DEF 14A of Pfizer Inc, Mar 12, 2026

DEF 14A of Pfizer Inc

Filed Mar 12, 2026 · FY20250000078003-26-000033

Open on EDGAR

  1. PROCESS FOR SELECTING DIRECTOR NOMINEES

    PROCESS FOR SELECTING DIRECTOR NOMINEES During 2025, the Governance Committee conducted a needs assessment, identified and reviewed Director candidates and followed the robust process below, as applicable, to review potential nominees. Based on the outcome of the assessment and in light of the Board’s current composition, including the additions of Messrs. Taraporevala and Buckley to the Board in 2024, the Board did not elect any new Directors during 2025.

  2. PROCESS FOR SELECTING DIRECTOR NOMINEES

    | 1 | 2 | 3 | 4 | | Needs Assessment | Candidate Identification | Screening | Nomination and Onboarding | | Define skills and criteria based on: •Gaps to fill due to Board turnover/succession planning •Current and future business needs •Results of Board evaluation •Management team priorities | Identify candidates through: •Board member recommendations •Executive Leadership Team (ELT) recommendations •Search agencies and recruiters •Shareholders | Review of qualifications: •Skills matrix •Integrity and independence requirements •Past experience and perspectives •Other positions the candidate holds or has held •A broad range of skills, experiences and perspectives Committee members and, as appropriate, other Board members and management interview qualified candidates. | Select Director nominees best suited to serve the interests of the company and its shareholders. Following election, all new independent Directors undergo a comprehensive onboarding process, which includes: •Meetings with members of the ELT and other senior leaders; •Site visits; and •An in-depth review of a broad set of materials that provide information on the company and Board-related matters. |

  3. Director Independence

    Director Independence Our Board of Directors has adopted Director Qualification Standards (Standards) to evaluate and determine Director independence. Our Standards meet, and in some respects exceed, the independence requirements of the New York Stock Exchange (NYSE). To qualify as independent under our Standards, a non-employee Director must have no material relationship with Pfizer other than as a Director. The Standards include additional strict guidelines for Directors and their immediate families and can be found on our website at: https://investors.pfizer.com/Investors/Corporate-Governance/The-Pfizer-Board-Policies/default.aspx. Under our Standards, certain relationships and transactions are not considered to be material transactions that would impair a Director’s independence, including the following: •the Director is an employee, or an immediate family member of the Director is an executive officer, of another company that does business with Pfizer, and our annual sales to, or purchases from, the other company in each of the last three fiscal years amounted to less than 1% of the annual revenues of the other company; •the Director, or an immediate family member of the Director, is an executive officer of another company, and our indebtedness to the other company or its indebtedness to Pfizer amounts to less than 1% of the total consolidated assets of the other company; and •contributions to not-for-profit entities in which a Director, or a Director’s spouse, serves as an executive officer, which amount to less than 2% of that organization’s latest publicly available total revenues (or $1 million, whichever is greater).

  4. Director Independence

    | 2026 Proxy Statement Pfizer | 7 |

  5. Director Independence

    Drs. Hockfield* and Littman, Mr. Echevarria and former Director Dr. Hobbs are employed at medical, scientific or academic institutions with which Pfizer engages in ordinary-course business transactions. Mr. Narayen is the chief executive officer of Adobe Inc., a company with which Pfizer engages in ordinary-course business transactions. Dr. Gottlieb is a Senior Fellow of the American Enterprise Institute (AEI). In 2025, Pfizer made a payment to AEI related to a corporate sponsorship. We reviewed our transactions with and payments to each of these entities and found that these transactions/payments were made in the ordinary course of business and were below the levels set forth in our Standards. * In April 2026, Dr. Hockfield will retire from the Board and as a member of the Regulatory and Compliance and Science and Technology Committees. Independence Assessment. Together with Pfizer’s legal counsel, the Governance Committee reviewed the applicable legal and NYSE standards for Board and Committee member independence, as well as our Standards. A summary of the answers to annual questionnaires completed by each of the Directors and a report of transactions with Director-affiliated entities were also made available to the Committee. On the basis of these reviews, the Committee delivered a report to the full Board of Directors, and the Board made its independence determinations based upon the Committee’s report and the supporting information. The Board has determined that all of our current Directors (other than Dr. Albert Bourla) are independent of the company and its management and meet Pfizer’s criteria for independence. The independent Directors are Drs. Susan Desmond-Hellmann, Scott Gottlieb, Susan Hockfield and Dan R. Littman; Ms. Suzanne Nora Johnson; and Messrs. Ronald E. Blaylock, Mortimer J. Buckley, Joseph J. Echevarria, Shantanu Narayen, James Quincey, James C. Smith and Cyrus Taraporevala. In addition, the Board previously determined that former Director Dr. Helen H. Hobbs was independent.

  6. Our 2026 Director Nominees

    Our 2026 Director Nominees The Governance Committee and the Board believe that each nominee for Director brings a strong and unique set of perspectives, experiences and skills to Pfizer that creates an effective and well-functioning Board.

  7. Our 2026 Director Nominees

    | Name | Age (1) | Independent | Director Since | Audit | Compensation | Governance | Regulatory and Compliance | Science and Technology | Other Public Boards | | Ronald E. Blaylock | 66 | ü | 2017 | l | l | | | | 1 | | Albert Bourla, DVM, Ph.D. Chairman and CEO | 64 | | 2018 | | | | | | – | | Mortimer J. Buckley | 56 | ü | 2024 | l | | l | | | 1 | | Susan Desmond-Hellmann, MD, M.P.H. | 68 | ü | 2020 | | | l | | Chair | – | | Joseph J. Echevarria | 69 | ü | 2015 | l | | Chair | | | 2 | | Scott Gottlieb, MD | 53 | ü | 2019 | | | | Chair | l | 3 | | Dan R. Littman, MD, Ph.D. | 73 | ü | 2018 | | | l | l | l | – | | Shantanu Narayen Lead Independent Director | 62 | ü | 2013 | | | | | | 1 | | Suzanne Nora Johnson | 68 | ü | 2007 | Chair | | | l | | 1 | | James Quincey | 61 | ü | 2020 | | l | | | | 1 | | James C. Smith | 66 | ü | 2014 | l | Chair | | | | – | | Cyrus Taraporevala | 59 | ü | 2024 | l | l | | | | 1 |

  8. Our 2026 Director Nominees

    (1)Age as of the date of the 2026 Annual Meeting.

  9. Our 2026 Director Nominees

    | 8 | Pfizer 2026 Proxy Statement |

  10. DIRECTOR NOMINEE KEY SKILLS AND EXPERIENCE

    DIRECTOR NOMINEE KEY SKILLS AND EXPERIENCE

  11. DIRECTOR NOMINEE KEY SKILLS AND EXPERIENCE

    | Key Skills and Experience | | | | | | | | | | | | | | Business Leadership & Operations Experience serving in a senior leadership role, and demonstrated leadership experience in core management areas such as strategic and operational planning provides valuable practical understanding of complex organizations | l | l | l | l | l | | | l | l | l | l | l | | International Business Leadership experience in organizations that operate across diverse and dynamic political systems, economic conditions, and regulatory environments provides valuable perspectives for oversight of the risks and opportunities within Pfizer’s extensive global business operations | | l | l | | l | | | l | l | l | l | l | | Medicine & Science Knowledge of relevant sciences and experience as a healthcare provider provides a deep understanding of Pfizer’s key therapeutic areas and an appreciation for our purpose to deliver breakthroughs that change patients’ lives | | l | | l | | l | l | | | | | | | Healthcare & Pharma Experience as an executive and/or in an operational role at a pharmaceutical or biotechnology focused organization or company provides a deep understanding of Pfizer’s business and key strategic and operational considerations | | l | | l | | l | l | | l | | | | | Finance & Accounting Expertise in finance, capital markets, mergers and acquisitions, investment management and financial reporting processes enables Directors to effectively monitor and assess Pfizer’s operating and strategic performance and capital allocation decisions, and oversee accurate financial reporting and robust controls | l | | l | | l | | | l | l | l | l | l | | Risk Management Experience identifying, managing and mitigating key strategic and operational risks promotes effective oversight of Pfizer’s risks and opportunities and contributes to effective oversight of strategy in a variety of operating environments | l | | l | | l | | | l | l | | l | l | | Academia Experience in a leadership or senior advisory position at a scientific, research or academic institution provides deep technical subject matter expertise related to the complexities of Pfizer’s R&D pipeline | | | | l | | | l | | | | | | | Human Capital Management Experience with human capital management responsibilities provides valuable perspectives relating to oversight of succession planning, talent development and Pfizer’s executive compensation program | | l | l | | | | | l | | l | l | l | | Government & Public Policy Understanding of the complex regulatory and governmental environment in which Pfizer operates supports Board oversight of the company’s long-term strategy by incorporating current and potential changes in public policy and regulation | | l | | | l | l | | | | | | | | Technology & Cybersecurity Experience understanding and overseeing information technology, including artificial intelligence and cybersecurity matters, is critical to mitigating risks to our business, and to Board oversight of Pfizer’s actions to address innovation and competitiveness in a rapidly evolving technological age | | | l | l | | l | | l | | l | | |

  12. DIRECTOR NOMINEE KEY SKILLS AND EXPERIENCE

    | 2026 Proxy Statement Pfizer | 9 |

  13. DIRECTOR NOMINEE KEY SKILLS AND EXPERIENCE

    | Business Leadership & Operations | | | International Business | | | Medicine & Science | | | Healthcare & Pharma | | | Finance & Accounting | | | Risk Management | | | Academia | | | Human Capital Management | | | Government & Public Policy | | | Technology & Cybersecurity | |

  14. DIRECTOR NOMINEE ATTRIBUTES

    DIRECTOR NOMINEE ATTRIBUTES

  15. DIRECTOR NOMINEE ATTRIBUTES

    | | | | | | | | | | | | | | | | Attributes(1) | | | | | | | | | | | | | | | Gender | Female | | | | l | | | | | l | | | | | | Male | l | l | l | | l | l | l | l | | l | l | l | | Race/Ethnicity | Asian | | | | | | | | l | | | | l | | | Black | l | | | | | | | | | | | | | | Latino | | | | | l | | | | | | | | | | White | | l | l | l | | l | l | | l | l | l | |

  16. DIRECTOR NOMINEE ATTRIBUTES

    (1)Attributes are self-identified.

  17. Gender

    Gender

  18. Race/Ethnicity

    Race/Ethnicity

  19. Board Tenure

    Board Tenure

  20. Board Tenure

    | | Your Board of Directors unanimously recommends a vote “FOR” the election of each of these nominees as Director. |

  21. Board Tenure

    | 10 | Pfizer 2026 Proxy Statement |

  22. Director Nominees

    Director Nominees

  23. Director Nominees

    | | | | | Ronald E. Blaylock KEY SKILLS & EXPERIENCE Business Leadership & Operations/Risk Management: Mr. Blaylock’s extensive experience in private equity and investment banking brings business leadership, financial expertise and risk management skills to the Board. In addition, Mr. Blaylock’s service on the compensation committees of other public companies enables him to bring valuable insights to Pfizer’s Board and Compensation Committee. Finance & Accounting: Mr. Blaylock’s significant financial background, including as the founder and managing partner of GenNx360 Capital Partners and the founder of Blaylock & Company, brings substantial financial expertise and a unique perspective to the Board on issues of importance relating to finance. BACKGROUND Founder, Managing Partner of GenNx360 Capital Partners, a private equity firm focused on investing in industrial and business services companies in the U.S. middle market since 2006. Prior to launching GenNx360 Capital Partners, founded and managed Blaylock & Company, an investment banking firm. Held senior management positions at UBS, PaineWebber Group and Citicorp. Director of W.R. Berkley Corporation, an insurance holding company. Former Director of CarMax, Inc. (from 2007 to 2025), Advantage Solutions Inc. (from 2019 to 2022) and Urban One, Inc. (from 2002 until 2019). Member of the Board of Trustees of Carnegie Hall. Member of the Board of Overseers of New York University Stern School of Business. Board Member of the Mental Health Coalition. | | Age: 66 Director Since: 2017 Board Committees: Audit and Compensation Key Skills: Business Leadership & Operations Finance & Accounting Risk Management Other Current Public Boards: W.R. Berkley Corporation | |

  24. Director Nominees

    | | | | | Albert Bourla, DVM, Ph.D. KEY SKILLS & EXPERIENCE Business Leadership & Operations/Healthcare & Pharma/International Business/Human Capital Management/Government & Public Policy: Dr. Bourla has over 30 years of leadership experience and a demonstrated track record for delivering strong business results. Dr. Bourla has deep knowledge of the global healthcare industry and the regulatory environment as he has held a number of senior global positions across a range of businesses in five different countries (including eight different cities) over the course of his career, which enables him to provide important insights and perspectives to our Board on the company’s commercial, strategic, manufacturing and global product development functions. As Chairman and CEO, Dr. Bourla provides an essential link between management and the Board regarding management’s business perspectives. In addition, his experience on the Board of Pharmaceutical Research and Manufacturers of America (PhRMA) enables him to bring a broad perspective on public policy and other issues facing our industry. Medicine & Science: Dr. Bourla brings expertise in medicine and science to the Board through his distinguished career at Pfizer. Since joining Pfizer in 1993, Dr. Bourla has served in various leadership positions with increasing responsibility within Pfizer’s former Animal Health and global commercial organizations. In addition, he is a Doctor of Veterinary Medicine and holds a Ph.D. in the Biotechnology of Reproduction from the Veterinary School of Aristotle University. BACKGROUND Chairman of the Board of Pfizer since January 2020; Chief Executive Officer of Pfizer since January 2019; Chief Operating Officer of Pfizer from January 2018 until December 2018; Group President, Pfizer Innovative Health from June 2016 until December 2017; Group President, Global Innovative Pharma Business of Pfizer from February 2016 until June 2016 (responsible for Vaccines, Oncology and Consumer Healthcare from 2014). President and General Manager of Established Products Business Unit of Pfizer from 2010 until 2013. Member of the Board of PhRMA and Chair of the Board of The Pfizer Foundation, which promotes access to quality healthcare. Co-Chair of the Board of Directors of the Partnership for New York City and Member of the Board of Catalyst. | | Chairman and CEO Age: 64 Director Since: 2018 Key Skills: Business Leadership & Operations Healthcare & Pharma International Business Medicine & Science Human Capital Management Government & Public Policy Other Current Public Boards: None | |

  25. Director Nominees

    | 2026 Proxy Statement Pfizer | 11 |

  26. Director Nominees

    | | | | | Mortimer J. Buckley KEY SKILLS & EXPERIENCE Business Leadership & Operations/Finance & Accounting/International Business/Risk Management/Human Capital Management: Mr. Buckley’s extensive experience as Chairman and Chief Executive Officer, Chief Investment Officer, and Chief Information Officer of The Vanguard Group, Inc. (Vanguard) has equipped him with invaluable expertise in financial markets, business leadership, capital allocation, regulation, talent management, technology, and operations. His background enables him to bring a unique investor and asset management perspective to the Board, which is an asset for Pfizer and our shareholders. Technology & Cybersecurity: Throughout his tenure at Vanguard, he spearheaded significant digital agendas, built out cybersecurity, and drove the innovative use of new technologies. BACKGROUND Chairman and Chief Executive Officer of Vanguard from 2018 to 2024. Previously, held a number of senior leadership positions at Vanguard, including Vanguard’s Chief Investment Officer from 2013 to 2017, overseeing the company’s managed stock, bond and money market portfolios as well as its investment research and methodology, and Chief Information Officer from 2001 to 2006. In addition, led Vanguard’s Personal Investor division from 2006 to 2012. Served as Chairman of the Board of Children’s Hospital of Philadelphia from 2011 to 2017. Director of The Boeing Company. | | Age: 56 Director Since: 2024 Board Committees: Audit and Governance Key Skills: Business Leadership & Operations Finance & Accounting International Business Risk Management Human Capital Management Technology & Cybersecurity Other Current Public Boards: The Boeing Company | |

  27. Director Nominees

    | | | | | Susan Desmond-Hellmann, MD, M.P.H. KEY SKILLS & EXPERIENCE Business Leadership & Operations: Dr. Desmond-Hellmann brings strong leadership, expertise in business operations and global perspectives to the Board through her experiences as former Chief Executive Officer of the Bill & Melinda Gates Foundation, where she oversaw the creation of the Gates Medical Research Institute (GMRI), as former President of Product Development at Genentech and as Chancellor of the University of California, San Francisco (UCSF). Medicine & Science/Healthcare & Pharma/Academia: Dr. Desmond-Hellmann’s background reflects significant achievements in medicine, healthcare and academia. She brings expertise in medicine and science from her leadership roles in product development and clinical cancer research. Through her experiences at a biotechnology company and at a pharmaceutical institute, she brings healthcare and pharma industry expertise. In addition, she has significant achievements in academia through her service as a distinguished professor at UCSF. Pfizer and the Board benefit from her depth of experience and expertise in medicine, healthcare and academia. Technology & Cybersecurity: Dr. Desmond-Hellmann brings an expertise in technology and innovation from her previous experiences at Genentech and as a director on other public company boards, including Meta, as well as her experiences as a Director of OpenAI. BACKGROUND Board member of OpenAI, Stand Up To Cancer and the Integrated Genomics Institute. Senior Advisor at Lazard, Inc. in the Healthcare Group. Senior Advisor at GV (formerly Google Ventures), a venture capital firm investing in life science and health technologies. CEO of the Bill & Melinda Gates Foundation, a private foundation committed to enhancing global healthcare, reducing extreme poverty and expanding educational opportunities, from 2014 to 2020. Served as the first female, and ninth overall, Chancellor of UCSF from 2009 to 2014 and remains an Adjunct Professor at UCSF. Former member of the President’s Council of Advisors on Science and Technology. From 1995 through 2009, employed at Genentech where she served as President of Product Development from 2005 to 2009, overseeing pre-clinical and clinical development, business development and product portfolio management. Prior to Genentech, Associate Director, Clinical Cancer Research at Bristol-Myers Squibb Pharmaceutical Research Institute. Director of: (i) Meta from 2013 to 2019; and (ii) Procter & Gamble from 2010 to 2017. Received the Hockfield Cancer Research Prize (2023). | | Age: 68 Director Since: 2020 Board Committees: Governance and Science and Technology (Chair) Key Skills: Business Leadership & Operations Healthcare & Pharma Medicine & Science Academia Technology & Cybersecurity Other Current Public Boards: None | |

