ABBV / AbbVie Inc. - تصريحات هيئة الأوراق المالية والبورصات، التقرير السنوي، بيان الوكيل

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35565 AbbVie Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2025 ABBVIE INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2025 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of I

AbbVie Inc. Key Product Revenues Quarter Ended June 30, 2025 % Change vs. 2Q24 Net Revenues (in millions) Reported Operationala U.S. Int’l. Total U.S. Int'l. Total Int'l. Total NET REVENUES $11,762 $3,661 $15,423 5.9% 9.1% 6.6% 8.4% 6.5% Immunology 6

PRESS RELEASE AbbVie Reports Second-Quarter 2025 Financial Results •Reports Second-Quarter Diluted EPS of $0.

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense (Unaudited) (in millions, except per share data) Quarter Ended June 30, 2025 Full-Year Ended December 31, 2025 Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Low High Low High Previously announced guidance excluding Q2 2025 acquired I

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 3, 2025 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ¨ TRANSITION REPORT PURSUANT TO SECTION

Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form SD.

Exhibit 1.01 AbbVie Inc. Conflict Minerals Report For the Year Ended December 31, 2024 As adopted by the Securities and Exchange Commission (SEC) pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act, Rule 13p-1 under the Securities Exchange Act of 1934 (the Rule) imposes certain reporting obligations on SEC registrants who manufacture, or contract to manufacture, products for

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT AbbVie Inc. (Exact name of the registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT AbbVie Inc. (Exact name of the registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 1 North Waukegan Road North Chicago, Illinois 60064-6400 (Address of principal e

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2025 ABBVIE INC. (Exact na

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2025 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other jurisdiction of incorporation) (Commission File Number) (I

Form of AbbVie Inc. Performance-Vested Restricted Stock Unit Agreement*

Exhibit 10.1 Performance Vested Restricted Stock Unit Agreement (2025) ABBVIE INC. PERFORMANCE-VESTED RESTRICTED STOCK UNIT AGREEMENT On this %%OPTIONDATE,'MONTH DD, YYYY'%-% (the “Grant Date”), AbbVie Inc. (the “Company”) hereby grants to %%FIRSTNAMELASTNAME%-% (the “Employee”) a Performance-Vested Restricted Stock Unit award (the “Award”) of %%TOTALSHARESGRANTED,'999,999,999'%-% restricted stock

AbbVie Inc. Non-Employee Directors’ Fee Plan, as amended and restated*

Exhibit 10.5 ABBVIE NON-EMPLOYEE DIRECTORS’ FEE PLAN (Amended and Restated Effective as of May 9, 2025) Exhibit 10.5 ABBVIE NON-EMPLOYEE DIRECTORS’ FEE PLAN SECTION 1. PURPOSE This AbbVie Non-Employee Directors’ Fee Plan (the “Plan”) is maintained by AbbVie Inc. (the “Company”) to attract and retain as members of its Board of Directors persons who are not full-time employees of the Company or any

Form of AbbVie Inc. Non-Employee Director RSU Agreement (US)*

abbv-20250331xex103 Exhibit 10.3 Non-Employee Director RSU Agreement (US) (2025) ABBVIE INC. NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AGREEMENT On this %%OPTIONDATE,'MONTH DD, YYYY'%-% (the “Grant Date”), AbbVie Inc. (the “Company”) hereby grants to %%FIRSTNAMELASTNAME%-% (the “Director”) a Restricted Stock Unit award (the “Award”) of %%TOTALSHARESGRANTED,'999,999,999'%-% restricted stock units

Form of AbbVie Inc. Non-Qualified Stock Option Agreement*

Exhibit 10.4 Non-Qualified Stock Option Agreement (2025) ABBVIE INC. NON-QUALIFIED STOCK OPTION AGREEMENT On this %%OPTIONDATE,'MONTH DD, YYYY'%-% (the “Grant Date”), AbbVie Inc. (the “Company”) hereby grants to %%FIRSTNAMELASTNAME%-% (the “Employee”) a Nonqualified Stock Option award (the “Option” or “Award”) to purchase a total of %%TOTALSHARESGRANTED,'999,999,999'%-% Shares, at the price of %%O

Form of AbbVie Inc. Performance Share Award Agreement*

abbv-20250331xex102 Exhibit 10.2 Performance Share Award Agreement (2025) ABBVIE INC. PERFORMANCE SHARE AWARD AGREEMENT On this %%OPTIONDATE,'MONTH DD, YYYY'%-% (the “Grant Date”), AbbVie Inc. (the “Company”) hereby grants to %%FIRSTNAMELASTNAME%-% (the “Employee”) a Performance Share award (the “Award”) of %%TOTALSHARESGRANTED,'999,999,999'%-% restricted stock units (the “Units”). The number of U

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35565 AbbVie In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2025 ABBVIE INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2025 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of

AbbVie Inc. Key Product Revenues Quarter Ended March 31, 2025

PRESS RELEASE AbbVie Reports First-Quarter 2025 Financial Results •Reports First-Quarter Diluted EPS of $0.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 3, 2025 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of I

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense (Unaudited) (in millions, except per share data) Quarter Ended March 31, 2025 Full-Year Ended December 31, 2025 Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Low High Low High Previously announced guidance excluding Q1 2025 acquired

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ⌧ Filed by a Party other than the Registrant ◻ Check the appropriate box: ◻ Preliminary Proxy Statement ◻ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ⌧ Defi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ⌧ Filed by a Party other than the Registrant ◻ Check the appropriate box: ⌧ Preliminary Proxy Statement ◻ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ◻ Defi

Supplemental Indenture No. 11, dated February 26, 2025, between AbbVie Inc. and U.S. Bank Trust Company, National Association, as trustee.

Exhibit 4.2 ABBVIE INC. SUPPLEMENTAL INDENTURE NO. 11 $1,250,000,000 4.650% Senior Notes due 2028 $1,000,000,000 4.875% Senior Notes due 2030 $1,000,000,000 5.200% Senior Notes due 2035 $750,000,000 5.600% Senior Notes due 2055 THIS SUPPLEMENTAL INDENTURE NO. 11, dated as of February 26, 2025 (the “Supplemental Indenture”), among ABBVIE INC., a Delaware corporation (the “Company”), and U.S. BANK T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2025 ABBVIE INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2025 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State of Incorporation) (Commission File Number) (IRS Employer Iden

Table 1: Newly Registered and Carry Forward Securities

Calculation of Filing Fee Tables S-3 AbbVie Inc. Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing F

$4,000,000,000 AbbVie Inc. $1,250,000,000 4.650% SENIOR NOTES DUE 2028 $1,000,000,000 4.875% SENIOR NOTES DUE 2030 $1,000,000,000 5.200% SENIOR NOTES DUE 2035 $750,000,000 5.600% SENIOR NOTES DUE 2055 Interest on each series of Notes is payable on Ma

TABLE OF CONTENTS  Filed Pursuant to Rule 424(b)(5)  Registration No. 333-284980 PROSPECTUS SUPPLEMENT (To Prospectus dated February 14, 2025) $4,000,000,000 AbbVie Inc. $1,250,000,000 4.650% SENIOR NOTES DUE 2028 $1,000,000,000 4.875% SENIOR NOTES DUE 2030 $1,000,000,000 5.200% SENIOR NOTES DUE 2035 $750,000,000 5.600% SENIOR NOTES DUE 2055 Interest on each series of Notes is payable on March 15

AbbVie Inc. Pricing Term Sheet $1,250,000,000 4.650% Senior Notes due 2028 (the “2028 Notes”) $1,000,000,000 4.875% Senior Notes due 2030 (the “2030 Notes”) $1,000,000,000 5.200% Senior Notes due 2035 (the “2035 Notes”) $750,000,000 5.600% Senior Not

Filed pursuant to Rule 433 Dated February 18, 2025 Issuer Free Writing Prospectus supplementing the Preliminary Prospectus Supplement dated February 18, 2025 and the Prospectus dated February 14, 2025 Registration No.

Underwriting Agreement, dated February 18, 2025, by and among AbbVie Inc., BofA Securities, Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, Barclays Capital Inc. and Mizuho Securities USA LLC (acting for themselves and as representatives of the several underwriters named therein).

Exhibit 1.1 ABBVIE INC. $1,250,000,000 4.650% Senior Notes due 2028 $1,000,000,000 4.875% Senior Notes due 2030 $1,000,000,000 5.200% Senior Notes due 2035 $750,000,000 5.600% Senior Notes due 2055 UNDERWRITING AGREEMENT February 18, 2025 BofA Securities, Inc. One Bryant Park New York, New York 10036 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Morgan Stanley & Co. LLC 15

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2025 ABBVIE INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2025 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State of Incorporation) (Commission File Number) (IRS Employer Iden

Subject to Completion, dated February 18, 2025

TABLE OF CONTENTS The information in this preliminary prospectus supplement is not complete and may be changed.

