6-K

NOVARTIS AG (NVS)

6-K 2024-04-23 For: 2024-03-31
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 April 23, 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 Q1 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>April 23, 2024 By: /s/ PAUL PENEPENT
Name: Paul Penepent
Title: Head Financial Reporting and Accounting

99.1 Financial Report Q1 2024

<br> <br><br><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 | RÉSULTATS FINANCIERS |

            FINANZERGEBNISSE

Novartis delivers double-digit sales growth and core margin expansion in Q1; FY 2024 guidance raised

Q1 net sales grew +11% (cc^1^, +10% USD) with core operating income up +22% (cc, +16% USD)
o Key growth drivers continued strong sales momentum including Entresto (+36% cc), Cosentyx<br> (+25% cc), Kesimpta (+66% cc), Kisqali (+54% cc), Pluvicto (+47% cc) and Leqvio (+139% cc)
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o Core operating income margin 38.4%, +340 basis points (cc), mainly driven by higher net sales
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Operating income grew +39% (cc, +29% USD) and net income grew +37% (cc, +25% USD), mainly driven by higher net sales
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Core EPS grew +23% (cc, +17% USD) to USD 1.80
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Free cash flow^1^ USD 2.0 billion (-24% USD) declined<br><br><br> due to a prior-year one-timer and timing of payments
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Q1 selected innovation milestones:
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o Fabhalta (iptacopan) FDA filing accepted for IgAN and positive<br> CHMP opinion for PNH
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o Scemblix Phase III ASC4FIRST study met both primary endpoints in 1L Ph+ CML-CP patients
--- ---
o Pluvicto Phase III PSMAfore updated OS results demonstrated HR<1.0 in pre-taxane mCRPC
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o Remibrutinib Phase III 52-week data showed sustained efficacy in CSU
--- ---
Full-year 2024 guidance raised^2^ – net sales<br> expected to grow high-single to low double-digit; core operating income expected to grow low double-digit to mid-teens
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Novartis proposes Dr. Giovanni Caforio as<br> Chair of the Board of Directors at AGM 2025
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Basel, April 23, 2024 – commenting on Q1 2024 results, Vas Narasimhan, CEO of Novartis, said:

“Novartis continued our strong momentum with both sales growth and core margin expansion in Q1. Our performance was broad-based, across all key growth brands and geographies, allowing us to raise guidance for the full year 2024. We continued to advance our pipeline in Q1, with submission-enabling data for Scemblix first-line, Pluvicto pre-taxane and remibrutinib in CSU. The momentum in our business and pipeline gives us continued confidence in our mid- and long-term growth outlook.”

Key figures Continuing operations^3^
Q1 2024 Q1 2023 % change
USD m USD m USD cc
Net sales 11 829 10 798 10 11
Operating income 3 373 2 618 29 39
Net income 2 688 2 150 25 37
EPS (USD) 1.31 1.02 28 41
Free cash flow 2 038 2 684 -24
Core operating income 4 537 3 906 16 22
Core net income 3 681 3 233 14 19
Core EPS (USD) 1.80 1.54 17 23
  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 34 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 6. 3. As defined on page 26 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 update

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<br> across our core therapeutic areas.
2. Deliver returns: Continuing to embed operational excellence and deliver improved financials. Novartis remains disciplined and<br> shareholder-focused in our approach to capital allocation, with substantial cash generation and a strong capital structure supporting continued flexibility.
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3. Strengthening foundations: Unleashing the power of our people, scaling data science and technology and continuing to build trust<br> with society.
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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

Net sales were USD 11.8 billion (+10%, +11% cc), with volume contributing 14 percentage points to growth. Generic competition had a negative impact of 2 percentage points and pricing had negative impact of 1 percentage point.

Operating income was USD 3.4 billion (+29%, +39% cc), mainly driven by higher net sales.

Net income was USD 2.7 billion (+25%, +37% cc), mainly driven by higher operating income. EPS was USD 1.31 (+28%, +41% cc), benefiting from the lower weighted average number of shares outstanding.

Core operating income was USD 4.5 billion (+16%, +22% cc), mainly driven by higher net sales. Core operating income margin was 38.4% of net sales, increasing 2.2 percentage points (+3.4 percentage points cc).

Core net income was USD 3.7 billion (+14%, +19% cc), mainly due to higher core operating income. Core EPS was USD 1.80 (+17%, +23% cc), benefiting from the lower weighted average number of shares outstanding.

Free cash flow from continuing operations amounted to USD 2.0 billion (-24% USD), compared with USD 2.7 billion in the prior-year quarter, due to a prior-year one-timer and timing of payments.

2


Discontinued operations

Discontinued operations in first quarter 2023 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.

As the Sandoz spin-off was completed on October 3, 2023, there were no operating results in the first quarter 2024 related to discontinued operations. In the first quarter 2023, discontinued operations net sales were USD 2.5 billion, operating income amounted to USD 238 million and net income from discontinued operations was USD 144 million. For further details see Note 3 “Significant transactions 2023 – Completion of the spin-off of the Sandoz business through a dividend in kind distribution to Novartis AG shareholders” and Note 12 “Discontinued operations” to the condensed interim consolidated financial statements.

Total Company

Total Company net income was USD 2.7 billion in 2024, compared to USD 2.3 billion in 2023 and basic EPS was USD 1.31 compared to USD 1.09 in prior year. Net cash flows from operating activities for total Company amounted to USD 2.3 billion and free cash flow amounted to USD 2.0 billion.

Q1 key growth drivers

Underpinning our financial results in the quarter is a continued focus on key growth drivers (ranked in order of contribution to Q1 growth) including:

Entresto (USD 1 879 million, +36% cc) sustained robust demand-led growth, with increased penetration in the US and Europe following continued adoption of guideline-directed medical<br> therapy in heart failure, as well as in China with increased penetration in hypertension
Cosentyx (USD 1 326 million, +25% cc) sales grew mainly in the US, emerging growth markets and Europe, driven by recent launches (including HS and the IV formulation in the US) in<br> addition to volume growth in core indications
Kesimpta (USD 637 million, +66% cc) sales grew across all regions reflecting increased demand for a high efficacy product with convenient self-administered dosing
Kisqali (USD 627 million, +54% cc) sales grew strongly across all regions, based on increasing recognition of consistently reported overall survival in HR+/HER2- advanced breast<br> cancer
Pluvicto (USD 310 million, +47% cc) delivered sales growth in the US and Europe. With supply now unconstrained, the focus is on opening new sites and referral pathways, and<br> initiating new patients
Leqvio (USD 151 million, +139% cc) continued to show steady growth, with a focus on patient on-boarding, removing access hurdles and enhancing medical education
Jakavi (USD 478 million, +18% cc) sales grew in Europe, emerging growth markets and Japan, driven by strong demand in both myelofibrosis and polycythemia vera
Scemblix (USD 136 million, +83% cc) sales grew across all regions, demonstrating the high unmet need in later lines of CML
Xolair (USD 399 million, +15% cc) sales grew across all regions
Ilaris (USD 356 million, +14% cc) sales grew across all regions, led by the US and Europe
Sandostatin Group (USD 355 million, +9% cc) sales grew mainly in the US
Tafinlar + Mekinist (USD 474 million, +5% cc) sales grew in emerging growth markets and Japan, partly offset by a decline in the US
Lutathera (USD 169 million, +14% cc) sales grew across all regions due to increased demand

3


Emerging Growth Markets* Grew +21% (cc) overall. China grew 31% (cc) to USD 1.0 billion, mainly driven by Entresto and Cosentyx

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

Net sales of the top 20 brands in Q1 2024

Q1 2024 % change
USD m USD cc
Entresto 1 879 34 36
Cosentyx 1 326 23 25
Kesimpta 637 66 66
Kisqali 627 51 54
Promacta/Revolade 520 -5 -4
Jakavi 478 15 18
Tafinlar+Mekinist 474 3 5
Xolair 399 13 15
Tasigna 395 -15 -13
Ilaris 356 9 14
Sandostatin Group 355 8 9
Lucentis 314 -25 -23
Pluvicto 310 47 47
Zolgensma 295 -5 -3
Exforge Group 192 3 5
Gilenya 175 -25 -24
Lutathera 169 13 14
Leqvio 151 136 139
Galvus Group 149 -19 -12
Diovan Group 140 -11 -7
Top 20 brands total 9 341 16 18

R&D update - key developments from the first quarter

New approvals

Xolair<br><br> <br>(omalizumab) FDA approval of Xolair for the reduction of allergic reactions, including anaphylaxis, that may occur with accidental exposure to<br> one or more foods in adult and pediatric patients aged 1 year and older with IgE-mediated food allergy

Regulatory updates

Fabhalta<br><br> <br>(iptacopan) Positive CHMP opinion received for Fabhalta for the treatment of paroxysmal nocturnal hemoglobinuria (PNH) patients<br><br> <br><br><br> <br>FDA filing accepted for the treatment of adult patients with IgA nephropathy (IgAN), and priority review granted

Results from ongoing trials and other highlights

Scemblix<br><br> <br>(asciminib) Phase III ASC4FIRST study met both primary endpoints (major molecular response rate vs imatinib and vs investigator-selected tyrosine kinase inhibitors) with clinically meaningful and statistically<br> significant results in newly diagnosed patients with Philadelphia chromosome-positive chronic myeloid leukemia in chronic phase (Ph+ CML-CP). Additionally, Scemblix<br> showed a favorable safety and tolerability profile. Data will be presented at upcoming medical conferences and submitted to regulatory authorities in 2024

