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美国

证券交易委员会

华盛顿特区 20549

10-Q 表


☒	根据《1934 年证券交易法》第 13 或 15(d) 条提交的季度报告
截至季度期间	2026 年 9 月 30 日
或
☐	根据《1934 年证券交易法》第 13 或 15(d) 条提交的过渡报告
过渡期自 ______ 至 ______

委员会档案编号：001-41380

Bausch + Lomb Corporation

（注册人章程中所载的确切名称）


加拿大	98-1613662
（注册成立或组织所在州或其他司法管辖区）	（美国国税局雇主识别号）

520 Applewood Crescent, Vaughan, Ontario, Canada L4K 4B4

（主要行政办公室地址）（邮政编码）

(905) 695-7700

（注册人电话号码，包括区号）

根据本法第 12(b) 条注册的证券：

各类别名称

交易代码

各证券注册交易所名称

普通股，无面值

BLCO

纽约证券交易所

多伦多证券交易所

请勾选以表明注册人是否已在过去 12 个月（或注册人须提交此类报告的较短期间）内提交《1934 年证券交易法》第 13 或 15(d) 条规定须提交的所有报告，且在过去 90 天内一直受此类申报要求约束。是 x 否 o

请勾选以表明注册人在过去 12 个月（或注册人须提交此类文件的较短期间）内，是否已通过电子方式提交根据 S-T 条例第 405 条（本章 §232.405）须提交的所有交互式数据文件。是 x 否 o

请勾选以表明注册人是大型加速申报公司、加速申报公司、非加速申报公司、较小申报公司还是新兴成长型公司。参见《交易法》规则 12b-2 中“大型加速申报公司”“加速申报公司”“较小申报公司”和“新兴成长型公司”的定义。

大型加速申报公司

☒

加速申报公司

☐

非加速申报公司

☐

较小申报公司

☐

新兴成长型公司

☐

如果属于新兴成长型公司，请勾选以表明注册人是否选择不采用《交易法》第 13(a) 条规定的、遵守任何新颁布或修订的财务会计准则的延长过渡期。 ☐

请勾选以表明注册人是否为壳公司（定义见《交易法》规则 12b-2）。是 ☐ 否 ☒

请注明截至最近可行日期，发行人各类普通股的流通股数。

普通股，无面值——截至 2026 年 10 月 21 日，流通股 357,497,374 股。

BAUSCH + LOMB CORPORATION

10-Q 表

截至 2026 年 9 月 30 日的季度期间


第一部分。	财务信息
第 1项。	简明合并财务报表（未经审计）
	截至 9月 30日、2026年及2025年12月 31日的简明合并资产负债表	1
	截至2026年和2025年9月30日止三个月及九个月的简明合并经营报表	2
	截至 9 月 30日、2026年和2025年的三个月及九个月简明合并综合收益（亏损）报表	3
	截至 9 月 30日、2026年和2025年的三个月及九个月股东权益简明合并报表	4
	截至2026年和2025年9月30日止九个月的简明合并现金流量表	5
	简明合并财务报表附注	6
第 2项。	管理层对财务状况和经营成果的讨论与分析	32
第 3项。	有关市场风险的定量和定性披露	58
第 4项。	控制和程序	58
第 II部分。	其他信息
第 1项。	法律诉讼	59
第 1A项。	风险因素	59
第 2项。	未注册股权证券的销售及所得款项用途	59
第 3项。	优先证券违约	59
第 4项。	矿山安全披露	59
第 5项。	其他信息	59
第 6项。	附件	60
签名	61

BAUSCH + LOMB CORPORATION

10-Q表

截至2026年9月 30日的季度期间

引言

除非上下文另有要求，本季度报告（Form 10-Q）中提及的“公司”“Bausch + Lomb”“我们”“我们的”或类似词语或短语，均指Bausch + Lomb Corporation及其子公司。本Form 10-Q中，“$”指美国（“U.S.”）美元，“€”指欧元。除非另有说明，本Form 10-Q所载统计和财务数据截至2026年9月 30日。

前瞻性陈述

根据美国《1995年私人证券诉讼改革法案》及适用的加拿大证券法有关前瞻性信息和陈述以及“安全港”声明的警示：

本 10-Q 表格中任何非历史性陈述均属于经修订的《1933 年证券法》第 27A 条和经修订的《1934 年证券交易法》第 21E 条所指的前瞻性陈述，也可能属于适用加拿大证券法律所定义的前瞻性信息（统称为“前瞻性陈述”）。

这些前瞻性陈述涉及但不限于：我们的业务战略、业务计划、业务前景和预测及其变化；产品管线、潜在产品和产品批准、新产品预期上市、产品开发以及当前和预期产品的结果；待完成的收购；已完成和待完成收购的预期结果；我们产品的预期收入；预期研发（“R&D”）和营销支出；我们预计在2026年剩余时间及以后对主要现金和营运资金的需求；我们持续提高运营效率的计划及此类计划的预期影响；我们对制造设施和关系的看法；美国已实施（或拟实施）的关税（包括对我们开展业务的国家和行业（包括制药业）的影响），以及其他国家对美国实施（或可能实施）的反制关税或其他报复措施、全球供应链中断，以及因这些事态发展可能产生的其他后果；公司可能采取以帮助减轻关税、反制关税和其他贸易限制影响的措施及其成效；公司追回符合退款申索条件的任何关税的能力，以及此类关税追回可能对公司的业务、财务状况、现金流和经营业绩产生的影响；预期的专利或监管独占权丧失风险；我们的流动性以及按期偿还到期债务的能力；我们遵守经修订信贷协议（定义见下文）以及管辖2028年10月担保票据（定义见下文）、2026年1月信贷融资修正案（定义见下文）和2031年1月担保票据（定义见下文）的契约条款的能力；任何拟议的定价措施；面临的外汇汇率变化和利率变化风险；通常称为《One Big Beautiful Bill Act》的新立法可能产生的影响，包括该立法对公司2026年及未来年度税项拨备的影响；美国和非美国税法变化可能对公司未来纳税义务和有效税率产生的影响，包括因实施经济合作与发展组织关于税基侵蚀和利润转移的包容性框架以及美国为应对此框架而提出的保护措施所致的影响；诉讼、传票、调查、检查、审查、审计和监管程序等或有事项的结果，以及由此产生的任何预期赔偿；采用新会计准则的预期影响；一般市场状况和经济不确定性；我们对财务表现的预期，包括未来财务和经营表现、收入、支出、毛利率和所得税；我们的减值评估，包括其中使用的假设及其结果；当前市场状况以及一个或多个市场中的衰退压力的预期影响；宏观经济因素的预期影响，包括因实施关税和其他贸易保护措施而导致的通胀以及汇率和利率波动；俄罗斯与乌克兰冲突的预期影响；美国和以色列涉及伊朗的冲突及中东地区相关动荡的预期影响；以及预计从Bausch Health Companies Inc.（“BHC”）分拆，包括该分拆交易的结构和预期完成时间表。

前瞻性陈述通常可通过使用“相信”“预期”“预计”“打算”“估计”“计划”“安排”“继续”“未来”“将”“可能”“可以”“或许”“能够”“会”“应该”“目标”“潜力”“机会”“旨在”“创造”“预测”“预计”“时间表”“预测”“展望”“指引”“寻求”“努力”“表明”“预期的”“提议”“战略”“指示性”“持续进行”“可能”“演变”“减少”或“增加”等词语及其肯定和否定形式，或其他类似表达来识别。此外，任何提及对未来事件或情况的预期、意图、预测或其他描述的陈述，均属于前瞻性陈述。这些前瞻性陈述可能不适用于其他目的。

尽管我们此前已指出本文所列的部分陈述，但本10-Q表格中所有包含前瞻性陈述的内容均受这些警示性陈述的限定。这些陈述基于管理层当前的预期和信念。尽管我们认为此类前瞻性陈述所反映的预期是合理的，但此类陈述涉及风险和不确定性，不应对其过度依赖。作出此类前瞻性陈述时采用了某些重要因素或假设，包括但不限于此前概述的事项相关因素和假设、下文列出的因素、风险和不确定性，以及假设这些因素、风险和不确定性均不会导致实际结果或事件与此类前瞻性陈述中所述内容存在重大差异。实际结果可能与此类陈述明示或暗示的结果存在重大差异。可能导致实际结果与这些预期存在重大差异的重要因素、风险和不确定性包括但不限于以下内容：

•我们无法控制或只能有限控制的不利经济状况及其他宏观经济因素，包括通胀和利率上升、经济增长放缓或可能出现衰退，以及外汇汇率；这些因素可能对我们的收入、支出及相应利润率造成不利影响；

•与美国对我们开展业务所在国家以及我们经营所在行业（包括制药行业）实施关税、其他贸易政策及其不利变化有关的风险，以及其他国家为应对这些政策而采取的反制关税、反制措施和/或其他反制措施；由于关税提高，以及此类关税和反制关税加剧全球经济风险和不确定性，且关税变化可能引发贸易战和全球供应链问题，并导致消费者习惯发生变化，预计这些因素将增加我们的制造、分销及其他运营成本；

•公司为帮助减轻关税、反制关税及其他贸易限制对公司及其业务、经营业绩和财务状况的影响而已采取或可能采取的行动相关风险（包括公司追回可能符合退款申领条件的任何关税的能力），包括此类行动可能无法按预期方式或根本无法成功减轻影响，以及采取此类行动可能产生的成本和其他风险。无法保证任何此类行动都能成功减轻适用关税、反制关税或其他贸易限制的影响；

•贸易冲突，包括美国与其他国家之间当前及未来的贸易争端；

•公司在首次公开募股（“B+L IPO”）后面临的挑战，包括管理一家独立、复杂企业所带来的挑战和困难、BHC 仍向公司提供及公司仍向 BHC 提供的有限过渡服务，以及部分董事和高管因持有 BHC 股权和/或同时担任 BHC 董事而产生的任何潜在、实际或被认为存在的利益冲突；

•我们作为受控公司的地位，以及 BHC 的利益可能与我们的利益及其他证券持有人和其他利益相关方的利益相冲突；

•任命新任董事长兼临时首席执行官相关的风险和不确定性，包括其兼任 BHC 首席执行官所面临的要求、由此产生的任何实际或被认为存在的利益冲突、其可能实施的公司业务战略变更，以及此类变更可能在管理层、员工、现有和潜在客户、与我们有业务往来的其他第三方及股东中造成的任何潜在动荡和不确定性；

•与拟议的将 Bausch + Lomb 从 BHC 分离相关的风险和不确定性，包括但不限于分离（定义见下文）的预期收益和成本、分离预计完成时间及其方式和条款（包括分离可能通过将 BHC 剩余直接或间接持有的 Bausch + Lomb 股权全部或部分转让给其股东（“分派”）、出售公司（“出售交易”）或其他类型的交易来完成）、如果通过分派实施分离，则预计将在达到目标债务杠杆率后完成，但须获得适用的股东批准及其他必要批准，并受其他因素影响（包括 BHC 公开文件中所述因素）；考虑到分派完成所需的各种条件（其中一些不受公司和 BHC 控制，包括与监管事项及获得适用股东批准相关的条件），能否完成分派；BHC 可能出售或处置我们普通股所产生的影响（包括因 BHC 或其子公司所持有、现已或可能被质押作为 BHC 或其子公司某些债务抵押品的 Bausch + Lomb 普通股遭遇止赎而导致的出售或处置）；市场或其他条件不再有利于完成交易；未能按预期条款或时间表获得适用的股东、证券交易所、监管机构或其他批准，或根本无法获得批准；在交易待完成期间发生业务中断，或

iii

分离完成后发生业务中断；管理层将时间分散用于分离相关事项；留任现有管理团队成员；客户及其他各方对分离的反应；分派和/或出售交易的结构；分派是否符合加拿大和/或美国联邦所得税免税交易的资格（包括是否寻求或获得加拿大税务局和/或美国国税局的预先裁定）；公司和 BHC 能否满足维持分派免税地位所需的条件（其中一些条件超出其控制范围）；因分派可能产生的其他潜在税务或其他负债；分离可能导致的协同效应损失成本；分离对与客户、供应商、员工及其他业务交易方关系的影响；一般经济状况；公司所涉市场的状况；客户、供应商和竞争对手的行为；技术发展；以及影响公司业务的法律和监管规则。特别是，公司无法保证分离、分派和/或出售交易一定会发生，也无法保证任何此类交易会按公司和 BHC 预期的时间表或方式进行，或即使交易完成，公司也能实现分离带来的预期收益；

•针对 B+L IPO 及拟议的与 BHC 分拆正在进行或未来可能发生的诉讼、索赔、质疑和/或监管调查，或与之相关的诉讼、索赔、质疑和/或监管调查，以及由此可能产生的成本、费用、资源使用、管理层时间和精力分散、责任和损害赔偿；

•我们已实施或未来可能选择在定价委员会指示下或以其他方式实施的定价决策；

•立法或政策方面的举措，包括美国国会可能提出并通过的旨在降低患者药品及其他产品自付费用的举措，这可能导致新的强制性返利和折扣，或其他定价限制、管控或法规（包括强制降价）；

•监管和政府机构对我们产品和设施进行的持续监督与审查，包括美国食品药品监督管理局（“FDA”）及美国境外同等机构开展的定期审计及其结果；

•FDA 或其他监管机构针对我们产品或设施采取的行动；

•遵守我们已上市产品的法律和监管要求；

•我们遵守《修订信贷协议》、管辖我们 2028 年 10 月担保票据和 2031 年 1 月担保票据的契约以及其他现有或未来债务协议中财务及其他契约的能力，包括此类契约可能对我们经营业务的方式施加的限制、约束和禁止，例如在未满足某些财务契约时不得新增债务的规定、我们根据《修订信贷协议》提取下文定义的 2030 年 6 月循环信贷额度的能力，以及对我们进行某些投资和其他受限付款的能力的限制；

•评级机构下调我们或 BHC 的信用评级，这可能影响（除其他事项外）我们筹集债务资金的能力以及额外发行债务的资本成本；

•用于我们减值分析或评估的假设发生变化，这将导致此类减值分析和评估发生变化，并可能造成我们任何报告单位相关商誉减值，或与某些产品或其他无形资产相关的减值费用；

•我们可能寻求、努力完成和/或完成的收购及其他业务发展交易所涉及的风险和不确定性，包括待完成交易可能无法交割的风险、我们可能无法及时或根本无法实现此类收购和交易预期收益的风险、所收购管线产品可能无法按预期商业化的风险，以及为资助其中某些收购和交易而产生债务可能导致债务水平上升的相关风险；

•与收购和推出新产品、资产及业务相关的不确定性，包括但不限于，我们能否为新产品的商业化推出提供所需的时间、资源、专业知识和资金，新产品的接受度和需求，未能获得所需的监管批准、许可或授权，以及竞争产品和定价的影响，这些因素可能导致重大减值费用；

•我们能否延长产品的盈利生命周期，包括通过产品线扩展和其他生命周期计划实现这一目标；

•我们留住、激励和招聘高管及其他关键员工的能力；

•我们为高管及其他关键员工实施有效继任规划的能力；

•影响我们实现产品预期收入能力的因素，包括此类产品预期营销支出的变化以及竞争产品的推出；

•影响我们实现产品预期市场接受度能力的因素，包括此类产品的定价、推广工作的有效性、产品声誉以及竞争产品的推出；

•我们与规模更大、财务、技术和人力资源更雄厚的公司竞争的能力，以及其他竞争因素，例如竞争对手取得的技术进步、获得的专利和推出的新产品；

•政府机构、药品福利管理机构（“PBM”）及其他第三方支付方对我们产品的报销程度；我们的分销、定价及其他做法可能对上述政府机构、PBM及其他第三方支付方是否报销我们产品的决定产生的影响；以及获得或维持此类报销对我们产品价格和销售的影响；

•我们的产品是否列入处方目录，或我们能否获得有利的处方目录地位，以及由此对我们产品价格和销售产生的影响；

•批发商、零售药品连锁店及其他客户群体的整合，以及此类行业整合对我们业务的影响；

•我们与医生及其他医疗专业人员保持良好关系的能力；

•我们享受税收协定优惠的资格，以及某些子公司业务利润持续适用较低有效税率的可能性；

•我们经营所在国家实施经济合作与发展组织税基侵蚀和利润转移包容性框架（包括全球最低企业税率）的情况，以及美国拟针对该包容性框架采取的保护措施可能产生的影响，包括特朗普政府的行政命令以及美国与其他G7国家达成的原则性协议，和非美国国家对此作出的任何税法调整；

•通常称为《One Big Beautiful Bill Act》的新立法所产生的影响，包括对公司2026年及未来年度税项计提的影响；

•第三方合作伙伴或研究、开发、制造、营销、分销或其他服务提供商的行为，包括其是否遵守适用法律和合同；这些行为可能超出我们的控制或影响范围，并可能对我们产生影响；

•与我们业务的国际范围相关的风险，包括我们在新兴市场的业务，以及进入和运营新的、不同的地理市场时面临的挑战（包括这些国家新的、不同的监管制度所带来的挑战，以及遵守适用的反贿赂和经济制裁法律法规的必要性）；

•全球经济状况和信贷市场的不利变化，以及我们开展业务的某些国家外汇汇率的不确定性和波动；

•由于我们开展业务所在国家发生或影响这些国家的动荡、不稳定或地缘政治条件变化（包括军事或政治冲突），造成的政治和经济不稳定及其他持续的不确定性；

•与俄罗斯和乌克兰之间持续冲突相关的风险，以及美国、加拿大、欧盟和其他国家针对俄罗斯、白俄罗斯及乌克兰部分地区的政府和其他实体及个人，或与其有关联的实体及个人，已经或可能实施的出口管制、制裁和其他限制措施；包括冲突可能升级，以及对销售、收益、市场状况以及公司管理其在俄罗斯的资源和历史投资能力的潜在影响；

•与美国、以色列和伊朗及伊朗支持的武装团体之间冲突相关的风险，以及中东地区相关动荡；对我们在该地区的运营、产品销售和收入的潜在影响，以及此类冲突和相关动荡可能带来的宏观经济影响（包括燃料价格），这些因素可能对我们的运营、收入、支出及由此产生的利润率造成不利影响；

•我们获取、维持和许可产品所需充分知识产权的能力，以及执行和抗辩针对该等知识产权的质疑的能力；

•仿制药、生物类似药或其他竞争者推出与我们的品牌产品及其他产品竞争的产品，包括推出与我们不享有专利或数据独占权的产品构成竞争的产品；

•针对我们或与我们有关的待决或未来法律及政府程序、仲裁、调查、传票、税务及其他监管审计、检查、审查、视察和监管程序，以及相关和解的费用、时间安排和结果；

•我们获取第三方供应的零部件、原材料或成品的能力（其中部分可能仅有单一来源），以及其他制造和相关供应方面的困难、中断和延迟；

•产品交付以及制成品正常流通受到干扰；

•我们的设施可能发生停工、减速作业或其他劳资问题，以及由此对我们的制造、分销和其他运营造成的影响；

•浮动利率债务借款相关的利率风险；

•我们有效分销产品的能力，以及分销安排的有效性和成功与否；

•我们有效推广自有产品及联合推广合作伙伴产品的能力；

•我们获得并维持第三方研究、开发、制造、许可、营销或分销安排的能力；

•我们的产品可能导致或被指称导致人身伤害和不良影响，从而引发潜在诉讼、产品责任索赔及损害赔偿，和/或产品召回或退出市场的风险；

•强制或自愿召回或撤回我们的产品，以及相关成本；

•保险保障的可获得性，以及我们获得并维持充足保险保障的能力，和/或我们通过第三方保险或自保承担或承保所面临全部索赔和责任金额的能力；

•我们的赔偿协议可能导致我们有义务向相关交易对方提供赔偿或偿付，且相关金额可能重大；

•难以预测我们法律和监管环境中的费用、时间安排和结果，包括 FDA、加拿大卫生部、欧洲药品管理局（“EMA”）及其他司法管辖区类似机构的审批，法律和监管程序及其和解，我们的专利及其他知识产权和专有财产所获保护，我们产品面临的仿制药成功挑战，以及对他人知识产权的侵犯或被指称侵犯；

•行业和政府机构持续开展的安全性和有效性研究结果；

•我们的药物研发管线临床前和临床试验的成功与否，或临床试验延迟对管线产品及时商业化造成的不利影响，以及影响产品商业成功的其他因素，这些因素可能导致重大减值费用；

•成功改进和调整现有产品以及开发新产品方面存在不确定性，这可能需要大量支出和努力；

•管理层对我们研发组合的审查结果（包括收到临床结果或 FDA 或其他监管机构反馈后的审查），这可能导致终止特定项目，进而可能引发重大减值费用；

•某些产品销售的季节性；

•由第三方分销或营销、且我们无法或仅能有限控制的某些产品，其定价和销售量下降；

•我们或我们的第三方合作伙伴和服务提供商（我们对其影响力可能有限）遵守医疗保健“欺诈与滥用”法律以及对我们的营销、推广和业务实践（包括定价）进行监管的其他广泛规定的情况，或我们或这些第三方未能遵守这些规定的情况；全球反

贿赂法律（包括美国《反海外腐败法》和加拿大《外国公职人员腐败法》）、全球经济制裁和/或出口法律、全球环境法律和法规，以及隐私和安全法规；

•适用于我们以及我们的业务和产品的立法、法律、规则、法规和指导发生任何变化或改革的影响，或任何将影响或适用于我们或我们的业务或产品的新立法、法律、规则、法规或指导的颁布或提议；

•特朗普政府任内已实施及可能实施的联邦法律和政策变动所带来的影响；

•非法分销或销售我们产品的仿冒版本；

•我们在业务和运营的各个方面负责任地采用和整合人工智能解决方案，并遵守适用的立法、法律、规则、法规和指导的能力；

•我们的信息技术系统中断、故障或遭到入侵；以及

•我们于2026年2月18日向美国证券交易委员会（“SEC”）和加拿大证券管理机构（“CSA”）提交的截至2025年12月31日年度的10-K表格年度报告第1A项“风险因素”中所列风险，以及我们不时向SEC和CSA提交的其他文件中详述的风险；以及我们预见和管理上述相关风险的能力。

有关这些因素以及此类前瞻性陈述所依据的重要因素或假设的更多信息，可参见我们于2026年2月18日提交的截至2025年12月31日年度的10-K表格年度报告第1A项“风险因素”、本10-Q表格第二部分第1A项“风险因素”，以及公司向SEC和CSA提交的其他文件。投资者及其他人士在依赖我们的前瞻性陈述就公司作出决策时，应仔细考虑上述因素以及其他不确定因素和潜在事件。这些前瞻性陈述仅代表其作出之日的情况。除法律要求外，我们不承担任何义务，更新或修订任何此类前瞻性陈述，以反映本10-Q表格日期之后发生的事件或情况，或反映实际结果。我们谨此提醒，由于无法预测或识别可能影响前瞻性陈述的所有相关因素，上述可能影响未来业绩的重要因素清单并非穷尽，也不应视为对所有潜在风险和不确定因素的完整陈述。

vii

第一部分：财务信息

第1项。财务报表

BAUSCH + LOMB CORPORATION

简明合并资产负债表

（单位：百万美元，股份数量除外）

（未经审计）


	2026年9月30日		2025年12月31日
资产
流动资产：
现金及现金等价物	$	513			$	383
受限现金	2			14
贸易应收款项净额	1,147			1,221
存货净额	1,007			976
预付费用及其他流动资产（附注4）	386			383

流动资产总额	3,055			2,977
不动产、厂房及设备净额	1,812			1,762
无形资产净额	3,131			3,281
商誉	4,714			4,758
递延所得税资产净额	963			934
其他非流动资产（附注4）	284			310
资产总额	$	13,959			$	14,022
负债
流动负债：
应付账款（附注4）	$	367			$	388
应计及其他流动负债	1,548			1,493
长期债务及其他金融负债的流动部分	45			39
流动负债总额	1,960			1,920
递延所得税负债净额	19			19
其他非流动负债	420			521
长期债务及其他金融负债	5,050			5,043
负债总额	7,449			7,503
承诺和或有事项（附注16）
权益
普通股，无面值，授权发行股数不限；截至2026年9月30日和2025年12月31日，已发行及流通股分别为357,385,394股和354,209,319股	—			—
额外实缴资本	8,646			8,563
累计亏损	(984)			(931)

累计其他综合亏损	(1,223)			(1,184)
Bausch + Lomb Corporation股东权益总额	6,439			6,448
非控股权益	71			71
权益总额	6,510			6,519
负债及权益总额	$	13,959			$	14,022

随附附注是这些简明合并财务报表不可分割的一部分。

BAUSCH + LOMB CORPORATION

简明合并经营报表

（百万美元，每股金额除外）

（未经审计）


	截至9月30日的三个月		截至9月30日的九个月
	2026		2025		2026		2025
收入
产品销售	$	1,371			$	1,277		$	3,999	$	3,682
其他收入	4			4			14		14
	1,375			1,281			4,013		3,696
费用
销售成本（不包括无形资产摊销和减值）	485			509			1,494		1,513
其他收入成本	1			1			2		4
销售、一般及行政费用（附注4）	556			528			1,688		1,670
研发	91			95			306		277
无形资产摊销	57			68			171		202
其他费用（收益）净额	30			(15)			81		29
	1,220			1,186			3,742		3,695
营业收入	155			95			271		1
利息收入	2			3			10		9
利息费用	(95)			(101)			(285)		(323)
债务清偿收益（损失）	—			3			(1)		(6)
外汇及其他	(4)			(3)			(12)		(11)
所得税拨备前收入（亏损）	58			(3)			(17)		(330)
所得税（拨备）收益	(23)			(22)			(28)		36
净收入（亏损）	35			(25)			(45)		(294)
归属于非控股权益的净收入	(3)			(3)			(8)		(8)
归属于Bausch + Lomb Corporation的净收入（亏损）	$	32			$	(28)		$	(53)	$	(302)

