GILEAD SCIENCES, INC., DEF 14A filed on 3/27/2025
Proxy Statement (definitive)
v3.25.1
Cover
12 Months Ended
Dec. 31, 2024
Cover [Abstract]  
Document Type DEF 14A
Entity Registrant Name GILEAD SCIENCES, INC.
Entity Central Index Key 0000882095
Amendment Flag false
v3.25.1
Pay vs Performance Disclosure - USD ($)
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Pay vs Performance Disclosure [Table]          
Pay vs Performance Disclosure, Table

Pay Versus Performance

 

As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation S-K, we are providing the following information about the relationship between executive “compensation actually paid” and certain financial performance of the Company. For further information regarding our pay for performance philosophy and how we align executive compensation with the Company’s performance, refer to the “Compensation Discussion and Analysis” on page 50.

 

                   Value of Initial Fixed $100
Investment Based on:
         
Year  Summary
Compensation
Table Total for
Mr. O’Day(1)
   Compensation
Actually Paid to
Mr. O’Day(2)
   Average
Summary
Compensation
Table Total for
Other NEOs(3)
   Average
Compensation
Actually Paid to
Other NEOs(4)
   Total
Shareholder
Return(5)
   Peer Group
Total
Shareholder
Return(6)
   Net Income
(in millions)(7)
   Net Product
Revenue
(in millions)(8)
 
2024  $23,689,392   $44,785,379   $7,725,458   $14,186,970      $174      $118      $480   $28,610 
2023  $22,607,690   $15,483,783   $7,588,163   $5,469,137   $147   $119   $5,613   $26,934 
2022  $21,621,253   $54,965,255   $7,874,828   $18,182,586   $150   $114   $4,566   $26,982 
2021  $19,229,466   $31,485,348   $6,279,776   $9,693,178   $121   $126   $6,201   $27,008 
2020  $18,998,095   $16,117,322   $6,616,768   $6,126,435   $93   $126   $89   $24,355 

 

(1) The dollar amounts reported are the amounts reported in the “Total” column of the Summary Compensation Table for our Chairman and Chief Executive Officer, Mr. O’Day.

(2) The dollar amounts reported represent the amount of “compensation actually paid”, as computed in accordance with SEC rules, for Mr. O’Day. The dollar amounts do not reflect the actual amount of compensation earned by or paid during the applicable year. In accordance with SEC rules, the following adjustments were made to total compensation to determine the compensation actually paid:

 

  Year  Summary
Compensation Table
Total for Mr. O’Day
   Less: Summary
Compensation
Table Reported
Value of Equity
Awards(a)
   Plus: Equity Award
Adjustments(b)
   Equals: Compensation
Actually Paid to Mr. O’Day
 
  2024             $23,689,392        $16,551,827              $37,647,814                          $44,785,379 
  2023  $22,607,690   $15,615,056   $8,491,149   $15,483,783 
  2022  $21,621,253   $14,353,915   $47,697,917   $54,965,255 
  2021  $19,229,466   $13,139,064   $25,394,946   $31,485,348 
  2020  $18,998,095   $11,513,097   $8,632,324   $16,117,322 
(a) Represents the aggregate grant-date fair value of equity awards as reported in the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table for the applicable year.
(b) The equity award adjustments for each applicable year were as set forth in the table below. The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. The amounts deducted or added in calculating the equity award adjustments are as follows:
   
  Year  Year End
Fair Value of
Equity Awards
Granted during
the Year
   Year over Year
Change in Fair Value
of Outstanding and
Unvested Equity Awards
Granted in Prior Years
   Year over Year Change
in Fair Value of Equity
Awards Granted
in Prior Years that
Vested during the Year
   Value of Dividend
Equivalents Accrued
or Other Earnings Paid
on Stock Awards Not
Otherwise Reflected
in Fair Value
   Total Equity
Award
Adjustments
 
  2024      $23,956,270                        $13,333,936                     $(1,033,888)                     $1,391,496      $37,647,814 
  2023  $12,525,814   $(2,481,113)  $(2,859,625)  $1,306,073   $8,491,149 
  2022  $34,153,918   $14,183,571   $(1,966,582)  $1,327,010   $47,697,917 
  2021  $17,162,219   $6,011,125   $707,262   $1,514,340   $25,394,946 
  2020  $8,885,442   $(1,693,496)  $409,911   $1,030,467   $8,632,324 