  28. Director Nominees

    | 12 | Pfizer 2026 Proxy Statement |

  29. Director Nominees

    | | | | | Joseph J. Echevarria KEY SKILLS & EXPERIENCE Business Leadership & Operations/International Business/Risk Management: Mr. Echevarria’s 36-year career at Deloitte and his current role as President and CEO of the University of Miami (UM) bring financial expertise and international business, leadership and operational and risk management skills to the Board. Finance & Accounting: Mr. Echevarria’s financial acumen, including his significant audit experience, expertise in accounting issues and service on the audit committees of other public companies, is an asset to Pfizer’s Board and Audit Committee. Government & Public Policy: Pfizer also benefits from Mr. Echevarria’s breadth and diversity of experience, which includes his former public service on President Obama’s Export Council. BACKGROUND President and CEO of UM since October 2024. Served as the CEO of Deloitte LLP, a global provider of professional services, from 2011 until his retirement in 2014. During his 36-year tenure with Deloitte, served in various leadership roles, including Deputy Managing Partner, Southeast Region, Audit Managing Partner and U.S. Managing Partner and Chief Operating Officer. Served as CEO of UHealth of UM from 2022 until 2024, and served as Trustee of UM since 2011. Serves as Chair Emeritus of former President Obama’s My Brother’s Keeper Alliance and as an advisor to the Obama Foundation. Director of The Bank of New York Mellon Corporation and Unum Group, a provider of financial protection benefits. Former Director of Xerox Holdings Corporation from 2017 until 2023. Former member of the Presidential Commission on Election Administration. | | Age: 69 Director Since: 2015 Board Committees: Audit and Governance (Chair) Key Skills: Business Leadership & Operations Finance & Accounting International Business Risk Management Government & Public Policy Other Current Public Boards: The Bank of New York Mellon Corporation and Unum Group | |

  30. Director Nominees

    | | | | | Scott Gottlieb, MD KEY SKILLS & EXPERIENCE Healthcare & Pharma/Medicine & Science/Government & Public Policy Dr. Gottlieb brings significant expertise in health care, public policy and the biopharmaceutical industry to Pfizer’s Board and the Regulatory and Compliance and Science and Technology Committees. Through his work as a physician and his tenure at the U.S. Food and Drug Administration (FDA), Dr. Gottlieb has demonstrated an understanding of patient needs, the public policy environment and the rapidly changing dynamics of biopharmaceutical research and development. Technology & Cybersecurity: Dr. Gottlieb brings an expertise in technology and innovation from his experiences on the boards of directors of Tempus AI, Inc., an artificial intelligence-enabled precision medicine company, and Xaira Therapeutics, Inc., a private, AI-focused biotechnology company launched in 2024. BACKGROUND Partner, New Enterprise Associates, Inc.’s Healthcare Investment Team and Senior Fellow of the American Enterprise Institute since 2019. Served as the 23rd Commissioner of the FDA from 2017 to 2019. Prior to serving as Commissioner of the FDA, held several roles in the public and private sectors, including serving as a Venture Partner to New Enterprise Associates, Inc. from 2007 to 2017. Director of UnitedHealth Group Inc., Illumina, Inc. and Tempus AI, Inc. Director of Comanche Biopharma, a private maternal medicine biopharmaceutical company, and Xaira Therapeutics, Inc. Board Member of National Resilience, Inc. Scientific Advisory Board Member of CellCarta. Member of the National Academy of Medicine and a contributor to the financial news network CNBC. | | Age: 53 Director Since: 2019 Board Committees: Regulatory and Compliance (Chair) and Science and Technology Key Skills: Healthcare & Pharma Medicine & Science Government & Public Policy Technology & Cybersecurity Other Current Public Boards: Illumina, Inc., Tempus AI, Inc. and UnitedHealth Group Inc. | |

  31. Director Nominees

    | 2026 Proxy Statement Pfizer | 13 |

  32. Director Nominees

    | | | | | Dan R. Littman, MD, Ph.D. KEY SKILLS & EXPERIENCE Healthcare & Pharma/Medicine & Science/Academia: Dr. Littman’s background reflects significant achievements in medicine, healthcare and academia. He has served as a faculty member at the NYU Langone Medical Center for more than 25 years and is a renowned immunologist and molecular biologist. Pfizer benefits from his experience, expertise, achievements and recognition in both medicine and science. In addition, his experiences as a member of the National Academy of the Sciences and the National Academy of Medicine enable him to bring a broad perspective of the scientific and medical community to the Board. BACKGROUND Helen L. and Martin S. Kimmel Professor of Molecular Immunology, Department of Pathology at NYU Grossman School of Medicine (NYU Grossman). Professor, Department of Microbiology at NYU Grossman since 1995 and Investigator, Howard Hughes Medical Institute, since 1987. Professor of Microbiology and Immunology at the University of California, San Francisco from 1985 to 1995. Member of the National Academy of the Sciences and the National Academy of Medicine. Fellow of the American Academy of Arts and Sciences and the American Academy of Microbiology. Scientific co-founder and Advisory Board Member of Vedanta Biosciences and Immunai, Inc. Member of Scientific Advisory Boards at the Cancer Research Institute, the Broad Institute, IMIDomics, Scleroderma Research Foundation, Sonoma Biotherapeutics, Whitehead Institute of Massachusetts Institute of Technology (MIT) Board of Advising Scientists, NILO Therapeutics, Inc. and the Ragon Institute of Mass General Brigham (MGH), MIT and Harvard. Member of the Scientific Steering Committee of Parker Institute of Cancer Immunotherapy. Awarded the New York City Mayor’s Award for Excellence in Science and Technology (2004), the Ross Prize in Molecular Medicine (2013), the Vilcek Prize in Biomedical Science (2016), and the William B. Coley Award for Distinguished Research in Basic and Tumor Immunology (2016). | | Age: 73 Director Since: 2018 Board Committees: Governance, Regulatory and Compliance and Science and Technology Key Skills: Healthcare & Pharma Medicine & Science Academia Other Current Public Boards: None | |

  33. Director Nominees

    | | | | | Shantanu Narayen KEY SKILLS & EXPERIENCE Business Leadership & Operations/Finance & Accounting/International Business/Human Capital Management: Mr. Narayen’s experience as Chair and CEO of Adobe Inc. (Adobe) brings strong leadership and human capital management skills to the Board, and his past roles in worldwide product development provide valuable global operations experience. He also serves as a member and Vice Chairman of US-India Strategic Partnership Forum. Through his experiences as a director on another public board, he provides a broad perspective on issues facing public companies and governance matters. Risk Management/Technology & Cybersecurity: Pfizer benefits from Mr. Narayen’s extensive knowledge in technology, product innovation and leadership in the digital marketing category through his experience in the technology industry. In addition, his deep knowledge and understanding of business risks through his leadership at a global technology company provide further insight and perspective to the Board. BACKGROUND Chair since 2017 and Chief Executive Officer since 2007 of Adobe, one of the largest and most diversified software companies in the world. President of Adobe until December 2021. Prior to his appointment as CEO, held various leadership roles at Adobe, including President and Chief Operating Officer, Executive Vice President of Worldwide Products, and Senior Vice President of Worldwide Product Development. Vice Chairman of US-India Strategic Partnership Forum. Consistently named one of the world’s best CEOs by Barron’s magazine and, in 2020, ranked as a Fortune “Businessperson of the Year.” | | Lead Independent Director Age: 62 Director Since: 2013 Key Skills: Business Leadership & Operations Finance & Accounting International Business Human Capital Management Risk Management Technology & Cybersecurity Other Current Public Boards: Adobe Inc. | |

  34. Director Nominees

    | 14 | Pfizer 2026 Proxy Statement |

  35. Director Nominees

    | | | | | Suzanne Nora Johnson KEY SKILLS & EXPERIENCE Business Leadership & Operations/International Business/Risk Management: Ms. Nora Johnson’s careers in law and investment banking, including serving in various leadership roles at Goldman Sachs Group, Inc. (Goldman Sachs), provide valuable business experience and critical insights into the roles of the law and finance when evaluating strategic transactions. Finance & Accounting: Ms. Nora Johnson also brings financial expertise to the Board, providing an understanding of financial statements, corporate finance, accounting, capital markets and risk management. Healthcare & Pharma: Ms. Nora Johnson’s extensive knowledge of healthcare through her role in healthcare investment banking and investing, as well as her involvement with not-for-profit organizations, such as in scientific research (The Carnegie Institution and Wellcome LEAP) and healthcare policy (The Brookings Institution) provide touchstones of public opinion and exposure to diverse, global points of view. BACKGROUND Retired Vice Chairman, Goldman Sachs, since 2007. During her 21-year tenure with Goldman Sachs, she served in various leadership roles, including Chair of the Global Markets Institute, Head of Global Research, and Head of Global Health Care. Board Chair of Intuit Inc.; Co-Chair, Board of Trustees of The Brookings Institution; Chair of the Board of Trustees of the University of Southern California; and Chair, Investment Committee of the American Academy of Arts and Sciences. Director of American International Group, Inc. from 2008 to 2020 and Visa, Inc. from 2007 to 2022. | | Age: 68 Director Since: 2007 Board Committees: Audit (Chair) and Regulatory and Compliance Key Skills: Business Leadership & Operations Finance & Accounting Healthcare & Pharma International Business Risk Management Other Current Public Boards: Intuit Inc. | |

  36. Director Nominees

    | | | | | James Quincey* KEY SKILLS & EXPERIENCE Business Leadership & Operations/Finance & Accounting/International Business/Human Capital Management: Mr. Quincey’s experience as Chairman and CEO of The Coca-Cola Company brings strong business and leadership and human capital management skills, including extensive experience in leading business operations in international markets, such as Latin America and Europe, to the Board. He also brings a high level of marketing and financial experience acquired through his various leadership positions at The Coca-Cola Company, managing complex financial transactions, mergers and acquisitions, business strategy and international operations. Technology & Cybersecurity: Mr. Quincey also brings expertise in information technology to Pfizer’s Board. In his leadership position at The Coca-Cola Company, he is responsible for the company’s information technology function. BACKGROUND Chairman and Chief Executive Officer of The Coca-Cola Company, a total beverage company with products sold in more than 200 countries and territories. Appointed Chairman of the Board in 2019 and CEO in 2017. Prior to his appointment as CEO in 2017, held various leadership roles at The Coca-Cola Company, including President and Chief Operating Officer from 2015 to 2017, President of the Europe Group, President of the Northwest Europe and Nordics business unit and President of the Mexico division. Director of US-China Business Council and Catalyst. * Effective March, 31, 2026, Mr. Quincey will step down as CEO of The Coca-Cola Company and will continue as Executive Chairman of the Board. | | Age: 61 Director Since: 2020 Board Committees: Compensation Key Skills: Business Leadership & Operations Finance & Accounting International Business Human Capital Management Technology & Cybersecurity Other Current Public Boards: The Coca-Cola Company | |

  37. Director Nominees

    | 2026 Proxy Statement Pfizer | 15 |

  38. Director Nominees

    | | | | | James C. Smith KEY SKILLS & EXPERIENCE Business Leadership & Operations/Finance & Accounting/International Business/Human Capital Management/Risk Management: Through Mr. Smith’s experience as former President and CEO of Thomson Reuters Corporation (Thomson Reuters) he brings valuable leadership, finance, international business, risk management and human capital management skills to our Board. Pfizer benefits from Mr. Smith’s organizational expertise and leadership experience, developed through numerous senior management roles and on notable merger and acquisition activities, including the acquisition and subsequent integration of two of the information industry’s preeminent firms, as well as his strong operational and international expertise. Mr. Smith’s previous experience leading global Human Resources for The Thomson Corporation informs his strong advocacy for culture and talent development. BACKGROUND Chairman of the Thomson Reuters Foundation, a London-based charity supported by Thomson Reuters. President and Chief Executive Officer of Thomson Reuters, a provider of intelligent information for businesses and professionals from 2012 through March 2020, its Chief Operating Officer from September 2011 to December 2011, and Chief Executive Officer, Thomson Reuters Professional Division, from 2008 to 2011. Prior to the acquisition of Reuters Group PLC by The Thomson Corporation in 2008, served as Chief Operating Officer of Thomson Corporation and as President and Chief Executive Officer of Thomson Learning’s Academic and Reference Group. Director of Refinitiv, a privately held global provider of financial market data and infrastructure, until its acquisition by the London Stock Exchange Group in January 2021. Vice Chair of the Board of Governors of Marshall University. Member of the Board of Trustees of the Brookings Institution. Director of Thomson Reuters from 2012 until 2020. | | Age: 66 Director Since: 2014 Board Committees: Audit and Compensation (Chair) Key Skills: Business Leadership & Operations Finance & Accounting International Business Human Capital Management Risk Management Other Current Public Boards: None | |

  39. Director Nominees

    | | | | | Cyrus Taraporevala KEY SKILLS & EXPERIENCE Business Leadership & Operations/Finance & Accounting/International Business/Risk Management/Human Capital Management: Mr. Taraporevala's extensive experience as President and CEO of State Street Global Advisors has endowed him with exceptional executive leadership skills in investment management, with a focus on both active and index strategies. His expertise in capital markets and long-term value creation strategies further strengthens his contributions to the Board. He brings robust business management, operations and leadership skills, including a wealth of experience in leading global business operations. Mr. Taraporevala's leadership experience from prominent investment firms and his extensive financial expertise gained through various high-level positions at major financial institutions add tremendous value to the Board. Furthermore, his insights into matters such as sustainability provide a valuable perspective on the long-term challenges and opportunities facing public companies. BACKGROUND President and Chief Executive Officer of State Street Global Advisors from 2017 until 2022. Previously, held a variety of senior leadership roles at State Street Global Advisors, including responsibility for leading the global institutional client, product and marketing teams. Prior to joining State Street Advisors, held numerous leadership roles in asset management including at Fidelity Investments, The Bank of New York Mellon Corporation, Legg Mason Inc., and Citigroup Inc. Spent 14 years at McKinsey & Company, the management consulting firm. Director of Shell plc. Also serves as a Director of Bridgepoint Group plc, a London-based international alternative asset fund management group. Member of the Board of Trustees of two not-for-profit organizations: GBH, a public media broadcaster, and The Trustees of Reservations, a Massachusetts-based land conservation organization. | | Age: 59 Director Since: 2024 Board Committees: Audit and Compensation Key Skills: Business Leadership & Operations Finance & Accounting International Business Risk Management Human Capital Management Other Current Public Boards: Shell plc | |

  40. Director Nominees

    | 16 | Pfizer 2026 Proxy Statement |

  41. Director Nominees

    | | Table of Contents | | Governance | |

  42. Indemnification

    | | Table of Contents | | Non-Employee Director Compensation | |

  43. Non-Employee Director Compensation

    Non-Employee Director Compensation Our non-employee Directors receive cash compensation, as well as equity compensation in the form of Pfizer stock units, for their service. In 2025, we provided the following compensation:

  44. Non-Employee Director Compensation

    | Compensation Element | Direct Compensation Program | | Board Member Annual Cash and Equity Retainer | $155,000, payable quarterly in cash, and grant of $205,000 in stock units | | Chair of Each Board Committee (Additional Cash Fee) | $30,000 | | Lead Independent Director (Additional Cash Fee) | $50,000 | | Stock Ownership Guidelines | Required to own Pfizer common stock and/or deferred stock units with a value of at least five times their annual cash retainer ($775,000). New Directors are subject to milestones toward this requirement.(1) | | Cash Compensation | Directors can defer all or a portion of their annual cash retainers until they cease to be members of the Board. At a Director’s election, the cash retainer fees can be invested in an account credited with Pfizer stock units or deemed invested in the same investments available to Pfizer employees under certain deferred compensation plans.(2) | | Equity Compensation | Directors who have met the stock ownership requirements as of December 31 of the prior year are permitted each year to elect to defer units granted in the following year or to receive the equivalent in shares.(3) | | The Pfizer Foundation Matching Gift Program* | The Pfizer Foundation matches eligible contributions up to a maximum of $20,000 per Director, per calendar year. |

  45. Non-Employee Director Compensation

    (1)Currently all Directors comply with our stock ownership guidelines. Mr. Buckley became a member of our Board in October 2024 and Mr. Taraporevala became a member of our Board in June 2024. Directors have five years from (a) the date of their first election as a Director or (b) if later, the date of an increase in the amount of Pfizer stock required to be held, to satisfy the stock ownership requirement. (2)The number of Pfizer stock units is based on the closing price of Pfizer’s common stock on the last business day of the fiscal quarter in which the retainer is earned. The number of stock units in a Director’s account is increased by additional stock units based on the value of any dividends on the common stock. Upon distribution, the amount attributable to stock units held in his or her account is paid in cash or in shares of Pfizer stock, at the Director’s election. The amount of any cash payments is determined by multiplying the number of Pfizer stock units in the account by the closing price of our common stock on the last business day before the payment date. (3)All of the eligible non-employee Directors will defer their Pfizer stock units granted in 2026. The number of units in a Director’s account is increased by additional stock units based on the value of any dividends on the common stock. Deferred stock units are not payable until the Director ceases to be a member of the Board, at or after which time they are paid in cash or in shares of Pfizer stock, at the Director’s election. The amount of any cash payment is determined by multiplying the number of Pfizer stock units in the account by the closing price of our common stock on the last business day before the payment date. * The Pfizer Foundation is a charitable organization established by Pfizer Inc. It is a separate legal entity from Pfizer Inc. with distinct legal restrictions. In addition to the above, under our Director compensation program, any newly elected Director receives a pro-rata grant of Pfizer stock units based upon the ratio of the Director’s period of service as a Director during the 12-month period beginning as of the most recent Annual Meeting prior to election multiplied by $205,000, as of the date of grant. In 2026, upon election at the 2026 Annual Meeting, each non-employee Director will receive Pfizer stock units in accordance with the Director compensation program (which currently provides for a grant value of $205,000 as of the date of grant), provided the Director continues to serve as a Director following the meeting. Our Governance Committee is responsible for reviewing and advising on the compensation of our non-employee Directors. To assist with this duty, they engage an independent compensation consultant to perform regular periodic reviews of our non-employee Director compensation program, which includes an analysis of market trends and best practices and peer comparison with our Pharmaceutical Peer and General Industry Comparator Groups. The compensation program for our non-employee Directors was last reviewed in June 2025 by the Governance Committee, in consultation with Meridian Compensation Partners, LLC. The Committee determined that the program remains competitive amongst Pfizer’s peers and continues to attract and retain highly engaged and qualified independent Directors and recommended no substantive changes. During 2025, the Committee recommended, and the Board approved, a minor, technical amendment to the Nonfunded Deferred Compensation and Unit Award Plan for Non-Employee Directors to facilitate reporting obligations under Section 16 of the Securities Exchange Act of 1934.