归属于Bausch + Lomb Corporation的基本及摊薄每股收益（亏损）	$	0.09			$	(0.08)		$	(0.15)	$	(0.85)

基本加权平均普通股数	357.6			354.2			356.6		353.6

摊薄加权平均普通股数	361.5			354.2			356.6		353.6

随附附注是这些简明合并财务报表不可分割的一部分。

BAUSCH + LOMB CORPORATION

简明合并综合收益（亏损）报表

（百万美元）

（未经审计）


	截至9月30日的三个月		截至9月30日的九个月
	2026		2025		2026		2025
净收入（亏损）	$	35			$	(25)		$	(45)	$	(294)
其他综合（亏损）收益
外币折算调整	(5)			(7)			(37)		188

其他综合（亏损）收益	(5)			(7)			(37)		188
综合收益（亏损）	30			(32)			(82)		(106)
归属于非控股权益的综合收益	(3)			(3)			(10)		(9)
归属于 Bausch + Lomb Corporation 的综合收益（亏损）	$	27			$	(35)		$	(92)	$	(115)

随附附注是这些简明合并财务报表不可分割的一部分。

BAUSCH + LOMB CORPORATION

简明合并权益变动表

（百万）

（未经审计）


				额外实收资本	累计亏损		累计其他综合亏损		Bausch + Lomb Corporation 股东权益		非控股权益	总计权益
	普通股
	股份数	金额
	截至 2026 年 9 月 30 日止三个月
2026 年 7 月 1 日余额	357.1		$	—		$	8,610			$	(1,016)		$	(1,218)		$	6,376		$	68	$	6,444
根据股份薪酬计划发行的普通股	0.3		—		—			—			—		—		—			—
股份薪酬	—		—		37			—			—		37		—			37
与股份奖励相关的员工预扣税	—		—		(1)			—			—		(1)		—			(1)

净收益	—		—		—			32			—		32		3			35
其他综合亏损	—		—		—			—			(5)		(5)		—			(5)
2026 年 9 月 30 日余额	357.4		$	—		$	8,646			$	(984)		$	(1,223)		$	6,439		$	71	$	6,510

	截至 2025 年 9 月 30 日止三个月
2025 年 7 月 1 日余额	353.8		$	—		$	8,476			$	(845)		$	(1,191)		$	6,440		$	68	$	6,508
根据股份薪酬计划发行的普通股	0.3		—		—			—			—		—		—			—
股份薪酬	—		—		27			—			—		27		—			27
与股份奖励相关的员工预扣税	—		—		(3)			—			—		(3)		—			(3)

净（亏损）收益	—		—		—			(28)			—		(28)		3			(25)
其他综合亏损	—		—		—			—			(7)		(7)		—			(7)
2025 年 9 月 30 日余额	354.1		$	—		$	8,500			$	(873)		$	(1,198)		$	6,429		$	71	$	6,500

	截至 2026 年 9 月 30 日止九个月
2026 年 1 月 1 日余额	354.2		$	—		$	8,563			$	(931)		$	(1,184)		$	6,448		$	71	$	6,519
根据股份薪酬计划发行的普通股	3.2		—		2			—			—		2		—			2
股份薪酬	—		—		109			—			—		109		—			109
与股份奖励相关的员工预扣税	—		—		(28)			—			—		(28)		—			(28)
非控股权益分配	—		—		—			—			—		—		(10)			(10)
净（亏损）收益	—		—		—			(53)			—		(53)		8			(45)
其他综合（亏损）收益	—		—		—			—			(39)		(39)		2			(37)
2026 年 9 月 30 日余额	357.4		$	—		$	8,646			$	(984)		$	(1,223)		$	6,439		$	71	$	6,510

	截至 2025 年 9 月 30 日止九个月
2025 年 1 月 1 日余额	352.4		$	—		$	8,429			$	(571)		$	(1,385)		$	6,473		$	71	$	6,544
根据股份薪酬计划发行的普通股	1.7		—		—			—			—		—		—			—
股份薪酬	—		—		85			—			—		85		—			85
与股份奖励相关的员工预扣税	—		—		(14)			—			—		(14)		—			(14)
非控股权益分配	—		—		—			—			—		—		(9)			(9)
净（亏损）收益	—		—		—			(302)			—		(302)		8			(294)
其他综合收益	—		—		—			—			187		187		1			188
2025 年 9 月 30 日余额	354.1		$	—		$	8,500			$	(873)		$	(1,198)		$	6,429		$	71	$	6,500

随附附注是这些简明合并财务报表不可分割的一部分。

BAUSCH + LOMB CORPORATION

简明合并现金流量表

（百万）

（未经审计）


	截至 9 月 30 日止九个月
	2026		2025
经营活动现金流量
净亏损	$	(45)			$	(294)
将净亏损调节为经营活动提供的现金净额的调整项：
折旧及无形资产摊销	305			322
债务溢价、折价及发行成本的摊销和核销	10			14
资产减值	13			—
收购相关或有对价	10			(50)
贸易应收款和存货损失准备	25			23
递延所得税	(36)			(96)
资产出售收益	(3)			(6)
计提的法律和解款项	13			3
股份薪酬	109			85
汇兑损失	17			—
未计入套期有效性评估的收益	(5)			(8)
债务清偿损失	1			6
收购产生的存货增值摊销	—			62
其他	(6)			1
经营资产和负债变动：
贸易应收款项	64			(18)
存货	(65)			10
预付费用和其他流动资产	(50)			(17)
应付账款、应计费用及其他负债	61			110
经营活动提供的现金净额	418			147
投资活动产生的现金流
收购及其他投资	(76)			(13)

购置不动产、厂房和设备	(226)			(273)
购买有价证券	(9)			(6)
出售有价证券所得款项	9			6
出售资产和业务所得款项，扣除出售成本	3			7
交叉货币互换的利息结算款	9			12
投资活动使用的现金净额	(290)			(267)
融资活动产生的现金流
发行债务所得款项，扣除折价，以及其他金融负债	2,930			3,221
偿还债务及其他金融负债	(2,901)			(3,077)
支付与股份薪酬奖励相关的员工预扣税款	(28)			(14)
行使股票期权所得款项	2			—
支付融资成本	—			(12)
支付非控股权益分配款	(10)			(9)


其他	(1)			—
融资活动使用（提供）的现金净额	(8)			109
汇率变动对现金及现金等价物和受限现金的影响	(2)			27
现金及现金等价物和受限现金净增加额	118			16
期初现金及现金等价物和受限现金	397			316
期末现金及现金等价物和受限现金	$	515			$	332

非现金投资活动
应计购置不动产、厂房和设备款项	$	28			$	46

所附附注是这些简明合并财务报表不可分割的一部分。

BAUSCH + LOMB CORPORATION

简明合并财务报表附注

（未经审计）

1.业务说明

概述

Bausch + Lomb Corporation（“Bausch + Lomb”或“公司”）是一家全球领先的眼健康公司，致力于保护和提升全球数百万人的视力——从出生那一刻起，贯穿生命的每个阶段。公司设有三个可报告分部：(i) 视力护理分部，包括隐形眼镜业务和消费者眼部护理业务，后者由隐形眼镜护理产品、非处方（“OTC”）眼药水和眼部维生素组成；(ii) 制药分部，涵盖种类繁多的专利和仿制药产品，用于术后治疗以及治疗多种眼部疾病，如青光眼、眼部炎症、眼高压、干眼症和视网膜疾病；以及(iii) 外科分部，包括用于治疗白内障、角膜、玻璃体、视网膜及屈光性眼部疾病的医疗设备、耗材、器械和技术，其中包括人工晶状体（“IOL”）及其植入系统、超声乳化设备、激光器，以及眼科手术所需的其他手术器械和设备。有关这些可报告分部的更多信息，请参阅附注17“分部信息”。

Bausch + Lomb 是 Bausch Health Companies Inc.（“BHC”）的子公司。截至 2026 年 10 月 21 日，BHC 直接或间接持有 310,449,643 股 Bausch + Lomb 普通股，约占 Bausch + Lomb 已发行及流通普通股的 87%。2020 年 8 月 6 日，BHC 宣布计划将我们的眼健康业务分拆为独立上市实体，与 BHC 其余业务分离（“分拆”）。此次分拆促成了 Bausch + Lomb 首次公开募股（“B+L IPO”）；自 2022 年 5 月 6 日起，我们的普通股开始在纽约证券交易所和多伦多证券交易所交易，两个交易所的股票代码均为“BLCO”。

本公司理解，BHC 仍在评估与其对 Bausch + Lomb 的投资相关的所有因素和考虑事项，包括是否完成全面分拆。然而，无法保证分拆一定会完成、完成后的分拆将采取何种形式，也无法保证即使分拆完成，我们仍能实现预期收益。

2.重要会计政策

列报基础

所有列报期间的未经审计财务报表均称为“简明合并财务报表”，以美元（“U.S.”）编制，并按照美国公认会计原则（“U.S. GAAP”）关于中期财务报告的规定以及 Form 10-Q 报告规则和条例编制；这些规定和规则并未在所有方面遵循美国公认会计原则对年度财务报表的要求。因此，此处未包括美国公认会计原则要求完整合并财务报表披露的某些信息。故本未经审计简明合并财务报表附注应与本公司截至 2025 年 12 月 31 日年度经审计的合并财务报表一并阅读；该报表载于本公司于 2026 年 2 月 18 日向美国证券交易委员会（“SEC”）及加拿大证券管理机构（“CSA”）提交的 Form 10-K 年度报告中。未经审计简明合并财务报表采用的会计政策与本公司截至 2025 年 12 月 31 日年度经审计合并财务报表所用政策一致。未经审计简明合并财务报表反映了为公允列报本公司中期财务状况及经营成果所必需的所有正常且经常性调整。所列中期的经营成果不一定代表全年预期成果。

B+L IPO 后，BHC 在 B+L IPO 前向 Bausch + Lomb 提供的某些职能由 BHC 根据过渡服务协议（“TSA”）提供；少数情况下，这些职能目前仍由 BHC 提供，或者由 Bausch + Lomb 使用自身资源或第三方服务提供商执行。有关 Bausch + Lomb 与 BHC 之间协议的更多信息，请参阅附注 4“关联方”。

估计数的使用

在编制未经审计的简明合并财务报表时，管理层需要作出估计和假设。公司采用的估计和假设会影响资产和负债的报告金额、财务报表日或有负债的披露，以及报告期内收入和费用的报告金额。

这些简明合并财务报表中的所有估计均基于管理层认为合理的假设。管理层持续审查其估计，以确保这些估计适当反映公司业务的变化和不断获得的新信息。如果管理层用于作出这些估计的历史经验和其他因素不能合理反映未来活动，公司的业务、财务状况、现金流和经营业绩可能会受到重大影响。

新会计准则的采用

2025年7月，财务会计准则委员会（“FASB”）发布了《会计准则更新》（“ASU”）2025-05号《金融工具——信用损失（主题326）：应收账款和合同资产的信用损失计量》，该准则就根据当前预期信用损失（CECL）模型估计因按照《会计准则编纂》第606号核算的交易产生的流动应收账款和流动合同资产的信用损失提供了指引。截至2026年1月1日，公司已前瞻性采用该ASU，其对合并财务报表及相关披露没有重大影响。

截至2026年9月30日已发布但尚未采用的会计准则

2024年11月，FASB发布了ASU 2024-03号《收益表——综合收益报告——费用细分披露（子主题220-40）：收益表费用细分》，要求披露有关某些成本和费用的特定信息。该ASU适用于2026年12月15日之后开始的年度报告期，以及2027年12月15日之后开始的中期报告期，并允许提前采用。公司目前正在评估采用该ASU对披露的影响。

2025年9月，FASB发布了ASU 2025-06号《无形资产——商誉及其他——内部使用软件（子主题350-40）：内部使用软件会计处理的针对性改进》。该ASU修订了现行准则，删除了所有关于软件开发项目阶段的引用，并要求实体在同时满足以下条件时开始资本化软件成本：(i) 管理层已批准并承诺为软件项目提供资金；且(ii) 项目很可能完成，且软件将用于执行预期功能。该ASU适用于2027年12月15日之后开始的财政年度及这些财政年度内的中期期间，并允许在财政年度开始时提前采用。修订内容可采用前瞻法、追溯法或修订后的前瞻过渡法。公司正在评估采用该准则对合并财务报表及相关披露的影响。

3.收入确认

收入确认

公司收入主要来自眼健康治疗领域的产品销售，包括：(i) 品牌处方眼科药物和药品，(ii) 仿制及品牌仿制处方眼科药物和药品，(iii) 非处方维生素和补充剂产品，以及 (iv) 医疗器械（隐形眼镜、人工晶状体和眼科手术设备）。其他收入包括产品授权和共同推广产生的联盟收入及服务收入，以及合同服务收入。合同服务收入主要来自为第三方提供的合同制造服务，金额并不重大。有关收入细分，请参见附注17“分部信息”。

The Company recognizes revenue when the customer obtains control of promised goods or services and in an amount that reflects the consideration to which the Company expects to be entitled to receive in exchange for those goods or services. To achieve this core principle, the Company applies the five-step revenue model to contracts within its scope: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract and (v) recognize revenue when (or as) the entity satisfies a performance obligation.

Product Sales

A contract with the Company’s customers exists for each product sale. Where a contract with a customer contains more than one performance obligation, the Company allocates the transaction price to each distinct performance obligation based on its relative standalone selling price. The transaction price is adjusted for variable consideration which is discussed further below. The Company recognizes revenue for product sales at a point in time, when the customer obtains control of the products in accordance with contracted delivery terms, which is generally upon shipment or customer receipt. Contracted delivery terms will vary by customer and geography. In the U.S., control is generally transferred to the customer upon receipt.

Revenue from sales of surgical equipment and related software is generally recognized upon delivery and installation of the equipment. IOLs and delivery systems, disposable surgical packs and other surgical instruments are distinct from the surgical equipment and may be sold together with the surgical equipment in a single contract or on a standalone basis. Revenue from the sale of delivery systems, disposable surgical packs and other surgical instruments is recognized in accordance with the contracted delivery terms, generally upon shipment or customer receipt. IOLs are sold primarily on a consignment basis and revenue is recognized upon notification of use.

When a sale transaction in the Surgical segment contains multiple performance obligations, the transaction price is allocated to each performance obligation based on the relative standalone sales price and revenue is recognized upon satisfaction of each performance obligation.

Product Sales Provisions

As is customary in the eye health industry, gross product sales of certain product categories are subject to a variety of deductions in arriving at reported net product sales. The transaction price for such product categories is typically adjusted for variable consideration, which may be in the form of cash discounts, allowances, returns, rebates, chargebacks and distribution fees paid to customers. Provisions for variable consideration are established to reflect the Company’s best estimates of the amount of consideration to which it is entitled based on the terms of the contract. The amount of variable consideration included in the transaction price may be constrained, and is included in the net sales price only to the extent that it is probable that a significant reversal in the amount of the cumulative revenue recognized will not occur in the future period.

Provisions for these deductions are recorded concurrently with the recognition of gross product sales revenue and include cash discounts and allowances, chargebacks and distribution fees, which are paid to direct customers, as well as rebates and returns, which can be paid to direct and indirect customers. Returns provision balances and volume discounts to direct customers are included in Accrued and other current liabilities. All other provisions related to direct customers are included in Trade receivables, net, while provision balances related to indirect customers are included in Accrued and other current liabilities.

The following tables present the activity and ending balances of the Company’s variable consideration provisions for the nine months ended September 30, 2026 and 2025:


	Nine Months Ended September 30, 2026
(in millions)	Discounts and Allowances		Returns		Rebates		Chargebacks	Distribution Fees		Total
Reserve balance, January 1, 2026	$	120			$	79		$	582		$	60		$	35	$	876
Current period provision	369			56			1,439		567		66		2,497
Payments and credits	(376)			(64)			(1,433)		(560)		(60)		(2,493)
Reserve balance, September 30, 2026	$	113			$	71		$	588		$	67		$	41	$	880

Included in Rebates in the table above are cooperative advertising credits due to customers of approximately $37 million and $26 million as of September 30, 2026 and January 1, 2026, respectively, which are reflected as a reduction of Trade receivables, net in the Condensed Consolidated Balance Sheets.


	Nine Months Ended September 30, 2025
(in millions)	Discounts and Allowances		Returns		Rebates		Chargebacks	Distribution Fees		Total
Reserve balance, January 1, 2025	$	120			$	88		$	497		$	74		$	26	$	805
Current period provision	346			53			1,446		451		72		2,368
Payments and credits	(353)			(67)			(1,375)		(464)		(67)		(2,326)
Reserve balance, September 30, 2025	$	113			$	74		$	568		$	61		$	31	$	847

Included in Rebates in the table above are cooperative advertising credits due to customers of approximately $33 million and $32 million as of September 30, 2025 and January 1, 2025, respectively, which are reflected as a reduction of Trade receivables, net in the Condensed Consolidated Balance Sheets. For the nine months ended September 30, 2025, included in Payments and credits in the table above, are payments made, or to be made, by Novartis, on behalf of the Company for Rebates, in accordance with the agreements associated with the 2023 acquisition of XIIDRA® (lifitegrast ophthalmic solution) and certain other ophthalmology assets.

Contract Assets and Contract Liabilities

There are no contract assets for any period presented. Contract liabilities consist of deferred revenue, the balance of which is not material to any period presented.

Allowance for Credit Losses

An allowance is maintained for potential credit losses. The Company estimates the current expected credit loss on its receivables based on various factors, including historical credit loss experience, customer creditworthiness, value of collaterals (if any), and any relevant current economic factors. Additionally, the Company generally estimates the expected credit loss on a pooled basis when customers are deemed to have similar risk characteristics. Trade receivable balances are written off against the allowance when it is deemed probable that the trade receivable will not be collected. Trade receivables, net are stated net of certain sales provisions and the allowance for credit losses.

The activity in the allowance for credit losses for trade receivables for the nine months ended September 30, 2026 and 2025 is as follows:


	Nine Months Ended September 30,
(in millions)	2026		2025
Balance, beginning of period	$	17			$	18
Provision	2			5
Write-offs	(1)			(7)
Foreign exchange and other	—			1
Balance, end of period	$	18			$	17

4.RELATED PARTIES

Prior to May 10, 2022, Bausch + Lomb had been managed and operated in the ordinary course of business with other affiliates of BHC. On May 10, 2022, Bausch + Lomb became an independent publicly traded company. As of October 21, 2026, BHC directly or indirectly held 310,449,643 common shares of Bausch + Lomb, which represented approximately 87% of the issued and outstanding common shares of Bausch + Lomb.

Additionally, there have been no sales made to related parties for all periods presented.

Accounts Receivable and Payable

Certain transactions between Bausch + Lomb and BHC and affiliate businesses are cash-settled on a current basis and, therefore, are reflected in the Condensed Consolidated Balance Sheets. Amounts payable to BHC and its affiliates related to related party transactions were $5 million and $14 million as of September 30, 2026 and December 31, 2025, respectively, and are included within Accounts payable in the Condensed Consolidated Balance Sheets. Amounts due from BHC and its affiliates related to related party transactions were $7 million and $8 million as of September 30, 2026 and December 31, 2025, respectively, of which $0 and $1 million are included within Prepaid expenses and other current assets and $7 million and $7 million are included within Other non-current assets on the Condensed Consolidated Balance Sheets as of September 30, 2026 and December 31, 2025, respectively. These amounts are inclusive of the receivables and payables associated with the separation agreements entered into in connection with the B+L IPO, as discussed below.

Separation Agreement with BHC

In connection with the completion of the B+L IPO, the Company entered into a Master Separation Agreement (the “MSA”), that, together with the other agreements summarized herein, govern the relationship between BHC and the Company following the completion of the B+L IPO.

Other agreements that the Company entered into with BHC that govern aspects of Bausch + Lomb’s relationship with BHC following the B+L IPO include:

•Transition Services Agreement – In connection with the completion of the B+L IPO, Bausch + Lomb has entered into the TSA with BHC to provide each other, on a transitional basis, certain administrative, human resources, treasury and support services and other assistance, for a limited time to help ensure an orderly transition following the B+L IPO. The TSA specifies the calculation of Bausch + Lomb costs and receipts for these services. Under the TSA, Bausch + Lomb has received certain services from BHC, including information technology services, technical and engineering support, application support for operations, legal, payroll, finance, tax and accounting, general administrative services and other support services, and has also provided certain similar services to BHC. Individual services provided under the TSA have been scheduled for a specific period, generally ranging from six to twelve months, depending on the nature of the services. As of the date of this filing, most of these transitional services have either expired or been terminated; however, a limited number of these transitional services are still being provided by the parties.

•Tax Matters Agreement – In connection with the completion of the B+L IPO, Bausch + Lomb has entered into a Tax Matters Agreement (as amended, the “Tax Matters Agreement”) with BHC that governs the parties’ respective rights, responsibilities and obligations with respect to tax liabilities and benefits, tax attributes, the preparation and filing of tax returns, the control of audits and other tax proceedings and other matters regarding taxes following the B+L IPO.

•Employee Matters Agreement – In connection with the completion of the B+L IPO, Bausch + Lomb has entered into an Employee Matters Agreement with BHC that governs, among other things, the allocation of employee-related liabilities, the mechanics for the transfer of Bausch + Lomb employees, the treatment of outstanding BHC equity awards solely in connection with the Distribution and the treatment of Bausch + Lomb employees’ participation in BHC’s retirement and health and welfare plans. On July 31, 2024, Bausch + Lomb and BHC entered into an Amended and Restated Employee Matters Agreement which, among other things, sets forth revised terms for the treatment of certain BHC equity awards solely in connection with the Distribution.

In addition to the previously discussed agreements, Bausch + Lomb has entered into certain other agreements with BHC including, but not limited to, the Intellectual Property Matters Agreement and the Real Estate Matters Agreement that provide a framework for the ongoing relationship with BHC.

Charges incurred related to the above agreements were $6 million for the nine months ended September 30, 2026 and 2025 and are primarily reflected within Selling, general and administrative in the Condensed Consolidated Statements of Operations.

5.ACQUISITIONS

2026 Acquisitions

On October 8, 2026, the Company entered into an agreement to acquire certain ophthalmic surgical manufacturing businesses. This transaction is expected to increase the Company’s future margins. The acquisition is expected to close during the fourth quarter of 2026 for an upfront cash payment of approximately $85 million, due at closing.

2025 Acquisitions

Acquisition of Manufacturing Equipment

On December 9, 2025, the Company, through its affiliates, completed a transaction to acquire certain manufacturing equipment, other assets and the assumption of a manufacturing facility lease in Mexico, for an upfront cash payment of approximately $75 million and potential future milestone payments of up to $35 million. The acquisition is expected to unlock manufacturing capacity and expand the Company's margins.

This acquisition has been accounted for as a business combination under the acquisition method of accounting. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed, as of the acquisition date:


(in millions)
Property, plant and equipment, net	$	7
Intangible assets, net	1
Total identifiable assets	8
Goodwill	67
Total fair value of consideration transferred	$	75

The assets acquired and liabilities assumed are included within the Company's Surgical segment. Goodwill associated with this acquisition represents potential future synergies and is deductible for income tax purposes.

The valuation of the assets acquired and liabilities assumed, as part of this acquisition, has not yet been finalized as of September 30, 2026. The Company will finalize these amounts no later than one year from the acquisition date.

Revenues and operating results associated with this acquisition during the period from December 9, 2025 through December 31, 2025 were not material. Pro forma revenues and operating results for the years 2025 and 2024 were not material.

Other Acquisitions

During November 2025, the Company completed two acquisitions. These acquisitions have been accounted for as business combinations under the acquisition method of accounting and the aggregate cash consideration of approximately $33 million was allocated to the assets acquired and liabilities assumed as of the acquisition dates, which primarily consisted of $30 million of goodwill, in the aggregate.

Acquisition of Whitecap Biosciences

On January 3, 2025, the Company, through its affiliate, acquired Whitecap Biosciences, LLC, (“Whitecap Biosciences”) for an upfront payment of approximately $28 million and potential future milestone and royalty payments. The Company accounted for the transaction as an asset acquisition and, during 2025, the Company expensed the upfront payment of approximately $28 million as acquired in-process research development costs, as included within Other expense on the Condensed Consolidated Statements of Operations. In July 2026, the Company announced that the Phase 2 study regarding Whitecap Biosciences' glaucoma neuroprotective candidate did not meet its primary endpoint and, as such, the Company will no longer advance this program, and, instead, will now focus on (in respect of Whitecap Biosciences) developing the first small-molecule sustained-release implant for geographic atrophy.

6.FAIR VALUE MEASUREMENTS

Fair value measurements are estimated based on valuation techniques and inputs categorized as follows:

•Level 1 — Quoted prices in active markets for identical assets or liabilities;

•Level 2 — Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and

•Level 3 — Unobservable inputs that are supported by little or no market activity and that are financial instruments whose values are determined using discounted cash flow methodologies, pricing models, or similar techniques, as well as instruments for which the determination of fair value requires significant judgment or estimation.