###

Exhibit 99.1 PRESS RELEASE AbbVie Appoints CEO Robert A. Michael as Chairman of the Board of Directors - Richard A. Gonzalez to retire from the board of directors effective July 1, 2025 NORTH CHICAGO, Ill., February 14, 2025 - AbbVie (NYSE: ABBV) today announced that its board of directors has unanimously elected chief executive officer (CEO) Robert A. Michael to assume the additional position of

nsider Trading Policy

AbbVie Page 1 of 7 1.0 Overview The securities laws of the United States prohibit a person from trading in an issuer’s publicly-traded securities while that person is in possession of material non-public information regarding the issuer or such securities. Persons who trade while in possession of such material non-public information can be imprisoned, subjected to criminal fines, and assessed civi

Form T-1 Statement of Eligibility under the Trust Indenture Act

Exhibit 25.1 UNITED STATES securities and exchange commission Washington, D.C. 20549 FORM T-1 Statement of Eligibility Under The Trust Indenture Act of 1939 of a Corporation Designated to Act as Trustee Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) ¨ U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 91-18

As filed with the Securities and Exchange Commission on February 14, 2025

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on February 14, 2025 No.

Subsidiaries of AbbVie Inc.

List Of Subsidiaries The following is a list of subsidiaries of AbbVie Inc. as of December 31, 2024. AbbVie is not a subsidiary of any other corporation. Domestic Subsidiaries Incorporation AbbVie Aviation LLC Illinois AbbVie Biopharmaceuticals LLC Delaware AbbVie Bioresearch Center Inc. Delaware AbbVie Biotech Ventures Inc. Delaware AbbVie Biotherapeutics Inc. Delaware AbbVie Domestic Holdings In

Filing Fee Table

Calculation of Filing Fee Tables S-3 AbbVie Inc. Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-K (MARK ONE) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-K (MARK ONE) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-35565 AbbVie Inc. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2025 ABBVIE INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2025 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other jurisdiction of incorporation) (Commission File Numb

Description of the company’s securities registered pursuant to Section 12 of the Securities Exchange Act of 1934.

Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 AbbVie Inc. (“AbbVie,” “we,” “us” and “our”) has the following classes of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"): Common Stock, the 2023 Notes, the May 2024 Notes, the June 2024 Notes, the 2027

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 30, 2025 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other jurisdiction of incorporation) (Commission File Numbe

AbbVie Inc. Key Product Revenues Quarter Ended December 31, 2024 % Change vs. 4Q23 Net Revenues (in millions) Reported Operationala U.S. Int’l. Total U.S. Int’l. Total Int’l. Total NET REVENUES $ 11,734 $ 3,368 $ 15,102 5.6% 5.6% 5.6% 7.8% 6.1% Immun

PRESS RELEASE AbbVie Reports Full-Year and Fourth-Quarter 2024 Financial Results •Reports Full-Year Diluted EPS of $2.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2025 ABBVIE INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2025 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other jurisdiction (Commission File Number) (IRS Employer o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 9, 2025 ABBVIE INC. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 9, 2025 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense (Unaudited) (in millions, except per share data) Quarter Ended December 31, 2024 Full-Year Ended December 31, 2024 Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Low High Low High Previously announced guidance excluding Q4 2024 acquir

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 6, 2025 ABBVIE INC. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 6, 2025 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2024 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction of Incorporation) (Commission File Numb

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35565 AbbVi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ABBVIE INC. (Exact name of registrant as specified in its charter)

Registration No. 333 - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 32-0375147 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 1 North Waukegan Road North Chicago, Illinois 60064-6

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ABBVIE INC. (Exact name of registrant as specified in its charter)

Registration No. 333 - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 32-0375147 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 1 North Waukegan Road North Chicago, Illinois 60064-6

Filing Fee Table

Calculation of Filing Fee Tables S-8 AbbVie Inc. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Common stock, par value $0.01 per share Other 10,000,000 $ 188.83 $ 1,888,300,000.00 0.0001531 $ 289,098.73 Total Offerin

Filing Fee Table

Calculation of Filing Fee Tables S-8 AbbVie Inc. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Other Deferred Compensation Obligations Other $ 275,000,000.00 0.0001531 $ 42,102.50 2 Other Deferred Compensation Obligations O

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2024 ABBVIE INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2024 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer o

AbbVie Inc. Key Product Revenues Quarter Ended September 30, 2024 % Change vs. 3Q23 Net Revenues (in millions) Reported Operationala U.S. Int’l. Total U.S. Int'l. Total Int'l. Total NET REVENUES $11,148 $3,312 $14,460 2.7% 7.7% 3.8% 12.4% 4.9% Immuno

PRESS RELEASE AbbVie Reports Third-Quarter 2024 Financial Results •Reports Third-Quarter Diluted EPS of $0.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 3, 2024 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense (Unaudited) (in millions, except per share data) Quarter Ended September 30, 2024 Full-Year Ended December 31, 2024 Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Low High Low High Previously announced guidance excluding Q3 2024 acqui

Third Amended and Restated By-Laws (incorporated by reference to Exhibit 3.1 of the Registrant’s Current Report on Form 8-K filed on September 10, 2024)

Exhibit 3.1 THIRD AMENDED AND RESTATED BY-LAWS OF ABBVIE INC. Incorporated under the Laws of the State of Delaware These Third Amended and Restated By-laws (the “By-laws”) of AbbVie Inc., a Delaware corporation, are effective as of 11:59 p.m., Eastern time, on September 6, 2024 and hereby amend and restate the previous by-laws of AbbVie Inc., which are hereby deleted in their entirety and replaced

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 6, 2024 ABBVIE INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 6, 2024 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction of Incorporation) (Commission File Numb

Cerevel Therapeutics Holdings, Inc. 2020 Equity Incentive Plan.

Exhibit 4.4 CEREVEL THERAPEUTICS HOLDINGS, INC. 2020 EQUITY INCENTIVE PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the Cerevel Therapeutics Holdings, Inc. 2020 Equity Incentive Plan (the “Plan”). The purpose of the Plan is to encourage and enable the officers, employees, non-employee directors and consultants of Cerevel Therapeutics Holdings, Inc. (the “Company”

Filing Fee Table.

Calculation of Filing Fee Tables S-8 AbbVie Inc. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Common stock, par value $0.01 per share Other 339,400 $ 188.82 $ 64,085,508.00 0.0001476 $ 9,459.02 Total Offering Amount

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 ABBVIE INC. (Exact Name of Registrant as Specified in its Charter)

Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ABBVIE INC. (Exact Name of Registrant as Specified in its Charter) Delaware 32-0375147 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 1 North Waukegan Road North Chicago, Illinois 60064-64

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35565 AbbVie Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2024 ABBVIE INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2024 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of I

AbbVie Inc. Key Product Revenues Quarter Ended June 30, 2024 % Change vs. 2Q23 Net Revenues (in millions) Reported Operationala U.S. Int’l. Total U.S. Int'l. Total Int'l. Total NET REVENUES $11,106 $3,356 $14,462 3.6% 6.8% 4.3% 12.7% 5.6% Immunology

PRESS RELEASE AbbVie Reports Second-Quarter 2024 Financial Results •Reports Second-Quarter Diluted EPS of $0.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 3, 2024 ABBVIE INC. (Exact n

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 3, 2024 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of In

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense (Unaudited) (in millions, except per share data) Quarter Ended June 30, 2024 Full-Year Ended December 31, 2024 Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Low High Low High Previously announced guidance excluding Q2 2024 acquired I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ¨ TRANSITION REPORT PURSUANT TO SECTION

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on June 14, 2024, pursuant to the provisions of Rule 12d2-2 (a).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report AbbVie Inc. (Exact name of the registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report AbbVie Inc. (Exact name of the registrant as specified in its charter) Delaware (State or other Jurisdiction of Incorporation) 001-35565 (Commission File Number) 32-0375147 (I.R.S. Employer Identification No.) 1 North Waukegan Road North Chicago, Illinois 60064-6400 (Address of principal e

Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form SD.

Exhibit 1.01 AbbVie Inc. Conflict Minerals Report For the Year Ended December 31, 2023 As adopted by the Securities and Exchange Commission (SEC) pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act, Rule 13p-1 under the Securities Exchange Act of 1934 (the Rule) imposes certain reporting obligations on SEC registrants who manufacture, or contract to manufacture, products for

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on May 28, 2024, pursuant to the provisions of Rule 12d2-2 (a).