  46. Non-Employee Director Compensation

    | 2026 Proxy Statement Pfizer | 33 |

  47. Non-Employee Director Compensation

    | Non-Employee Director Compensation |

  48. Non-Employee Director Compensation

    Under the Amended and Restated Pfizer Inc. 2019 Stock Plan, the aggregate value of Pfizer stock units granted, plus cash retainer paid to a non-employee Director during a 12-month period, may not exceed $800,000. The limit on non-employee Director compensation will remain unchanged in the Pfizer Inc. 2019 Stock Plan, as amended April 2026, which is the subject of the proposal in “Item 3 — Approval of the Pfizer Inc. 2019 Stock Plan, as amended April 2026.” Dr. Bourla does not receive any compensation for his service as a Director. For additional information regarding Dr. Bourla’s compensation, see the “Compensation Discussion and Analysis” section later in this Proxy Statement. We maintain policies that prohibit Directors from pledging Pfizer stock or engaging in activities considered to be hedging of our common stock, and none of our Directors has pledged Pfizer stock as collateral for personal loans or other obligations. See the “Other Governance Practices and Policies—Derivatives Trading/Hedging Policy” section earlier and “Other Compensation Programs and Policies—Derivatives Trading/Hedging Policy” section later in this Proxy Statement.

  49. 2025 Director Compensation Table

    2025 Director Compensation Table The following table sets forth the compensation provided for our non-employee Directors who served in 2025.

  50. 2025 Director Compensation Table

    | Name | Fees Earned or Paid in Cash ($) | Stock Awards ($)(1) | All Other Compensation ($)(2) | Total ($) | | Ronald E. Blaylock | 155,000 | 205,000 | — | 360,000 | | Mortimer J. Buckley | 155,000 | 205,000 | — | 360,000 | | Susan Desmond-Hellmann, MD, M.P.H. | 175,522 | 205,000 | — | 380,522 | | Joseph J. Echevarria | 185,000 | 205,000 | 10,372 | 400,372 | | Scott Gottlieb, MD | 185,000 | 205,000 | 3,500 | 393,500 | | Helen H. Hobbs, MD(3) | 58,448 | — | — | 58,448 | | Susan Hockfield, Ph.D. | 155,000 | 205,000 | 12,000 | 372,000 | | Dan R. Littman, MD, Ph.D. | 155,000 | 205,000 | 20,000 | 380,000 | | Shantanu Narayen | 205,000 | 205,000 | — | 410,000 | | Suzanne Nora Johnson | 185,000 | 205,000 | 20,000 | 410,000 | | James Quincey | 155,000 | 205,000 | 20,000 | 380,000 | | James C. Smith | 185,000 | 205,000 | — | 390,000 | | Cyrus Taraporevala | 155,000 | 205,000 | 20,000 | 380,000 |

  51. 2025 Director Compensation Table

    (1)For all directors, the number of units granted was determined by dividing the grant date value of the award, $205,000, by $22.78, the closing price of the company’s common stock on April 24, 2025. At the end of 2025, the aggregate number of stock units (including dividend equivalents) held by each current non-employee Director was as follows: Mr. Blaylock, 75,132, Mr. Buckley, 15,078, Dr. Desmond-Hellman, 37,355, Mr. Echevarria, 149,314, Dr. Gottlieb, 48,544, Dr. Hockfield, 44,402, Dr. Littman, 65,801, Mr. Narayen, 183,164, Ms. Nora Johnson, 109,296, Mr. Quincey, 74,697, Mr. Smith, 166,120, and Mr. Taraporevala, 25,350. (2)The amounts in this column represent charitable contributions made in 2025 under our Pfizer Foundation Matching Gift Program. Certain charitable contributions by our Directors are not eligible for matching contributions under the program and, therefore, the amounts in the above table may not reflect all such contributions made by our Directors. The amount for Mr. Echevarria includes $10,372 for personal expenses incident to business travel to our Board meetings. (3)Dr. Hobbs retired from the Board of Directors in April 2025.

  52. 2025 Director Compensation Table

    | 34 | Pfizer 2026 Proxy Statement |

  53. 2025 Director Compensation Table

    | | Table of Contents | | Securities Ownership | |

  54. 2025 Director Compensation Table

    The table below shows the number of shares of our common stock beneficially owned as of January 31, 2026 (using the closing price of our common stock on January 30, 2026) by each of our Directors and each NEO, as well as the number of shares beneficially owned by all of our current Directors and executive officers as a group. Together, these individuals beneficially own less than one percent (1%) of our outstanding common stock. The table and footnotes also include information about Total Shareholder Return Units (TSRUs), stock units, Restricted Stock Units (RSUs) and deferred performance-related share awards credited to the accounts of our Directors and executive officers under various compensation and benefit plans. For additional information, see the “Non-Employee Director Compensation” section earlier, and the “Compensation Discussion and Analysis” section later in this Proxy Statement.

  55. 2025 Director Compensation Table

    | | Number of Shares or Units | | | Beneficial Owners | Common Stock(1) | Stock Units | | Ronald E. Blaylock | 32,457(2) | 75,132(4) | | Albert Bourla, DVM, Ph.D. | 378,551(3) | 1,072,649(5) | | Chris Boshoff, MD, FRCP, FMedSci, Ph.D. | 114,055(3) | 2,108(5) | | Mortimer J. Buckley | — | 15,078(4) | | David M. Denton | 37,919 | —(5) | | Susan Desmond-Hellmann, MD, M.P.H. | 3,408(2) | 37,355(4) | | Joseph J. Echevarria | — | 149,314(4) | | Scott Gottlieb, MD | 10,000 | 48,544(4) | | Susan Hockfield, Ph.D. | — | 44,402(4) | | Douglas M. Lankler | 161,363(3) | 107,993(5) | | Dan R. Littman, MD, Ph.D. | — | 65,801(4) | | Aamir Malik | 29,548 | —(5) | | Shantanu Narayen | — | 183,164(4) | | Suzanne Nora Johnson | 10,000 | 109,296(4) | | James Quincey | — | 74,697(4) | | James C. Smith | 3,542(2) | 166,120(4) | | Cyrus Taraporevala | 10,000 | 25,350(4) | | All Directors and Executive Officers as a Group (22) | 1,206,470 | 2,230,625 |

  56. 2025 Director Compensation Table

    (1)Individuals beneficially own less than one percent (1%) of our common stock outstanding. (2)Includes the following shares held in the names of family members or trust: Mr. Blaylock, 4,750; Dr. Desmond-Hellmann, 3,408; and Mr. Smith, 1,542 shares. Mr. Blaylock and Mr. Smith disclaim beneficial ownership of such shares. (3)Includes shares credited under the Pfizer Savings Plan and/or deferred shares relating to previously vested awards under Pfizer’s share award programs. (4)Represents deferred stock units (each equivalent to a share of Pfizer common stock) under our Director compensation program (see “Non-Employee Director Compensation” above). (5)Includes stock units as of January 31, 2026 (each equivalent to a share of Pfizer common stock). For Dr. Bourla and Mr. Lankler, includes stock units to be settled in cash following the officer’s separation from service, held under the Pfizer Supplemental Savings Plan (PSSP) and/or the Pfizer Deferred Compensation Plan (DCP). The PSSP and the DCP are described later in this Proxy Statement. Also includes the following: for Dr. Boshoff, 2,108 RSUs that vested in February 2026. This column does not include the following stock appreciation rights in the form of TSRUs as of January 31, 2026: Dr. Bourla, 5,984,997, of which 811,857 settled in February 2026; Dr. Boshoff, 877,355, of which 12,009 settled in February 2026; Mr. Denton, 1,060,954; Mr. Lankler, 1,340,840, of which 202,965 settled in February 2026; and Mr. Malik, 1,027,497. See “Compensation Tables—2025 Outstanding Equity Awards at Fiscal Year-End Table” and “—Estimated Payments and Benefits upon Termination Table” for a discussion of the vesting of RSUs and TSRUs.

  57. 2025 Director Compensation Table

    | 2026 Proxy Statement Pfizer | 35 |

  58. 2025 Director Compensation Table

    | Securities Ownership |

  59. PFIZER’S EXECUTIVE COMPENSATION: PAY-FOR-PERFORMANCE PHILOSOPHY

    | OUR PHILOSOPHY •Aligns each executive’s compensation with Pfizer’s short- and long-term performance and provides the compensation and incentives needed to attract, motivate and retain key executives crucial to Pfizer’s long-term success; •Delivers a significant portion of the total compensation opportunity for each of our executives (including the NEOs) as long-term incentives directly aligned with shareholders’ interests and tied to Pfizer’s performance against factors that measure our progress against the goals of our strategic and operating plans, as well as absolute and relative total shareholder return (TSR); and •Benchmarks compensation against that of our Pharmaceutical Peer and General Industry Comparator Groups with consideration of each of these companies’ market capitalization and complexity — as indicated by revenues, range of products, international operations and other factors — to set target levels of compensation and determine the value and level of award opportunities. |

  60. Leading Compensation Practices

    | What We Do | | What We Do Not Do | | | | 100% Performance-Based Annual Long-Term Incentives | | Permit Hedging or Pledging of Pfizer Stock | | | Minimum Vesting Period on Long-Term Incentives | | Provide Employment Agreements | | | Non-Compete Agreements | | Provide “Single Trigger” Change in Control Payments or Benefits or Change in Control Agreements | | | Stock Ownership Requirements | | Reprice Outstanding Long-Term Incentives | | | Multiple Metrics across Short-Term and Long-Term Incentive Programs | | Provide “Gross-Ups” For Excise Taxes or Perquisites (except for certain relocation expenses) | | | Compensation Recovery/Clawback | | Provide Cash Severance Exceeding 2.99 times the sum of base salary plus target bonus | | | Risk Mitigation | | | | | Robust Investor Outreach | | | | | Independent Compensation Consultant | | |

  61. ADVISORY VOTE ON EXECUTIVE COMPENSATION AND SHAREHOLDER OUTREACH PROGRAM

    | What Shareholders Told Us | Responses To Shareholders’ Feedback and Actions Taken | | •Shareholders had mixed reactions to the 2024 LTI modifications. However, virtually all of the shareholders, irrespective of their SOP vote, commented favorably on the detailed disclosure of the LTI modifications (as disclosed in the 2025 Proxy Statement) as they felt it provided a clear insight into the Committee’s thought processes and rationale for their actions. •Shareholders supporting SOP indicated that their votes were based on their overall evaluation of the compensation programs and the specific circumstances and detailed rationale for the modifications. •Most shareholders who voted against SOP expressed concerns with the modification of “in-flight LTI awards,” as such actions are contrary to their voting policies. | •Action: The Committee confirmed that it does not intend to take similar action in the future. •Responses: The LTI modification of outstanding awards was an extraordinary action in response to exceptional circumstances, as demand for COVID-19-related products dropped dramatically. The Committee remains firmly committed to leading governance practices in the design of the pay-for-performance program and determined that this action represented a one-time exception, rather than a change to Pfizer’s long-standing compensation practices. |

  62. 2025 EXECUTIVE COMPENSATION PROGRAM SUMMARY

    | Element | Type/Form | Performance Measures | Program Design | Objectives | | Salary | Cash | Fixed cash compensation; reviewed annually and adjusted, as appropriate | A fixed amount of compensation for performing day-to-day responsibilities based on market data, job scope, responsibilities and experience. Generally reviewed annually for a potential increase based on a number of factors, including market levels, performance and compensation practices that are equitable within the organization. | Provides competitive level of fixed compensation that helps attract and retain high-performing executive talent. | | Annual Short-Term Incentive/Global Performance Plan (GPP) | Cash | Funded based on Pfizer’s performance and weighted as follows: | Aggregate pool funded based on the performance against Pfizer’s annual financial goals, and the achievement of pre-set pipeline goals (non-financial goals). Individual awards are based on operating unit/function performance, individual performance measured over the year, and consideration of plan funding. | Provides incentive to executives to achieve short-term results that create sustained future growth potential and long-term shareholder value. | | | | Metrics | | | | | | Total Revenue (40%) | A leading indicator of performance and value creation; provides a clear focus on growth; an important measure in our industry; understandable with a clear line of sight and employee impact. | | | | | Adjusted Net Income* (40%) | A measure of income that provides focus on profitable growth and expense control within core operations; considered a strong indicator of sustained core performance over the long term with clear visibility and employee impact. | | | | | Cash Flow from Operations (20%) | A measure that provides focus on generating cash in the short term to fund operations and research and to return funds to shareholders in the form of dividends and share repurchases (as applicable); focuses managers on expense control and on improving working capital; a strong link to long-term shareholder value creation. | | | | | Pipeline Achievement Modifier of up to +/- 25 percentage points | A measure to recognize the progress and delivery of the research and development (R&D) pipeline, which is vital to Pfizer’s long-term success. | | | Annual Long-Term Incentive Compensation (100% Performance-Based Equity) | 5-Year Total Shareholder Return Units (TSRUs) Represents 50% of total annual grant value | Absolute TSR | 5-Year TSRUs generally vest three years from the grant date and are settled on the fifth anniversary of the grant date. The value earned is equal to the difference between the settlement price (the 20-day average of the closing prices of Pfizer common stock ending on the settlement date) and the grant price (the closing stock price on the date of grant), plus the value of dividend equivalents accumulated over the term. This value, if any, is converted into shares by dividing it by the settlement price; no value is received if the TSR is negative. Accordingly, receipt of any value from these awards is contingent on absolute total shareholder return performance. | Provides direct alignment with shareholders as awards are tied to absolute TSR. | | | Performance Share Awards (PSAs) Represents 50% of total annual grant value | Adjusted Diluted EPS* and relative TSR | PSAs have a three-year performance period starting on January 1st of the year of grant and generally vest on the third anniversary of the grant with value delivered, if any, based on performance. Paid based on the company’s performance against three one-year Adjusted Diluted EPS* goals, set annually, modified by relative TSR, as compared to the NYSE Arca Pharmaceutical Index (DRG Index or DRG), over a three-year period. The range of payout is 0%-200% based on financial performance and modified by relative TSR. The maximum payout is 200% of target but is capped at target if the TSR for the performance period is negative. Dividend equivalents paid during the performance period are applied to the number of shares earned under the award. Earned PSAs, including the dividend equivalents, are paid in cash to active employees and in shares to former employees. | Provides alignment with shareholders by aligning compensation to financial goals and relative TSR over a three-year performance period. |

  63. 2025 ANNUAL INCENTIVE AWARD/GLOBAL PERFORMANCE PLAN (GPP)

    2025 ANNUAL INCENTIVE AWARD/GLOBAL PERFORMANCE PLAN (GPP) The Committee determined funding for the annual incentive plan by assessing the company’s performance against three pre‑set, weighted financial goals tied to Pfizer’s annual operating plan, our achievement of pre‑set pipeline goals that support sustained portfolio delivery, and consideration of other qualitative factors. Performance against the financial goals is measured using the same key assumptions that guide our annual operating plan.(1) This approach ensures consistency across our financial planning and performance evaluation processes. The Committee has determined that its evaluation process (illustrated below) provides the appropriate limited flexibility to determine the final GPP pool funding.

