Form 8-K

8-K — TEVA PHARMACEUTICAL INDUSTRIES LTD

Accession: 0001193125-26-393116

Filed: 2026-09-16

Period: 2026-09-16

CIK: 0000818686

SIC: 2834 (PHARMACEUTICAL PREPARATIONS)

Item: Entry into a Material Definitive Agreement

Item: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Item: Financial Statements and Exhibits

Documents

8-K — d155511d8k.htm (Primary)

EX-4.2 (d155511dex42.htm)

EX-4.4 (d155511dex44.htm)

EX-4.6 (d155511dex46.htm)

EX-5.1 (d155511dex51.htm)

EX-5.2 (d155511dex52.htm)

EX-5.3 (d155511dex53.htm)

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8-K

8-K (Primary)

Filename: d155511d8k.htm · Sequence: 1

8-K

TEVA PHARMACEUTICAL INDUSTRIES LTD 00-0000000 false 0000818686 0000818686 2026-09-16 2026-09-16

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) September 16, 2026

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

(Exact name of registrant as specified in its charter)

Israel

001-16174

Not Applicable

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

400 Interpace Parkway, #3

Parsippany NJ, 07054 USA

(Address of principal executive offices) (Zip Code)

+973-658-0301

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Ordinary Shares, par value NIS 0.10 per share

TEVA

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 ((§240.12b-2 of this chapter).

Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01.

Entry into a Material Definitive Agreement.

On September 16, 2026, (i) Teva Pharmaceutical Finance Netherlands II B.V. (“Teva Finance II”), a wholly owned subsidiary of Teva Pharmaceutical Industries Limited (the “Company”), issued €1,000,000,000 aggregate principal amount of 4.250% Senior Notes due 2033 (the “2033 Euro Notes”) and €500,000,000 aggregate principal amount of 4.625% Senior Notes due 2036 (the “2036 Euro Notes” and, together with the 2033 Euro Notes, the “Euro Notes”); (ii) Teva Pharmaceutical Finance Netherlands III B.V. (“Teva Finance III”), a wholly owned subsidiary of the Company, issued $1,000,000,000 aggregate principal amount of 5.500% Senior Notes due 2034 (the “2034 USD Notes”) and $1,000,000,000 aggregate principal amount of 5.750% Senior Notes due 2037 (the “2037 USD Notes”); and (iii) Teva Pharmaceutical Finance Netherlands IV B.V. (“Teva Finance IV” and, together with Teva Finance II and Teva Finance III, the “Issuers”), a wholly owned subsidiary of the Company, issued $1,200,000,000 aggregate principal amount of 5.250% Senior Notes due 2032 (the “2032 USD Notes” and, together with the 2034 USD Notes and the 2037 USD Notes, the “USD Notes” and together with the Euro Notes, the “Notes”).

Teva intends to use the net proceeds from the Notes (i) to fund the redemptions of certain existing notes as further set out below (the “Conditional Redemptions”), (ii) to pay fees and expenses in connection therewith and (iii) to the extent of any remaining proceeds, for general corporate purposes, including the repayment of outstanding debt upon maturity, tender offer or earlier redemption. Net proceeds may be temporarily invested pending application for their stated purpose. The Euro Notes were issued pursuant to a Senior Indenture, dated as of March 14, 2018 (the “Euro Notes Base Indenture”), by and among Teva Finance II, the Company, as guarantor, and The Bank of New York Mellon, as trustee, as supplemented by the Sixth Supplemental Indenture, dated as of September 16, 2026 (the “Euro Notes Supplemental Indenture” and, together with the Euro Notes Base Indenture, the “Euro Notes Indenture”), by and among Teva Finance II, the Company, as guarantor, The Bank of New York Mellon, as trustee, and The Bank of New York Mellon, London Branch, as paying agent. The 2034 USD Notes and the 2037 USD Notes were issued pursuant to a Senior Indenture, dated as of March 14, 2018 (the “Teva Finance III Notes Base Indenture”), by and among Teva Finance III, the Company, as guarantor, and The Bank of New York Mellon, as trustee, as supplemented by the Sixth Supplemental Indenture relating to the 2034 USD Notes and the 2037 USD Notes, dated as of September 16, 2026 (the “Teva Finance III Supplemental Indenture” and, together with the Teva Finance III Base Indenture, the “Teva Finance III Indenture”), in each case, by and among Teva Finance III, the Company, as guarantor, and The Bank of New York Mellon, as trustee. The 2032 USD Notes were issued pursuant to a Senior Indenture, dated as of May 28, 2025 (the “Teva Finance IV Base Indenture”), by and among Teva Finance IV, the Company, as guarantor, and The Bank of New York Mellon, as trustee, as supplemented by the Second Supplemental Indenture relating to the 2032 USD Notes, dated as of September 16, 2026 (the “Teva Finance IV Supplemental Indenture” and, together with the Teva Finance IV Notes Base Indenture, the “Teva Finance IV Indenture” and, together with the Teva Finance II Indenture and Teva Finance III Indenture, the “Indentures”), in each case by and among Teva Finance IV, the Company, as guarantor, and The Bank of New York Mellon, as trustee.

Interest will be payable on the 2033 Euro Notes annually in arrears on March 16 of each year, beginning on March 16, 2027, until the maturity date of March 16, 2033. Interest will be payable on the 2036 Euro Notes annually in arrears on September 16 of each year, beginning on September 16, 2027, until the maturity date of September 16, 2036. Interest will be payable on the USD Notes semi-annually in arrears on January 16 and July 16 of each year, beginning on January 16, 2027, until the maturity dates of January 16, 2032 for the 2032 USD Notes, January 16, 2034 for the 2034 USD Notes and January 16, 2037 for the 2037 USD Notes, respectively.

The Euro Notes and the USD Notes are senior unsecured obligations of Teva Finance II, Teva Finance III and Teva Finance IV, respectively, and the Notes are guaranteed on a senior unsecured basis by the Company.

Teva Finance II may redeem the Euro Notes of any series, in whole or in part, at any time or from time to time, on at least 10 days’, but not more than 60 days’, prior notice delivered to the registered address of each holder of the Euro Notes to be redeemed, with a copy of such notice delivered to the trustee and the principal paying agent. The redemption prices for the Euro Notes will be equal to the greater of (1) 100% of the principal amount of the Euro Notes to be redeemed or (2) the sum of the present values of the Remaining Scheduled Payments (as defined in the Euro Notes Indenture) on the Euro Notes of such series being redeemed discounted, on an annual (ACTUAL/ACTUAL (ICMA)) basis, at the applicable Reinvestment Rate (as defined in the Euro Notes Indenture), plus in each case accrued and unpaid interest thereon, if any (including additional interest, if any), to, but not including, the redemption date; provided that if Teva Finance II elects to redeem the 2033 Euro Notes at any time on or after January 16, 2033 (two months prior to the maturity date of the 2033 Euro Notes) or the 2036 Euro Notes at any time on or after June 16, 2036 (three months prior to the maturity date of the 2036 Euro Notes), the redemption price for such Euro Notes will be equal to 100% of the aggregate principal amount of such Euro Notes being redeemed, plus accrued and unpaid interest thereon, if any, to, but not including, the redemption date.