(3) The dollar amounts reported represent the average of the amounts reported for our NEOs as a group (excluding our CEO) in the “Total” column of the Summary Compensation Table in each applicable year. The NEOs included for purposes of calculating the average amounts in each applicable year are as follows: (i) for 2024, 2023 and 2022, Andrew D. Dickinson, Johanna Mercier, Merdad V. Parsey and Deborah H. Telman; and (ii) for 2021 and 2020, Andrew D. Dickinson, Johanna Mercier, Merdad V. Parsey and Brett A. Pletcher.

(4) The dollar amounts reported represent the average amount of “compensation actually paid” to the NEOs identified in footnote 3, as computed in accordance with SEC rules. The dollar amounts do not reflect the actual amount of compensation earned by or paid to any NEO during the applicable year. In accordance with SEC rules, the following adjustments were made to average total compensation for the NEOs for each year to determine the compensation actually paid:

 

  Year  Average
Reported Summary
Compensation Table
Total for Other NEOs
   Less: Summary
Compensation Table
Average Reported
Value of Equity Awards
   Plus: Average
Equity Award
Adjustments(a)
   Equals: Average
Compensation Actually
Paid to Other NEOs
 
  2024                 $7,725,458                      $4,828,738            $11,290,250                      $14,186,970 
  2023  $7,588,163   $4,809,225   $2,690,199   $5,469,137 
  2022  $7,874,828   $4,961,052   $15,268,810   $18,182,586 
  2021  $6,279,776   $3,625,534   $7,038,936   $9,693,178 
  2020  $6,616,768   $3,087,064   $2,596,731   $6,126,435 
(a) The amounts deducted or added in calculating the total average equity award adjustments are as follows:

 

 
  Year  Average Year End
Fair Value of Equity
Awards Granted
During the Year
   Year over Year Average
Change in Fair Value
of Outstanding and
Unvested Equity Awards
Granted in Prior Years
   Year over Year
Average Change in
Fair Value of Equity
Awards Granted
in Prior Years that
Vested in the Year
   Average Value of
Dividend Equivalents
Accrued or Other
Earnings Paid on Stock
Awards Not Otherwise
Reflected in Fair Value
   Total Average
Equity Award
Adjustments
 
  2024                   $6,878,321                        $4,260,282                  $(282,467)                       $434,114           $11,290,250 
  2023  $3,955,902   $(789,322)  $(879,498)  $403,117   $2,690,199 
  2022  $11,751,514   $3,365,229   $(289,102)  $441,169   $15,268,810 
  2021  $4,989,853   $1,461,574   $271,571   $315,938   $7,038,936 
  2020  $2,488,166   $(365,446)  $269,145   $204,866   $2,596,731 

(5) Cumulative TSR is calculated by dividing the sum of the cumulative amount of dividends for the measurement period, assuming dividend reinvestment, and the difference between our share price at the end of each year shown and the beginning of the measurement period by our share price at the beginning of the measurement period. The beginning of the measurement period for each year in the table is December 31, 2019.

(6) The peer group used for this purpose is Nasdaq Biotechnology Index.

(7) The dollar amounts reported represent the amount of net income reflected in our Consolidated Statements of Income included in our Annual Report on Form 10-K for the applicable year. Our 2022 net income included a $2.7 billion partial impairment charge related to certain IPR&D assets acquired from Immunomedics, Inc. Our 2024 net income included $4.2 billion partial impairment charges related to certain IPR&D assets acquired from Immunomedics, Inc.
(8) The dollar amounts reported represent the amount of net product sales revenue reflected in our Consolidated Statements of Income included in our Annual Report on Form 10-K for the applicable year. Total full year 2024 product sales of $28,610 increased by 6% compared to the same period in 2023, with higher HIV, Liver Disease, and Oncology sales.
       