4


Fabhalta<br><br> <br>(iptacopan) Phase III APPLAUSE-IgAN data showed a clinically meaningful and statistically significant proteinuria reduction of 38.3% vs placebo for patients with IgA nephropathy<br> (IgAN). Fabhalta was well tolerated with a favorable safety profile consistent with previously reported data. Data presented at WCN 2024<br><br> <br><br><br> <br>In addition, extension data from the Phase III APPLY-PNH and APPOINT-PNH studies were presented at EBMT 2024, demonstrating the sustained long-term efficacy and safety<br> profile of Fabhalta in PNH patients
Pluvicto In the Phase III PSMAfore study, updated OS results from a pre-planned analysis at approximately 75% information fraction demonstrated an OS HR<1.0 in<br> the intent-to-treat population unadjusted for cross-over. Novartis is on track to file for the Pluvicto pre-taxane label expansion in<br> H2 2024
Remibrutinib 52-week data from the Phase III REMIX-1 and REMIX-2 studies showed consistent efficacy of remibrutinib in CSU as early as week 2 and sustained up to 1 year. Remibrutinib was well<br> tolerated and demonstrated a consistent, favorable long-term safety profile. Overall rates of AEs in remibrutinib arms were comparable to placebo with balanced liver function tests across both studies. Full data will be presented at<br> an upcoming medical meeting. Novartis plans to submit remibrutinib for regulatory approval in H2 2024<br><br> <br><br><br> <br>In addition, a Phase II trial in hidradenitis suppurativa demonstrated that remibrutinib (both doses) met the primary endpoint with patients reporting a greater rate of<br> simplified HiSCR at week 16 compared with placebo. Data presented at AAD 2024
Lutathera Phase III NETTER-2 trial demonstrated that Lutathera plus octreotide LAR significantly extended median PFS to 22.8 months vs<br> 8.5 months with high-dose octreotide LAR alone in patients with newly diagnosed grade 2 and 3 advanced GEP-NETs. No new or unexpected safety findings were observed. Data presented at ASCO-GI 2024
Leqvio New data demonstrating the early addition of Leqvio to maximally tolerated statin therapy in a real-world setting significantly<br> reduced LDL-C in ASCVD patients, including those with a history of an ASCVD-related event, who could not reach their goal on statin therapy alone. Data presented at ACC 2024 and published in the Journal<br><br><br> of the American College of Cardiology
Kesimpta ALITHIOS open-label extension study showed sustained efficacy of first-line, continuous Kesimpta treatment up to six years in<br> recently diagnosed treatment-naïve RMS patients, including 44% fewer relapses vs those who switched later to Kesimpta from teriflunomide. Kesimpta<br> treatment was also well-tolerated with a consistent safety profile across the ALITHIOS population. Data presented at AAN 2024
Kisqali Results of the Phase III NATALEE study were published in the New England Journal of Medicine. In the trial, ribociclib plus endocrine therapy (ET) compared to ET alone significantly reduced the risk of recurrence by 25% across a broad population of patients with stage II and III HR+/HER2- early breast cancer, including those with no lymph node involvement
Zolgensma Final data from Phase IIIb SMART study supports use of Zolgensma in older and heavier SMA patients (1.5-9.1 years of age and<br> weighing ≥8.5kg to ≤21kg) than the children treated in previous clinical studies. Nearly all treated patients maintained or improved motor milestones after 52 weeks, with most switching to the one-time gene therapy from chronically<br> administered disease-modifying therapy. Data presented at MDA 2024
BD&L Announced the planned acquisition of MorphoSys, including pelabresib (late-stage BET inhibitor for myelofibrosis) and tulmimetostat (early-stage dual EZH2 and EZH1<br> inhibitor for solid tumors or lymphomas). The transaction aligns with Novartis strategic focus on oncology and strengthens our efforts in developing next-generation treatment options for cancer. Transaction is expected to close in<br> Q2 2024

5


Novartis has exercised its exclusive option to acquire IFM Due. The acquisition gives Novartis full rights to IFM Due’s portfolio of STING antagonists, strengthening the company’s inflammatory<br> diseases pipeline and building on our efforts to innovate new treatments for inflammation-driven conditions.<br><br> <br><br><br> <br>Novartis entered into a transaction with Arvinas including an exclusive strategic license agreement for the worldwide development and commercialization of ARV-766, a second generation PROTAC^®^<br> androgen receptor (AR) degrader, complementing our radioligand therapy platform in prostate cancer.

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.

In Q1 2024, Novartis repurchased a total of 10.3 million shares for USD 1.0 billion on the SIX Swiss Exchange second trading line under the up-to USD 15 billion share buyback announced in July 2023 (with up to USD 11.7 billion still to be executed). In addition, 1.0 million shares (for an equity value of USD 0.1 billion) were repurchased from associates. In the same period, 7.7 million shares (for an equity value of USD 0.3 billion) were delivered as a result of share deliveries related to participation plans of associates. Consequently, the total number of shares outstanding decreased by 3.6 million versus December 31, 2023. These treasury share transactions resulted in an equity decrease of USD 0.9 billion and a cash outflow of USD 1.1 billion.

As of March 31, 2024, net debt increased to USD 15.8 billion compared to USD 10.2 billion net debt at December 31, 2023. The increase was mainly due to the USD 5.2 billion annual net dividend payment in March (which is the gross dividend of USD 7.6 billion reduced by the USD 2.4 billion Swiss withholding tax that was paid in April 2024, according to its due date), cash outflow for treasury share transactions of USD 1.1 billion and net cash outflow for M&A / intangible assets transactions of USD 1.2 billion, partially offset by USD 2.0 billion free cash flow.

As of Q1 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 high single to low double-digit (from mid-single-digit)
Core operating income Expected to grow low double-digit to mid-teens (from high single-digit)

Key assumptions:

Our guidance assumes that no Entresto generics and no Promacta generics launch in the<br> US in 2024

Foreign exchange impact

If late-April exchange rates prevail for the remainder of 2024, the foreign exchange impact for the year would be negative 2 percentage points on net sales and negative 4 percentage points on core operating income. The estimated impact of exchange rates on our results is provided monthly on our website.

6


Novartis proposes Dr. Giovanni Caforio as Chair of the Board of Directors at the AGM in 2025

The 12-year term of Dr. Joerg Reinhardt as Chair of the Board of Directors ends as scheduled in 2025, when he will retire and not be available for re-election at the Annual General Meeting. Dr. Reinhardt joined Sandoz in 1982 and has held managerial positions with increasing responsibility in Sandoz and thereafter Novartis, including Head of the Vaccines and Diagnostics Division and Chief Operating Officer. In 2013, he was appointed Chair of the Board of Directors. During his leadership, Novartis transformed from a diversified healthcare enterprise to a focused medicines company.

The Board of Directors is proposing the nomination of Dr. Giovanni Caforio as Chair of the Board of Directors. Shareholders will vote on Dr. Caforio’s nomination to the Board at the next AGM 2025.

Since joining Bristol Myers Squibb in 2000, Dr. Caforio has served in various senior roles at the company. From May 2015 to November 2023, Dr. Caforio was CEO and from May 2017 to March 2024, he served as Executive Chairman. Under his leadership, BMS successfully transformed into a global medicines company with strong capabilities across R&D and commercialization. Dr. Caforio was born and educated in Italy and holds Italian and US citizenship. He is a physician by training and received his M.D. from the University of Rome. Dr. Caforio is fluent in Italian, French, Spanish, Portuguese and English.

7


Key figures^1^

Continuing operations^2^ Q1 2024 Q1 2023 % change
USD m USD m USD cc
Net sales 11 829 10 798 10 11
Operating income 3 373 2 618 29 39
As a % of sales 28.5 24.2
Net income 2 688 2 150 25 37
EPS (USD) 1.31 1.02 28 41
Cash flows from operating activities 2 265 2 852 -21
Non-IFRS measures
Free cash flow 2 038 2 684 -24
Core operating income 4 537 3 906 16 22
As a % of sales 38.4 36.2
Core net income 3 681 3 233 14 19
Core EPS (USD) 1.80 1.54 17 23
Discontinued operations^2^ Q1 2024 Q1 2023 % change
USD m USD m USD cc
Net sales 2 503 nm nm
Operating income 238 nm nm
As a % of sales 9.5
Net income 144 nm nm
Non-IFRS measures
Core operating income 507 nm nm
As a % of sales 20.3
Total Company Q1 2024 Q1 2023 % change
USD m USD m USD cc
Net income 2 688 2 294 nm nm
EPS (USD) 1.31 1.09 nm nm
Cash flows from<br><br> operating activities 2 265 2 957 nm nm
Non-IFRS measures
Free cash flow 2 038 2 720 nm nm
Core net income 3 681 3 614 nm nm
Core EPS (USD) 1.80 1.71 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 34 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 26 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/7a2b2d5f-3f1d-44aa-bfca-8dea2170d55f/

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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,” “will,” “continue,” “ongoing,” “grow,” “launch,” “expect,” “deliver,” “transformation,” “focus,” “address,” “accelerate,” “deliver,” “remain,” “scaling,” “guidance,” “outlook,” “long-term,” “priority,” “potential,” “can,” “trajectory” 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, including the acquisition of MorphoSys AG; 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 8:00 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

June 2, 2024 Novartis ASCO IR event (Chicago, US)
July 18, 2024 Second quarter & half year 2024 results
October 29, 2024 Third quarter & nine months 2024 results
November 20-21, 2024 Meet Novartis Management 2024 (London, UK)

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99.2 Interim Financial Report

![](coverifr.jpg)

Novartis First Quarter 2024 Condensed Interim Financial Report – Supplementary Data