Teva Finance III and Teva Finance IV may redeem the USD Notes of any series, in whole or in part, at any time or from time to time, on at least 10 days’, but not more than 60 days’, prior notice delivered to the registered address of each holder of the USD Notes to be redeemed, with a copy of such notice delivered to the trustee. The redemption prices will be equal to the greater of (1) 100% of the principal amount of the USD Notes to be redeemed or (2) the sum of the present values of the Remaining Scheduled Payments (as defined in the Teva Finance III and Teva Finance IV Indentures) on the USD Notes of such series being redeemed discounted, on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months), using a discount rate equal to the sum of the Treasury Rate (as defined in the Teva Finance III and Teva Finance IV Indentures) plus 15 basis points, in the case of the 2034 USD Notes, 20 basis points, in the case of the 2037 USD Notes, and 15 basis points, in the case of the 2032 USD Notes, plus in each case accrued and unpaid interest thereon, if any, to, but not including, the redemption date; provided that if Teva Finance III elects to redeem the 2034 USD Notes at any time on or after November 16, 2033 (two months prior to the maturity date of the 2034 USD Notes) or the 2037 USD Notes at any time on or after October 16, 2036 (three months prior to the maturity date of the 2037 USD Notes) or if Teva Finance IV elects to redeem the 2032 USD Notes at any time on or after December 16, 2031 (one month prior to the maturity date of the 2032 USD Notes), the redemption price for such USD Notes will be equal to 100% of the aggregate principal amount of such USD Notes being redeemed, plus accrued and unpaid interest thereon, if any, to, but not including, the redemption date.

The Indentures include an obligation to offer to repurchase at a price equal to 101% of the principal amount of such notes plus accrued and unpaid interest upon a change of control triggering event (as defined in the Indentures). The terms of the Indentures, among other things and subject to specified exceptions, limit the ability of (a) the Company and its subsidiaries to (i) create liens upon certain of their property and (ii) enter into sale-leaseback transactions; and (b) the applicable Issuer and the Company to merge, consolidate or sell, lease or convey all or substantially all of their assets. The Indentures provide for customary events of default, which include (subject in certain cases to customary grace and cure periods), among others, nonpayment of principal or interest; breach of other covenants or agreements in the Indentures; acceleration of certain other indebtedness; failure of the Company’s guarantee to be enforceable; and certain events of bankruptcy or insolvency. The offering of the Notes was registered under the Securities Act of 1933, as amended (the “Securities Act”), and is being made pursuant to the Company’s Registration Statement on Form S-3ASR (File No. 333-284770) and the prospectus included therein (the “Registration Statement”), filed by the Company with the Commission on February 7, 2025, the preliminary prospectus supplement relating thereto, dated September 7, 2026, and filed with the Commission on September 8, 2026 and the final prospectus supplement relating thereto, dated September 9, 2026, and filed with the Commission on September 11, 2026, in each case pursuant to Rule 424(b) promulgated under the Securities Act.

In connection with the Conditional Redemptions, Teva issued notices of conditional redemption on September 8, 2026, pursuant to which it intends to redeem in accordance with the terms set forth in the relevant indentures: (i) all of the 6.750% Senior Notes due 2028 that are outstanding, (ii) all of the 7.875% Sustainability-Linked Senior Notes due 2029 that are outstanding, (iii) all of the 7.375% Sustainability-Linked Senior Notes due 2029 that are outstanding, (iv) up to $450,000,000 in principal amount of 4.750% Sustainability-Linked Senior Notes due 2027 and (v) up to €1,250,000,000 in principal amount of 4.375% Sustainability-Linked Senior Notes due 2030; and on September 10, 2026, Teva issued an additional notice of conditional redemption pursuant to which it intends to redeem all of the 8.125% USD Sustainability-Linked Senior Notes due 2031 and issued a notice of reduction pursuant to which Teva intends to reduce the amount of 4.375% Sustainability-Linked Senior Notes due 2030 being redeemed from up to €1,250,000,000 to up to €1,150,000,000. Teva may, in its sole discretion, decide to issue additional notices of conditional redemption and redeem certain of its other outstanding notes, or to amend the principal amounts to be redeemed under any of the foregoing notices, in each case in accordance with the terms set forth in the relevant indentures pursuant to which such notes were issued, although it is under no obligation to do so.

The foregoing summary descriptions of the Euro Notes Base Indenture, Euro Notes Supplemental Indenture, Teva Finance III Notes Base Indenture, Teva Finance III Notes Supplemental Indenture, Teva Finance IV Notes Base Indenture, Teva Finance IV Notes Supplemental Indenture and each series of Notes are not complete and are qualified in their entirety by reference to the Euro Notes Base Indenture, Euro Notes Supplemental Indenture, Teva Finance III Notes Base Indenture, Teva Finance III Notes Supplemental Indenture, Teva Finance IV Notes Base Indenture, Teva Finance IV Notes Supplemental Indenture, and the form of Notes, which are filed as Exhibits 4.1, 4.2, 4.3, 4.4, 4.5, 4.6, 4.7, 4.8, 4.9, 4.10, and 4.11 respectively, to this Current Report on Form 8-K and are incorporated herein by reference.

Item 2.03

Creation of a Direct Financial Obligation or an Obligation under an Off Balance Sheet Arrangement of a Registrant.

The information set forth in Item 1.01 is incorporated by reference into this Item 2.03.

Item 9.01

Financial Statements and Exhibits

(d) Exhibits

Exhibit

4.1

Senior Indenture, dated as of March 14, 2018, among Teva Pharmaceutical Finance Netherlands II B.V., Teva Pharmaceutical Industries Limited and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.30 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 filed by the registrant on February 19, 2019)

4.2

Sixth Supplemental Senior Indenture, dated as of September 16, 2026, among Teva Pharmaceutical Finance Netherlands II B.V., Teva Pharmaceutical Industries Limited, The Bank of New York Mellon, as trustee, and The Bank of New York Mellon, London Branch, as paying agent

4.3

Senior Indenture, dated as of March 14, 2018, among Teva Pharmaceutical Finance Netherlands III B.V., Teva Pharmaceutical Industries Limited and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.27 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 filed by the registrant on February 19, 2019)

4.4

Sixth Supplemental Senior Indenture, dated as of September 16, 2026, among Teva Pharmaceutical Finance Netherlands III B.V., Teva Pharmaceutical Industries Limited and The Bank of New York Mellon, as trustee

4.5

Senior Indenture, dated as of May 28, 2025, among Teva Pharmaceutical Finance Netherlands IV B.V., Teva Pharmaceutical Industries Limited and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.7 to the Company’s Current Report on Form 8-K filed by the registrant on May 28, 2025)

4.6

Second Supplemental Senior Indenture, dated as of September 16, 2026, among Teva Pharmaceutical Finance Netherlands IV B.V., Teva Pharmaceutical Industries Limited and The Bank of New York Mellon, as trustee

4.7

Form of 2033 Euro Notes (included in Exhibit 4.2)

4.8

Form of 2036 Euro Notes (included in Exhibit 4.2)

4.9

Form of 2034 USD Notes (included in Exhibit 4.4)

4.10

Form of 2037 USD Notes (included in Exhibit 4.4)

4.11

Form of 2032 USD Notes (included in Exhibit 4.6)

5.1

Opinion of Agmon with Tulchinsky Law Firm (Israeli law)

5.2

Opinion of White & Case LLP (New York law)

5.3

Opinion of Van Doorne N.V. (Dutch law)

23.1

Consent of Agmon with Tulchinsky Law Firm (included in Exhibit 5.1)

23.2

Consent of White & Case LLP (included in Exhibit 5.2)

23.3

Consent of Van Doorne N.V. (included in Exhibit 5.3)

104

Cover Page Interactive Data File (included within the Inline XBRL document)

SIGNATURE

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 hereunto duly authorized.