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (AMENDMENT NO. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 14, 2024 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other jurisdiction of incorporation) (

Form of AbbVie Inc. Performance-Vested Restricted Stock Unit Agreement

abbv-20240331xex101 Performance Vested Restricted Stock Unit Agreement (2024) ABBVIE INC.

Form of AbbVie Inc. Non-Qualified Stock Option Agreement

Non-Qualified Stock Option Agreement (2024) ABBVIE INC. NON-QUALIFIED STOCK OPTION AGREEMENT On this %%OPTIONDATE,'MONTH DD, YYYY'%-% (the “Grant Date”), AbbVie Inc. (the “Company”) hereby grants to %%FIRSTNAME%-% %%LASTNAME%-% (the “Employee”) an Option (the “Option”) to purchase a total of %%TOTALSHARESGRANTED,'999,999,999'%-% Shares, at the price of %%OPTIONPRICE,'$999,999,999.99'%-% per Share

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35565 AbbVie In

Form of AbbVie Inc. Non-Employee Director RSU Agreement (US)

Non-Employee Director RSU Agreement (US) (2024) ABBVIE INC. NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AGREEMENT On this %%OPTIONDATE,'MONTH DD, YYYY'%-% (the “Grant Date”), AbbVie Inc. (the “Company”) hereby grants to %%FIRSTNAME%-%%%LASTNAME%-% (the “Director”) a Restricted Stock Unit Award (the “Award”) of %%TOTALSHARESGRANTED,'999,999,999'%-% restricted stock units (the “Units”) representing

*Form of AbbVie Inc. Performance Share Award Agreement

abbv-20240331xex102 Performance Share Award Agreement (2024) ABBVIE INC. PERFORMANCE SHARE AWARD AGREEMENT On this %%OPTIONDATE,'MONTH DD, YYYY'%-% (the “Grant Date”), AbbVie Inc. (the “Company”) hereby grants to %%FIRSTNAME%-% %%LASTNAME%-% (the “Employee”) a Performance Share Award (the “Award”) of %%TOTALSHARESGRANTED,'999,999,999'%-% performance share units (the “Units”). The actual number of

Form of AbbVie Inc. Retention RSU Agreement - Ratable Vesting

Retention RSU Agreement - Ratable Vesting (2024) ABBVIE INC. RESTRICTED STOCK UNIT AGREEMENT On this %%OPTIONDATE,'MONTH DD, YYYY'%-% (the “Grant Date”), AbbVie Inc. (the “Company”) hereby grants to %%FIRSTNAME%-% %%LASTNAME%-% (the “Employee”) a Restricted Stock Unit Award (the “Award”) of %%TOTALSHARESGRANTED,'999,999,999'%-% restricted stock units (the “Units”) representing the right to receive

AbbVie Inc. Key Product Revenues Quarter Ended March 31, 2024

PRESS RELEASE AbbVie Reports First-Quarter 2024 Financial Results •Reports First-Quarter Diluted EPS of $0.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2024 ABBVIE INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2024 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense (Unaudited) (in millions, except per share data) Quarter Ended March 31, 2024 Full-Year Ended December 31, 2024 Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Low High Low High Previously announced guidance excluding Q1 2024 acquired

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 3, 2024 ABBVIE INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 3, 2024 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of I

We are not asking for authority to vote your proxy and no proxy cards will be accepted. Please vote your proxy according to the instructions in AbbVie’s proxy statement.

1 Notice of Exempt Solicitation NAME OF REGISTRANT: ABBVIE INC. NAME OF PERSON RELYING ON EXEMPTION: FRIENDS FIDUCIARY CORPORATION ADDRESS OF PERSON RELYING ON EXEMPTION: 1700 MARKET STREET, SUITE 1535, PHILADELPHIA, PA 19103 Dear Fellow AbbVie Inc. Shareholder, Friends Fiduciary with co-filers Mercy Investment Service, Inc., Bon Secours Mercy Health, Inc., Sisters of Charity, The Sisters of the O

AbbVie Inc (ABBV)

AbbVie Inc (ABBV) Shareholder Alert Voluntary submission by John Chevedden, POB 2673, Redondo Beach, CA 90278 ABBV Shareholder Important to Vote for Both Simple Majority Vote Proposals, Proposals 5 and 6 The reason to vote for both Simple Majority Vote Proposals is that Proposal 5 is a binding proposal that requires 80% approval of all ABBV shares outstanding.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ⌧ Filed by a Party other than the Registrant ◻ Check the appropriate box: ◻ Preliminary Proxy Statement ◻ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ⌧ Defi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ⌧ Filed by a Party other than the Registrant ◻ Check the appropriate box: ⌧ Preliminary Proxy Statement ◻ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ◻ Defi

Form of 4.800% Note due 2027 (included in Exhibit 4.2 of this Current Report on Form 8-K)

Exhibit 4.3 EXHIBIT A1 - Form of 4.800% Senior Notes due 2027 ABBVIE INC. 4.800% Senior Notes due 2027 No. [•] $[•] CUSIP No: 00287Y DR7 ISIN No: US00287YDR71 This Security is a Security in a global form within the meaning of the Indenture hereinafter referred to and is registered in the name of the Depository or a nominee of the Depository. This global Security is exchangeable for Securities regi

Underwriting Agreement, dated February 22, 2024, by and among AbbVie Inc., Morgan Stanley & Co. LLC, J.P. Morgan Securities LLC, BofA Securities, Inc. and Citigroup Global Markets Inc. (acting for themselves and as representatives of the several underwriters named therein)

Exhibit 1.1 ABBVIE INC. $2,250,000,000 4.800% Senior Notes due 2027 $2,500,000,000 4.800% Senior Notes due 2029 $2,000,000,000 4.950% Senior Notes due 2031 $3,000,000,000 5.050% Senior Notes due 2034 $750,000,000 5.350% Senior Notes due 2044 $3,000,000,000 5.400% Senior Notes due 2054 $1,500,000,000 5.500% Senior Notes due 2064 UNDERWRITING AGREEMENT February 22, 2024 Morgan Stanley & Co. LLC 1585

Supplemental Indenture No. 10, dated February 26, 2024, between AbbVie Inc. and U.S. Bank Trust Company, National Association, as trustee.

Exhibit 4.2 ABBVIE INC. SUPPLEMENTAL INDENTURE NO. 10 $2,250,000,000 4.800% Senior Notes due 2027 $2,500,000,000 4.800% Senior Notes due 2029 $2,000,000,000 4.950% Senior Notes due 2031 $3,000,000,000 5.050% Senior Notes due 2034 $750,000,000 5.350% Senior Notes due 2044 $3,000,000,000 5.400% Senior Notes due 2054 $1,500,000,000 5.500% Senior Notes due 2064 THIS SUPPLEMENTAL INDENTURE NO. 10, date

Form of 5.400% Note due 2054 (included in Exhibit 4.2 of this Current Report on Form 8-K)

Exhibit 4.8 EXHIBIT A6 - Form of 5.400% Senior Notes due 2054 ABBVIE INC. 5.400% Senior Notes due 2054 No. [•] $[•] CUSIP No: 00287Y DW6 ISIN No: US00287YDW66 This Security is a Security in a global form within the meaning of the Indenture hereinafter referred to and is registered in the name of the Depository or a nominee of the Depository. This global Security is exchangeable for Securities regi

Form of 5.050% Note due 2034 (included in Exhibit 4.2 of this Current Report on Form 8-K)

Exhibit 4.6 EXHIBIT A4 - Form of 5.050% Senior Notes due 2034 ABBVIE INC. 5.050% Senior Notes due 2034 No. [•] $[•] CUSIP No: 00287Y DU0 ISIN No: US00287YDU01 This Security is a Security in a global form within the meaning of the Indenture hereinafter referred to and is registered in the name of the Depository or a nominee of the Depository. This global Security is exchangeable for Securities regi

Form of 5.350% Note due 2044 (included in Exhibit 4.2 of this Current Report on Form 8-K)

Exhibit 4.7 EXHIBIT A5 - Form of 5.350% Senior Notes due 2044 ABBVIE INC. 5.350% Senior Notes due 2044 No. [•] $[•] CUSIP No: 00287Y DV8 ISIN No: US00287YDV83 This Security is a Security in a global form within the meaning of the Indenture hereinafter referred to and is registered in the name of the Depository or a nominee of the Depository. This global Security is exchangeable for Securities regi

Calculation of Filing Fee Tables Form 424(b)(5) (Form Type) AbbVie Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Tables Form 424(b)(5) (Form Type) AbbVie Inc.