INDEX

Page

COMPANY OPERATING PERFORMANCE REVIEW

Continuing operations

4

Discontinued operations

9

Total Company

9

COMPANY CASH FLOW AND BALANCE SHEET

10

INNOVATION REVIEW

12

CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

Consolidated income statements

14

Consolidated statements of comprehensive income

15

Consolidated balance sheets

16

Consolidated statements of changes in equity

17

Consolidated statements of cash flows

18

Notes to condensed interim consolidated financial statements, including update on legal proceedings

19

SUPPLEMENTARY INFORMATION

34

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

36

Total Company

37

Discontinued operations

38

FREE CASH FLOW

39

ADDITIONAL INFORMATION

Net debt

41

Share information

41

Effects of currency fluctuations

42

DISCLAIMER

43

2


Company

Key figures

First quarter

( millions unless indicated otherwise) Q1 2023<br> USD m % change<br> USD % change<br> cc^1^
Net sales from continuing operations 10 798 10 11
Other revenues 249 17 17
Cost of goods sold -2 991 -4 -2
Gross profit from continuing operations 8 056 12 15
Selling, general and administration -2 891 2 1
Research and development -2 575 6 7
Other income 963 -74 -75
Other expense -935 32 33
Operating income from continuing operations 2 618 29 39
% of net sales 24.2
Loss from associated companies -2 nm nm
Interest expense -200 -11 -13
Other financial income and expense 104 -94 nm
Income before taxes from continuing operations 2 520 24 36
Income taxes -370 -19 -31
Net income from continuing operations 2 150 25 37
Net income from discontinued operations 144 nm nm
Net income 2 294 nm nm
Basic earnings per share from continuing operations () 1.02 28 41
Basic earnings per share from discontinued operations () 0.07 nm nm
Total basic earnings per share () 1.09 nm nm
Net cash flows from operating activities from continuing operations 2 852 -21
Non-IFRS measures 1
Free cash flow from continuing operations 2 684 -24
Core operating income from continuing operations 3 906 16 22
% of net sales 36.2
Core net income from continuing operations 3 233 14 19
Core basic earnings per share from continuing operations () 1.54 17 23
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 34. 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 update

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

Net sales

Net sales were USD 11.8 billion (+10%, +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 4.6 billion (+13%) and in the rest of the world USD 7.2 billion (+7%, +10% cc).

Sales growth was mainly driven by continued strong performance from Entresto (USD 1.9 billion, +34%, +36% cc), Cosentyx (USD 1.3 billion, +23%, +25% cc), Kesimpta (USD 637 million, +66%, +66% cc), Kisqali (USD 627 million, +51%, +54% cc), Pluvicto (USD 310 million, +47%, +47% cc) and Leqvio (USD 151 million, +136%, +139% cc), partly offset by erosion due to generic competition, mainly for Lucentis and Gilenya, and the Xiidra divestment.

In the US (USD 4.6 billion, +13%), sales growth was mainly driven by Entresto, Cosentyx, Kisqali, Kesimpta, and Pluvicto, partly offset by the Xiidra divestment. In Europe (USD 3.8 billion, +3%, +4% cc), sales growth was mainly driven by Kesimpta, Entresto, Kisqali and Cosentyx, partly offset by increased generic competition for Lucentis and Gilenya. Sales in emerging growth markets were USD 3.3 billion (+15%, +21% cc), including USD 1.0 billion sales from China (+25%, +31% cc).

Operating income

Operating income was USD 3.4 billion (+29%, +39% cc), mainly driven by higher net sales and lower restructuring charges, partly offset by legal costs (one-time income from legal matters in prior year) and higher R&D investments. Operating income margin was 28.5% of net sales, increasing 4.3 percentage points (+5.9

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percentage points in 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 2.2 percentage points (cc). R&D expenses as a percentage of net sales decreased by 3.9 percentage points (cc). SG&A expenses as a percentage of net sales decreased by 3.0 percentage points (cc). Other income and expense as a percentage of net sales decreased the margin by 3.3 percentage points (cc).

Core adjustments were USD 1.2 billion, mainly due to amortization, compared to USD 1.3 billion in prior year. Core adjustments decreased compared to prior year, mainly due to lower restructuring charges, partly offset by legal costs (one-time income from legal matters in prior year).

Core operating income was USD 4.5 billion (+16%, +22% cc), mainly driven by higher net sales, partly offset by higher R&D investments. Core operating income margin was 38.4% of net sales, increasing 2.2 percentage points (+3.4 percentage points cc). Core 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 0.9 percentage points (cc). Core SG&A expenses as a percentage of net sales decreased by 2.8 percentage points (cc). Core other income and expense as a percentage of net sales decreased the margin by 0.2 percentage points (cc).

Interest expense and other financial income/expense

Interest expense amounted to USD 221 million and was broadly in line with prior year. Other financial income and expense amounted to an income of USD 6 million compared with an income of USD 104 million in the prior year, mainly due to higher net losses from the impact of IAS Standards 29 “Financial Reporting in Hyperinflationary Economies” and higher currency devaluation losses.

Core other financial income and expense amounted to an income of USD 96 million compared to USD 118 million in the prior year, mainly due to lower interest income.

Income taxes

The tax rate in the first quarter was 14.1% compared to 14.7% in the prior year. The current year tax rate was favorably impacted mainly by the effect of changes in uncertain tax positions. The prior-year tax rate was favorably impacted mainly by the recognition of non-taxable income related to a legal matter. Excluding these impacts, the current and prior year tax rate would have been 17.3% and 15.1% respectively. 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.

The core tax rate (core taxes as a percentage of core income before tax) was 16.5% compared to 15.4% in the prior year. 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.

Net income, EPS and free cash flow

Net income was USD 2.7 billion (+25%, +37% cc), mainly driven by higher operating income. Basic EPS was USD 1.31 (+28%, +41% cc), benefiting from lower weighted average number of shares outstanding.

Core net income was USD 3.7 billion (+14%, +19% cc), mainly due to higher core operating income. Core EPS was USD 1.80 (+17%, +23% cc), benefiting from lower weighted average number of shares outstanding.

Free cash flow from continuing operations amounted to USD 2.0 billion (-24% USD), compared with USD 2.7 billion in the prior-year quarter, due to a prior-year one-timer and timing of payments.

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Product commentary (relating to Q1 performance)

Cardiovascular, RENAL and METABOLIC

Q1 2024 Q1 2023 % change % change
USD m USD m USD cc
Cardiovascular, renal and metabolic
Entresto 1 879 1 399 34 36
Leqvio 151 64 136 139
Total cardiovascular, renal and metabolic 2 030 1 463 39 41

Entresto (USD 1 879 million, +34%, +36% 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 increased penetration in 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). No generics have tentative or final approval in the US. Any US commercial launch of a generic Entresto product prior to the final outcome of Novartis combination patent appeal, or ongoing litigations involving other patents, may be at risk of later litigation developments.

Leqvio (USD 151 million, +136%, +139% cc) launch in the US and other markets is ongoing, with a focus on patient on-boarding, removing access hurdles and enhancing medical education. Leqvio is now approved in 95 countries. Novartis obtained global rights to develop, manufacture and commercialize Leqvio under a license and collaboration agreement with Alnylam Pharmaceuticals.

Immunology

Q1 2024 Q1 2023 % change % change
USD m USD m USD cc
Immunology
Cosentyx 1 326 1 076 23 25
Xolair^1^ 399 354 13 15
Ilaris 356 328 9 14
Total immunology 2 081 1 758 18 21
^1^ Net sales reflect Xolair sales for all indications.

Cosentyx (USD 1 326 million, +23%, +25% cc) sales grew mainly in the US, emerging growth markets and Europe. US growth was driven by strong demand for recent new indication (HS) and formulation (IV) launches in addition to volume growth in the core indications (PsO, PsA, AS and nr-axSpA). Ex-US performance was driven by robust demand-led volume growth, as well as the HS indication launch. Since initial approval in 2015, Cosentyx has shown sustained efficacy and a robust safety profile, treating more than 1 million patients across six systemic inflammatory conditions.

Xolair (USD 399 million, ex-US +13%, +15% cc) sales grew across all regions. 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 356 million, +9%, +14% cc) sales grew across all regions, mainly in the US and Europe. Contributors to growth include strong performance in the Periodic Fever Syndromes and Still’s disease indications in the US, Europe and Japan, as well as in key markets worldwide.

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Neuroscience

Q1 2024 Q1 2023 % change % change
USD m USD m USD cc
Neuroscience
Kesimpta 637 384 66 66
Zolgensma 295 309 -5 -3
Aimovig 76 61 25 24
Other 1 nm nm
Total neuroscience 1 009 754 34 34
nm = not meaningful

Kesimpta (USD 637 million, +66%, +66% cc) sales grew across all regions driven by increased demand and strong access. 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 295 million, -5%, -3% cc) continues to treat mainly incident patients in established markets. Sales declined due to fewer incident patient treatments. Zolgensma is now approved in 54 countries with more than 4,000 patients treated globally through clinical trials, early access programs and in the commercial setting.

Aimovig (USD 76 million, ex-US, ex-Japan +25%, +24% cc) sales grew mainly in Europe driven by increased demand for migraine prevention. Novartis commercializes Aimovig ex-US, ex-Japan, while Amgen retains all rights in the US and in Japan.

ONCOLOGY

Q1 2024 Q1 2023 % change % change
USD m USD m USD cc
Oncology
Kisqali 627 415 51 54
Promacta/Revolade 520 547 -5 -4
Jakavi 478 414 15 18
Tafinlar + Mekinist^1^ 474 458 3 5
Tasigna 395 462 -15 -13
Pluvicto 310 211 47 47
Lutathera 169 149 13 14
Scemblix 136 76 79 83
Kymriah 120 135 -11 -10
Piqray/Vijoice 109 116 -6 -6
Fabhalta 6 nm nm
Other 1 nm nm
Total oncology 3 344 2 984 12 14
^1^ Majority of sales for Mekinist and Tafinlar are combination, but both<br> can be used as monotherapy.
nm = not meaningful

Kisqali (USD 627 million, +51%, +54% 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 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 520 million, -5%, -4% cc) sales declined mainly in the US due to higher revenue deductions and in Europe.