Date: September 16, 2026

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

By:

/s/ Eli Kalif

Name:

Eli Kalif

Title:

Executive Vice President, Chief Financial Officer

EX-4.2

Filename: d155511dex42.htm · Sequence: 2

EX-4.2

Exhibit 4.2

TEVA PHARMACEUTICAL FINANCE

NETHERLANDS II B.V.,

as Issuer,

TEVA PHARMACEUTICAL INDUSTRIES LIMITED,

as Guarantor,

THE BANK OF NEW

YORK MELLON,

as Trustee

and

THE BANK OF NEW YORK MELLON, LONDON BRANCH,

as Paying Agent

SIXTH SUPPLEMENTAL SENIOR INDENTURE

Dated as of September 16, 2026

to the Senior Indenture dated as of March 14, 2018

Creating the series of Securities (as defined herein) designated

4.250% Senior Notes due 2033

and

4.625% Senior Notes due 2036

TABLE OF CONTENTS

Page

ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE

Section 1.1

Definitions

Section 1.2

Incorporation by Reference of Trust Indenture Act

Section 1.3

Rules of Construction

ARTICLE 2 THE NOTES AND THE GUARANTEE

Section 2.1

Title and Terms

Section 2.2

Forms of Notes

Section 2.3

Legends

Section 2.4

Form of Guarantee

Section 2.5

Book-Entry Provisions for the Global Notes

Section 2.6

[Reserved]

Section 2.7

Defaulted Interest

Section 2.8

Execution of Guarantee

Section 2.9

Add On Notes

Section 2.10

ISIN Numbers and Common Codes

ARTICLE 3 ADDITIONAL COVENANTS

Section 3.1

Payment of Additional Tax Amounts

Section 3.2

Stamp Tax

Section 3.3

Corporate Existence

Section 3.4

Certificates of the Issuer and the Guarantor

Section 3.5

Guarantor To Be the Sole Equityholder of the Issuer

Section 3.6

Limitation on Liens

Section 3.7

Limitation on Sales and Leasebacks

Section 3.8

Offer to Repurchase Upon a Change of Control Triggering Event

ARTICLE 4 REDEMPTION OF NOTES

Section 4.1

Optional Redemption

Section 4.2

Notice of Redemption

Section 4.3

Deposit of Redemption Price

Section 4.4

Tax Redemption

ARTICLE 5 SATISFACTION AND DISCHARGE

Section 5.1

Satisfaction and Discharge

ARTICLE 6 PAYING AGENT

Section 6.1

Paying Agent

Section 6.2

Electronic Means

Section 6.3

CSDR Regulation

ARTICLE 7 MISCELLANEOUS PROVISIONS

Section 7.1

Scope of Supplemental Indenture

Section 7.2

Provisions of Supplemental Indenture for the Sole Benefit of Parties and Holders of Notes

Section 7.3

Successors and Assigns of Issuer and Guarantor Bound by Supplemental Indenture

Section 7.4

Notices and Demands on Issuer, Trustee, Paying Agent and Holders of Notes

Section 7.5

Officer’s Certificates and Opinions of Counsel; Statements to be Contained Therein

Section 7.6

Payments Due on Saturdays, Sundays and Holidays

Section 7.7

Conflict of any Provisions of Supplemental Indenture with Trust Indenture Act of 1939

Section 7.8

New York Law to Govern

Section 7.9

Counterparts

Section 7.10

Effect of Headings

Section 7.11

Submission to Jurisdiction

Section 7.12

Not Responsible for Recitals or Issuance of Securities

ARTICLE 8 SUPPLEMENTAL INDENTURES

Section 8.1

Without Consent of Holders

Section 8.2

With Consent of Each Affected Holder

EXHIBIT A - FORM OF 2033 NOTE

A-1

EXHIBIT B – FORM OF 2036 NOTE

B-1

SIXTH SUPPLEMENTAL SENIOR INDENTURE, dated as of September 16, 2026, by and among Teva

Pharmaceutical Finance Netherlands II B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid), incorporated under Dutch law (the “Issuer”), Teva Pharmaceutical Industries

Limited, a corporation incorporated under the laws of Israel (the “Guarantor”), The Bank of New York Mellon, a New York banking corporation, as trustee (the “Trustee”) and The Bank of New York Mellon, London

Branch, as paying agent (the “Paying Agent”).

W I T N E S S E T H:

WHEREAS, the Issuer has heretofore executed and delivered to the Trustee and the Paying Agent a Senior Indenture, dated as of March 14, 2018

(the “Base Indenture”), providing for the issuance from time to time of one or more series of its senior unsecured debentures, notes or other evidences of indebtedness (the “Securities”);

WHEREAS, the Issuer has heretofore executed and delivered to the Trustee and the Paying Agent a first supplemental senior indenture, dated as

of March 14, 2018, providing for the issuance of the 3.250% Senior Notes due 2022 and the 4.500% Senior Notes due 2025;

WHEREAS, the

Issuer has heretofore executed and delivered to the Trustee and the Paying Agent a second supplemental senior indenture, dated as of November 25, 2019, providing for the issuance of the 6.000% Senior Notes due 2025;

WHEREAS, the Issuer has heretofore executed and delivered to the Trustee and the Paying Agent a third supplemental senior indenture, dated as

of November 9, 2021, providing for the issuance of the 3.750% Sustainability-Linked Senior Notes due 2027 and the 4.375% Sustainability-Linked Senior Notes due 2030;

WHEREAS, the Issuer has heretofore executed and delivered to the Trustee a fourth supplemental senior indenture, dated as of March 9, 2023,

providing for the issuance of the 7.375% Sustainability-Linked Senior Notes due 2029 and the 7.875% Sustainability-Linked Senior Notes due 2031;

WHEREAS, the Issuer has heretofore executed and delivered to the Trustee and the Paying Agent a fifth supplemental senior indenture, dated as

of May 28, 2025, providing for the issuance of the 4.125% Senior Notes due 2031;

WHEREAS, Section 7.01(h) of the Base Indenture

provides that the Issuer, the Guarantor and the Trustee may from time to time enter into one or more indentures supplemental thereto to establish the form or terms of Securities of a new series;

WHEREAS, the Issuer, pursuant to the foregoing authority, proposes in and by this sixth supplemental senior indenture (this

“Supplemental Indenture” and, together with the Base Indenture, the “Indenture”) to amend and supplement the Base Indenture insofar as it will apply only to the 4.250% Senior Notes due 2033 (the “2033

Notes”) and the 4.625% Senior Notes due 2036 (the “2036 Notes”) issued hereunder (and not to any other series of Securities). Unless the context otherwise suggests, the 2033 Notes and 2036 Notes are collectively referred

to as the “Notes”; and

WHEREAS, all things necessary have been done to make the Notes, when executed by the Issuer and

authenticated and delivered hereunder and duly issued by the Issuer, the valid obligations of the Issuer, and to make this Supplemental Indenture a valid and legally binding agreement of the Issuer, in accordance with their and its terms;

NOW, THEREFORE, THIS SUPPLEMENTAL INDENTURE WITNESSETH:

For and in consideration of the premises and the purchases of the Notes by the holders thereof, the Issuer, the Guarantor and the Trustee

mutually covenant and agree for the equal and proportionate benefit of the respective Holders from time to time of the Notes as follows:

ARTICLE 1

DEFINITIONS AND INCORPORATION BY REFERENCE

Section 1.1 Definitions.

Capitalized terms used herein but not defined shall have the meanings assigned to them in the Base Indenture unless otherwise indicated. For

all purposes of this Supplemental Indenture and the Notes, the following terms are defined as follows:

“Add On Notes”

means any notes originally issued after the date hereof pursuant to Section 2.9, including any replacement notes as specified in the relevant Add On Note Board Resolutions, Officer’s Certificate or supplemental indenture issued therefor

in accordance with the Base Indenture.

“Additional Tax Amounts” has the meaning specified in Section 3.1.

