Amgen Reaches $74 Million Settlement in Shareholder Tax Disclosure Lawsuit, While $10.7 Billion IRS Case Looms
On July 21, 2026, Amgen Inc. (NASDAQ: AMGN) agreed to a $74 million settlement to resolve a long-running shareholder class action lawsuit in Manhattan federal court. The lawsuit accused the biotechnology giant of misleading investors and waiting too long to disclose its massive, multi-billion dollar tax dispute with the Internal Revenue Service (IRS).
While the $74 million settlement resolves the securities litigation brought by shareholders, the underlying $10.7 billion transfer pricing dispute between Amgen and the IRS remains active in the U.S. Tax Court, with a final ruling expected later in 2026.
Shareholder Suit Centered on Delayed Disclosure
The shareholder class action, led by the Asbestos Workers Philadelphia Pension Fund, claimed that Amgen's stock price fell 6.5% on August 4, 2021, and another 4.3% on April 28, 2022, after the company finally disclosed the scale of its potential IRS liabilities.
The settlement covers investors who purchased Amgen common stock between July 29, 2020, and April 27, 2022. Amgen denied all wrongdoing, stating that it:
"still believed the claims lacked merit."
However, the settlement follows a September 2024 decision by a federal judge rejecting Amgen's motion to dismiss the lawsuit, which pushed the company toward a resolution.
The Underlying $10.7 Billion Transfer Pricing Battle
The core dispute between Amgen and the IRS is one of the largest corporate transfer pricing battles in U.S. history, focusing on the years 2010 through 2015.
- The IRS Allegation: The agency claims that Amgen underreported its U.S. taxable income by nearly $24 billion by inappropriately allocating profits to its manufacturing subsidiary in Puerto Rico. Puerto Rico is treated as a foreign country for corporate tax purposes, allowing Amgen to shield profits from U.S. corporate taxes.
- The Financial Stakes: The IRS is seeking $8.7 billion in back taxes and interest, plus an additional $2 billion in penalties, totaling $10.7 billion.
- Double Taxation Overhang: In June 2026, the U.S. Tax Court ruled that Amgen was not entitled to amend its petition to protect against potential double taxation following an eight-week trial, adding to the complexity of the case.
Amgen has consistently argued that its profit allocations are appropriate under transfer pricing regulations and has stated that a ruling from the U.S. Tax Court is expected by the end of 2026.
Financial Context and Market Impact
As of March 31, 2026, Amgen carries $57.32 billion in total debt against $12.04 billion in cash. While a $74 million shareholder settlement is easily absorbed by Amgen's balance sheet, an adverse ruling in the $10.7 billion Tax Court case could materially impact its financial statements and trigger further IRS disputes for the subsequent 2016–2022 tax years.