Jakavi (USD 478 million, ex-US +15%, +18% cc) sales grew in Europe, emerging growth markets and Japan, driven by strong demand in both myelofibrosis and polycythemia vera indications. Incyte retains all rights to ruxolitinib (Jakafi®) in the US.

Tafinlar + Mekinist (USD 474 million, +3%, +5% cc) sales grew in emerging growth markets and Japan, partly offset by a decline in the US. Sales growth was driven by demand in BRAF+ adjuvant melanoma and NSCLC indications, while maintaining demand in the highly competitive BRAF+ metastatic melanoma market. In addition, the tumor agnostic indication contributed to growth in the US.

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Tasigna (USD 395 million, -15%, -13% cc) sales declined across all regions due to lower demand.

Pluvicto (USD 310 million, +47%, +47% cc) sales grew mainly in the US and Europe. Pluvicto is the first and 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 anticancer treatments (ARPI and taxane-based chemotherapy). In January, Novartis received approval from the FDA for commercial manufacturing of Pluvicto at state-of-the-art radioligand therapy (RLT) manufacturing facility in Indianapolis.

Lutathera (USD 169 million, +13%, +14% cc) sales grew across all regions due to increased demand. Following the presentation of Phase III NETTER-2 data at ASCO GI in January, promotion has already started in the US, where the 1L population is within the current indication for Lutathera. Growth in international markets was mainly driven by Europe and Japan.

Scemblix (USD 136 million, +79%, +83% cc) sales grew across all regions, demonstrating the high unmet need for effective and tolerable treatment options for CML patients treated with 2 or more tyrosine kinase inhibitors. Scemblix has now been approved in more than 71 countries.

Kymriah (USD 120 million, -11%, -10% cc) sales declined in most markets, partly offset by strong uptake in the follicular lymphoma indication ex-US.

Piqray/Vijoice (USD 109 million, -6%, -6% cc) sales declined in the US and Europe, partly offset by growth in emerging growth markets. In addition to PIK3CA-related overgrowth spectrum (PROS), Piqray is the first therapy specifically developed for the approximately 40% of HR+/HER2-advanced breast cancer patients who have a PIK3CA mutation, associated with a worse prognosis.

Fabhalta (USD 6 million) received FDA approval in December 2023, as the first oral monotherapy for the treatment of adults with paroxysmal nocturnal hemoglobinuria (PNH), and early launch indicators from the first quarter on market in the US are encouraging.

Established BRANDS

Q1 2024 Q1 2023 % change % change
USD m USD m USD cc
Established brands
Sandostatin Group 355 329 8 9
Lucentis 314 416 -25 -23
Exforge Group 192 186 3 5
Gilenya 175 232 -25 -24
Galvus Group 149 183 -19 -12
Diovan Group 140 158 -11 -7
Contract manufacturing 279 375 -26 -26
Other 1 761 1 960 -10 -9
Total established brands 3 365 3 839 -12 -11

Sandostatin Group (USD 355 million, +8%, +9% cc) sales grew mainly in the US due to timing of inventory shipments.

Lucentis (USD 314 million, ex-US -25%, -23% cc) sales declined in Europe, emerging growth markets and Japan, mainly due to competition.

Exforge Group (USD 192 million, +3%, +5% cc) sales grew mainly in emerging growth markets, partly offset by a decline in Europe.

Gilenya (USD 175 million, -25%, -24% cc) sales declined due to generic competition, mainly in the US and Europe. Novartis is in litigation against generic manufacturers on the dosing regimen patent in Europe.

Galvus Group (USD 149 million, -19%, -12% cc) sales declined mainly in Europe.

Diovan Group (USD 140 million, -11%, -7% cc) sales declined across all regions.

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Discontinued operations

Discontinued operations in first quarter 2023 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.

As the Sandoz spin-off was completed on October 3, 2023, there were no operating results in the first quarter 2024 related to discontinued operations. In the first quarter 2023, discontinued operations net sales were USD 2.5 billion, operating income amounted to USD 238 million and net income from discontinued operations was USD 144 million. For further details see Note 3 “Significant transactions 2023 – Completion of the spin-off of the Sandoz business through a dividend in kind distribution to Novartis AG shareholders” and Note 12 “Discontinued operations” to the condensed interim consolidated financial statements.

Total Company

Total Company net income was USD 2.7 billion in 2024 compared to USD 2.3 billion in 2023, and basic EPS was USD 1.31 compared to USD 1.09 in prior year. Net cash flows from operating activities for total Company amounted to USD 2.3 billion and free cash flow amounted to USD 2.0 billion.

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Company Cash Flow and Balance Sheet

Cash flow

First quarter

Net cash flows from operating activities from continuing operations amounted to USD 2.3 billion, compared with USD 2.9 billion in the prior-year quarter. This decrease was mainly driven by higher net income from continuing operations adjusted for non-cash items and other adjustments, including divestment gains; and lower payments out of provisions being more than offset by unfavorable changes in working capital, decreased net interest cash inflows and other financial receipts, and higher income taxes paid, mainly due to the timing of payments.

In the prior-year quarter, net cash flows from operating activities from discontinued operations amounted to USD 0.1 billion (Q1 2024: nil).

Net cash outflows used in investing activities from continuing operations amounted to USD 0.9 billion, compared with USD 10.7 billion net cash inflows in the prior-year quarter.

The current year quarter net cash outflows used in investing activities from continuing operations were driven by USD 0.9 billion for purchases of intangible assets; USD 0.2 billion for purchases of property, plant and equipment; and USD 0.3 billion for acquisitions and divestments of businesses, net. These cash outflows were partly offset by net proceeds of USD 0.5 billion from the sale of marketable securities, commodities and time deposits.

In the prior-year quarter, net cash inflows from investing activities from continuing operations of USD 10.7 billion were mainly driven by net proceeds of USD 10.9 billion from the sale of marketable securities, commodities and time deposits; and USD 0.2 billion from the sale of intangible assets, financial assets and property, plant and equipment. These cash inflows were partly offset by cash outflows of USD 0.2 billion for purchases of intangible assets and USD 0.2 billion for purchases of property, plant and equipment.

In the prior-year quarter, net cash outflows used in investing activities from discontinued operations amounted to USD 0.1 billion (Q1 2024: nil).

Net cash outflows used in financing activities from continuing operations amounted to USD 5.2 billion, compared with USD 9.0 billion in the prior-year quarter.

The current year quarter net cash outflows used in financing activities from continuing operations were mainly driven by USD 5.2 billion for the net dividend payment (which is the gross dividend of USD 7.6 billion reduced by the USD 2.4 billion Swiss withholding tax, paid in April 2024, according to its due date), as the payments for treasury share transactions of USD 1.1 billion were offset by the net increase in current financial debts of USD 1.2 billion.

In the prior-year quarter, net cash outflows used in financing activities from continuing operations of USD 9.0 billion were driven by USD 7.3 billion for the dividend payment, and USD 2.7 billion for net treasury share transactions. These cash outflows were partly offset by cash inflows of USD 1.0 billion from the net increase in current financial debts.

In the prior-year quarter, net cash outflows used in financing activities from discontinued operations amounted to USD 0.2 billion (Q1 2024: nil).

Free cash flow from continuing operations amounted to USD 2.0 billion (-24% USD), compared with USD 2.7 billion in the prior-year quarter, due to a prior-year one-timer and timing of payments.

Total Company net cash flows from operating activities amounted to USD 2.3 billion, compared with USD 3.0 billion in the prior-year quarter and free cash flow amounted to USD 2.0 billion, compared with USD 2.7 billion in the prior-year quarter.

Balance sheet

Assets

Total non-current assets of USD 67.9 billion decreased by USD 1.6 billion compared to December 31, 2023.

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Intangible assets other than goodwill decreased by USD 0.6 billion mainly due to amortization, impairments and unfavorable currency translation adjustments, partially offset by the impact of acquisitions.

Goodwill decreased by USD 0.3 billion mainly due to unfavorable currency translation adjustments.

Property, plant and equipment decreased by USD 0.3 billion mainly as unfavorable currency translation adjustments together with the depreciation charge exceeded additions. Deferred tax assets, right-of-use assets, investments in associated companies financial assets, and other non-current assets were broadly in line with December 31, 2023.

Total current assets of USD 26.4 billion decreased by USD 4.0 billion compared to December 31, 2023.

Cash and cash equivalents decreased by USD 3.9 billion as cash generated through operating activities was more than offset by the USD 5.2 billion net dividend payment (which is the gross dividend of USD 7.6 billion reduced by the USD 2.4 billion Swiss withholding tax that was accrued as of March 31, 2024, as its due date was in April 2024), and USD 0.9 billion investing activities outflows, mainly for investments in intangible assets.

Marketable securities, commodities, time deposits and derivative financial instruments decreased by USD 0.8 billion, mainly due to the sales of marketable securities, commodities and time deposits and fair value adjustments on derivative financial instruments.

Trade receivables increased by USD 0.7 billion, mainly due to the increase in net sales. Other current assets, inventories and income tax receivables were broadly in line with December 31, 2023.

Liabilities

Total non-current liabilities of USD 25.3 billion decreased by USD 1.5 billion compared to December 31, 2023.