Form of 4.950% Note due 2031 (included in Exhibit 4.2 of this Current Report on Form 8-K)

Exhibit 4.5 EXHIBIT A3 - Form of 4.950% Senior Notes due 2031 ABBVIE INC. 4.950% Senior Notes due 2031 No. [•] $[•] CUSIP No: 00287Y DT3 ISIN No: US00287YDT38 This Security is a Security in a global form within the meaning of the Indenture hereinafter referred to and is registered in the name of the Depository or a nominee of the Depository. This global Security is exchangeable for Securities regi

Form of 4.800 Note due 2029 (included in Exhibit 4.2 of this Current Report on Form 8-K)

Exhibit 4.4 EXHIBIT A2 - Form of 4.800% Senior Notes due 2029 ABBVIE INC. 4.800% Senior Notes due 2029 No. [•] $[•] CUSIP No: 00287Y DS5 ISIN No: US00287YDS54 This Security is a Security in a global form within the meaning of the Indenture hereinafter referred to and is registered in the name of the Depository or a nominee of the Depository. This global Security is exchangeable for Securities regi

Form of 5.500% Note due 2064 (included in Exhibit 4.2 of this Current Report on Form 8-K)

Exhibit 4.9 EXHIBIT A7 - Form of 5.500% Senior Notes due 2064 ABBVIE INC. 5.500% Senior Notes due 2064 No. [•] $[•] CUSIP No: 00287Y DX4 ISIN No: US00287YDX40 This Security is a Security in a global form within the meaning of the Indenture hereinafter referred to and is registered in the name of the Depository or a nominee of the Depository. This global Security is exchangeable for Securities regi

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2024 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State of Incorporation) (Commission File Number) (IRS Employer Iden

$15,000,000,000 AbbVie Inc. $2,250,000,000 4.800% SENIOR NOTES DUE 2027 $2,500,000,000 4.800% SENIOR NOTES DUE 2029 $2,000,000,000 4.950% SENIOR NOTES DUE 2031 $3,000,000,000 5.050% SENIOR NOTES DUE 2034 $750,000,000 5.350% SENIOR NOTES DUE 2044 $3,0

TABLE OF CONTENTS  Filed Pursuant to Rule 424(b)(5)  Registration No. 333-262908 PROSPECTUS SUPPLEMENT (To Prospectus dated February 22, 2022) $15,000,000,000 AbbVie Inc. $2,250,000,000 4.800% SENIOR NOTES DUE 2027 $2,500,000,000 4.800% SENIOR NOTES DUE 2029 $2,000,000,000 4.950% SENIOR NOTES DUE 2031 $3,000,000,000 5.050% SENIOR NOTES DUE 2034 $750,000,000 5.350% SENIOR NOTES DUE 2044 $3,000,000,

AbbVie Inc. Pricing Term Sheet $2,250,000,000 4.800% Senior Notes due 2027 (the “2027 Notes”) $2,500,000,000 4.800% Senior Notes due 2029 (the “2029 Notes”) $2,000,000,000 4.950% Senior Notes due 2031 (the “2031 Notes”) $3,000,000,000 5.050% Senior N

Filed pursuant to Rule 433 Dated February 22, 2024 Issuer Free Writing Prospectus supplementing the Preliminary Prospectus Supplement dated February 21, 2024 and the Prospectus dated February 22, 2022 Registration No.

ImmunoGen, Inc. Amended and Restated 2018 Employee, Director and Consultant Equity Incentive Plan.

Exhibit 4.4 IMMUNOGEN, INC. AMENDED AND RESTATED 2018 EMPLOYEE, DIRECTOR AND CONSULTANT EQUITY INCENTIVE PLAN 1. DEFINITIONS. Unless otherwise specified or unless the context otherwise requires, the following terms, as used in this ImmunoGen, Inc. 2018 Employee, Director and Consultant Equity Incentive Plan, have the following meanings: Administrator means the Board of Directors, unless it has del

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 ABBVIE INC. (Exact Name of Registrant as Specified in its Charter)

Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ABBVIE INC. (Exact Name of Registrant as Specified in its Charter) Delaware 32-0375147 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 1 North Waukegan Road North Chicago, Illinois 60064 (8

ImmunoGen, Inc. Inducement Equity Incentive Plan, as amended.

Exhibit 4.5 IMMUNOGEN, INC. INDUCEMENT EQUITY INCENTIVE PLAN, AS AMENDED 1. DEFINITIONS. Unless otherwise specified or unless the context otherwise requires, the following terms, as used in this ImmunoGen, Inc. Inducement Equity Incentive Plan, have the following meanings: Administrator means the Board of Directors, unless it has delegated power to act on its behalf to the Committee, in which case

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) AbbVie Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share(2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, par value $0.01 pe

Subject to Completion, dated February 21, 2024

TABLE OF CONTENTS The information in this preliminary prospectus supplement is not complete and may be changed.

bbVie Inc. Amended and Restated Clawback Policy.**

abbv-20231231xex97 1 ABBVIE INC. AMENDED AND RESTATED CLAWBACK POLICY (as amended and restated on September 8, 2023) AbbVie Inc. (the “Company”) has established this Amended and Restated Clawback Policy (this “Policy”) to encourage sound financial reporting and increase individual accountability. This Policy was most recently amended and restated on September 8, 2023 (the “Effective Date”). 1. Adm

AbbVie Inc. Annual Report on Form 10-K (Commission File No. 001-35565)

Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 AbbVie Inc. (“AbbVie,” “we,” “us” and “our”) has the following classes of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"): Common Stock, the 2023 Notes, the May 2024 Notes, the June 2024 Notes, the 2027

###

Exhibit 99.1 PRESS RELEASE AbbVie Announces Appointment of Robert A. Michael as Chief Executive Officer - Richard A. Gonzalez to retire as AbbVie CEO to become executive chairman - Transition will occur on July 1, 2024 NORTH CHICAGO, Ill., February 20, 2024 - AbbVie (NYSE: ABBV) today announced that its board of directors has unanimously selected Robert A. Michael, AbbVie’s current president and c

Subsidiaries of AbbVie Inc.

Exhibit 21 List Of Subsidiaries The following is a list of subsidiaries of AbbVie Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-K (MARK ONE) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-K (MARK ONE) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-35565 AbbVie Inc. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 14, 2024 ABBVIE INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 14, 2024 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other jurisdiction of incorporation) (Commission File Numb

ABBV / AbbVie Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv0164-abbvieinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 10)* Name of issuer: AbbVie Inc Title of Class of Securities: Common Stock CUSIP Number: 00287Y109 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule purs

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2024 ABBVIE INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2024 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other jurisdiction of incorporation or organization) (Comm

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Exhibit 99.1 PRESS RELEASE AbbVie Completes Acquisition of ImmunoGen - Adds flagship antibody-drug conjugate (ADC) ELAHERE® (mirvetuximab soravtansine-gynx) for folate receptor-alpha (FRα) positive platinum-resistant ovarian cancer (PROC) to AbbVie’s portfolio - ImmunoGen's pipeline complements AbbVie's existing oncology pipeline, with potential to be transformative across multiple solid tumors an

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 2, 2024 ABBVIE INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 2, 2024 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other jurisdiction (Commission File Number) (IRS Employer o

AbbVie Inc. Key Product Revenues Quarter Ended December 31, 2023 % Change vs. 4Q22 Net Revenues (in millions) Reported Operationala U.S. Int’l. Total U.S. Int’l. Total Int’l. Total NET REVENUES $ 11,110 $ 3,191 $ 14,301 (8.9)% 8.9% (5.4)% 9.0% (5.4)%

PRESS RELEASE AbbVie Reports Full-Year and Fourth-Quarter 2023 Financial Results •Reports Full-Year Diluted EPS of $2.