If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The following fair value hierarchy table presents the components and classification of the Company’s financial assets and liabilities measured at fair value on a recurring basis:


	September 30, 2026		December 31, 2025
(in millions)	Carrying Value		Level 1	Level 2		Level 3	Carrying Value		Level 1	Level 2		Level 3
Assets:
Cash equivalents	$	131		$	120		$	11		$	—		$	62	$	50	$	12	$	—

Liabilities:
Acquisition-related contingent consideration	$	108		$	—		$	—		$	108		$	96	$	—	$	—	$	96
Foreign currency exchange contracts	$	2		$	—		$	2		$	—		$	2	$	—	$	2	$	—
Cross-currency swaps	$	123		$	—		$	123		$	—		$	153	$	—	$	153	$	—

Cash equivalents consist of highly liquid investments, primarily money market funds, with maturities of three months or less when purchased, and are reflected in the Condensed Consolidated Balance Sheets at carrying value, which approximates fair value due to their short-term nature.

There were no transfers into or out of Level 3 during the nine months ended September 30, 2026 and 2025.

Cross-currency Swaps

The Company uses cross-currency swaps to mitigate fluctuation in the value of a portion of its euro-denominated net investment in its Condensed Consolidated Financial Statements from fluctuation in exchange rates. The euro-denominated net investment being hedged is the Company’s investment in certain euro-denominated subsidiaries. As of September 30, 2026, these swaps had an aggregate notional value of $1,000 million.

The assets and liabilities associated with the Company’s cross-currency swaps as included in the Condensed Consolidated Balance Sheets are as follows:


(in millions)	September 30, 2026		December 31, 2025
Other non-current liabilities	$	125		$	158
Prepaid expenses and other current assets	$	2		$	5
Net fair value	$	123		$	153

The following table presents the effect of hedging instruments on the Condensed Consolidated Statements of Comprehensive Income (Loss) and the Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2026 and 2025:


	Three Months Ended September 30,		Nine Months Ended September 30,
(in millions)	2026		2025	2026		2025
Gain (loss) recognized in Other comprehensive (loss) income	$	11		$	12		$	33	$	(116)
Gain excluded from assessment of hedge effectiveness	$	1		$	2		$	5	$	8
Location of gain of excluded component	Interest expense		Interest expense

No portion of the cross-currency swaps were ineffective for the nine months ended September 30, 2026 and 2025. The Company received $9 million and $12 million in interest settlements for the nine months ended September 30, 2026 and 2025, respectively, which are reported as investing activities in the Condensed Consolidated Statements of Cash Flows.

Foreign Currency Exchange Contracts

The Company enters into foreign currency exchange contracts to economically hedge the foreign exchange exposure on certain of the Company’s intercompany balances. As of September 30, 2026, these contracts had an aggregate notional amount of $194 million.

The assets and liabilities associated with the Company’s foreign exchange contracts as included in the Condensed Consolidated Balance Sheets as of September 30, 2026 and December 31, 2025 are as follows:


(in millions)	September 30, 2026		December 31, 2025
Accrued and other current liabilities	$	2		$	2
Prepaid expenses and other current assets	$	—		$	—
Net fair value	$	2		$	2

The following table presents the effect of the Company’s foreign exchange contracts on the Condensed Consolidated Statements of Operations and the Condensed Consolidated Statements of Cash Flows for the three and nine months ended September 30, 2026 and 2025:


	Three Months Ended September 30,		Nine Months Ended September 30,
(in millions)	2026		2025	2026		2025
(Loss) gain related to changes in fair value	$	(1)		$	4		$	—	$	(3)
Loss related to settlements	$	(1)		$	(3)		$	(6)	$	(10)

Acquisition-related Contingent Consideration Obligations

Acquisition-related contingent consideration, which primarily consists of potential milestone payments, is recorded in the Condensed Consolidated Balance Sheets at its acquisition date estimated fair value, in accordance with the acquisition

method of accounting. The fair value of the acquisition-related contingent consideration is remeasured each reporting period, with changes in fair value recorded in the Condensed Consolidated Statements of Operations. The fair value measurement is based on significant inputs not observable in the market and thus represents a Level 3 measurement as defined in fair value measurement accounting.

The fair value measurement of contingent consideration obligations arising from business combinations is determined via a probability-weighted discounted cash flow analysis, using unobservable (Level 3) inputs. These inputs may include: (i) the estimated amount and timing of projected cash flows, (ii) the probability of the achievement of the factor(s) on which the contingency is based and (iii) the risk-adjusted discount rate used to present value the probability-weighted cash flows. Significant increases or decreases in any of those inputs in isolation could result in a significantly higher or lower fair value measurement. At September 30, 2026, the fair value measurements of acquisition-related contingent consideration were determined using risk-adjusted discount rates ranging from 8% to 16%, and a weighted average risk-adjusted discount rate of 9%. The weighted average risk-adjusted discount rate was calculated by weighting each contract’s relative fair value at September 30, 2026.

The following table presents a reconciliation of contingent consideration obligations measured on a recurring basis using significant unobservable inputs (Level 3) for the nine months ended September 30, 2026 and 2025:


(in millions)	2026		2025
Balance, as of January 1,		$	96			$	123
Adjustments to Acquisition-related contingent consideration:
Accretion for the time value of money	$	9			$	9
Fair value adjustments due to changes in estimates of future payments	1			(59)
Acquisition-related contingent consideration adjustments		10			(50)
Additions		2			—

Balance, as of September 30,		108			73
Current portion included in Accrued and other current liabilities		45			4
Non-current portion		$	63			$	69

Fair Value of Long-term Debt

The fair value of long-term debt as of September 30, 2026 and December 31, 2025 was $5,091 million and $5,201 million, respectively, and was estimated using the quoted market prices for the same or similar debt issuances (Level 2).

7.INVENTORIES

Inventories, net consist of:


(in millions)	September 30, 2026		December 31, 2025
Raw materials	$	264			$	243
Work in process	97			98
Finished goods	646			635
	$	1,007			$	976

8.INTANGIBLE ASSETS AND GOODWILL

Intangible Assets

The major components of intangible assets consist of:


	September 30, 2026		December 31, 2025
(in millions)	Gross Carrying Amount		Accumulated Amortization and Impairments		Net Carrying Amount		Gross Carrying Amount	Accumulated Amortization and Impairments		Net Carrying Amount
Finite-lived intangible assets:
Product brands	$	4,404			$	(3,164)		$	1,240		$	4,441		$	(3,064)	$	1,377
Corporate brands	103			(33)			70		102		(26)		76
Product rights/patents	997			(990)			7		999		(988)		11
Other	87			(71)			16		87		(68)		19
Total finite-lived intangible assets	5,591			(4,258)			1,333		5,629		(4,146)		1,483
Acquired in-process research and development intangible asset	100			—			100		100		—		100
B&L Trademark	1,698			—			1,698		1,698		—		1,698
	$	7,389			$	(4,258)		$	3,131		$	7,427		$	(4,146)	$	3,281

Long-lived assets with finite lives are tested for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Impairment charges associated with these assets are included in Other expense, net in the Condensed Consolidated Statements of Operations. Bausch + Lomb continues to monitor the recoverability of its finite-lived intangible assets and tests the intangible assets for impairment if indicators of impairment are present.

Asset impairments during the nine months ended September 30, 2026 were approximately $13 million related to changes in future forecasted revenues and a product discontinuation. There were no asset impairments during the nine months ended September 30, 2025.

Estimated amortization expense of finite-lived intangible assets for the remainder of 2026 and the five succeeding years ending December 31 and thereafter are as follows:


(in millions)	Remainder of 2026		2027	2028		2029	2030		2031	Thereafter		Total
Amortization	$	56		$	222		$	221		$	220		$	218	$	215	$	181	$	1,333

Goodwill

The changes in the carrying amounts of goodwill during the nine months ended September 30, 2026 and the year ended December 31, 2025 were as follows:


(in millions)	Vision Care		Pharmaceuticals		Surgical		Total
Balance, January 1, 2025	$	3,529			$	644		$	350	$	4,523
Acquisitions (Note 5)	—			—			97		97
Foreign exchange and other	26			100			12		138
Balance, December 31, 2025	3,555			744			459		4,758


Acquisitions	4			—			—		4
Foreign exchange and other	(13)			(31)			(4)		(48)
Balance, September 30, 2026	$	3,546			$	713		$	455	$	4,714

Goodwill is not amortized but is tested for impairment at least annually as of October 1st at the reporting unit level. A reporting unit is the same as, or one level below, an operating segment. Bausch + Lomb performs its annual impairment test by first assessing qualitative factors. Where the qualitative assessment suggests that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, a quantitative fair value test is performed for that reporting unit (Step 1).

2025 Annual Goodwill Impairment Test

The Company conducted its annual goodwill impairment test as of October 1, 2025, by first assessing qualitative factors. Based on its qualitative assessment as of October 1, 2025, management believed that, it was more likely than not that the carrying amounts of each of its reporting units were less than their respective fair values and therefore concluded that a quantitative fair value test was not required.

September 30, 2026 Interim Assessment

No events occurred or circumstances changed during the period from October 1, 2025 (the last time goodwill was tested for all reporting units) through September 30, 2026 that would indicate that the fair value of any reporting unit might be below its carrying value.

If market conditions deteriorate, or if the Company is unable to execute its strategies, it may be necessary to record impairment charges in the future.

There were no goodwill impairment charges through September 30, 2026.

9.ACCRUED AND OTHER CURRENT LIABILITIES

Accrued and other current liabilities consist of:


(in millions)	September 30, 2026		December 31, 2025
Product Rebates	$	551			$	556
Employee Compensation and Benefit Costs	265			250
Product Returns	71			79
Interest	71			57
Other	590			551
	$	1,548			$	1,493

As of December 31, 2025, included within Other, in the table above, was the accrual of a $35 million sales-based milestone, related to MIEBO®, which was paid during the nine months ended September 30, 2026.

10.FINANCING ARRANGEMENTS

Principal amounts of debt obligations and principal amounts of debt obligations net of issuance costs consist of the following:


		September 30, 2026		December 31, 2025
(in millions)	Maturity	Principal Amount		Net of Premiums, Discounts and Issuance Costs		Principal Amount		Net of Premiums, Discounts and Issuance Costs
Senior Secured Credit Facilities



September 2028 Term Facility	September 2028	$	—			$	—			$	489		$	483
June 2030 Revolving Credit Facility	June 2030	100			100			100			100
January 2031 Term Facility	January 2031	—			—			2,313			2,282
January 2031 Refinancing Term Facility	January 2031	2,788			2,758			—			—
Senior Secured Notes
October 2028 Secured Notes	October 2028	1,400			1,390			1,400			1,387
January 2031 Secured Notes	January 2031	765			756			793			782
Other	Various	12			13			12			14
Total long-term debt		$	5,065			5,017			$	5,107		5,048
Less: Current portion of long-term debt				28					28
Non-current portion of long-term debt				$	4,989					$	5,020

Senior Secured Credit Facilities and Notes

On May 10, 2022, Bausch + Lomb entered into a credit agreement (the “Original Credit Agreement”), providing for a term loan of $2,500 million (the “May 2027 Term Facility”) and a revolving credit facility of $500 million (the “May 2027 Revolving Credit Facility”).

On September 29, 2023, Bausch + Lomb entered into an incremental term loan facility in the form of an incremental amendment (the “September 2023 Credit Facility Amendment”) to the credit agreement and consisted of borrowings of $500 million in new term B loans with a five-year term to maturity (the “September 2028 Term Facility”). In addition, on September 29, 2023, Bausch + Lomb also issued $1,400 million aggregate principal amount of 8.375% Senior Secured Notes due October 2028 (the “October 2028 Secured Notes”).

On November 1, 2024, Bausch + Lomb entered into an additional incremental term loan facility secured on a pari passu basis with the Company’s existing May 2027 Term Facility and September 2028 Term Facility. This incremental term loan facility was entered into in the form of an incremental amendment (the “November 2024 Credit Facility Amendment”) to our credit agreement and consisted of borrowing $400 million of new term loans with a maturity of May 2027 (the “May 2027 Incremental Term Facility”).

On June 26, 2025, Bausch + Lomb entered into an incremental amendment (the “June 2025 Credit Facility Amendment”) to our credit agreement, which consisted of a new $800 million revolving credit facility maturing June 26, 2030 (the “June 2030 Revolving Credit Facility”) and a new $2,325 million term B loan facility maturing January 15, 2031 (the “January 2031 Term Facility”). In addition, on June 26, 2025, Bausch + Lomb’s subsidiaries, Bausch + Lomb Netherlands B.V. and Bausch & Lomb Incorporated, issued €675 million aggregate principal amount of Senior Secured Floating Rate Notes due January 2031 (the “January 2031 Secured Notes” and, together with the October 2028 Secured Notes, the “Senior Secured Notes”). The January 2031 Secured Notes accrue interest at a rate per annum of: (i) three-month EURIBOR (subject to a 0% floor) plus (ii) 3.875%, reset quarterly, payable quarterly in arrears on January 15, April 15, July 15 and October 15 of each year, commencing on January 15, 2026. At September 30, 2026, the January 2031 Secured Notes bore interest at 6.31% per annum.

The proceeds from the January 2031 Secured Notes, along with the proceeds of the January 2031 Term Facility, were used by the Company to: (i) repay in full outstanding borrowings under the May 2027 Revolving Credit Facility, (ii) refinance, in full, its outstanding term loans due 2027 (the May 2027 Term Facility and May 2027 Incremental Term Facility) and (iii) pay related fees and expenses.

On January 2, 2026, the Company entered into a refinancing transaction amendment (the “January 2026 Credit Facility Amendment”; the Original Credit Agreement, as amended by the September 2023 Credit Facility Amendment, the November 2024 Credit Facility Amendment, the June 2025 Credit Facility Amendment and the January 2026 Credit Facility Amendment, the “Amended Credit Agreement”) providing for a new $2,802 million term loan facility maturing on January 15, 2031 (the “January 2031 Refinancing Term Facility” or the “Term Facilities”; the Term Facilities, together with the June 2030 Revolving Credit Facility, the “Senior Secured Credit Facilities”). The Company used the proceeds from the January 2031 Refinancing Term Facility to refinance, in full, its outstanding term loans (the September 2028 Term Facility and January 2031 Term Facility).

The Senior Secured Credit Facilities are secured by substantially all of the assets of Bausch + Lomb and its material, wholly-owned Canadian, U.S., Dutch and Irish subsidiaries, subject to certain exceptions. The Term Facilities are denominated in U.S. dollars, and borrowings under the June 2030 Revolving Credit Facility may be made available in U.S. dollars, euros, pounds sterling and Canadian dollars. As of September 30, 2026, the principal amounts outstanding under the January 2031 Refinancing Term Facility were $2,788 million.

As of September 30, 2026, the Company had $100 million of outstanding borrowings, $34 million of issued and outstanding letters of credit and remaining availability, subject to certain customary conditions, of $666 million under its June 2030 Revolving Credit Facility. The stated rate of interest for borrowings under the Revolving Credit Facility at September 30, 2026 ranges from 6.52% to 6.65% per annum.

Borrowings under the June 2030 Revolving Credit Facility in: (i) U.S. dollars bear interest at a rate per annum equal to, at Bausch + Lomb’s option, either: (a) a term SOFR-based rate or (b) a U.S. dollar base rate, (ii) Canadian dollars bear interest at a rate per annum equal to, at Bausch + Lomb’s option, either: (a) a term CORRA-based rate or (b) a Canadian dollar prime rate, (iii) euros bear interest at a rate per annum equal to EURIBOR and (iv) pounds sterling bear interest at a rate per annum equal to SONIA, in each case, plus an applicable margin. The applicable interest rate margins for borrowings under the June 2030 Revolving Credit Facility are between 0.75% to 1.75% with respect to U.S. dollar base rate or Canadian dollar prime rate borrowings and between 1.75% to 2.75% with respect to SOFR, CORRA, EURIBOR or SONIA borrowings based on Bausch + Lomb’s total net leverage ratio. In addition, Bausch + Lomb is required to pay commitment fees of 0.25% per annum in respect of the unutilized commitments under the June 2030 Revolving Credit Facility, payable quarterly in arrears.

Bausch + Lomb is also required to pay letter of credit fees on the maximum amount available to be drawn under all outstanding letters of credit in an amount equal to the applicable margin on SOFR borrowings under the June 2030 Revolving Credit Facility on a per annum basis, payable quarterly in arrears, as well as customary fronting fees for the issuance of letters of credit and agency fees.

Borrowings under the January 2031 Refinancing Term Facility bear interest at a rate per annum equal to, at our option, either: (i) a term SOFR-based rate, plus an applicable margin of 3.75%, or (ii) a U.S. dollar base rate, plus an applicable margin of 2.75%. The stated rate of interest under the January 2031 Refinancing Term Facility at September 30, 2026 was 7.65% per annum.

Subject to certain exceptions and customary baskets set forth in the Amended Credit Agreement, Bausch + Lomb is required to make mandatory prepayments of the loans under Term Facilities under certain circumstances, including from: (i) 100% of the net cash proceeds of insurance and condemnation proceeds for property or asset losses (subject to reinvestment rights, decrease based on leverage ratios and net proceeds threshold), (ii) 100% of the net cash proceeds from the incurrence of debt (other than permitted debt as described in the Amended Credit Agreement), (iii) 50% of Excess Cash Flow (as defined in the Amended Credit Agreement) subject to decrease based on leverage ratios and subject to a threshold amount and (iv) 100% of net cash proceeds from asset sales (subject to reinvestment rights, decrease based on leverage ratios and net proceeds threshold). These mandatory prepayments may be used to satisfy future amortization.

The amortization rate for the January 2031 Refinancing Term Facility is 1.00% per annum, or $28 million, payable in quarterly installments, with the first installment paid on June 30, 2026. Bausch + Lomb may direct that prepayments be applied to such amortization payments in order of maturity. As of September 30, 2026, the remaining mandatory quarterly amortization payments for the January 2031 Refinancing Term Facility were $119 million through December 2030, with the remaining term loan balance being due in January 2031.

See Note 10, “FINANCING ARRANGEMENTS” in the Annual Report for additional information regarding the Company’s Senior Secured Credit Facilities and Notes.

Weighted Average Stated Rate of Interest

The weighted average stated rate of interest for the Company’s outstanding debt obligations as of September 30, 2026 and December 31, 2025 was 7.63% and 7.70%, respectively.

Loss on Extinguishment of Debt

In connection with the January 2026 Credit Facility Amendment, the Company incurred a loss on extinguishment of debt of approximately $1 million, representing the difference between the amount paid to settle the extinguished debt and the extinguished debt’s carrying value.

Maturities and Mandatory Payments

As of September 30, 2026, maturities and mandatory payments of debt obligations for the remainder of 2026, five succeeding years ending December 31 and thereafter are as follows:


(in millions)
Remainder of 2026	$	7
2027	28
2028	1,440
2029	28
2030	128
2031	3,434
Thereafter	—
Total gross maturities	5,065
Unamortized discounts	(48)
Total long-term debt and other	$	5,017

Covenant Compliance

The Senior Secured Credit Facilities contain customary affirmative and negative covenants and specified events of default. These affirmative and negative covenants include, among other things, and subject to certain qualifications and exceptions, covenants that restrict Bausch + Lomb’s ability and the ability of its subsidiaries to: incur or guarantee additional indebtedness; create or permit liens on assets; pay dividends on capital stock or redeem, repurchase or retire capital stock or subordinated indebtedness; make certain investments and other restricted payments; engage in mergers, acquisitions, consolidations and amalgamations; transfer and sell certain assets; and engage in transactions with affiliates. The June 2030 Revolving Credit Facility also contains a financial covenant that requires the Company to, if, as of the last day of any fiscal quarter of the Company (commencing with the second full fiscal quarter ending after the closing the June 2025 Credit Facility Amendment), loans and swingline loans are outstanding thereunder in an aggregate amount greater than 35% of the total commitments thereunder at such time, maintain a maximum first lien net leverage ratio of not greater than (a) commencing with the second full fiscal quarter ending after the closing of the June 2025 Credit Facility Amendment through and including the eighth full fiscal quarter, 5.75:1.00, (b) commencing with the ninth full fiscal quarter after the closing of the June 2025 Credit Facility Amendment through and including the twelfth full fiscal quarter, 5.50:1.00, (c) commencing with the thirteenth full fiscal quarter after the closing of the June 2025 Credit Facility Amendment through and including the sixteenth full fiscal quarter, 5.25:1.00, and (d) thereafter, 5.00:1.00. The financial covenant applicable to the June 2030 Revolving Credit Facility may be waived or amended with the consent of a majority of the lenders under the June 2030 Revolving Credit Facility, and without the consent of the lenders under any other Senior Secured Credit Facility or any other person and contain a customary term loan facility standstill and customary cure rights. The indentures governing the Senior Secured Notes also contain negative covenants and events of default that are similar to those contained in the Senior Secured Credit Facilities.

As of September 30, 2026, the Company was in compliance with its financial covenants related to its debt obligations. Bausch + Lomb, based on its current forecast for the next twelve months from the date of issuance of these Condensed Consolidated Financial Statements, expects to remain in compliance with its financial covenants and meet its debt service obligations over that same period.

Other Financing Arrangements

On January 9, 2026, the Company entered into a financing arrangement, that permits it, subject to certain conditions, to sell certain receivables to a third-party financial institution, potentially accelerating access to cash and reducing credit risk. Transactions under this financing arrangement are accounted for as true sales under Accounting Standards Codification (“ASC”) 860, Transfers and Servicing of Financial Assets, with the sold receivables derecognized from the Company’s Condensed Consolidated Balance Sheets. The cash received from the financial institution is reported within Operating Activities in the Condensed Consolidated Statements of Cash Flows.

During the nine months ended September 30, 2026, the Company received cash proceeds of $26 million from the sales of receivables under this financing arrangement. As of September 30, 2026, these receivables were collected and remitted to the financial institution. The costs related to these transactions were not material.

During the three months ended September 30, 2026, the Company entered into a contract to sell a warehouse and equipment for an aggregate sale price of up to €43 million, and then lease the assets back through a five-year leaseback transaction, with lease payments beginning in January 2028. As of September 30, 2026, the Company sold and leased back €33 million of these assets. This transaction did not qualify as a sale under the applicable accounting guidance, and, as such, the associated warehouse and equipment remained included within Property, plant and equipment, net. The Company refers to failed sale-leasebacks as \"other financial liabilities\" and recorded the related obligations in Current portion of long-term debt and other financial liabilities and Long-term debt and other financial liabilities in the Consolidated Balance Sheets.

As of September 30, 2026, the Company had $78 million, in aggregate, of outstanding other financial liabilities.

11.SHARE-BASED COMPENSATION

Bausch + Lomb Corporation 2022 Omnibus Incentive Plan

Effective May 5, 2022, Bausch + Lomb established the Bausch + Lomb Corporation 2022 Omnibus Incentive Plan (the “Plan”) and a total of 28,000,000 common shares of Bausch + Lomb were originally authorized for issuance under the Plan. The Plan was amended and restated effective April 24, 2023 and further amended and restated on May 29, 2024, to increase the number of shares authorized for issuance (the “Amended and Restated Plan”), resulting in an aggregate 52,000,000 common shares of Bausch + Lomb authorized for issuance under the Amended and Restated Plan.

The Amended and Restated Plan provides for the grant of various types of awards, including restricted stock units (“RSUs”), restricted stock, stock appreciation rights, stock options, performance-based awards and cash awards. Under the Amended and Restated Plan, the exercise price of awards, if any, is set on the grant date and may not be less than the fair market value

per share on that date. Generally, stock options have a term of ten years and a three-year vesting period, subject to limited exceptions.

Share-based awards granted to senior management align with the Company’s focus on enhancing its revenue growth while maintaining focus on total shareholder return over the long term. The share-based awards granted under this long-term incentive program consist of time-based stock options, time-based RSUs and performance-based RSUs (“PSUs”). The PSUs are comprised of awards that vest upon: (i) achievement of certain share price appreciation conditions, including absolute and relative total shareholder return (“TSR”) (the “TSR PSUs”), (ii) attainment of certain performance targets that are based on the Company’s Organic Revenue Growth (the “Organic Revenue Growth PSUs”), (iii) outperformance of performance goals, based on the level of achievement of: (a) a revenue metric (measured for fiscal year 2026) and (b) relative TSR metric (if applicable) (“OPG PSU”) and (iv) attainment of certain performance targets (measured for fiscal year 2028) that are based on the Company’s adjusted earnings before interest, taxes, depreciation and amortization, as further defined in the applicable award agreement (the “Adjusted EBITDA PSUs”). If the Company’s performance is below a specified performance level, no common shares will be paid. Each vested PSU represents the right of a holder to receive a number of the Company’s common shares up to a specified maximum.

Approximately 7,700,000 common shares were available for future grants as of September 30, 2026. Bausch + Lomb uses reserved and unissued common shares to satisfy its obligations under its share-based compensation plans.