Company Selected Measure Name Net Product Revenue        
Named Executive Officers, Footnote [Text Block]

 

(1) The dollar amounts reported are the amounts reported in the “Total” column of the Summary Compensation Table for our Chairman and Chief Executive Officer, Mr. O’Day.
(3)The dollar amounts reported represent the average of the amounts reported for our NEOs as a group (excluding our CEO) in the “Total” column of the Summary Compensation Table in each applicable year. The NEOs included for purposes of calculating the average amounts in each applicable year are as follows: (i) for 2024, 2023 and 2022, Andrew D. Dickinson, Johanna Mercier, Merdad V. Parsey and Deborah H. Telman; and (ii) for 2021 and 2020, Andrew D. Dickinson, Johanna Mercier, Merdad V. Parsey and Brett A. Pletcher.
       
Peer Group Issuers, Footnote

(6) The peer group used for this purpose is Nasdaq Biotechnology Index.
       
PEO Total Compensation Amount [1] $ 23,689,392 $ 22,607,690 $ 21,621,253 $ 19,229,466 $ 18,998,095
PEO Actually Paid Compensation Amount [2] $ 44,785,379 15,483,783 54,965,255 31,485,348 16,117,322
Adjustment To PEO Compensation, Footnote

(2) The dollar amounts reported represent the amount of “compensation actually paid”, as computed in accordance with SEC rules, for Mr. O’Day. The dollar amounts do not reflect the actual amount of compensation earned by or paid during the applicable year. In accordance with SEC rules, the following adjustments were made to total compensation to determine the compensation actually paid:

 

  Year  Summary
Compensation Table
Total for Mr. O’Day
   Less: Summary
Compensation
Table Reported
Value of Equity
Awards(a)
   Plus: Equity Award
Adjustments(b)
   Equals: Compensation
Actually Paid to Mr. O’Day
 
  2024             $23,689,392        $16,551,827              $37,647,814                          $44,785,379 
  2023  $22,607,690   $15,615,056   $8,491,149   $15,483,783 
  2022  $21,621,253   $14,353,915   $47,697,917   $54,965,255 
  2021  $19,229,466   $13,139,064   $25,394,946   $31,485,348 
  2020  $18,998,095   $11,513,097   $8,632,324   $16,117,322 
(a) Represents the aggregate grant-date fair value of equity awards as reported in the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table for the applicable year.
(b) The equity award adjustments for each applicable year were as set forth in the table below. The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. The amounts deducted or added in calculating the equity award adjustments are as follows:
   
  Year  Year End
Fair Value of
Equity Awards
Granted during
the Year
   Year over Year
Change in Fair Value
of Outstanding and
Unvested Equity Awards
Granted in Prior Years
   Year over Year Change
in Fair Value of Equity
Awards Granted
in Prior Years that
Vested during the Year
   Value of Dividend
Equivalents Accrued
or Other Earnings Paid
on Stock Awards Not
Otherwise Reflected
in Fair Value
   Total Equity
Award
Adjustments
 
  2024      $23,956,270                        $13,333,936                     $(1,033,888)                     $1,391,496      $37,647,814 
  2023  $12,525,814   $(2,481,113)  $(2,859,625)  $1,306,073   $8,491,149 
  2022  $34,153,918   $14,183,571   $(1,966,582)  $1,327,010   $47,697,917 
  2021  $17,162,219   $6,011,125   $707,262   $1,514,340   $25,394,946 
  2020  $8,885,442   $(1,693,496)  $409,911   $1,030,467   $8,632,324 
       
Non-PEO NEO Average Total Compensation Amount [3] $ 7,725,458 7,588,163 7,874,828 6,279,776 6,616,768
Non-PEO NEO Average Compensation Actually Paid Amount [4] $ 14,186,970 5,469,137 18,182,586 9,693,178 6,126,435
Adjustment to Non-PEO NEO Compensation Footnote

(4) The dollar amounts reported represent the average amount of “compensation actually paid” to the NEOs identified in footnote 3, as computed in accordance with SEC rules. The dollar amounts do not reflect the actual amount of compensation earned by or paid to any NEO during the applicable year. In accordance with SEC rules, the following adjustments were made to average total compensation for the NEOs for each year to determine the compensation actually paid:

 

