安进美股招股说明书(2026-02-19版)

$1,000,000,000 4.200% Senior Notes due 2031$1,750,000,000 4.850% Senior Notes due 2036$500,000,000 5.500% Senior Notes due 2046$750,000,000 5.650% Senior Notes due 2056 We are offering $1,000,000,000 aggregate principal amount of 4.200% Senior Notes due 2031 (the “2031 notes”), $1,750,000,000 aggregate principal amount of4.850% Senior Notes due 2036 (the “2036 notes”), $500,000,000 aggregate principal amount of 5.500% Senior Notes due 2046 (the “2046 notes”) and $750,000,000aggregate principal amount of 5.650% Senior Notes due 2056 (the “2056 notes” and, together with the 2031 notes, the 2036 notes and the 2046 notes, the “notes”). Interest on the notes will be payable in cash semi-annually in arrears on February 19 and August 19 of each year, beginning August 19, 2026. The notes will be our senior unsecured obligations and will rank equally with all of our other existing and future senior unsecured indebtedness. We may redeemeach series of the notes, at any time in whole or from time to time in part, at the redemption prices described in this prospectus supplement. (1)Plus accrued interest, if any, from and including February 19, 2026 if settlement occurs after that date. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined thatthis prospectus supplement or the accompanying prospectus is accurate or complete. Any representation to the contrary is a criminal offense. The underwriters expect to deliver the notes in book-entry form only through the facilities of The Depository Trust Company for the accounts of its participants,including Clearstream Banking,société anonyme, and Euroclear Bank, S.A./N.V., as operator for the Euroclear System, against payment in New York, New York on orabout February 19, 2026. Table of Contents TABLE OF CONTENTS PROSPECTUS SUPPLEMENT ABOUT THIS PROSPECTUS SUPPLEMENTWHERE YOU CAN FIND MORE INFORMATION; INCORPORATION BY REFERENCESUMMARYRISK FACTORSUSE OF PROCEEDSCAPITALIZATIONDESCRIPTION OF NOTESMATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCESUNDERWRITING (CONFLICTS OF INTEREST)VALIDITY OF THE NOTES PROSPECTUS ABOUT THIS PROSPECTUSFORWARD-LOOKING STATEMENTSWHERE YOU CAN FIND MORE INFORMATION; INCORPORATION BY REFERENCEAMGEN INC.RISK FACTORSUSE OF PROCEEDSDESCRIPTION OF DEBT SECURITIESDESCRIPTION OF CAPITAL STOCKDESCRIPTION OF WARRANTSDESCRIPTION OF RIGHTSDESCRIPTION OF SECURITIES PURCHASE CONTRACTS AND SECURITIES PURCHASE UNITSDESCRIPTION OF DEPOSITARY SHARESGLOBAL SECURITIESSELLING SECURITYHOLDERSPLAN OF DISTRIBUTIONEXPERTSVALIDITY OF THE SECURITIES Table of Contents ABOUT THIS PROSPECTUS SUPPLEMENT This document consists of two parts. The first part is this prospectus supplement, which describes the specific terms of our offering of the notes.The second part is the accompanying prospectus, which provides more general information, some of which may not be applicable to this offering. Thisprospectus supplement and the accompanying prospectus include important information about us, the notes and other information you should knowbefore investing. This prospectus supplement also adds, updates and changes information contained in the accompanying prospectus. If there is anyinconsistency between the information in this prospectus supplement and the accompanying prospectus, you should rely on the information in thisprospectus supplement. Before purchasing the notes, you should carefully read both this prospectus supplement and the accompanying prospectus,together with the additional information about us described under “Where You Can Find More Information; Incorporation by Reference” in thisprospectus supplement. You should rely only on the information contained or incorporated by reference in this prospectus supplement and the accompanyingprospectus and in any free writing prospectus we prepare or authorize that supplements this prospectus supplement. We have not, and theunderwriters have not, authorized any other person to provide you with different information. If anyone other than us provides you withdifferent or inconsistent information, you should not rely on it. We are not, and the underwriters are not, making an offer to sell these securitiesin any jurisdiction where the offer or sale is not permitted. You should assume that the information appearing in this prospectus supplementand the accompanying prospectus and the documents incorporated by reference is accurate only as of their respective dates. Our business,financial condition, results of operations and prospects may have changed since those dates. Unless stated otherwise or unless the context otherwise requires, references in this prospectus supplement and accompanying prospectus to“Amgen,” “we,” “us” and “our” refer to Amgen Inc., a company incorporated in Delaware, and its consolidated subsidiaries. Table of Contents WHERE YOU CAN FIND MORE INFORMATION; INCORPORATION BY REFERENCE We file annual, quarterly and curr