The components and classification of share-based compensation expense related to stock options, PSUs and RSUs directly attributable to those employees specifically identified as Bausch + Lomb employees for the three and nine months ended September 30, 2026 and 2025 were as follows:


	Three Months Ended September 30,		Nine Months Ended September 30,
(in millions)	2026		2025		2026		2025
Stock options	$	1			$	3		$	6	$	10
PSUs/RSUs	36			24			103		75
Share-based compensation expense	$	37			$	27		$	109	$	85

Research and development expenses	$	4			$	1		$	11	$	5
Selling, general and administrative expenses	33			26			98		80
Share-based compensation expense	$	37			$	27		$	109	$	85

Share-based awards granted for the nine months ended September 30, 2026 and 2025 consist of:


	Nine Months Ended September 30,
	2026		2025
Stock options
Granted	—			1,374,000
Weighted-average exercise price	$	—			$	15.86
Weighted-average grant date fair value	$	—			$	4.66
RSUs
Granted	3,770,000			3,867,000
Weighted-average grant date fair value	$	18.17			$	15.42
TSR PSUs
Granted	416,000			388,000
Weighted-average grant date fair value	$	18.51			$	15.86
Organic Revenue Growth PSUs
Granted	892,000			753,000
Weighted-average grant date fair value	$	17.47			$	15.98
Adjusted EBITDA PSUs
Granted	416,000			—
Weighted-average grant date fair value	$	18.51			$	—
OPG PSUs
Granted	—			10,000
Weighted-average grant date fair value	$	—			$	11.19

As of September 30, 2026, the remaining unrecognized compensation expense related to all outstanding non-vested stock options, time-based RSUs and PSUs amounted to $136 million, which will be amortized over a weighted-average period of 1.58 years.

12.ACCUMULATED OTHER COMPREHENSIVE LOSS

Accumulated other comprehensive loss consists of:


(in millions)	September 30, 2026		December 31, 2025
Foreign currency translation adjustment	$	(1,202)			$	(1,163)
Pension adjustment, net of tax	(21)			(21)
	$	(1,223)			$	(1,184)

Income taxes are not provided for foreign currency translation adjustments arising on the translation of Bausch + Lomb’s operations having a functional currency other than the U.S. dollar, except to the extent of translation adjustments related to Bausch + Lomb’s retained earnings for foreign jurisdictions in which Bausch + Lomb is not considered to be permanently reinvested.

13.OTHER EXPENSE (INCOME), NET

Other expense (income), net for the three and nine months ended September 30, 2026 and 2025 consists of:


	Three Months Ended September 30,		Nine Months Ended September 30,
(in millions)	2026		2025		2026		2025
Asset impairments	$	4			$	—		$	13	$	—
Restructuring, integration and separation costs	9			11			21		43
Gain on sale of assets	—			(6)			(3)		(6)
Litigation and other matters	8			1			20		8
Acquired in-process research and development costs	—			—			16		29
Acquisition-related costs	3			2			4		5
Acquisition-related contingent consideration	6			(23)			10		(50)

Other expense (income), net	$	30			$	(15)		$	81	$	29

The Company evaluates opportunities to improve its operating results and implements cost savings programs to streamline its operations and eliminate redundant processes and expenses. Restructuring and integration costs include expenses associated with the implementation of these cost savings programs and include expenses associated with reducing headcount and other cost reduction initiatives. Restructuring, integration and separation costs for the nine months ended September 30, 2026 and 2025 were $21 million and $43 million, respectively, and primarily consist of employee severance costs. These severance costs were provided under an ongoing benefit arrangement and were therefore recorded once they were both probable and reasonably estimable in accordance with the provisions of ASC 712-10, “Nonretirement Postemployment Benefits”.

Acquired in-process research and development costs in 2025 primarily relates to the acquisition of Whitecap Biosciences, as discussed in Note 5, “ACQUISITIONS”.

14.INCOME TAXES

For interim financial statement purposes, U.S. GAAP income tax expense/benefit related to ordinary income is determined by applying an estimated annual effective income tax rate against a company’s ordinary income, subject to certain limitations on the benefit of losses. Income tax expense/benefit related to items not characterized as ordinary income is recognized as a discrete item when incurred. The estimation of Bausch + Lomb’s income tax provision requires the use of management forecasts and other estimates, application of statutory income tax rates and an evaluation of valuation allowances. The Company’s estimated annual effective income tax rate may be revised, if necessary, in each interim period.

Provision for income taxes for the nine months ended September 30, 2026 was $28 million. The difference between the statutory tax rate and the effective tax rate is primarily attributable to jurisdictional mix of earnings and the discrete tax effects of: (a) the tax effects of acquired tax intangibles and net operating losses, (b) a benefit related to a favorable settlement in a foreign jurisdiction, (c) the filing of certain tax returns and (d) a one-time tax assessment of a foreign subsidiary. Benefit from income taxes for the nine months ended September 30, 2025 was $36 million. The difference between the statutory tax rate and the effective tax rate was primarily attributable to jurisdictional mix of earnings and the discrete tax effects of: (a) a benefit for previously accrued taxes that settled favorably with the Internal Revenue Service, (b) the impact of the voluntary recall of certain enVista® IOL products, (c) the filing of certain tax returns and (d) a change in the deduction for stock compensation.

The Company records a valuation allowance against its deferred tax assets to reduce the net carrying value to an amount that it believes is more likely than not to be realized. When the Company establishes or reduces the valuation allowance against its deferred tax assets, the provision for income taxes will increase or decrease, respectively, in the period such determination is made. The valuation allowance against deferred tax assets was $226 million and $212 million as of September 30, 2026 and December 31, 2025, respectively. The increase is related to losses incurred during the nine months ended September 30, 2026 in jurisdictions for which the Company has established a full valuation allowance.

The Company’s U.S. affiliates remain under examination for various federal and state tax audits in the United States for years 2017 through 2024.

Bausch + Lomb in Canada is under examination for the 2023 tax year.

The Company's subsidiaries in Germany are under audit for tax years 2017 through 2019. The Company received a preliminary assessment from the German taxing authority that would disallow certain trade tax and transfer pricing adjustments. The Company is contesting this proposed tax deficiency through the appropriate appeals process, and if

necessary, through appropriate litigation. Based on the current information available, the Company believes any exposure would not be material to its consolidated financial statements. Accordingly, no additional income tax provision has been recorded as of September 30, 2026.

The Company's subsidiaries in France are under audit for tax years 2023 through 2025.

As of September 30, 2026 and December 31, 2025, the Company had unrecognized tax benefits of $59 million and $71 million, respectively, which included interest and penalties of $10 million and $12 million, respectively. Of the total unrecognized tax benefits as of September 30, 2026, $50 million would reduce the Company’s effective tax rate, if recognized.

15.EARNINGS (LOSS) PER SHARE

Income (loss) per share attributable to Bausch + Lomb Corporation for the three and nine months ended September 30, 2026 and 2025 were calculated as follows:


	Three Months Ended September 30,		Nine Months Ended September 30,
(in millions, except per share amounts)	2026		2025		2026		2025
Net income (loss) attributable to Bausch + Lomb Corporation	$	32			$	(28)		$	(53)	$	(302)
Basic weighted-average common shares outstanding	357.6			354.2			356.6		353.6
Diluted effect of stock options and RSUs	3.9			—			—		—
Diluted weighted-average common shares outstanding	361.5			354.2			356.6		353.6

Basic and diluted income (loss) per share attributable to Bausch + Lomb Corporation	$	0.09			$	(0.08)		$	(0.15)	$	(0.85)

During the nine months ended September 30, 2026 and three and nine months ended September 30, 2025, all potential common shares issuable for RSUs, PSUs and stock options were excluded from the calculation of diluted loss per share, as the effect of including them would have been anti-dilutive. The dilutive effect of potential common shares issuable for RSUs, PSUs and stock options on the weighted-average number of common shares outstanding would have been approximately 4,041,000 common shares for the nine months ended September 30, 2026. The dilutive effect of potential common shares issuable for RSUs, PSUs and stock options on the weighted-average number of common shares outstanding would have been approximately 3,184,000 and 2,700,000 common shares for the three and nine months ended September 30, 2025, respectively.

During the three and nine months ended September 30, 2026, RSUs, PSUs and stock options to purchase approximately 9,079,000 and 10,936,000 common shares, respectively, were not included in the computation of diluted earnings per share because the effect would have been anti-dilutive under the treasury stock method. During the three and nine months ended September 30, 2026, an additional 3,082,000 PSUs were not included in the computation of diluted earnings per share as they are either linked to the completion of the Separation or the required performance conditions had not yet been met.

During the three and nine months ended September 30, 2025, RSUs, PSUs and stock options to purchase approximately 11,328,000 and 13,698,000 common shares, respectively, were not included in the computation of diluted earnings per share because the effect would have been anti-dilutive under the treasury stock method. During the three and nine months ended September 30, 2025, an additional 2,494,000 PSUs were not included in the computation of diluted earnings per share as they are either linked to the completion of the Separation or the required performance conditions had not yet been met.

16.LEGAL PROCEEDINGS

Bausch + Lomb is involved, and, from time to time, may become involved, in various legal and administrative proceedings, which include or may include product liability, intellectual property, commercial, tax, antitrust, governmental and regulatory investigations, related private litigation and ordinary course employment-related issues. From time to time, Bausch + Lomb also initiates or may initiate actions or file counterclaims. Bausch + Lomb could be subject to counterclaims or other suits in response to actions it may initiate. Bausch + Lomb believes that the prosecution of these actions and counterclaims is important to preserve and protect Bausch + Lomb, its reputation and its assets.

On a quarterly basis, Bausch + Lomb evaluates developments in legal proceedings, potential settlements and other matters that could increase or decrease the amount of the liability accrued. As of September 30, 2026, Bausch + Lomb’s Condensed Consolidated Balance Sheets includes accrued current loss contingencies of $21 million related to matters which are both probable and reasonably estimable. For all other matters, unless otherwise indicated, Bausch + Lomb cannot reasonably predict the outcome of these legal proceedings, nor can it estimate the amount of loss, or range of loss, if any, that may result from these proceedings. An adverse outcome in certain of these proceedings could have a material adverse effect on Bausch + Lomb’s business, financial condition and results of operations, and could cause the market price or value of its common shares and/or debt securities to decline.

Antitrust

Generic Pricing Antitrust Litigation

BHC and its subsidiaries, Oceanside Pharmaceuticals, Inc., Bausch Health US, LLC (formerly Valeant Pharmaceuticals North America LLC) (“Bausch Health US”), and Bausch Health Americas, Inc. (formerly Valeant Pharmaceuticals International) (“Bausch Health Americas”) (for the purposes of this paragraph, collectively, the “Company”), are defendants in multidistrict antitrust litigation (“MDL”) entitled In re: Generic Pharmaceuticals Pricing Antitrust Litigation, pending in the U.S. District Court for the Eastern District of Pennsylvania (MDL 2724, 16 MD-2724). Bausch + Lomb Corporation had been named as a defendant in the MDL in one complaint, but this complaint has been amended to remove Bausch + Lomb Corporation and, as a result, Bausch + Lomb Corporation is no longer a party to the MDL. The lawsuits seek damages under federal and state antitrust laws, state consumer protection and unjust enrichment laws and allege that the Company’s subsidiaries entered into a conspiracy to fix, stabilize, and raise prices, rig bids and engage in market and customer allocation for generic pharmaceuticals. The lawsuits, which are brought as putative class actions by direct purchasers, end payers, and indirect resellers, and as direct actions by direct purchasers, end payers, insurers, hospitals, pharmacies, and various Counties, Cities, and Towns, are consolidated into the MDL. The Company has settled some of these lawsuits, while others remain pending. There are also additional, separate complaints which are consolidated in the same MDL that do not name the Company or any of its subsidiaries as a defendant. State of Connecticut, et al. v. Sandoz, Inc., et al., (D. CT, C.A. No. 3:20-00802), in which Bausch Health US and Bausch Health Americas are defendants, has been remanded to and is pending in the U.S. District Court for the District of Connecticut. Bausch Health US and Bausch Health Americas reached an agreement to settle the Connecticut case, which received final court approval, and have been dismissed from the case with prejudice. There are cases pending in the Court of Common Pleas of Philadelphia County and New York State Supreme Court against the Company and other defendants related to the multidistrict litigation. The Company disputes the claims against it and these cases will be defended vigorously.

These lawsuits cover products of both Bausch + Lomb and BHC’s other businesses. It is anticipated that Bausch + Lomb and BHC will split the fees and expenses associated with defending these claims, as well as any potential damages or other liabilities awarded in or otherwise arising from these claims, in the manner set forth in the MSA.

Product Liability

Shower to Shower® Products Liability Litigation

Since 2016, BHC and its affiliates, including Bausch + Lomb, have been named in a number of product liability lawsuits involving the Shower to Shower® body powder product acquired in September 2012 from Johnson & Johnson; due to dismissals, twenty-one (21) of such product liability suits currently remain pending. In three (3) cases pending in the Atlantic County, New Jersey Multi-County Litigation, agreed stipulations of dismissal have been entered by the Court, thus dismissing the Company from those cases. One (1) case was also recently dismissed with prejudice in its entirety for failure of plaintiff to comply with court orders requiring plaintiff fact sheets. Four (4) cases in the federal Multidistrict Litigation have been dismissed for failure to comply with orders requiring Plaintiff Profile Forms and/or for failure to produce evidence of a diagnosis of gynecologic ovarian cancer. Potential liability (including its attorneys’ fees and costs) arising out of these remaining suits is subject to full indemnification obligations of Johnson & Johnson owed to BHC and its affiliates, including Bausch + Lomb, and legal fees and costs will be paid by Johnson & Johnson. Twenty (20) of these lawsuits filed by individual plaintiffs allege that the use of Shower to Shower® caused the plaintiffs to develop ovarian cancer, mesothelioma or breast cancer. The allegations in these cases include failure to warn, design defect, manufacturing defect, negligence, gross negligence, breach of express and implied warranties, civil conspiracy concert in action, negligent misrepresentation, wrongful death, loss of consortium and/or punitive damages. The damages sought include compensatory damages, including medical expenses, lost wages or earning capacity, loss of consortium and/or compensation for pain and suffering, mental anguish anxiety and discomfort, physical impairment and loss of enjoyment of life. Plaintiffs also seek pre- and post-judgment interest, exemplary and punitive damages, and attorneys’ fees. Additionally, two proposed class actions were filed in Canada against BHC and various Johnson & Johnson entities (one in the Supreme Court of British Columbia and one in the Superior Court of Quebec), on behalf of persons who have purchased or used Johnson & Johnson’s Baby Powder or Shower to Shower®. The class actions allege the use of the product increases certain health risks (British Columbia) or

negligence in failing to properly test, failing to warn of health risks, and failing to remove the products from the market in a timely manner (Quebec). The plaintiffs in these actions are seeking awards of general, special, compensatory and punitive damages. On November 17, 2020, the British Columbia court issued a judgment declining to certify a class as to BHC or Shower to Shower®, and at this time no appeal of that judgment has been filed. On December 16, 2021, the plaintiff in the British Columbia class action filed a Second Amended Notice of Civil Claim and Application for Certification, removing BHC as a defendant; as a result, the British Columbia class action is concluded as to BHC.

In October 2021, Johnson & Johnson, through one or more subsidiaries purported to complete a Texas divisional merger with respect to any talc liabilities at Johnson & Johnson Consumer, Inc. (“JJCI”). LTL Management, LLC (“LTL”), the resulting entity of the divisional merger, assumed JJCI’s talc liabilities and thereafter filed for Chapter 11 bankruptcy protection in the U.S. Bankruptcy Court for the Western District of North Carolina, which in November 2021 was transferred to the U.S. Bankruptcy Court for the District of New Jersey (the “New Jersey Bankruptcy Court”). The first bankruptcy case was dismissed on April 4, 2023, after a decision by the Third Circuit Court of Appeals, and LTL re-filed a new Chapter 11 case on the same day. Several motions to dismiss were again filed, and on August 11, 2023, the second Chapter 11 case was dismissed. LTL and certain supporting creditors and tort claimants appealed, and on July 25, 2024, the Third Circuit affirmed the dismissal order, and LTL’s second bankruptcy case was closed. During the pendency of LTL’s bankruptcy cases, the New Jersey Bankruptcy Court extended a preliminary injunction that had stayed substantially all cases subject to the indemnification agreement related to Johnson & Johnson’s talc liability, which injunction was terminated in connection with the bankruptcy case dismissal.

In December 2023, LTL changed its name to LLT Management LLC (“LLT”). In June and July 2024, LLT solicited votes for a new “pre-packaged” Chapter 11 plan, and after the reported successful solicitation of votes to commence the planned bankruptcy, LLT and certain affiliates underwent another corporate restructuring that resulted in two entities, Red River Talc LLC (“Red River”) and Pecos River Talc LLC (“Pecos River”), assuming the talc liabilities of LLT. On September 20, 2024, Red River filed for Chapter 11 bankruptcy protection in the U.S. Bankruptcy Court for the Southern District of Texas (the “Texas Bankruptcy Court”), seeking to resolve all ovarian cancer-related talc claims. On October 21, 2024, the Texas Bankruptcy Court agreed to enter a temporary restraining order and preliminary injunction staying all ovarian cancer-related talc claims at least through December 2024, which it has then extended through March 15, 2025. On December 9, 2024, Red River filed a Second Amended Chapter 11 plan incorporating the settlement with the Talc Claimants’ Committee. A hearing on confirmation of the plan and any objections thereto began on February 18, 2025. Johnson & Johnson has reported that the entity Pecos River will be responsible for resolving all non-ovarian cancer-related talc claims outside of bankruptcy. After the conclusion of the confirmation hearing, on March 31, 2025, the Texas Bankruptcy Court issued a memorandum decision denying confirmation of the plan, ordering the dismissal of Red River’s bankruptcy case and vacating the preliminary injunction. The debtor’s time to appeal has expired. Certain claimants filed motions to reconsider the dismissal of the bankruptcy case. Those motions were denied and the time to appeal has expired.

Red River, Pecos River and Johnson & Johnson continue to have indemnification obligations running to BHC and its affiliates, including Bausch + Lomb, for Shower to Shower® related product liability litigation. It is our expectation that Johnson & Johnson, in accordance with the applicable indemnification agreement, will continue to vigorously defend BHC and Bausch + Lomb in each of the remaining actions, and that BHC and Bausch + Lomb will not incur any material losses with respect to indemnification claims as a result of the divisional merger or the bankruptcy.

General Civil Actions

Doctors Allergy Formula Lawsuit

In April 2018, Doctors Allergy Formula, LLC (“Doctors Allergy”), filed a lawsuit against Bausch Health Americas in the Supreme Court of the State of New York, County of New York, asserting breach of contract and related claims under a 2015 Asset Purchase Agreement, which purports to include milestone payments that Doctors Allergy alleges should have been paid by Bausch Health Americas. Doctors Allergy claims its damages are not less than $23 million. Bausch Health Americas has asserted counterclaims against Doctors Allergy. Bausch Health Americas filed a motion seeking an order granting Bausch Health Americas’ motion for summary judgment on its counterclaims against Doctors Allergy and dismissing Doctors Allergy’s claims against Bausch Health Americas. The motion was fully briefed as of May 2021. The Court held a hearing on the motion on January 25, 2022. On May 12, 2023, the Court issued a Decision and Order denying the motion. On June 14, 2023, Bausch Health Americas filed a Notice of Appeal as to the Decision and Order. On March 13, 2024, Bausch Health Americas filed its appellate brief with the Appellate Division of the New York Supreme Court, First Department, appealing the trial court’s denial of Bausch Health America’s motion for summary judgment. Doctors Allergy filed its answering brief on July 26, 2024, and Bausch Health Americas filed its reply brief on September 13, 2024. The Appellate Division heard oral argument on November 7, 2024. On December 5, 2024, the Appellate Division denied Bausch Health Americas’ appeal as to Doctors Allergy’s second cause of action (breach of contract) and Bausch Health Americas’ counterclaims, but it granted the appeal as to Doctors Allergy’s third cause of action (breach of the implied duty of good faith and fair dealing) and dismissed that claim. On December 13, 2024, the Appellate Division remitted this action back to the trial court and on April 20, 2026,

jury selection began. On May 8, 2026, the jury returned a split verdict on various causes of action, ultimately awarding a monetary judgment in favor of Doctors Allergy. Accordingly, the Company recorded a liability for the estimated loss associated with the judgment, which is reflected in the accompanying condensed consolidated financial statements. On June 1, 2026, Bausch Health Americas submitted its motion for judgment notwithstanding the verdict, which is now fully briefed and remains pending. Bausch Health Americas continues to dispute the claims against it and this lawsuit will be defended vigorously.

Completed or Inactive Matters

The following matters have concluded, have settled, are the subject of an agreement to settle or have otherwise been closed during or prior to the three months ended September 30, 2026 or have been inactive from the Company’s perspective for several fiscal quarters or the Company anticipates that no further material activity will take place with respect thereto. Due to the closure, settlement, inactivity or change in status of the matters referenced below, these matters will no longer appear in the Company’s future public reports and disclosures, unless required or as deemed appropriate. With respect to inactive matters, to the extent material activity takes place in subsequent quarters with respect thereto, the Company will provide updates as required or as deemed appropriate.

U.S. Securities Litigation – New Jersey Declaratory Judgment Lawsuit

On March 24, 2022, BHC and Bausch + Lomb were named in a declaratory judgment action in the Superior Court of New Jersey, Somerset County, Chancery Division, brought by certain individual investors in BHC’s common shares and debt securities who are also maintaining individual securities fraud claims against BHC and certain current or former officers and directors as part of the U.S. Securities Litigation. This action sought a declaratory judgment that alleged transfers of certain BHC assets to Bausch + Lomb would constitute a voidable transfer under the New Jersey Voidable Transactions Act and that Bausch + Lomb would be liable for damages, if any, awarded against BHC in the individual opt-out actions. The declaratory judgment action also alleged that the potential future separation of Bausch + Lomb from BHC by distribution of Bausch + Lomb stock to BHC’s shareholders would leave BHC with inadequate financial resources to satisfy these plaintiffs’ alleged securities fraud damages in the underlying individual opt-out actions. None of the plaintiffs in this declaratory judgment action have obtained a judgment against BHC in the underlying individual opt-out actions and BHC disputes the claims against it in those underlying actions. The underlying individual opt-out actions assert claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (the “Exchange Act”), and certain actions assert claims under Section 18 of the Exchange Act. The allegations in those underlying individual opt-out actions are made against BHC and several of its former officers and directors only and relate to, among other things, allegedly false and misleading statements made during the 2013-2016 time period by BHC and/or failures to disclose information about BHC’s business and prospects, including relating to drug pricing and the use of specialty pharmacies. On March 31, 2022, BHC and Bausch + Lomb removed the declaratory judgment action to the U.S. District Court for the District of New Jersey. On April 29, 2022, Plaintiffs filed a motion to remand. On November 29, 2022, the District Court granted Plaintiffs’ remand motion and the case was remanded to the New Jersey Superior Court Chancery Division. On December 8, 2022, Plaintiffs filed a proposed Order to Show Cause and motion for a preliminary injunction and sought interim relief including expedited discovery. On December 13, 2022, the Court denied Plaintiffs’ proposed Order to Show Cause and stayed discovery pending the resolution of BHC’s and Bausch + Lomb’s forthcoming motions to dismiss, while instructing BHC to provide certain notice to Plaintiffs of the intended completion of a potential future distribution referenced above under certain circumstances. On December 22, 2022, Plaintiffs filed an amended complaint which, among other things, added claims seeking injunctive relief. On January 11, 2023, BHC and Bausch + Lomb moved to dismiss the amended complaint. Briefing was complete on February 24, 2023, and the motion to dismiss was heard on March 3, 2023. On April 3, 2023, the Court issued a decision granting in part and denying in part the motion to dismiss. In early August 2025, a settlement was reached and, on August 29, 2025, the Court issued an order staying this action pending satisfaction of certain conditions to that settlement. The case was dismissed with prejudice in January 2026.

Intellectual Property - Vyzulta and Lotemax SM Patent Litigation

In connection with the Vyzulta® and Lotemax® SM products, the Company previously commenced infringement proceedings against potential generic competitors in the U.S. In connection with Vyzulta®, three matters have been resolved and dismissed. In connection with Lotemax® SM, one matter resulted in a four-day bench trial starting January 13, 2025 and the case was dismissed without prejudice on January 5, 2026; another matter was filed in the U.S. District Court for the District of New Jersey and was dismissed without prejudice on March 18, 2026.

Intellectual Property Matters – Lumify Patent Litigation

On August 16, 2021, Bausch & Lomb Incorporated (“B&L Inc.”) received a Notice of Paragraph IV Certification from Slayback Pharma LLC (“Slayback”), in which Slayback asserted that certain U.S. patents, each of which is listed in the FDA’s Orange Book for Lumify® (brimonidine tartrate solution) drops (the “Lumify Patents”), are either invalid,

unenforceable and/or will not be infringed by the commercial manufacture, use or sale of Slayback’s generic drops, for which an Abbreviated New Drug Application (“ANDA”) has been filed by Slayback. B&L Inc., through its affiliate Bausch + Lomb Ireland Limited, exclusively licenses the Lumify Patents from Eye Therapies, LLC (“Eye Therapies”). On September 10, 2021, B&L Inc., Bausch + Lomb Ireland Limited and Eye Therapies filed suit in the U.S. District Court for the District of New Jersey against Slayback pursuant to the Hatch-Waxman Act, alleging infringement by Slayback of one or more claims of the Lumify Patents (the “Slayback Lawsuit”), thereby triggering a 30-month stay of the approval of the Slayback ANDA. Since then, U.S. Patent No. 9,259,425 has been dismissed from the case.