  Year  Average
Reported Summary
Compensation Table
Total for Other NEOs
   Less: Summary
Compensation Table
Average Reported
Value of Equity Awards
   Plus: Average
Equity Award
Adjustments(a)
   Equals: Average
Compensation Actually
Paid to Other NEOs
 
  2024                 $7,725,458                      $4,828,738            $11,290,250                      $14,186,970 
  2023  $7,588,163   $4,809,225   $2,690,199   $5,469,137 
  2022  $7,874,828   $4,961,052   $15,268,810   $18,182,586 
  2021  $6,279,776   $3,625,534   $7,038,936   $9,693,178 
  2020  $6,616,768   $3,087,064   $2,596,731   $6,126,435 
(a) The amounts deducted or added in calculating the total average equity award adjustments are as follows:

 

 
  Year  Average Year End
Fair Value of Equity
Awards Granted
During the Year
   Year over Year Average
Change in Fair Value
of Outstanding and
Unvested Equity Awards
Granted in Prior Years
   Year over Year
Average Change in
Fair Value of Equity
Awards Granted
in Prior Years that
Vested in the Year
   Average Value of
Dividend Equivalents
Accrued or Other
Earnings Paid on Stock
Awards Not Otherwise
Reflected in Fair Value
   Total Average
Equity Award
Adjustments
 
  2024                   $6,878,321                        $4,260,282                  $(282,467)                       $434,114           $11,290,250 
  2023  $3,955,902   $(789,322)  $(879,498)  $403,117   $2,690,199 
  2022  $11,751,514   $3,365,229   $(289,102)  $441,169   $15,268,810 
  2021  $4,989,853   $1,461,574   $271,571   $315,938   $7,038,936 
  2020  $2,488,166   $(365,446)  $269,145   $204,866   $2,596,731 
       
Compensation Actually Paid vs. Total Shareholder Return

Compensation Actually Paid Versus TSR 2020 – 2024

 

 

       
Compensation Actually Paid vs. Net Income

Compensation Actually Paid Versus Net Income 2020 – 2024

 

 

 

       
Compensation Actually Paid vs. Company Selected Measure

Compensation Actually Paid Versus Net Revenue 2020 – 2024

 

 

       
Total Shareholder Return Vs Peer Group

Compensation Actually Paid Versus TSR 2020 – 2024

 

 

       
Tabular List, Table
Financial Performance Measures

 

As described in greater detail in “Executive Compensation – Compensation Discussion and Analysis” on page 50, our executive compensation program reflects a pay-for-performance philosophy, with a focus not only on the successful progression of research programs, clinical trials and the launch of new products but also on performance across a range of shorter-term metrics that advance our long-term strategy and longer-term value creation for our stockholders. The metrics that we use for both our long-term and short-term incentive awards are selected based on an objective of incentivizing our NEOs to increase the value of our company for our stockholders. As required by Item 402(v), the most important financial performance measures used by the Company to link compensation actually paid to the NEOs, for the most recently completed fiscal year, to the Company’s performance are as follows:

 

