292
Discontinued operations 184
Non-controlling interests 1 1
The accompanying Notes form an integral part of the condensed interim consolidated<br> financial statements

Nine months to September 30 (unaudited)

(USD millions) 9M 2024 9M 2023
Net income 9 119 6 374
Other comprehensive income
Items that are or may be recycled into the consolidated income statement
Net investment hedge, net of taxes -14 9
Cash flow hedge, net of taxes -25
Currency translation effects, net of taxes -54 55
Total of items that are or may be recycled -93 64
Items that will never be recycled into the consolidated income statement
Actuarial gains from defined benefit plans, net of taxes 120 57
Fair value adjustments on equity securities, net of taxes 85 -19
Total of items that will never be recycled 205 38
Total other comprehensive income 112 102
Total comprehensive income 9 231 6 476
Total comprehensive income for the period attributable to:
Shareholders of Novartis AG 9 234 6 472
Continuing operations 9 234 6 053
Discontinued operations 419
Non-controlling interests -3 4
The accompanying Notes form an integral part of the condensed interim consolidated<br> financial statements

19


Consolidated balance sheets

(USD millions) Note Sep 30, <br> 2024<br> (unaudited) Dec 31, <br> 2023<br> (audited)
Assets
Non-current assets
Property, plant and equipment 9 749 9 514
Right-of-use assets 1 452 1 410
Goodwill 24 930 23 341
Intangible assets other than goodwill 27 902 26 879
Investments in associated companies 106 205
Deferred tax assets 4 646 4 309
Financial assets 2 086 2 607
Other non-current assets 1 389 1 199
Total non-current assets 72 260 69 464
Current assets
Inventories 5 939 5 913
Trade receivables 7 966 7 107
Income tax receivables 184 426
Marketable securities, commodities, time deposits and derivative financial instruments 411 1 035
Cash and cash equivalents 13 609 13 393
Other current assets 3 155 2 607
Total current assets 31 264 30 481
Total assets 103 524 99 945
Equity and liabilities
Equity
Share capital 793 825
Treasury shares -40 -41
Reserves 42 564 45 883
Equity attributable to Novartis AG shareholders 4 43 317 46 667
Non-controlling interests 124 83
Total equity 43 441 46 750
Liabilities
Non-current liabilities
Financial debts 10 23 750 18 436
Lease liabilities 1 596 1 598
Deferred tax liabilities 2 216 2 248
Provisions and other non-current liabilities 4 389 4 523
Total non-current liabilities 31 951 26 805
Current liabilities
Trade payables 4 087 4 926
Financial debts and derivative financial instruments 6 566 6 175
Lease liabilities 247 230
Current income tax liabilities 2 165 1 893
Provisions and other current liabilities 15 067 13 166
Total current liabilities 28 132 26 390
Total liabilities 60 083 53 195
Total equity and liabilities 103 524 99 945
The accompanying Notes form an integral part of the condensed interim consolidated<br> financial statements

20


Consolidated statements of changes in equity

Third quarter (unaudited)

Reserves
(USD millions) Note Share<br> capital Treasury<br> shares Retained<br> earnings Total value<br> adjustments Issued share <br> capital and <br> reserves <br> attributable <br> to Novartis <br> shareholders Non-<br> controlling<br> interests Total<br> equity
Total equity at July 1, 2024 793 -25 45 836 -4 871 41 733 169 41 902
Net income 3 189 3 189 -4 3 185
Other comprehensive income 1 165 1 165 5 1 170
Total comprehensive income 3 189 1 165 4 354 1 4 355
Purchase of treasury shares -15 -2 952 -2 967 -2 967
Exercise of options and employee transactions 33 33 33
Equity-based compensation 0 265 265 265
Shares delivered to Sandoz employees <br>as a result of the Sandoz spin-off 0 0 0
Taxes on treasury share transactions -35 -35 -35
Changes in non-controlling interests -4 -4
Fair value adjustments on financial assets sold 22 -22
Impact of change in ownership of consolidated entities -70 -70 -42 -112
Other movements 4.4 4 4 4
Total of other equity movements -15 -2 733 -22 -2 770 -46 -2 816
Total equity at September 30, 2024 793 -40 46 292 -3 728 43 317 124 43 441
The accompanying Notes form an integral part of the condensed interim consolidated<br> financial statements
Reserves
--- --- --- --- --- --- --- --- ---
(USD millions) Note Share<br> capital Treasury<br> shares Retained<br> earnings Total value<br> adjustments Issued share <br> capital and <br> reserves <br> attributable <br> to Novartis <br> shareholders Non-<br> controlling<br> interests Total<br> equity
Total equity at July 1, 2023 842 -52 55 682 -4 625 51 847 84 51 931
Net income 1 761 1 761 2 1 763
Other comprehensive income -285 -285 -1 -286
Total comprehensive income 1 761 -285 1 476 1 1 477
Dividend in kind 3 -13 962 -13 962 -13 962
Purchase of treasury shares -6 -1 390 -1 396 -1 396
Reduction of share capital -17 26 -9
Exercise of options and employee transactions -2 -2 -2
Equity-based compensation 0 221 221 221
Taxes on treasury share transactions 3 3 3
Transaction costs, net of taxes 4.3 -74 -74 -74
Changes in non-controlling interests -4 -4
Fair value adjustments on financial assets sold 52 -52
Other movements 4.4 51 51 51
Total of other equity movements -17 20 -15 110 -52 -15 159 -4 -15 163
Total equity at September 30, 2023 825 -32 42 333 -4 962 38 164 81 38 245
The accompanying Notes form an integral part of the condensed interim consolidated<br> financial statements

21


Consolidated statements of changes in equity

Nine months to September 30 (unaudited)

Reserves
(USD millions) Note Share<br> capital Treasury<br> shares Retained<br> earnings Total value<br> adjustments Issued share <br> capital and <br> reserves <br> attributable <br> to Novartis <br> shareholders Non-<br> controlling<br> interests Total<br> equity
Total equity at January 1, 2024 825 -41 49 649 -3 766 46 667 83 46 750
Net income 9 123 9 123 -4 9 119
Other comprehensive income 111 111 1 112
Total comprehensive income 9 123 111 9 234 -3 9 231
Dividends 4.1 -7 624 -7 624 -7 624
Purchase of treasury shares -30 -5 750 -5 780 -5 780
Reduction of share capital 4.2 -32 26 6
Exercise of options and employee transactions -2 -2 -2
Equity-based compensation 5 812 817 817
Shares delivered to Sandoz employees <br>as a result of the Sandoz spin-off 12 12 12
Taxes on treasury share transactions -27 -27 -27
Changes in non-controlling interests -4 -4
Fair value adjustments on financial assets sold 73 -73
Impact of change in ownership of consolidated entities -98 -98 48 -50
Other movements 4.4 118 118 118
Total of other equity movements -32 1 -12 480 -73 -12 584 44 -12 540
Total equity at September 30, 2024 793 -40 46 292 -3 728 43 317 124 43 441
The accompanying Notes form an integral part of the condensed interim consolidated<br> financial statements
Reserves
--- --- --- --- --- --- --- --- ---
(USD millions) Note Share<br> capital Treasury<br> shares Retained<br> earnings Total value<br> adjustments Issued share <br> capital and <br> reserves <br> attributable <br> to Novartis <br> shareholders Non-<br> controlling<br> interests Total<br> equity
Total equity at January 1, 2023 890 -92 63 540 -4 996 59 342 81 59 423
Net income 6 370 6 370 4 6 374
Other comprehensive income 102 102 0 102
Total comprehensive income 6 370 102 6 472 4 6 476
Dividends -7 255 -7 255 -7 255
Dividend in kind 3 -13 962 -13 962 -13 962
Purchase of treasury shares -41 -7 243 -7 284 -7 284
Reduction of share capital -65 94 -29
Exercise of options and employee transactions 2 149 151 151
Equity-based compensation 5 649 654 654
Taxes on treasury share transactions 11 11 11
Transaction costs, net of taxes 4.3 -74 -74 -74
Changes in non-controlling interests -4 -4
Fair value adjustments on financial assets sold 68 -68
Other movements 4.4 109 109 109
Total of other equity movements -65 60 -27 577 -68 -27 650 -4 -27 654
Total equity at September 30, 2023 825 -32 42 333 -4 962 38 164 81 38 245
The accompanying Notes form an integral part of the condensed interim consolidated<br> financial statements

22


Consolidated statements of cash flows

Third quarter (unaudited)

(USD millions) Note Q3 2024 Q3 2023
Net income from continuing operations 3 185 1 513
Adjustments to reconcile net income from continuing operations to net cash flows from<br> operating activities from continuing operations
Reversal of non-cash items and other adjustments 6.1 2 626 3 329
Dividends received from associated companies and others 1
Interest received 112 109
Interest paid -239 -178
Change in other financial receipts 37
Change in other financial payments 63 -4
Income taxes paid 6.2 -285 -426
Net cash flows from operating activities from continuing operations <br>before working capital and provision changes 5 462 4 381
Payments out of provisions and other net cash movements in non-current liabilities -216 -255
Change in net current assets and other operating cash flow items 6.3 1 040 1 178
Net cash flows from operating activities from continuing operations 6 286 5 304
Net cash flows from operating activities from discontinued operations 74
Total net cash flows from operating activities 6 286 5 378
Purchases of property, plant and equipment -321 -261
Proceeds from sale of property, plant and equipment 1 51
Purchases of intangible assets -478 -422
Proceeds from sale of intangible assets 23 1 823
Purchases of financial assets -53 -11
Proceeds from sale of financial assets 226 91
Proceeds from sale of other non-current assets 1
Acquisitions and divestments of interests in associated companies, net -12 -3
Acquisitions and divestments of businesses, net 6.4 -51 -3 443
Purchases of marketable securities, commodities and time deposits -958 -28
Proceeds from sale of marketable securities, commodities and time deposits 1 248 199
Net cash flows used in investing activities from continuing operations -374 -2 004
Net cash flows used in investing activities from discontinued operations -208
Total net cash flows used in investing activities -374 -2 212
Purchases of treasury shares -2 854 -1 625
Proceeds from exercised options and other treasury share transactions, net 5 -1
Proceeds from non-current financial debts 3 670
Repayments of the current portion of non-current financial debts -2 223
Change in current financial debts -807 -418
Repayments of other current financial debts -289
Payments of lease liabilities -64 -63
Payments from changes in ownership interests in consolidated subsidiaries -90
Other financing cash flows, net 47 24
Net cash flows used in financing activities from continuing operations -382 -4 306
Net cash flows from financing activities from discontinued operations 11 3 474
Total net cash flows used in financing activities -382 -832
Net change in cash and cash equivalents before effect of exchange rate changes 5 530 2 334
Less cash and cash equivalents from discontinued operations at September 30, 2023 -648
Effect of exchange rate changes on cash and cash equivalents 176 -166
Net change in cash and cash equivalents 5 706 1 520
Cash and cash equivalents at July 1 7 903 10 885
Cash and cash equivalents at September 30 13 609 12 405
The accompanying Notes form an integral part of the condensed interim consolidated<br> financial statements

23


Consolidated statements of cash flows

Nine months to September 30 (unaudited)

(USD millions) Note 9M 2024 9M 2023
Net income from continuing operations 9 119 5 934
Adjustments to reconcile net income from continuing operations to net cash flows from<br> operating activities from continuing operations
Reversal of non-cash items and other adjustments 6.1 7 523 8 578
Dividends received from associated companies and others 1 2
Interest received 347 482
Interest paid -641 -513
Other financial receipts 64
Other financial payments -31 -14
Income taxes paid 6.2 -1 334 -1 694
Net cash flows from operating activities from continuing operations <br>before working capital and provision changes 14 984 12 839
Payments out of provisions and other net cash movements in non-current liabilities -847 -1 181
Change in net current assets and other operating cash flow items 6.3 -711 15
Net cash flows from operating activities from continuing operations 13 426 11 673
Net cash flows from operating activities from discontinued operations 238
Total net cash flows from operating activities 13 426 11 911
Purchases of property, plant and equipment -808 -654
Proceeds from sale of property, plant and equipment 39 73
Purchases of intangible assets -1 875 -1 316
Proceeds from sale of intangible assets 43 1 953
Purchases of financial assets -145 -77
Proceeds from sale of financial assets 936 201
Proceeds from sale of other non-current assets 1
Acquisitions and divestments of interests in associated companies, net -8 -8
Acquisitions and divestments of businesses, net 6.4 -3 649 -3 550
Purchases of marketable securities, commodities and time deposits -1 198 -97
Proceeds from sale of marketable securities, commodities and time deposits 2 184 11 216
Net cash flows (used in)/from investing activities from continuing operations -4 480 7 741
Net cash flows used in investing activities from discontinued operations -385
Total net cash flows (used in)/from investing activities -4 480 7 356
Dividends paid to shareholders of Novartis AG 4.1 -7 624 -7 255
Purchases of treasury shares -5 569 -7 468
Proceeds from exercised options and other treasury share transactions, net 30 158
Proceeds from non-current financial debts 6 143
Repayments of the current portion of non-current financial debts -2 150 -2 223
Change in current financial debts 982 -128
Repayments of other current financial debts -289
Payments of lease liabilities -190 -194
Payments from changes in ownership interests in consolidated subsidiaries -137
Other financing cash flows, net 58 42
Net cash flows used in financing activities from continuing operations -8 746 -17 068
Net cash flows from financing activities from discontinued operations 11 3 397
Total net cash flows used in financing activities -8 746 -13 671
Net change in cash and cash equivalents before effect of exchange rate changes 200 5 596
Less cash and cash equivalents from discontinued operations at September 30, 2023 -648
Effect of exchange rate changes on cash and cash equivalents 16 -60
Net change in cash and cash equivalents 216 4 888
Cash and cash equivalents at January 1 13 393 7 517
Cash and cash equivalents at September 30 13 609 12 405
The accompanying Notes form an integral part of the condensed interim consolidated<br> financial statements

24


Notes to the Condensed Interim Consolidated Financial Statements for the three month and nine month period ended September 30, 2024 (unaudited)

  1. Basis of preparation

The consolidated financial statements of the Company are prepared in accordance with International Financial Reporting Standards (IFRS^®^) Accounting Standards as issued by the International Accounting Standards Board. They are prepared in accordance with the historical cost convention, except for items that are required to be accounted for at fair value. These Condensed Interim Consolidated Financial Statements for the three month and nine month period ended September 30, 2024, were prepared in accordance with International Accounting Standards (IAS^®^) Standards 34 Interim Financial Reporting and accounting policies set out in the 2023 Annual Report published on January 31, 2024.