Non-current financial debts decreased by USD 1.2 billion mainly due to the reclassification of USD 1.0 billion from non-current to current financial debts of a USD denominated bond with notional amount of USD 1.0 billion 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 29.3 billion increased by USD 2.9 billion compared to December 31, 2023.

Current financial debts and derivative financial instruments increased by USD 2.2 billion compared with December 31, 2023, mainly due to the issuance of commercial paper notes under the US commercial paper programs and the reclassification of USD 1.0 billion from non-current to current financial debts of a USD denominated bond with notional amount of USD 1.0 billion maturing in 2025.

Provisions and other current liabilities increased by USD 1.8 billion, mainly due to USD 2.4 billion Swiss withholding tax on the cash dividend to Novartis AG shareholders that was paid in April 2024, according to its due date. Trade payables decreased by USD 0.9 billion. Current income tax liabilities and current lease liabilities were broadly in line with December 31, 2023.

Equity

The Company’s equity decreased by USD 7.0 billion to USD 39.8 billion compared to December 31, 2023. This decrease was mainly as the net income of USD 2.7 billion and favorable impact from equity-based compensation of USD 0.3 billion was more than offset by the gross cash-dividend to Novartis AG shareholders of USD 7.6 billion, the purchase of treasury shares of USD 1.1 billion and unfavorable currency translation differences of USD 1.4 billion.

Net debt and debt/equity ratio

The Company’s liquidity amounted to USD 9.7 billion as at March 31, 2024, compared with USD 14.4 billion as at December 31, 2023. Total non-current and current financial debts, including derivatives, amounted to USD 25.5 billion as at March 31, 2023, compared with USD 24.6 billion as at December 31, 2023.

The debt/equity ratio increased to 0.64:1 as at March 31, 2024, compared with 0.53:1 as at December 31, 2023. The net debt increased to USD 15.8 billion as at March 31, 2024, compared with USD 10.2 billion as at December 31, 2023.

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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
Xolair omalizumab Food allergy 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) Q4 2023 Q3 2023
Fabhalta Paroxysmal nocturnal <br> hemoglobinuria Approved Q2 2023 Q3 2023 – CHMP positive opinion
Fabhalta IgA nephropathy Q1 2024 – US submission, priority review granted
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
Rotator cuff tendinopathy ≥2027 3
EXV811<br>(atrasentan) IgA nephropathy 2024 3
FUB523<br>(zigakibart) IgA nephropathy ≥2027 3
JDQ443<br>(opnurasib) Non-small cell lung cancer <br> (mono/combos) ≥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

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Compound/<br>product Potential indication/<br> Disease area First planned<br> submissions Current <br> Phase News update
LNP023 <br> (iptacopan) C3 glomerulopathy 2024 3 – EU Orphan Drug designation <br> – EU PRIME designation <br> – FDA Rare Pediatric designation <br> – China Breakthrough Therapy designation <br> – FDA Breakthrough Therapy designation
IC-MPGN ≥2027 3
Atypical haemolytic uraemic syndrome ≥2027 3
LOU064 <br> (remibrutinib) Chronic spontaneous urticaria 2024 3 – Ph3 REMIX-1 and -2 52-week readout <br> consistent with previously reported data
Multiple sclerosis ≥2027 3
CINDU ≥2027 3
Lutathera Gastroenteropancreatic <br> neuroendocrine tumors, <br> 1L in G2/3 tumors 2024 3
^177^Lu-NeoB Multiple solid tumors ≥2027 1
LXE408 Visceral leishmaniasis ≥2027 2
Pluvicto Metastatic castration-resistant <br> prostate cancer, pre-taxane 2024 3
Metastatic hormone sensitive prostate cancer 2025 3 – Event-driven trial
Oligometastatic prostate cancer ≥2027 3
QGE031 <br>(ligelizumab) Food allergy ≥2027 3
Scemblix 1L chronic myeloid leukemia 2024 3
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 ≥2027 2 – FDA Fast Track designation
Sjögren’s syndrome 2026 3 – FDA Fast Track designation
Lupus nephritis ≥2027 3
Systemic lupus erythematosus ≥2027 3
1L immune thrombocytopenia 2026 3
2L immune thrombocytopenia 2026 3
Warm autoimmune hemolytic anemia 2026 3
Vijoyce Lymphatic malformations ≥2027 3 – US, EU Orphan Drug designation
XXB750 Hypertension ≥2027 2
YTB323 Severe refractory lupus nephritis / <br> systemic lupus erythematosus ≥2027 2
1L high-risk large B-cell lymphoma ≥2027 2

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Condensed Interim Consolidated Financial Statements

Consolidated income statements

First quarter (unaudited)

( millions unless indicated otherwise) Q1 2024 Q1 2023
Net sales from continuing operations 11 829 10 798
Other revenues 291 249
Cost of goods sold -3 096 -2 991
Gross profit from continuing operations 9 024 8 056
Selling, general and administration -2 840 -2 891
Research and development -2 421 -2 575
Other income 249 963
Other expense -639 -935
Operating income from continuing operations 3 373 2 618
Loss from associated companies -29 -2
Interest expense -221 -200
Other financial income and expense 6 104
Income before taxes from continuing operations 3 129 2 520
Income taxes -441 -370
Net income from continuing operations 2 688 2 150
Net income from discontinued operations 144
Net income 2 688 2 294
Attributable to:
Shareholders of Novartis AG 2 688 2 293
Non-controlling interests 0 1
Weighted average number of shares outstanding – Basic (million) 2 044 2 110
Basic earnings per share from continuing operations () 1 1.31 1.02
Basic earnings per share from discontinued operations () 1 0.07
Total basic earnings per share () 1 1.31 1.09
Weighted average number of shares outstanding – Diluted (million) 2 056 2 120
Diluted earnings per share from continuing operations () 1 1.31 1.01
Diluted earnings per share from discontinued operations () 1 0.07
Total diluted earnings per share () 1 1.31 1.08
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 consolidated financial statements

All values are in US Dollars.

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Consolidated statements of comprehensive income

First quarter (unaudited)

(USD millions) Q1 2024 Q1 2023
Net income 2 688 2 294
Other comprehensive income
Items that are or may be recycled into the consolidated income statement
Net investment hedge, net of taxes 37 -35
Currency translation effects, net of taxes -1 404 306
Total of items that are or may be recycled -1 367 271
Items that will never be recycled into the consolidated income statement
Actuarial gains/(losses) from defined benefit plans, net of taxes 79 -58
Fair value adjustments on equity securities, net of taxes 25 -44
Total of items that will never be recycled 104 -102
Total comprehensive income 1 425 2 463
Total comprehensive income for the period attributable to:
Shareholders of Novartis AG 1 427 2 461
Continuing operations 1 427 2 259
Discontinued operations 202
Non-controlling interests -2 2
The accompanying Notes form an integral part of the condensed consolidated financial<br> statements

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Consolidated balance sheets

(USD millions) Mar 31, <br> 2024<br> (unaudited) Dec 31, <br> 2023<br> (audited)
Assets
Non-current assets
Property, plant and equipment 9 200 9 514
Right-of-use assets 1 342 1 410
Goodwill 23 063 23 341
Intangible assets other than goodwill 26 272 26 879
Investments in associated companies 95 205
Deferred tax assets 4 219 4 309
Financial assets 2 487 2 607
Other non-current assets 1 209 1 199
Total non-current assets 67 887 69 464
Current assets
Inventories 5 743 5 913
Trade receivables 7 840 7 107
Income tax receivables 411 426
Marketable securities, commodities, time deposits and derivative financial instruments 225 1 035
Cash and cash equivalents 9 469 13 393
Other current assets 2 759 2 607
Total current assets 26 447 30 481
Total assets 94 334 99 945
Equity and liabilities
Equity
Share capital 793 825
Treasury shares -17 -41
Reserves 38 899 45 883
Equity attributable to Novartis AG shareholders 39 675 46 667
Non-controlling interests 81 83
Total equity 39 756 46 750
Liabilities
Non-current liabilities
Financial debts 17 191 18 436
Lease liabilities 1 529 1 598
Deferred tax liabilities 2 311 2 248
Provisions and other non-current liabilities 4 259 4 523
Total non-current liabilities 25 290 26 805
Current liabilities
Trade payables 4 062 4 926
Financial debts and derivative financial instruments 8 339 6 175
Lease liabilities 225 230
Current income tax liabilities 1 650 1 893
Provisions and other current liabilities 15 012 13 166
Total current liabilities 29 288 26 390
Total liabilities 54 578 53 195
Total equity and liabilities 94 334 99 945
The accompanying Notes form an integral part of the condensed consolidated financial<br> statements

16


Consolidated statements of changes in equity

First 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 January 1, 2024 825 -41 49 649 -3 766 46 667 83 46 750
Net income 2 688 2 688 0 2 688
Other comprehensive income -1 261 -1 261 -2 -1 263
Total comprehensive income 2 688 -1 261 1 427 -2 1 425
Dividends 4.1 -7 624 -7 624 -7 624
Purchase of treasury shares -6 -1 135 -1 141 -1 141
Reduction of share capital -32 26 6
Exercise of options and employee transactions -34 -34 -34
Equity-based compensation 4 280 284 284
Shares delivered to Sandoz employees <br>as a result of the Sandoz spin-off 10 10 10
Taxes on treasury share transactions 20 20 20
Fair value adjustments on financial assets sold -92 92
Other movements 4.3 66 66 66
Total of other equity movements -32 24 -8 503 92 -8 419 -8 419
Total equity at March 31, 2024 793 -17 43 834 -4 935 39 675 81 39 756
The accompanying Notes form an integral part of the condensed consolidated financial<br> 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 2 293 2 293 1 2 294
Other comprehensive income 168 168 1 169
Total comprehensive income 2 293 168 2 461 2 2 463
Dividends -7 255 -7 255 -7 255
Purchase of treasury shares -18 -2 859 -2 877 -2 877
Reduction of share capital -48 68 -20
Exercise of options and employee transactions 2 151 153 153
Equity-based compensation 4 187 191 191
Taxes on treasury share transactions 8 8 8
Fair value adjustments on financial assets sold 8 -8
Other movements 4.3 36 36 36
Total of other equity movements -48 56 -9 744 -8 -9 744 -9 744
Total equity at March 31, 2023 842 -36 56 089 -4 836 52 059 83 52 142
The accompanying Notes form an integral part of the condensed consolidated financial<br> statements