“Affiliate” means, with respect to a specified Person, another Person that directly, or indirectly through one or more

intermediaries, Controls or is Controlled by or is under common Control with the Person specified.

“Agent Members” has

the meaning specified in Section 2.5.

“Authorized Agent” has the meaning specified in Section 7.11.

“Authorized Officers” has the meaning specified in Section 6.2.

“Below Investment Grade Rating Event” means the rating on the Notes of a series is lowered in respect of a Change of

Control and the Notes of such series are rated below Investment Grade by two of the three Rating Agencies on any date from the date of the public notice of an arrangement that could result in a Change of Control until the end of the 60-day period following public notice of the occurrence of a Change of Control (which period shall be extended until the ratings are announced if during the period beginning on the date of such public notice and

ending on the 60th day following public notice of a Change of Control the rating of the Notes of such series is under publicly announced consideration for possible downgrade by any of the Rating Agencies); provided that a Below Investment Grade

Rating Event otherwise arising by virtue of a particular reduction in rating shall not be deemed to have occurred in respect of a particular Change of Control (and thus shall not be deemed a Below Investment Grade Rating Event for purposes of the

definition of Change of Control Triggering Event hereunder) if the Rating Agencies making the reduction in rating to which this definition would otherwise apply do not announce or publicly confirm or inform the Issuer in writing at its request that

the reduction was the result, in whole or in part, of any event or circumstance comprised of or arising as a result of, or in respect of, the applicable Change of Control (whether or not the applicable Change of Control shall have occurred at the

time of the Below Investment Grade Rating Event). The Issuer will request the Rating Agencies to make such confirmation in connection with any Change of Control and shall promptly deliver an Officer’s Certificate to the Trustee certifying as

to whether or not such confirmation has been received or denied.

“Board of Directors” means:

(1)

with respect to a corporation, the board of directors of the corporation or a duly authorized committee

thereof;

(2)

with respect to a partnership, the board of directors of the general partner of the partnership;

(3)

with respect to a limited liability company managed by the member or members, the managing member or members or

any controlling committee of managing members thereof;

(4)

with respect to a limited liability company managed by a manager or managers, the manager or managers and any

controlling committee of managers; and

(5)

with respect to any other person, the board or committee of such person serving a similar function.

“Business Day” means any day on which commercial banks and foreign exchange markets are open for

business in New York and London; provided that, for purposes of payments on the Notes, a “Business Day” must be a day on which the Trans-European Automated Real-Time Gross Settlement Express Transfer System (TARGET) is operating.

“Capital Stock” means:

(1)

in the case of a corporation, corporate stock;

(2)

in the case of an association or business entity, any and all shares, interests, participations, rights or

other equivalents (however designated) of corporate stock;

(3)

in the case of a partnership or limited liability company, partnership or membership interests (whether general

or limited); and

(4)

any other interest or participation that confers on a Person the right to receive a share of the profits and

losses of, or distributions of assets of, the issuing Person,

including any preferred stock, but in no event will Capital Stock include

any debt securities convertible or exchangeable into equity.

“Change of Control” means the occurrence of the

following:

(1)

the direct or indirect sale, transfer, conveyance or other disposition (other than by way of merger or

consolidation), in one or a series of related transactions, of all or substantially all of the combined assets of the Guarantor and its subsidiaries taken as a whole to any “person” (as that term is used in Section 13(d)(3) of the

Exchange Act or any successor provision); or

(2)

the consummation of any transaction (including, without limitation, any merger or consolidation) the result of

which is that any “person” (as that term is used in Section 13(d)(3) of the Exchange Act or any successor provision) (other than the Guarantor or one of its subsidiaries), becomes the beneficial owner (within the meaning of Rule 13d-3 under the Exchange Act or any successor provision) of a majority of the Voting Stock (as defined below) in the Guarantor or other Voting Stock into which the Guarantor’s Voting Stock is reclassified,

consolidated, exchanged or changed, measured by voting power rather than number of shares; or

(3)

the Guarantor consolidates with, or merges with or into, any “person” (as that term is used in

Section 13(d) of the Exchange Act or any successor provision) or any such person consolidates with, or merges with or into, the Guarantor, in either case, pursuant to a transaction in which any of the Guarantor’s outstanding Voting Stock

or the Voting Stock of such other person is converted into or exchanged for cash, securities or other property, other than pursuant to a transaction in which shares of the Guarantor’s Voting Stock outstanding immediately prior to the

transaction constitute, or are converted into or exchanged for, a majority of the Voting Stock of the surviving person immediately after giving effect to such transaction, in each case, measured by voting power rather than number of shares; or

(4)

the adoption of a plan relating to the Guarantor’s liquidation or dissolution.

“Change of Control Triggering Event” means the occurrence of a Change of Control and a Below Investment Grade Rating Event.

“Clearstream” means Clearstream Banking, S.A.

“Common Depositary” means The Bank of New York Mellon, London Branch, at

160 Queen Victoria Street, London EC4V 4LA, United Kingdom, as common depositary for Euroclear and/or Clearstream, or any successor Person thereto.

“Consolidated Net Worth” means the stockholders’ equity of the Guarantor and its consolidated subsidiaries, as shown

on the audited consolidated balance sheet of the Guarantor’s latest annual report to stockholders, prepared in accordance with GAAP.

“Control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management or

policies of a Person, whether through the ability to exercise voting power, by contract or otherwise. “Controlling” and “Controlled” have meanings correlative thereto.

“corporation” means corporations, associations, limited liability companies, companies and business trusts or any other

similar entity.

“Credit Cash Penalties” means any amounts received by the Trustee or Paying Agent from any Depository

or Subcustodian in respect of cash penalty charges payable under CSDR.

“CSDR” means the Central Securities

Depositaries Regulation (EU) 909/2014.

“Debit Cash Penalties” means any costs or charges incurred by the Trustee or

Paying Agent in carrying out instructions to clear and/or settle transfers of securities under this Supplemental Agreement (including cash penalty charges that may be incurred under CSDR if a settlement fail occurs).

“Default” means an event which is, or after notice or lapse of time or both would be, an Event of Default.

“Defaulted Interest” has the meaning specified in Section 2.7.

“Electronic Means” has the meaning specified in Section 6.2.

“Euro” means the lawful single currency of the participating states of the European Union as at the time of payment is

legal tender for the payment of public and private debts.

“Euroclear” means Euroclear Bank S.A./N.V.

“Event of Default” with respect to the Notes of each series shall not have the meaning assigned to such term by

Section 4.01 of the Base Indenture. An Event of Default with respect to the Notes of each series means each one of the following events which shall have occurred and be continuing (whatever the reason for such Event of Default and whether it

shall be voluntary or involuntary or be effected by operation of law or pursuant to any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body):

(a) the Issuer defaults in the payment of the principal and premium, if any, of any of the Notes of such series when it becomes due and payable

at Maturity or upon redemption;

(b) the Issuer defaults in the payment of interest (including Additional Tax Amounts, if any) on any of

the Notes of such series when it becomes due and payable and such default continues for a period of 30 days after the date when due;

(c)

the Issuer fails to repurchase or pay the Repurchase Price of the Notes of such series when due in connection with a Change of Control Triggering Event;

(d) the Guarantor fails to perform its obligations under the Guarantees relating to the Notes of such series;

(e) except as permitted by the Indenture, the Guarantees with respect to such series of Notes is held in any final, non-appealable judicial proceeding to be unenforceable or invalid or shall cease for any reason to be in full force and effect or the Guarantor, or any Person acting on behalf of the Guarantor, shall deny or

disaffirm its obligations under the Guarantees;