At the Novartis AG Extraordinary General Meeting, held on September 15, 2023, our shareholders approved the spin-off of the Sandoz business. Following the shareholder approval IFRS Accounting Standards required the Sandoz Division and selected portions of corporate activities attributable to Sandoz’s business, as well as certain expenses related to the spin-off (the “Sandoz business”) to be reported as discontinued operations in the consolidated financial statements. As a result, the Sandoz business has been presented as discontinued operations in the condensed interim consolidated financial statements. This requires the three month and nine month period ended September 30, 2023, consolidated income statement, consolidated statement of comprehensive income and consolidated statement of cash flows to present separately continuing operations from discontinued operations.

The shareholder approval on September 15, 2023, for the spin-off the Sandoz business, required the recognition of a distribution liability at the fair value of the Sandoz business. Novartis policy is to measure the distribution liability at the fair value of the Sandoz business net assets taken as a whole. The distribution liability was recognized through a reduction in retained earnings. It was required to be adjusted at each balance sheet date for changes in its estimated fair value, up to the date of the distribution to shareholders through retained earnings. Any resulting impairment of the business assets to be distributed would have been recognized in the consolidated income statements in “Other expense” of discontinued operations, at the date of initial recognition of the distribution liability or at subsequent dates resulting from changes of the distribution liability valuation.

At the October 4, 2023, distribution settlement date, the resulting gain, which is measured as the excess amount of the distribution liability over the then-carrying value of the net assets of the business distributed, was recognized on the line “Gain on distribution of Sandoz Group AG to Novartis AG shareholders” within the income statement of discontinued operations.

The recognition of the distribution liability required the use of valuation techniques for the purposes of impairment testing of the Sandoz business’ assets to be distributed and for the measurement of the fair value of the distribution liability. These valuations required the use of management assumptions and estimates related to the Sandoz business’ future cash flows, market multiples, opening share price of Sandoz Group AG on the first day of trading its shares on the SIX Swiss Exchange, to estimate day one market value, and control premiums to apply in estimating the Sandoz business fair value. These fair value measurements are classified as “Level 3” in the fair value hierarchy. The section “—Goodwill and intangible assets other than goodwill” in Note 1 to the Consolidated Financial Statements in the Annual Report 2023 provides additional information on key assumptions that are highly sensitive in the estimation of fair values using valuation techniques.

Transaction costs that are directly attributable to the Distribution (spin-off) of the Sandoz business to Novartis AG shareholders by way of a dividend in kind, and that would otherwise have been avoided, were accounted for as a deduction from equity (within retained earnings). Prior to the recognition of the distribution liability, these costs were recorded as prepaid expenses in the consolidated balance sheet.

For further information and disclosures, refer to Note 3 and Note 11.

25


  1. Accounting policies

The Company’s accounting policies are set out in Note 1 to the Consolidated Financial Statements in the 2023 Annual Report and conform with IFRS Accounting Standards as issued by the International Accounting Standards Board.

The preparation of financial statements requires management to make certain estimates and assumptions, either at the balance sheet date or during the period, which affect the reported amounts of revenues, expenses, assets, liabilities, including the distribution liability and contingent amounts.

Estimates are based on historical experience and other assumptions that are considered reasonable under the given circumstances and are regularly monitored. Actual outcomes and results could differ from those estimates and assumptions. Revisions to estimates are recognized in the period in which the estimate is revised.

As disclosed in the 2023 Annual Report, goodwill, and acquired In-Process Research & Development projects are reviewed for impairment at least annually and these, as well as all other investments in intangible assets, are reviewed for impairment whenever an event or decision occurs that raises concern about their balance sheet carrying value. The amount of goodwill and other intangible assets on the Company’s consolidated balance sheet has risen significantly in recent years, primarily from acquisitions. Impairment testing may lead to potentially significant impairment charges in the future that could have a materially adverse impact on the Company’s results of operations and financial condition.

The Company’s activities are not subject to significant seasonal fluctuations.

Status of adoption of significant new or amended IFRS standards or interpretations

No new IFRS Accounting Standards were adopted by the Company in 2024. In addition, new IFRS Accounting Standards amendments or interpretations that became effective in 2024 did not have a material impact on the Company’s consolidated financial statements.

In the second quarter of 2024, the following new IFRS Accounting Standard, which is not yet effective, was issued by the International Accounting Standards Board:

IFRS 18 Presentation and Disclosures in Financial Statements

IFRS 18 Presentation and Disclosure in Financial Statements was issued by the International Accounting Standards Board in April 2024. IFRS 18 is effective on January 1, 2027, and is required to be applied retrospectively to comparative periods presented, with early adoption permitted. IFRS 18, upon adoption replaces IAS Standards 1 - Presentation of Financial Statements.

IFRS 18 sets out new requirements focused on improving financial reporting by:

• requiring additional defined structure to the statement of profit or loss (i.e. consolidated statement of income), to reduce diversity in the reporting, by requiring five categories (operating, investing, financing, income taxes and discontinued operations) and defined subtotals and totals (operating income, income before financing, income taxes and net income),

• requiring disclosures in the notes to the financial statements about management-defined performance measures (i.e. non-IFRS measures), and

• adding new principles for aggregation and disaggregation of information in the primary financial statements and notes.

IFRS 18 will not impact the recognition or measurement of items in the financial statements, but it might change what an entity reports as its ‘operating profit or loss’, due to the classification of certain income and expense items between the five categories of the consolidated income statement. It might also change what an entity reports as operating activities, investing activities and financing activities within the statement of cash flows, due to the change in classification of certain cash flow items between these three categories of the cash flows statement. Novartis is currently assessing the impact of adopting IFRS 18.

Based on the Company’s assessment, there are no other IFRS Accounting Standards, amendments or interpretations not yet effective in 2024 that would be expected to have a material impact on the Company’s consolidated financial statements.

26


  1. Significant acquisitions of businesses and spin-off of Sandoz business

The Company applied the acquisition method of accounting for businesses acquired, and did not elect to apply the optional concentration test to account for acquired business as an asset separately acquired.

Significant acquisitions of businesses – 2024

Acquisition of Mariana Oncology

On May 2, 2024, Novartis acquired Mariana Oncology, a preclinical-stage US based biotechnology company focused on developing novel radioligand therapies (RLTs) with a portfolio of RLT programs across a range of solid tumor indications.

The purchase price consisted of a cash payment of USD 1.1 billion and potential additional milestones of up to USD 0.8 billion, which the Mariana Oncology shareholders are eligible to receive upon the achievement of specified milestones.

The fair value of the total purchase consideration was USD 1.3 billion, consisting of a cash payment of USD 1.1 billion and the fair value of contingent consideration of USD 0.2 billion. The preliminary purchase price allocation resulted in net identifiable assets of USD 0.8 billion, consisting primarily of IPR&D intangible assets of USD 0.3 billion, other intangible assets (scientific infrastructure) of USD 0.5 billion, cash and cash equivalents of USD 0.1 billion and net deferred tax liabilities of USD 0.1 billion. Goodwill amounted to USD 0.5 billion.

The results of operations since the date of acquisition were not material.

Acquisition of MorphoSys AG

On February 5, 2024, Novartis entered into an agreement to acquire MorphoSys AG (MorphoSys), a Germany-based, global biopharmaceutical company developing innovative medicines in oncology. The acquisition of MorphoSys adds to our oncology pipeline pelabresib, a late-stage BET inhibitor for myelofibrosis and tulmimetostat, an early-stage investigational dual inhibitor of EZH2 and EZH1 for solid tumors or lymphomasis.

On April 11, 2024, Novartis, through a subsidiary, commenced a voluntary public takeover offer (the “Offer”) to acquire all outstanding shares of MorphoSys for EUR 68 per share, representing a total consideration of approximately EUR 2.6 billion in cash on a fully diluted basis. The settlement of the Offer was conditional on a minimum acceptance threshold of 65 percent of MorphoSys outstanding shares.

Novartis purchased during the Offer acceptance period MorphoSys shares on the market for a total amount of EUR 0.3 billion (USD 0.3 billion). The closing conditions of the Offer, including the minimum acceptance threshold of 65 percent were fulfilled by the end of the Offer acceptance period, and the acquisition of MorphoSys closed on May 23, 2024, with the settlement payment amounting to EUR 1.7 billion (USD 1.9 billion) to the MorphoSys shareholders for their tendered shares. Subsequent to May 23, 2024, Novartis acquired additional MorphoSys outstanding shares through the Germany statutory two-week extension period of the Offer (ending on May 30, 2024) for EUR 0.3 billion (USD 0.3 billion). As a result, as at May 30, 2024, Novartis held 89.7 percent of the total outstanding share capital of MorphoSys. Total cash paid for the MorphoSys shares purchased by Novartis through to the end of the statutory two-week extension period of the Offer amounted to EUR 2.3 billion (USD 2.5 billion). Non-controlling interests represented 10.3 percent of MorphoSys outstanding shares amounting to USD 0.1 billion and were recognized in equity.

In June 2024, outside the Offer Novartis purchased an additional 1.7 percent of MorphoSys shares for EUR 44 million (USD 47 million). On July 4, 2024, Novartis filed a public purchase offer to delist the MorphoSys shares admitted to trading on regulated markets and acquire all MorphoSys AG shares and ADS not held directly by Novartis.

In August 2024, the delisting of the MorphoSys shares admitted to trading on regulated markets was completed, and Novartis purchased an additional 3.2 percent of MorphoSys shares for EUR 83 million (USD 90 million).

As a result, at September 30, 2024, non-controlling interests in equity amounted to USD 43 million and Novartis held approximately 94.5 percent of outstanding MorphoSys shares, therefore non-controlling interests represented approximately 5.5 percent of the outstanding MorphoSys shares.

On October 15, 2024, the “squeeze-out” of the remaining minority shareholders of MorphoSys was completed by way of a merger into a wholly-owned Novartis entity. As a result, Novartis held 100% of the outstanding shares of MorphoSys and non-controlling interests in equity were reduced to nil. On October 21, 2024, Novartis paid EUR 144 million (USD 156 million) to the former remaining minority shareholders in connection with the squeeze-out.

The purchase price allocation is preliminary primarily pending the outcome of Novartis analysis of a third party integrated safety report related to certain clinical trial data readouts that became available prior to closing, finalization of the relief from royalties component of goodwill, and assessment on recoverability of certain deferred tax assets. The fair value of the total purchase consideration for the 89.7 percent stake was USD 2.5 billion (including cash acquired). The revisions to the September 30, 2024, preliminary purchase price allocation were not material, as compared to the preliminary purchase price allocation reported as at June 30, 2024. The revisions resulted in a USD 0.2 billion decrease to net identifiable assets with a corresponding increase to the goodwill amount recognized as at the acquisition date.

The preliminary purchase price allocation resulted in net identifiable assets of USD 0.8 billion, consisting

27


primarily of intangible assets other than goodwill of USD 1.2 billion, comprising IPR&D intangible assets of USD 0.6 billion and other intangible assets (customer out-licensing contracts) of USD 0.6 billion, financial investments and other receivables of USD 0.2 billion, marketable securities of USD 0.4 billion, cash and cash equivalents of USD 0.2 billion, financial debt to third parties of USD 0.9 billion, net deferred tax liabilities of USD 0.1 billion and other net liabilities of USD 0.2 billion. Non-controlling interests amounted to USD 0.1 billion, which were recognized at the non-controlling interests’ proportionate share of MorphoSys identifiable net assets. Goodwill as at the acquisition date amounted to USD 1.8 billion. The finalization of the preliminary purchase price allocation may lead to a change in the allocation between the identifiable assets (mainly IPR&D intangible assets), net deferred taxes, and goodwill.

The results of operations since the date of acquisition were not material.

In September 2024, following management’s assessment of certain clinical trial data related to a development program acquired from MorphoSys, the necessity to perform an interim impairment test of the goodwill attributable to the MorphoSys business acquired at the provisional level of the grouping of cash generating units of the MorphoSys business was triggered. This impairment test required the use of valuation techniques to estimate the fair value of the MorphoSys business. These valuations required the use of management assumptions and estimates related to the MorphoSys business’ future cash flows and assumptions on, among others, discount rate (9%) and terminal growth rates (-15%). These fair value measurements are classified as “Level 3” in the fair value hierarchy. The section “—Goodwill and intangible assets other than goodwill” in Note 1 to the Consolidated Financial Statements in the Annual Report 2023 provides additional information on key assumptions that are highly sensitive in the estimation of fair values using valuation techniques. The interim impairment test indicated an impairment of the goodwill attributable to the MorphoSys business in the amount of USD 0.8 billion, which was recognized to other expense in the consolidated income statement in September 2024.

