BMYBristol Myers Squibb
Deals with insiders in the proxy filed 2026-03-25
Deals between BMY and its directors, executives, owners of more than 5% or their families: a relative on the payroll, a plane the company charters from its CEO, a director's company that buys from it. SEC rules (Item 404) make the company list every such deal over $120,000 in its proxy statement.
New this year
Paragraphs about a deal, a person or a relative with nothing like them in the proxy filed 2025-03-26.
Nothing new: every deal in this year's section was reported last year too.
The whole section
9 paragraphs quoted as filed
Related Party Transactions“The Board has adopted a written policy and procedures for the review and approval of transactions involving the company and related parties, such as greater than 5% shareholders, Directors, executive officers and their immediate family members. The policy and procedures cover any transaction or series of transactions (an “interested transaction”) in which the amount involved exceeds $120,000, the company is a participant, and a related party has a direct or indirect material interest (other than solely as a result of being a Director or less than 10% beneficial owner of another entity). All interested transactions are subject to approval in accordance with the following policy and procedures:”
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Related Party Transactions“Management is responsible for determining whether a transaction is an interested transaction requiring review under this policy, in which case the transaction is disclosed to the Committee on Directors and Corporate Governance (the “Governance Committee”).”
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Related Party Transactions“The Governance Committee reviews the relevant facts and circumstances, including, among other things, whether the interested transaction is on terms no less favorable than terms generally available to an unaffiliated third-party under the same or ordinary circumstances and the related party’s interest in the transaction.”
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Related Party Transactions“No Director participates in any discussion or approval of the interested transaction for which he or she is a related party, except that the Director will provide all material information concerning the interested transaction to the Governance Committee.”
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Related Party Transactions“If an interested transaction is ongoing, the Governance Committee may establish guidelines for management to follow in its ongoing dealings with the related party and will review and assess such ongoing relationships on at least an annual basis.”
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Related Party Transactions“Certain types of interested transactions are deemed to be pre-approved by the Governance Committee, as applicable, even if the amount involved will exceed $120,000, including the employment of executive officers, Director compensation, certain transactions with other companies or charitable contributions, transactions where all shareholders receive proportional benefits, transactions involving competitive bids, regulated transactions and certain banking-related services.”
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Related Party Transactions“BlackRock, Inc. (“BlackRock”) and The Vanguard Group (“Vanguard”) are each considered a “Related Party” under our related party transaction policy because they each beneficially own more than 5% of our outstanding common stock. In addition, J.P. Morgan Chase & Co. (“JPM”) reported that it beneficially owned more than 5% between the period beginning on March 31, 2025 and ending September 30, 2025, and so was considered a “Related Party” for any transactions made during that period. The Governance Committee approved the following related party transactions in accordance with our related party policy and procedures and Bylaws:”
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Related Party Transactions“Certain of our retirement plans use BlackRock and its affiliates to provide investment management services. In addition, we have certain investments in BlackRock-managed investment funds. In connection with these services, we paid BlackRock approximately $1.9 million in fees during 2025.”
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Related Party Transactions“Vanguard acts as an investment manager with respect to certain investment options under our savings and thrift plans. Participants in the plans pay Vanguard’s investment management fees if they invest in investment options managed by Vanguard; neither the plans themselves nor the company pays fees directly to Vanguard. In connection with these services, Vanguard received approximately $733,000 in fees during 2025.”
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Paragraphs are compared by their words, not read by AI: one counts as new when no paragraph last year shares half of its words, or when it names a person or company last year's section did not. A deal reported again with a new amount is not new. Always check the filing. Open the proxy ↗ · Last year's proxy ↗