  a. Net Product Revenue
  b. Relative TSR
  c. Non-GAAP Operating Income
     
       
Total Shareholder Return Amount [5] $ 174 147 150 121 93
Peer Group Total Shareholder Return Amount [6] 118 119 114 126 126
Net Income (Loss) Attributable to Parent [7] $ 480,000,000 $ 5,613,000,000 $ 4,566,000,000 $ 6,201,000,000 $ 89,000,000
Company Selected Measure Amount [8] 28,610,000,000 26,934,000,000 26,982,000,000 27,008,000,000 24,355,000,000
PEO Name Mr. O’Day Mr. O’Day Mr. O’Day Mr. O’Day Mr. O’Day
Additional 402(v) Disclosure As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation S-K, we are providing the following information about the relationship between executive “compensation actually paid” and certain financial performance of the Company. For further information regarding our pay for performance philosophy and how we align executive compensation with the Company’s performance, refer to the “Compensation Discussion and Analysis” on page 50.        
Measure [Axis]: 1          
Pay vs Performance Disclosure [Table]          
Measure Name Net Product Revenue        
Measure [Axis]: 2          
Pay vs Performance Disclosure [Table]          
Measure Name Relative TSR        
Measure [Axis]: 3          
Pay vs Performance Disclosure [Table]          
Measure Name Non-GAAP Operating Income        
PEO [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount [9] $ 16,551,827 $ 15,615,056 $ 14,353,915 $ 13,139,064 $ 11,513,097
PEO [Member] | Equity Awards Adjustments [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount [10] 37,647,814 8,491,149 47,697,917 25,394,946 8,632,324
PEO [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount 23,956,270 12,525,814 34,153,918 17,162,219 8,885,442
PEO [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount 13,333,936 (2,481,113) 14,183,571 6,011,125 (1,693,496)
PEO [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount (1,033,888) (2,859,625) (1,966,582) 707,262 409,911
PEO [Member] | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount 1,391,496 1,306,073 1,327,010 1,514,340 1,030,467
Non-PEO NEO [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount 4,828,738 4,809,225 4,961,052 3,625,534 3,087,064
Non-PEO NEO [Member] | Equity Awards Adjustments [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount [11] 11,290,250 2,690,199 15,268,810 7,038,936 2,596,731
Non-PEO NEO [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount 6,878,321 3,955,902 11,751,514 4,989,853 2,488,166
Non-PEO NEO [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount 4,260,282 (789,322) 3,365,229 1,461,574 (365,446)
Non-PEO NEO [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount (282,467) (879,498) (289,102) 271,571 269,145
Non-PEO NEO [Member] | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount $ 434,114 $ 403,117 $ 441,169 $ 315,938 $ 204,866
[1] The dollar amounts reported are the amounts reported in the “Total” column of the Summary Compensation Table for our Chairman and Chief Executive Officer, Mr. O’Day.
[2] The dollar amounts reported represent the amount of “compensation actually paid”, as computed in accordance with SEC rules, for Mr. O’Day. The dollar amounts do not reflect the actual amount of compensation earned by or paid during the applicable year. In accordance with SEC rules, the following adjustments were made to total compensation to determine the compensation actually paid:
[3] The dollar amounts reported represent the average of the amounts reported for our NEOs as a group (excluding our CEO) in the “Total” column of the Summary Compensation Table in each applicable year. The NEOs included for purposes of calculating the average amounts in each applicable year are as follows: (i) for 2024, 2023 and 2022, Andrew D. Dickinson, Johanna Mercier, Merdad V. Parsey and Deborah H. Telman; and (ii) for 2021 and 2020, Andrew D. Dickinson, Johanna Mercier, Merdad V. Parsey and Brett A. Pletcher.
[4] The dollar amounts reported represent the average amount of “compensation actually paid” to the NEOs identified in footnote 3, as computed in accordance with SEC rules. The dollar amounts do not reflect the actual amount of compensation earned by or paid to any NEO during the applicable year. In accordance with SEC rules, the following adjustments were made to average total compensation for the NEOs for each year to determine the compensation actually paid:
[5] Cumulative TSR is calculated by dividing the sum of the cumulative amount of dividends for the measurement period, assuming dividend reinvestment, and the difference between our share price at the end of each year shown and the beginning of the measurement period by our share price at the beginning of the measurement period. The beginning of the measurement period for each year in the table is December 31, 2019.
[6] The peer group used for this purpose is Nasdaq Biotechnology Index.
[7] The dollar amounts reported represent the amount of net income reflected in our Consolidated Statements of Income included in our Annual Report on Form 10-K for the applicable year. Our 2022 net income included a $2.7 billion partial impairment charge related to certain IPR&D assets acquired from Immunomedics, Inc. Our 2024 net income included $4.2 billion partial impairment charges related to certain IPR&D assets acquired from Immunomedics, Inc.
[8] The dollar amounts reported represent the amount of net product sales revenue reflected in our Consolidated Statements of Income included in our Annual Report on Form 10-K for the applicable year. Total full year 2024 product sales of $28,610 increased by 6% compared to the same period in 2023, with higher HIV, Liver Disease, and Oncology sales.
[9] Represents the aggregate grant-date fair value of equity awards as reported in the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table for the applicable year.
[10] The equity award adjustments for each applicable year were as set forth in the table below. The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. The amounts deducted or added in calculating the equity award adjustments are as follows:
[11] The amounts deducted or added in calculating the total average equity award adjustments are as follows:
v3.25.1
Award Timing Disclosure
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Mar. 10, 2024
USD ($)
shares
$ / shares
Awards Close in Time to MNPI Disclosures [Table]            
Award Timing MNPI Disclosure