Significant acquisitions of businesses – 2023

Acquisition of DTx Pharma Inc.

In the second quarter of 2023, Novartis entered into an agreement to acquire all outstanding shares of DTx Pharma Inc. (DTx), a US based, pre-clinical stage biotechnology company focused on leveraging its proprietary FALCON platform to develop siRNA therapies for neuroscience indications. DTx’s lead program, DTx-1252 targets the root cause of CMT1A—the overexpression of PMP22, a protein that causes the myelin sheath that supports and insulates nerves in the peripheral nervous system to function abnormally. The transaction also includes two additional pre-clinical programs for other neuroscience indications. The transaction closed on July 14, 2023.

The purchase price consisted of a cash payment of USD 0.6 billion and potential additional milestones of up to USD 0.5 billion, which the DTx shareholders are eligible to receive upon the achievement of specified milestones.

The fair value of the total purchase consideration was USD 0.6 billion. The amount consisted of a cash payment of USD 0.6 billion and the fair value of contingent consideration of USD 30 million, which DTx shareholders are eligible to receive upon the achievement of specified milestones. The purchase price allocation resulted in net identifiable assets of USD 0.4 billion, consisting primarily of IPR&D intangible assets of USD 0.4 billion, cash of USD 0.1 billion and net deferred tax liabilities of USD 0.1 billion. Goodwill amounted to USD 0.2 billion.

The 2023 results of operations since the date of acquisition were not material.

Acquisition of Chinook Therapeutics, Inc.

On June 12, 2023, Novartis entered into an agreement to acquire all outstanding shares of Chinook Therapeutics, Inc. (Chinook Therapeutics), a US based clinical stage biopharmaceutical company with two late-stage medicines in development for rare, severe chronic kidney diseases. The acquisition closed on August 11, 2023.

The purchase price consisted of a cash payment of USD 3.2 billion and potential additional payments of up to USD 0.3 billion, which Chinook Therapeutics shareholders are eligible to receive upon the achievement of specified milestones.

The fair value of the total purchase consideration was USD 3.3 billion. The amount consisted of an upfront cash payment of USD 3.2 billion and the fair value of contingent consideration of USD 0.1 billion, which Chinook Therapeutics shareholders are eligible to receive upon achievement of specified milestones. The purchase price allocation resulted in net identifiable assets of USD 2.4 billion, consisting primarily of IPR&D intangible assets of USD 2.5 billion, net deferred tax liabilities of USD 0.4 billion and other net assets of USD 0.3 billion, including cash of USD 0.1 billion. Goodwill amounted to USD 0.9 billion.

The 2023 results of operations since the date of acquisition were not material.

Fair value of assets and liabilities arising from acquisitions of businesses

The following table presents the fair value of the assets and liabilities acquired through acquisitions of businesses and the total purchase considerations for the first nine months of 2024, and for the year ended December 31, 2023:

28


(USD millions) Sep 30, <br> 2024 Dec 31, <br> 2023
Property, plant and equipment 17 18
Right-of-use assets 45 16
In-process research and development 1 318 2 931
Other intangible assets 1 039 15
Deferred tax assets 307 34
Non-current financial and other assets 30 164
Trade receivables and financial and <br>other current assets 612 183
Cash and cash equivalents 236 226
Deferred tax liabilities -530 -474
Current and non-current financial debts -852
Current and non-current lease liabilities -45 -51
Trade payables and other liabilities -290 -231
Net identifiable assets acquired 1 887 2 831
Non-controlling interests -87
Goodwill 2 311 1 094
Total purchase consideration for acquisitions of businesses 4 111 3 925

The significant business acquisitions in the first nine month period ended September 30, 2024, were of MorphoSys and Mariana Oncology, both in the second quarter of 2024. The goodwill arising out of the acquisitions in the nine month period ended September 30, 2024, is not tax deductible and is attributable to the synergies, accounting for deferred tax liabilities on acquired assets, and the assembled workforce, and in addition for MorphoSys the relief from royalties. In September 2024, an impairment of goodwill was recognized related to the MorphoSys business acquisition of USD 0.8 billion. See Acquisition of MorphoSys AG section of this Note 3 for additional information.

In 2023, the significant business acquisitions were the acquisition of DTx Pharma and Chinook Therapeutics. There were no significant acquisitions of businesses in the first nine months of 2023. The goodwill arising out of these acquisitions is attributable to the synergies, the accounting for deferred tax liabilities on the acquired assets and the assembled workforce. In 2023, no goodwill was tax deductible.

Spin-off of Sandoz business – 2023

Completion of the spin-off of the Sandoz business through a dividend in kind distribution to Novartis AG shareholders

On July 18, 2023, Novartis announced that its Board of Directors had unanimously endorsed the proposed separation of the Sandoz business to create an independent company by way of a spin-off and to seek shareholder approval for the spin-off of the Sandoz business into a separately traded standalone company, following the complete structural separation of the Sandoz business into a standalone company (the Sandoz business or Sandoz Group AG) and subject to the satisfaction of certain conditions and Novartis AG shareholder approval.

At the EGM held on September 15, 2023, Novartis AG shareholders approved a special distribution by way of a dividend in kind to effect the spin-off of Sandoz Group AG, subject to the completion of certain conditions precedent to the distribution. Upon shareholder approval, the Sandoz business was reported as discontinued operations and the distribution liability was recognized at its fair value, which exceeded the carrying value of the Sandoz business net assets.

The conditions precedent to the spin-off were met and on October 3, 2023 the spin-off of the Sandoz business was effected by way of a distribution of a dividend in kind of Sandoz Group AG shares to Novartis AG shareholders and American Depositary Receipt (ADR) holders (the Distribution). Through the Distribution, each Novartis AG shareholder received 1 Sandoz Group AG share for every 5 Novartis AG shares and each Novartis ADR holder received 1 Sandoz ADR for every 5 Novartis ADR that they held at the close of business on October 3, 2023. As of October 4, 2023, the shares of Sandoz Group AG have been listed on the SIX Swiss Exchange (SIX) under the stock symbol “SDZ”.

On September 18, 2023, the Sandoz business entered into financing arrangements with a group of banks under which on September 28, 2023, it borrowed a total amount of USD 3.3 billion. These borrowings consisted of a bridge loan in EUR (EUR 2.4 billion) and term loans in EUR (EUR 0.2 billion) and USD (USD 0.5 billion). In addition, the Sandoz business borrowed approximately USD 0.4 billion under a number of local bilateral facilities in different countries. This resulted in a total gross debt of USD 3.7 billion. These outstanding borrowings of the Sandoz business legal entities were recognized in the September 30, 2023 consolidated balance sheet within Liabilities related to discontinued operations and within financing activities cash flows from discontinued operations. Prior to the Distribution on October 3, 2023, Sandoz business legal entities paid approximately USD 3.3 billion in cash to Novartis and its affiliates through a series of intercompany transactions.

At the Distribution date on October 3, 2023, the dividend in kind distribution liability to effect the Distribution (spin-off) of the Sandoz business amounted to USD 14.0 billion, measured by reference to the October 4, 2023 opening Sandoz Group AG share price and applying a control premium. The dividend in kind distribution liability was recorded as a reduction to equity (retained earnings) and remained in excess of the then carrying value of the Sandoz business net assets, which amounted to USD 8.6 billion.

Certain consolidated foundations own Novartis AG dividend-bearing shares that restricts their availability for use by Novartis. These Novartis AG shares are accounted for as treasury shares. Through the Distribution, these foundations received Sandoz Group AG shares representing an approximate 4.31% equity interest in Sandoz Group AG. Upon the loss of control of Sandoz Group AG through the Distribution on October 3, 2023, the financial investment in Sandoz Group AG was recognized at its initial fair value based on the opening traded share price of Sandoz Group AG on October 4, 2023 (a Level 1 hierarchy valuation). At initial recognition, on October 4, 2023, the Sandoz Group AG financial investment had a fair value of USD 0.5 billion, and was reported in the fourth quarter of 2023 on the consolidated balance sheet as a financial

29


asset. Management has designated this investment at fair value through other comprehensive income.

The total non-taxable, non-cash gain recognized at the Distribution date of the spin-off of the Sandoz business amounted to USD 5.9 billion, which consists of:

(USD millions) Oct 3,<br> 2023
Net assets derecognized -8 647
Derecognition of distribution liability 13 962
Difference between net assets and distribution liability 5 315
Recognition of Sandoz Group AG shares<br>obtained through consolidated foundations 492
Currency translation gains recycled into<br>the consolidated income statement 357
Transaction costs and other items recognized in the consolidated income statement -304
Gain on distribution of Sandoz Group AG to Novartis AG shareholders 5 860

For additional disclosures on discontinued operations, refer to Note 11.

  1. Summary of equity attributable to Novartis AG shareholders
Number of outstanding shares (in millions) Issued share capital and reserves attributable to Novartis AG shareholders (in millions)
Note 2024 2023 9M 2024
Balance at beginning of year 2 044.0 2 119.6 46 667
Shares acquired to be canceled -52.7 -74.9 -5 656
Other share purchases -1.1 -1.4 -124
Exercise of options and employee transactions 0.0 2.8 -2
Equity-based compensation 9.0 9.4 817
Shares delivered to Sandoz employees as a result of the Sandoz spin-off 0.1 12
Taxes on treasury share transactions -27
Transaction costs, net of taxes 4.3
Dividends 4.1 -7 624
Dividend in kind 3
Net income of the period attributable to shareholders of Novartis AG 9 123
Other comprehensive income attributable to shareholders of Novartis AG 111
Impact of change in ownership of consolidated entities -98
Other movements 4.4 118
Balance at September 30 1 999.3 2 055.5 43 317

All values are in US Dollars.

4.1. The gross dividend to shareholders of Novartis AG amounted to USD 7.6 billion. The net dividend payment to Novartis AG shareholders paid in March 2024 amounted to USD 5.2 billion. The USD 2.4 billion Swiss withholding tax on the gross dividend was paid at its due date in April 2024.

4.2. In December 2021, Novartis entered into an irrevocable, non-discretionary arrangement with a bank to repurchase Novartis shares on the second trading line under its up-to USD 15.0 billion share buyback. The arrangement was updated in July 2022, December 2022, and May 2023, and concluded in June 2023.

In June 2023, Novartis entered into an irrevocable, non-discretionary arrangement with a bank to repurchase 11.7 million Novartis shares on the second trading line, which concluded in July 2023.

In July 2023, Novartis entered into a new irrevocable, non-discretionary arrangement with a bank to repurchase Novartis shares on the second trading line under its new up-to USD 15.0 billion share buyback.

In June 2024, Novartis amended the arrangement to repurchase an additional 8.7 million Novartis shares on the second trading line to mitigate deliveries under employee participation programs. Novartis is able to cancel this arrangement but may be subject to a

30


90-day waiting period under certain conditions. As of September 30, 2024, and December 31, 2023, these waiting period conditions were not applicable and as a result, there was no requirement to record a liability under this arrangement as of September 30, 2024, and December 31, 2023.

4.3. Transaction costs in first nine months 2023 of USD 74 million, net of tax of USD 17 million, that were directly attributable to the Distribution (spin-off) of Sandoz business to Novartis AG shareholders and that would otherwise have been avoided, were recorded as a deduction from equity (retained earnings).

4.4. Other movements include, for subsidiaries in hyper-inflationary economies, the impact of the application of IAS Standards 29 “Financial Reporting in Hyperinflationary Economies.”

  1. Financial instruments

Fair value by hierarchy

The following table illustrates the three hierarchical levels for valuing financial instruments at fair value as of September 30, 2024, and December 31, 2023. For additional information on the hierarchies and other matters, please refer to the Consolidated Financial Statements in the 2023 Annual Report, published on January 31, 2024.

Level 1 Level 2 Level 3 Total
(USD millions) Sep 30, <br> 2024 Dec 31, <br> 2023 Sep 30, <br> 2024 Dec 31, <br> 2023 Sep 30, <br> 2024 Dec 31, <br> 2023 Sep 30, <br> 2024 Dec 31, <br> 2023
Financial assets
Cash and cash equivalents
Debt securities 50 50 50 50
Total cash and cash equivalents at fair value 50 50 50 50
Marketable securities
Fund investments 126 126
Derivative financial instruments 216 355 216 355
Total marketable securities and derivative financial instruments at fair value 126 216 355 342 355
Current contingent consideration receivables 103 65 103 65
Current fund investments and equity securities 26 94 21 31 47 125
Long-term financial investments
Debt and equity securities 217 796 8 20 652 616 877 1 432
Fund investments 15 7 189 183 204 190
Non-current contingent consideration receivables 647 553 647 553
Total long-term financial investments at fair value 232 803 8 20 1 488 1 352 1 728 2 175
Associated companies at fair value through profit or loss 94 101 94 101
Financial liabilities
Current contingent consideration liabilities -254 -14 -254 -14
Current other financial liabilities -88 -88
Derivative financial instruments -73 -91 -73 -91
Total current financial liabilities at fair value -73 -91 -254 -102 -327 -193
Non-current contingent consideration liabilities -463 -389 -463 -389

In the first nine months of 2024, there was one transfer of equity securities from Level 3 to Level 1 for USD 3 million due to Initial Public Offering.