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense (Unaudited) (in millions, except per share data) Quarter Ended December 31, 2023 Full-Year Ended December 31, 2023 Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Low High Low High Previously announced guidance excluding Q4 2023 acquir

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 5, 2024 ABBVIE INC. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 5, 2024 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of

AbbVie to Acquire Cerevel Therapeutics in Transformative Transaction to Strengthen Neuroscience Pipeline

Exhibit 99.1 PRESS RELEASE AbbVie to Acquire Cerevel Therapeutics in Transformative Transaction to Strengthen Neuroscience Pipeline · Proposed acquisition adds robust pipeline of assets focused on best-in-class potential for psychiatric and neurological disorders where significant unmet needs remain · Cerevel’s clinical-stage pipeline complements AbbVie’s current on-market portfolio and emerging n

December 6, 2023 2 Forward-Looking Statements and Non-GAAP Financial Information Some statements in this presentation, including those relating to the proposed acquisition of Cerevel Therapeutics Holding, Inc. by AbbVie Inc. are, or may be considered

Exhibit 99.2 1 Acquisition of Cerevel December 6, 2023 December 6, 2023 2 Forward-Looking Statements and Non-GAAP Financial Information Some statements in this presentation, including those relating to the proposed acquisition of Cerevel Therapeutics Holding, Inc. by AbbVie Inc. are, or may be considered, forward-looking statements for purposes of the Private Securities Litigation Reform Act of 19

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 6, 2023 ABBVIE INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 6, 2023 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other jurisdiction of incorporation or organization) (Commi

1 November 15, 2023 Acquisition of ImmunoGen November 30, 2023

Exhibit 99.2 1 November 15, 2023 Acquisition of ImmunoGen November 30, 2023 2 November 30, 2023 Forward - Looking Statements and Non - GAAP Financial Information Some statements in this presentation, including those relating to the proposed acquisition of ImmunoGen by AbbVie, are, or ma y b e considered, forward - looking statements for purposes of the Private Securities Litigation Reform Act of 1

AbbVie to Acquire ImmunoGen, including its Flagship Cancer Therapy ELAHERE

Exhibit 99.1 PRESS RELEASE AbbVie to Acquire ImmunoGen, including its Flagship Cancer Therapy ELAHERE® (mirvetuximab soravtansine-gynx), Expanding Solid Tumor Portfolio · Proposed acquisition will accelerate AbbVie’s entry into the commercial market for ovarian cancer · ELAHERE® is a first-in-class antibody-drug conjugate (ADC) approved for platinum-resistant ovarian cancer · ImmunoGen’s late-stag

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 30, 2023 ABBVIE INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 30, 2023 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other jurisdiction of incorporation or organization) (Comm

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on November 27, 2023, pursuant to the provisions of Rule 12d2-2 (a).

*Amendment to the AbbVie Performance Incentive Plan, as amended and restated (incorporated by reference to Exhibit 10.1 of the company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2023).**

abbv-20230930xex101 AMENDMENT TO THE ABBVIE 2013 PERFORMANCE INCENTIVE PLAN This First Amendment (this “Amendment”) to the AbbVie 2013 Performance Incentive Plan (as amended and restated as of January 1, 2022) (the “Plan”) is hereby adopted as of September 8, 2023 (the “Effective Date”).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35565 AbbVi

AbbVie Inc. Key Product Revenues Quarter Ended September 30, 2023 % Change vs. 3Q22 Net Revenues (in millions) Reported Operationala U.S. Int’l. Total U.S. Int'l. Total Int'l. Total NET REVENUES $10,852 $3,075 $13,927 (7.7)% 0.8% (6.0)% 1.4% (5.8)% I

PRESS RELEASE AbbVie Reports Third-Quarter 2023 Financial Results •Reports Third-Quarter Diluted EPS of $1.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 27, 2023 ABBVIE INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 27, 2023 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 11, 2023 ABBVIE INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 11, 2023 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other jurisdiction of incorporation) (Commission File Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 4, 2023 ABBVIE INC. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 4, 2023 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense (Unaudited) (in millions, except per share data) Quarter Ended September 30, 2023 Full-Year Ended December 31, 2023 Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Low High Low High Previously announced guidance excluding Q3 2023 acqui

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35565 AbbVie Inc

AbbVie Inc. Key Product Revenues Quarter Ended June 30, 2023 % Change vs. 2Q22 Net Revenues (in millions) Reported Operationala U.S. Int’l. Total U.S. Int'l. Total Int'l. Total NET REVENUES $10,720 $3,145 $13,865 (6.0)% (0.9)% (4.9)% 2.6% (4.2)% Immu

PRESS RELEASE AbbVie Reports Second-Quarter 2023 Financial Results •Reports Second-Quarter Diluted EPS of $1.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 27, 2023 ABBVIE INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 27, 2023 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of I

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense (Unaudited) (in millions, except per share data) Quarter Ended June 30, 2023 Full-Year Ended December 31, 2023 Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Low High Low High Previously announced guidance excluding Q2 2023 acquired I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 6, 2023 ABBVIE INC. (Exact n

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 6, 2023 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 29, 2023 ABBVIE INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 29, 2023 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other jurisdiction of incorporation) (Commission File Number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ¨ TRANSITION REPORT PURSUANT TO SECTION

As filed with the Securities and Exchange Commission on June 9, 2023

S-8 POS 1 tm2318314d1s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on June 9, 2023 Registration No. 333-239320 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-239320 UNDER THE SECURITIES ACT OF 1933 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 32

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT AbbVie Inc. (Exact name of registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT AbbVie Inc. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 1 North Waukegan Road North Chicago, Illinois 60064-6400 (Address of principal executi

Conflict Minerals Report.

EX-1.01 2 tm2317364d1ex1-01.htm EXHIBIT 1.01 Exhibit 1.01 AbbVie Inc. Conflict Minerals Report For the Year Ended December 31, 2022 As adopted by the Securities and Exchange Commission (SEC) pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act, Rule 13p-1 under the Securities Exchange Act of 1934 (the Rule) imposes certain reporting obligations on SEC registrants who manufactu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2023 ABBVIE INC. (Exact na

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2023 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other jurisdiction of incorporation) (Commission File Number) (I

Form of AbbVie Inc. Performance Share Award Agreement*

abbv-20230331xex102 Exhibit 10.2 Performance Share Award (2023) ABBVIE INC. PERFORMANCE SHARE AWARD AGREEMENT On this <> (the “Grant Date”), AbbVie Inc. (the “Company”) hereby grants to <> <> (the “Employee”) a Performance Share Award (the “Award”) of <> performance share units (the “Units”). The actual number of shares of Company common stock (the “Shares”) that may be issued under this Award wil

*Form of AbbVie Inc. Non-Qualified Stock Option Agreement (incorporated by reference to Exhibit 10.4 of the company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023).**

abbv-20230331xex104 Exhibit 10.4 Non-Qualified Stock Option Agreement (2023) ABBVIE INC. NON-QUALIFIED STOCK OPTION AGREEMENT On this <> (the “Grant Date”), AbbVie Inc. (the “Company”) hereby grants to <> <> (the “Employee”) an Option (the “Option”) to purchase a total of <> Shares, at the price of <> per Share (the “Exercise Price”), such price being not less than 100% of the Fair Market Value of

Form of AbbVie Inc. Performance-Vested Restricted Stock Unit Agreement*

abbv-20230331xex101 Exhibit 10.1 Performance Vested Restricted Stock Unit Agreement (2023) ABBVIE INC. PERFORMANCE-VESTED RESTRICTED STOCK UNIT AGREEMENT On this <> (the “Grant Date”), AbbVie Inc. (the “Company”) hereby grants to <> <> (the “Employee”) a Performance- Vested Restricted Stock Unit Award (the “Award”) of <> restricted stock units (the “Units”). The actual number of shares of Company

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35565 AbbVie In

Form of AbbVie Inc. Non-Employee Directors’ Fee Plan, as amended and restated*

abbv-20230331xex106 Exhibit 10.6 ABBVIE NON-EMPLOYEE DIRECTORS’ FEE PLAN (Amended and Restated Effective as of May 6, 2022) ABBVIE NON-EMPLOYEE DIRECTORS’ FEE PLAN SECTION 1. PURPOSE This AbbVie Non-Employee Directors’ Fee Plan (the “Plan”) is maintained by AbbVie Inc. (the “Company”) to attract and retain as members of its Board of Directors persons who are not full-time employees of the Company

Form of AbbVie Inc. Retention RSU Agreement - Ratable Vesting*

abbv-20230331xex105 Exhibit 10.5 Retention RSU Agreement - Ratable Vesting (2023) ABBVIE INC. RESTRICTED STOCK UNIT AGREEMENT On this <> (the “Grant Date”), AbbVie Inc. (the “Company”) hereby grants to <> <> (the “Employee”) a Restricted Stock Unit Award (the “Award”) of <> restricted stock units (the “Units”) representing the right to receive an equal number of Shares on a specified Delivery Date

Form of AbbVie Inc. Non-Employee Director RSU Agreement (US)*

abbv-20230331xex103 Exhibit 10.3 ABBVIE INC. NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AGREEMENT On this <> (the “Grant Date”), AbbVie Inc. (the “Company”) hereby grants to <> <> (the “Director”) a Restricted Stock Unit Award (the “Award”) of <> restricted stock units (the “Units”) representing the right to receive an equal number of Shares on a specified Delivery Date. The Award is granted unde

May 3, 2023

May 3, 2023 To AbbVie Stockholders: Zevin Asset Management, Dana Investment Advisors, Miller Howard Investments, and the Dominican Sisters of Springfield, Illinois invite stockholders to read our rationale and vote FOR Item 7 at the AbbVie stockholder meeting on May 5, 2023.