(f) either the Issuer or the Guarantor fails to perform or observe any other term,

covenant or

agreement contained in the relevant Notes of such series or this Supplemental Indenture or the Base Indenture and the default continues for a period of 60 days after written notice of such

failure, requiring the Issuer or the Guarantor, as the case may be, to remedy the same, shall have been given to the Issuer or the Guarantor, as the case may be, by the Trustee or to the Issuer or the Guarantor, as the case may be, and the Trustee

by the Holders of at least 25% in aggregate principal amount of the Outstanding Notes of such series (provided that such notice may not be given with respect to any action taken, and reported publicly or to holders of such series of the Notes, more

than two years prior to such notice; provided further that the trustee shall have no obligation to determine when or if any holders have been notified of any such action or to track when such two-year period

starts or concludes);

(g) (i) the Issuer or the Guarantor fails to make by the end of the applicable grace period, if any, any payment of

principal or interest due in respect of any Indebtedness for borrowed money, the aggregate outstanding principal amount of which is an amount in excess of $250,000,000; or (ii) there is an acceleration of any Indebtedness for borrowed money in

an amount in excess of $250,000,000 because of a default with respect to such Indebtedness, without, in the case of either (i) or (ii) above, such Indebtedness having been discharged or such non-payment

or acceleration having been cured, waived, rescinded or annulled, for a period of 30 days after written notice to the Issuer by the Trustee or to the Issuer and the Trustee by the Holders of at least 25% in aggregate principal amount of the

Outstanding Notes of such series;

(h) the entry by a court having jurisdiction in the premises of (i) a decree or order for relief in

respect of the Issuer or the Guarantor in an involuntary case or proceeding under any applicable U.S. federal or state bankruptcy, insolvency, reorganization or other similar law or (ii) a decree or order adjudging the Issuer or the Guarantor

as bankrupt or insolvent, or approving as properly filed a petition seeking reorganization, arrangement, adjustment or composition of or in respect of the Issuer or the Guarantor under any applicable U.S. federal or state law, or appointing a

custodian, receiver, liquidator, assignee, trustee, sequestrator or other similar official of the Issuer or the Guarantor or of any substantial part of its property, or ordering the winding up or liquidation of its affairs, and the continuance of

any such decree or order for relief or any such other decree or order unstayed and in effect for a period of 60 consecutive days; or

(i)

except as permitted under Section 5.11 of the Base Indenture, the commencement by the Issuer or the Guarantor of a voluntary case or proceeding under any applicable U.S. federal or state bankruptcy, insolvency, reorganization or other similar

law or of any other case or proceeding to be adjudicated as bankrupt or insolvent, or the consent by the Issuer to the entry of a decree or order for relief in respect of the Issuer or the Guarantor in an involuntary case or proceeding under any

applicable U.S. federal or state bankruptcy, insolvency, reorganization or other similar law or to the commencement of any bankruptcy or insolvency case or proceeding against the Issuer or the Guarantor, or the filing by the Issuer or the Guarantor

of a petition or answer or consent seeking reorganization or relief under any applicable U.S. federal or state law, or the consent by the Issuer or the Guarantor to the filing of such petition or to the appointment of or the taking possession by a

custodian, receiver, liquidator, assignee, trustee, sequestrator or other similar official of the Issuer or the Guarantor or of any substantial part of its property, or the making by the Issuer or the Guarantor of an assignment for the benefit of

creditors, or the admission by the Issuer or the Guarantor in writing of its inability to pay its debts generally as they become due, or the taking of corporate action by the Issuer or the Guarantor expressly in furtherance of any such action.

Except as otherwise provided herein, with respect to the Notes, the references in Section 4.01 of the Base Indenture to “clauses

4.01(a), 4.01(b), 4.01(c) or 4.01(f) above” shall be construed as references to clauses (a), (b), (d), (e), (f) or (g) of this definition and references to Sections 4.01(d) and (e) in the Base Indenture shall be construed as

references to clauses (h) and (i) of this definition.

Any time period in this Supplemental Indenture, the Base Indenture or the

Notes to cure any actual or alleged default or event of default may be extended or stayed by a court of competent jurisdiction.

“Fitch” means Fitch Inc., or any successor thereto.

“GAAP” has the meaning given to “generally accepted accounting principles” in the Base Indenture;

provided, however, that any change in GAAP that would cause the Guarantor to record an existing item as a liability upon that entity’s balance sheet, which item was not previously required by GAAP to be so recorded, shall not

constitute an incurrence of Indebtedness for purposes of this Supplemental Indenture.

“Global Note” has the meaning specified in Section 2.2(b).

“guarantee” means any obligation, contingent or otherwise, of any Person, directly or indirectly guaranteeing any

Indebtedness of any other Person and any obligation, direct or indirect, contingent or otherwise, of such Person:

(1)

to purchase or pay (or advance or supply funds for the purchase or payment of) such Indebtedness of such other

Person (whether arising by virtue of partnership arrangements, or by agreement to keep-well, to purchase assets, goods, securities or services, to take-or-pay, or

maintain financial statement conditions or otherwise); or

(2)

entered into for purposes of assuring in any other manner the obligee of such Indebtedness of the payment

thereof or to protect such obligee against loss in respect thereof (in whole or in part); provided, however, that the term “guarantee” will not include endorsements for collection or deposit in the ordinary course of

business. The term “guarantee” used as a verb has a corresponding meaning.

“Guarantees”

means the guarantees of the Guarantor in respect of the Notes in the form provided in Section 2.4.

“Guarantor”

means Teva Pharmaceutical Industries Limited, a corporation incorporated under the laws of Israel, until a successor Person shall have become such pursuant to the applicable provisions of the Indenture, and thereafter “Guarantor” shall

mean such successor Person.

“Holder,” “Holder of Notes” or other similar terms means the registered

holder of any Note.

“Indebtedness” means, with respect to any Person any liability for borrowed money which, in

accordance with GAAP, would be reflected on the balance sheet of such Person as a liability on the date as of which Indebtedness is to be determined, other than accounts payable or any other indebtedness to trade creditors created or assumed by such

Person in the ordinary course of business in connection with the obtaining of materials or services.

“Independent Investment

Banker” means a bank appointed by the Issuer which is a primary European government security dealer, and any of its successors, or a market maker in pricing corporate bond issues.

“Instructions” has the meaning specified in Section 6.2.

“Interest Payment Date” means in the case of the 2033 Notes, March 16 of each year, beginning March 16, 2027, and

in the case of the 2036 Notes, September 16 of each year, beginning September 16, 2027; provided, however, in each case, that if any such date is not a Business Day, the payment shall be made on the next succeeding Business Day with the

same force and effect as if made on such Interest Payment Date and no interest shall accrue thereon on account of such delay.

“Interest Rate” means 4.250% per annum for the 2033 Notes and 4.625% per annum for the 2036 Notes.

“Investment Grade” means a rating of Baa3 or better by Moody’s (or its equivalent under any successor rating

categories of Moody’s) and BBB- or better by S&P (or its equivalent under any successor rating categories of S&P) or Fitch (or its equivalent under any successor rating categories of Fitch) (or,

in each case, if such Rating Agency ceases to rate the Notes for reasons outside of the Issuer’s control, the equivalent investment grade credit rating from any Rating Agency selected by the Issuer as a replacement Rating Agency).

“Issuer” means Teva Pharmaceutical Finance Netherlands II B.V., a private company with limited liability (besloten

vennootschap met beperkte aansprakelijkheid), incorporated under Dutch law, until a successor Person shall have become such pursuant to the applicable provisions of the Indenture, and thereafter “Issuer” shall mean such successor

Person.

“Issuer Order” means a written order signed in the name of the Issuer by

any Officer of the Issuer or a duly authorized Attorney-in-Fact of the Issuer, and delivered to the Trustee.