The fair value of straight bonds amounted to USD 23.7 billion at September 30, 2024 (USD 19.2 billion at December 31, 2023) compared with the carrying amount of USD 24.8 billion at September 30, 2024 (USD 20.6 billion at December 31, 2023). For all other financial assets and liabilities, the carrying amount is a reasonable approximation of the fair value.

The carrying amount of financial assets included in the line total long-term financial investments at fair value of USD 1.7 billion at September 30, 2024 (USD 2.2 billion at December 31, 2023) is included

31


in the line “Financial assets” of the consolidated balance sheets. The carrying amount of financial assets included in the line current fund investments and equity securities of USD 47 million at September 30, 2024 (USD 125 million at December 31, 2023) is included in the line “Other current assets” of the consolidated balance sheets. The carrying amount of non-current contingent consideration liabilities of USD 0.5 billion at September 30, 2024 (USD 0.4 billion at December 31, 2023) is included in the line “Provisions and other non-current liabilities” of the consolidated balance sheets.

In the first nine months of 2024, the consolidated foundations’ investments in Sandoz AG shares were fully sold, and the USD 169 million gain on disposal was transferred from other comprehensive income to retained earnings.

The Company’s exposure to financial risks has not changed significantly during the period and there have been no major changes to the risk management department or in any risk management policies.

  1. Details to the consolidated statements of cash flows

6.1. Non-cash items and other adjustments from continuing operations

The following table shows the reversal of non-cash items and other adjustments in the consolidated statements of cash flows.

(USD millions) Q3 2024 Q3 2023
Depreciation, amortization and impairments on:
Property, plant and equipment 222 295
Right-of-use assets 67 64
Intangible assets 1 676 2 752
Financial assets^1^ 7 -6
Change in provisions and other non-current liabilities 164 -130
Gains on disposal on property, plant and equipment; intangible assets; other non-current<br> assets; <br>and other adjustments on financial assets and other non-current assets, net -163 -65
Equity-settled compensation expense 255 205
Loss from associated companies 4 3
Income taxes 200 39
Net financial expense 238 207
Other -44 -35
Total 2 626 3 329
^1^ Includes fair value changes
(USD millions) 9M 2024 9M 2023
--- --- ---
Depreciation, amortization and impairments on:
Property, plant and equipment 669 760
Right-of-use assets 191 197
Intangible assets 3 581 5 732
Financial assets^1^ 13 69
Change in provisions and other non-current liabilities 531 232
Gains on disposal on property, plant and equipment; intangible assets; other non-current<br> assets; <br>and other adjustments on financial assets and other non-current assets, net -21 -281
Equity-settled compensation expense 772 617
Loss from associated companies 35 7
Income taxes 1 236 812
Net financial expense 624 434
Other -108 -1
Total 7 523 8 578
^1^ Includes fair value changes

32


6.2. Total amount of income taxes paid

In the first nine months of 2024, the total amount of income taxes paid by continuing operations and the total amount paid by the Company was USD 1 334 million (Q3 2024: USD 285 million), for discontinued operations it was nil.

In the first nine months of 2023, the total amount of income taxes paid by continuing operations was USD 1 694 million (Q3 2023: USD 426 million), and by discontinued operations was USD 162 million (Q3 2023: USD 52 million), which was included within “Net cash flows from operating activities from discontinued operations”. In the first nine months of 2023, the total amount of income taxes paid by the Company was USD 1 856 million (Q3 2023: USD 478 million).

6.3. Cash flows from changes in working capital and other operating items included in the net cash flows from operating activities from continuing operations

(USD millions) Q3 2024 Q3 2023 9M 2024 9M 2023
Decrease/(increase) in inventories 90 -33 -56 -579
Decrease/(increase) in trade receivables 328 -117 -1 093 -1 264
Decrease in trade payables -109 -184 -660 -85
Change in other current and non-current assets -52 16 -429 -84
Change in other current liabilities 783 1 496 1 527 2 027
Total 1 040 1 178 -711 15

6.4. Cash flows arising from acquisitions and divestments of businesses, net from continuing operations

The following table is a summary of the cash flow impact of acquisitions and divestments of businesses.

( millions) Q3 2023 9M 2024 9M 2023
Total purchase consideration for acquisitions of businesses -3 922 -4 111 -3 922
Acquired cash and cash equivalents 226 236 226
Fair value of previously held equity interests 27 27
Contingent consideration payable, net 163 286 153
Payments (incl. prepayments), deferred consideration and other adjustments, net 61 -3 -39
Cash flows used for acquisitions of businesses 1 -3 445 -3 592 -3 555
Cash flows from/(used for) divestments of businesses, net 2 2 -57 5
Cash flows used for acquisitions and divestments of businesses, net -3 443 -3 649 -3 550
1  The first nine months of 2024 include the payments for purchases of MorphoSys shares<br> by Novartis during the Offer period totaling 0.3 billion ( 0.3 billion), see Note 3 for further information. The third quarter, as well as the first<br> nine months of 2024, include a 58 million ( 53 million) payment in relation to the MorphoSys acquisition.
2  In the first nine months of 2024, 57 million (Q3 2024: 7 million, net cash inflows) represented the net cash outflows from divestments in<br> prior years.
In the first nine months of 2023, 5 million (Q3 2023: 2 million) represented the net cash inflows from divestments from prior years.

All values are in US Dollars.

Note 3 provides further information regarding significant acquisitions and divestments of businesses. All acquisitions were for cash.

33


  1. Legal proceedings update

A number of Novartis companies are, and will likely continue to be, subject to various legal proceedings, including litigations, arbitrations and governmental investigations, that arise from time to time. Legal proceedings are inherently unpredictable. As a result, the Company may become subject to substantial liabilities that may not be covered by insurance and may in the future incur judgments or enter into settlements of claims that could have a material adverse effect on its results of operations or cash flow. Note 21 to the Consolidated Financial Statements in our 2023 Annual Report and 2023 Form 20-F contains a summary as of the date of these reports of significant legal proceedings to which Novartis or its subsidiaries were a party. The following is a summary as of October 28, 2024, of significant developments in those proceedings, as well as any new significant proceedings commenced since the date of the 2023 Annual Report and 2023 Form 20-F.

Investigations and related litigations

340B Drug Pricing Program investigations

In 2021, Novartis Pharmaceuticals Corporation (NPC) received a notification from the US Health Resources and Services Administration (HRSA) which stated that HRSA believes NPC’s contract pharmacy policy violates the 340B statute, and threatened potential enforcement action. NPC subsequently sued HRSA in the U.S. District Court (USDC) for the District of Columbia to challenge HRSA’s determination and to enjoin HRSA from taking action with respect to NPC’s contract pharmacy policy. HRSA then referred the matter regarding NPC’s contract pharmacy policy to the Office of Inspector General of the US Department of Health and Human Services, which could result in the imposition of civil monetary penalties on NPC. The USDC issued a decision rejecting HRSA’s interpretation of the 340B statute, vacating the violation notification and remanding the matter to HRSA. HRSA appealed, and the United States Court of Appeals for the DC Circuit heard oral argument on the case in 2022. In May 2024, the Court of Appeals for the DC Circuit issued a decision rejecting HRSA’s interpretation of the 340B statute and upholding NPC’s current contract pharmacy policy. HRSA did not seek review from the US Supreme Court, and the decision is now final. In addition, NPC has brought litigation challenging a number of state statutes purporting to add further requirements under the 340B program as to the use of contract pharmacies in those states.

Swiss and EU investigation

In September 2022, the Swiss Competition Commission (COMCO) initiated an investigation of the acquisition of certain patents by Novartis from Genentech in April 2020 and their subsequent enforcement against Eli Lilly and other parties, allegedly in an attempt to protect Cosentyx from competing products. COMCO investigated whether enforcement of the patents violated the Swiss Cartel Act. The European Commission also requested information from Novartis regarding this matter. COMCO and the EC have both formally closed their investigations with no findings and both stated that they have not found any indication of anticompetitive conduct.

Inflation Reduction Act (IRA) litigation

In 2023, following the U.S. government’s selection of Entresto for the first round of the IRA’s “Medicare Drug Price Negotiation Program,” NPC filed a complaint in the USDC for the District of New Jersey on the grounds that those drug price-setting provisions are unconstitutional under the First, Fifth and Eighth Amendments to the U.S. Constitution. In October 2024, the court granted the government’s motion for summary judgment. NPC has appealed to the Third Circuit.

In addition to the matters described above, there have been other non-material developments in the other legal matters described in Note 21 to the Consolidated Financial Statements contained in our 2023 Annual Report and 2023 Form 20-F.

Novartis believes that its total provisions for investigations, product liability, arbitration and other legal matters are adequate based upon currently available information. However, given the inherent difficulties in estimating liabilities, there can be no assurance that additional liabilities and costs will not be incurred beyond the amounts provided.

34


  1. Operating segment

Following the September 15, 2023, shareholders’ approval of the spin-off of the Sandoz business, the Company reported its consolidated financial statements for the current and prior years as “continuing operations” and “discontinued operations” (see Note 1 and Note 3).

Continuing operations include the retained business activities of Novartis, comprising the innovative medicines business (previously the Innovative Medicines Division) and the continuing corporate activities.

Discontinued operations include the Sandoz generic pharmaceuticals and biosimilars business (the Sandoz Division) and certain corporate activities attributable to Sandoz’s business, as well as certain expenses related to the spin-off. Included in the fourth quarter of 2023 is also the IFRS Accounting Standards non-cash, non-taxable net gain on the Distribution of Sandoz Group AG to Novartis AG shareholders. For further details and disclosures on discontinued operations, refer to Note 3 and Note 11.

The Company’s continuing operations is engaged in the research, development, manufacturing, distribution, and commercialization and sale of innovative medicines, with a focus on the core therapeutic areas: cardiovascular, renal and metabolic; immunology; neuroscience; oncology; and established brands.

Following the spin-off of the Sandoz business, on October 3, 2023, Novartis operates as a single global operating segment innovative medicines company that is engaged in the research, development, manufacturing, distribution and commercialization and sale of innovative medicines. The Company’s research, development, manufacturing and supply of products and functional activities are managed globally on a vertically integrated basis. Commercial efforts that coordinate marketing, sales and distribution of these products are organized by geographic region, therapeutic area and established brands.

The Executive Committee of Novartis (ECN), chaired by the CEO, is the governance body responsible for allocating resources and assessing the business performance of the operating segment of the Company on a global basis and is the chief operating decision-maker (CODM) for the Company.

The determination of a single operating segment is consistent with the financial information regularly reviewed by the CODM for purposes of assessing performance and allocating resources.

See Note 9 for revenues and geographic information disclosures.

  1. Revenues and geographic information

Net sales

Net sales information

Net sales from continuing operations comprise the following:

(USD millions) Q3 2024 Q3 2023 9M 2024 9M 2023
Net sales to third parties from continuing operations 12 823 11 436 37 164 33 212
Sales to discontinued operations 346 805
Net sales from continuing operations 12 823 11 782 37 164 34 017

35


Net sales from continuing operations by region^1^

Third quarter

Q3 2024<br> USD m Q3 2023<br> USD m % change<br> USD % change<br> cc^2^ Q3 2024<br> % of total Q3 2023<br> % of total
US 5 410 4 648 16 16 42 39
Europe 3 964 3 930 1 1 31 33
Asia/Africa/Australasia 2 534 2 349 8 9 20 20
Canada and Latin America 915 855 7 17 7 8
Total 12 823 11 782 9 10 100 100
Of which in established markets 9 512 8 719 9 9 74 74
Of which in emerging growth markets 3 311 3 063 8 12 26 26
^1^ Net sales from continuing operations by location of customer. Emerging growth markets<br> comprise all markets other than the established markets of the US, Canada, Western<br> Europe, Japan, Australia and New Zealand. Novartis definition of Western Europe includes<br> Austria, Belgium, Finland, France, Germany, Greece, Iceland, Ireland, Italy, Luxembourg,<br> Malta, The Netherlands, Norway, Portugal, Spain, Sweden, Switzerland, and the United<br> Kingdom.
^2^ Constant currencies (cc) is a non-IFRS measure. A definition of non-IFRS measures<br> used by Novartis can be found starting on page 46.

Nine months to September 30

9M 2024<br> USD m 9M 2023<br> USD m % change<br> USD % change<br> cc^2^ 9M 2024<br> % of total 9M 2023<br> % of total
US 15 144 13 196 15 15 41 39
Europe 11 595 11 281 3 4 31 33
Asia/Africa/Australasia 7 708 7 077 9 13 21 21
Canada and Latin America 2 717 2 463 10 16 7 7
Total 37 164 34 017 9 11 100 100
Of which in established markets 27 162 25 070 8 9 73 74
Of which in emerging growth markets 10 002 8 947 12 16 27 26
^1^ Net sales from continuing operations by location of customer. Emerging growth markets<br> comprise all markets other than the established markets of the US, Canada, Western<br> Europe, Japan, Australia and New Zealand. Novartis definition of Western Europe includes<br> Austria, Belgium, Finland, France, Germany, Greece, Iceland, Ireland, Italy, Luxembourg,<br> Malta, The Netherlands, Norway, Portugal, Spain, Sweden, Switzerland, and the United<br> Kingdom.
^2^ Constant currencies (cc) is a non-IFRS measure. A definition of non-IFRS measures<br> used by Novartis can be found starting on page 46.