AbbVie Inc. Key Product Revenues Quarter Ended March 31, 2023

PRESS RELEASE AbbVie Reports First-Quarter 2023 Financial Results •Reports First-Quarter Diluted EPS of $0.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2023 ABBVIE INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2023 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of

AbbVie Inc (ABBV)

AbbVie Inc (ABBV) Shareholder Alert Voluntary submission by John Chevedden, POB 2673, Redondo Beach, CA 90278 ABBV shareholder since 2021 Vote for Both Simple Majority Vote Proposals, Proposals 4 and 5 These 2 proposals have the potential of increasing the market capitalization of ABBV by $1 Billion.

AbbVie Inc. (ABBV) Vote Yes: Item # 6 - Stockholder Proposal on Political Spending Annual Meeting: May 5, 2023

Main Post Office, P.O. Box 751 www.asyousow.org Berkeley, CA 94704 BUILDING A SAFE, JUST, AND SUSTAINABLE WORLD SINCE 1992 Notice of Exempt Solicitation Pursuant to Rule 14a-103 Name of the Registrant: AbbVie Inc. (ABBV) Name of persons relying on exemption: As You Sow Address of persons relying on exemption: Main Post Office, P.O. Box 751, Berkeley, CA 94704 Written materials are submitted pursua

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 5, 2023 ABBVIE INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 5, 2023 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of I

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense (Unaudited) (in millions, except per share data) Quarter Ended March 31, 2023 Full-Year Ended December 31, 2023 Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Low High Low High Previously announced guidance excluding Q1 2023 acquired

We are not asking for authority to vote your proxy and no proxy cards will be accepted. Please vote your proxy according to the instructions in AbbVie’s proxy statement.

1 Notice of Exempt Solicitation NAME OF REGISTRANT: ABBVIE INC. NAME OF PERSON RELYING ON EXEMPTION: FRIENDS FIDUCIARY CORPORATION ADDRESS OF PERSON RELYING ON EXEMPTION: 1700 MARKET STREET, SUITE 1535, PHILADELPHIA, PA 19103 Dear Fellow AbbVie Inc. Shareholder, Friends Fiduciary with co-filers Achmea Investment Management, Benedictine Sisters of Virginia, Bon Secours Mercy Health, CommonSpirit He

AbbVie Inc (ABBV)

AbbVie Inc (ABBV) Shareholder Alert Voluntary submission by John Chevedden, POB 2673, Redondo Beach, CA 90278 ABBV shareholder since 2021 Vote for Both Simple Majority Vote Proposals, Proposals 4 and 5 To emphasize support for Proposals 4 and 5 – Consider voting against Mr.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2023 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other jurisdiction of incorporation) (Commission File Number)

Second Amended and Restated Revolving Credit Agreement, dated as of March 28, 2023, among AbbVie, the lenders and other parties party thereto and JPMorgan Chase Bank, N.A., as administrative agent.

Exhibit 10.1 Execution Version $5,000,000,000 SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT Dated as of March 28, 2023 among ABBVIE inc., as Borrower, VARIOUS FINANCIAL INSTITUTIONS, as Lenders, and JPMORGAN CHASE BANK, N.A., as Administrative Agent BANK OF AMERICA, N.A. and MORGAN STANLEY SENIOR FUNDING, INC., as Syndication Agents JPMORGAN CHASE BANK, N.A., BofA Securities, Inc., and MO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ⌧ Filed by a Party other than the Registrant ◻ Check the appropriate box: ◻ Preliminary Proxy Statement ◻ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ⌧ Defi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ⌧ Filed by a Party other than the Registrant ◻ Check the appropriate box: ⌧ Preliminary Proxy Statement ◻ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ◻ Defi

Subsidiaries of AbbVie Inc.

abbv-20221231xex21 List Of Subsidiaries The following is a list of subsidiaries of AbbVie Inc.

Description of the company’s securities registered pursuant to Section 12 of the Securities Exchange Act of 1934.

Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 AbbVie Inc. (“AbbVie,” “we,” “us” and “our”) has the following classes of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"): Common Stock, the 2023 Notes, the May 2024 Notes, the June 2024 Notes, the 2027

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-K (MARK ONE) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-K (MARK ONE) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-35565 AbbVie Inc. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 9, 2023 ABBVIE INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 9, 2023 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other jurisdiction (Commission File Number) (IRS Employer o

AbbVie Inc. Key Product Revenues Quarter Ended December 31, 2022 % Change vs. 4Q21 Net Revenues (in millions) Reported Operationala U.S. Int’l. Total U.S. Int’l. Total Int’l. Total NET REVENUES $ 12,192 $ 2,929 $ 15,121 4.4% (8.7)% 1.6% 1.8% 3.8% Imm

PRESS RELEASE AbbVie Reports Full-Year and Fourth-Quarter 2022 Financial Results •Reports Full-Year Diluted EPS of $6.

ABBV / AbbVie Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 9)* Name of issuer: AbbVie Inc. Title of Class of Securities: Common Stock CUSIP Number: 00287Y109 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13

J.P. Morgan Healthcare Conference | January 10, 2023 2 Forward - Looking Statements and Non - GAAP Financial Information Some statements in this presentation are, or may be considered, forward - looking statements for purposes of the Private Securiti

Exhibit 99.1 J.P. Morgan Healthcare Conference | January 10, 2023 1 J.P. Morgan Healthcare Conference Rick Gonzalez Chairman and Chief Executive Officer January 10, 2023 J.P. Morgan Healthcare Conference | January 10, 2023 2 Forward - Looking Statements and Non - GAAP Financial Information Some statements in this presentation are, or may be considered, forward - looking statements for purposes of

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 10, 2023 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction of Incorporation) (Commission File Numbe

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 6, 2023 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense (Unaudited) (in millions, except per share data) Quarter Ended December 31, 2022 Full-Year Ended December 31, 2022 Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Low High Low High Previously announced guidance excluding Q4 2022 acquir

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 28, 2022 ABBVIE INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 28, 2022 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction of Incorporation) (Commission File Numb

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35565 AbbVi

*AbbVie Deferred Compensation Plan Plus (incorporated by reference to Exhibit 10.2 of the company's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2022).**

Exhibit 10.2 ABBVIE DEFERRED COMPENSATION PLAN PLUS (Effective as of January 1, 2022) 1 ABBVIE DEFERRED COMPENSATION PLAN PLUS ARTICLE I INTRODUCTION Section 1.1 Purpose. The AbbVie Deferred Compensation Plan Plus (the ?Plan?) is designed to assist the Employers in attracting and retaining key employees by providing Eligible Employees with the opportunity to defer the receipt of a portion of their

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) ABBVIE INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Other Deferred Compensation Obligations (1) Ru

As filed with the Securities and Exchange Commission on November 4, 2022

As filed with the Securities and Exchange Commission on November 4, 2022 Registration No.

AbbVie Inc. Key Product Revenues Quarter Ended September 30, 2022 % Change vs. 3Q21 Net Revenues (in millions) Reported Operationala U.S. Int’l. Total U.S. Int'l. Total Int'l. Total NET REVENUES $11,763 $3,049 $14,812 4.3% (0.4)% 3.3% 9.6% 5.4% Immun

PRESS RELEASE AbbVie Reports Third-Quarter 2022 Financial Results ?Reports Third-Quarter Diluted EPS of $2.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 28, 2022 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 12, 2022 ABBVIE INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 12, 2022 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction of Incorporation) (Commission File Numbe

ABBVIE VICE CHAIRMAN OF EXTERNAL AFFAIRS AND CHIEF LEGAL OFFICER LAURA SCHUMACHER TO RETIRE Perry Siatis Named as Executive Vice President, General Counsel and Secretary

Exhibit 99.1 ABBVIE VICE CHAIRMAN OF EXTERNAL AFFAIRS AND CHIEF LEGAL OFFICER LAURA SCHUMACHER TO RETIRE Perry Siatis Named as Executive Vice President, General Counsel and Secretary NORTH CHICAGO, Ill., October 17, 2022 - AbbVie (NYSE: ABBV) announced today that Laura J. Schumacher, vice chairman of external affairs and chief legal officer, will retire from the company after a period of transitio

*Form of Agreement Regarding Change in Control by and between AbbVie Inc. and its named executive officers (incorporated by reference to Exhibit 10.1 to the company's Current Report on Form 8-K filed on October 14, 2022).**

Exhibit 10.1 FORM OF AGREEMENT REGARDING CHANGE IN CONTROL THIS AGREEMENT (?Agreement?) is made and entered into as of , 202 (the ?Effective Date?), by and between AbbVie Inc. (the ?Company?) and (the ?Executive?). WITNESSETH THAT: WHEREAS, the Company considers it essential to the best interests of its shareholders to foster the continuous employment of key management personnel, and the Board of

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 12, 2022 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction of Incorporation) (Commission File Numbe

*Second Amended and Restated By-Laws of AbbVie Inc. (incorporated by reference to Exhibit 3.1 of the company's Current Report on Form 8-K filed on October 14, 2022).