On May 15, 2023, the United States Patent & Trademark Office’s Patent Trial and Appeal Board (the “PTAB”) issued a Final Written Decision, finding all claims of U.S. Patent No. 8,293,742 unpatentable (IPR2022-00142). This decision was appealed to the United States Court of Appeals for the Federal Circuit (the “Federal Circuit”). The Federal Circuit issued its opinion on June 30, 2025, which reversed the PTAB’s claim construction of certain limitation, vacated its obviousness finding, and remanded for further proceedings.

Furthermore, two additional patents (U.S. Patent Nos. 11,596,600 and 11,833,245) have issued and been listed in the Orange Book as related to Lumify®. Lawsuits alleging infringement of these patents were filed in the U.S. District Court for the District of New Jersey against Slayback and its licensees, Dr. Reddy’s Laboratories S.A. and Dr. Reddy’s Laboratories, Inc. (collectively, “DRL”) (the “DRL Lawsuits”). The Slayback Lawsuit and DRL Lawsuits were subsequently consolidated into one district court action before the U.S. District Court for the District of New Jersey (3:21-cv-16766-RK-RLS). On December 15, 2023, B&L Inc., Bausch + Lomb Ireland Limited, and Eye Therapies filed a Motion for a Preliminary Injunction requesting the court to enjoin any infringing activities by DRL and a hearing was held in January 2024. On May 10, 2024, the Court denied Plaintiffs’ Motion, finding that Plaintiffs had not proven that they would be “irreparably harmed” absent a preliminary injunction.

Additionally, on December 18, 2023, B&L Inc., Bausch + Lomb Ireland Limited, and Eye Therapies amended its complaint in the consolidated district court action to add claims for copyright infringement, as well as claims under the Lanham Act, including trademark and trade dress infringement. DRL subsequently petitioned for inter partes review (“IPR”) of U.S. Patent Nos. 11,596,600 and 11,833,245 and the PTAB instituted both petitions (IPR2024-00467 and IPR2024-00563). Oral argument was held before the PTAB on May 13, 2025.

On July 9, 2025, settlement was reached with DRL and B&L Inc., Bausch + Lomb Ireland Limited, Eye Therapies and DRL entered into a settlement agreement effective as of July 9, 2025, providing for, among other things, a market entry date of June 30, 2027 (or earlier subject to certain acceleration clauses) for DRL’s generic drops. On July 14, 2025, the consolidated district court action (3:21-cv-16766-RK-RLS) was dismissed without prejudice and on July 22, 2025, the PTAB terminated IPR2024-00467 and IPR2024-00563. On August 13, 2025, the PTAB terminated IPR2022-00142 following remand from the Federal Circuit.

On March 28, 2025, B&L Inc. received a Notice of Paragraph IV Certification from Somerset Therapeutics, LLC (“Somerset”), in which Somerset asserted that U.S. Patent Nos. 8,293,742, 9,259,425, 11,596,600 and 11,833,245, each of which is listed in the FDA’s Orange Book for Lumify® (brimonidine tartrate solution) drops, are either invalid, unenforceable and/or will not be infringed by the commercial manufacture, use or sale of Somerset’s generic drops, for which an ANDA has been filed by Somerset. On April 28, 2025, B&L Inc., Bausch + Lomb Ireland Limited and Eye Therapies filed suit against Somerset and certain affiliates pursuant to the Hatch-Waxman Act, alleging infringement by Somerset of one or more claims of such Lumify Patents, thereby triggering a 30-month stay of the approval of the Somerset ANDA. The case was dismissed on January 12, 2026.

On April 25, 2025, B&L Inc. and Bausch + Lomb Ireland Limited received a Notice of Paragraph IV Certification from Gland Pharma Limited (“Gland”), in which Gland asserted that U.S. Patent Nos. 8,293,742, 9,259,425, 11,596,600 and 11,833,245, each of which is listed in the FDA’s Orange Book for Lumify® (brimonidine tartrate solution) drops, are either invalid, unenforceable and/or will not be infringed by the commercial manufacture, use or sale of Gland’s generic drops, for which an ANDA has been filed by Gland. On April 28, 2025, B&L Inc., Bausch + Lomb Ireland Limited and Eye Therapies filed suit against Gland pursuant to the Hatch-Waxman Act, alleging infringement by Gland of one or more claims of such Lumify Patents, thereby triggering a 30-month stay of the approval of the Gland ANDA. A stipulation and order of dismissal was entered by the court on December 23, 2025.

On November 6, 2025, B&L Inc. and Bausch + Lomb Ireland Limited received a Notice of Paragraph IV Certification from Granules India Ltd. (“Granules”), in which Granules asserted that U.S. Patent Nos. 8,293,742, 9,259,425, 11,596,600 and 11,833,245, each of which is listed in the FDA’s Orange Book for Lumify® (brimonidine tartrate solution) drops, are either invalid, unenforceable and/or will not be infringed by the commercial manufacture, use or sale of Granules’ generic drops, for which an ANDA has been filed by Granules. On December 9, 2025, B&L Inc., Bausch + Lomb Ireland Limited and Eye Therapies filed suit against Granules pursuant to the Hatch-Waxman Act, alleging infringement by Granules of one or more

claims of such Lumify Patents, thereby triggering a 30-month stay of the approval of the Granules ANDA. A consent judgment was entered by the court on April 1, 2026, and the matter was dismissed.

Generic Pricing Antitrust Litigation (Resolved)

In addition to the matter described above under “Generic Pricing Antitrust Litigation”, BHC and certain U.S. and Canadian subsidiaries (for the purposes of this paragraph, collectively the “Company”) were also named as defendants in a proposed class proceeding entitled Kathryn Eaton v. Teva Canada Limited, et al. in the Federal Court in Toronto, Ontario, Canada (Court File No. T-607-20). The plaintiff sought to certify a proposed class action on behalf of persons in Canada who purchased generic drugs in the private sector, alleging that the Company and other defendants violated the Competition Act by conspiring to allocate the market, fix prices, and maintain the supply of generic drugs, and seeking damages under federal law. The proposed class action contained similar allegations to the In re: Generic Pharmaceuticals Pricing Antitrust Litigation pending in the U.S. Court for the Eastern District of Pennsylvania. On February 20, 2026, the Canadian court declined to certify the action and dismissed the action against the Company. The deadline for the filing of an appeal has passed with no appeal filed.

17.SEGMENT INFORMATION

Reportable Segments

The Company’s interim Chief Executive Officer (“CEO”), who is the Company’s Chief Operating Decision Maker, manages the business through three operating segments, consistent with how the Company’s interim CEO: (i) assesses operating performance on a regular basis, (ii) makes resource allocation decisions and (iii) designates responsibilities of his direct reports. The Company operates in the following operating segments, which also qualify as reportable segments: (i) Vision Care, (ii) Pharmaceuticals and (iii) Surgical. These segments are generally determined based on the decision-making structure of Bausch + Lomb and the grouping of similar products and services.

•The Vision Care segment consists of: (i) sales of contact lenses that span the spectrum of wearing modalities, including daily disposable and frequently replaced contact lenses, and (ii) sales of contact lens care products, OTC eye drops that address various conditions, including eye allergies, conjunctivitis, dry eye and redness relief, and eye vitamin and mineral supplements.

•The Pharmaceuticals segment consists of sales of a broad line of proprietary and generic pharmaceutical products for post-operative treatments and the treatment of a number of eye conditions, such as glaucoma, eye inflammation, ocular hypertension, dry eyes and retinal diseases.

•The Surgical segment consists of sales of medical device equipment, consumables and technologies for the treatment of cataracts, corneal, vitreous, retinal and refractive eye conditions, which includes IOLs and delivery systems, phacoemulsification equipment and other surgical instruments and devices necessary for ophthalmic surgery.

The Company’s Chief Operating Decision Maker uses segment profit to assess operating performance and make resource allocation decisions for each of its segments. Segment profit is based on operating income after the elimination of intercompany transactions. Certain costs, such as Amortization of intangible assets, and Other expense, net, are not included in the measure of segment profit, as management excludes these items in assessing segment financial performance.

Corporate includes the finance, treasury, certain research and development programs, tax and legal operations of Bausch + Lomb’s businesses and incurs certain expenses, gains and losses related to the overall management of Bausch + Lomb, which are not allocated to the other business segments. In assessing segment performance and managing operations, management does not review segment assets. Furthermore, a portion of share-based compensation is considered a corporate cost, since the amount of such expense depends on company-wide performance rather than the operating performance of any single segment.

Segment Revenues and Profit

Segment revenues and profits for the three and nine months ended September 30, 2026 and 2025 were as follows:


	Vision Care		Pharmaceuticals		Surgical		Total
	Three Months Ended September 30,
(in millions)	2026		2025		2026		2025	2026		2025	2026		2025
Revenues
Product Sales	$	773			$	734		$	366		$	329			$	232		$	214	$	1,371		$	1,277
Other Revenues	1			2			1		1		2			1			4		4
	774			736			367		330		234			215			1,375		1,281

Expenses
Cost of goods sold (excluding amortization and impairments of intangible assets)	281			279			88		106		116			124
Cost of other revenues	—			—			1		1		—			—
Selling, general and administrative	240			225			127		132		77			72
Research and development	9			15			17		15		9			11
Segment Profit	$	244			$	217		$	134		$	76			$	32		$	8	410		301
Corporate											(168)			(153)
Amortization of intangible assets											(57)			(68)
Other (expense) income, net											(30)			15
Operating income											155			95
Interest income											2			3
Interest expense											(95)			(101)
Loss on extinguishment of debt											—			3
Foreign exchange and other											(4)			(3)
Income (loss) before provision for income taxes											$	58			$	(3)



	Vision Care		Pharmaceuticals		Surgical		Total
	Nine Months Ended September 30,
(in millions)	2026		2025		2026		2025	2026		2025	2026		2025
Revenues
Product Sales	$	2,262			$	2,139		$	1,024		$	902			$	713		$	641	$	3,999		$	3,682
Other Revenues	7			6			2		4		5			4			14		14
	2,269			2,145			1,026		906		718			645			4,013		3,696

Expenses
Cost of goods sold (excluding amortization and impairments of intangible assets)	843			820			255		303		396			390
Cost of other revenues	—			—			2		4		—			—
Selling, general and administrative	715			689			414		439		230			218
Research and development	36			34			66		36		34			34
Segment Profit	$	675			$	602		$	289		$	124			$	58		$	3	1,022		729
Corporate											(499)			(497)
Amortization of intangible assets											(171)			(202)
Other expense, net											(81)			(29)
Operating income											271			1
Interest income											10			9
Interest expense											(285)			(323)
Loss on extinguishment of debt											(1)			(6)
Foreign exchange and other											(12)			(11)
Loss before provision for income taxes											$	(17)			$	(330)

Revenues by Segment and by Product Category

Revenues by segment and product category were as follows:


	Vision Care		Pharmaceuticals		Surgical		Total
	Three Months Ended September 30,
(in millions)	2026		2025		2026		2025	2026		2025	2026		2025
Pharmaceuticals	$	1			$	1		$	318		$	279			$	—		$	—	$	319	$	280
Devices	285			270			—		—		232			214			517		484
OTC	477			454			—		—		—			—			477		454
Branded and Other Generics	10			9			48		50		—			—			58		59
Other revenues	1			2			1		1		2			1			4		4
	$	774			$	736		$	367		$	330			$	234		$	215	$	1,375	$	1,281

	Nine Months Ended September 30,
	2026		2025		2026		2025	2026		2025	2026		2025
Pharmaceuticals	$	3			$	3		$	882		$	759			$	—		$	—	$	885	$	762
Devices	808			763			—		—		713			641			1,521		1,404
OTC	1,418			1,344			—		—		—			—			1,418		1,344
Branded and Other Generics	33			29			142		143		—			—			175		172
Other revenues	7			6			2		4		5			4			14		14
	$	2,269			$	2,145		$	1,026		$	906			$	718		$	645	$	4,013	$	3,696

The top ten products/franchises represented 57% and 55% of total revenues for the nine months ended September 30, 2026 and 2025, respectively.

18.SUBSEQUENT EVENTS

Chief Executive Officer Transition and Separation Agreement

On October 12, 2026 (the “Transition Date”), the Company announced the appointment of Thomas J. Appio as interim Chief Executive Officer of the Company, effective as of the Transition Date. Brent Saunders, former Chief Executive Officer of the Company and a member of the Company’s Board, and the Board mutually agreed to Mr. Saunders’ departure from the Company, effective as of the Transition Date. In connection with his departure, Mr. Saunders also ceased serving on the Board effective as of the Transition Date. As part of the separation agreement between the Company and Mr. Saunders, dated as of October 11, 2026, (the “Separation Agreement”), Mr. Saunders will receive a lump-sum cash payment of approximately $75 million in the aggregate, that will be payable in accordance with the Separation Agreement. Pursuant to the Separation Agreement, all of Mr. Saunders’ outstanding equity and equity-based incentive awards, whether vested or unvested, under the Company’s 2022 Omnibus Incentive Plan, were forfeited and cancelled effective upon entering into the Separation Agreement. As the Separation Agreement was entered into subsequent to September 30, 2026, the accompanying condensed consolidated financial statements do not reflect any amounts related to the Separation Agreement.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

INTRODUCTION

Unless the context otherwise indicates, as used in this “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” the terms “we,” “us,” “our,” “Bausch + Lomb,” the “Company,” and similar terms refer to Bausch + Lomb Corporation and its subsidiaries. This “Management’s Discussion and Analysis of Financial Condition and Results of Operations” has been updated through October 28, 2026 and should be read in conjunction with the unaudited interim Condensed Consolidated Financial Statements and the related notes included elsewhere in this Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2026 (this “Form 10-Q”). The matters discussed in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contain certain forward-looking statements within the meaning of Section 27A of The Securities Act of 1933, as amended (the “Act”), and Section 21E of The Securities Exchange Act of 1934, as amended, and that may be forward-looking information within the meaning defined under applicable Canadian securities laws (collectively, “Forward-Looking Statements”). See “Forward-Looking Statements” at the end of this discussion.

Our accompanying unaudited interim Condensed Consolidated Financial Statements as of September 30, 2026 and for the three and nine months ended September 30, 2026 and 2025 have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules and regulations of the United States Securities and Exchange Commission (the “SEC”) for interim financial statements, and should be read in conjunction with our Consolidated Financial Statements for the year ended December 31, 2025, which were included in our Annual Report on Form 10-K filed with the SEC and the Canadian Securities Administrators (the “CSA”) on February 18, 2026 (the “Annual Report”). In our opinion, the unaudited interim Condensed Consolidated Financial Statements reflect all adjustments, consisting of normal and recurring adjustments, necessary for a fair statement of the financial condition, results of operations and cash flows for the periods indicated. Additional Company information is available on SEDAR+ at www.sedarplus.com and on the SEC website at www.sec.gov. All currency amounts are expressed in U.S. dollars, unless otherwise noted. Certain defined terms used herein have the meaning ascribed to them in the accompanying unaudited interim Condensed Consolidated Financial Statements as of September 30, 2026 and for the three and nine months ended September 30, 2026 and 2025.

OVERVIEW

Bausch + Lomb is a leading global eye health company dedicated to protecting and enhancing the gift of sight for millions of people around the world—from the moment of birth through every phase of life. Our mission is simple, yet powerful: helping you see better, to live better. Bausch + Lomb develops, manufactures and markets a range of products, primarily in the areas of eye health, which are marketed directly or indirectly in approximately 100 countries. As a fully integrated eye health business, Bausch + Lomb has a comprehensive portfolio of approximately 400 products, which includes an established line of contact lenses, intraocular lenses (“IOLs”) and other medical devices, surgical systems and devices, vitamin and mineral supplements, lens care products, prescription eye-medications and other consumer products that positions us to compete in all areas of the eye health market.

Bausch + Lomb is a subsidiary of Bausch Health Companies Inc. (“BHC”), with BHC holding, directly or indirectly, approximately 87% of the issued and outstanding common shares of Bausch + Lomb, as of October 21, 2026. On August 6, 2020, BHC announced its plan to separate our eye health business into an independent publicly traded entity, separate from the remainder of BHC (the “Separation”).

We understand that BHC continues to evaluate all relevant factors and considerations relating to its investment in Bausch + Lomb, including any completion of the full Separation. However, there can be no assurance that the Separation will be consummated, the form any such consummated Separation would take or that, even if consummated, we will realize the anticipated benefits from the Separation.

Reportable Segments

Our portfolio of products falls into three operating and reportable segments: (i) Vision Care, (ii) Pharmaceuticals and (iii) Surgical.

The Vision Care segment—includes both our contact lens and consumer eye care businesses.

Our contact lens portfolio spans the spectrum of wearing modalities, including daily disposable and frequently replaced contact lenses, and contact lenses that are indicated for therapeutic use and that can also provide optical correction during healing, if required. In particular, our Vision Care contact lens portfolio includes our Bausch + Lomb INFUSE® (silicone hydrogel (“SiHy”)) daily disposable contact lenses, Biotrue® ONEday daily disposables, PureVision® SiHy contact lenses, SofLens® daily disposables and Bausch + Lomb ULTRA® contact lenses.

Our consumer eye care business consists of contact lens care products, over-the-counter (“OTC”) eye drops that address various conditions, including eye allergies, conjunctivitis, dry eye and redness relief, and eye vitamins and mineral supplements. Within our consumer eye care business, our lens care product portfolio includes Biotrue® and Renu® multipurpose solutions and Boston® cleaning and conditioning solutions, our eye drops include Lumify®, Soothe®, Artelac®, Alaway® and Mioclear® and our eye vitamins include PreserVision® and Ocuvite®.

The Pharmaceuticals segment—consists of a broad line of proprietary and generic pharmaceutical products for post-operative treatments and treatments for a number of eye conditions, such as glaucoma, eye inflammation, ocular hypertension, dry eyes and retinal diseases. Key proprietary pharmaceutical brands are MIEBO®, XIIDRA®, Vyzulta®, Lotemax®, Prolensa® and Minims®.

The Surgical segment—consists of medical device equipment, consumables and technologies for the treatment of cataracts, corneal, vitreous retinal and refractive eye conditions, which includes IOLs and delivery systems, phacoemulsification equipment and other surgical instruments and devices necessary for cataract surgery. Key surgical brands include Akreos®, AMVISC®, IC-8 Apthera®, Crystalens® IOLs, enVista® IOLs, Eyetelligence® Surgical Planning Software, Millennium®, Stellaris Elite® vision enhancement system, Synergetics®, ClearVisc®, StableVisc®, Storz® ophthalmic instruments, VICTUS® femtosecond laser, Teneo®, Eyefill® and Zyoptix®.

Product Development

Our team of approximately 900 dedicated Research and Development (“R&D”) employees is focused on advancing our pipeline and identifying new product opportunities and we believe we have a significant innovation opportunity today. We have a robust global pipeline with projects in various stages of pre-clinical and clinical development, including new contact lenses for myopia, next-generation cataract equipment, premium IOLs, investigational treatments for dry eye, novel formulation for eye vitamins and preservative free formulation of eye drops, among others, that are designed to grow our portfolio and accelerate future growth.

Our internal R&D organization focuses on the development of products through robust bench testing that is designed to comply with international standards and through clinical trials. Certain of our key pipeline products are listed below.

Vision Care

•Lumify® Franchise – An OTC redness reliever eye drop that significantly reduces redness to help eyes look whiter and brighter, revealing eyes’ natural beauty. To date, we have launched and acquired the right to launch Lumify® in various countries. A new line extension formulation, Lumify® Preservative Free, was launched in the first quarter of 2025. In addition, the Company has completed a Lumify® next generation (\"Lumify NXTTM\" (formerly Lumify Luxe)) development program, for which a Phase 3 study met all primary and secondary endpoints and for which the New Drug Application (“NDA”) has been submitted and approval is anticipated in the first half of 2027.

•Blink® Franchise – During June 2024, we expanded our over-the-counter dry eye portfolio with the launch of Blink® NutriTears®, a clinically proven OTC nutritional supplement that targets the key root causes of dry eyes, promotes healthy tear production and provides noticeable relief of eye dryness symptoms. In June 2025, the Company launched Blink® Boost preservative free lubricating eye drops in the U.S. and, in March 2026, we launched a preservative-free lipid-based formulation of our Blink Triple Care® product.

•PreserVision AREDS3TM Eye Vitamins – We have developed PreserVision AREDS3TM, a next-generation eye vitamin formulation, in an effort to expand our eye vitamins portfolio. PreserVision AREDS3TM formula was launched in the first half of 2026.

•Bioactive Lens – We are developing a new bioactive contact lens incorporating bioactive hyaluronic acid hydrogel, a novel material design for daily disposable contact lens. Internal clinical studies have been ongoing, and we have completed the first external clinical study. The second external study is expected to start in the first half of 2027.

•Myopia Control Contact Lens – A multi-year study has begun for a Myopia control contact lens. We expect the U.S. registration clinical study to start in the second half of 2026.

•DD SiHy Lens - A second daily disposable SiHy lens designed for affordable innovation being developed leveraging our existing manufacturing platform.

•FRP SiHy - A new premium planned replacement SiHy lens being developed with a focus on providing unsurpassed comfort throughout the month.

Pharmaceuticals

•Dual-Action Lifitegrast – We are developing the first dual-action therapeutic to address evaporative and inflammatory dry eye. Phase 2b data provided a clear path forward, and we are advancing the dual-action eye drop into Phase 3 development.

•Ocular Pain – We are developing a first-in-class neurosensory agent therapy for ocular surface pain. We have completed the Phase 1 study, and Phase 2 results are anticipated in the second half of 2026.

•Glaucoma Neuroprotection – We were in the process of developing the first glaucoma therapy to lower intraocular pressure and improve visual function. However, Phase 2 results were received in July 2026, and the study did not achieve its primary endpoint. Based on the totality of the data, the Company has decided not to advance the program in this indication as a topical eye drop.

Surgical

•enVista® – We are expanding our portfolio of premium IOLs built on the enVista® platform with the following:

◦enVista Aspire® monofocal and toric IOLs with Intermediate Optimized optics. These IOLs launched in the U.S. in October 2023 and in Europe and Canada in 2025.

◦enVista Envy® trifocal IOLs. These IOLs launched in Canada, the U.S., Europe and Hong Kong, and rollouts into additional geographies are expected.

◦enVista BeyondTM extended depth of focus (“EDOF”). The Company recently received topline results, and is conducting a comprehensive review of the data. enVista BeyondTM is anticipated to launch in the U.S. in 2027.

•LuxLife® – We are expanding our portfolio of premium IOLs built on the “Lux” platform with the LuxLife® Trifocal IOL with two options, non-Toric and Toric for astigmatic patients. The European launch of this product is in process.

•ELIOS® – In December 2024, we acquired Elios Vision, Inc. (“Elios Vision”). Elios Vision, a privately held company, is the developer of the ELIOS® procedure, the first clinically validated, minimally invasive glaucoma surgery procedure using an excimer laser. The U.S. launch of this product is anticipated by the end of 2026 and we expect this acquisition to then bolster the Company’s glaucoma treatment portfolio.

•SeeNovaTM – We are developing the next generation ophthalmic microsurgical system for Anterior, Posterior and Combined segment surgeries. US and EU releases are anticipated in 2028.

•SeeLyraTM – Femtosecond laser assisted cataract surgery system with integration of phaco components. European CE Mark was obtained in September 2026 and 510k submission is anticipated, with approval anticipated by the end of 2026.

We also have a number of other pipeline products that we are in the process of developing. In addition to internal development, we continuously search for new product opportunities through strategic licensing agreements and acquisitions, that, if successful, will allow us to leverage our commercial footprint and supplement our existing product portfolio and address specific unmet needs in the market.

Business Trends

In addition to the actions previously outlined, the events described below have affected and may affect our business trends. The matters discussed in this section contain Forward-Looking Statements. Please see “Forward-Looking Statements” for additional information.

Geopolitical Conflicts

In February 2022, Russia invaded Ukraine. As military activity and sanctions against Russia, Belarus and specific areas of Ukraine have continued, the war has continued to affect economic and global financial markets and placed further pressure on ongoing economic challenges, including issues such as inflation and global supply-chain disruption.

The imposed U.S. and European Union (“EU”) sanctions and export controls against Russia and Belarus temporarily impacted our ability to distribute certain products to Russia and Belarus. However, in response to these sanctions, we obtained licenses, or other applicable governmental authorizations, necessary to allow us to sell the applicable currently sanctioned products in each of these countries. To date, the challenges associated with the Russia-Ukraine War and related sanctions from the U.S., EU and elsewhere have not yet had a material impact on our operations; although, we continue to review recent and proposed sanctions imposed by the EU, U.S. and others to assess their impact on our operations. Our revenues attributable to Russia, Ukraine and Belarus, in the aggregate, were approximately 3% of our total revenues for both

the nine months ended September 30, 2026 and year ended December 31, 2025. In addition, we do not have any research or manufacturing facilities in Russia, Ukraine or Belarus.

The conflict between Israel and Hamas began during October 2023 and expanded to include other countries and militant groups, including Iran. Commencing in February 2026, the conflict further escalated and the U.S. and Israel began launching ongoing missile strikes against Iran, which launched counter strikes against various targets in the region. While certain ceasefire or de-escalation efforts have been announced, the conflict remains ongoing. Our revenues attributable to the impacted regions for the nine months ended September 30, 2026 and year ended December 31, 2025 were approximately 2% of our total revenues in each period. Sales in Iran are covered by a general Office of Foreign Assets Control license.