  64. Determining Annual Incentive Pool

    Determining Annual Incentive Pool Based on a holistic review of Pfizer’s overall performance with a strong focus on financial performance against pre-established goals, and considering the pipeline performance, as well as other qualitative factors, the Committee approved the GPP pool funding.

  65. ANNUAL INCENTIVE TARGET SETTING PROCESS

    ANNUAL INCENTIVE TARGET SETTING PROCESS Pfizer’s Compensation Committee sets rigorous financial and strategic goals that help drive strong performance and create long-term value while ensuring that there is a sufficient degree of stretch. Financial goals are derived from and tied to the annual operating plan, which forms the basis of Pfizer’s initial financial guidance disclosed at the end of the prior year (December 2024 in the case of the 2025 fiscal year). The operating plan is the result of a comprehensive business review and the development of goals from the bottom-up. This process ensures that targets are sufficiently rigorous based on all known factors for a given year. As such, targets may be lower or higher than the prior year’s goal or actual performance. Additionally, the 2025 Revenue maximum target reflects performance above the high end of the financial guidance range. The 2025 operating plan and financial guidance were set considering the following externally disclosed non-recurring factors which were expected to adversely impact 2025 financial guidance/goals versus 2024 results: •2024 Non-recurring items of approximately $1.2 billion in Revenue and $0.30 in EPS, in the aggregate, resulting from: –2024 Revenue benefit from one-time Paxlovid U.S. Government true-up and stockpile build (~$1.2 billion Revenue); –Haleon equity income that was included in 2024 results (not applicable for 2025); and –2024 tax rate favorably impacted by Pillar 2* timing, and, to a lesser extent, audit settlements. •Anticipated net impact of IRA Part D Redesign** (~$1 billion, or 1.6%, net unfavorable year-over-year impact on revenue) In-line with market practice, only the high-level financial metrics from the operating plan are disclosed publicly as financial guidance, including Revenue and Adjusted Diluted EPS. Other goals, such as Cash Flow from Operations, are communicated internally. The Compensation Committee used both the financial guidance and internally communicated goals, in the first quarter of the year (February 2025), to set the financial goals used for 2025 annual incentive purposes. The adjusted net income framework excludes certain items used for budgeting and forecasting (amortization of intangible assets, acquisition-related items, discontinued operations, and significant non-recurring items) to provide a normalized view of performance which supports consistent and equitable incentive compensation decisions. The Cash Flow from Operations goal reflects anticipated working capital requirements to support the financial guidance. The non-financial goals (pipeline achievement goals) are set in collaboration with the Board’s Science and Technology Committee in February. These goals are based on three stages of pipeline development starting from signs of clinical activity to positive proof of concept/the pivotal study start decision and ending with product approvals measured by projected peak year revenues. This approach ensures that financial and pipeline modifier goals are calibrated to promote strong performance, support long‑term value creation, and incorporate an appropriate level of stretch. In addition to the operating plan, the Compensation Committee considered the following when setting the 2025 financial goals: * Pillar 2 is a global tax framework setting a 15% global minimum tax on large multinational enterprises. ** Refers to the 2025 overhaul of Medicare Part D under the Inflation Reduction Act, which eliminates the coverage gap, caps participants’ annual out‑of‑pocket spending at $2,000, and restructures cost‑sharing among plans, manufacturers, and Medicare.

  66. ANNUAL INCENTIVE TARGET SETTING PROCESS

    | 2026 Proxy Statement Pfizer | 63 |

  67. ANNUAL INCENTIVE TARGET SETTING PROCESS

    •The company's strategic priorities and transformation initiatives •Historical performance and competitive positioning •Anticipated cost reduction and productivity initiatives •Business development activities •Foreign exchange fluctuations •Loss of exclusivity •Macroeconomic and industry conditions.

  68. ANNUAL INCENTIVE OBJECTIVES AND RESULTS

    ANNUAL INCENTIVE OBJECTIVES AND RESULTS The Committee annually evaluates company performance relative to our GPP targets and may apply limited discretion to adjust the resulting bonus funding calculation. To enhance the rigor of this evaluation, all performance metrics for annual incentive purposes for are calculated using budgeted foreign exchange rates assumed in each respective year and exclude certain unbudgeted or non-recurring items — including, in the case of Adjusted Net Income and Cash Flow from Operations, acquired in-process research and development expenses. This approach ensures that targets are set and performance is evaluated on a consistent, operationally driven basis that reflects the core performance of the business rather than items outside of management's control. For 2025, the company’s overall financial performance was strong with Adjusted Net Income and Cash Flow from Operations at the top of the performance matrix while Total Revenue was below target driven by lower than anticipated sales of COVID-19 related products, partially offset by strong non-COVID-19 product performance. Based on this performance and performance on the pipeline, the Committee funded the short-term incentive at 150% of target. The Committee noted the exceptional Adjusted Net Income and Cash Flow from Operations performance in 2025, attributable to the following core drivers: •Adjusted Net Income performance was driven by commercial excellence in key non-COVID product categories, which generally carry higher margins, outperformance in ongoing cost improvement and productivity initiatives, including the expansion of our digital capabilities, and a favorable effective tax rate driven by our earnings composition, resulting in performance above expectations. •Cash Flow from Operations results were largely driven by favorable Net Income, as well as the positive impact of strategic inventory management and accounts receivable outperformance. The following tables outline the 2025 performance range details (as applicable) and the applicable 2024 and 2025 results for financial metrics:

  69. Financial

    | Financial Goals — Goals are set based on all available factors to ensure that they represent appropriate stretch targets. This process includes considering expected growth of current products, expected revenue from new products and line extensions, and the impact of business development activities, losses of exclusivity, and fluctuations in foreign exchange rates. Given that certain factors can change in any specific period, the Committee believes that in its determination of whether goals are challenging and rigorous, it should consider all relevant factors and not merely a year-over-year comparison. | | | | | | | Financial Objectives/(Weighting) (For Annual Incentive Purposes) | 2024 Results* ($) | 2025 Threshold ($)(1) | 2025 Target ($)(1) | 2025 Maximum ($)(1) | 2025 Results ($)(1) | | Total Revenue(2) (40%) | 63.7 billion | 58.0 billion | 62.0 billion | 66.0 billion | 61.2 billion | | Adjusted Net Income(3) (40%) | 18.0 billion | 15.2 billion | 16.4 billion | 17.7 billion | 19.3 billion | | Cash Flow from Operations(4) (20%) | 13.0 billion | 6.4 billion | 9.2 billion | 12.0 billion | 12.6 billion |

  70. Financial

    * As noted earlier in this Proxy Statement, starting in 2025, the 2025 GPP financial metrics and weightings were set at: 40% Revenue, 40% Adjusted Net Income (see footnote 3 below) and 20% Cash Flow from Operations and the pipeline modifier was: +/- 25 percentage points. (1)2025 Threshold, Target, and Maximum for annual incentive funding purposes and actual Results for annual incentive purposes. (2)Total Revenue for annual incentive purposes is based on budgeted FX rates assumed in each respective year and excludes certain other unbudgeted or non-recurring items. Therefore, 2025 and 2024 results differ from U.S. GAAP revenues of $62.6 billion and $63.6 billion, respectively. (3)Adjusted Net Income for annual incentive purposes is based on budgeted FX rates assumed in each respective year and excludes certain other unbudgeted or non-recurring items including acquired in-process research and development expenses. See “Non-GAAP Financial Measure: Adjusted Income — Certain Significant Items” in the Management’s Discussion and Analysis of Financial Condition and Results of Operations (MD&A) section in Pfizer’s 2025 Annual Report on Form 10-K for information about significant substantive and/or unusual items that are evaluated on an individual basis. (4)2025 and 2024 results exclude certain discretionary timing items for compensation purposes (non-GAAP amounts). Therefore, 2025 and 2024 results differ from U.S. GAAP cash flow from operations.

  71. Financial

    NOTE: See “Financial Measures” for a comparison of 2025 and 2024 U.S. GAAP revenues and U.S. GAAP net income and non-GAAP total revenue and non-GAAP adjusted net income, for annual incentive purposes, respectively. Adjusted net income is defined as U.S. GAAP net income before the impact of amortization of intangible assets, certain acquisition-related items, discontinued operations and certain significant items. Non-GAAP total revenue and non-GAAP Adjusted net income for annual incentive purposes are not, and should not, be viewed as substitutes for U.S. GAAP revenues and U.S. GAAP net income, respectively. For more information on revenues, see “Our 2025 Performance — Total Revenues” in the MD&A section in Pfizer’s 2025 Annual Report on Form 10-K.

  72. 2025 Annual Incentive Awards

    2025 Annual Incentive Awards In February 2026, the Committee determined the annual incentive awards for the NEOs for 2025 performance, considering the following: •Dr. Bourla’s performance as Chairman and CEO, with input from the independent Directors and advice from the Committee’s independent compensation consultant. –After its review of Dr. Bourla's performance, as discussed in the NEO Assessment later in this Proxy Statement, the Committee and the independent members of the Board determined he had done an outstanding job leading the company to strong operational results. –The Committee approved an award of $5,400,000, which is equal to the bonus funding level discussed above, to reflect his performance and leadership in 2025 (see "2025 NEO Performance Summaries" later in this Proxy Statement). •Dr. Bourla reviewed with the Committee his 2025 annual incentive award recommendations for each of the other NEOs, as well as the other ELT members, based on his evaluation of their individual performances and the performances of their respective operating units/functions. –The Committee, with input from the other independent Directors and the Committee’s independent compensation consultant, reviewed these recommendations and considered the evaluation of each executive’s performance and his or her relative contribution to Pfizer’s overall performance, to determine the amounts awarded. •The independent Directors reviewed and ratified the 2025 annual incentive awards for the CEO and other NEOs, as well as the other ELT members, as approved by the Committee.

  73. 2025 Annual Incentive Awards

    | 2026 Proxy Statement Pfizer | 65 |

  74. 2025 Annual Incentive Awards

    Annual incentive award targets and payout ranges for 2025, as well as the actual annual incentive award for each of the NEOs, are:

  75. 2025 Annual Incentive Awards

    | | 2025 Salary(1) ($) | Target Award as a % of Salary(2) | Target Award ($) | Maximum Award(3) ($) | Actual Award ($) | | Name | A | B | C = A x B | D = C x 250% | | | A. Bourla | 1,800,000 | 200% | 3,600,000 | 9,000,000 | 5,400,000 | | D. Denton | 1,389,104 | 100% | 1,389,104 | 3,472,760 | 2,800,000 | | C. Boshoff | 1,400,000 | 100% | 1,400,000 | 3,500,000 | 3,150,000 | | A. Malik | 1,386,956 | 100% | 1,386,956 | 3,467,390 | 2,900,000 | | D. Lankler | 1,411,928 | 90% | 1,270,736 | 3,176,840 | 2,675,000 |

  76. 2025 Annual Incentive Awards

    (1)Represents 2025 daily salary earned during the performance period and is used for GPP purposes. (2)See “Setting Target Pay Levels” for an explanation of how target annual incentive awards are determined. (3)Maximum award is 250% of the respective individual’s target award, subject to rounding.

  77. 2025 ANNUAL LONG-TERM INCENTIVE AWARD PROGRAM

    2025 ANNUAL LONG-TERM INCENTIVE AWARD PROGRAM Pfizer’s annual long-term incentive compensation for our NEOs (and the other ELT members) granted in 2025 was entirely in the form of performance-based equity-related awards using two vehicles that incentivize long-term value creation:

  78. 2025 ANNUAL LONG-TERM INCENTIVE AWARD PROGRAM

    | Type/Weighting | 5-Year Total Shareholder Return Units (TSRUs) (50% of value at grant) | Performance Share Awards (PSAs)* (50% of value at grant) | | Program Design (metrics, vesting and objectives) | Deliver value based on long-term alignment with shareholders by linking rewards to absolute TSR over a five-year period. Vest on the third anniversary of grant; settle on fifth anniversary of grant. | Aligns rewards to both a strategic financial performance metric, Adjusted Diluted EPS(1), over three one-year periods and relative TSR(2) performance as compared to the DRG Index over a three-year period. Vests on the third anniversary of grant. Performance is assessed over three one-year periods due to the potential impact (positively or negatively) of events outside the control of executives on achievement of the applicable metrics.(3) | | Value Delivered | Difference between the settlement price(2) and the grant price (both as described in the “Executive Summary” section of this Proxy Statement), plus dividend equivalents accumulated during the term. TSRUs have no value if TSR is negative. | Amount earned based on performance (payout range is 0% to 200% of target award value) plus dividend equivalents for the three-year performance period on the shares earned. | | Formula | (# of TSRUs granted × [Settlement Price(2) - Grant Price + Dividend Equivalents]) / Settlement Price(2) | Average of the three annual financial performance factors.(1) Average Performance Factors percentage adjusted by modifier as follows: +/- differential between Pfizer’s TSR % and DRG Index TSR %(4) | | | = Shares delivered(5) | = PSA percentage earned and delivered in cash(6) |

  79. 2025 ANNUAL LONG-TERM INCENTIVE AWARD PROGRAM

    * Effective with the 2025 performance year, the Adjusted Net Income performance measure was replaced with an Adjusted Diluted EPS performance measure for PSAs. (1)Adjusted Diluted EPS, as the PSA performance measure, is defined as U.S. GAAP diluted EPS attributable to Pfizer Inc. common shareholders before the impact of amortization of intangible assets, certain acquisition-related items, discontinued operations and certain significant items; and is adjusted to reflect budgeted FX rates for the year and further refined to exclude certain other unbudgeted or non-recurring items including acquired in-process research and development expenses. See “Non-GAAP Financial Measure: Adjusted Income — Certain Significant Items” in the Management’s Discussion and Analysis of Financial Condition and Results of Operations (MD&A) section in Pfizer’s 2025 Annual Report on Form 10-K for information about significant substantive and/or unusual items that are evaluated on an individual basis. (2)For TSRUs, the settlement price is the 20-day average of Pfizer’s closing stock prices ending on the settlement date of the TSRUs. For PSAs, the TSR is calculated based on the average of the closing stock prices for the 30 trading days immediately prior to the start and end of each three-year performance period. (3)Potential impacts can include a shorter- or longer-than-expected periods of exclusivity, new drug approvals (which have unpredictable timing) and purchases or dispositions of business units or assets. (4)Positive or negative adjustment with a cap of +/- 25 percentage points. (5)TSRUs have no value if TSR is negative. (6)PSA payout is delivered in cash to active employees and in shares to former employees; payout is capped at target if TSR is negative.

  80. 2025 ANNUAL LONG-TERM INCENTIVE AWARD PROGRAM

    | 66 | Pfizer 2026 Proxy Statement |

  81. 2025 Grant Value of Annual Long-Term Incentive Awards

    2025 Grant Value of Annual Long-Term Incentive Awards The 2025 grant value of each NEO’s regular annual long-term incentive award opportunity was set by the Committee based on competitive market data (targeted to approximate the market median), relative duties and responsibilities, the individual’s future advancement potential, the individual’s impact on Pfizer’s results, and retention considerations. These grant values, which differ from the accounting values shown in the “Summary Compensation Table,” were as follows:

  82. 2025 Grant Value of Annual Long-Term Incentive Awards

    | Name | 5-Year TSRUs Value(1) ($) (50%) | PSAs Value(1) ($) (50%) | Total Grant Value of Annual LTI Awards(2) ($) | | A. Bourla | 9,000,000 | 9,000,000 | 18,000,000 | | D. Denton | 2,500,000 | 2,500,000 | 5,000,000 | | C. Boshoff | 3,000,000 | 3,000,000 | 6,000,000 | | A. Malik | 2,250,000 | 2,250,000 | 4,500,000 | | D. Lankler | 2,250,000 | 2,250,000 | 4,500,000 |

  83. 2025 Grant Value of Annual Long-Term Incentive Awards

    (1)Consistent with the equity grant practice, the grant value is converted into the various LTI vehicles using the value/closing stock price on the grant date (March 4, 2025). (2)The amounts shown represent the full value of the annual grant, which is different from the 2025 amount reported in the "Summary Compensation Table” which reports the value of TSRUs granted in 2025, and the value of one-third of each of the 2022, 2023, 2024 and 2025 PSA grants for which 2025 was a performance year. Note that while the accounting rules determine the timing of the reporting in the Summary Compensation Table (SCT), the Committee considers the full value of the award in its determination of annual compensation.