The Compensation and Talent Committee generally approves the target value of annual equity awards for the Company’s executive officers, including each of the Named Executive Officers, at its regularly scheduled meeting in late January or early February of each year, with a grant date to be effective on March 10th, which is generally following the filing of our Annual Report on Form 10-K for the prior year. Annual equity awards to other company employees are typically approved by our CEO with a grant date of March 10th as well. Additionally, employees may enroll to purchase shares of the Company’s common stock under the terms of the Gilead Sciences, Inc. Employee Stock Purchase Plan, with purchase dates generally in February and August of each year. In special circumstances, including the hiring or promotion of an individual or where the Committee or its authorized delegate determines it is in the best interest of the Company, the Committee or its delegate may approve grants throughout the year, with such grants effective on the 10th day of each calendar month or at other times determined to be appropriate. The Company may change these practices in the future. The Company does not time the disclosure of material nonpublic information for the purpose of affecting the value of executive compensation.

 

Consistent with the above-described practice, on March 10, 2024, the Committee granted our Named Executive Officers annual equity awards including stock options, restricted stock units and performance shares. This pre-approved grant was made four days before the Company filed a Form 8-K disclosing that Kevin E. Lofton had notified the Board of his decision to retire from the Board, effective as of the conclusion of his term at Gilead’s next annual meeting of stockholders held on May 8, 2024.

 

Due to this Form 8-K event, as required by SEC rules, the table below sets forth certain information about the annual stock option grants made to our Named Executive Officers.

 

Name  Grant Date  Number of
Securities
Underlying
the Award
  Exercise
Price of the
Award
($/Sh)
  Grant Date Fair
Value of the Award
  Percentage Change in the Closing Market
Price of the Securities Underlying the
Award Between the Trading Day Ending
Immediately Prior to the Disclosure of
Material Nonpublic Information and the
Trading Day Beginning Immediately
Following the Disclosure of Material
Nonpublic Information(1)
 
Daniel P. O’Day  March 10, 2024   279,130   $75.12   $4,125,011    (2.96)%
Andrew D. Dickinson  March 10, 2024   87,970   $75.12   $1,300,029    (2.96)%
Johanna Mercier  March 10, 2024   87,970   $75.12   $1,300,029    (2.96)%
Merdad V. Parsey, M.D., Ph.D.  March 10, 2024   89,660   $75.12   $1,325,004    (2.96)%
Deborah H. Telman  March 10, 2024   54,980   $75.12   $812,500    (2.96)%
(1) Reflects the percentage change in the closing market price of our common stock between the trading day ending immediately prior to the Form 8-K filing ($75.94 on March 13, 2024) and the trading day beginning immediately following the disclosure of material nonpublic information ($73.69 on March 15, 2024).
         
Award Timing Method The Compensation and Talent Committee generally approves the target value of annual equity awards for the Company’s executive officers, including each of the Named Executive Officers, at its regularly scheduled meeting in late January or early February of each year, with a grant date to be effective on March 10th, which is generally following the filing of our Annual Report on Form 10-K for the prior year. Annual equity awards to other company employees are typically approved by our CEO with a grant date of March 10th as well. Additionally, employees may enroll to purchase shares of the Company’s common stock under the terms of the Gilead Sciences, Inc. Employee Stock Purchase Plan, with purchase dates generally in February and August of each year. In special circumstances, including the hiring or promotion of an individual or where the Committee or its authorized delegate determines it is in the best interest of the Company, the Committee or its delegate may approve grants throughout the year, with such grants effective on the 10th day of each calendar month or at other times determined to be appropriate. The Company may change these practices in the future. The Company does not time the disclosure of material nonpublic information for the purpose of affecting the value of executive compensation.          
Award Timing Predetermined true          
Award Timing, How MNPI Considered The Company does not time the disclosure of material nonpublic information for the purpose of affecting the value of executive compensation.          
MNPI Disclosure Timed for Compensation Value false          
Disclosure - Award Timing Disclosure
Name  Grant Date  Number of
Securities
Underlying
the Award
  Exercise
Price of the
Award
($/Sh)
  Grant Date Fair
Value of the Award
  Percentage Change in the Closing Market
Price of the Securities Underlying the
Award Between the Trading Day Ending
Immediately Prior to the Disclosure of
Material Nonpublic Information and the
Trading Day Beginning Immediately
Following the Disclosure of Material
Nonpublic Information(1)
 