While we have been monitoring these conflicts (including the potential macroeconomic impact of such conflicts), and will continue to do so as these conflicts continue to evolve, we are unable to predict the impact of these conflicts on the Company’s business, both in the impacted regions and generally.

For a further discussion of these and other risks relating to our international business, see “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations- Business Trends” of our Annual Report.

Global Trade and Tariff Environment

The Company is monitoring ongoing policy changes being made by the Trump administration, including those related to existing trade agreements and the actual or threatened imposition and implementation of new tariffs and the counter-duties, counter-tariffs and/or other counter-measures threatened or implemented in response by other countries. Some of these policies have targeted countries in which we do business and some policies target the sectors in which we do business, including the recent Presidential proclamation which imposes a one hundred percent (100%) tariff on patented pharmaceutical products and associated pharmaceutical ingredients, subject to certain exemptions for certain countries and certain companies. Given the international scope of our operations and breadth of our product portfolio, any sanctions, export controls, tariffs, trade wars and other governmental actions could have an adverse effect on our business, financial condition, cash flows and results of operations. Similarly, adverse economic and geopolitical conditions impacting our customers in these countries or uncertainty about global economic conditions or the geopolitical environment could result in purchases of our products to decline, which would adversely affect our revenues and operating results and could also cause a decline in our share price.

As of the date of this filing, the current state of recent tariffs, counter-tariffs and other trade restrictions is fluid and continuously evolving; however, the Company is monitoring the situation and believes that, building on its existing revenue stream from products manufactured in-country (which in certain key regions, such as the U.S. and EU, represent a significant portion of the overall revenue), it has certain potential actions that could be taken in response to such tariffs, counter-tariffs and other trade restrictions to help to mitigate their overall impact to the Company and its business. These actions may include strategic inventory stocking, leveraging its global footprint to shift manufacturing and optimizing existing capacity to in-source manufacturing.

Additionally, on February 20, 2026 the U.S. Supreme Court issued a decision invalidating tariffs imposed under the International Emergency Economic Powers Act (“IEEPA”). In response to the U.S. Supreme Court’s decision, new Executive Orders were announced aimed at restructuring U.S. tariff policy and exploring alternative statutory authorities under which to impose or maintain tariffs. On March 4, 2026, the U.S. Court of International Trade (“CIT”) ordered the U.S. Customs and Border Protection (“CBP”) to liquidate (meaning calculate and finalize) and, where applicable, reliquidate, or correct, certain import entries without regard to duties imposed under the IEEPA. The CIT order provides relief for entries affected by IEEPA tariffs, and, on April 20, 2026, the CBP opened the Consolidated Administration and Processing of Entries portal to facilitate the submission and processing of IEEPA duty refund claims. During the nine months ended September 30, 2026, we received approximately $15 million of recoveries related to previously paid tariffs, of which approximately $14 million were received during the three months ended September 30, 2026. We continue to evaluate the impact of these developments on our business, financial condition, cash flows and results of operations.

See the section entitled “Risk Factors” included in our Annual Report, for additional information on the risks associated with tariffs.

Regulatory Compliance of Bausch + Lomb Facilities

In the normal course of business, our products, devices and facilities are the subject of ongoing oversight and review by regulatory and governmental agencies, including general, for cause and pre-approval inspections by the FDA. In June 2026, following a routine FDA inspection of our Tampa, Florida facility, as part of its findings, the FDA issued an Official Action Indicated (“OAI”) of our Tampa, Florida facility. We submitted to the FDA a response to the initial inspection and a subsequent response to the OAI, in connection with which we fully completed all comprehensive corrective and preventive

actions raised therewith. Subsequently, in September 2026, we received a warning letter from the FDA in connection with this matter. We have submitted our response to the FDA in connection with the warning letter, and we are in the process of completing the corrective and preventive actions raised. We have also requested a meeting with the FDA and are awaiting a response from the FDA. The Warning Letter does not require the Tampa facility to cease manufacturing operations and does not require a product recall, withdrawal or other market action. The Tampa facility continues to manufacture, release and distribute product and management does not anticipate any interruption to product supply and remains confident in the quality and safety of products manufactured at the Tampa facility.

Global Minimum Corporate Tax Rate

On October 8, 2021, the Organisation for Economic Co-operation and Development (“OECD”)/G20 inclusive framework on Base Erosion and Profit Shifting (the “Inclusive Framework”) published a statement updating and finalizing the key components of a two-pillar plan on global tax reform. The Inclusive Framework plan has now been agreed to by more than 140 OECD members, including several countries which did not agree to the initial plan. Under Pillar One, a portion of the residual profits of multinational businesses with global turnover above €20 billion and a profit margin above 10% will be allocated to market countries where such allocated profits would be taxed. Under Pillar Two, the Inclusive Framework has agreed on a global minimum corporate tax rate of 15% for companies with revenue above €750 million, calculated on a country-by-country basis. While many countries have adopted some or all aspects of these rules, some countries have not adopted any or all of them, and many interpretive questions remain that are expected to be addressed in future guidance. On June 20, 2024, Canada enacted the Global Minimum Tax Act (“GMTA”) that adopted certain components of Pillar Two. The GMTA is generally aligned with the model rules proposed by the OECD.

The United States did not announce plans to enact the tax measures under the two-pillar plan. On January 20, 2025, the Trump administration issued an executive order declaring the Inclusive Framework has no force or effect in the U.S. absent congressional action, and directing the U.S. Department of Treasury to: (i) investigate whether any non-U.S. countries are not in compliance with any U.S. tax treaty or have implemented or are likely to implement tax rules that are extraterritorial or disproportionately affect U.S. companies, which may include actions or taxes imposed under Pillar One or Pillar Two, and (ii) develop options for “protective measures” in response to any such noncompliance or tax rules. On June 28, 2025, the United States and the rest of the G7 countries announced an agreement that would, in principle, exclude U.S. parented groups from certain taxes under Pillar Two and address certain risks of base erosion and profit shifting. In January 2026, the OECD published the “side by side” arrangement package to implement this exclusion. In September, 2026, the Inclusive Framework released further guidance and an updated GloBE Information Return to incorporate the simplifications included in the \"side by side\" arrangement package. However, we cannot predict whether the United States will adopt any other protective measures including with respect to any taxes imposed under Pillar One, or whether or how any non-U.S. countries may change their tax laws, including with respect to taxes imposed under Pillar One or Pillar Two, in response to the executive order, the “side by side” arrangement described above, or otherwise. It is possible that any changes in United States. or non-U.S. tax law could have a material adverse effect on our future tax liabilities and our effective tax rate.

While many jurisdictions in which the Company operates have adopted the global minimum tax provision of Pillar Two effective for tax years beginning in January 2024, the Company has concluded that there is minimal impact to its 2026 tax rate due to the accounting for the tax effects of intercompany transactions. The Company expects that there is risk that the impact of the global minimum tax and other changes in tax law in jurisdictions in which it operates may eventually result in an increase to its overall effective tax rate.

U.S. Legislative Changes

On July 4, 2025, President Trump signed into law H.R. 1, the One Big Beautiful Bill Act (the “OBBBA”). The effects of this legislation for the Company include extending and modifying certain key Tax Cuts & Jobs Act provisions (both domestic and international). The corporate tax rate remains unchanged but bonus depreciation, domestic R&D expensing, and an adjustment to the interest deduction limitation were retroactive to January 2025. The OBBBA makes additional changes to international tax provisions, including substantive changes to existing global intangible low-taxed income (GILTI), foreign-derived intangible income (FDII), and base erosion and anti-abuse tax (BEAT) provisions. These changes are effective for taxable years after 2025. The Company continues to evaluate the impact of the enactment of the OBBBA, but has determined that, as of September 30, 2026, it should not have a material impact on the Company’s consolidated financial statements.

Health Care Reform

The U.S. federal and state governments continue to propose and pass legislation designed to regulate the health care industry. Under the former Biden administration, many of these changes focused on health care cost containment, which resulted in pricing pressures relating to the sales and reimbursements of health care products and could result in legislative and regulatory changes that may negatively impact our businesses. We are monitoring potential health care-related legislative and regulatory changes that may be proposed and passed or otherwise pursued under the Trump administration.

In addition, we continue to face various proposed health care pricing changes and regulations from governments throughout the world in locations in which we operate our business. These proposed changes may also continue to result in pricing pressures relating to sales, promotions and reimbursement of our product portfolio.

We continually review newly enacted and proposed U.S. federal and state legislation, as well as proposed rulemaking and guidance published by the U.S. Department of Health and Human Services, the FDA and applicable foreign governments in locations in which we operate; however, at this time, it is unclear the effect these matters may have on our businesses.

Generic Competition and Loss of Exclusivity

Certain of our products face the expiration of their patent or regulatory exclusivity over the next five years, following which we anticipate generic competition of these products. Following a loss of exclusivity (“LOE”) of and/or generic competition for a product, we would anticipate that product sales for such product would decrease significantly shortly following the LOE or entry of a generic competitor. Where we have the rights, we may elect to launch an authorized generic (“AG”) of such product (either ourselves or through a third party) prior to, upon or following generic entry, which may mitigate the anticipated decrease in product sales.

While we expect our risk of LOE to be limited over the next five years, this could change based on, among other things, successful challenge to our patents, settlement of existing or future patent litigation and at-risk generic launches. We believe the entry into the market of generic competition generally would have an adverse impact on the volume and/or pricing of the affected products, however we are unable to predict the magnitude or timing of this impact.

We have in the past commenced, and may in the future commence, infringement proceedings with respect to certain of our products against potential generic competitors or other potential infringers in the U.S. and elsewhere. For example, we previously commenced infringement proceedings against potential generic competitors in the U.S. with respect to our PreserVision®, Lumify®, Lotemax® SM and Vyzulta® products and franchises, which have now been dismissed or otherwise resolved. If we are not successful in such infringement proceedings, we may face increased generic competition for these products.

In addition, the PreserVision® U.S. formulation patent expired in March 2021 and the U.S. patent covering methods of using the formulation expired in early 2026. Our revenues from PreserVision® products for 2025 and 2024 accounted for approximately 6% of our total revenues for each period. While PreserVision® and Lumify® drops were the subjects of certain past patent infringement proceedings and while the Company cannot predict the magnitude or timing of a LOE impact from PreserVision® and Lumify® drops, as these are OTC products, the impact is not expected to be as significant as the LOE of a branded pharmaceutical product.

See Note 16, “LEGAL PROCEEDINGS” to our unaudited interim Condensed Consolidated Financial Statements included elsewhere in this Form 10-Q, as well as Note 19, “LEGAL PROCEEDINGS” of our audited Consolidated Financial Statements for the year ended December 31, 2025, included in our Annual Report, for further details regarding certain of these infringement proceedings.

The risks of generic competition are a fact of the eye health industry and are not specific to our operations or product portfolio. These risks are not avoidable, but we believe they are manageable. To manage these risks, our leadership team routinely evaluates the impact that generic competition may have on future profitability and operations. In addition to aggressively defending our patents and other intellectual property, our leadership team makes operational and investment decisions regarding these products and businesses at risk, including decisions regarding our pipeline. Our leadership team actively manages our pipeline in order to identify innovative and realizable projects that are expected to provide incremental and sustainable revenues and growth into the future. We believe that we have a well-established product portfolio that is diversified within our core businesses. We also believe that we have a robust pipeline that not only provides for the next generation of our existing products, but also brings new solutions into the market.

See the section entitled “Risk Factors” included in our Annual Report, for additional information on the risks associated with our intellectual property and our competition risks.

RESULTS OF OPERATIONS

Our unaudited operating results for the three and nine months ended September 30, 2026 and 2025 were as follows:


	Three Months Ended September 30,		Nine Months Ended September 30,
(in millions)	2026		2025		Change		2026	2025		Change
Revenues
Product sales	$	1,371			$	1,277		$	94		$	3,999		$	3,682	$	317
Other revenues	4			4			—		14		14		—
	1,375			1,281			94		4,013		3,696		317
Expenses
Cost of goods sold (excluding amortization and impairments of intangible assets)	485			509			(24)		1,494		1,513		(19)
Cost of other revenues	1			1			—		2		4		(2)
Selling, general and administrative (Note 4)	556			528			28		1,688		1,670		18
Research and development	91			95			(4)		306		277		29
Amortization of intangible assets	57			68			(11)		171		202		(31)
Other expense (income), net	30			(15)			45		81		29		52
	1,220			1,186			34		3,742		3,695		47
Operating income	155			95			60		271		1		270
Interest income	2			3			(1)		10		9		1
Interest expense	(95)			(101)			6		(285)		(323)		38
Gain (loss) on extinguishment of debt	—			3			(3)		(1)		(6)		5
Foreign exchange and other	(4)			(3)			(1)		(12)		(11)		(1)
Income (loss) before provision for income taxes	58			(3)			61		(17)		(330)		313
(Provision for) benefit from income taxes	(23)			(22)			(1)		(28)		36		(64)
Net income (loss)	35			(25)			60		(45)		(294)		249
Net income attributable to noncontrolling interest	(3)			(3)			—		(8)		(8)		—
Net income (loss) attributable to Bausch + Lomb Corporation	$	32			$	(28)		$	60		$	(53)		$	(302)	$	249

Three Months Ended September 30, 2026 Compared to the Three Months Ended September 30, 2025

Revenues

Our revenues are primarily generated from product sales in the therapeutic areas of eye health that consist of: (i) branded pharmaceuticals, (ii) generic pharmaceuticals, (iii) OTC vitamin and supplement products and (iv) medical devices (contact lenses, IOLs and ophthalmic surgical equipment). Other revenues include alliance and service revenue from the licensing and co-promotion of products and contract service revenue. Contract service revenue is derived primarily from contract manufacturing for third parties and is not material. See Note 17, “SEGMENT INFORMATION” to our unaudited interim Condensed Consolidated Financial Statements for the disaggregation of revenues which depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by the economic factors of each category of customer contracts.

Our revenues were $1,375 million and $1,281 million for the three months ended September 30, 2026 and 2025, respectively, an increase of $94 million, or 7%. The increase was attributable to: (i) increased volumes of $63 million across each of our segments, (ii) increased net realized pricing of $31 million, primarily driven by our Vision Care and Pharmaceuticals segments and (iii) incremental sales attributable to acquisitions of $8 million, within our Vision Care and Surgical segments. The increases in revenue were partially offset by: (i) the unfavorable impact of foreign currencies of $6 million and (ii) the impact of divestitures and discontinuations of $2 million primarily related to the discontinuation of certain products within our Vision Care segment.

The following table presents segment revenues, segment revenues as a percentage of total revenues and the period-over-period changes in segment revenues for the three months ended September 30, 2026 and 2025.


	2026		2025		Change
(in millions)	Amount		Pct.		Amount		Pct.		Amount		Pct.
Segment Revenues
Vision Care	$	774			56	%		$	736			57	%	$	38		5	%
Pharmaceuticals	367			27	%		330			26	%		37		11	%
Surgical	234			17	%		215			17	%		19		9	%
Total revenues	$	1,375			100	%		$	1,281			100	%	$	94		7	%

Constant Currency Revenues and Constant Currency Revenue Growth (non-GAAP)

Constant Currency Revenue Growth, a non-GAAP measure, is defined as a change in Revenues (its most directly comparable GAAP financial measure) on a period-over-period basis adjusted for changes in foreign currency exchange rates (if applicable). The Company uses Constant Currency Revenues (non-GAAP) and Constant Currency Revenue Growth (non-GAAP) to assess performance of its reportable segments, and the Company in total, without the impact of foreign currency exchange fluctuations. The Company believes that such measures are useful to investors as they provide a supplemental period-to-period comparison.

Although changes in foreign currency exchange rates are part of our business, they are not within management’s control. Changes in foreign currency exchange rates, however, can mask positive or negative trends in the underlying business performance. The impact for changes in foreign currency exchange rates is determined as the difference in the current period reported revenues at their current period currency exchange rates and the current period reported revenues revalued using the monthly average currency exchange rates during the comparable prior period.

Non-GAAP financial measures and non-GAAP ratios are not prepared in accordance with GAAP nor do they have any standardized meaning under GAAP. In addition, other companies may use similarly titled non-GAAP financial measures and ratios that are calculated differently from the way we calculate such measures and ratios. Accordingly, the Company’s non-GAAP financial measures and ratios may not be comparable to such similarly titled non-GAAP financial measures and ratios used by other companies.


	Three Months Ended September 30, 2026		Three Months Ended September 30, 2025		Change in Constant Currency Revenue (Non-GAAP)
	Revenue as Reported		Changes in Exchange Rates		Constant Currency Revenue (Non-GAAP)		Revenue as Reported
(in millions)		Amount		Pct.
Vision Care	$	774			$	5		$	779	$	736		$	43	6	%
Pharmaceuticals	367			—			367		330	37		11	%
Surgical	234			1			235		215	20		9	%
Total	$	1,375			$	6		$	1,381	$	1,281		$	100	8	%

Vision Care Segment Revenue

The Vision Care segment revenue was $774 million and $736 million for the three months ended September 30, 2026 and 2025, respectively, an increase of $38 million, or 5%. The increase was primarily driven by the performance of SiHy Daily lenses and Ultra® within our contact lens business and Lumify® and Artelac® within our consumer eye care business. This increase included: (i) an increase in net pricing of $21 million, (ii) an increase in volumes of $18 million and (iii) incremental sales from acquisitions of $6 million. These increases were partially offset by: (i) the unfavorable impact of foreign currencies of $5 million and (ii) the impact of divestitures and discontinuations of $2 million.

Pharmaceuticals Segment Revenue

The Pharmaceuticals segment revenue was $367 million and $330 million for the three months ended September 30, 2026 and 2025, respectively, an increase of $37 million, or 11%. The increase was primarily driven by our branded pharmaceuticals business, driven by MIEBO®. This increase included: (i) an increase in volumes of $26 million and (ii) an increase in net pricing of $11 million.

Surgical Segment Revenue

The Surgical segment revenue was $234 million and $215 million for the three months ended September 30, 2026 and 2025, respectively, an increase of $19 million, or 9%. The increase was primarily driven by growth in premium IOLs. This increase included: (i) an increase in volumes of $19 million and (ii) incremental sales from acquisitions of $2 million. These increases were partially offset by: (i) the unfavorable impact of foreign currencies of $1 million and (ii) a decrease in net realized pricing of $1 million.

Cash Discounts and Allowances, Chargebacks and Distribution Fees

As is customary in the health care industry, gross product sales are subject to a variety of deductions in arriving at net product sales. Provisions for these deductions are recognized concurrently with the recognition of gross product sales. These provisions include cash discounts and allowances, chargebacks and distribution fees, which are paid or credited to direct customers, as well as rebates and returns, which can be paid or credited to direct and indirect customers. Provision balances relating to amounts payable to direct customers are netted against trade receivables and balances relating to indirect customers are included in accrued liabilities.

We actively manage these offerings, focusing on the incremental costs of our patient assistance programs, the level of discounting to non-retail accounts and identifying opportunities to minimize product returns. We also concentrate on managing our relationships with our payors and wholesalers, reviewing the ranges of our offerings and being disciplined as to the amount and type of incentives we negotiate. Provisions recorded to reduce gross product sales to net product sales and revenues for the three months ended September 30, 2026 and 2025 were as follows:


	Three Months Ended September 30,
	2026		2025
(in millions)	Amount		Pct.		Amount		Pct.
Gross product sales	$	2,307			100.0	%		$	2,114			100.0	%
Provisions to reduce gross product sales to net product sales
Discounts and allowances	125			5.40	%		121			5.70	%
Returns	12			0.50	%		21			1.00	%
Rebates	565			24.50	%		514			24.30	%
Chargebacks	209			9.10	%		156			7.40	%
Distribution fees	25			1.10	%		25			1.20	%
Total provisions	936			40.60	%		837			39.60	%
Net product sales	1,371			59.40	%		1,277			60.40	%
Other revenues	4					4
Revenues	$	1,375					$	1,281

Cash discounts and allowances, returns, rebates, chargebacks and distribution fees as a percentage of gross product sales were 40.6% and 39.6% for the three months ended September 30, 2026 and 2025, respectively, an increase of 1.0% percentage point, and is primarily attributable to product mix.

Operating Expenses

Cost of Goods Sold (exclusive of amortization and impairments of intangible assets)

Cost of goods sold primarily includes: manufacturing and packaging; the cost of products we purchase from third parties; royalty payments we make to third parties; depreciation of manufacturing facilities and equipment; and lower of cost or market adjustments to inventories. Cost of goods sold typically vary between periods as a result of product mix, volume, royalties, changes in foreign currency and inflation. Cost of goods sold excludes the amortization and impairments of intangible assets.

Cost of goods sold was $485 million and $509 million for the three months ended September 30, 2026 and 2025, respectively, a decrease of $24 million, or 5%. The decrease was primarily driven by: (i) the amortization of inventory step-up related to the acquisition of XIIDRA® during the three months ended September 30, 2025 and (ii) $14 million of recoveries related to previously paid tariffs during the three months ended September 30, 2026.

Contribution (product sales revenue less cost of goods sold, exclusive of amortization and impairments of intangible assets) increased by $118 million and Cost of goods sold as a percentage of Product sales was 35.4% and 39.9% for the three months ended September 30, 2026 and 2025, respectively. The favorable change was primarily driven by product mix, from higher margin brands, and the decrease in cost of goods sold, as previously discussed.

Selling, General and Administrative Expenses

Selling, general and administrative (\"SG&A\") expenses primarily include: employee compensation associated with sales and marketing, finance, legal, information technology, human resources and other administrative functions; certain outside legal fees and consultancy costs; product promotion expenses; overhead and occupancy costs; depreciation of corporate facilities and equipment; and other general and administrative costs.

SG&A expenses were $556 million and $528 million for the three months ended September 30, 2026 and 2025, respectively, an increase of $28 million, or 5%. The increase was primarily attributable to higher selling expense in our Vision Care and Surgical segments, partially offset by lower Business Transformation Costs (as defined and discussed below).

Research and Development Expenses

Included in R&D are costs related to our product development and quality assurance programs. Expenses related to product development include: employee compensation costs; overhead and occupancy costs; depreciation of research and development facilities and equipment; clinical trial costs; clinical manufacturing and scale-up costs; and other third-party development costs. Quality assurance are the costs incurred to meet evolving customer and regulatory standards and include: employee compensation costs; overhead and occupancy costs; amortization of software; and other third-party costs.

R&D expenses were $91 million and $95 million for the three months ended September 30, 2026 and 2025, respectively, a decrease of $4 million, or 4%.

Amortization of Intangible Assets

Intangible assets with finite lives are amortized using the straight-line method over their estimated useful lives. Management continually assesses the useful lives related to our long-lived assets to reflect the most current assumptions.

Amortization of Intangible assets was $57 million and $68 million for the three months ended September 30, 2026 and 2025, respectively, a decrease of $11 million, or 16%, primarily due to fully amortized intangible assets no longer being amortized.

See Note 8, “INTANGIBLE ASSETS AND GOODWILL” to our unaudited interim Condensed Consolidated Financial Statements for further details related to the Amortization of intangible assets.

Other expense (income), net

Other expense (income), net for the three months ended September 30, 2026 and 2025 consists of the following:


	Three Months Ended September 30,
(in millions)	2026		2025
Asset impairments	$	4			$	—
Restructuring, integration and separation costs	9			11
Gain on sale of assets	—			(6)
Litigation and other matters	8			1
Acquired in-process research and development costs	—			—
Acquisition-related costs	3			2
Acquisition-related contingent consideration	6			(23)

Other expense (income), net	$	30			$	(15)

Acquisition-related contingent consideration in 2025 primarily reflects changes in the estimated amount and timing of projected cash flows of certain products.

Operating Income

Operating income was $155 million and $95 million for the three months ended September 30, 2026 and 2025, respectively, an increase of $60 million. This increase primarily reflects the increase in contribution, as previously discussed.

Segment Profit

Segment profit is based on operating income after the elimination of intercompany transactions. Certain costs, such as Amortization of intangible assets and Other expense, net, are not included in the measure of segment profit, as management excludes these items in assessing segment financial performance. Segment profit is a measure of operating performance of our reportable segments and may not be comparable to similar measures reported by other companies. Segment profit is a performance metric utilized by the Company’s Interim Chief Executive Officer, who is the Company’s Chief Operating Decision Maker, to allocate resources to and assess performance of the Company’s segments. See Note 17, “SEGMENT INFORMATION” to our unaudited interim Condensed Consolidated Financial Statements for a reconciliation of segment profit to Income before provision for income taxes.

The following table presents segment profits, segment profits as a percentage of segment revenues and the period-over-period changes in segment profits for the three months ended September 30, 2026 and 2025.


	2026		2025		Change
(in millions)	Amount		Pct.		Amount		Pct.		Amount		Pct.
Segment Profits / Segment Profit Margins
Vision Care	$	244			32	%		$	217			29	%	$	27		12	%
Pharmaceuticals	134			37	%		76			23	%		58		76	%
Surgical	32			14	%		8			4	%		24		300	%

Vision Care Segment Profit

The Vision Care segment profit was $244 million and $217 million for the three months ended September 30, 2026 and 2025, respectively, an increase of $27 million. The increase was primarily driven by: (i) the increase in revenue, as previously discussed, (ii) higher gross profit driven by product mix in our Consumer business and a one-time tariff refund in our Lens business. These increases were partially offset by an increase in selling expense.