17


Consolidated statements of cash flows

First quarter (unaudited)

(USD millions) Note Q1 2024 Q1 2023
Net income from continuing operations 2 688 2 150
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 2 497 2 682
Dividends received from associated companies and others 1
Interest received 164 256
Interest paid -147 -115
Other financial receipts 80
Other financial payments -29 -6
Income taxes paid 6.2 -576 -295
Net cash flows from operating activities from continuing operations <br>before working capital and provision changes 4 597 4 753
Payments out of provisions and other net cash movements in non-current liabilities -343 -683
Change in net current assets and other operating cash flow items 6.3 -1 989 -1 218
Net cash flows from operating activities from continuing operations 2 265 2 852
Net cash flows from operating activities from discontinued operations 105
Total net cash flows from operating activities 2 265 2 957
Purchases of property, plant and equipment -227 -168
Proceeds from sale of property, plant and equipment 1 18
Purchases of intangible assets -929 -221
Proceeds from sale of intangible assets 130
Purchases of financial assets -47 -40
Proceeds from sale of financial assets 63 63
Divestments and acquisitions of interests in associated companies, net 16 -3
Acquisitions and divestments of businesses, net 6.4 -279 -23
Purchases of marketable securities, commodities and time deposits -3 -65
Proceeds from sale of marketable securities, commodities and time deposits 506 11 014
Net cash flows (used in)/from investing activities from continuing operations -899 10 705
Net cash flows used in investing activities from discontinued operations -84
Total net cash flows (used in)/from investing activities -899 10 621
Dividends paid to shareholders of Novartis AG 4.1 -5 207 -7 255
Purchases of treasury shares -1 099 -2 886
Proceeds from exercised options and other treasury share transactions, net 159
Change in current financial debts 1 220 999
Payments of lease liabilities -67 -66
Other financing cash flows, net -11 53
Net cash flows used in financing activities from continuing operations -5 164 -8 996
Net cash flows used in financing activities from discontinued operations -206
Total net cash flows used in financing activities -5 164 -9 202
Net change in cash and cash equivalents before effect of exchange rate changes -3 798 4 376
Effect of exchange rate changes on cash and cash equivalents -126 107
Net change in cash and cash equivalents -3 924 4 483
Cash and cash equivalents at January 1 13 393 7 517
Cash and cash equivalents at March 31 9 469 12 000
The accompanying Notes form an integral part of the condensed consolidated financial<br> statements

18


Notes to the Condensed Interim Consolidated Financial Statements for the three month period ended March 31, 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 period ended March 31, 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 months ended March 31, 2023, consolidated income statement, consolidated statement of comprehensive income and consolidated statement of cash flows to present separately continuing operations from discontinued operations.

For further information and disclosures, refer to Note 3 and Note 12.

  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 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.

19


  1. Significant transactions

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 transactions 2024

Significant pending transactions

Acquisition of MorphoSys AG

On February 5, 2024, Novartis entered into an agreement to acquire MorphoSys AG, a Germany-based, global biopharmaceutical company developing innovative medicines in oncology.

Pursuant to the agreement, on April 11, 2024, Novartis, through a subsidiary, commenced a tender offer to acquire all outstanding shares of MorphoSys AG for EUR 68 per share, or a total consideration of approximately EUR 2.7 billion in cash on a fully diluted basis. The tender offer acceptance period closes on May 13, 2024.

The acquisition of MorphoSys AG is expected to close in the second quarter of 2024, subject to reaching a minimum acceptance threshold of 65% of outstanding shares of MorphoSys AG and the other offer conditions being satisfied.

Significant transactions 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 shareholders’ 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 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:

20


(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 12.

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 San-Diego, California 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 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 Seattle, Washington 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.

21


  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 Q1 2024
Balance at beginning of year 2 044.0 2 119.6 46 667
Shares acquired to be canceled -10.3 -31.5 -1 033
Other share purchases -1.0 -1.2 -108
Exercise of options and employee transactions 0.0 2.8 -34
Equity-based compensation 7.6 7.7 284
Shares delivered to Sandoz employees as a result of the Sandoz spin-off 0.1 10
Taxes on treasury share transactions 20
Dividends 4.1 -7 624
Net income of the period attributable to shareholders of Novartis AG 2 688
Other comprehensive income attributable to shareholders of Novartis AG -1 261
Other movements 4.3 66
Balance at March 31 2 040.4 2 097.4 39 675

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 accrued as of March 31, 2024, as its due date to the Swiss tax authorities was 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. Novartis is able to cancel this arrangement but may be subject to a 90-day waiting period under certain conditions. As of March 31, 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 March 31, 2024, and December 31, 2023.

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

22


  1. Financial instruments

Fair value by hierarchy

The following table illustrates the three hierarchical levels for valuing financial instruments at fair value as of March 31, 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) Mar 31, <br> 2024 Dec 31, <br> 2023 Mar 31, <br> 2024 Dec 31, <br> 2023 Mar 31, <br> 2024 Dec 31, <br> 2023 Mar 31, <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
Derivative financial instruments 48 355 48 355
Total marketable securities and derivative financial instruments at fair value 48 355 48 355
Current contingent consideration receivables 65 65 65 65
Current fund investments and equity securities 35 94 22 31 57 125
Long-term financial investments
Debt and equity securities 755 796 19 20 624 616 1 398 1 432
Fund investments 8 7 179 183 187 190
Non-current contingent consideration receivables 480 553 480 553
Total long-term financial investments at fair value 763 803 19 20 1 283 1 352 2 065 2 175
Associated companies at fair value through profit or loss 94 101 94 101
Financial liabilities
Current contingent consideration liabilities -161 -14 -161 -14
Current other financial liabilities -26 -88 -26 -88
Derivative financial instruments -88 -91 -88 -91
Total current financial liabilities at fair value -88 -91 -187 -102 -275 -193
Non-current contingent consideration liabilities -301 -389 -301 -389

In the first quarter 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 18.7 billion at March 31, 2024 (USD 19.2 billion at December 31, 2023) compared with the carrying amount of USD 20.3 billion at March 31, 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 2.1 billion at March 31, 2024 (USD 2.2 billion at December 31, 2023) is included 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 57 million at March 31, 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 0.3 billion at March 31, 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.

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.

23


  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) Q1 2024 Q1 2023
Depreciation, amortization and impairments on:
Property, plant and equipment 219 252
Right-of-use assets 63 65
Intangible assets 1 032 1 553
Financial assets^1^ 28 46
Change in provisions and other non-current liabilities 163 415
Losses/(gains) on disposal on property, plant and equipment; intangible assets; other<br> non-current assets; <br>and other adjustments on financial assets and other non-current assets, net 70 -302
Equity-settled compensation expense 260 190
Loss from associated companies 29 2
Income taxes 441 370
Net financial expense 215 96
Other -23 -5
Total 2 497 2 682
^1^ Includes fair value changes

6.2. Total amount of income taxes paid

In the first quarter of 2024, the total amount of income taxes paid by continuing operations was USD 576 million (Q1 2023: USD 295 million), and nil by discontinued operations (Q1 2023: USD 53 million, which was included within “Net cash flows from operating activities from discontinued operations”). In the first quarter of 2024, the total amount of income taxes paid by the Company was USD 576 million (Q1 2023: USD 348 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) Q1 2024 Q1 2023
Increase in inventories -128 -361
Increase in trade receivables -920 -700
(Decrease)/increase in trade payables -409 26
Change in other current and non-current assets -272 -109
Change in other current liabilities -260 -74
Total -1 989 -1 218

24


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) Q1 2023
Net assets recognized as a result of acquisitions of businesses
Contingent consideration payable, net -10
Deferred considerations
Cash flows used for acquisitions of businesses -10
Cash flows used for divestments of businesses, net 1 -13
Cash flows used for acquisitions and divestments of businesses, net -23
1  In the first quarter of 2024, 38 million (Q1 2023: 13 million) represented the net cash outflows from divestments in prior years.

All values are in US Dollars.

Note 3 and Note 7 provide further information regarding significant acquisitions and divestments of businesses. All acquisitions were for cash.

  1. Acquisitions of businesses

Fair value of assets and liabilities arising from acquisitions of businesses:

(USD millions) Q1 2024 Q1 2023
In-process research and development 339
Cash and cash equivalents 2
Deferred tax liabilities -50
Trade payables and other liabilities -5
Net identifiable assets acquired 286 0
Acquired cash and cash equivalents -2
Goodwill 12
Net assets recognized as a result of acquisitions of businesses^1^ 296 0
^1^ All net assets recognized relate to business combinations of continuing operations.

Note 3 details significant acquisitions of businesses. There were no significant acquisitions of businesses in the first quarter of 2024 and in the first quarter of 2023. The goodwill arising out of the Q1 2024 acquisition is not tax deductible and it is attributable to the accounting for deferred tax liabilities on acquired assets.

25


  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. As of April 22, 2024, there have been no significant developments in those proceedings, as well as no new significant proceedings commenced since the date of the 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.