  84. 2025 Grant Value of Annual Long-Term Incentive Awards

    | 2026 COMPENSATION ACTIONS Salary, Target Annual Incentive and Annual Long-Term Incentive Awards At its February 2026 meeting, the Committee approved the following 2026 compensation actions for the NEOs: salaries (effective April 1, 2026), target annual incentive and long-term incentive awards (March 2026). | | | | | | | Name | April 1, 2026 Salary ($) | 2026 Target Annual Incentive(1)(2) (%) | 2026 Target Annual Incentive(2) ($) | 2026 LTI Award Value(3) ($) | Total Direct Compensation ($) | | A. Bourla | 1,800,000 | 200% | 3,600,000 | 18,000,000 | 23,400,000 | | D. Denton | 1,440,000 | 100% | 1,429,928 | 5,500,000 | 8,369,928 | | C. Boshoff | 1,445,000 | 100% | 1,433,904 | 6,600,000 | 9,478,904 | | A. Malik | 1,440,000 | 100% | 1,429,395 | 4,950,000 | 7,819,395 | | D. Lankler | 1,464,000 | 90% | 1,308,311 | 4,950,000 | 7,722,311 | | (1)The Committee evaluated the target annual incentive and, in consultation with the Committee’s independent advisor, affirmed the target incentive percentages. (2)Target annual incentive is calculated by multiplying the target incentive percentage by the salary earned during 2026 (estimated for purposes of this table). (3)As noted earlier, consistent with market trends, the percentage of the LTI delivered as TSRUs was reduced to 25% from 50%. Therefore, these awards included 25% of the award value granted as 5-Year TSRUs and the remaining 75% granted as PSAs. The long-term incentive award values are converted into units, subject to rounding, on the day of grant, using the closing stock price/value on March 3, 2026 of $26.58. The 5-Year TSRU values were converted to TSRUs using $6.35, representing the estimated value at grant using the Monte Carlo Simulation model as of March 3, 2026 (grant date). See Equity Award Grant Practices later in this Proxy Statement. | | | | | |

  85. 2025 Grant Value of Annual Long-Term Incentive Awards

    | 2026 Proxy Statement Pfizer | 67 |

  86. ROLE OF THE INDEPENDENT COMPENSATION CONSULTANT

    ROLE OF THE INDEPENDENT COMPENSATION CONSULTANT The Committee continued to utilize Meridian Compensation Partners, LLC (Meridian) as its independent compensation consultant. The independent compensation consultant advised the Committee on executive compensation matters, including current trends and the impact to compensation. The Committee assessed the ongoing engagement of Meridian for 2026 in accordance with our policy on criteria and assessment of the firm’s independence and concluded that the engagement of Meridian should continue and that it does not raise any conflicts of interest or similar concerns. Fees Paid. The total amount of fees paid to Meridian for services provided to the Compensation Committee in 2025 was $213,639 (including reasonable travel and business expenses, as applicable). In addition, Meridian serves as the independent advisor to the Governance Committee regarding non-employee Director compensation matters, as appropriate, and received $56,895 for services relating to Director compensation for the same time period.

  87. SETTING TARGET PAY LEVELS

    SETTING TARGET PAY LEVELS Target total direct compensation for each executive is intended to approximate the market median (50th percentile of the market), as defined by survey and public data relating to our Pharmaceutical Peers and General Industry Comparator Group. The Committee annually reviews the total compensation opportunity of each NEO (as well as the other ELT members). This includes cash compensation (salary and target annual short-term incentive compensation) and target annual long-term incentive compensation, as well as perquisites, retirement benefits, and health and insurance benefits. The Committee, with the advice of its independent compensation consultant, then sets each NEO’s compensation target for the current year. This generally involves establishing an annual short-term incentive opportunity and a long-term incentive award. We recognize that while some information is available on the performance of our non-U.S.-based peer companies, the compensation data can be limited in terms of comparable benchmarks and other information compared to peers with U.S. pay models. The Committee utilizes data on the pharmaceutical industry and complex multinational companies as they provide useful comparative compensation data for our annual benchmarking analysis and are also a source of potential talent for Pfizer.

  88. SETTING TARGET PAY LEVELS

    | Objective | We target the median compensation values of our peer and comparator groups to help determine an appropriate total compensation level and pay mix for our executives. Groups are selected based on the companies being comparable in scope, complexity, and revenue and having a similar compensation model. We establish a competitive pay framework using our comparator groups’ median compensation values, to help determine the optimum pay mix of base pay, and annual short- and long-term incentive targets. The framework is a general guide to determine the preliminary salary recommendation, target annual short-term incentive award opportunity, and target annual long-term incentive value for each executive position. In addition to using the peer data for our annual benchmark analysis, it is also used to benchmark the following: •Plan design (both short-term and long-term) •Performance metrics •Perquisites •Share usage •Stock ownership guidelines. Note: The actual total compensation and/or amount of each compensation element for an individual executive may be more or less than this median to reflect individual performance, responsibilities, and internal equity, among other factors. | | | | | Peers | 2025 Pharmaceutical Peers (broad mix of large companies from the pharmaceutical industry) | | 2025 General Industry Comparators (broad mix of large, non-pharmaceutical, multinational companies of similar size and complexity) | | | | Pharma* (12 peers) | | General Industry (20 peers) | | | | AbbVie Inc. Amgen Inc. AstraZeneca PLC Bristol-Myers Squibb Company Eli Lilly and Company Gilead Sciences, Inc. | GSK plc Johnson & Johnson Merck & Co., Inc. Novartis AG* Roche Holding AG* Sanofi* | 3M Company Abbott Laboratories The Boeing Company Caterpillar Inc. Chevron Corporation The Coca-Cola Company Comcast Corporation ConocoPhillips Danaher Corporation Honeywell International Inc. International Business Machines Corporation | Lockheed Martin Corporation Medtronic plc Mondelez International, Inc. PepsiCo, Inc. The Procter & Gamble Company RTX Corporation Thermo Fisher Scientific Inc. United Parcel Service, Inc. Verizon Communications Inc. |

  89. SETTING TARGET PAY LEVELS

    * The Committee recognizes that while data is available on the performance of certain of our non-U.S.-based peer companies, the compensation data in some cases is limited in terms of comparable benchmarks and may use different pay models as compared to Pfizer’s pay model.

  90. PFIZER COMPARISON TO PEER GROUP MEDIANS

    PFIZER COMPARISON TO PEER GROUP MEDIANS The table below compares our 2025 revenue, net income and market capitalization to the median revenue, net income and market capitalization for our 2025 Pharmaceutical Peer and General Industry Comparator Groups.

  91. PFIZER COMPARISON TO PEER GROUP MEDIANS

    | In Billions | Pfizer ($) | Pharmaceutical Peer Group Median** ($) | General Industry Comparator Group Median ($) | | Revenue* | 62.6 | 58.7 | 65.8 | | Reported Net Income* | 7.8 | 8.5 | 6.7 | | Market Capitalization* | 157.7 | 296.1 | 191.5 |

  92. PFIZER COMPARISON TO PEER GROUP MEDIANS

    * Revenue and Net Income based on published earnings releases. Market Capitalization as of February 11, 2026. ** Excludes Novartis AG, Roche Holding AG, and Sanofi.

  93. PFIZER COMPARISON TO PEER GROUP MEDIANS

    | 2026 Proxy Statement Pfizer | 69 |

  94. Determining 2025 Awards — Paying for Performance

    Determining 2025 Awards — Paying for Performance The Committee determined the bonus pool funding based on a holistic review of the company’s overall performance (see “2025 Annual Incentive Award/Global Performance Plan (GPP)”). Consistent with the company’s pay for performance philosophy, based on the Committee’s assessment of each NEO’s 2025 performance against their objectives, as well as Pfizer’s overall performance, the Committee made compensation decisions using its judgment, advice from its independent compensation consultant, and input from the CEO (for the other NEOs), focusing on each NEO’s performance against their individual financial and strategic objectives and other performance factors.

  95. NEO Performance-Year Total Direct Compensation (Performance-Year TDC) and Summary Compensation Table Total Direct Compensation (SCT TDC)

    | | Performance-Year Compensation(1) | | | | Summary Compensation Table(2) | | | Name | Year-End Salary (A) ($) | Annual Short- Term Incentive Award (paid in March 2026) (B) ($) | Annual LTI Award(3) (granted in March 2026) (C) ($) | Total Direct Compensation (D = A + B + C) ($) | Total Direct Compensation(4) (Salary + Bonus + Non- Equity Incentive + equity awards valued on accounting basis) (E) ($) | Total(4) (Total Direct Compensation (E) + Change in Pension Value + All Other Compensation) (F) ($) | | A. Bourla | 1,800,000 | 5,400,000 | 18,000,000 | 25,200,000 | 25,640,846 | 27,585,301 | | D. Denton | 1,399,152 | 2,800,000 | 5,500,000 | 9,699,152 | 9,056,342 | 9,670,182 | | C. Boshoff | 1,400,000 | 3,150,000 | 6,600,000 | 11,150,000 | 9,358,033 | 10,006,039 | | A. Malik | 1,396,989 | 2,900,000 | 4,950,000 | 9,246,989 | 8,817,982 | 9,429,227 | | D. Lankler | 1,422,142 | 2,675,000 | 4,950,000 | 9,047,142 | 8,312,712 | 9,106,276 |

  96. NEO Performance-Year Total Direct Compensation (Performance-Year TDC) and Summary Compensation Table Total Direct Compensation (SCT TDC)

    (1)The performance-year TDC calculation includes the value of the annual long-term incentive grant, attributable to, and in consideration of the individual’s performance in the performance year (made in March 2026), without regard to when the annual LTI performance goals are set for the PSAs. (2)Amounts reflected are the SCT Total amounts and SCT TDC, both of which reflect the grants made during the year for which the applicable performance goals for PSAs (and, if applicable, PPSs) have been set under GAAP rules. The accounting rules provide that the PSAs’ value is included when the applicable goals are set; therefore, one-third of the value of the PSAs is included in the SCT TDC in each of the applicable performance years as a result of the use of separately established annual goals. (3)Annual LTI Award (Column C) amounts represent the 2026 annual LTI award value, which includes the value of the TSRUs and the full PSA grant value, and LTI awards associated with the NEOs’ respective roles. These grant values differ from the accounting values shown in the 2025 SCT. (4)SCT TDC (Column E) includes salary, bonus, non-equity incentive compensation paid for the year and the value of the equity awards made during the year. The value includes, as applicable, the TSRUs granted in 2025, and the value of one-third of each of the 2022, 2023, 2024 and 2025 PSAs (and, if applicable, PPSs), as each uses 2025 as one of its performance years. The SCT “Total” (Column F) is composed of Total Direct Compensation (Column E), plus the change in pension value and All Other Compensation, as defined by the SEC rules.

  97. SECTION 4 — Benefit Programs

    SECTION 4 — Benefit Programs The following outlines some of our benefit programs that are available to eligible U.S.-based employees, including eligible NEOs (unless otherwise noted):

  98. SECTION 4 — Benefit Programs

    | Plan/Eligibility | Description of Benefit | | Pension and Savings Plans: •Savings Plan (qualified defined contribution savings plan) •Supplemental Savings Plan (non-qualified plan) •Pension Plan (qualified defined benefit pension plan (frozen*)) •Supplemental Pension Plan (non-qualified defined benefit plan (frozen*)) * Benefits under the Pension Plan and Supplemental Pension Plan were frozen in 2017 for all participants, although participants may continue to grow into retirement plan milestones. | All eligible employees earn retirement benefits through age- and service-weighted annual company-provided Retirement Savings Contributions (RSC) (5%-9%) on salary and bonus to the Pfizer Savings Plan (PSP), and, as applicable, to the Pfizer Supplemental Savings Plan (PSSP), in addition to our matching contributions to these plans. The PSP permits eligible U.S. employees, including NEOs, to make pre- and after-tax and/or Roth contributions, from their eligible pay, up to certain limits and to receive company matching contributions. We also maintain the PSSP, which permits participants, including NEOs, to make pre-tax contributions in excess of IRC limits on qualified plans and provides applicable matching contributions and the RSC for amounts not permitted under the PSP. The provisions and features of the Pension Plan and Supplemental Pension Plan are described in the narrative accompanying the “2025 Pension Benefits Table” and the “2025 Non-Qualified Deferred Compensation Table.” | | All eligible U.S. employees accumulate retirement benefits through the savings plans in the form of elective deferrals, matching contributions and/or the RSC. | | | Insurance Plans Medical, dental, life and long-term disability insurance. | Programs are designed to provide certain basic quality of life benefits and protections to U.S. eligible employees, including the NEOs, and at the same time enhance our attractiveness as an employer of choice. The cost of these plans is shared between the employee and the company. The company’s cost of coverage for each NEO is up to approximately $31,000 annually, based on the coverage selected. | | Supplemental Individual Disability Insurance Additional disability insurance coverage. | An optional individual disability benefit providing for coverage in excess of the limit provided under the company’s group long-term disability plan. Participants pay the full cost of this additional insurance coverage. | | Deferred Compensation Executives may elect to defer certain compensation into the Deferred Compensation Plan (DCP). | Annual incentive awards and performance share award settlements may be deferred under the DCP. Deferrals into the DCP may be notionally invested in a selection of investment options, Pfizer stock unit funds, and/or a cash equivalent fund. | | Retiree Healthcare Benefits Pfizer maintains post-retirement medical coverage. | Generally, access to post-retirement medical coverage at the employee’s cost is available to active employees who at the time of their separation, are either (1) age 50 or older with at least 10 years of service and whose age and service equals or exceeds 65 or (2) age 62 or older with at least five years of service. Employees who separate from service with at least 15 years of service (after age of 40), receive a retiree medical subsidy account that may be used only to pay Pfizer’s share of the retiree medical cost. For U.S. eligible employees, including the NEOs, the total company-provided subsidy can range from $61,500 to $275,000 (based on service after age 40, subject to a cap of 25 years, and coverage tier). After the subsidy is expended, the retiree may continue the coverage at their expense. | | Executive Severance Plan Provides severance benefits to NEOs (including the other ELT members) in the event of involuntary termination of employment without Cause as defined in the plan (including position elimination or reorganization-related termination (other than for Cause)). Severance payments and benefits under the Executive Severance Plan are quantified in the “Estimated Payments and Benefits upon Termination Table” later in this Proxy Statement. | Cash severance is equal to the greater of: (a)one times pay (defined as base salary plus target annual incentive), or (b)13 weeks’ pay plus three weeks’ pay per full year of service, subject to a maximum of 104 weeks’ pay. The company’s executive severance policy provides that without shareholder approval, cash severance paid to our executives (including the NEOs) cannot exceed 2.99 times the sum of base salary plus target bonus. Since 2009, the Executive Severance Plan has provided and continues to provide, cash severance with a cap of 2 years’ pay (104 weeks), which aligns with the current executive severance policy. In addition to the cash severance, participants may continue participation in certain health and insurance benefits at active employee rates for a period of time and receive outplacement assistance. |

  99. SECTION 4 — Benefit Programs

    | 74 | Pfizer 2026 Proxy Statement |

  100. EQUITY AWARD GRANT PRACTICES

    EQUITY AWARD GRANT PRACTICES The Committee approved the equity awards to eligible employees, including the NEOs, at its February meeting. These awards are ratified by the independent Directors at the full Board meeting, typically, the fourth Thursday of February. In response to Item 402(x)(1) of Regulation S-K, the award grant practices approved by the Committee in early 2024 provide that grant dates will generally be the third business day following the expected 10-K filing but no earlier than the second business day following the actual 10-K filing. The Committee approved the 2026 annual equity awards at its February 25, 2026, meeting. These awards were then ratified by the independent Directors at the Board’s February 26, 2026 meeting with a grant date of March 3, 2026 (the close of the third business day following the 10-K filing). The Committee and full Board meetings are generally scheduled at least one year in advance. The Committee neither grants equity awards in anticipation of the release of material non-public information, nor is the timing of filings of material non-public information based on equity award grant dates. Equity grants to certain newly hired employees, including executive officers, are effective on the last trading day of the month they commence employment with Pfizer. Special equity grants to continuing employees are effective on the last trading day of the month in which the award is approved or such later date as determined at the time of approval. When applicable, the exercise/grant price for an award will be equal to the closing market price of our common stock on the grant date. Our equity incentive plan prohibits the repricing or exchange/cash out of equity awards, without shareholder approval.

  101. COMPENSATION RECOVERY/CLAWBACK

    COMPENSATION RECOVERY/CLAWBACK The company’s clawback policy, which complies with the SEC rules under the Dodd-Frank Wall Street Reform and Consumer Protection Act and NYSE rules, provides that Pfizer will seek recovery, in the event of a required accounting restatement, of erroneously awarded incentive-based compensation received by current and former executive officers. The company also maintains robust recovery/clawback policies that are in addition to any policies or recovery requirements under the SEC rules. Our equity and cash incentive awards contain compensation recovery/clawback provisions that authorize the cancellation and/or reduction of outstanding awards, including time-based awards, and the return of shares and/or cash paid and/or gain realized from an award, if the NEOs, other executives or employees: (i) engage in any activity in competition with the company; (ii) engage in any activity inimical, contrary or harmful to the interests of the company (or directly supervise any employee who engages in such activity) or that violates any company policies; or (iii) disclose or misuse any confidential information or material concerning the company. All equity awards are also subject to cancellation or reduction in payout by the Committee during their performance/vesting periods and settlement. Under the terms of the grants, in general, participants will not receive their awards following termination of employment until the original settlement date. In addition, the Compensation Committee may, if permitted by law, make retroactive adjustments to any cash- or equity-based incentive compensation paid to NEOs and other executives upon an accounting restatement resulting from material noncompliance with financial reporting requirements under federal securities law. Where applicable, and as determined by the Committee, we will seek to recover any amounts deemed to have been inappropriately received by any executive officer.