Exhibit 3.1 SECOND AMENDED AND RESTATED BY-LAWS OF ABBVIE INC. Incorporated under the Laws of the State of Delaware These Second Amended and Restated By-laws (the ?By-laws?) of AbbVie Inc., a Delaware corporation, are effective as of 11:59 p.m., Eastern time, on October 12, 2022 and hereby amend and restate the previous by-laws of AbbVie Inc., which are hereby deleted in their entirety and replace

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense (Unaudited) (in millions, except per share data) Quarter Ended September 30, 2022 Full-Year Ended December 31, 2022 Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Low High Low High Previously announced guidance excluding Q3 2022 acqui

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 5, 2022 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of

AbbVie Inc.

CORRESP 1 filename1.htm AbbVie Inc. 1 North Waukegan Road North Chicago, IL 60064 October 4, 2022 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attention: Amanda Ravitz and Barbara Jacobs Re: AbbVie Inc. Definitive Proxy Statement on Schedule 14A Filed March 21, 2022 File No. 001-35565 Dear Ms. Ravitz and Ms. Jacobs: This lette

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35565 AbbVie Inc

AbbVie Non-Employee Directors’ Fee Plan, as amended and restated

Exhibit 10.6 ABBVIE NON-EMPLOYEE DIRECTORS? FEE PLAN (Amended and Restated Effective as of May 6, 2022) ABBVIE NON-EMPLOYEE DIRECTORS? FEE PLAN SECTION 1. PURPOSE This AbbVie Non-Employee Directors? Fee Plan (the ?Plan?) is maintained by AbbVie Inc. (the ?Company?) to attract and retain as members of its Board of Directors persons who are not full-time employees of the Company or any of its subsid

AbbVie Inc. Key Product Revenues Quarter Ended June 30, 2022 % Change vs. 2Q21 Net Revenues (in millions) Reported Operationala U.S. Int’l. Total U.S. Int'l. Total Int'l. Total NET REVENUES $11,410 $3,173 $14,583 5.6% 0.6% 4.5% 7.6% 6.1% Immunology 6

PRESS RELEASE AbbVie Reports Second-Quarter 2022 Financial Results ?Reports Second-Quarter Diluted EPS of $0.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2022 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of I

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 6, 2022 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of In

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense Incurred During the Second Quarter of 2022 (Unaudited) (In millions, except per share data)

AbbVie Inc. Guidance Including the Impact of Acquired IPR&D and Milestones Expense Incurred During the Second Quarter of 2022 (Unaudited) (In millions, except per share data) Quarter Ended June 30, 2022 Full-Year Ended December 31, 2022 Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Acquired IPR&D and Milestones Expense Adjusted Diluted EPS Range Low High Low High Previously anno

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 23, 2022 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction of Incorporation) (Commission File Number)

Amended and Restated By-laws of AbbVie Inc. adopted on June 23, 2022.

Exhibit 3.1 amended and restated BY-LAWS OF abbvie inc. Incorporated under the Laws of the State of Delaware These Amended and Restated By-laws (the ?By-laws?) of AbbVie Inc., a Delaware corporation, are effective as of 11:59 p.m., Eastern time, on December 31, 2012 and hereby amend and restate the previous by-laws of AbbVie Inc., which are hereby deleted in their entirety and replaced with the fo

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 23, 2022 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction of Incorporation) (Commission File Number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION

Conflict Minerals Report.

Exhibit 1.01 AbbVie Inc. Conflict Minerals Report For the Year Ended December 31, 2021 As adopted by the Securities and Exchange Commission (SEC) pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act, Rule 13p-1 under the Securities Exchange Act of 1934 (the Rule) imposes certain reporting obligations on SEC registrants who manufacture, or contract to manufacture, products for

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT AbbVie Inc. (Exact name of registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT AbbVie Inc. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 1 North Waukegan Road North Chicago, Illinois 60064-6400 (Address of principal executi

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2022 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction of Incorporation) (Commission File Number) (I

*Form of AbbVie Inc. Retention RSU Agreement – Cliff Vesting with Dividend Equivalent Accrual (incorporated by reference to Exhibit 10.6 of the company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2022).**

Exhibit 10.6 ABBVIE INC. RESTRICTED STOCK UNIT AGREEMENT On this <> (the ?Grant Date?), AbbVie Inc. (the ?Company?) hereby grants to <> <> (the ?Employee?) a Restricted Stock Unit Award (the ?Award?) of <> restricted stock units (the ?Units?) representing the right to receive an equal number of Shares on a specified Delivery Date. The Award is granted under the Program and is subject to the provis

*Form of AbbVie Inc. Performance-Vested Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.1 of the company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2022).**

Exhibit 10.1 ABBVIE INC. PERFORMANCE-VESTED RESTRICTED STOCK UNIT AGREEMENT On this <> (the ?Grant Date?), AbbVie Inc. (the ?Company?) hereby grants to <> <> (the ?Employee?) a Performance-Vested Restricted Stock Unit Award (the ?Award?) of <> restricted stock units (the ?Units?). The actual number of shares of Company common stock (the ?Shares?) that may be issued under this Award will be determi

*Form of AbbVie Inc. Retention RSU Agreement – Ratable Vesting (incorporated by reference to Exhibit 10.5 of the company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2022).**

Exhibit 10.5 ABBVIE INC. RESTRICTED STOCK UNIT AGREEMENT On this <> (the ?Grant Date?), AbbVie Inc. (the ?Company?) hereby grants to <> <> (the ?Employee?) a Restricted Stock Unit Award (the ?Award?) of <> restricted stock units (the ?Units?) representing the right to receive an equal number of Shares on a specified Delivery Date. The Award is granted under the Program and is subject to the provis

*Form of AbbVie Inc. Non-Qualified Stock Option Agreement (incorporated by reference to Exhibit 10.4 of the company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2022).**

Exhibit 10.4 ABBVIE INC. NON-QUALIFIED STOCK OPTION AGREEMENT On this <> (the ?Grant Date?), AbbVie Inc. (the ?Company?) hereby grants to <> <> (the ?Employee?) an Option (the ?Option?) to purchase a total of <> Shares, at the price of $<> per Share (the ?Exercise Price?), such price being not less than 100% of the Fair Market Value of the Shares on the Grant Date. The Option is granted under the

*Form of AbbVie Inc. Performance Share Award Agreement (incorporated by reference to Exhibit 10.2 of the company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2022).**

Exhibit 10.2 ABBVIE INC. PERFORMANCE SHARE AWARD Agreement On this <> (the ?Grant Date?), AbbVie Inc. (the ?Company?) hereby grants to <> <> (the ?Employee?) a Performance Share Award (the ?Award?) of <> performance share units (the ?Units?). The actual number of shares of Company common stock (the ?Shares?) that may be issued under this Award will be determined in accordance with this Agreement b

*Form of AbbVie Inc. Non-Employee Director RSU Agreement (US) (incorporated by reference to Exhibit 10.3 of the company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2022).**

Exhibit 10.3 ABBVIE INC. NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AGREEMENT On this <> (the ?Grant Date?), AbbVie Inc. (the ?Company?) hereby grants to <> <> (the ?Director?) a Restricted Stock Unit Award (the ?Award?) of <> restricted stock units (the ?Units?) representing the right to receive an equal number of Shares on a specified Delivery Date. The Award is granted under the Program and is

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35565 AbbVie In

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2022 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of

AbbVie Inc. Key Product Revenues Quarter Ended March 31, 2022

PRESS RELEASE AbbVie Reports First-Quarter 2022 Financial Results ?Reports First-Quarter Diluted EPS of $2.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2022 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of

AbbVie Inc. Key Product Revenues Quarter Ended March 31, 2022

PRESS RELEASE AbbVie Reports First-Quarter 2022 Financial Results ?Reports First-Quarter Diluted EPS of $2.