36


Net sales from continuing operations by core therapeutic area and established brands

Third quarter

Q3 2024 Q3 2023 % change % change
USD m USD m^1^ USD cc^2^
Cardiovascular, renal and metabolic
Entresto 1 865 1 485 26 26
Leqvio 198 90 120 119
Total cardiovascular, renal and metabolic 2 063 1 575 31 31
Immunology
Cosentyx 1 693 1 329 27 28
Xolair^3^ 418 369 13 15
Ilaris 372 335 11 12
Total immunology 2 483 2 033 22 23
Neuroscience
Kesimpta 838 657 28 28
Zolgensma 308 308 0 1
Aimovig 79 69 14 16
Total neuroscience 1 225 1 034 18 19
Oncology
Kisqali 787 562 40 43
Promacta/Revolade 569 576 -1 0
Tafinlar + Mekinist 534 482 11 12
Jakavi 500 427 17 18
Tasigna 419 464 -10 -9
Pluvicto 386 256 51 50
Lutathera 190 159 19 19
Scemblix 182 106 72 72
Piqray/Vijoice 111 128 -13 -13
Kymriah 102 124 -18 -17
Fabhalta 44 nm nm
Total oncology 3 824 3 284 16 18
Established brands
Sandostatin Group 305 338 -10 -8
Lucentis 245 363 -33 -32
Exforge Group 174 187 -7 -4
Galvus Group 159 181 -12 -6
Diovan Group 150 153 -2 2
Gilenya 130 270 -52 -51
Contract manufacturing 279 471 -41 -41
Other 1 786 1 893 -6 -5
Total established brands 3 228 3 856 -16 -15
Total net sales from continuing operations 12 823 11 782 9 10
^1^ Reclassified to conform with 2024 presentation of brands by therapeutic area and established<br> brands.
^2^ Constant currencies (cc) is a non-IFRS measure. A definition of non-IFRS measures<br> used by Novartis can be found starting on page 46.
^3^ Net sales from continuing operations reflect Xolair sales for all indications.
nm = not meaningful

37


Net sales from continuing operations by core therapeutic area and established brands

Nine months to September 30

9M 2024 9M 2023 % change % change
USD m USD m^1^ USD cc^2^
Cardiovascular, renal and metabolic
Entresto 5 642 4 400 28 30
Leqvio 531 232 129 130
Total cardiovascular, renal and metabolic 6 173 4 632 33 35
Immunology
Cosentyx 4 545 3 677 24 25
Xolair^3^ 1 244 1 085 15 17
Ilaris 1 096 979 12 16
Other 1 nm nm
Total immunology 6 886 5 741 20 22
Neuroscience
Kesimpta 2 274 1 530 49 49
Zolgensma 952 928 3 4
Aimovig 232 197 18 18
Other 1 nm nm
Total neuroscience 3 459 2 655 30 31
Oncology
Kisqali 2 131 1 470 45 48
Promacta/Revolade 1 633 1 706 -4 -3
Tafinlar + Mekinist 1 531 1 436 7 9
Jakavi 1 449 1 276 14 16
Tasigna 1 260 1 402 -10 -9
Pluvicto 1 041 707 47 47
Lutathera 534 458 17 17
Scemblix 482 288 67 69
Piqray/Vijoice 340 374 -9 -9
Kymriah 335 388 -14 -12
Fabhalta 72 nm nm
Other 1 nm nm
Total oncology 10 808 9 506 14 15
Established brands
Sandostatin Group 973 998 -3 -1
Lucentis 834 1 174 -29 -28
Exforge Group 544 557 -2 1
Galvus Group 458 539 -15 -8
Diovan Group 450 466 -3 1
Gilenya 443 771 -43 -41
Contract manufacturing 829 1 174 -29 -29
Other 5 307 5 804 -9 -8
Total established brands 9 838 11 483 -14 -13
Total net sales from continuing operations 37 164 34 017 9 11
^1^ Reclassified to conform with 2024 presentation of brands by therapeutic area and established<br> brands.
^2^ Constant currencies (cc) is a non-IFRS measure. A definition of non-IFRS measures<br> used by Novartis can be found starting on page 46.
^3^ Net sales from continuing operations reflect Xolair sales for all indications.
nm = not meaningful

38


Net sales from continuing operations of the top 20 brands in 2024

Third quarter

US Rest of world Total
Brands Brand classification by therapeutic area or established brands Key indications USD m % change USD/cc^1^ USD m % change USD % change cc^1^ USD m % change USD % change cc^1^
Entresto Cardiovascular, renal and metabolic Chronic heart failure, hypertension 912 25 953 26 26 1 865 26 26
Cosentyx Immunology Psoriasis (PsO), ankylosing spondylitis (AS), psoriatic arthritis (PsA), non-radiographic axial spondyloarthritis (nr-axSPA), hidradenitis suppurativa (HS) 993 38 700 14 16 1 693 27 28
Kesimpta Neuroscience Relapsing-remitting multiple sclerosis (RRMS) 571 40 267 7 7 838 28 28
Kisqali Oncology HR+/HER2- metastatic breast cancer 441 50 346 29 36 787 40 43
Promacta/Revolade Oncology Immune thrombocytopenia (ITP), severe aplastic anemia (SAA) 306 -3 263 0 3 569 -1 0
Tafinlar + Mekinist Oncology BRAF V600+ metastatic adjuvant melanoma, advanced non-small cell lung cancer (NSCLC), tumor agnostic with BRAF mutation indication 227 13 307 9 11 534 11 12
Jakavi Oncology Myelofibrosis (MF), polycytomia vera (PV), graft-versus-host disease (GvHD) 500 17 18 500 17 18
Tasigna Oncology Chronic myeloid leukemia (CML) 226 2 193 -21 -19 419 -10 -9
Xolair^2^ Immunology Severe allergic asthma (SAA), chronic spontaneous urticaria (CSU), nasal polyps 418 13 15 418 13 15
Ilaris Immunology Auto-inflammatory (CAPS, TRAPS, HIDS/MKD, FMF, SJIA, AOSD, gout) 205 13 167 9 12 372 11 12
Pluvicto Oncology PSMA-positive mCRPC patients post-ARPI, post-Taxane 301 26 85 nm nm 386 51 50
Sandostatin Group Established brands Carcinoid tumors, acromegaly 187 -14 118 -2 2 305 -10 -8
Zolgensma Neuroscience Spinal muscular atrophy (SMA) 101 13 207 -5 -5 308 0 1
Lucentis Established brands Age-related macular degeneration (AMD), diabetic macular edema (DME), retinal vein occlusion (RVO) 245 -33 -32 245 -33 -32
Exforge Group Established brands Hypertension 1 -67 173 -6 -3 174 -7 -4
Lutathera Oncology GEP-NETs gastroenteropancreatic neuroendocrine tumors 134 18 56 24 23 190 19 19
Leqvio Cardiovascular, renal and metabolic Atherosclerotic cardiovascular disease (ASCVD) 101 84 97 177 177 198 120 119
Scemblix Oncology Philadelphia chromosome- positive chronic myeloid leukemia (Ph+ CML) 112 53 70 112 115 182 72 72
Galvus Group Established brands Type 2 diabetes 159 -12 -6 159 -12 -6
Diovan Group Established brands Hypertension 6 -45 144 1 5 150 -2 2
Top 20 brands total 4 824 25 5 468 10 12 10 292 17 18
Rest of portfolio 586 -25 1 945 -10 -9 2 531 -14 -14
Total net sales from continuing operations 5 410 16 7 413 4 6 12 823 9 10
^1^ Constant currencies (cc) is a non-IFRS measure. A definition of non-IFRS measures<br> used by Novartis can be found starting on page 46.
^2^ Net sales from continuing operations reflect Xolair sales for all indications.
nm = not meaningful

39


Net sales from continuing operations of the top 20 brands in 2024

Nine months to September 30

US Rest of world Total
Brands Brand classification by therapeutic area or established brands Key indications USD m % change USD/cc^1^ USD m % change USD % change cc^1^ USD m % change USD % change cc^1^
Entresto Cardiovascular, renal and metabolic Chronic heart failure, hypertension 2 807 28 2 835 28 31 5 642 28 30
Cosentyx Immunology Psoriasis (PsO), ankylosing spondylitis (AS), psoriatic arthritis (PsA), non-radiographic axial spondyloarthritis (nr-axSPA), hidradenitis suppurativa (HS) 2 522 33 2 023 14 16 4 545 24 25
Kesimpta Neuroscience Relapsing-remitting multiple sclerosis (RRMS) 1 541 43 733 61 64 2 274 49 49
Kisqali Oncology HR+/HER2- metastatic breast cancer 1 129 61 1 002 30 36 2 131 45 48
Promacta/Revolade Oncology Immune thrombocytopenia (ITP), severe aplastic anemia (SAA) 855 -5 778 -3 0 1 633 -4 -3
Tafinlar + Mekinist Oncology BRAF V600+ metastatic adjuvant melanoma, advanced non-small cell lung cancer (NSCLC), tumor agnostic with BRAF mutation indication 613 4 918 9 12 1 531 7 9
Jakavi Oncology Myelofibrosis (MF), polycytomia vera (PV), graft-versus-host disease (GvHD) 1 449 14 16 1 449 14 16
Tasigna Oncology Chronic myeloid leukemia (CML) 630 -5 630 -15 -12 1 260 -10 -9
Xolair^2^ Immunology Severe allergic asthma (SAA), chronic spontaneous urticaria (CSU), nasal polyps 1 244 15 17 1 244 15 17
Ilaris Immunology Auto-inflammatory (CAPS, TRAPS, HIDS/MKD, FMF, SJIA, AOSD, gout) 565 16 531 8 15 1 096 12 16
Pluvicto Oncology PSMA-positive mCRPC patients post-ARPI, post-Taxane 877 31 164 nm nm 1 041 47 47
Sandostatin Group Established brands Carcinoid tumors, acromegaly 613 -3 360 -2 2 973 -3 -1
Zolgensma Neuroscience Spinal muscular atrophy (SMA) 339 20 613 -5 -3 952 3 4
Lucentis Established brands Age-related macular degeneration (AMD), diabetic macular edema (DME), retinal vein occlusion (RVO) 834 -29 -28 834 -29 -28
Exforge Group Established brands Hypertension 6 -45 538 -1 2 544 -2 1
Lutathera Oncology GEP-NETs gastroenteropancreatic neuroendocrine tumors 375 16 159 19 19 534 17 17
Leqvio Cardiovascular, renal and metabolic Atherosclerotic cardiovascular disease (ASCVD) 269 98 262 173 176 531 129 130
Scemblix Oncology Philadelphia chromosome- positive chronic myeloid leukemia (Ph+ CML) 305 44 177 133 137 482 67 69
Galvus Group Established brands Type 2 diabetes 458 -15 -8 458 -15 -8
Diovan Group Established brands Hypertension 21 -45 429 0 5 450 -3 1
Top 20 brands total 13 467 25 16 137 11 15 29 604 17 19
Rest of portfolio 1 677 -30 5 883 -7 -6 7 560 -13 -13
Total net sales from continuing operations 15 144 15 22 020 6 8 37 164 9 11
^1^ Constant currencies (cc) is a non-IFRS measure. A definition of non-IFRS measures<br> used by Novartis can be found starting on page 46.
^2^ Net sales from continuing operations reflect Xolair sales for all indications.
nm = not meaningful

40


Other revenues

(USD millions) Q3 2024 Q3 2023 9M 2024 9M 2023
Profit sharing income 276 251 758 696
Royalty income 6 22 30 63
Milestone income 6 7 26 35
Other^1^ 61 30 186 73
Total other revenues 349 310 1 000 867
^1^ Other includes revenue from activities such as manufacturing or other services rendered,<br> to the extent such revenue is not recorded under net sales.
  1. Other interim disclosures

Property, plant and equipment, right-of-use assets and intangible assets

The following table shows additional disclosures related to property, plant and equipment, right-of-use assets and intangible assets for continuing operations:

( millions) Q3 2023 9M 2024 9M 2023
Property, plant and equipment impairment charges -27 -12 -85
Property, plant and equipment impairment reversal -37 11
Property, plant and equipment depreciation charge -231 -657 -686
Right-of-use assets impairment charges -2 -2
Right-of-use assets impairment reversal 1
Right-of-use assets depreciation charge -62 -191 -195
Intangible assets impairment charges 1 -1 738 -1 005 -2 665
Intangible assets impairment reversal 9
Intangible assets amortization charge -1 014 -2 585 -3 067
1  Q3 2024 and 9M 2024 include an impairment of goodwill related to the MorphoSys business<br> acquisition ( 0.8 billion). See Note 3 for additional information.
Q3 2023 and 9M 2023 include the write-down of IPR&D on the cessation of clinical development<br> programs, including the clinical development programs PPY988 ( 1.0 billion) and<br> VDT482 ( 0.4 billion). 9M 2023 also includes the write-down of IPR&D on the cessation<br> of the clinical research program NIZ985 ( 0.3 billion) and the write-down of a<br> currently marketed product by 0.3 billion to reflect reduction in its recoverable<br> amount.

All values are in US Dollars.