“Lien” means, with respect to any asset, any mortgage, lien, pledge, charge, security interest or encumbrance of any kind

in respect of such asset, whether or not filed, recorded or otherwise perfected under applicable law, including any conditional sale or other title retention agreement, any lease in the nature thereof, any option or other agreement to give a

security interest in and any filing of or agreement to give any financing statement under the Uniform Commercial Code (or equivalent statutes) of any jurisdiction.

“Maturity” means the date on which the principal of the Notes of a given series becomes due and payable as therein or

herein provided, whether at the Stated Maturity or by acceleration, call for redemption or otherwise.

“Moody’s”

means Moody’s Investors Service, Inc., or any successor thereto.

“Note” or “Notes” has the

meaning specified to it in the eighth recital paragraph of this Supplemental Indenture.

“Officer” has the meaning

given to “Officer” in the Base Indenture.

“Par Call Date” means (i) with respect to the 2033 Notes,

January 16, 2033 (the date that is two months prior to the Stated Maturity of the 2033 Notes), and (ii) with respect to the 2036 Notes, June 16, 2036 (the date that is three months prior to the Stated Maturity of the 2036 Notes).

“Paying Agent” means an office or agency where Notes may be presented for payment, including The Bank of New York Mellon,

London Branch. The term “Paying Agent” includes any additional paying agent.

“Permitted Liens” means:

(1)

Liens existing as of the date when the Issuer first issues such series of Notes pursuant to this Supplemental

Indenture;

(2)

Liens on property created, incurred or assumed prior to, at the time of or within one year after the date of

acquisition, completion of construction or completion of improvement of such property to secure all or part of the cost of acquiring, constructing or improving all or any part of such property;

(3)

landlord’s, warehousemen’s, material men’s, carriers’, workmen’s,

repairmen’s and other like Liens arising in the ordinary course of business in respect of obligations which are not overdue or which are being contested in good faith in appropriate proceedings;

(4)

deposits or Liens to secure the performance of bids, trade contracts, leases, statutory obligations, surety and

appeal bonds, performance bonds and other obligations of a like nature, in each case in the ordinary course of business;

(5)

(i) Liens existing on any property at the time the property was acquired by the Guarantor or its subsidiaries

and (ii) Liens existing on any property of any Person at the time it became or becomes a subsidiary of the Guarantor; provided that, in the case of (i) and (ii), (x) the Lien has not been created or assumed in contemplation of the

acquisition of such property or such Person becoming a subsidiary of the Guarantor, as applicable, and (y) the Lien does not extend to any other property other than the property being acquired;

(6)

Liens securing debt owing by a subsidiary to the Guarantor or to one or more of its subsidiaries;

(7)

purchase money Liens upon or in any real property or equipment acquired by the Guarantor or any of its

subsidiaries in the ordinary course of business to secure the purchase price of such property or equipment, or Liens existing on such property or equipment at the time of its acquisition (other than any such Liens created in contemplation of such

acquisition that were not incurred to finance the acquisition of such property), provided, however, that no such Liens shall extend to or cover any properties of any character other than the real property or equipment being acquired;

(8)

Liens securing capital lease obligations in respect of property acquired; provided that no such Lien shall

extend to or cover any assets other than the assets subject to such capitalized leases;

(9)

Liens in favor of any governmental authority of any jurisdiction securing the obligation of the Guarantor or

any of its subsidiaries pursuant to any contract or payment owed to that entity pursuant to applicable laws, regulations or statutes;

(10)

Liens over any Receivable Assets subject to a Qualified Securitization Transaction; provided that the aggregate

fair market value of all Receivable Assets secured in accordance with this subclause (10) shall not exceed US $2,500,000,000 (or its equivalent in another currency or currencies) at any one time outstanding; or

(11)

any extension, renewal, substitution or replacement (or successive extensions, renewals, substitutions or

replacements), as a whole or in part, of any Lien referred to in the foregoing clauses (1) to (10), inclusive, or the Indebtedness secured thereby; provided, however, that (i) the principal amount of Indebtedness secured

thereby and not otherwise authorized by said clauses (1) to (10), inclusive, shall not exceed the principal amount of Indebtedness so secured at the time of such extension, renewal, substitution or replacement (other than to pay fees and

expenses, including premiums, related to such extension, renewal, substitution or replacement); and (ii) any such extension, renewal, substitution or replacement Lien shall be limited to the property covered by the Lien extended, renewed,

substituted or replaced (other than improvements thereon or replacements thereof).

“Person” means

any individual, corporation, partnership, joint venture, association, joint-stock company, trust, unincorporated organization, limited liability company or government or political subdivision thereof or any other entity.

“Physical Notes” means Notes issued in definitive, fully registered form without interest coupons, substantially in the

form of Exhibit A hereto (“Exhibit A”) and Exhibit B hereto (“Exhibit B”), as applicable.

“Qualified Securitization Transaction” means any transaction or series of transactions entered into by the Guarantor or any

of its subsidiaries pursuant to which the Guarantor or such subsidiary sells, conveys or otherwise transfers to a Securitization Entity, or grants a security interest in for the benefit of a Securitization Entity, any Receivable Assets (whether now

existing or arising or acquired in the future), or otherwise contributes to the capital of such Securitization Entity, in a transaction in which such Securitization Entity finances its acquisition of or interest in such Receivable Assets by selling

or borrowing against such Receivable Assets; provided that such transaction is non-recourse to the Guarantor and its subsidiaries (except for Standard Securitization Undertakings).

“Rating Agency” means:

•

each of Moody’s, S&P and Fitch; and

•

if any of Moody’s, S&P or Fitch ceases to rate the Notes or fails to make a rating of the Notes

publicly available for reasons outside of the Issuer’s control, a “nationally recognized statistical rating organization” within the meaning of Section 3(a)(62) of the Exchange Act selected by the Issuer as a replacement

agency for Moody’s, S&P or Fitch, as the case may be.

“Receivable Assets” means ordinary

course of business accounts receivable of the Guarantor or any of its subsidiaries, and any assets related thereto, including, without limitation, all collateral securing such accounts receivable, all contracts and contract rights and all guarantees

or other obligations in respect of such accounts receivable, proceeds of such accounts receivable and other assets (including contract rights) which are customarily transferred or in respect of which security interests are customarily granted in

connection with asset securitization transactions involving accounts receivable and/or receivables discount without recourse schemes.

“Record Date” means either a Regular Record Date or a Special Record Date, as the case may be.

“Redemption Date,” when used with respect to any Notes of any series to

be redeemed, means the date fixed for such redemption.

“Redemption Price” when used (a) with respect to any Notes

of any series to be redeemed pursuant to Section 4.1 of this Supplemental Indenture, means an amount that is equal to the greater of (i) 100% of the principal amount of the Notes of such series to be redeemed or (ii) the sum of the present

values of the Remaining Scheduled Payments of the Notes of such series being redeemed discounted, on an annual (ACTUAL/ACTUAL(ICMA)) basis, at the applicable Reinvestment Rate, plus accrued and unpaid interest thereon, if any, to, but not including,

the Redemption Date, provided that if the Redemption Date is on or after the applicable Par Call Date with respect to any series of Notes, the Redemption Price for such Notes will be equal to 100% of the aggregate principal amount of such Notes

being redeemed, plus accrued and unpaid interest thereon, if any, to, but not including, the Redemption Date; and (b) with respect to any Notes of such series to be redeemed pursuant to Section 4.4 of this Supplemental Indenture, means an

amount that is equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon, if any, to, but not including, the Redemption Date.