Pharmaceuticals Segment Profit

The Pharmaceuticals segment profit was $134 million and $76 million for the three months ended September 30, 2026 and 2025, respectively, an increase of $58 million. The increase was primarily driven by: (i) the increase in revenues, as previously discussed, (ii) the impact of the amortization of inventory step-up related to the acquisition of XIIDRA® during the three months ended September 30, 2025 and (iii) improved operating efficiencies.

Surgical Segment Profit

The Surgical segment profit was $32 million and $8 million for the three months ended September 30, 2026 and 2025, respectively, an increase of $24 million. The increase was primarily due to the increase in revenues, as previously discussed, and higher gross profit primarily driven by the shift to premium IOLs, partially offset by higher selling expense.

Non-Operating Income and Expense

Interest Expense

Interest expense primarily consists of interest payments due, amortization of debt discounts and deferred issuance costs on indebtedness under our credit facilities.

Interest expense was $95 million and $101 million for the three months ended September 30, 2026 and 2025, respectively, a decrease of $6 million, primarily driven by lower interest rates on the Company's January 2031 Refinancing Term Facility, as defined below, as compared to the term facilities outstanding during 2025. See Note 10, “FINANCING ARRANGEMENTS” to our unaudited interim Condensed Consolidated Financial Statements for further details regarding our financing arrangements.

Loss on Extinguishment of Debt

Loss on extinguishment of debt represents the differences between the amounts paid to settle extinguished debts and the carrying value of the related extinguished debt. Loss on extinguishment of debt was a credit of $3 million for the three months ended September 30, 2025, which reflects a true-up related to our June 2025 Credit Facility Amendment, as defined below.

Foreign Exchange and Other

Foreign exchange and other primarily includes translation gains/losses on intercompany balances and third-party liabilities and the gain/loss due to the change in fair value of foreign currency exchange contracts. Foreign exchange and other was a net loss of $4 million and $3 million for the three months ended September 30, 2026 and 2025, respectively.

Income Taxes

Provision for income taxes was $23 million and $22 million for the three months ended September 30, 2026 and 2025, respectively, an unfavorable change of $1 million. The change in income taxes was primarily related to: (i) a change in the jurisdictional and seasonal mix of earnings and (ii) the discrete tax effect of an adjustment to deferred tax assets reported on an income tax return filed in the quarter.

See Note 14, “INCOME TAXES” to our unaudited interim Condensed Consolidated Financial Statements for further details.

Net income (loss) attributable to Bausch + Lomb Corporation

Net income attributable to Bausch + Lomb Corporation was $32 million for the three months ended September 30, 2026 as compared to a net loss attributable to Bausch + Lomb Corporation of $28 million for the three months ended September 30, 2025, an increase in our results of $60 million and was primarily due to the increase in our operating results of $60 million and decrease in interest expense of $6 million, partially offset by the increase in income taxes of $1 million, each as previously discussed.

Nine Months Ended September 30, 2026 Compared to the Nine Months Ended September 30, 2025

Revenues

Our revenues were $4,013 million and $3,696 million for the nine months ended September 30, 2026 and 2025, respectively, an increase of $317 million, or 9%. The increase was attributable to: (i) increased volumes of $139 million across each of our segments, (ii) increased net realized pricing of $128 million, driven by our Pharmaceuticals and Vision Care segments, (iii) the favorable impact of foreign currencies of $48 million and (iv) incremental sales attributable to acquisitions of $12 million, within our Vision Care and Surgical segments. The increases in revenue were partially offset by the impact of divestitures and discontinuations of $10 million, primarily relating to the discontinuation of certain products within our Vision Care segment.

The following table presents segment revenues, segment revenues as a percentage of total revenues and the period-over-period changes in segment revenues for the nine months ended September 30, 2026 and 2025.


	2026		2025		Change
(in millions)	Amount		Pct.		Amount		Pct.		Amount		Pct.
Segment Revenues
Vision Care	$	2,269			56	%		$	2,145			58	%	$	124		6	%
Pharmaceuticals	1,026			26	%		906			25	%		120		13	%
Surgical	718			18	%		645			17	%		73		11	%
Total revenues	$	4,013			100	%		$	3,696			100	%	$	317		9	%

Constant Currency Revenues and Constant Currency Revenue Growth (non-GAAP)

The following table presents a reconciliation of Revenues to constant currency revenues (non-GAAP) and the period-over-period changes in constant currency revenue (non-GAAP) for the nine months ended September 30, 2026 and 2025. Constant Currency Revenues (non-GAAP) and Constant Currency Revenue Growth (non-GAAP) are defined in the previous section titled “Constant Currency Revenues and Constant Currency Revenue Growth (non-GAAP)”.


	Nine Months Ended September 30, 2026		Nine Months Ended September 30, 2025		Change in Constant Currency Revenue (Non-GAAP)
	Revenue as Reported		Changes in Exchange Rates		Constant Currency Revenue (Non-GAAP)		Revenue as Reported
(in millions)	Amount		Pct.
Vision Care	$	2,269			$	(24)		$	2,245	$	2,145		$	100	5	%
Pharmaceuticals	1,026			(7)			1,019		906		113	12	%
Surgical	718			(17)			701		645		56	9	%
Total	$	4,013			$	(48)		$	3,965	$	3,696		$	269	7	%

Vision Care Segment Revenue

The Vision Care segment revenue was $2,269 million and $2,145 million for the nine months ended September 30, 2026 and 2025, respectively, an increase of $124 million, or 6%. The increase was primarily driven by sales from our dry eye portfolio and Lumify® within our consumer eye care business and the performance of SiHy Daily lenses, Ultra® and Biotrue® within our contact lens business. This increase included: (i) an increase in net pricing of $60 million, (ii) an increase in volumes of $43 million, (iii) the favorable impact of foreign currencies of $24 million and (iv) incremental sales from acquisitions of $6 million, partially offset by the impact of discontinuations of $9 million.

Pharmaceuticals Segment Revenue

The Pharmaceuticals segment revenue was $1,026 million and $906 million for the nine months ended September 30, 2026 and 2025, respectively, an increase of $120 million, or 13%. The increase was primarily driven by: (i) our branded pharmaceuticals business, driven by MIEBO® and XIIDRA® and (ii) increased sales in our international pharmaceuticals business. The increase included: (i) an increase in net realized pricing of $71 million, (ii) an increase in volumes of $43 million and (iii) the favorable impact of foreign currencies of $7 million, partially offset by the impact of discontinuations of $1 million.

Surgical Segment Revenue

The Surgical segment revenue was $718 million and $645 million for the nine months ended September 30, 2026 and 2025, respectively, an increase of $73 million, or 11%. The increase was primarily driven by growth in premium IOLs, which reflects continued growth since the 2025 voluntary recall of certain enVista® IOL products and growth in consumables. This increase included: (i) an increase in volumes of $53 million, (ii) the favorable impact of foreign currencies of $17 million and (iii) incremental sales from acquisitions of $6 million, partially offset by a decrease in net realized pricing of $3 million.

Cash Discounts and Allowances, Chargebacks and Distribution Fees

Provisions recorded to reduce gross product sales to net product sales and revenues for the nine months ended September 30, 2026 and 2025 were as follows:


	Nine Months Ended September 30,
	2026		2025
(in millions)	Amount		Pct.		Amount		Pct.
Gross product sales	$	6,496			100.0	%		$	6,050			100.0	%
Provisions to reduce gross product sales to net product sales
Discounts and allowances	369			5.70	%		346			5.70	%
Returns	56			0.90	%		53			0.90	%
Rebates	1,439			22.10	%		1,446			23.80	%
Chargebacks	567			8.70	%		451			7.50	%
Distribution fees	66			1.00	%		72			1.20	%
Total provisions	2,497			38.40	%		2,368			39.10	%
Net product sales	3,999			61.60	%		3,682			60.90	%
Other revenues	14					14
Revenues	$	4,013					$	3,696

Cash discounts and allowances, returns, rebates, chargebacks and distribution fees as a percentage of gross product sales were 38.4% and 39.1% for the nine months ended September 30, 2026 and 2025, respectively, a decrease of 0.7% percentage points, and is primarily attributable to a decline in rebates, primarily driven by XIIDRA®.

Operating Expenses

Cost of Goods Sold (exclusive of amortization and impairments of intangible assets)

Cost of goods sold was $1,494 million and $1,513 million for the nine months ended September 30, 2026 and 2025, respectively, a decrease of $19 million, or 1%. The decrease was primarily driven by: (i) the amortization of inventory step-up related to the acquisition of XIIDRA® and impact of the voluntary recall of certain enVista® IOL products during the nine months ended September 30, 2025 and (ii) $15 million of recoveries related to previously paid tariffs during the nine months ended September 30, 2026.

Contribution (product sales revenue less cost of goods sold, exclusive of amortization and impairments of intangible assets) increased by $336 million and Cost of goods sold as a percentage of Product sales was 37.4% and 41.1% for the nine months ended September 30, 2026 and 2025, respectively. The favorable change was primarily driven by: (i) product mix, (ii) the favorable impact of foreign currencies to revenues and (iii) the decrease in cost of goods sold, as previously discussed.

Selling, General and Administrative Expenses

SG&A expenses were $1,688 million and $1,670 million for the nine months ended September 30, 2026 and 2025, respectively, an increase of $18 million, or 1%. The increase was primarily attributable to: (i) higher selling expense in our Vision Care and Surgical segments, (ii) higher G&A costs and (iii) the unfavorable impact of foreign currencies on this expense. These increases were partially offset by: (i) lower Business Transformation Costs (as defined below) and (ii) lower advertising and promotional expense as XIIDRA® and MIEBO® have exited the launch phase.

Research and Development Expenses

R&D expenses were $306 million and $277 million for the nine months ended September 30, 2026 and 2025, respectively, an increase of $29 million, or 10%, primarily due to certain products in development, as previously discussed.

Amortization of Intangible Assets

Amortization of Intangible assets was $171 million and $202 million for the nine months ended September 30, 2026 and 2025, respectively, a decrease of $31 million, or 15%, primarily due to fully amortized intangible assets no longer being amortized.

See Note 8, “INTANGIBLE ASSETS AND GOODWILL” to our unaudited interim Condensed Consolidated Financial Statements for further details related to the Amortization of intangible assets.

Other expense, net

Other expense, net for the nine months ended September 30, 2026 and 2025 consists of the following:


	Nine Months Ended September 30,
(in millions)	2026		2025
Asset impairments	$	13			$	—
Restructuring, integration and separation costs	21			43
Gain on sale of assets	(3)			(6)
Litigation and other matters	20			8
Acquired in-process research and development costs	16			29
Acquisition-related costs	4			5
Acquisition-related contingent consideration	10			(50)

Other expense, net	$	81			$	29

Acquired in-process research and development costs in 2025 primarily relate to the acquisition of Whitecap Biosciences, as previously discussed.

Operating Income

Operating income was $271 million and $1 million for the nine months ended September 30, 2026 and 2025, respectively, an increase of $270 million. This increase primarily reflects the increase in contribution, as previously discussed.

Segment Profit

The following table presents segment profits, segment profits as a percentage of segment revenues and the period-over-period changes in segment profits for the nine months ended September 30, 2026 and 2025.


	2026		2025		Change
(in millions)	Amount		Pct.		Amount		Pct.		Amount		Pct.
Segment Profits / Segment Profit Margins
Vision Care	$	675			30	%		$	602			28	%	$	73		12	%
Pharmaceuticals	289			28	%		124			14	%		165		133	%
Surgical	58			8	%		3			—	%		55		1,833	%

Vision Care Segment Profit

The Vision Care segment profit was $675 million and $602 million for the nine months ended September 30, 2026 and 2025, respectively, an increase of $73 million. The increase was primarily driven by the increase in gross profit, primarily from increased revenues and a tariff recovery, each as previously discussed, partially offset by higher selling expense.

Pharmaceuticals Segment Profit

The Pharmaceuticals segment profit was $289 million and $124 million for the nine months ended September 30, 2026 and 2025, respectively, an increase of $165 million. The increase was primarily driven by: (i) the increase in revenues, as previously discussed, (ii) the impact of the amortization of inventory step-up related to the acquisition of XIIDRA® during 2025 and (iii) improved operating efficiencies, driven by lower advertising and promotional expense as XIIDRA® and MIEBO® have exited the launch phase. These increases were partially offset by higher R&D expense.

Surgical Segment Profit

The Surgical segment profit was $58 million and $3 million for the nine months ended September 30, 2026 and 2025, respectively, an increase of $55 million. The increase was primarily due to: (i) the increase in revenues, as previously discussed, (ii) higher gross profit primarily driven by the shift to premium IOLs and (iii) the enVista® recall which impacted 2025, partially offset by higher selling expense.

Non-Operating Income and Expense

Interest Expense

Interest expense was $285 million and $323 million for the nine months ended September 30, 2026 and 2025, respectively, a decrease of $38 million. The decrease was primarily attributable to: (i) the write-off of financing costs associated with the June 2025 Credit Facility Amendment, as defined below and (ii) lower interest rates on the Company's January 2031 Refinancing Term Facility, as defined below, as compared to the term facilities outstanding during 2025. See Note 10, “FINANCING ARRANGEMENTS” to our unaudited interim Condensed Consolidated Financial Statements for further details regarding our financing arrangements.

Loss on Extinguishment of Debt

Loss on extinguishment of debt was $1 million and $6 million for the nine months ended September 30, 2026 and 2025, respectively, as a result of the January 2026 Credit Facility Amendment and June 2025 Credit Facility Amendment, each as defined below.

Foreign Exchange and Other

Foreign exchange and other was a net loss of $12 million and $11 million for the nine months ended September 30, 2026 and 2025, respectively.

Income Taxes

Provision for income taxes was $28 million for the nine months ended September 30, 2026, as compared to a benefit from income taxes of $36 million for the nine months ended September 30, 2025, an unfavorable change of $64 million. The change in income taxes was primarily related to: (i) a change in the jurisdictional mix of earnings resulting in a benefit in the prior year offset by the (ii) discrete tax effects of: (a) a current year benefit related to a favorable settlement in a foreign jurisdiction and (b) the tax effects of acquired tax intangibles and net operating losses recorded in the current year.

See Note 14, “INCOME TAXES” to our unaudited interim Condensed Consolidated Financial Statements for further details.

Net loss attributable to Bausch + Lomb Corporation

Net loss attributable to Bausch + Lomb Corporation for the nine months ended September 30, 2026 and 2025 was $53 million and $302 million, respectively, an increase in our results of $249 million and was primarily driven by the increase in our operating results of $270 million and decrease in interest expense of $38 million, partially offset by the increase in the provision for income taxes of $64 million, each as previously discussed.

LIQUIDITY AND CAPITAL RESOURCES

Cash Flows


	Nine Months Ended September 30,
(in millions)	2026		2025		Change
Net cash provided by operating activities	$	418			$	147		$	271
Net cash used in investing activities	(290)			(267)			(23)
Net cash (used in) provided by financing activities	(8)			109			(117)
Effect of exchange rate changes on cash and cash equivalents and restricted cash	(2)			27			(29)
Net increase in cash and cash equivalents and restricted cash	118			16			102
Cash and cash equivalents and restricted cash, beginning of period	397			316			81
Cash and cash equivalents and restricted cash, end of period	$	515			$	332		$	183

Operating Activities

Net cash provided by operating activities was $418 million and $147 million for the nine months ended September 30, 2026 and 2025, respectively, an increase of $271 million, and is primarily attributable to the increase in our operating results, as previously discussed, partially offset by the timing of payments in the normal course of business.

Investing Activities

Net cash used in investing activities was $290 million and $267 million for the nine months ended September 30, 2026 and 2025, respectively, an increase of $23 million. The increase was primarily driven by an increase in Acquisition and other investments of $63 million, of which $35 million related to a milestone payment during the nine months ended September 30, 2026, after achieving an annual sales-based milestone for MIEBO®, under the terms of a December 2019 license agreement with Novaliq GmbH. The increase was partially offset by a decrease in purchases of property, plant and equipment during the nine months ended September 30, 2026.

Financing Activities

Net cash used in financing activities was $8 million for the nine months ended September 30, 2026, as compared to net cash provided by financing activities of $109 million for the nine months ended September 30, 2025, a decrease of $117 million. The decrease is primarily attributable to borrowings under the May 2027 Revolving Credit Facility (as defined below), during the nine months ended September 30, 2025.

Liquidity and Debt

Future Sources of Liquidity

Our primary sources of liquidity are expected to be our cash and cash equivalents, cash collected from customers, funds as needed from our June 2030 Revolving Credit Facility, and issuances of other long-term debt, additional equity and equity-linked securities. In addition, as part of our ongoing working capital management, on January 9, 2026, we entered into a financing arrangement, that permits us, subject to certain conditions, to sell certain receivables to a third-party financial institution, potentially accelerating access to cash and reducing our credit risk. During the nine months ended September 30, 2026, the Company sold trade receivables and received cash proceeds totaling $26 million, under this arrangement, which were then collected and remitted to the financial institution as of September 30, 2026.

We believe these sources will be sufficient to meet our current liquidity needs for the next twelve months, from the date of this filing, and be sufficient to support our future cash needs; however, we can provide no assurance that our liquidity and capital resources will meet future funding requirements.

The global financial markets recently have undergone and may continue to experience significant volatility and disruption. The timing and sustainability of an economic recovery is uncertain and additional macroeconomic, business and financial disruptions may arise. As markets change, there can be no assurance that the challenging economic environment or a further economic downturn would not impact our liquidity or our ability to obtain future financing on reasonable terms or at all.

We regularly evaluate market conditions, our liquidity profile and various financing alternatives for opportunities to enhance our capital structure. If opportunities are favorable, we may from time to time enter into new financing arrangements, refinance the Senior Secured Credit Facilities (as defined below) or repurchase debt, or issue additional equity and equity-linked securities.

Long-term Debt

On January 2, 2026, the Company entered into a refinancing transaction amendment (the “January 2026 Credit Facility Amendment”; the Original Credit Agreement, as amended by the September 2023 Credit Facility Amendment, the November 2024 Credit Facility Amendment, the June 2025 Credit Facility Amendment and the January 2026 Credit Facility Amendment, the “Amended Credit Agreement”) providing for a new $2,802 million term loan facility maturing on January 15, 2031 (the “January 2031 Refinancing Term Facility” or the “Term Facilities”; the Term Facilities, together with the June 2030 Revolving Credit Facility, the “Senior Secured Credit Facilities”). The Company used the proceeds from the January 2031 Refinancing Term Facility to refinance, in full, its outstanding term loans (September 2028 Term Facility and January 2031 Term Facility).

arrears. Bausch + Lomb is also required to pay letter of credit fees on the maximum amount available to be drawn under all outstanding letters of credit in an amount equal to the applicable margin on SOFR borrowings under the June 2030 Revolving Credit Facility on a per annum basis, payable quarterly in arrears, as well as customary fronting fees for the issuance of letters of credit and agency fees.

Weighted Average Stated Rate of Interest

The weighted average stated rate of interest for the Company’s outstanding debt obligations as of September 30, 2026 and December 31, 2025 was 7.63% and 7.70%, respectively.

Credit Ratings

As of the date of this filing, October 28, 2026, the credit ratings and outlook from Moody’s, S&P and Fitch for certain outstanding obligations of Bausch + Lomb were as follows:

Rating Agency

Corporate Rating

Senior Secured Rating

Outlook

Moody’s

Stable

Standard & Poor’s

Developing

Fitch

Rating Watch Evolving

Any downgrade in our corporate credit ratings or senior secured ratings may increase our cost of borrowing and may negatively impact our ability to raise additional debt capital.

OFF-BALANCE SHEET ARRANGEMENTS AND CONTRACTUAL OBLIGATIONS

We have no off-balance sheet arrangements that have a material current effect or that are reasonably likely to have a material future effect on our results of operations, financial condition, capital expenditures, liquidity, or capital resources.

Other Future Cash Requirements

Our other future cash requirements relate to working capital, capital expenditures, business development transactions (including contingent consideration and milestone-based payments that may become payable upon the achievement of specified events), restructuring and integration, benefit obligations and litigation settlements. In addition, we may use cash to enter into licensing arrangements and/or to make strategic acquisitions. We regularly consider further acquisition opportunities, some of which could be sizable.

In addition to our working capital requirements, as of the date of this filing, October 28, 2026, we expect our primary cash requirements for the period October 1, 2026 through December 31, 2026 to include:

•Debt repayments and interest—We expect to make interest payments of approximately $130 million and mandatory debt amortization payments of $7 million for the period October 1, 2026 through December 31, 2026 under our Senior Secured Credit Facilities and may elect to make additional principal payments under certain circumstances. Further, in the ordinary course of business, we may borrow and repay amounts under our June 2030 Revolving Credit Facility to meet business needs, see Item 1A. Risk Factors—\"Our indebtedness could adversely affect our business and our ability to meet our obligations” included in our Annual Report;

•Capital expenditures—We expect to make payments of approximately $60 million for property, plant and equipment for the period October 1, 2026 through December 31, 2026.

•Acquisitions—On October 8, 2026, the Company entered into an agreement to acquire certain ophthalmic surgical manufacturing businesses. The acquisition is expected to close during the fourth quarter of 2026 for an upfront cash payment of approximately $85 million, due at closing.

•On October 12, 2026, Brent Saunders, former Chief Executive Officer of the Company and a member of the Company’s Board, and the Board mutually agreed to Mr. Saunders’ departure from the Company. As part of the separation agreement between the Company and Mr. Saunders, dated as of October 11, 2026, (the “Separation Agreement”), Mr. Saunders will receive a lump-sum cash payment of approximately $75 million in the aggregate, that will be payable in accordance with the Separation Agreement.

Cost Savings Programs

The Company has been launching certain initiatives that may result in certain changes to, and investment in, its organizational structure and operations. The Company refers to the charges related to these initiatives as “Business Transformation Costs”. These costs are recorded in SG&A in the unaudited Condensed Consolidated Statements of Operations and include third-party advisory costs.

Further, we continue to evaluate opportunities to improve our operating performance and may initiate cost savings programs to streamline our operations and eliminate redundant processes and expenses. These cost savings programs may include, but are not limited to: (i) reducing headcount, (ii) eliminating real estate costs associated with unused or under-utilized facilities and (iii) implementing contribution margin improvement and other cost reduction initiatives. Although a specific plan does not exist at this time, we may identify and take additional exit and cost-rationalization restructuring actions in the future, the costs of which could be material.

Future Litigation

In the ordinary course of business, we are involved in litigation, claims, government inquiries, investigations, charges and proceedings. See Note 16, “LEGAL PROCEEDINGS” to our unaudited interim Condensed Consolidated Financial Statements for further details of these matters. Our ability to successfully defend the Company against pending and future litigation may impact cash flows.

Future Licensing Payments

In the ordinary course of business, we may enter into select licensing and collaborative agreements for the commercialization and/or development of unique products. In connection with these agreements, the Company may pay an upfront fee to secure the agreement and be subject to potential future milestone payments. See Note 20, “COMMITMENTS AND CONTINGENCIES” to our audited Consolidated Financial Statements for the year ended December 31, 2025, included in our Annual Report.

OUTSTANDING SHARE DATA

Our common shares are listed on the TSX and the NYSE under the ticker symbol “BLCO”.

At October 21, 2026, we had 357,497,374 issued and outstanding common shares. In addition, as of October 21, 2026, we had outstanding approximately 7,200,000 stock options and 5,900,000 restricted share units that each represent the right of a holder to receive one of Bausch + Lomb’s common shares and 4,100,000 performance-based restricted share units that represent the right of a holder to receive a number of the Company’s common shares up to a specified maximum. A maximum of 9,300,000 common shares could be issued upon vesting of the performance-based restricted share units outstanding.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Critical accounting policies and estimates are those policies and estimates that are most important and material to the preparation of our Condensed Consolidated Financial Statements, and which require management’s most subjective and complex judgment due to the need to select policies from among alternatives available, and to make estimates about matters that are inherently uncertain. Management has reassessed the critical accounting policies and estimates as disclosed in Note 2 to the audited Consolidated Financial Statements included in our Annual Report, and determined that there were no significant changes in our critical accounting policies and estimates during the nine months ended September 30, 2026.

NEW ACCOUNTING STANDARDS

None.

FORWARD-LOOKING STATEMENTS

Caution regarding forward-looking information and statements and “Safe-Harbor” statements under the U.S. Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws:

To the extent any statements made in this Form 10-Q contain information that is not historical, these statements are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and may be forward-looking information within the meaning defined under applicable Canadian securities laws (collectively, “forward-looking statements”).