  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 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 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 12.

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 10 for revenues and geographic information disclosures.

26


  1. Revenues and geographic information

Net sales

Net sales information

Net sales from continuing operations comprise the following:

(USD millions) Q1 2024 Q1 2023
Net sales to third parties from continuing operations 11 829 10 545
Sales to discontinued operations 253
Net sales from continuing operations 11 829 10 798

Net sales from continuing operations by region^1^

First quarter

Q1 2024<br> USD m Q1 2023<br> USD m % change<br> USD % change<br> cc^2^ Q1 2024<br> % of total Q1 2023<br> % of total
US 4 588 4 050 13 13 39 38
Europe 3 764 3 663 3 4 32 34
Asia/Africa/Australasia 2 580 2 303 12 18 22 21
Canada and Latin America 897 782 15 16 7 7
Total 11 829 10 798 10 11 100 100
Of which in established markets 8 488 7 895 8 8 72 73
Of which in emerging growth markets 3 341 2 903 15 21 28 27
^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 34.

27


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

First quarter

Q1 2024 Q1 2023 % change % change
USD m USD m^1^ USD cc^2^
Cardiovascular, renal and metabolic
Entresto 1 879 1 399 34 36
Leqvio 151 64 136 139
Total cardiovascular, renal and metabolic 2 030 1 463 39 41
Immunology
Cosentyx 1 326 1 076 23 25
Xolair^3^ 399 354 13 15
Ilaris 356 328 9 14
Total immunology 2 081 1 758 18 21
Neuroscience
Kesimpta 637 384 66 66
Zolgensma 295 309 -5 -3
Aimovig 76 61 25 24
Other 1 nm nm
Total neuroscience 1 009 754 34 34
Oncology
Kisqali 627 415 51 54
Promacta/Revolade 520 547 -5 -4
Jakavi 478 414 15 18
Tafinlar + Mekinist 474 458 3 5
Tasigna 395 462 -15 -13
Pluvicto 310 211 47 47
Lutathera 169 149 13 14
Scemblix 136 76 79 83
Kymriah 120 135 -11 -10
Piqray/Vijoice 109 116 -6 -6
Fabhalta 6 nm nm
Other 1 nm nm
Total oncology 3 344 2 984 12 14
Total promoted brands 8 464 6 959 22 23
Established brands
Sandostatin Group 355 329 8 9
Lucentis 314 416 -25 -23
Exforge Group 192 186 3 5
Gilenya 175 232 -25 -24
Galvus Group 149 183 -19 -12
Diovan Group 140 158 -11 -7
Contract manufacturing 279 375 -26 -26
Other 1 761 1 960 -10 -9
Total established brands 3 365 3 839 -12 -11
Total net sales from continuing operations 11 829 10 798 10 11
^1^ Reclassified to conform with 2024 presentation of brands by therapeutic aera 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 34.
^3^ Net sales to from continuing operations reflect Xolair sales for all indications.
nm = not meaningful

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

First 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 948 35 931 34 38 1 879 34 36
Cosentyx Immunology Psoriasis (PsO), ankylosing spondylitis (AS), psoriatic arthritis (PsA), non-radiographic axial spondyloarthritis (nr-axSPA), hidradenitis suppurativa (HS) 661 25 665 21 24 1 326 23 25
Kesimpta Neuroscience Relapsing-remitting multiple sclerosis (RRMS) 415 41 222 149 152 637 66 66
Kisqali Oncology HR+/HER2- metastatic breast cancer 313 72 314 35 39 627 51 54
Promacta/Revolade Oncology Immune thrombocytopenia (ITP), severe aplastic anemia (SAA) 266 -4 254 -6 -4 520 -5 -4
Jakavi Oncology Myelofibrosis (MF), polycytomia vera (PV), graft-versus-host disease (GvHD) 478 15 18 478 15 18
Tafinlar + Mekinist Oncology BRAF V600+ metastatic adjuvant melanoma, advanced non-small cell lung cancer (NSCLC), tumor agnostic with BRAF mutation indication 184 -5 290 10 13 474 3 5
Xolair^2^ Immunology Severe allergic asthma (SAA), chronic spontaneous urticaria (CSU), nasal polyps 399 13 15 399 13 15
Tasigna Oncology Chronic myeloid leukemia (CML) 174 -18 221 -12 -10 395 -15 -13
Ilaris Immunology Auto-inflammatory (CAPS, TRAPS, HIDS/MKD, FMF, SJIA, AOSD, gout) 166 18 190 2 11 356 9 14
Sandostatin Group Established brands Carcinoid tumors, acromegaly 239 14 116 -3 0 355 8 9
Lucentis Established brands Age-related macular degeneration (AMD), diabetic macular edema (DME), retinal vein occlusion (RVO) 314 -25 -23 314 -25 -23
Pluvicto Oncology PSMA-positive mCRPC patients post-ARPI, post-Taxane 281 37 29 nm nm 310 47 47
Zolgensma Neuroscience Spinal muscular atrophy (SMA) 104 -5 191 -5 -2 295 -5 -3
Exforge Group Established brands Hypertension 4 0 188 3 6 192 3 5
Gilenya Established brands Relapsing multiple sclerosis (RMS) 52 -35 123 -19 -18 175 -25 -24
Lutathera Oncology GEP-NETs gastroenteropancreatic neuroendocrine tumors 117 13 52 16 16 169 13 14
Leqvio Cardiovascular, renal and metabolic Atherosclerotic cardiovascular disease (ASCVD) 74 100 77 185 188 151 136 139
Galvus Group Established brands Type 2 diabetes 149 -19 -12 149 -19 -12
Diovan Group Established brands Hypertension 9 -40 131 -8 -4 140 -11 -7
Top 20 brands total 4 007 22 5 334 12 15 9 341 16 18
Rest of portfolio 581 -23 1 907 -3 -2 2 488 -9 -8
Total net sales from continuing operations 4 588 13 7 241 7 10 11 829 10 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 34.
^2^ Net sales reflect Xolair sales for all indications.
nm = not meaningful

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Other revenues

(USD millions) Q1 2024 Q1 2023
Profit sharing income 214 199
Royalty income 19 22
Milestone income 6 3
Other^1^ 52 25
Total other revenues 291 249
^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) Q1 2023
Property, plant and equipment impairment charges -27
Property, plant and equipment impairment reversal 9
Property, plant and equipment depreciation charge -233
Right-of-use assets depreciation charge -65
Intangible assets impairment charges 1 -473
Intangible assets amortization charge -1 079
1  The first quarter of 2023 includes an impairment of 0.3 billion related to the<br> write-down of IPR&D related to cessation of clinical development program NIZ985.

All values are in US Dollars.

In the first quarter of 2024 and 2023, there were no impairment charges and reversals of impairment charges on right-of use assets and no reversals of impairment charges on intangible assets.

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 7:

(USD millions) Q1 2024 Q1 2023
Additions to property, plant and equipment 223 177
Additions to right-of-use assets 28 143
Additions to intangible assets other than goodwill 663 195

Other commitments

The Company has entered into various purchase commitments for services and materials as well as for equipment in the ordinary course of business. These commitments are generally entered into at current market prices and reflect normal business operations. 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.

In addition to the pending transaction disclosed in Note 3 – Significant transactions, the Company has other commitments to acquire a business and interests in intellectual property through, to the date the consolidated interim financial statements were approved for publication, totaling USD 2.2 billion (of which USD 1.1 billion may become payable in 2024).

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  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 quarter of 2024.

Net income from discontinued operations

(USD millions unless indicated otherwise) Q1 2023
Net sales to third parties from discontinued operations 2 408
Sales to continuing operations 95
Net sales from discontinued operations 2 503
Other revenues 6
Cost from goods sold -1 288
Gross profit from discontinued operations 1 221
Selling, general and administration -552
Research and development -219
Other income 7
Other expense -219
Operating income from discontinued operations 238
as % from net sales 9.5%
Income from associated companies 1
Interest expense -11
Other financial income and expense -8
Income before taxes from discontinued operations 220
Income taxes^1^ -76
Net income from discontinued operations 144
^1^ The tax rate in Q1 2023 of 34.5% was impacted by net increases in uncertain tax positions<br> of the Sandoz business. Excluding these impacts, the tax rate would have been 26.1%<br> in Q1 2023.

Supplemental disclosures related to discontinued operations

Net income from discontinued operations

Included in net income from discontinued operations were:

(USD millions unless indicated otherwise) Q1 2023
Interest income 1
Depreciation of property, plant and equipment -51
Depreciation of right-of-use assets -8
Amortization of intangible assets -55
Impairment charges on property, plant and equipment -1
Impairment charges on intangible assets -12
Additions to restructuring provisions -5
Equity-based compensation expense related to Novartis equity-based participation plans -18

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

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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) Q1 2023
Additions to property, plant and equipment 78
Additions to right-of-use assets 9
Additions to goodwill and intangible assets 21

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.

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  1. Events subsequent to the March 31, 2024, consolidated balance sheet

The Company entered into commitments to acquire a business and interests in intellectual property subsequent to March 31, 2024, through to the date the consolidated interim financial statements were approved for publication. See Note 11 for further information.

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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 purchased 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, we also consider equivalent measures of performance

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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 41 for additional disclosures related to net debt.