  102. SUMMARY COMPENSATION TABLE

    SUMMARY COMPENSATION TABLE

  103. SUMMARY COMPENSATION TABLE

    | Name and Principal Position | Year | Salary ($) | Bonus ($) | Stock Awards ($)(1) | Option Awards ($)(2) | Non-Equity Incentive Plan Compensation ($)(3) | Change In Pension Value and Non-Qualified Deferred Compensation Earnings ($)(4) | All Other Compensation ($)(5) | Total ($) | | A. Bourla Chairman and Chief Executive Officer | 2025 | 1,800,000 | — | 9,442,705 | 8,998,141 | 5,400,000 | 4,014 | 1,940,441 | 27,585,301 | | | 2024 | 1,800,000 | — | 4,838,694 | 9,993,969 | 7,020,000 | — | 996,064 | 24,648,727 | | | 2023 | 1,787,500 | — | 8,745,187 | 8,761,683 | 0 | 8,440 | 2,259,254 | 21,562,064 | | D. Denton Chief Financial Officer, EVP | 2025 | 1,388,964 | — | 2,367,893 | 2,499,485 | 2,800,000 | — | 613,840 | 9,670,182 | | | 2024 | 1,346,925 | — | 1,130,214 | 2,447,055 | 2,963,400 | — | 236,948 | 8,124,542 | | | 2023 | 1,296,875 | — | 1,341,079 | 2,190,418 | 0 | — | 451,164 | 5,279,536 | | C. Boshoff Chief Scientific Officer and President, Research & Development(6) | 2025 | 1,400,000 | — | 1,808,655 | 2,999,378 | 3,150,000 | — | 648,006 | 10,006,039 | | | 2024 | 1,200,000 | — | 896,297 | 2,249,857 | 2,880,000 | — | 627,830 | 7,853,984 | | A. Malik Chief U.S. Commercial Officer, EVP | 2025 | 1,386,817 | — | 2,281,630 | 2,249,535 | 2,900,000 | — | 611,245 | 9,429,227 | | | 2024 | 1,344,825 | — | 1,127,148 | 2,475,933 | 3,093,200 | — | 253,164 | 8,294,270 | | | 2023 | 1,294,800 | — | 1,336,257 | 2,190,418 | 0 | — | 599,259 | 5,420,734 | | D. Lankler Chief Legal Officer, EVP(7) | 2025 | 1,411,787 | — | 1,976,390 | 2,249,535 | 2,675,000 | 257,976 | 535,588 | 9,106,276 | | | 2024 | 1,244,588 | — | 913,346 | 1,935,758 | 2,464,400 | 11,244 | 244,779 | 6,814,115 | | | 2023 | 1,198,313 | — | 1,817,208 | 1,703,661 | 0 | 196,724 | 561,892 | 5,477,798 |

  104. SUMMARY COMPENSATION TABLE

    (1)Stock Awards. Represents for each year, one-third of the PSAs granted and which include that year in its performance period. Typically, in accordance with ASC Topic 718, these amounts include one-third of the award as each of the three annual goals is set. The PSA values shown for 2025 (for all NEOs excluding Dr. Boshoff) represent one-third of the value of the PSAs granted in 2022, 2023, 2024 and 2025, as 2025 was the first year of the performance period for the 2025 grant and modified 2023 grant (due to the LTI award modification, the 2023 award will have goals set in each of 2025, 2026 and 2027); and second year of the performance period for the 2024 grant and modified 2022 grant (due to the LTI award modification, the 2022 award will have goals set in each of 2024, 2025 and 2026). See “Long-Term Incentive Award Modification” in the 2025 Proxy Statement. For Dr. Boshoff, the value shown includes one-third of the Portfolio Performance Shares (PPSs) granted to him, prior to him joining the ELT, which included 2025 as a performance period and had the goal set in 2025. PPSs are performance shares granted to employees working to advance Pfizer’s product pipeline and align payouts to the progress on our pipeline measured by three metrics which are the same metrics used for the pipeline modifier for the GPP. Dr. Boshoff’s stock award amount represents the PPSs and PSAs based on the year in which performance goals are set, which includes: one-third of the 2023 PPSs and one-third of the 2024 and 2025 PSAs. As an ELT member, he no longer receives PPS awards. The maximum potential values of the PSAs at the grant date, March 4, 2025, (using closing stock price of $25.75) based on the units included here (one-third of the grants in 2022, 2023, 2024 and 2025 (as applicable)), would be as follows (subject to rounding): Dr. Bourla—$18,885,410; Mr. Denton—$4,735,786; Dr. Boshoff—$3,617,310 (including PPSs); Mr. Malik—$4,563,260; and Mr. Lankler—$3,952,780. The performance award grant date fair values have been determined using Pfizer’s closing stock price on the respective grant date. However, the Committee considered the full value of the annual LTI award (without regard to when performance goals are set) when making the grant, and the below amounts represent the full 2025 grant date fair values (per share/unit) using the closing stock price on March 4, 2025, of $25.75 for the PSAs, and for the 5-Year TSRUs, the Monte Carlo values of $6.05, as discussed below:

  105. SUMMARY COMPENSATION TABLE

    | | A. Bourla | D. Denton | C. Boshoff | A. Malik | D. Lankler | | A. PSAs at Target ($) | 9,000,011 | 2,499,990 | 3,000,004 | 2,250,009 | 2,250,009 | | B. TSRUs ($) | 8,998,141 | 2,499,485 | 2,999,378 | 2,249,535 | 2,249,535 | | C. 2025 LTI Award (Full Grant Date Fair Value) ($) (A + B) (Subject to Rounding) | 17,998,152 | 4,999,475 | 5,999,382 | 4,499,544 | 4,499,544 |

  106. SUMMARY COMPENSATION TABLE

    (2)Option Awards. Represents the aggregate grant date fair values of the TSRUs in accordance with GAAP. The grant date fair values have been determined in accordance with ASC Topic 718 using the Monte Carlo Simulation model, based on the assumptions and methodologies described in our 2025 Annual Report on Form 10-K (Note 13. Share-Based Payments). The March 4, 2025 5-Year TSRUs’ Monte Carlo value was $6.05. (3)Non-Equity Incentive Plan Compensation. Represents annual incentive awards, earned under the GPP for the performance year noted and paid to the NEO early in the following year.

  107. SUMMARY COMPENSATION TABLE

    | 78 | Pfizer 2026 Proxy Statement |

  108. SUMMARY COMPENSATION TABLE

    (4)Change in Pension Value and Non-Qualified Deferred Compensation Earnings. Represents the change in the actuarial present value of the NEO’s accumulated pension benefits in 2025, 2024 and 2023, as applicable, measured against the prior year’s value. Dr. Bourla’s 2024 pension amount reported in the SCT is zero ($0) as the change in value was negative ($72,343). Dr. Bourla attained the “Rule of 90” (age plus service equal to or greater than 90) in 2022. This provides him with an unreduced pension benefit upon his retirement. Further information regarding pension plans is included in “The Pension Plan and Supplemental Pension Plan Summary” later in this Proxy Statement. The pension amount for 2025 represents the difference between the December 31, 2025 and December 31, 2024, deferred present values of accrued pensions payable at age 65 (age 62 for benefits accrued under the Warner-Lambert Sub-Plans), or the immediate present value of accrued pensions if the NEO is eligible for an unreduced pension under that plan, based on the assumptions reflected in the company’s financials as of December 31, 2025, as shown below: a.Discount Rate: 5.61% for qualified pension plans; 5.29% for non-qualified pension plans. b.Lump Sum Interest Rates: For Pfizer Retirement Annuity Plan (the Pfizer Sub-Plan of the PCPP), rates based on implied forward rates developed from the November 2025 full yield curve published by the IRS in December 2025 for Pension Protection Act (PPA) funding calculation purposes, adjusted based on the movement in the Mercer Yield Curve spot rates during December 2025. c.Percent Electing Lump Sum: i.65% relating to the Pfizer Sub-Plan (only applies to the extent that the executive is eligible to receive a lump sum). ii.70% relating to the Pfizer benefit formula in the Supplemental Pension Plan. iii.85% relating to the Warner-Lambert Retirement Plan (WLRP) Sub-Plan and the WLRP benefit formula in the Supplemental Pension Plan. d.Mortality Table for Lump Sum: Unisex mortality table specified by IRC Section 417(e), with projected mortality improvements. e.Mortality Table for Annuities: Pri-2012 annuitant mortality table. No collar adjustments were made for the qualified plan, and a white-collar adjustment was reflected for the non-qualified plan. f.Mortality Improvement Scale for Annuities: MMP-2021 projection scale, which assumes an ultimate rate of improvement of 1.2% for ages below 65 and grades linearly to zero at age 115. The grade-down period to the ultimate rate occurs over a 15-year period based on year of birth, with the grade-down period weighted 67% for birth cohorts and 33% for the ultimate rates of improvement. (5)All Other Compensation. Column amounts represent the incremental cost to the company of perquisites, matching contributions, RSCs and other contributions, as applicable, under the Savings Plan and the Supplemental Savings Plan received by each NEO as detailed in the table below:

  109. SUMMARY COMPENSATION TABLE

    | | Perquisites and Other Compensation | | | | | Employer Contributions | | | | Name | Aircraft Usage ($) | Financial Counseling ($) | Car Usage ($) | Security ($)(a) | Other ($)(b) | Savings Plan ($)(c) | Supplemental Savings Plan ($)(c) | Total ($) | | A. Bourla | 105,353 | 12,767 | 19,093 | 610,650 | 1,878 | 17,500 | 1,173,200 | 1,940,441 | | D. Denton | 57,847 | 10,463 | — | 574 | 910 | 11,887 | 532,159 | 613,840 | | C. Boshoff | 55,156 | 15,000 | — | — | 50 | 15,366 | 562,434 | 648,006 | | A. Malik | 83,032 | 13,453 | — | — | 1,417 | 36,000 | 477,343 | 611,245 | | D. Lankler | 2,483 | 3,981 | — | 1,314 | 4,525 | 15,366 | 507,919 | 535,588 |

  110. SUMMARY COMPENSATION TABLE

    a.Due to heightened security risks, including threats made against our executives, additional security protection, pursuant to an independent security study and the advice of other security experts, has been provided to certain executives, including some of our NEOs, where deemed appropriate. b.Includes the value of incidental items provided in connection with attendance at Pfizer business meetings, and for Dr. Boshoff certain relocation-related benefits pursuant to our relocation policy. Also, includes the nominal values from our employee-to-employee recognition program linked to our Pfizer values. ELT members, including the NEOs, are also eligible for annual executive physicals. c.Under the Savings Plan (up to IRC limits) and Supplemental Savings Plan, our NEOs (as applicable), consistent with all other participants, are eligible for matching contributions of up to 4.5% of eligible pay (base salary and bonus) and a retirement savings contribution of 5% to 9% (based on age and years of service) of eligible pay. (6)Dr. Boshoff was appointed as Chief Scientific Officer and President, Research & Development, effective January 1, 2025 and was not an NEO in 2023. (7)Mr. Lankler was not an NEO in 2024, but was an NEO in 2023. The 2024 data have been added to comply with SEC requirements due to his status as an NEO in 2023 and 2025.

  111. SUMMARY COMPENSATION TABLE

    | 2026 Proxy Statement Pfizer | 79 |

  112. 2025 GRANTS OF PLAN-BASED AWARDS TABLE

    2025 GRANTS OF PLAN-BASED AWARDS TABLE This table provides additional information about non-equity incentive awards and long-term incentive awards granted to our NEOs during 2025. The long-term incentive awards were made under the Restated Plan and are described in the CD&A section “Elements of Our Executive Compensation Program.”

  113. 2025 GRANTS OF PLAN-BASED AWARDS TABLE

    | | | | Estimated Future Payouts Under Non-Equity Incentive Plan Awards(1) | | | Estimated Future Payouts Under Equity Incentive Plan Awards(2) | | | All Other Stock Awards: Number of Shares or Units (#) | All Other TSRU Awards: Number of Securities Underlying TSRUs(3) (#) | Exercise or Base Price of TSRU Awards ($/Sh) | Grant Date Fair Value of Stock and TSRU Awards(3) ($) | | Name | Compensation Committee Approved Date | Grant Date | Threshold ($) | Target ($) | Maximum ($) | Threshold (#) | Target(3) (#) | Maximum (#) | | | | | | A. Bourla | | | 0 | 3,600,000 | 9,000,000 | | | | | | | | | | 2/26/2025 | 3/4/2025 | | | | | | | | 1,487,296 | 25.75 | 8,998,141 | | | 2/26/2025 | 3/4/2025 | | | | 0 | 366,707 | 733,414 | | | | 9,442,705 | | D. Denton | | | 0 | 1,389,104 | 3,472,760 | | | | | | | | | | 2/26/2025 | 3/4/2025 | | | | | | | | 413,138 | 25.75 | 2,499,485 | | | 2/26/2025 | 3/4/2025 | | | | 0 | 91,957 | 183,914 | | | | 2,367,893 | | C. Boshoff(4) | | | 0 | 1,400,000 | 3,500,000 | | | | | | | | | | 2/26/2025 | 3/4/2025 | | | | | | | | 495,765 | 25.75 | 2,999,378 | | | 2/26/2025 | 3/4/2025 | | | | 0 | 66,726 | 133,452 | | | | 1,718,195 | | | 2/26/2025 | 3/4/2025 | | | | 0 | 3,513 | 7,026 | | | | 90,460 | | A. Malik | | | 0 | 1,386,956 | 3,467,390 | | | | | | | | | | 2/26/2025 | 3/4/2025 | | | | | | | | 371,824 | 25.75 | 2,249,535 | | | 2/26/2025 | 3/4/2025 | | | | 0 | 88,607 | 177,214 | | | | 2,281,630 | | D. Lankler | | | 0 | 1,270,736 | 3,176,840 | | | | | | | | | | 2/26/2025 | 3/4/2025 | | | | | | | | 371,824 | 25.75 | 2,249,535 | | | 2/26/2025 | 3/4/2025 | | | | 0 | 76,753 | 153,506 | | | | 1,976,390 |

  114. 2025 GRANTS OF PLAN-BASED AWARDS TABLE

    (1)Amounts are the threshold, target and maximum annual incentive award payout for the January 1, 2025 - December 31, 2025 performance period. The actual 2025 payout is reported in the “Summary Compensation Table” in the “Non-Equity Incentive Plan Compensation” column. (2)Amounts are the threshold, target and maximum share payouts under our PSAs. The “target” represents one-third of each of the 2022, 2023, 2024 and 2025 PSA grants (as noted earlier in this Proxy Statement). There is no payment for below threshold performance, so the amount is zero. See “SCT footnote 2” for further information on the full value of the 2025 PSA grant. The 2022 and 2023 PSA grants were accounted for based on the modified performance years 2024-2026 and 2025-2027, respectively, and disclosed in the 2025 Summary Compensation Table included in this Proxy Statement (see “Long-Term Incentive Award Modification” in the 2025 Proxy Statement for more details on the LTI modification). (3)Represents the award values as of the grant date (GAAP and as required under Regulation S-K). The values for the PSAs, PPSs and 5-Year TSRUs are shown at the respective grant date fair values as of March 4, 2025 of $25.75 (for PSAs and PPSs) and $6.05, respectively, in accordance with ASC Topic 718. The performance-based conditions that apply are discussed in the “2025 Annual Long-Term Incentive Award Program” section detailed earlier in this Proxy Statement. Long-term incentive grant values were converted into units using the closing stock price/value on the grant date. PSAs generally vest three years from the grant date. The 5-Year TSRUs also generally vest three years from the grant date and are settled on the fifth anniversary of the grant date. (4)For 2025, Dr. Boshoff received a grant of PSAs based on the ELT equity vehicle allocation of 50% PSAs, and 50% 5-year TSRUs. As noted previously, prior to becoming an ELT member, Dr. Boshoff received 50% of his long-term incentive award grant value as PPSs. As the PPS goals are set annually, the amount includes a portion of the PPSs granted in 2023 which use 2025 as a performance year. As disclosed in the SCT under the “Stock Awards” column, the amount includes: one-third of the 2023 PPSs and one-third of the 2024 and 2025 PSAs. As an ELT member, he no longer receives PPS awards, which are designed to reward eligible R&D employees for achieving R&D performance goals that support the pipeline.

  115. 2025 GRANTS OF PLAN-BASED AWARDS TABLE

    | 80 | Pfizer 2026 Proxy Statement |

  116. 2025 OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END TABLE

    2025 OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END TABLE The following table details the outstanding equity awards held by our NEOs as of December 31, 2025.