These forward-looking statements relate to, among other things: our business strategy, business plans, business prospects and forecasts and changes thereto; product pipeline, prospective products and product approvals, expected launches of new products, product development and results of current and anticipated products; pending acquisitions; anticipated results from completed and pending acquisitions; anticipated revenues for our products; expected Research and Development (“R&D”) and marketing spend; our expected primary cash and working capital requirements for the remainder of 2026 and beyond; our plans for continued improvement in operational efficiency and the anticipated impact of such plans; our beliefs about our manufacturing facilities and relationships; the expected impact of the tariffs imposed (or proposed to be imposed) by the U.S. (including on the countries in which we do business and sectors in which we do business (including pharmaceuticals)) and counter-tariffs or other retaliatory measures imposed (or that may be imposed) on the U.S. by other countries and disruptions to global supply chains and other potential results as a result of these developments and the potential actions the Company may take to help mitigate the impact of the tariffs, counter-tariffs and other trade restrictions and the success of such actions and the Company’s ability to recover any tariffs that are eligible for refund claims and the impact that any such tariff recoveries may have on the Company’s business, financial condition, cash flows and results of operations; expected risks of loss of patent or regulatory exclusivity; our liquidity and our ability to satisfy our debt maturities as they become due; our ability to comply with the covenants contained in our Amended Credit Agreement and in the indentures governing our October 2028 Secured Notes, the January 2026 Credit Facility Amendment and January 2031 Secured Notes; any proposed pricing actions; exposure to foreign currency exchange rate changes and interest rate changes; the potential effects of the new legislation commonly referred to as One Big Beautiful Bill Act, including the impact of such legislation on the Company’s tax provision for both 2026 and future years; the potential impact of changes in U.S. and non-U.S. tax laws on the Company’s future tax liabilities and effective tax rate, including as a result of the implementation of the Organisation for Economic Co-operation and Development inclusive framework on Base Erosion and Profit Shifting and the protective measures proposed by the United States in response thereto; the outcome of contingencies, such as litigation, subpoenas, investigations, inspections, reviews, audits and regulatory proceedings and any expected indemnifications therefrom; the anticipated impact of the adoption of new accounting standards; general market conditions and economic uncertainty; our expectations regarding our financial performance, including our future financial and operating performance, revenues, expenses, gross margins and income taxes; our impairment assessments, including the assumptions used therein and the results thereof; the anticipated effect of current market conditions and recessionary pressures in one or more of our markets; the anticipated effect of macroeconomic factors, including inflation and fluctuations in exchange rates and interest rates as a result of the imposition of tariff and other trade protection measures; the anticipated

impact from the conflict between Russia and Ukraine; the anticipated impact from the conflict involving Iran, by the U.S. and Israel and the related unrest in the Middle East region; and the anticipated separation from Bausch Health Companies Inc. (“BHC”), including the structure and expected timetable for completing such separation transaction.

Forward-looking statements can generally be identified by the use of words such as “believe,” “anticipate,” “expect,” “intend,” “estimate,” “plan,” “schedule,” “continue,” “future,” “will,” “may,” “can,” “might,” “could,” “would,” “should,” “target,” “potential,” “opportunity,” “designed,” “create,” “predict,” “project,” “timeline,” “forecast,” “outlook,” “guidance,” “seek,” “strive,” “suggest,” “prospective,” “propose,” “strategy,” “indicative,” “ongoing,” “likely,” “evolve,” “decrease” or “increase” and positive and negative variations thereof or other similar expressions. In addition, any statements that refer to expectations, intentions, projections or other characterizations of future events or circumstances are forward-looking statements. These forward-looking statements may not be appropriate for other purposes. Although we have previously indicated certain of these statements set out herein, all of the statements in this Form 10-Q that contain forward-looking statements are qualified by these cautionary statements. These statements are based upon the current expectations and beliefs of management. Although we believe that the expectations reflected in such forward-looking statements are reasonable, such statements involve risks and uncertainties, and undue reliance should not be placed on such statements. Certain material factors or assumptions are applied in making such forward-looking statements, including, but not limited to, factors and assumptions regarding the items previously outlined, those factors, risks and uncertainties outlined below and the assumption that none of these factors, risks and uncertainties will cause actual results or events to differ materially from those described in such forward-looking statements. Actual results may differ materially from those expressed or implied in such statements. Important factors, risks and uncertainties that could cause actual results to differ materially from these expectations include, among other things, the following:

•adverse economic conditions and other macroeconomic factors over which we have no or limited control, including heightened inflation and interest rates, slower growth or a potential recession, and foreign currency rates, which could adversely impact our revenues, expenses and resulting margins;

•risks associated with the imposition of and adverse changes to the U.S. duty, tariff and other trading policies on the countries in which we do business and sectors in which we do business (including pharmaceuticals), and the counter-duties, counter-tariffs and/or other counter-measures implemented in response by other countries, which are expected to increase our manufacturing, distribution and other operational costs due to the higher duties and tariffs and the increased economic risks and uncertainties to the global economy as a result of such tariffs and counter-tariffs and the potential trade wars and global supply chain issues that may be triggered by the tariff changes and changes in consumer habits as a result;

•risks associated with the actions the Company has taken or may take in response to tariffs, counter-tariffs and other trade restrictions in order to help mitigate their impact on the Company and its business, results of operations and financial condition (including the Company’s ability to recover any tariffs that may be eligible for refund claims), including the risk that such actions may not be successful in mitigating the impact in the manner anticipated or at all and the costs and other risks that may be incurred in taking such actions. There can be no assurance that any such actions will be successful in mitigating the impact of the applicable tariffs, counter-tariffs or other trade restrictions;

•trade conflicts, including current and future trade disputes between the United States and other countries;

•the challenges the Company faces following its initial public offering (the “B+L IPO”), including the challenges and difficulties associated with managing an independent, complex business, the limited transitional services still being provided by and to BHC, and any potential, actual or perceived conflict of interest of some of our directors and officers because of their equity ownership in BHC and/or because they also serve as directors of BHC;

•our status as a controlled company, and the possibility that BHC’s interest may conflict with our interests and the interests of our other securityholders and other stakeholders;

•risks and uncertainties associated with the appointment of our new Chairman and Interim Chief Executive Officer, including with respect to the demands of his overlapping role as chief executive officer of BHC and any actual or perceived conflicts of interest relating thereto and any potential changes to the Company's business strategies that he may implement and any potential disruption and uncertainty among management, employees, current and potential customers, other third parties with whom we do business and shareholders that such changes may create;

•risks and uncertainties associated with the proposed plan to separate Bausch + Lomb from BHC, which include, but are not limited to, the expected benefits and costs of the Separation (as defined below), the expected timing of completion of the Separation and its manner and terms (including that it may be consummated as a transfer of all or a portion of BHC’s remaining direct or indirect equity interest in Bausch + Lomb to its shareholders (the “Distribution”), a sale of the Company (a “Sale Transaction”) or another type of transaction), the expectation that

if the Separation is to be effected through the Distribution, it will be completed following the achievement of targeted debt leverage ratios, subject to receipt of applicable shareholder and other necessary approvals and other factors (including those factors described in BHC’s public filings), the ability to complete the Distribution considering the various conditions to the completion of the Distribution (some of which are outside the Company’s and BHC’s control, including conditions related to regulatory matters and receipt of applicable shareholder approvals), the impact of any potential sales or dispositions of our common shares by BHC (including in connection with a foreclosure on the Bausch + Lomb common shares owned by BHC or its subsidiary that are or may be pledged as collateral for certain of BHC’s or its subsidiary’s debt), that market or other conditions are no longer favorable to completing the transaction, that applicable shareholder, stock exchange, regulatory or other approval is not obtained on the terms or timelines anticipated or at all, business disruption during the pendency of, or following, the Separation, diversion of management time on Separation-related issues, retention of existing management team members, the reaction of customers and other parties to the Separation, the structure of the Distribution and/or a Sale Transaction, the qualification of the Distribution as a tax-free transaction for Canadian and/or U.S. federal income tax purposes (including whether or not an advance ruling from the Canada Revenue Agency and/or the Internal Revenue Service will be sought or obtained), the ability of the Company and BHC to satisfy the conditions required to maintain the tax-free status of the Distribution (some of which are beyond their control), other potential tax or other liabilities that may arise as a result of the Distribution, the potential dis-synergy costs resulting from the Separation, the impact of the Separation on relationships with customers, suppliers, employees and other business counterparties, general economic conditions, conditions in the markets the Company is engaged in, behavior of customers, suppliers and competitors, technological developments, as well as legal and regulatory rules affecting the Company’s business. In particular, the Company can offer no assurance that the Separation, Distribution and/or a Sale Transaction will occur at all, or that any such transactions will occur on the timelines or in the manner anticipated by the Company and BHC or that, even if consummated, the Company will realize the anticipated benefits from the Separation;

•ongoing or potential future litigation, claims, challenges and/or regulatory investigations challenging or otherwise relating to the B+L IPO and the proposed Separation from BHC and the costs, expenses, use of resources, diversion of management time and efforts, liability and damages that may result therefrom;

•pricing decisions that we have implemented or may in the future elect to implement at the direction of our pricing committees or otherwise;

•legislative or policy efforts, including those that may be introduced and passed by the U.S. Congress, designed to reduce patient out-of-pocket costs for medicines and other products, which could result in new mandatory rebates and discounts or other pricing restrictions, controls or regulations (including mandatory price reductions);

•ongoing oversight and review of our products and facilities by regulatory and governmental agencies, including periodic audits by the U.S. Food and Drug Administration (the “FDA”) and equivalent agencies outside of the United States and the results thereof;

•actions by the FDA or other regulatory authorities with respect to our products or facilities;

•compliance with the legal and regulatory requirements of our marketed products;

•our ability to comply with the financial and other covenants contained in our Amended Credit Agreement, the indentures governing our October 2028 Secured Notes and January 2031 Secured Notes and other current or future debt agreements, including the limitations, restrictions and prohibitions such covenants may impose on the way we conduct our business, including prohibitions on incurring additional debt if certain financial covenants are not met, our ability to draw under the June 2030 Revolving Credit Facility under our Amended Credit Agreement and restrictions on our ability to make certain investments and other restricted payments;

•any downgrade by rating agencies in our or BHC’s credit ratings, which may impact, among other things, our ability to raise debt and the cost of capital for additional debt issuances;

•changes in the assumptions used in connection with our impairment analyses or assessments, which would lead to a change in such impairment analyses and assessments and which could result in an impairment in the goodwill associated with any of our reporting units or impairment charges related to certain of our products or other intangible assets;

•the risks and uncertainties relating to acquisitions and other business development transactions we may pursue, seek to complete and/or complete, including risks that pending transactions may not close, risks that we may not realize the expected benefits of such acquisitions and transactions on a timely basis or at all, risks that pipeline products

acquired may not be commercialized as anticipated, and risks relating to any increased levels of debt as a result of debt incurred to finance certain of these acquisitions and transactions;

•the uncertainties associated with the acquisition and launch of new products, assets and businesses, including, but not limited to, our ability to provide the time, resources, expertise and funds required for the commercial launch of new products, the acceptance and demand for new products, the failure to obtain required regulatory approvals, clearances or authorizations, and the impact of competitive products and pricing, which could lead to material impairment charges;

•our ability or inability to extend the profitable life of our products, including through line extensions and other life-cycle programs;

•our ability to retain, motivate and recruit executives and other key employees;

•our ability to implement effective succession planning for our executives and other key employees;

•factors impacting our ability to achieve anticipated revenues for our products, including changes in anticipated marketing spend on such products and launch of competing products;

•factors impacting our ability to achieve anticipated market acceptance for our products, including the pricing of such products, effectiveness of promotional efforts, reputation of our products and launch of competing products;

•our ability to compete against companies that are larger and have greater financial, technical and human resources than we do, as well as other competitive factors, such as technological advances achieved, patents obtained and new products introduced by our competitors;

•the extent to which our products are reimbursed by government authorities, pharmacy benefit managers (“PBMs”) and other third-party payors; the impact our distribution, pricing and other practices may have on the decisions of such government authorities, PBMs and other third-party payors to reimburse our products; and the impact of obtaining or maintaining such reimbursement on the price and sales of our products;

•the inclusion of our products on formularies or our ability to achieve favorable formulary status, as well as the impact on the price and sales of our products in connection therewith;

•the consolidation of wholesalers, retail drug chains and other customer groups and the impact of such industry consolidation on our business;

•our ability to maintain strong relationships with physicians and other health care professionals;

•our eligibility for benefits under tax treaties and the continued availability of low effective tax rates for the business profits of certain of our subsidiaries;

•the implementation of the Organisation for Economic Co-operation and Development inclusive framework on Base Erosion and Profit Shifting, including the global minimum corporate tax rate, by the countries in which we operate, and the potential impact of protective measures proposed by the United States in response to the inclusive framework, including the Trump administration’s executive order and the agreement in principle among the United States and the other G7 countries, and any changes in tax laws by non-U.S. countries in response thereto;

•the impacts of the new legislation commonly referred to as One Big Beautiful Bill Act, including the effects on the Company’s tax provision for both 2026 and future years;

•the actions of our third-party partners or service providers of research, development, manufacturing, marketing, distribution or other services, including their compliance with applicable laws and contracts, which actions may be beyond our control or influence, and the impact of such actions on us;

•the risks associated with the international scope of our operations, including our presence in emerging markets and the challenges we face when entering and operating in new and different geographic markets (including the challenges created by new and different regulatory regimes in such countries and the need to comply with applicable anti-bribery and economic sanctions, laws and regulations);

•adverse global economic conditions and credit markets and foreign currency exchange uncertainty and volatility in certain of the countries in which we do business;

•political and economic instability and other ongoing uncertainties as a result of unrest, instability or changes in geopolitical conditions, including military or political conflicts, in or impacting the countries in which we do business;

•risks associated with the ongoing conflict between Russia and Ukraine and the export controls, sanctions and other restrictive actions that have been or may be imposed by the United States, Canada, the EU and other countries against governmental and other entities and individuals in or associated with Russia, Belarus and parts of Ukraine, including its potential escalation and the potential impact on sales, earnings, market conditions and the ability of the Company to manage resources and historical investment in Russia;

•risks associated with the conflict between the U.S. and Israel and Iran and Iran-backed militant groups and the related unrest in the Middle East region, and the potential impact on our operations, sale of products and revenues in this region, as well as the potential macroeconomic impact of such conflict and related unrest (including fuel prices), which could adversely impact our operations, revenues, expenses and resulting margins;

•our ability to obtain, maintain and license sufficient intellectual property rights over our products and enforce and defend against challenges to such intellectual property;

•the introduction of generic, biosimilar or other competitors of our branded products and other products, including the introduction of products that compete against our products that do not have patent or data exclusivity rights;

•the expense, timing and outcome of pending or future legal and governmental proceedings, arbitrations, investigations, subpoenas, tax and other regulatory audits, examinations, reviews, inspections and regulatory proceedings against us or relating to us and settlements thereof;

•our ability to obtain components, raw materials or finished products supplied by third parties (some of which may be single-sourced) and other manufacturing and related supply difficulties, interruptions and delays;

•the disruption of delivery of our products and the routine flow of manufactured goods;

•potential work stoppages, slowdowns or other labor problems at our facilities and the resulting impact on our manufacturing, distribution and other operations;

•interest rate risks associated with our floating rate debt borrowings;

•our ability to effectively distribute our products and the effectiveness and success of our distribution arrangements;

•our ability to effectively promote our own products and those of our co-promotion partners;

•our ability to secure and maintain third-party research, development, manufacturing, licensing, marketing or distribution arrangements;

•the risk that our products could cause, or be alleged to cause, personal injury and adverse effects, leading to potential lawsuits, product liability claims and damages and/or recalls or withdrawals of products from the market;

•the mandatory or voluntary recall or withdrawal of our products from the market and the costs associated therewith;

•the availability of, and our ability to obtain and maintain, adequate insurance coverage and/or our ability to cover or insure against the total amount of the claims and liabilities we face, whether through third-party insurance or self-insurance;

•our indemnity agreements, which may result in an obligation to indemnify or reimburse the relevant counterparty, which amounts may be material;

•the difficulty in predicting the expense, timing and outcome within our legal and regulatory environment, including with respect to approvals by the FDA, Health Canada, the European Medicines Agency (“EMA”) and similar agencies in other jurisdictions, legal and regulatory proceedings and settlements thereof, the protection afforded by our patents and other intellectual and proprietary property, successful generic challenges to our products and infringement or alleged infringement of the intellectual property of others;

•the results of continuing safety and efficacy studies by industry and government agencies;

•the success of preclinical and clinical trials for our drug development pipeline or delays in clinical trials that adversely impact the timely commercialization of our pipeline products, as well as other factors impacting the commercial success of our products, which could lead to material impairment charges;

•uncertainties around the successful improvement and modification of our existing products and development of new products, which may require significant expenditures and efforts;

•the results of management reviews of our research and development portfolio (including following the receipt of clinical results or feedback from the FDA or other regulatory authorities), which could result in terminations of specific projects which, in turn, could lead to material impairment charges;

•the seasonality of sales of certain of our products;

•declines in the pricing and sales volume of certain of our products that are distributed or marketed by third parties, over which we have no or limited control;

•compliance by us or our third-party partners and service providers (over whom we may have limited influence), or the failure by us or these third parties to comply, with health care “fraud and abuse” laws and other extensive regulation of our marketing, promotional and business practices (including with respect to pricing), worldwide anti-bribery laws (including the U.S. Foreign Corrupt Practices Act and the Canadian Corruption of Foreign Public Officials Act), worldwide economic sanctions and/or export laws, worldwide environmental laws and regulation and privacy and security regulations;

•the impact of any changes in or reforms to the legislation, laws, rules, regulation and guidance that apply to us and our businesses and products or the enactment of any new or proposed legislation, laws, rules, regulations or guidance that will impact or apply to us or our businesses or products;

•the impact of changes in federal laws and policy that have been and may be undertaken under the Trump administration;

•illegal distribution or sale of counterfeit versions of our products;

•our ability to adopt and integrate artificial intelligence solutions into various aspects of our business and operations responsibly and in compliance with applicable legislation, laws, rules, regulation and guidance;

•interruptions, breakdowns or breaches in our information technology systems; and

•risks in Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the U.S. Securities and Exchange Commission (“SEC”) and the Canadian Securities Administrators (the “CSA”) on February 18, 2026 and risks detailed from time to time in our other filings with the SEC and the CSA, as well as our ability to anticipate and manage the risks associated with the foregoing.

Additional information about these factors and about the material factors or assumptions underlying such forward-looking statements may be found in our Annual Report on Form 10-K for the year ended December 31, 2025, filed on February 18, 2026, under Item 1A. “Risk Factors”, under Item 1A. “Risk Factors” of Part II of this Form 10-Q and in the Company’s other filings with the SEC and the CSA. When relying on our forward-looking statements to make decisions with respect to the Company, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. These forward-looking statements speak only as of the date made. We undertake no obligation to update or revise any of these forward-looking statements to reflect events or circumstances after the date of this Form 10-Q or to reflect actual outcomes, except as required by law. We caution that, as it is not possible to predict or identify all relevant factors that may impact forward-looking statements, the foregoing list of important factors that may affect future results is not exhaustive and should not be considered a complete statement of all potential risks and uncertainties.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

There have been no material changes to the Company's assessment of its sensitivity to market risks that affect the disclosures presented in the section entitled “Item 7A. Quantitative and Qualitative Disclosures About Market Risk” of our Annual Report.

Item 4. Controls and Procedures

Disclosure Controls and Procedures

Our management, with the participation of our Interim Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), has evaluated the effectiveness of our disclosure controls and procedures as of September 30, 2026. Based on this evaluation, our CEO and CFO concluded that our disclosure controls and procedures were effective as of September 30, 2026.

Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the issuer in the reports that it files or submits under the Exchange Act or under other applicable U.S. or Canadian securities laws or stock exchange rules is accumulated and communicated to the issuer’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

Changes in Internal Control Over Financial Reporting

There were no changes in the Company’s internal controls over financial reporting that occurred during the three months ended September 30, 2026 that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

We are involved in legal proceedings from time to time in the ordinary course of our business. Based on information currently available and established reserves, we have no reason to believe that the ultimate resolution of any known legal proceeding will have a material adverse effect on our financial position, liquidity or results of operations. However, there can be no assurance that the outcome of any such legal proceeding will be favorable, and adverse results in certain of these legal proceedings could have a material adverse effect on our financial position, results of operations in any one reporting period, or liquidity.

For additional information, see Note 16, “LEGAL PROCEEDINGS” of notes to the unaudited interim Condensed Consolidated Financial Statements.

Item 1A. Risk Factors

Except as set forth below, there have been no material changes to the risk factors as disclosed in Item 1A. “Risk Factors” included in our Annual Report on Form 10-K for the year ended December 31, 2025, filed on February 18, 2026.

Our chairman and interim chief executive officer also serves as chief executive officer of BHC, and these overlapping roles may create competing demands on management time and attention and actual or perceived conflicts of interest, which, together with other potential disruptions caused by the transition to a new chief executive officer, could have a material adverse effect on our business, financial condition, cash flows and results of operations and could cause the market value of our common shares to decline.

In October 2026, we announced that Thomas Appio was appointed by our Board of Directors to serve as interim Chief Executive Officer, effective October 12, 2026, following the departure of our then-current chief executive officer, Brent Saunders. Mr. Appio also serves as chief executive officer and a member of the board of directors of BHC and, since August 2026, has served as Chairman of our Board of Directors. The overlapping roles at the Company and BHC may create competing demands on management time and attention, which could adversely impact us. In addition, these overlapping roles may result in conflicts, or the appearance of conflicts, with respect to matters involving or affecting both companies. See Item 1A. Risk Factors—\"Some of our directors and officers may have actual or potential conflicts of interest because of their equity ownership in BHC, and some of our directors may have actual or potential conflicts of interest because they also serve as directors of BHC” included in our Annual Report. Furthermore, although Mr. Appio has previously served in various leadership roles at the company prior to the IPO and is deeply familiar with our business and the industry through this and his role as chief executive officer of BHC, leadership transitions can be inherently disruptive and may create uncertainty regarding future strategic direction. For example, our new chairman and interim chief executive officer may implement changes to our business strategies, which could create disruption and uncertainty among management, employees, current and potential customers, other third parties with whom we do business and shareholders. Any of these factors relating to the appointment of our new chairman and interim chief executive officer could have a material adverse effect on our business, financial condition, cash flows and results of operations and could cause the market value of our common shares to decline.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

There were no unregistered sales of equity securities, nor any purchases of our equity securities, by the Company during the three months ended September 30, 2026.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

None.

Item 5. Other Information

None.

Item 6. Exhibits


3.1	Amended Articles of Bausch + Lomb Corporation, originally filed as Exhibit 3.1 to Bausch + Lomb Corporation’s Form 8-K filed with the SEC on May 10, 2022, which is incorporated by reference herein.
3.2	Amended By-laws of Bausch + Lomb Corporation, originally filed as Exhibit 3.2 to Bausch + Lomb Corporation’s Form 8-K filed with the SEC on May 10, 2022, which is incorporated by reference herein.
10.1*	Consulting Agreement dated as of August 6, 2026 between Bausch + Lomb Corporation and Thomas W. Ross, Sr.
10.2	Separation Agreement, dated as of October 11, 2026, by and between Bausch + Lomb Corporation and Brenton L. Saunders, originally filed as Exhibit 10.1 to Bausch + Lomb Corporation’s Form 8-K filed with the SEC on October 13, 2026, which is incorporated by reference herein.
31.1*	Certification of the Interim Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*	Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*	Certificate of the Interim Chief Executive Officer of Bausch + Lomb Corporation pursuant to 18 U.S.C. § 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*	Certificate of the Chief Financial Officer of Bausch + Lomb Corporation pursuant to 18 U.S.C. § 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*	Inline XBRL Instance Document
101.SCH*	Inline XBRL Taxonomy Extension Schema Document
101.CAL*	Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB*	Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE*	Inline XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF*	Inline XBRL Taxonomy Extension Definition Linkbase Document
104*	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

____________________________________

* Filed herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


		Bausch + Lomb Corporation (Registrant)

Date:	October 28, 2026	/s/ THOMAS J. APPIO
		Thomas J. Appio Interim Chief Executive Officer (Principal Executive Officer)


Date:	October 28, 2026	/s/ SAM ELDESSOUKY
		Sam Eldessouky Executive Vice President and Chief Financial Officer (Principal Financial Officer)

INDEX TO EXHIBITS


Exhibit Number	Exhibit Description
3.1	Amended Articles of Bausch + Lomb Corporation, originally filed as Exhibit 3.1 to Bausch + Lomb Corporation’s Form 8-K filed with the SEC on May 10, 2022, which is incorporated by reference herein.
3.2	Amended By-laws of Bausch + Lomb Corporation, originally filed as Exhibit 3.2 to Bausch + Lomb Corporation’s Form 8-K filed with the SEC on May 10, 2022, which is incorporated by reference herein.
10.1*	Consulting Agreement dated as of August 6, 2026 between Bausch + Lomb Corporation and Thomas W. Ross, Sr.
10.2	Separation Agreement, dated as of October 11, 2026, by and between Bausch + Lomb Corporation and Brenton L. Saunders, originally filed as Exhibit 10.1 to Bausch + Lomb Corporation’s Form 8-K filed with the SEC on October 13, 2026, which is incorporated by reference herein.
31.1*	Certification of the Interim Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*	Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*	Certificate of the Interim Chief Executive Officer of Bausch + Lomb Corporation pursuant to 18 U.S.C. § 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*	Certificate of the Chief Financial Officer of Bausch + Lomb Corporation pursuant to 18 U.S.C. § 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*	Inline XBRL Instance Document
101.SCH*	Inline XBRL Taxonomy Extension Schema Document
101.CAL*	Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB*	Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE*	Inline XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF*	Inline XBRL Taxonomy Extension Definition Linkbase Document
104*	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

____________________________________

* Filed herewith.

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