“Reference Bund” means, with respect to the 2033 Notes, the 2.300% Federal Government Bond of Bundesrepublik Deutschland

due February 15, 2033, with ISIN DE000BU2Z007, and with respect to the 2036 Notes, the 3.000% Federal Government Bond of Bundesrepublik Deutschland due August 15, 2036, with ISIN DE000BU2Z072.

“Reference Dealers” means the Independent Investment Banker and each of the three other banks selected by the Issuer which

are primary European government security dealers, and their respective successors, or market makers in pricing corporate bond issues.

“Registrar” means the office or agency where Notes may be presented for registration of transfer or for exchange.

“Regular Record Date” means the close of business on the Business Day immediately preceding the related Interest Payment

Date.

“Reinvestment Rate” means with respect to the 2033 Notes 0.20% and with respect to the 2036 Notes 0.25%, plus,

in each case, the greater of (i) the average of the four quotations given by the Reference Dealers of the mid-market semi-annual yield to maturity of the applicable Reference Bund at 11:00 a.m. (Central

European time (“CET”)) on the fourth Business Day preceding the applicable Redemption Date and if the applicable Reference Bund is no longer outstanding, a Similar Security will be chosen by the Independent Investment Banker at 11:00

a.m. (CET) on the third Business Day in London preceding such Redemption Date, quoted in writing by the Independent Investment Banker to the Issuer and (ii) zero.

“Remaining Scheduled Payments” means, with respect to each Note to be redeemed, the remaining scheduled payments of

principal of and interest on such Note as if redeemed on the applicable Par Call Date. If the applicable Redemption Date is not an Interest Payment Date with respect to such Note, the amount of the next succeeding scheduled interest payment on such

Note will be reduced by the amount of interest accrued on such Note to such Redemption Date.

“Sale-Leaseback

Transaction” means the sale or transfer by the Guarantor or any subsidiary of any property to a Person and the taking back by the Guarantor or any subsidiary, as the case may be, of a lease of such property.

“S&P” means S&P Global Ratings, a division of S&P Global, Inc., or any successor thereto.

“Securities Act” means the Securities Act of 1933, as amended.

“Securitization Entity” means a Person (which may include a special purpose vehicle and/or a financial institution) to

which the Guarantor or any subsidiary transfers Receivable Assets for purposes of a securitization financing, and with respect to which:

(1)

no portion of the Indebtedness or any other obligations (contingent or otherwise) of such entity (i) is

guaranteed by the Guarantor or any subsidiary of the Guarantor (other than the

Securitization Entity) (excluding guarantees of obligations (other than the principal of, and interest on, Indebtedness) pursuant to Standard Securitization Undertakings), (ii) is recourse to or

obligates the Guarantor or any subsidiary of the Guarantor (other than the Securitization Entity) in any way other than pursuant to Standard Securitization Undertakings or (iii) subjects any asset of the Guarantor or any subsidiary of the

Guarantor (other than the Securitization Entity), directly or indirectly, contingently or otherwise, to the satisfaction thereof, other than pursuant to Standard Securitization Undertakings and other than any interest in the Receivable Assets

(whether in the form of an equity interest in such assets or subordinated indebtedness payable primarily from such financed assets) retained or acquired by the Guarantor or any subsidiary of the Guarantor;

(2)

neither the Guarantor nor any subsidiary of the Guarantor has any material contract, agreement, arrangement or

understanding other than on terms no less favorable to the Guarantor or such subsidiary than those that might be obtained at the time from Persons that are not Affiliates of the Guarantor, other than fees payable in the ordinary course of business

in connection with servicing receivables of such entity; and

(3)

neither the Guarantor nor any subsidiary of the Guarantor has any obligation to maintain or preserve such

entity’s financial condition or cause such entity to achieve certain levels of operating results (it being understood that (i) obligations of the Guarantor or other subsidiaries to transfer Receivable Assets to the Securitization Entity,

(ii) obligations of the Guarantor or any other subsidiary to procure such transfers of Receivable Assets to the Securitization Entity, and (iii) Receivable Asset performance measures or credit enhancement measures shall not constitute an

obligation to preserve the Securitization Entity’s financial condition or to cause it to achieve certain levels of operating results).

“Similar Security” means a reference bond or reference bonds issued by the German Federal Government having an actual or

interpolated maturity comparable with the applicable Par Call Date of the Notes of such series to be redeemed that would be utilized, at the time of selection and in accordance with customary financial practice, in pricing new issues of corporate

debt securities of comparable maturity to the applicable Par Call Date of the Notes of such series.

“Special Record

Date” for the payment of any Defaulted Interest means a date fixed by the Trustee pursuant to Section 2.7.

“Standard Securitization Undertakings” means representations, warranties, covenants and indemnities reasonably customary

(as determined by the Guarantor acting in good faith) in accounts receivable securitization transactions and/or receivables discount without recourse schemes in the applicable jurisdictions, including, to the extent applicable, in a manner

consistent with the delivery of a “true sale”/“absolute transfer” opinion with respect to any transfer by the Guarantor or any Subsidiary.

“Stated Maturity” means the date specified in any Note as the fixed date for the payment of principal on such Note.

“subsidiary” means, with respect to any Person, a corporation more than 50% of the outstanding voting stock of which is

owned, directly or indirectly, by such Person or by one or more other subsidiaries, or by such Person and one or more other subsidiaries. For the purposes of this definition only, “voting stock” means stock which ordinarily has voting

power for the election of directors, whether at all times or only so long as no senior class of stock has such voting power by reason of any contingency.

“Taxing Jurisdiction” means, with respect to the Notes, The Netherlands, Israel or any jurisdiction where a successor to

the Issuer or the Guarantor is incorporated or organized or considered to be a resident, if other than The Netherlands or Israel, respectively, or any jurisdiction through which payments will be made.

“TIA” means the Trust Indenture Act of 1939, as amended, as in effect on the date of this Supplemental Indenture; provided,

however, that in the event the TIA is amended after such date, “TIA” means, to the extent such amendment is applicable to this Supplemental Indenture and the Base Indenture, the Trust Indenture Act of 1939, as so amended, or any

successor statute.

“Trustee” means The Bank of New York Mellon, a New York banking

corporation, until a successor Trustee shall have become such pursuant to the applicable provisions of this Supplemental Indenture, and thereafter “Trustee” shall mean such successor Trustee.

“Underwriting Agreement” means the Underwriting Agreement, dated September 9, 2026, among the Issuer, Teva

Pharmaceutical Finance Netherlands III B.V., Teva Pharmaceutical Finance Netherlands IV B.V., the Guarantor and the underwriters named in Schedule I thereto.

“Voting Stock” of any person as of any date means the Capital Stock of such person that is ordinarily entitled to vote in

the election of the Board of Directors of such person.

Section 1.2 Incorporation by Reference

of Trust Indenture Act.

Whenever the Indenture refers to a provision of the TIA, the

provision is incorporated by reference in and made a part of this Supplemental Indenture.

The following TIA terms used in the Indenture

have the following meanings:

“indenture securities” means the Notes of each series and the Guarantees; and

“obligor” on the Notes of each series means the Issuer and on the Guarantees means the Guarantor and any other obligor on

the indenture securities.

All other TIA terms used in this Supplemental Indenture that are defined by the TIA, defined by TIA reference

to another statute or defined by SEC rule have the meanings assigned to them by such definitions.

Section 1.3 Rules of

Construction.

For all purposes of this Supplemental Indenture, except as otherwise expressly provided or unless the context otherwise

requires:

(1) the terms defined in this Article have the meanings assigned to them in this Article and include the plural

as well as the singular;

(2) all accounting terms not otherwise defined herein have the meanings assigned to them under

GAAP; and

(3) the words “herein,” “hereof” and “hereunder” and other words of similar

import refer to this Supplemental Indenture as a whole and not to any particular Article, Section or other subdivision.