The following table shows the additions to property, plant and equipment, right-of-use assets and intangible assets for continuing operations excluding the impact of business acquisitions, which are disclosed in Note 3:

(USD millions) Q3 2024 Q3 2023 9M 2024 9M 2023
Additions to property, plant and equipment 379 260 885 648
Additions to right-of-use assets 115 46 212 238
Additions to intangible assets other than goodwill 337 317 1 512 1 033

41


Financial debt

(USD millions) Sep 30, <br> 2024 Dec 31, <br> 2023
Straight bonds 24 777 20 585
Other bonds^1^ 526
Total bonds 25 303 20 585
Other financial debt 90 42
Total, including current portion of non-current financial debt 25 393 20 627
Less current portion of non-current financial debt -1 643 -2 191
Total non-current financial debt 23 750 18 436
^1^ Other bonds average interest rate 5.3%

The following table provides a breakdown of straight bonds:

Coupon Notional <br> amount<br> (millions) Issuance <br> year Maturity <br> year Issuer Issue price Carrying<br> value<br> Sep 30,<br> 2024 <br> (USD<br> millions) Carrying<br> value<br> Dec 31,<br> 2023 <br> (USD<br> millions)
3.700% 500 2012 2042 Novartis Capital Corporation, New York, United States 98.325% 491 491
3.400% 1 2 150 2014 2024 Novartis Capital Corporation, New York, United States 99.287% 2 150
4.400% 1 850 2014 2044 Novartis Capital Corporation, New York, United States 99.196% 1 828 1 828
1.625% 600 2014 2026 Novartis Finance S.A., Luxembourg, Luxembourg 99.697% 669 663
0.250% 500 2015 2025 Novartis AG, Basel, Switzerland 100.640% 594 595
0.625% 550 2015 2029 Novartis AG, Basel, Switzerland 100.502% 654 654
1.050% 325 2015 2035 Novartis AG, Basel, Switzerland 100.479% 386 387
3.000% 1 750 2015 2025 Novartis Capital Corporation, New York, United States 99.010% 1 747 1 745
4.000% 1 250 2015 2045 Novartis Capital Corporation, New York, United States 98.029% 1 223 1 222
0.625% 500 2016 2028 Novartis Finance S.A., Luxembourg, Luxembourg 98.480% 555 549
3.100% 1 000 2017 2027 Novartis Capital Corporation, New York, United States 99.109% 997 995
1.125% 600 2017 2027 Novartis Finance S.A., Luxembourg, Luxembourg 99.874% 669 662
1.375% 750 2018 2030 Novartis Finance S.A., Luxembourg, Luxembourg 99.957% 836 828
1.700% 750 2018 2038 Novartis Finance S.A., Luxembourg, Luxembourg 99.217% 831 823
1.750% 1 000 2020 2025 Novartis Capital Corporation, New York, United States 99.852% 999 999
2.000% 1 250 2020 2027 Novartis Capital Corporation, New York, United States 99.909% 1 248 1 247
2.200% 1 500 2020 2030 Novartis Capital Corporation, New York, United States 99.869% 1 495 1 495
2.750% 1 250 2020 2050 Novartis Capital Corporation, New York, United States 97.712% 1 217 1 216
0.000% 2 1 850 2020 2028 Novartis Finance S.A., Luxembourg, Luxembourg 99.354% 2 056 2 036
1.600% 3 650 2024 2027 Novartis AG, Basel, Switzerland 100.138% 772
1.650% 3 435 2024 2031 Novartis AG, Basel, Switzerland 100.148% 516
1.750% 3 645 2024 2034 Novartis AG, Basel, Switzerland 100.229% 766
1.850% 3 280 2024 2040 Novartis AG, Basel, Switzerland 100.268% 333
1.850% 3 190 2024 2049 Novartis AG, Basel, Switzerland 100.149% 225
3.800% 4 1 000 2024 2029 Novartis Capital Corporation, New York, United States 99.757% 995
4.000% 4 850 2024 2031 Novartis Capital Corporation, New York, United States 99.565% 843
4.200% 4 1 100 2024 2034 Novartis Capital Corporation, New York, United States 99.282% 1 088
4.700% 4 750 2024 2054 Novartis Capital Corporation, New York, United States 99.936% 744
Total straight bonds 24 777 20 585
1  Novartis repaid the bond in the second quarter of 2024 in accordance with its terms.
2  The 1 850 million bond issued in 2020 features a coupon step-up of 0.25% commencing<br> with the first interest payment date after December 31, 2025, if one or both of the<br> 2025 Patient Access Targets are not met. These 2025 Patient Access Targets are the<br> 2025 Flagship Programs Patient Reach Target and the 2025 Strategic Innovative Therapies<br> Patient Reach Target, as defined in the bond prospectus. As of September 30, 2024,<br> there is no indication that these 2025 Patient Access Targets will not be met.
3  Novartis issued these bonds in the second quarter of 2024.
4  Novartis issued these bonds in the third quarter of 2024.

All values are in Euros.

In May 2024, Novartis replaced its existing USD 6.0 billion credit facility with a syndicate of banks (which was undrawn at its replacement date and December 31, 2023 and had a maturity date of September 2025) with a new USD 6.0 billion credit facility with a syndicate of banks. This credit facility is intended to be used as a backstop for the US commercial paper program.

42


This facility matures in May 2029, and was undrawn as at September 30, 2024.

Commitments

Research and development commitments

The Company has entered into long-term research and development agreements with various institutions related to intangible assets. These agreements provide for potential milestone payments by Novartis, which are dependent on successful clinical development, or meeting specified sales targets, or other conditions that are specified in the agreements.

As of September 30, 2024, the amount and estimated timing of the Company’s commitments to make payments under those agreements, which are shown without risk adjustment and on an undiscounted basis, were as follows:

(USD millions) 2024
2024 210
2025 180
2026 405
2027 642
2028 696
2029 596
Thereafter 6 077
Total 8 806

Other commitments

The Company routinely acquires businesses and interests in intellectual property focused on key disease areas and indications that the Company expects to be growth drivers in the future. The Company has commitments through the publication date of these condensed interim consolidated financial statements, totaling USD 3.3 billion (of which USD 0.7 billion may become payable in 2024) related to the acquisition of a business and interests in intellectual property subject to the satisfaction of conditions precedent in the arrangements.

  1. Discontinued operations

Discontinued operations included the operational results from the Sandoz generic pharmaceuticals and biosimilars division and certain corporate activities attributable to the Sandoz business, as well as certain other expenses related to the spin-off (refer to Note 3 for further details).

The Sandoz business operated in the off-patent medicines segment and specialized in the development, manufacturing, and marketing of generic pharmaceuticals and biosimilars. The Sandoz business was organized globally into two franchises: Generics and Biosimilars.

As the Sandoz business spin-off was completed on October 3, 2023, there were no operating results in the first nine months of 2024.

43


Net income from discontinued operations

(USD millions) Q3 2023 9M 2023
Net sales to third parties from discontinued operations 2 329 7 128
Sales to continuing operations 147 300
Net sales from discontinued operations 2 476 7 428
Other revenues 7 19
Cost from goods sold -1 493 -4 044
Gross profit from discontinued operations 990 3 403
Selling, general and administration -581 -1 728
Research and development -230 -671
Other income 28 56
Other expense -293 -795
Operating (loss)/income from discontinued operations -86 265
Income from associated companies 1 2
Interest expense -14 -33
Other financial income and expense -2 -20
(Loss)/Income before taxes from discontinued operations -101 214
Income taxes^1^ 351 226
Net income from discontinued operations 250 440
^1^ The tax rate in the third quarter 2023 and in the first nine months 2023 was impacted<br> by non-recurring items such as tax benefits arising from intercompany transactions<br> to effect the spin-off of the Sandoz business, net decreases in uncertain tax positions<br> of the Sandoz business and the favorable settlement of a tax matter related to the<br> Alcon business, which was spun-off in 2019. Excluding these impacts, the tax rate<br> would have been 28% in third quarter 2023 and 31.2% in the first nine months 2023.

Supplemental disclosures related to discontinued operations

Net income from discontinued operations

Included in net income from discontinued operations were:

(USD millions) Q3 2023 9M 2023
Interest income 1 2
Depreciation of property, plant and equipment -45 -144
Depreciation of right-of-use assets -14 -32
Amortization of intangible assets -60 -171
Impairment charges on property, plant and equipment -3 -5
Impairment charges on intangible assets -30 -44
Additions to restructuring provisions -11 -27
Equity-based compensation expense related to Novartis equity-based participation plans -24 -60

In 2023 there were no impairment charges and no reversals of impairment charges on right-of-use assets and no reversals of impairment charges on intangible assets of discontinued operations.

Financial debt

Sandoz business entered into financing agreements with a group of banks under which it borrowed on September 28, 2023, a total amount of USD 3.3 billion. See Note 3 for further disclosures.

Net cash flows from financing activities from discontinued operations

In the first nine months of 2023, the net cash inflows from financing activities from discontinued operations of USD 3.4 billion (Q3 2023: USD 3.5 billion) were mainly driven by USD 3.6 billion (Q3 2023: USD 3.5 billion) cash inflows from bank borrowings (including the USD 3.3 billion Sandoz business borrowings on September 28, 2023, from a group of banks) in connection with the Distribution (spin-off) of the Sandoz business to Novartis AG shareholders (see Note 3).

44


Other information

The following table shows for discontinued operations the additions to property, plant and equipment, right-of-use assets and intangible assets:

(USD millions) Q3 2023 9M 2023
Additions to property, plant and equipment 85 245
Additions to right-of-use assets 33 66
Additions to goodwill and intangible assets 165 221

For additional information related to the October 3, 2023, distribution (spin-off) of the Sandoz business to Novartis AG shareholders, effected through a dividend in kind distribution of Sandoz Group AG shares to Novartis AG shareholders and ADR holders, refer to Note 3.

  1. Events subsequent to the September 30, 2024, consolidated balance sheet

Purchase (squeeze-out) of MorphoSys non-controlling interest

On October 15, 2024, the process for the “squeeze-out” of the remaining non-controlling interests (minority shareholders) of MorphoSys was completed, and as a result Novartis holds 100% of the outstanding MorphoSys shares. For further information see Note 3

  • Acquisition of MorphoSys AG.

Other commitments

During October 2024, the Company entered into arrangements to acquire interests in intellectual property. For further information see Note 10 - Other commitments.

45


Supplementary information (unaudited)

Non-IFRS measures as defined by Novartis

Novartis uses certain non-IFRS Accounting Standards metrics when measuring performance, especially when measuring current-year results against prior periods, including core results, constant currencies and free cash flow. These are referred to by Novartis as non-IFRS measures.

Despite the use of these measures by management in setting goals and measuring the Company’s performance, these are non-IFRS measures that have no standardized meaning prescribed by IFRS Accounting Standards. As a result, such measures have limits in their usefulness to investors.

Because of their non-standardized definitions, the non-IFRS measures (unlike IFRS Accounting Standards measures) may not be comparable to the calculation of similar measures of other companies. These non-IFRS measures are presented solely to permit investors to more fully understand how the Company’s management assesses underlying performance. These non-IFRS measures are not, and should not be viewed as, a substitute for IFRS Accounting Standards measures and should be viewed in conjunction with the consolidated financial statements presented in accordance with IFRS Accounting Standards.

As an internal measure of Company performance, these non-IFRS measures have limitations, and the Company’s performance management process is not solely restricted to these metrics.

Core results

The Company’s core results – including core operating income, core net income and core earnings per share – exclude fully the amortization and impairment charges of intangible assets, excluding software, net gains and losses on fund investments and equity securities valued at fair value through profit and loss, impact of IAS Standards 29 “Financial Reporting in Hyperinflationary Economies” to other financial income and expense, and certain acquisition- and divestment-related items. The following items that exceed a threshold of USD 25 million are also excluded: integration- and divestment-related income and expenses; divestment gains and losses; restructuring charges/releases and related items; legal-related items; impairments of property, plant and equipment, software, and financial assets, and income and expense items that management deems exceptional and that are or are expected to accumulate within the year to be over a USD 25 million threshold.

Novartis believes that investor understanding of the Company’s performance is enhanced by disclosing core measures of performance since, core measures exclude items that can vary significantly from year to year, they enable better comparison of business performance across years. For this same reason, Novartis uses these core measures in addition to IFRS Accounting Standards measures and other measures as important factors in assessing the Company’s performance.

The following are examples of how these core measures are used:

• In addition to monthly reports containing financial information prepared under IFRS Accounting Standards, senior management receives a monthly analysis incorporating these non-IFRS core measures.

• Annual budgets are prepared for both IFRS Accounting Standards and non-IFRS core measures.

As an internal measure of Company performance, the core results measures have limitations, and the Company’s performance management process is not solely restricted to these metrics. A limitation of the core results measures is that they provide a view of the Company’s operations without including all events during a period, such as the effects of an acquisition, divestment, or amortization/impairments of intangible assets, impairments to property, plant and equipment and restructurings and related items.

Constant currencies

Changes in the relative values of non-US currencies to the US dollar can affect the Company’s financial results and financial position. To provide additional information that may be useful to investors, including changes in sales volume, we present information about our net sales and various values relating to operating and net income that are adjusted for such foreign currency effects.

Constant currency calculations have the goal of eliminating two exchange rate effects so that an estimate can be made of underlying changes in the consolidated income statement excluding the impact of fluctuations in exchanges rates:

• The impact of translating the income statements of consolidated entities from their non-USD functional currencies to USD

• The impact of exchange rate movements on the major transactions of consolidated entities performed in currencies other than their functional currency.

We calculate constant currency measures by translating the current year’s foreign currency values for sales and other income statement items into USD (excluding the IAS Standards 29 “Financial Reporting in Hyperinflationary Economies” adjustments to the local currency income statements of subsidiaries operating in hyperinflationary economies), using the average exchange rates from the prior year and comparing them to the prior year values in USD.