AbbVie Inc. Reconciliation of Reported GAAP and Non-GAAP Results to Revised Non-GAAP Results (Unaudited) (In Millions, except per share data)

Exhibit 99.1 AbbVie Inc. Reconciliation of Reported GAAP and Non-GAAP Results to Revised Non-GAAP Results (Unaudited) (In Millions, except per share data) Quarter Ended March 31, 2021 Earnings Diluted Pre-tax After-taxb EPS As reported (GAAP) $ 3,867 $ 3,553 $ 1.99 Specified items, as originally reported 2,141 1,715 0.96 As adjusted (non-GAAP), as originally reported 6,008 5,268 2.95 Previously sp

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 21, 2022 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other jurisdiction of incorporation) (Commission File Number)

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 8, 2022 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other jurisdiction of incorporation) (Commission File Number)

NAME OF REGISTRANT: ABBVIE INC.

1 NAME OF REGISTRANT: ABBVIE INC. NAME OF PERSON RELYING ON EXEMPTION: FRIENDS FIDUCIARY CORPORATION ADDRESS OF PERSON RELYING ON EXEMPTION: 1700 MARKET STREET, SUITE 1535, PHILADELPHIA, PA 19103 April 11, 2022 Friends Fiduciary Corporation and co-filers Trinity Health, Missionary Oblates of Mary Immaculate, Mercy Investment Services, Inc., Sisters of Charity of St. Elizabeth, Northwest Women Reli

NOTICE OF EXEMPT SOLICITATION

NOTICE OF EXEMPT SOLICITATION NAME OF REGISTRANT: AbbVie Inc. NAME OF PERSON RELYING ON EXEMPTION: Employees? Retirement System of Rhode Island ADDRESS OF PERSON RELYING ON EXEMPTION: Office of Rhode Island General Treasurer Seth Magaziner, Rhode Island State House, 82 Smith St. #102, Providence, RI 02903 NAME OF PERSON RELYING ON EXEMPTION: Vermont Pension Investment Committee ADDRESS OF PERSON R

AbbVie Inc. Corporation (ABBV) Vote Yes: Item #8 – Shareholder Proposal on Political Spending Annual Meeting: May 6, 2022

Main Post Office, P.O. Box 751 www.asyousow.org Berkeley, CA 94704 BUILDING A SAFE, JUST, AND SUSTAINABLE WORLD SINCE 1992 Notice of Exempt Solicitation Pursuant to Rule 14a-103 Name of the Registrant: AbbVie Inc. (ABBV) Name of persons relying on exemption: As You Sow Address of persons relying on exemption: Main Post Office, P.O. Box 751, Berkeley, CA 94704 Written materials are submitted pursua

AbbVie Inc (ABBV)

AbbVie Inc (ABBV) Shareholder Alert Voluntary submission by John Chevedden, POB 2673, Redondo Beach, CA 90278 ABBV Shareholder Please Vote For Proposal 4 ? Management Proposal to Eliminate our 80% Voting Requirements When Only 68% of Shares Vote Proposal 4 is the most important proposal on the ballot because it is the only management proposal that has a risk of being defeated since it needs an 80% vote from all shares outstanding and typically only 68% of ABBV shares vote.

Definitive Proxy Statement on Schedule 14A, as filed with the Commission on March 21, 2022

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? SCHEDULE 14A ? Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) ? Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2022 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other jurisdiction of incorporation) (Commission File Numb

As filed with the Securities and Exchange Commission on February 22, 2022

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on February 22, 2022 No.

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) AbbVie Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forwa

Form T-1 Statement of Eligibility under the Trust Indenture Act

EX-25.1 4 tm227095d2ex25-1.htm EXHIBIT 25.1 Exhibit 25.1 United States securities and exchange commission Washington, D.C. 20549 FORM T-1 Statement of Eligibility Under The Trust Indenture Act of 1939 of a Corporation Designated to Act as Trustee Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) ¨ U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION (Exact name o

AbbVie Supplemental Pension Plan, as amended and restated (incorporated by reference to Exhibit 10.5 of the company's Annual Report on Form 10-K for the fiscal year ended December 31, 2021).**

Exhibit 10.5 ABBVIE SUPPLEMENTAL PENSION PLAN (Amended and Restated Effective as of January 1, 2022) Exhibit 10.5 ABBVIE SUPPLEMENTAL PENSION PLAN SECTION 1 INTRODUCTION 1-1. The Board of Directors of AbbVie Inc. (?AbbVie?) adopted this AbbVie Supplemental Pension Plan (the ?Supplemental Plan? or ?Plan?) effective as of January 1, 2013. The Plan provides for payment of (a) pension benefits calcula

AbbVie Performance Incentive Plan, as amended and restated (incorporated by reference to Exhibit 10.3 of the company's Annual Report on Form 10-K for the fiscal year ended December 31, 2021).**

Exhibit 10.3 ABBVIE PERFORMANCE INCENTIVE PLAN (Amended and Restated Effective as of January 1, 2022) Exhibit 10.3 ABBVIE PERFORMANCE INCENTIVE PLAN SECTION 1 INTRODUCTION 1.1 ESTABLISHMENT OF THE PLAN. AbbVie Inc. (?AbbVie?) established the AbbVie 2013 Performance Incentive Plan (the ?Plan?) effective as of January 1, 2013 (the ?Effective Date?). The Plan is hereby amended and restated effective

AbbVie Supplemental Savings Plan, as amended and restated (incorporated by reference to Exhibit 10.6 of the company's Annual Report on Form 10-K for the fiscal year ended December 31, 2021).**

Exhibit 10.6 ABBVIE SUPPLEMENTAL SAVINGS PLAN (Amended and Restated Effective as of January 1, 2022) Exhibit 10.6 ABBVIE SUPPLEMENTAL SAVINGS PLAN SECTION 1 INTRODUCTION 1-1. PURPOSE AND EFFECTIVE DATE. This AbbVie Supplemental Savings Plan (the ?Plan?) was established by AbbVie Inc. (?AbbVie?), effective as of January 1, 2013 (the ?Effective Date?), to provide eligible management employees of Abb

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-K (MARK ONE) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 10-K (MARK ONE) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-35565 AbbVie Inc. (E

Description of the company’s securities registered pursuant to Section 12 of the Securities Exchange Act of 1934.

Exhibit 4.1 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 AbbVie Inc. (?AbbVie,? ?we,? ?us? and ?our?) has the following classes of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"): Common Stock, the 2023 Notes, the May 2024 Notes, the June 2024 Notes, the 2027

Subsidiaries of AbbVie Inc.

Exhibit 21 List Of Subsidiaries The following is a list of subsidiaries of AbbVie Inc.

ABBV / AbbVie Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)* Name of issuer: AbbVie Inc. Title of Class of Securities: Common Stock CUSIP Number: 00287Y109 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ??Rule 13

AbbVie Inc. Key Product Revenues Quarter Ended December 31, 2021 % Change vs. 4Q20 Net Revenues (in millions) Reported Operationala U.S. Int’l. Total U.S. Int’l. Total Int’l. Total NET REVENUES $11,677 $3,209 $14,886 9.5% 0.5% 7.4% 0.9% 7.5% Immunolo

PRESS RELEASE AbbVie Reports Full-Year and Fourth-Quarter 2021 Financial Results •Reports Full-Year Diluted EPS of $6.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 2, 2022 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other jurisdiction (Commission File Number) (IRS Employer o

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 16, 2021 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction of Incorporation) (Commission File Numb

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 16, 2021 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction of incorporation) (Commission File Numb

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35565 AbbVi

AbbVie Inc. Key Product Revenues Quarter Ended September 30, 2021 % Change vs. 3Q20 Net Revenues (in millions) Reported Operationala U.S. Int’l. Total U.S. Int'l. Total Int'l. Total ADJUSTED NET REVENUESb $11,279 $3,063 $14,342 14.1% 2.4% 11.3% 0.1%

PRESS RELEASE AbbVie Reports Third-Quarter 2021 Financial Results ?Reports Third-Quarter Diluted EPS of $1.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2021 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer o

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 19, 2021 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction of incorporation) (Commission File Number

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35565 AbbVie Inc

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2021 ABBVIE INC. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of I

AbbVie Inc. Key Product Revenues Quarter Ended June 30, 2021 % Change vs. 2Q20 Net Revenues (in millions) Reported Comparable Operational a, b U.S. Int’l. Total U.S. Int'l. Total U.S. Int'l Total NET REVENUES $10,804 $3,155 $13,959 32.6% 38.4% 33.9%

PRESS RELEASE AbbVie Reports Second-Quarter 2021 Financial Results ?Reports Second-Quarter Diluted EPS of $0.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT AbbVie Inc. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT AbbVie Inc. (Exact name of registrant as specified in its charter) Delaware 001-35565 32-0375147 (State or other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 1 North Waukegan Road North Chicago, Illinois 60064-6400 (Address of principal executi