  117. 2025 OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END TABLE

    | | | TSRU Awards(2) | | | | Stock Awards(2) | | | | | Name | Grant Date/ Performance Share Period(1) | Number of Securities Underlying Unexercised TSRUs Vested (#) | Number of Securities Underlying Unexercised TSRUs Unvested (#) | TSRU Exercise Price ($) | TSRU Expiration Date | Number of Shares or Units of Stock That Have Not Vested (#) | Market Value of Shares or Units of Stock That Have Not Vested ($) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($) | | A. Bourla | 2/28/2019 | 320,231 | | 38.71 | 2/28/2026 | | | | | | | 2/27/2020 | 499,353 | | 31.31 | 2/27/2027 | | | | | | | 2/25/2021 | 491,626 | | 33.82 | 2/25/2026 | | | | | | | 2/25/2021 | 424,782 | | 33.82 | 2/25/2028 | | | | | | | 2/24/2022(3)(4) | | 412,081 | 45.96 | 2/24/2029 | | | | | | | 2/24/2022(3) | 362,427 | | 45.96 | 2/24/2029 | | | | | | | 2/23/2023(4) | | 413,280 | 42.30 | 2/23/2030 | | | | | | | 2/23/2023 | | 359,681 | 42.30 | 2/23/2030 | | | | | | | 2/27/2024 | | 644,640 | 26.89 | 2/27/2029 | | | | | | | 2/27/2024 | | 569,600 | 26.89 | 2/27/2031 | | | | | | | 3/4/2025 | | 1,487,296 | 25.75 | 3/4/2030 | | | | | | | 1/1/2022–12/31/2026(3)(4) | | | | | | | 205,133 | 5,107,812 | | | 1/1/2023–12/31/2027(4) | | | | | | | 210,773 | 5,248,248 | | | 1/1/2024–12/31/2026 | | | | | | | 334,697 | 8,333,955 | | | 1/1/2025–12/31/2027 | | | | | | | 349,515 | 8,702,924 | | D. Denton | 5/31/2022(4) | | 80,703 | 53.04 | 5/31/2029 | | | | | | | 5/31/2022 | 70,313 | | 53.04 | 5/31/2029 | | | | | | | 2/23/2023(4) | | 103,320 | 42.30 | 2/23/2030 | | | | | | | 2/23/2023 | | 89,920 | 42.30 | 2/23/2030 | | | | | | | 2/27/2024 | | 161,160 | 26.89 | 2/27/2029 | | | | | | | 2/27/2024 | | 142,400 | 26.89 | 2/27/2031 | | | | | | | 3/4/2025 | | 413,138 | 25.75 | 3/4/2030 | | | | | | | 1/1/2022–12/31/2026(4) | | | | | | | 42,421 | 1,056,283 | | | 1/1/2023– 12/31/2027(4) | | | | | | | 52,693 | 1,312,056 | | | 1/1/2024–12/31/2026 | | | | | | | 83,674 | 2,083,483 | | | 1/1/2025– 12/31/2027 | | | | | | | 97,087 | 2,417,466 |

  118. 2025 OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END TABLE

    | 2026 Proxy Statement Pfizer | 81 |

  119. 2025 OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END TABLE

    | | | TSRU Awards(2) | | | | Stock Awards(2) | | | | | Name | Grant Date/ Performance Share Period(1) | Number of Securities Underlying Unexercised TSRUs Vested (#) | Number of Securities Underlying Unexercised TSRUs Unvested (#) | TSRU Exercise Price ($) | TSRU Expiration Date | Number of Shares or Units of Stock That Have Not Vested (#) | Market Value of Shares or Units of Stock That Have Not Vested ($) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($) | | C. Boshoff | 2/28/2019 | 12,009 | | 38.71 | 2/28/2026 | | | | | | | 2/27/2020 | 21,127 | | 31.31 | 2/27/2027 | | | | | | | 2/25/2021 | 16,688 | | 33.82 | 2/25/2028 | | | | | | | 2/24/2022 | 10,222 | | 45.96 | 2/24/2029 | | | | | | | 2/23/2023 | | 17,984 | 42.30 | 2/23/2030 | | | | | | | 2/27/2024 | | 161,160 | 26.89 | 2/27/2029 | | | | | | | 2/27/2024 | | 142,400 | 26.89 | 2/27/2031 | | | | | | | 3/4/2025 | | 495,765 | 25.75 | 3/4/2030 | | | | | | | 1/31/2022(5) | | | | | 34,992 | 871,301 | | | | | 2/23/2023(5) | | | | | 2,073 | 51,618 | | | | | 12/29/2023(5) | | | | | 39,529 | 984,272 | | | | | 1/1/2023–12/31/2025(5) | | | | | | | 10,539 | 262,421 | | | 1/1/2024–12/31/2026 | | | | | | | 83,674 | 2,083,483 | | | 1/1/2025–12/31/2027 | | | | | | | 116,505 | 2,900,975 | | A. Malik | 2/24/2022(4) | | 84,529 | 45.96 | 2/24/2029 | | | | | | | 2/24/2022 | 74,344 | | 45.96 | 2/24/2029 | | | | | | | 2/23/2023(4) | | 103,320 | 42.30 | 2/23/2030 | | | | | | | 2/23/2023 | | 89,920 | 42.30 | 2/23/2030 | | | | | | | 2/27/2024 | | 161,160 | 26.89 | 2/27/2029 | | | | | | | 2/27/2024 | | 142,400 | 26.89 | 2/27/2031 | | | | | | | 3/4/2025 | | 371,824 | 25.75 | 3/4/2030 | | | | | | | 1/1/2022–12/31/2026(4) | | | | | | | 42,079 | 1,047,767 | | | 1/1/2023–12/31/2027(4) | | | | | | | 52,693 | 1,312,056 | | | 1/1/2024–12/31/2026 | | | | | | | 83,674 | 2,083,483 | | | 1/1/2025–12/31/2027 | | | | | | | 87,379 | 2,175,737 | | D. Lankler | 2/28/2019 | 80,058 | | 38.71 | 2/28/2026 | | | | | | | 2/27/2020 | 134,441 | | 31.31 | 2/27/2027 | | | | | | | 2/25/2021 | 122,907 | | 33.82 | 2/25/2026 | | | | | | | 2/25/2021 | 106,195 | | 33.82 | 2/25/2028 | | | | | | | 2/24/2022(4) | | 63,397 | 45.96 | 2/24/2029 | | | | | | | 2/24/2022 | 55,758 | | 45.96 | 2/24/2029 | | | | | | | 2/28/2022(4) | | 10,566 | 46.94 | 2/28/2029 | | | | |

  120. 2025 OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END TABLE

    | 82 | Pfizer 2026 Proxy Statement |

  121. 2025 OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END TABLE

    | | | TSRU Awards(2) | | | | Stock Awards(2) | | | | | Name | Grant Date/ Performance Share Period(1) | Number of Securities Underlying Unexercised TSRUs Vested (#) | Number of Securities Underlying Unexercised TSRUs Unvested (#) | TSRU Exercise Price ($) | TSRU Expiration Date | Number of Shares or Units of Stock That Have Not Vested (#) | Market Value of Shares or Units of Stock That Have Not Vested ($) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($) | | | 2/28/2022 | 9,294 | | 46.94 | 2/28/2029 | | | | | | | 2/23/2023(4) | | 80,360 | 42.30 | 2/23/2030 | | | | | | | 2/23/2023(4) | | 69,938 | 42.30 | 2/23/2030 | | | | | | | 2/27/2024 | | 125,347 | 26.89 | 2/27/2029 | | | | | | | 2/27/2024 | | 110,756 | 26.89 | 2/27/2031 | | | | | | | 3/4/2025 | | 371,824 | 25.75 | 3/4/2030 | | | | | | | 1/1/2022–12/31/2026(4) | | | | | | | 36,819 | 916,793 | | | 1/1/2023–12/31/2027(4) | | | | | | | 40,984 | 1,020,502 | | | 1/1/2024–12/31/2026 | | | | | | | 65,080 | 1,620,492 | | | 1/1/2025–12/31/2027 | | | | | | | 87,379 | 2,175,737 |

  122. 2025 OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END TABLE

    (1)We have included a column showing the grant dates of TSRUs, RSUs, Profit Units (PTUs) (as applicable) and the associated performance periods for the PSAs and PPSs. The PSAs and PPSs shown represent the full grant for the applicable grant date (irrespective of when the goals are set). Under the terms of the vested TSRUs, eligible employees may “exercise” their vested TSRUs and convert them to PTUs which are settled on the settlement date of the underlying TSRUs. The RSUs noted above include the dividend equivalent units accrued from the grant date to year-end, as applicable; however, the dividend equivalent units are not included in the tables below. (2)Subject to rounding. TSRUs typically vest on the third anniversary of grant date and are settled on the fifth or seventh anniversary of grant, as applicable. The modified 2022 and 2023 5-year TSRUs now vest on the fifth anniversary of the original grant date and settle on the seventh anniversary. PSAs typically vest on the third anniversary of grant date and settle on the third anniversary of the grant date, as applicable. The modified 2022 and 2023 PSAs vest and settle on the fifth anniversary of the original grant date. (3)Dr. Bourla’s February 24, 2022 annual grant consists of the following awards (subject to rounding), which were not eligible for retirement treatment. The 7-year TSRUs vested on the third anniversary of the grant date and the modified 5-year TSRUs and PSAs will vest on the fifth anniversary of the original grant date:

  123. 2025 OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END TABLE

    | Grant Date | 5-Year TSRUs | 7-Year TSRUs | PSAs | | 2/24/2022 | 105,662 | 92,930 | 52,598 |

  124. 2025 OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END TABLE

    (4)TSRUs typically vest on the third anniversary of the grant date and are settled on the fifth anniversary of the grant or for pre-2025 grants select TSRUs are settled on the fifth or seventh anniversary of the grant, as applicable. All eligible NEOs elected to modify their 2022 and 2023 5-year TSRUs and 2022 and 2023 PSAs in accordance with the Tender Offer which closed on September 12, 2024. The modification extended the term and vesting period for the 2022 and 2023 TSRUs by two years (from a 3-year vesting schedule and a 5-year settlement period to a 5-year vesting schedule and a 7-year settlement period). The modification of the 2022 and 2023 PSAs extended the vesting from 3 years to 5 years and the performance period for the 2022 PSAs was modified from 2022 - 2024 to 2024 - 2026 and for the 2023 PSAs from 2023 - 2025 to 2025 - 2027. (5)Dr. Boshoff’s annual (February grant date) LTI awards consisted of PPSs and 7-year TSRUs prior to 2024. As an ELT member, he no longer receives PPS awards, which are designed to reward eligible R&D employees for achieving R&D performance goals that support the pipeline. The 2023 PPS grant vests and settles on the third anniversary of the grant date. The 7-year TSRUs grant vests on the third anniversary of the grant date and settles on the seventh anniversary of the grant date. Dr. Boshoff’s January 31, 2022 RSU grant vested 50% on January 31, 2025 and the remaining 50% vested on January 31, 2026. His grants on February 24, 2022 and February 23, 2023 vested one-third per year on the anniversary of the grant date. His December 29, 2023 grant vests in full on December 29, 2026.

  125. 2025 OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END TABLE

    | 2026 Proxy Statement Pfizer | 83 |

  126. 2025 OPTION/TSRU EXERCISES AND STOCK VESTED TABLE

    2025 OPTION/TSRU EXERCISES AND STOCK VESTED TABLE The following table provides additional information about the value realized by the NEOs on the TSRU award settlements and unit award vesting that occurred during 2025. The information from this table and tables from prior years was used in the realized pay table elsewhere in this Proxy Statement.

  127. 2025 OPTION/TSRU EXERCISES AND STOCK VESTED TABLE

    | | TSRU Awards | | | Option Awards | | Restricted Stock/Restricted Stock Units/Profit Units(1) | | | Performance Shares Paid February 2025(2) | | | | Name | Number of Shares Acquired on Exercise (#) | Number of Shares Withheld to Cover Taxes (#) | Value Realized on Exercise ($)(3) | Number of Shares Acquired on Exercise (#) | Value Realized on Exercise ($) | Number of Shares Acquired on Vesting (#) | Number of Shares Withheld to Cover Taxes (#) | Value Realized on Vesting ($) | Number of Shares Acquired on Vesting (#) | Number of Shares Withheld to Cover Taxes (#) | Value Realized on Vesting ($) | | A. Bourla | 62,687 | 27,135 | 1,641,272 | — | — | — | — | — | — | — | — | | D. Denton | — | — | — | — | — | — | — | — | — | — | — | | C. Boshoff(4) | 943 | 340 | 24,800 | — | — | 36,239 | 13,103 | 960,761 | 27,137 | 13,781 | 711,366 | | A. Malik | — | — | — | — | — | — | — | — | — | — | — | | D. Lankler | 19,212 | 6,923 | 503,278 | — | — | — | — | — | — | — | — |

  128. 2025 OPTION/TSRU EXERCISES AND STOCK VESTED TABLE

    (1)The amounts reported in this column represent Dr. Boshoff’s RSUs granted: i) January 31, 2022, which vested 50% on January 31, 2025 and were distributed February 3, 2025 at a fair market value of $26.52; ii) February 23, 2023, which vested one-third on February 23, 2025 and were distributed February 21, 2025 at a fair market value of $26.30, and iii) February 24, 2022, which vested one-third on February 24, 2025 and were distributed February 24, 2025 at a fair market value of $26.65. (2)The 2022 PSAs typically vest and settle on the third anniversary of grant date, as applicable. The 2022 PSAs that were modified in accordance with the Tender Offer which closed on September 12, 2024 (see 2025 Proxy Statement) vest and settle on the fifth anniversary of the original grant date. Dr. Boshoff had PPSs granted in 2020 and 2022 that settled in February 2025, which are reported in this column. Mr. Denton received a May 31, 2022 PSA that was modified as part of the 2024 LTI modification (see 2025 Proxy Statement) that vests and settles in 2027 rather than 2025. Mr. Malik did not have 2022 PSAs. (3)The amounts (subject to rounding) reported in this column represents 7-Year TSRUs, which were granted on February 22, 2018, and settled on February 22, 2025, using the settlement price (20-day average) of $26.08 and a fair market value of $26.30. The 5-Year TSRUs which were granted on February 27, 2020 settled on February 27, 2025, using the settlement price (20-day average) of $26.06 and a fair market value of $26.10. (4)As an ELT member, Dr. Boshoff no longer receives PPS awards, which are designed to reward eligible R&D employees for achieving R&D performance goals that support the pipeline. The PPSs that settled in 2025 are reported in the Performance Share column noted above.

  129. 2025 PENSION BENEFITS TABLE(1)

    2025 PENSION BENEFITS TABLE(1)

  130. 2025 PENSION BENEFITS TABLE(1)

    | Name | Plan Name | Number of Years of Credited Service (#) | Age 65 Single-Life Annuity Payment ($) | Present Value of Accumulated Benefit ($)(2) | Payments During Last Fiscal Year ($) | Immediate Annuity Payable on 12/31/2025 ($) | Lump Sum Value ($) | | A. Bourla(3) | Pension Plan | 24 | 99,358 | 1,219,147 | — | 99,358 | 1,247,390 | | | Supplemental Plan | | 8,697 | 101,175 | — | 8,697 | 105,560 | | D. Lankler(4) | Pension Plan | 18 | 64,207 | 725,091 | — | 58,507 | 814,055 | | | Supplemental Plan | | 237,457 | 2,602,267 | — | 210,068 | 2,890,144 |

  131. 2025 PENSION BENEFITS TABLE(1)

    (1)Messrs. Denton and Malik and Dr. Boshoff are not participants in these plans. (2)Based on the December 31, 2025 assumptions used in determining our financial statement disclosure. See the “Summary Compensation Table” footnote for the assumptions used. (3)The benefits shown for Dr. Bourla reflect an offset attributable to the value of 12,797,337 Greek drachma (GRD) in cumulative employer contributions that Pfizer made to the Greek TSAY (Greece Fund for Health Professionals), a government sponsored plan on his behalf from 1993 to 1999. For this purpose, benefits were converted from GRD to United States dollars (USD) using exchange rates (.0030520) and (.003447) as of December 31, 2024 and December 31, 2025, respectively. (4)The retirement benefits for Mr. Lankler attributable to service prior to 2012 are based on the provisions of the Warner-Lambert Sub-Plan formula and the Warner-Lambert Company Supplemental Pension Income Plan formula. The PCPP retains both the Pfizer and legacy company pension formulas, including: the Warner-Lambert Retirement Plan (the Warner-Lambert Sub-Plan) and the Pfizer Retirement Annuity Plan (the Pfizer Sub-Plan) formulas. Included are benefits earned under the related Supplemental Pension Plan, which includes the Pfizer and legacy company pension formulas including the Warner-Lambert Company Supplemental Pension Income Plan. Pension benefits for all eligible U.S.-based employees, including the eligible NEOs, were provided under the Pension Plan and Supplemental Pension Plan formulas. For the purpose of computing the “Lump Sum Value” for the Pension and Supplemental Pension Plans shown in the table (above), interest rates as of January 1, 2026 are 4.06% for annuity payments expected to be made during the first 5 years, 5.12% for payments after 5 and up to 20 years, and 5.93% for payments made after 20 years. We have presented additional information in the table in lieu of a sub-table and to enhance the narrative that follows the table. We have included an additional column titled “Age 65 Single-Life Annuity Payment” in the table above. This column represents the amount payable upon attaining age 65 (or current age, if later), assuming termination of employment on December 31, 2025, except for Mr. Lankler whose Warner- Lambert Sub-Plan benefits were determined as of age 62 (the earliest unreduced retirement age under the Warner-Lambert Sub-Plan). The immediately payable pension benefit and the lump sum value of that benefit for those NEOs who meet the criteria for benefit commencement under the Pension Plan and Supplemental Pension Plan are also listed in the table above. For Mr. Lankler, the benefit earned prior to 2012 is not payable as a lump sum, and thus the lump sums shown for this portion of his benefit are illustrative. The lump sum values for Mr. Lankler’s benefits based on the Warner-Lambert Sub-Plan formula are the present values of the 50% joint and survivor annuity.