Daniel P. O’Day  March 10, 2024   279,130   $75.12   $4,125,011    (2.96)%
Andrew D. Dickinson  March 10, 2024   87,970   $75.12   $1,300,029    (2.96)%
Johanna Mercier  March 10, 2024   87,970   $75.12   $1,300,029    (2.96)%
Merdad V. Parsey, M.D., Ph.D.  March 10, 2024   89,660   $75.12   $1,325,004    (2.96)%
Deborah H. Telman  March 10, 2024   54,980   $75.12   $812,500    (2.96)%
         
Adjustment To PEO Compensation, Footnote [Text Block]

(2) The dollar amounts reported represent the amount of “compensation actually paid”, as computed in accordance with SEC rules, for Mr. O’Day. The dollar amounts do not reflect the actual amount of compensation earned by or paid during the applicable year. In accordance with SEC rules, the following adjustments were made to total compensation to determine the compensation actually paid:

 

  Year  Summary
Compensation Table
Total for Mr. O’Day
   Less: Summary
Compensation
Table Reported
Value of Equity
Awards(a)
   Plus: Equity Award
Adjustments(b)
   Equals: Compensation
Actually Paid to Mr. O’Day
 
  2024             $23,689,392        $16,551,827              $37,647,814                          $44,785,379 
  2023  $22,607,690   $15,615,056   $8,491,149   $15,483,783 
  2022  $21,621,253   $14,353,915   $47,697,917   $54,965,255 
  2021  $19,229,466   $13,139,064   $25,394,946   $31,485,348 
  2020  $18,998,095   $11,513,097   $8,632,324   $16,117,322 
(a) Represents the aggregate grant-date fair value of equity awards as reported in the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table for the applicable year.
(b) The equity award adjustments for each applicable year were as set forth in the table below. The valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of grant. The amounts deducted or added in calculating the equity award adjustments are as follows:
   
  Year  Year End
Fair Value of
Equity Awards
Granted during
the Year
   Year over Year
Change in Fair Value
of Outstanding and
Unvested Equity Awards
Granted in Prior Years
   Year over Year Change
in Fair Value of Equity
Awards Granted
in Prior Years that
Vested during the Year
   Value of Dividend
Equivalents Accrued
or Other Earnings Paid
on Stock Awards Not
Otherwise Reflected
in Fair Value
   Total Equity
Award
Adjustments
 
  2024      $23,956,270                        $13,333,936                     $(1,033,888)                     $1,391,496      $37,647,814 
  2023  $12,525,814   $(2,481,113)  $(2,859,625)  $1,306,073   $8,491,149 
  2022  $34,153,918   $14,183,571   $(1,966,582)  $1,327,010   $47,697,917 
  2021  $17,162,219   $6,011,125   $707,262   $1,514,340   $25,394,946 
  2020  $8,885,442   $(1,693,496)  $409,911   $1,030,467   $8,632,324 
         
PEO Name Mr. O’Day Mr. O’Day Mr. O’Day Mr. O’Day Mr. O’Day  
Adjustment to Non-PEO NEO Compensation Footnote [Text Block]

(4) The dollar amounts reported represent the average amount of “compensation actually paid” to the NEOs identified in footnote 3, as computed in accordance with SEC rules. The dollar amounts do not reflect the actual amount of compensation earned by or paid to any NEO during the applicable year. In accordance with SEC rules, the following adjustments were made to average total compensation for the NEOs for each year to determine the compensation actually paid:

 