We use these constant currency measures in evaluating the Company’s performance, since they may assist us in evaluating our ongoing performance from year to year. However, in performing our evaluation,

46


we also consider equivalent measures of performance that are not affected by changes in the relative value of currencies.

Growth rate calculation

For ease of understanding, Novartis uses a sign convention for its growth rates such that a reduction in operating expenses or losses compared with the prior year is shown as a positive growth.

Free cash flow

Novartis defines free cash flow as net cash flows from operating activities less purchases of property, plant and equipment. This definition provides a performance measure focusing on core operating activities and excludes items that can vary significantly from year to year, thereby enabling better comparison of business performance across years.

Free cash flow is a non-IFRS measure and is not intended to be a substitute measure for net cash flows from operating activities as determined under IFRS Accounting Standards. Free cash flow is presented as additional information because management believes it is a useful supplemental indicator of the Company’s ability to operate without reliance on additional borrowing or use of existing cash. Free cash flow is a measure of the net cash generated that is available for investment in strategic opportunities, returning to shareholders and for debt repayment. Free cash flow is a non-IFRS measure, which means it should not be interpreted as a measure determined under IFRS Accounting Standards.

Additional information

Net debt

Novartis calculates net debt as current financial debts and derivative financial instruments plus non-current financial debts less cash and cash equivalents and marketable securities, commodities, time deposits and derivative financial instruments.

Net debt is presented as additional information because it sets forth how management monitors net debt or liquidity and management believes it is a useful supplemental indicator of the Company’s ability to pay dividends, to meet financial commitments, and to invest in new strategic opportunities, including strengthening its balance sheet.

See page 55 for additional disclosures related to net debt.

47


Reconciliation from IFRS Accounting Standards results to non-IFRS measure core results

The following tables provide an overview of the reconciliation from IFRS Accounting Standards results to non-IFRS measure core results:

Reconciliation from IFRS Accounting Standards results to non-IFRS measure core results – Total Company

( millions unless indicated otherwise) Q3 2023 9M 2024 9M 2023
IFRS Accounting Standards operating income from continuing operations 1 762 11 014 7 187
Amortization of intangible assets 955 2 374 2 896
Impairments
Intangible assets 1 738 996 2 664
Property, plant and equipment related to the company-wide    rationalization of manufacturing sites 46 3
Other property, plant and equipment 11 7 33
Total impairment charges 1 795 1 003 2 700
Acquisition or divestment of businesses and related items
- Income -1 -315 -64
- Expense 20 355 23
Total acquisition or divestment of businesses and related items, net 19 40 -41
Other items
Divestment gains -90 -46 -222
Financial assets - fair value adjustments -6 13 69
Restructuring and related items
- Income -59 -106 -154
- Expense 156 335 951
Legal-related items
- Income -484
- Expense 89 31
Additional income -169 -105 -439
Additional expense 42 24 57
Total other items -126 204 -191
Total adjustments 2 643 3 621 5 364
Core operating income from continuing operations 4 405 14 635 12 551
as % of net sales 37.4% 39.4% 36.9%
Loss from associated companies -3 -35 -7
Core adjustments to loss from associated companies, net of tax 26
Interest expense -222 -731 -638
Other financial income and expense 15 107 204
Core adjustments to other financial income and expense 31 105 89
Income taxes, adjusted for above items (core income taxes) -641 -2 285 -1 879
Core net income from continuing operations 3 585 11 822 10 320
Core net income from discontinued operations 1 199 889
Core net income 3 784 11 822 11 209
Core net income attributable to shareholders of Novartis AG 3 782 11 825 11 205
Core basic EPS from continuing operations () 2 1.74 5.83 4.95
Core basic EPS from discontinued operations () 1, 2 0.09 0.42
Core basic EPS () 2 1.83 5.83 5.37
1  For details on discontinued operations core results refer to page 51.
2  Core earnings per share (EPS) is calculated by dividing core net income attributable<br> to shareholders of Novartis AG by the weighted average number of shares used in the<br> basic EPS calculation outstanding in a reporting period.

All values are in US Dollars.

48


Reconciliation from IFRS Accounting Standards results to non-IFRS measure core results – Total Company

Third quarter

( millions unless indicated otherwise) Amortization <br> of intangible<br> assets^1^ Impairments^2^ Acquisition or <br> divestment of <br> businesses and<br> related items^3^ Other <br> items^4^ Q3 2024<br> Core results Q3 2023<br> Core results
Gross profit from continuing operations 738 -9 2 10 669 9 789
Operating income from continuing operations 799 803 25 -109 5 145 4 405
Income before taxes from continuing operations 799 803 25 -79 4 933 4 226
Income taxes 5 -144 -2 -454 -800 -641
Net income from continuing operations 4 133 3 585
Net income from discontinued operations 6 199
Net income 4 133 3 784
Basic EPS from continuing operations () 7 2.06 1.74
Basic EPS from discontinued operations () 6, 7 0.09
Basic EPS () 7 2.06 1.83
The following are adjustments to arrive at core gross profit from continuing operations
Cost of goods sold 738 -9 2 -2 503 -2 303
The following are adjustments to arrive at core operating income from continuing operations
Selling, general and administration 1 -3 133 -3 093
Research and development 61 11 2 -3 -2 321 -2 187
Other income -100 -164 91 179
Other expense 801 123 55 -161 -283
The following are adjustments to arrive at core income before taxes from continuing<br> operations
Other financial income and expense 30 56 46
1 Amortization of intangible assets: cost of goods sold includes the amortization of<br> acquired rights to currently marketed products; research and development includes<br> the amortization of acquired rights to scientific infrastructure and technologies
2 Impairments: cost of goods sold and research and development includes net impairment<br> charges related to intangible assets; other income and other expense includes net<br> impairment charges related to property, plant and equipment; other expense also includes<br> a goodwill impairment
3 Acquisition or divestment of businesses and related items, including integration charges:<br> research and development and other expense include integration cost charges; other<br> income and other expense includes transitional service-fee income and expenses related<br> to the Sandoz distribution
4 Other items: cost of goods sold, selling, general and administration, and other income<br> and other expense include restructuring income and charges related to the initiative<br> to implement a new streamlined organizational model, the company-wide rationalization<br> of manufacturing sites and other net restructuring charges and related items; other<br> income and other expense includes fair value adjustments; a fair value adjustment<br> on a contingent receivable; other income also includes divestment gains; other expense<br> includes legal related items; and an adjustment to environmental provision; loss from<br> associated companies includes a divestment adjustment related to the sale of an investment<br> in associated companies; other financial income and expense includes the impact of<br> IAS Standards 29 "Financial Reporting in Hyperinflationary Economies" for subsidiaries<br> operating in hyperinflationary economies.
5  Taxes on the adjustments between IFRS Accounting Standards and core results, for<br> each item included in the adjustment, take into account the tax rate that will finally<br> be applicable to the item based on the jurisdiction where the adjustment will finally<br> have a tax impact. Generally, this results in amortization and impairment of intangible<br> assets and acquisition-related restructuring and integration items having a full tax<br> impact. There is usually a tax impact on other items, although this is not always<br> the case for items arising from legal settlements in certain jurisdictions. Due to<br> these factors and the differing effective tax rates in the various jurisdictions,<br> the tax on the total adjustments of 1.5 billion to arrive at the core results<br> before tax amounts to 600 million. The average tax rate on the total adjustments<br> was 38.8% since the quarterly core tax charge of 16.2% has been applied to the pre-tax<br> income of the period.
6  For details on discontinued operations core results refer to page 51.
7  Earnings per share (EPS) is calculated on the amount of net income attributable to<br> shareholders of Novartis AG.

All values are in US Dollars.

49


Reconciliation from IFRS Accounting Standards results to non-IFRS measure core results – Total Company

Nine months to September 30

( millions unless indicated otherwise) Amortization <br> of intangible <br> assets^1^ Impairments^2^ Acquisition or <br> divestment of <br> businesses and<br> related items^3^ Other <br> items^4^ 9M 2024<br> Core results 9M 2023<br> Core results
Gross profit from continuing operations 2 235 -9 11 30 898 28 380
Operating income from continuing operations 2 374 1 003 40 204 14 635 12 551
Income before taxes from continuing operations 2 374 1 003 40 335 14 107 12 199
Income taxes 5 -439 -26 -7 -577 -2 285 -1 879
Net income from continuing operations 11 822 10 320
Net income from discontinued operations 6 889
Net income 11 822 11 209
Basic EPS from continuing operations () 7 5.83 4.95
Basic EPS from discontinued operations () 7 0.42
Basic EPS () 7 5.83 5.37
The following are adjustments to arrive at core gross profit from continuing operations
Cost of goods sold 2 235 -9 11 -7 266 -6 504
The following are adjustments to arrive at core operating income from continuing operations
Selling, general and administration 2 -9 063 -9 045
Research and development 139 205 23 13 -6 800 -6 369
Other income -315 -315 247 319
Other expense 807 332 493 -647 -734
The following are adjustments to arrive at core income before taxes from continuing<br> operations
Loss from associated companies 26 -9 -7
Other financial income and expense 105 212 293
1  Amortization of intangible assets: cost of goods sold includes the amortization of<br> acquired rights to currently marketed products; research and development includes<br> the amortization of acquired rights to scientific infrastructure and technologies
2  Impairments: cost of goods sold and research and development includes net impairment<br> charges related to intangible assets; other income and other expense includes net<br> impairment charges related to property, plant and equipment; other expense also includes<br> a goodwill impairment
3  Acquisition or divestment of businesses and related items, including integration charges:<br> research and development and other expense include integration cost charges; other<br> income and other expense includes transitional service-fee income and expenses related<br> to the Sandoz distribution
4  Other items: cost of goods sold, selling, general and administration, and other income<br> and other expense includes restructuring income and charges related to the initiative<br> to implement a new streamlined organizational model, the company-wide rationalization<br> of manufacturing sites and other net restructuring charges and related items; research<br> and development includes contingent consideration adjustments; other income and other<br> expense includes fair value adjustments; a curtailment gain; a fair value adjustment<br> on a contingent receivable; other income also includes divestment gains; other expense<br> includes legal related items; an adjustment to environmental provision and other costs<br> and items; loss from associated companies includes a divestment adjustment related<br> to the sale of an investment in associated companies; other financial income and expense<br> includes the impact of IAS Standards 29 "Financial Reporting in Hyperinflationary<br> Economies" for subsidiaries operating in hyperinflationary economies and currency<br> devaluation losses, an adjustment related to the gain on sale of financial assets<br> and interests on tax related items.
5  Taxes on the adjustments between IFRS Accounting Standards and core results, for<br> each item included in the adjustment, take into account the tax rate that will finally<br> be applicable to the item based on the jurisdiction where the adjustment will finally<br> have a tax impact. Generally, this results in amortization and impairment of intangible<br> assets and acquisition-related restructuring and integration items having a full tax<br> impact. There is usually a tax impact on other items, although this is not always<br> the case for items arising from legal settlements in certain jurisdictions. Adjustments<br> related to income from associated companies are recorded net of any related tax effect.<br> Due to these factors and the differing effective tax rates in the various jurisdictions,<br> the tax on the total adjustments of 3.8 billion to arrive at the core results<br> before tax amounts to 1.0 billion. The average tax rate on the total adjustments<br> was 28.0% since the estimated full year core tax charge of 16.2% has been applied<br> to the pre-tax income of the period.
6  For details on discontinued operations core results refer to page 51.
7  Earnings per share (EPS) is calculated on the amount of net income attributable to<br> shareholders of Novartis AG.

All values are in US Dollars.

50


Reconciliation from IFRS Accounting Standards results to non-IFRS measure core results – Discontinued operations

Third quarter

(USD millions unless indicated otherwise) Q3 2023<br> Core results
Gross profit from discontinued operations 1 087
Operating income from discontinued operations 250
Income before taxes from discontinued operations 240
Income taxes -41
Net income from discontinued operations 199
Basic EPS from discontinued operations (USD)^1^ 0.09
The following are adjustments to arrive at core gross profit from discontinued operations
Cost of goods sold -1 396
The following are adjustments to arrive at core operating income from discontinued<br> operations
Research and development -222
Other income 26
Other expense -60
The following are adjustments to arrive at core income before taxes from discontinued<br> operations
Other financial income and expense 3
^1^ Earnings per share (EPS) is calculated on the amount of net income from discontinued<br> operations attributable to shareholders of Novartis AG.

Nine months to September 30

(USD millions unless indicated otherwise) 9M 2023<br> Core results
Gross profit from discontinued operations 3 659
Operating income from discontinued operations 1 185
Income before taxes from discontinued operations 1 140
Income taxes -251
Net income from discontinued operations 889
Basic EPS from discontinued operations (USD)^1^ 0.42
The following are adjustments to arrive at core gross profit from discontinued operations
Cost of goods sold -3 788
The following are adjustments to arrive at core operating income from discontinued<br> operations
Selling, general and administration -1 703
Research and development -661
Other income 31
Other expense -141
The following are adjustments to arrive at core income before taxes from discontinued<br> operations
Other financial income and expense -14
^1^ Earnings per share (EPS) is calculated on the amount of net income from discontinued<br> operations attributable to shareholders of Novartis AG.

