2025 Proxy Statement
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Table of Contents
A Letter from Pfizer’s Chairman & Chief Executive Officer
i
A Message from Pfizer’s Lead Independent Director
iv
Notice of 2025 Annual Meeting and Proxy Statement
vi
Our Business and Strategy
1
Item 1 — Election of Directors
6
Criteria for Board Membership
6
Selection of Candidates
6
Director Independence
7
Our 2025 Director Nominees
8
Director Nominees
11
Governance
18
Overview
18
Governance Materials Available on Our Website
18
The Board’s Leadership Structure
18
The Board’s Role in Risk Oversight
19
The Board’s Role in Succession Planning
20
Evaluation of Board Effectiveness
21
Board and Committee Information
21
Governance Committee Report
24
Regulatory and Compliance Committee Report
25
Investor Outreach
26
Public Policy Engagement and Political Participation
29
Pfizer Policies on Business Conduct
31
Other Governance Practices and Policies
32
Non-Employee Director Compensation
33
2024 Director Compensation Table
34
Securities Ownership
35
Beneficial Owners
36
Delinquent Section 16(a) Reports
36
Item 2 — Ratification of Selection of Independent Registered Public Accounting Firm
37
Audit and Non-Audit Fees
38
Audit Committee Report
39
Item 3 — 2025 Advisory Approval of Executive Compensation
40
2024 Advisory Vote on Executive Compensation
40
2024 Pay-for-Performance
40
2025 Advisory Vote on Executive Compensation
41
Compensation Committee Report
42
Executive Compensation
43
Compensation Discussion and Analysis
43
Executive Summary
44
Compensation Tables
70
Financial Measures
92
Shareholder Proposals
93
Item 4 — Shareholder Vote Regarding Golden Parachutes
93
Item 5 — Issue a Report Evaluating the Risks Related to Religious Discrimination Against Employees
96
Annual Meeting Information
98
Annual Meeting
98
Voting
99
Proxy Materials
102
Other Questions
103
Other Business
103
Submitting Proxy Proposals and Director Nominations for the 2026 Annual Meeting
104

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