  Year  Average
Reported Summary
Compensation Table
Total for Other NEOs
   Less: Summary
Compensation Table
Average Reported
Value of Equity Awards
   Plus: Average
Equity Award
Adjustments(a)
   Equals: Average
Compensation Actually
Paid to Other NEOs
 
  2024                 $7,725,458                      $4,828,738            $11,290,250                      $14,186,970 
  2023  $7,588,163   $4,809,225   $2,690,199   $5,469,137 
  2022  $7,874,828   $4,961,052   $15,268,810   $18,182,586 
  2021  $6,279,776   $3,625,534   $7,038,936   $9,693,178 
  2020  $6,616,768   $3,087,064   $2,596,731   $6,126,435 
(a) The amounts deducted or added in calculating the total average equity award adjustments are as follows:

 

 
  Year  Average Year End
Fair Value of Equity
Awards Granted
During the Year
   Year over Year Average
Change in Fair Value
of Outstanding and
Unvested Equity Awards
Granted in Prior Years
   Year over Year
Average Change in
Fair Value of Equity
Awards Granted
in Prior Years that
Vested in the Year
   Average Value of
Dividend Equivalents
Accrued or Other
Earnings Paid on Stock
Awards Not Otherwise
Reflected in Fair Value
   Total Average
Equity Award
Adjustments
 
  2024                   $6,878,321                        $4,260,282                  $(282,467)                       $434,114           $11,290,250 
  2023  $3,955,902   $(789,322)  $(879,498)  $403,117   $2,690,199 
  2022  $11,751,514   $3,365,229   $(289,102)  $441,169   $15,268,810 
  2021  $4,989,853   $1,461,574   $271,571   $315,938   $7,038,936 
  2020  $2,488,166   $(365,446)  $269,145   $204,866   $2,596,731 
         
Peer Group Issuers, Footnote [Text Block]

(6) The peer group used for this purpose is Nasdaq Biotechnology Index.
         
O Day [Member]            
Awards Close in Time to MNPI Disclosures [Table]            
Awards Close in Time to MNPI Disclosures, Individual Name           Daniel P. O’Day
Award Underlying Securities Amount | shares           279,130
Award Exercise Price | $ / shares           $ 75.12
Award Grant Date Fair Value | $           $ 4,125,011
Underlying Security Market Price Change, Percent           (0.0296)
Dickinson [Member]            
Awards Close in Time to MNPI Disclosures [Table]            
Awards Close in Time to MNPI Disclosures, Individual Name           Andrew D. Dickinson
Award Underlying Securities Amount | shares           87,970
Award Exercise Price | $ / shares           $ 75.12
Award Grant Date Fair Value | $           $ 1,300,029
Underlying Security Market Price Change, Percent           (0.0296)
Mercier [Member]            
Awards Close in Time to MNPI Disclosures [Table]            
Awards Close in Time to MNPI Disclosures, Individual Name           Johanna Mercier
Award Underlying Securities Amount | shares           87,970
Award Exercise Price | $ / shares           $ 75.12
Award Grant Date Fair Value | $           $ 1,300,029
Underlying Security Market Price Change, Percent           (0.0296)
Parsey [Member]            
Awards Close in Time to MNPI Disclosures [Table]            
Awards Close in Time to MNPI Disclosures, Individual Name           Merdad V. Parsey, M.D., Ph.D.
Award Underlying Securities Amount | shares           89,660
Award Exercise Price | $ / shares           $ 75.12
Award Grant Date Fair Value | $           $ 1,325,004
Underlying Security Market Price Change, Percent           (0.0296)
Telman [Member]            
Awards Close in Time to MNPI Disclosures [Table]            
Awards Close in Time to MNPI Disclosures, Individual Name           Deborah H. Telman
Award Underlying Securities Amount | shares           54,980
Award Exercise Price | $ / shares           $ 75.12
Award Grant Date Fair Value | $           $ 812,500
Underlying Security Market Price Change, Percent           (0.0296)
v3.25.1
Insider Trading Policies and Procedures
12 Months Ended
Dec. 31, 2024
Insider Trading Policies and Procedures [Line Items]  
Insider Trading Policies and Procedures Adopted [Flag] true