51


Free cash flow

The following table is a reconciliation of the three major categories of the IFRS Accounting Standards consolidated statements of cash flows to the non-IFRS measure free cash flow:

Third quarter

Q3 2024 Q3 2023
(USD millions) IFRS <br> Accounting <br> Standards<br> cash flow Adjustments Free <br> cash flow IFRS <br> Accounting <br> Standards<br> cash flow Adjustments Free <br> cash flow
Net cash flows from operating activities from continuing operations 6 286 6 286 5 304 5 304
Net cash flows from operating activities from discontinued operations 74 74
Total net cash flows from operating activities 6 286 6 286 5 378 5 378
Net cash flows used in investing activities from continuing operations -374 53 -321 -2 004 1 743 -261
Net cash flows used in investing activities from discontinued operations -208 134 -74
Total net cash flows used in investing activities^1^ -374 53 -321 -2 212 1 877 -335
Net cash flows used in financing activities from continuing operations -382 382 0 -4 306 4 306 0
Net cash flows from financing activities from discontinued operations 3 474 -3 474 0
Total net cash flows used in financing activities^2^ -382 382 0 -832 832 0
Non-IFRS measure free cash flow from continuing operations 5 965 5 043
Non-IFRS measure free cash flow from discontinued operations 0
Total non-IFRS measure free cash flow 5 965 5 043
^1^ With the exception of purchases of property, plant and equipment, all net cash flows<br> used in investing activities from continuing operations and from discontinued operations<br> are excluded from the free cash flow.
^2^ Net cash flows (used in)/from financing activities from continuing operations and<br> from discontinued operations are excluded from the free cash flow.

52


Free cash flow

Nine months to September 30

9M 2024 9M 2023
(USD millions) IFRS <br> Accounting <br> Standards<br> cash flow Adjustments Free <br> cash flow IFRS <br> Accounting <br> Standards<br> cash flow Adjustments Free <br> cash flow
Net cash flows from operating activities from continuing operations 13 426 13 426 11 673 11 673
Net cash flows from operating activities from discontinued operations 238 238
Total net cash flows from operating activities 13 426 13 426 11 911 11 911
Net cash flows (used in)/from investing activities from continuing operations -4 480 3 672 -808 7 741 -8 395 -654
Net cash flows used in investing activities from discontinued operations -385 166 -219
Total net cash flows (used in)/from investing activities^1^ -4 480 3 672 -808 7 356 -8 229 -873
Net cash flows used in financing activities from continuing operations -8 746 8 746 0 -17 068 17 068 0
Net cash flows from financing activities from discontinued operations 3 397 -3 397 0
Total net cash flows used in financing activities^2^ -8 746 8 746 0 -13 671 13 671 0
Non-IFRS measure free cash flow from continuing operations 12 618 11 019
Non-IFRS measure free cash flow from discontinued operations 19
Total non-IFRS measure free cash flow 12 618 11 038
^1^ With the exception of purchases of property, plant and equipment, all net cash flows<br> (used in)/from investing activities from continuing operations and from discontinued<br> operations are excluded from the free cash flow.
^2^ Net cash flows (used in)/from financing activities from continuing operations and<br> from discontinued operations are excluded from the free cash flow.

53


The following table is a summary of the non-IFRS measure free cash flow:

Third quarter

( millions) Q3 2023
Operating income from continuing operations 1 762
Adjustments for non-cash items
Depreciation, amortization and impairments 3 105
Change in provisions and other non-current liabilities -130
Other 105
Operating income adjusted for non-cash items from continuing operations 4 842
Dividends received from associated companies and others 1
Interest received and change in other financial receipts 146
Interest paid and change in other financial payments -182
Income taxes paid -426
Payments out of provisions and other net cash movements in non-current liabilities -255
Change in inventories and trade receivables less trade payables -334
Change in other net current assets and other operating cash flow items 1 512
Net cash flows from operating activities from continuing operations 5 304
Purchases of property, plant and equipment -261
Non-IFRS measure free cash flow from continuing operations 5 043
Non-IFRS measure free cash flow from discontinued operations 1 0
Total non-IFRS measure free cash flow 5 043
1  In the third quarter of 2023, the free cash flow from discontinued operations was<br> zero consisting of 74 million net cash inflows from operating activities from<br> discontinued operations, less purchases of property, plant and equipment by discontinued<br> operations of 74 million.

All values are in US Dollars.

Nine months to September 30

( millions) 9M 2023
Operating income from continuing operations 7 187
Adjustments for non-cash items
Depreciation, amortization and impairments 6 758
Change in provisions and other non-current liabilities 232
Other 335
Operating income adjusted for non-cash items from continuing operations 14 512
Dividends received from associated companies and others 2
Interest received and other financial receipts 546
Interest paid and other financial payments -527
Income taxes paid -1 694
Payments out of provisions and other net cash movements in non-current liabilities -1 181
Change in inventories and trade receivables less trade payables -1 928
Change in other net current assets and other operating cash flow items 1 943
Net cash flows from operating activities from continuing operations 11 673
Purchases of property, plant and equipment -654
Non-IFRS measure free cash flow from continuing operations 11 019
Non-IFRS measure free cash flow from discontinued operations 1 19
Total non-IFRS measure free cash flow 11 038
1  In the first nine months of 2023, the free cash flow from discontinued operations<br> was a cash inflow of 19 million consisting of 238 million net cash inflows<br> from operating activities from discontinued operations, less purchases of property,<br> plant and equipment by discontinued operations of 219 million.

All values are in US Dollars.

54


Additional information

Net debt

Condensed consolidated changes in net debt

Third quarter

(USD millions) Q3 2024 Q3 2023^1^
Net change in cash and cash equivalents 5 706 1 520
Change in marketable securities, commodities, time deposits, financial debts and derivatives financial instruments -3 242 3 023
Change in net debt 2 464 4 543
Net debt at July 1 -18 760 -15 374
Net debt at September 30 -16 296 -10 831
^1^ Excluding net debt related to discontinued operations

Nine months to September 30

(USD millions) 9M 2024 9M 2023^1^
Net change in cash and cash equivalents 216 4 888
Change in marketable securities, commodities, time deposits, financial debts and derivatives financial instruments -6 329 -8 474
Change in net debt -6 113 -3 586
Net debt at January 1 -10 183 -7 245
Net debt at September 30 -16 296 -10 831
^1^ Excluding net debt related to discontinued operations

Components of net debt

(USD millions) Sep 30, <br> 2024 Dec 31, <br> 2023 Sep 30, <br> 2023^1^
Non-current financial debts -23 750 -18 436 -18 068
Current financial debts and derivative financial instruments -6 566 -6 175 -5 458
Total financial debts -30 316 -24 611 -23 526
Less liquidity
Cash and cash equivalents 13 609 13 393 12 405
Marketable securities, commodities, time deposits and derivative financial instruments 411 1 035 290
Total liquidity 14 020 14 428 12 695
Net debt at end of period -16 296 -10 183 -10 831
^1^ Excluding net debt related to discontinued operations

Share information

Sep 30, <br> 2023
Number of shares outstanding 2 055 460 483
Registered share price (CHF) 93.87
ADR price () 101.86
Market capitalization ( billions) 1 211.7
Market capitalization (CHF billions) 1 192.9
1  Market capitalization is calculated based on the number of shares outstanding (excluding<br> treasury shares). Market capitalization in is based on the market capitalization<br> in CHF converted at the quarter end CHF/ exchange rate.

All values are in US Dollars.

55


Effects of currency fluctuations

Principal currency translation rates

(USD per unit) Average <br> rates<br> Q3 2024 Average <br> rates<br> Q3 2023 Average <br> rates<br> 9M 2024 Average <br> rates<br> 9M 2023 Period-end <br> rates<br> Sep 30, <br> 2024 Period-end <br> rates<br> Sep 30, <br> 2023
1 CHF 1.155 1.132 1.135 1.109 1.188 1.097
1 CNY 0.140 0.138 0.139 0.142 0.143 0.137
1 EUR 1.099 1.088 1.087 1.084 1.117 1.059
1 GBP 1.300 1.266 1.277 1.244 1.339 1.224
100 JPY 0.672 0.692 0.662 0.726 0.704 0.672
100 RUB 1.119 1.063 1.107 1.221 1.072 1.031

Currency impact on key figures

The following table provides a summary of the currency impact on key Company figures due to their conversion into US dollars, the Company’s reporting currency, of the financial data from entities reporting in non-US dollars. Constant currency (cc) calculations apply the exchange rates of the prior year period to the current period financial data for entities reporting in non-US dollars.

Third quarter

Change in<br> USD %<br> Q3 2024 Change in<br> constant<br> currencies %<br> Q3 2024 Percentage<br> point currency<br> impact<br> Q3 2024
Net sales from continuing operations 9 10 -1
Operating income from continuing operations 106 123 -17
Net income from continuing operations 111 121 -10
Basic earnings per share (USD) from continuing operations 116 127 -11
Core operating income from continuing operations 17 20 -3
Core net income from continuing operations 15 17 -2
Core basic earnings per share (USD) from continuing operations 18 20 -2

Nine months to September 30

Change in<br> USD %<br> 9M 2024 Change in<br> constant<br> currencies %<br> 9M 2024 Percentage<br> point currency<br> impact<br> 9M 2024
Net sales from continuing operations 9 11 -2
Operating income from continuing operations 53 61 -8
Net income from continuing operations 54 62 -8
Basic earnings per share (USD) from continuing operations 58 67 -9
Core operating income from continuing operations 17 20 -3
Core net income from continuing operations 15 18 -3
Core basic earnings per share (USD) from continuing operations 18 21 -3

56


Disclaimer

This press release contains forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995, that can generally be identified by words such as “may,” “can,” “will,” “continue,” “ongoing,” “grow,” “launch,” “expect,” “deliver,” “focus,” “address,” “accelerate,” “deliver,” “remain,” “scaling,” “guidance,” “outlook,” “long-term,” “priority,” “potential,” “momentum,” or similar expressions, or by express or implied discussions regarding potential new products, potential new indications for existing products, potential product launches, or regarding potential future revenues from any such products; or regarding results of ongoing clinical trials; or regarding potential future, pending or announced transactions; regarding potential future sales or earnings; or by discussions of strategy, plans, expectations or intentions, including discussions regarding our continued investment into new R&D capabilities and manufacturing; or regarding our capital structure; or regarding the consequences of the spin-off of Sandoz and our transformation into a “pure-play” innovative medicines company. Such forward-looking statements are based on the current beliefs and expectations of management regarding future events and are subject to significant known and unknown risks and uncertainties. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those set forth in the forward-looking statements. You should not place undue reliance on these statements. There can be no guarantee that the investigational or approved products described in this press release will be submitted or approved for sale or for any additional indications or labeling in any market, or at any particular time. Nor can there be any guarantee that such products will be commercially successful in the future. Neither can there be any guarantee expected benefits or synergies from the transactions described in this press release will be achieved in the expected timeframe, or at all. In particular, our expectations could be affected by, among other things: uncertainties regarding the success of key products, commercial priorities and strategy; uncertainties in the research and development of new products, including clinical trial results and additional analysis of existing clinical data; uncertainties regarding the use of new and disruptive technologies, including artificial intelligence; global trends toward healthcare cost containment, including ongoing government, payer and general public pricing and reimbursement pressures and requirements for increased pricing transparency; uncertainties regarding our ability to realize the strategic benefits, operational efficiencies or opportunities expected from our external business opportunities; our ability to realize the intended benefits of our separation of Sandoz into a new publicly traded standalone company; our ability to obtain or maintain proprietary intellectual property protection, including the ultimate extent of the impact on Novartis of the loss of patent protection and exclusivity on key products; uncertainties in the development or adoption of potentially transformational digital technologies and business models; uncertainties surrounding the implementation of our new IT projects and systems; uncertainties regarding potential significant breaches of information security or disruptions of our information technology systems; uncertainties regarding actual or potential legal proceedings, including regulatory actions or delays or government regulation related to the products and pipeline products described in this press release; safety, quality, data integrity, or manufacturing issues; our performance on and ability to comply with environmental, social and governance measures and requirements; major political, macroeconomic and business developments, including impact of the war in certain parts of the world; uncertainties regarding future global exchange rates; uncertainties regarding future demand for our products; and other risks and factors referred to in Novartis AG’s most recently filed Form 20-F and in subsequent reports filed with, or furnished to, the US Securities and Exchange Commission. Novartis is providing the information in this press release as of this date and does not undertake any obligation to update any forward-looking statements as a result of new information, future events or otherwise.

All product names appearing in italics are trademarks owned by or licensed to Novartis.

57


About Novartis

Novartis is an innovative medicines company. Every day, we work to reimagine medicine to improve and extend people’s lives so that patients, healthcare professionals and societies are empowered in the face of serious disease. Our medicines reach more than 250 million people worldwide.

Reimagine medicine with us: Visit us at https://www.novartis.com and connect with us on LinkedIn, Facebook, X/Twitter and Instagram.

Novartis will conduct a conference call with investors to discuss this news release today at 14:00 Central European time and 9:00 Eastern Time. A simultaneous webcast of the call for investors and other interested parties may be accessed by visiting the Novartis website. A replay will be available after the live webcast by visiting https://www.novartis.com/investors/event-calendar.

Detailed financial results accompanying this press release are included in the condensed interim financial report at the link below. Additional information is provided on our business and pipeline of selected compounds in late-stage development. A copy of today’s earnings call presentation can be found at https://www.novartis.com/investors/event-calendar.

Important dates

November 20-21, 2024

Meet Novartis Management 2024 (London, UK)

December 9, 2024

Impact & Sustainability annual investor event (virtual)

January 31, 2025

Fourth quarter & full year 2024 results

58