  132. 2025 PENSION BENEFITS TABLE(1)

    | 2026 Proxy Statement Pfizer | 85 |

  133. Pfizer’s Pension Plan

    | | Pfizer Benefits | Legacy Plan Benefits(2) | | Name | Dr. Bourla and Mr. Lankler | Mr. Lankler | | Time Frame | Pension benefits reflecting benefit service from hire date for Dr. Bourla and from January 2012 for Mr. Lankler until the plans were frozen on December 31, 2017 | Pension benefits reflecting benefit service through December 31, 2011 | | Plans | Pfizer Sub-Plan/ Pfizer Supplemental Pension Plan | Warner-Lambert Sub-Plan/ Supplemental Plan | | Pension Earnings | Highest five-calendar years’ average of salary and annual bonus(1) earned for the year (as of December 31, 2017). Benefits on earnings up to the tax code limit are included under the Pension Plan; benefits on excess earnings are accrued under the Supplemental Pension Plan | Annual salary as of January 1st of the year and bonus paid during the year (through December 31, 2011) | | Formula | Greater of (1.4% of Pension Earnings) x (years of service); or (1.75% of Pension Earnings – 1.5% primary social security benefit) x (years of service) (as of December 31, 2017; capped at 35 years) | (1.5% of Pension Earnings) + (Monthly flat dollar benefit per year of service) (through December 31, 2011) | | Form of Payment | Annuity or Lump sum | Annuity |

  134. Early Retirement Provisions

    Early Retirement Provisions Under the Pfizer Sub-Plan and Pfizer Supplemental Plan, the normal retirement age is 65. Employees may begin benefits earlier, subject to the following provisions: •If an employee terminates employment when the sum of their age and years of service equals or exceeds 90, the employee is entitled to receive an unreduced early payment of either an annuity or an equivalent lump sum. Dr. Bourla attained this milestone during 2022. •If an employee retires on or after age 55 having 10 or more years of service, the employee may elect to receive either an early retirement annuity or lump sum payment, reduced by 4% per year for each year (prorated for partial years) that the benefit commences between the benefit commencement date and age 65. Mr. Lankler attained this milestone during 2020. If a colleague with a vested benefit does not satisfy any of the above criteria, the colleague may elect to receive an annuity starting on or after age 55, reduced by 6% per year for each year (prorated for partial years) prior to age 65, certain exclusions apply.

  135. Early Retirement Provisions

    | 86 | Pfizer 2026 Proxy Statement |

  136. Early Retirement Provisions

    Under the Warner-Lambert Sub-Plan and Warner-Lambert Supplemental Plan, the normal retirement age is 65. Colleagues may begin benefits earlier, subject to the following provision: •If a colleague retires on or after age 55 having 5 or more years of service, the colleague may elect to receive an early retirement annuity (or lump sum, if elected within 6 months of termination and the colleague does not have a vested pre-2005 accrued Supplemental Pension Plan benefit) on an unreduced basis beginning at age 62 or on a reduced basis prior to age 62 reflecting a reduction of 3% per year for each year (prorated for partial years) between the later of age 60 or the benefit commencement date and age 62 and by 6% per year for each year (prorated for partial years) that the benefit commences between the benefit commencement date (if earlier than age 60) and age 60. Mr. Lankler attained this milestone during 2020.

  137. 2025 NON-QUALIFIED DEFERRED COMPENSATION TABLE(1)

    2025 NON-QUALIFIED DEFERRED COMPENSATION TABLE(1) This table summarizes activity during 2025 and account balances in our various non-qualified savings and deferred compensation plans for our NEOs. The PSSP and DCP permit the executives to defer eligible earnings on a pre-tax basis. Other than employer contributions to the PSSP, the account balances in these plans are generally attributable to employee deferrals of previously earned compensation and the earnings on amounts in the plans. In addition to employee deferrals, generally, the PSSP has two types of company contributions: company matching contributions and the RSC, described in more detail below. The PSSP is a non-qualified supplemental savings plan that provides for the deferral of compensation, related company matching contributions based on the executive’s contributions and the RSC that otherwise could have been made under the related tax-qualified PSP but for the application of certain IRC limitations. In addition, the PSSP accepts transfers of Post-2004 Supplemental Pension Plan benefits into the plan which are treated as re-deferrals as required by IRC Section 409A.

  138. 2025 NON-QUALIFIED DEFERRED COMPENSATION TABLE(1)

    | Name | Plan(2) | Executive Contributions in 2025 ($) | Pfizer Contributions in 2025 ($)(3) | Aggregate Earnings in 2025 ($) | Aggregate Withdrawals/ Distributions ($) | Aggregate Balance at 12/31/2025 ($)(4) | | A. Bourla | PSSP | 607,900 | 1,173,200 | 2,383,829 | — | 31,557,970 | | | Deferred PSA | — | — | 25,399 | — | 7,784,290 | | | Deferred RSU | — | — | 7,375 | — | 1,913,606 | | | Total: | 607,900 | 1,173,200 | 2,416,603 | — | 41,255,866 | | D. Denton | PSSP | 245,293 | 532,159 | 2,296,130 | — | 16,931,287 | | | Total: | 245,293 | 532,159 | 2,296,130 | — | 16,931,287 | | C. Boshoff | PSSP | 236,312 | 562,434 | 351,420 | — | 2,561,362 | | | Total: | 236,312 | 562,434 | 351,420 | — | 2,561,362 | | A. Malik | PSSP | 247,801 | 477,343 | 1,045,074 | — | 6,697,754 | | | Deferred GPP | — | — | 442,604 | — | 2,502,857 | | | Total: | 247,801 | 477,343 | 1,487,678 | — | 9,200,611 | | D. Lankler | PSSP | 212,084 | 507,919 | 938,490 | — | 8,415,589 | | | Deferred RSU | — | — | 57 | — | 14,897 | | | Total: | 212,084 | 507,919 | 938,547 | — | 8,430,486 |

  139. 2025 NON-QUALIFIED DEFERRED COMPENSATION TABLE(1)

    (1)Contribution amounts in this table have been reflected in the “Summary Compensation Table” and prior years’ summary compensation tables, as applicable (based on the year contributions were earned). Aggregate earnings are not reflected in the “Summary Compensation Table” and were not reflected in prior years’ summary compensation tables. For Dr. Bourla’s contributions, see Footnote 4 below. (2)The PSSP contributions were based on the executive’s deferral election and the salary shown in the “Summary Compensation Table,” as well as annual incentive awards paid in 2025, attributable to 2024 performance and previously reported in the 2024 SCT. (3)Amounts reported in this column, represent PSSP company matching contributions and RSC earned in 2025 and reported in the “Summary Compensation Table” under the “All Other Compensation” column. (4)Amounts reported in the Aggregate Balance column reflect the cumulative value of the NEOs’ account balances, including employee contributions, company matching contributions/RSC, other employer contributions, withdrawals and investment earnings thereon as of December 31, 2025. The amounts reported do not include the fourth quarter 2025 matching contributions or the RSC earned in 2025 because they were credited in early 2026; such amounts are included under the “Pfizer Contributions in 2025” column and in the “Summary Compensation Table” under the “All Other Compensation” column (based on the year contributions were earned). Additionally, the amount in the “Aggregate Balance” column reported for Dr. Bourla includes a one-time notional transfer of $12,500,004 from the post-2004 Supplemental Pension Plan benefit to the PSSP in August 2022.

  140. 2025 NON-QUALIFIED DEFERRED COMPENSATION TABLE(1)

    | 2026 Proxy Statement Pfizer | 87 |

  141. Savings Plan

    Savings Plan The PSP is a tax-qualified retirement savings plan into which participating employees may contribute a percentage of their salary and bonus (regular earnings).

  142. Savings Plan

    | Participants | Employee Contributions | Company Matching Contributions | Timing | Tax Law Restrictions | | All NEOs | Up to 30% of “regular earnings” on a pre-tax basis, Roth basis and/or after-tax basis subject to IRC earnings cap of $350,000 and other IRC limitations | Matching contributions are equal to 100% of the first 3% of “regular earnings” contributed and 50% of the next 3% of “regular earnings” contributed | Immediately vested; matching contributions are made shortly after the end of each quarter provided the employee is employed at the end of each quarter, unless the employee terminated employment due to retirement, death or disability. Distributable as a lump sum or in partial payments | “Annual Additions”* limited to $70,000 Elective annual deferrals (pre-tax/Roth basis) limited to $23,500 ($30,500 if age 50-59 or 64 or over; or $34,750 if age 60-63) |

  143. Savings Plan

    * Includes matching contributions, RSC, pre-tax contributions, Roth contributions and after-tax contributions.

  144. POTENTIAL PAYMENTS UPON INVOLUNTARY TERMINATION, DISABILITY, DEATH, RETIREMENT OR CHANGE IN CONTROL

    POTENTIAL PAYMENTS UPON INVOLUNTARY TERMINATION, DISABILITY, DEATH, RETIREMENT OR CHANGE IN CONTROL For an involuntary termination and a termination due to disability, death, retirement or a termination following a change in control (subject to the plan provisions), all NEOs are eligible for the LTI treatment and benefits program detailed below:

  145. POTENTIAL PAYMENTS UPON INVOLUNTARY TERMINATION, DISABILITY, DEATH, RETIREMENT OR CHANGE IN CONTROL

    | Involuntary (termination without cause, not retirement eligible) | | | Benefits Program | •Health and life insurance benefits, at active employee rates, for up to 24 months following termination date. •Savings Plan and Supplemental Savings Plan contributions generally will cease for those who are terminated due to involuntary termination without cause. •See also description of severance payments under the Executive Severance Plan in the CD&A above. | | Long-Term Incentive Program | •Vested TSRUs/PTUs will settle on the original settlement date. •Unvested TSRUs will vest on a prorated basis and settle on their settlement date. Remaining unvested TSRUs will be forfeited. •PSAs/PPSs will vest on a prorated basis and settle based on the actual performance at the end of the performance period. Remaining unvested PSAs/PPSs will be forfeited. •RSUs will vest on a prorated basis and settle on and be paid upon the termination date. The remaining unvested RSUs will be forfeited. |

  146. POTENTIAL PAYMENTS UPON INVOLUNTARY TERMINATION, DISABILITY, DEATH, RETIREMENT OR CHANGE IN CONTROL

    | Disability | | | Benefits Program | •Company-paid long-term disability benefit equal to 50% of pay (salary and bonus) with optional employee purchase of 60% or 70% of pay. Covered pay maximum $500,000. Individual supplemental policy, if the employee has purchased it, may provide higher coverage. •Health and life insurance benefits for 24 months for those who are approved to receive long-term disability benefits due to an injury or illness. •Savings Plan and Supplemental Savings Plan contributions will cease for those who are terminated due to disability (after short-term disability ends). | | Long-Term Incentive Program | •Vested TSRUs/PTUs will settle on the original settlement date. •Unvested TSRUs will continue to vest and settle on their settlement date. •PSAs/PPSs will continue to vest and settle based on the actual performance at the end of the performance period. •RSUs will continue to vest and be paid according to the original vesting schedule. | | Death | | | Benefits Program | •Life insurance death benefits of one times pay (salary plus bonus) with a maximum death benefit of $2.0 million. •Additional death benefits of up to eight times pay (salary plus bonus), if the employee purchased additional coverage with a maximum supplemental death benefit of $4.0 million. •Upon the death of an employee, pension and savings plan benefits and deferred compensation are payable in accordance with the terms of the plans and the employee’s prior elections (if any). Additionally, health insurance coverage continues for family members at no cost for three months, and afterwards either COBRA or retiree medical coverage (if eligible) is available. | | Long-Term Incentive Program | •Vested TSRUs/PTUs are immediately settled. Unvested TSRUs are vested and settled. TSRUs will be settled using the greater of quarter end (prior to the death), Monte Carlo (binomial) valuation or the intrinsic value at time of death. •PSAs/PPSs immediately vest and are paid out based on actual performance for the completed years and target for uncompleted years. •RSUs immediately vest and are paid in full. |

  147. POTENTIAL PAYMENTS UPON INVOLUNTARY TERMINATION, DISABILITY, DEATH, RETIREMENT OR CHANGE IN CONTROL

    | 90 | Pfizer 2026 Proxy Statement |

  148. POTENTIAL PAYMENTS UPON INVOLUNTARY TERMINATION, DISABILITY, DEATH, RETIREMENT OR CHANGE IN CONTROL

    | Retirement | | | Benefits Program | •See “Pension and Savings Plans” and “Retiree Healthcare Benefits” for further information on health care, pension and savings plan benefits under Pfizer’s plans. | | Long-Term Incentive Program | If a participant retires after attaining either age 62 with at least 5 years of continuous and uninterrupted service (for annual grants starting in 2022) or 55 with at least 10 years of continuous and uninterrupted service, both measured from the most recent hire date, or after attaining age and years of service totaling 90 or more after the first anniversary of the grant date: •Vested TSRUs/PTUs will be settled on the original settlement date. •Unvested TSRUs continue to vest and will be settled on their settlement date. •PSAs/PPSs will continue to vest and will be settled based on the actual performance at the end of the performance period. •RSUs (other than off-cycle grants) will continue to vest and be paid at the end of the original vesting schedule. ◦Off-cycle grants are typically forfeited. Generally, if retirement occurs prior to the first anniversary of the grant date, the unvested portion of these long-term incentive awards is forfeited. Based on age and years of service, had they retired as of December 31, 2025, Drs. Bourla and Boshoff and Mr. Lankler were eligible for retirement treatment and had long-term incentive awards with a value of $18,582,422 for Dr. Bourla, $2,698,044 for Dr. Boshoff, and $3,791,529 for Mr. Lankler. These amounts do not include $892,393 for Dr. Bourla, $37,756 for Dr. Boshoff and $240,259 for Mr. Lankler, representing the value of their vested but unsettled TSRUs as of December 31, 2025. The actual amount received by these NEOs for their long-term incentive awards will be determined on the settlement date (in respect of TSRUs and PSAs/PPSs) based on the values and performance (if applicable) at the respective time and is not tied to retirement or other separation from service. | | Change in Control | | | Long-Term Incentive Program | If a participant’s employment is terminated other than for Cause within 24 months following a change in control: •Vested TSRUs/PTUs will settle on the original settlement date. •Unvested TSRUs will continue to vest and settle on their settlement date. •PSAs/PPSs will continue to vest and are settled based on the actual performance at the end of the performance period. •RSUs will continue to vest and be paid according to the original vesting schedule. |

  149. POTENTIAL PAYMENTS UPON INVOLUNTARY TERMINATION, DISABILITY, DEATH, RETIREMENT OR CHANGE IN CONTROL

    | 2026 Proxy Statement Pfizer | 91 |

  150. CEO PAY RATIO

    CEO PAY RATIO The 2025 annual total compensation for Dr. Bourla was 277 times the annual total compensation of the median-paid employee as follows:

  151. CEO PAY RATIO

    | Annual Total Compensation | | | Albert Bourla | $27,585,301(1) | | Median-Paid Employee | $99,631(2) | | Ratio | 277:1 |

  152. CEO PAY RATIO

    (1)As reported in the “Total” column of the Summary Compensation Table. (2)Cash compensation (including overtime pay) of $95,111; equity of $0; change in pension of $4,473 plus all other compensation of $47. The annual total compensation, for purposes of the pay ratio, was determined using the requirements for the SCT for both Dr. Bourla and the median-paid employee. The median-paid employee is the same median paid employee identified in the 2025 Proxy Statement. The date chosen for identification of the median-paid employee was as of November 1 of the prior completed fiscal year. As the median-paid employee is employed outside of the U.S., the annual total compensation for the median employee in respect of 2025 was converted to U.S. dollars using the spot exchange rate as of the last business day of the year (December 31, 2025). To identify the median-paid employee for the 2025 Proxy Statement, we took the following steps: 1.Calculated the annual total cash compensation (annual base salary rate + actual incentive bonus paid during the prior 12 months, if applicable) for all employees of the company as of November 1, 2024. We believe that annual total cash compensation is a consistently applied compensation measure at Pfizer and most appropriate for determining the median-paid employee, as annual LTI awards are not granted widely to employees. We used actual annual total cash compensation (converted to USD based on the foreign exchange rate in effect on November 1, 2024), and did not make any assumptions or adjustments to the amounts determined. 2.The median-paid employee is selected by ranking the annual total cash compensation from lowest to highest of all employees (excluding the CEO, but including the other NEOs, full-time and part-time employees and employees on leave). In the event that there are multiple employees with compensation that is substantially similar to the median total cash compensation, this subset data is resorted by employee identification numerical order. The median employee from this subset with the substantially similar median compensation ultimately will be deemed to be the median-paid employee.

  153. PAY–VERSUS–PERFORMANCE TABLE (2021-2025)

    | | Summary Compensation Table (SCT) Total for CEO* ($) | Compensation Actually Paid to CEO(1)/(2)/(3) ($) | Average SCT Total for (non- CEO) NEOs* ($) | Average Compensation Actually Paid to (non-CEO) NEOs(1)/(2)/(3) ($) | Value of initial fixed $100 investment based on | | (GAAP) | Company Selected Measure (Non-GAAP) | | Year | | | | | TSR (Pfizer) ($) | TSR (Peer Group)** ($) | Net Income ($B) | Adj. Net Income*** ($B) | | 2025 | 27,585,301 | 33,705,501 | 9,552,931 | 11,265,892 | 86 | 187 | 7.77 | 19.33 | | 2024 | 24,648,727 | 38,522,253 | 8,504,021 | 11,713,836 | 86 | 151 | 8.03 | 17.96 | | 2023 | 21,562,064 | (62,146,536) | 6,330,278 | (9,473,859) | 88 | 143 | 2.12 | 11.24 | | 2022 | 33,017,453 | 5,662,152 | 14,842,288 | 8,437,687 | 149 | 133 | 31.37 | 39.12 | | 2021 | 24,353,219 | 115,175,594 | 9,289,461 | 40,940,768 | 167 | 123 | 21.98 | 25.24 |