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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) Q1 2023
IFRS Accounting Standards operating income from continuing operations 2 618
Amortization of intangible assets 1 027
Impairments
Intangible assets 473
Property, plant and equipment related to the company-wide rationalization of manufacturing sites -7
Total impairment charges 466
Acquisition or divestment of businesses and related items
- Income -4
- Expense 2
Total acquisition or divestment of businesses and related items, net -2
Other items
Divestment gains -126
Financial assets - fair value adjustments 46
Restructuring and related items
- Income -31
- Expense 650
Legal-related items
- Income -484
- Expense 29
Additional income -295
Additional expense 8
Total other items -203
Total adjustments 1 288
Core operating income from continuing operations 3 906
as % of net sales 36.2%
Loss from associated companies -2
Core adjustments to loss from associated companies, net of tax
Interest expense -200
Other financial income and expense 104
Core adjustments to other financial income and expense 14
Income taxes, adjusted for above items (core income taxes) -589
Core net income from continuing operations 3 233
Core net income from discontinued operations 1 381
Core net income 3 614
Core net income attributable to shareholders of Novartis AG 3 613
Core basic EPS from continuing operations () 2 1.54
Core basic EPS from discontinued operations () 1, 2 0.17
Core basic EPS () 2 1.71
1  For details on discontinued operations reconciliation from IFRS Accounting Standards<br> net income to core net income, please refer to page 38.
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.

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

First 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^ Q1 2024<br> Core results Q1 2023<br> Core results
Gross profit from continuing operations 773 5 9 802 9 000
Operating income from continuing operations 807 157 8 192 4 537 3 906
Income before taxes from continuing operations 807 157 8 308 4 409 3 822
Income taxes 5 -728 -589
Net income from continuing operations 3 681 3 233
Net income from discontinued operations 6 381
Net income 3 681 3 614
Basic EPS from continuing operations () 7 1.80 1.54
Basic EPS from discontinued operations () 6, 7 0.17
Basic EPS () 7 1.80 1.71
The following are adjustments to arrive at core gross profit from continuing operations
Cost of goods sold 773 5 -2 318 -2 047
The following are adjustments to arrive at core operating income from continuing operations
Selling, general and administration -2 840 -2 864
Research and development 34 157 11 16 -2 203 -2 053
Other income -112 -82 55 104
Other expense 109 253 -277 -281
The following are adjustments to arrive at core income before taxes from continuing<br> operations
Loss from associated companies 26 -3 -2
Other financial income and expense 90 96 118
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 technologies
2  Impairments: research and development includes net impairment charges related to intangible<br> assets
3  Acquisition or divestment of businesses and related items, including integration charges:<br> research and development includes integration cost charges; other income and other<br> expense includes transitional service-fee income and expenses related to the Sandoz<br> distribution and other expense also includes business integration costs
4  Other items: cost of goods sold, other income and other expense includes restructuring<br> income and charges related to the initiative to implement a new streamlined organizational<br> model, the company-wide rationalization of manufacturing sites and other net restructuring<br> charges and related items; research and development includes contingent consideration<br> adjustments; other income and other expense includes fair value adjustments; other<br> income also includes divestment gains; other expense includes legal related items;<br> other expenses also includes a fair value adjustment on a contingent receivable and<br> other costs and items; loss from associated companies includes a divestment adjustment<br> related to the sale of an investment in associated companies; other financial income<br> and expense includes the impact of IAS Standards 29 "Financial Reporting in Hyperinflationary<br> Economies" for subsidiaries operating in hyperinflationary economies and currency<br> devaluation losses
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 1.3 billion to arrive at the core results<br> before tax amounts to 287 million. The average tax rate on the adjustments was<br> 22.4% since the estimated full year core tax charge of 16.5% has been applied to the<br> pre-tax income of the period.
6  For details on discontinued operations core results refer to page 38.
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.

37


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

First quarter

(USD millions unless indicated otherwise) Q1 2023<br> Core results
Gross profit from discontinued operations 1 307
Operating income from discontinued operations 507
Income before taxes from discontinued operations 496
Income taxes -115
Net income from discontinued operations 381
Basic EPS from discontinued operations (USD)^1^ 0.17
The following are adjustments to arrive at core gross profit from discontinued operations
Cost of goods sold -854
The following are adjustments to arrive at core operating income from discontinued<br> operations
Selling, general and administration -537
Research and development -219
Other income 5
Other expense -49
The following are adjustments to arrive at core income before taxes from discontinued<br> operations
Other financial income and expense -1
^1^ Earnings per share (EPS) is calculated on the amount of net income from discontinued<br> operations attributable to shareholders of Novartis AG.

38


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:

First quarter

Q1 2024 Q1 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 Revised <br> Free <br> cash flow
Net cash flows from operating activities from continuing operations 2 265 2 265 2 852 2 852
Net cash flows from operating activities from discontinued operations 105 105
Total net cash flows from operating activities 2 265 2 265 2 957 2 957
Net cash flows (used in)/from investing activities from continuing operations -899 672 -227 10 705 -10 873 -168
Net cash flows used in investing activities from discontinued operations -84 15 -69
Total net cash flows (used in)/from investing activities^1^ -899 672 -227 10 621 -10 858 -237
Net cash flows used in financing activities from continuing operations -5 164 5 164 0 -8 996 8 996 0
Net cash flows used in financing activities from discontinued operations -206 206 0
Total net cash flows used in financing activities^2^ -5 164 5 164 0 -9 202 9 202 0
Non-IFRS measure free cash flow from continuing operations 2 038 2 684
Non-IFRS measure free cash flow from discontinued operations 36
Total non-IFRS measure free cash flow 2 038 2 720
^1^ With the exception of purchases of property, plant and equipment, all net cash flows<br> from investing activities from continuing operations and from discontinued operations<br> are excluded from the free cash flow.
^2^ Net cash flows used in financing activities from continuing operations and from discontinued<br> operations are excluded from the free cash flow.

39


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

First quarter

( millions) Q1 2023
Operating income from continuing operations 2 618
Adjustments for non-cash items
Depreciation, amortization and impairments 1 916
Change in provisions and other non-current liabilities 415
Other -117
Operating income adjusted for non-cash items from continuing operations 4 832
Dividends received from associated companies and others 1
Interest received and other financial receipts 336
Interest paid and other financial payments -121
Income taxes paid -295
Payments out of provisions and other net cash movements in non-current liabilities -683
Change in inventories and trade receivables less trade payables -1 035
Change in other net current assets and other operating cash flow items -183
Net cash flows from operating activities from continuing operations 2 852
Purchases of property, plant and equipment -168
Non-IFRS measure free cash flow from continuing operations 2 684
Non-IFRS measure free cash flow from discontinued operations 1 36
Total non-IFRS measure free cash flow 2 720
1  In the first quarter of 2023 the free cash flow from discontinued operations was a<br> cash inflow of 36 million consisting of 105 million net cash inflows from<br> operating activities from discontinued operations, less purchases of property, plant<br> and equipment by discontinued operations of 69 million.

All values are in US Dollars.

40


Additional information

Net debt

Condensed consolidated changes in net debt

First quarter

(USD millions) Q1 2024 Q1 2023
Net change in cash and cash equivalents -3 924 4 483
Change in marketable securities, commodities, time deposits, financial debts and derivatives financial instruments -1 729 -12 342
Change in net debt -5 653 -7 859
Net debt at January 1 -10 183 -7 245
Net debt at March 31 -15 836 -15 104

Components of net debt

(USD millions) Mar 31, <br> 2024 Dec 31, <br> 2023 Mar 31, <br> 2023
Non-current financial debts -17 191 -18 436 -20 396
Current financial debts and derivative financial instruments -8 339 -6 175 -6 968
Total financial debts -25 530 -24 611 -27 364
Less liquidity
Cash and cash equivalents 9 469 13 393 12 000
Marketable securities, commodities, time deposits and derivative financial instruments 225 1 035 260
Total liquidity 9 694 14 428 12 260
Net debt at end of period -15 836 -10 183 -15 104

Share information

Dec 31, <br> 2023
Number of shares outstanding 2 044 033 986
Registered share price (CHF) 84.87
ADR price () 100.97
Market capitalization ( billions) 1 206.3
Market capitalization (CHF billions) 1 173.5
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.

41


Effects of currency fluctuations

Principal currency translation rates

(USD per unit) Average <br> rates<br> Q1 2024 Average <br> rates<br> Q1 2023 Period-end <br> rates<br> Mar 31, <br> 2024 Period-end <br> rates<br> Mar 31, <br> 2023
1 CHF 1.144 1.081 1.104 1.095
1 CNY 0.139 0.146 0.138 0.146
1 EUR 1.086 1.073 1.080 1.090
1 GBP 1.268 1.215 1.262 1.240
100 JPY 0.674 0.756 0.660 0.751
100 RUB 1.101 1.369 1.086 1.295

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.

First quarter

Change in<br> USD %<br> Q1 2024 Change in<br> constant<br> currencies %<br> Q1 2024 Percentage<br> point currency<br> impact<br> Q1 2024
Net sales from continuing operations 10 11 -1
Operating income from continuing operations 29 39 -10
Net income from continuing operations 25 37 -12
Basic earnings per share (USD) from continuing operations 28 41 -13
Core operating income from continuing operations 16 22 -6
Core net income from continuing operations 14 19 -5
Core basic earnings per share (USD) from continuing operations 17 23 -6

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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,” “will,” “continue,” “ongoing,” “grow,” “launch,” “expect,” “deliver,” “transformation,” “focus,” “address,” “accelerate,” “deliver,” “remain,” “scaling,” “guidance,” “outlook,” “long-term,” “priority,” “potential,” “can,” “trajectory” 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, including the acquisition of MorphoSys AG; 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.

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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 8:00 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

June 2, 2024

Novartis ASCO IR event (Chicago, US)

July 18, 2024

Second quarter & half year 2024 results

October 29, 2024

Third quarter & nine months 2024 results

November 20-21, 2024

Meet Novartis Management 2024 (London, UK)

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