ARTICLE 2

THE NOTES AND THE GUARANTEES

Section 2.1 Title and Terms.

(a) The 2033 Notes and 2036 Notes shall be known and designated as the “4.250% Senior Notes due 2033” and the “4.625% Senior

Notes due 2036” of the Issuer, respectively. The aggregate principal amount that may be authenticated and delivered under this Supplemental Indenture of (i) the 2033 Notes is limited to €1,000,000,000, and (ii) the 2036 Notes is

limited to €500,000,000; except, in each case, for Add On Notes of the applicable series issued in accordance with Section 2.9 and Notes of any series authenticated and delivered upon registration of, transfer of, or in exchange for, or in

lieu of, other Notes of the same series pursuant to Section 2.5. The Notes of each series shall be issuable in minimum denominations of €100,000 principal amount and integral multiples of €1,000 in excess of €100,000.

(b) The 2033 Notes shall mature on March 16, 2033, and the 2036 Notes shall mature on September 16, 2036, unless earlier redeemed by

the Issuer.

applicable to such series of Notes until the principal thereof is paid or made available for payment. Interest shall be payable annually in arrears on each Interest Payment Date.

(d) Interest on the Notes of each series shall be computed on the basis of the actual number of days in the period for which interest is being

calculated and the actual number of days from and including the last date on which interest was paid on the Notes of such series (or September 16, 2026, if no interest has been paid on the Notes of such series), to but excluding the next

scheduled interest payment date. This payment convention is referred to as Actual/Actual (ICMA) as defined in the rulebook of the International Capital Markets Association.

(e) A Holder of any Note at the close of business on a Regular Record Date shall be entitled to receive interest on such Note on the

corresponding Interest Payment Date.

(f) Payments on the Global Notes will be made through the Paying Agent. Payments on the Notes will be

made in Euros at the specified office or agency of the Paying Agent; provided that all such payments with respect to Notes represented by one or more Global Notes deposited with and registered in the name of the Common

Depositary or its nominee for the accounts of Euroclear and Clearstream, will be by wire transfer of immediately available funds to the account specified in writing by the holder or holders thereof to the Common Depositary.

(g) Payments on Physical Notes shall be payable at the office or agency of the Issuer maintained for such purpose, initially the specified

office or agency of the Paying Agent and, at the option of the Issuer, may be made by wire transfer to the account specified by the Holder or Holders thereof as notified to the Paying Agent in writing at least 15 days prior to the relevant payment

date.

(h) The Notes shall be redeemable at the option of the Issuer as provided in Article 4.

Section 2.2 Forms of Notes.

(a) Except as otherwise provided pursuant to this Section 2.2, the Notes are issuable in fully registered form without coupons in

substantially the form of Exhibit A and Exhibit B hereto with such applicable legends as are provided for in Section 2.3. The Notes are not issuable in bearer form. The terms and provisions contained in the form of Notes shall constitute, and

are hereby expressly made, a part of this Supplemental Indenture and to the extent applicable, the Issuer, the Guarantor and the Trustee, by their execution and delivery of this Supplemental Indenture, expressly agree to such terms and provisions

and to be bound thereby. Any of the Notes may have such letters, numbers or other marks of identification and such notations, legends and endorsements as the Officers executing the same may approve (execution thereof to be conclusive evidence of

such approval) and as are not inconsistent with the provisions of this Supplemental Indenture and the Base Indenture, or as may be required to comply with any law or with any rule or regulation made pursuant thereto or with any rule or regulation of

any securities exchange or automated quotation system on which the Notes of any series may be listed or designated for issuance, or to conform to usage.

(b) The Notes and the Guarantees are being initially offered and sold by the Issuer to the underwriters thereof pursuant to the Underwriting

Agreement. The Notes shall be issued initially in the form of one or more permanent global Notes in fully registered form without interest coupons, substantially in the form of Exhibit A and Exhibit B hereto (the “Global

Notes”), each with the applicable legends as provided in Section 2.3. Each Global Note shall be duly executed by the Issuer and authenticated and delivered by the Trustee, shall have endorsed thereon the applicable Guarantees

executed by the Guarantor and shall be deposited with and registered in the name of the Common Depositary or its nominee for the accounts of Euroclear and Clearstream. The aggregate principal amount of each Global Note may from time to time be

increased or decreased by adjustments made on the records of the Registrar or the Paying Agent, at the direction of the Trustee, as hereinafter provided.

Physical Notes, redeemed, repurchased or cancelled, such Global Note shall be returned by the Common Depositary to the Trustee for cancellation or retained and cancelled by the Trustee at the written direction of the Issuer. At any time prior to

such cancellation, if any beneficial interest in a Global Note is exchanged for Physical Notes, redeemed, repurchased or cancelled, the principal amount of Notes of the relevant series represented by such Global Note shall be reduced and an

adjustment shall be made on the books and records of the Trustee with respect to such Global Note, by the Trustee, to reflect such reduction.

Section 2.3 Legends.

(a) Each Global Note shall bear a legend on the face thereof substantially in the following form (each defined term in the legend being defined

as such for purposes of the legend only) (the “Global Notes Legend”):

THIS IS A GLOBAL NOTE WITHIN THE MEANING OF THE

INDENTURE REFERRED TO HEREINAFTER.

UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE COMMON DEPOSITARY (AS

DEFINED IN THE INDENTURE), TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF THE COMMON DEPOSITARY OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED

REPRESENTATIVE OF THE COMMON DEPOSITARY (AND ANY PAYMENT IS MADE TO THE COMMON DEPOSITARY OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE COMMON DEPOSITARY), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR

OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, THE COMMON DEPOSITARY HAS AN INTEREST HEREIN.

TRANSFERS OF THIS GLOBAL NOTE SHALL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF THE COMMON DEPOSITARY OR TO A SUCCESSOR

THEREOF OR SUCH SUCCESSOR’S NOMINEE AND TRANSFERS OF PORTIONS OF THIS GLOBAL NOTE SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS SET FORTH IN THE INDENTURE REFERRED TO ON THE REVERSE HEREOF.

(b) Each Physical Note shall bear a legend on the face thereof substantially in the following form (the “Physical Notes

Legend”):

IN CONNECTION WITH ANY TRANSFER, THE HOLDER WILL DELIVER TO THE REGISTRAR AND TRANSFER AGENT SUCH CERTIFICATES AND

OTHER INFORMATION AS SUCH REGISTRAR AND TRANSFER AGENT MAY REASONABLY REQUIRE TO CONFIRM THAT THE TRANSFER COMPLIES WITH THE FOREGOING RESTRICTIONS.

Section 2.4 Form of Guarantees.

A Guarantee substantially in the following form shall be endorsed on the reverse of each Note:

Teva Pharmaceutical Industries Limited (the “Guarantor”) hereby unconditionally and irrevocably guarantees to the Holder of

this Note (the “Guarantee”) the due and punctual payment of the principal of and interest (including Additional Tax Amounts, if any), on this Note, when and as the same shall become due and payable, whether at Maturity or upon

redemption or upon declaration of acceleration or otherwise (including any repurchase obligation resulting from a Change of Control Triggering Event), according to the terms of this Note and of the Indenture. The Guarantor agrees that in the case of

default by the Issuer in the payment of any such principal or interest (including Additional Tax Amounts, if any), the Guarantor shall duly and punctually pay the same. The Guarantor hereby agrees that its obligations hereunder shall be absolute and

unconditional irrespective of any extension of the time for payment of this Note, any modification of this Note, any invalidity, irregularity or unenforceability of this Note or the Indenture,

any failure to enforce the same or any waiver, modification, consent or indulgence granted to the Issuer with respect thereto by the Holder of this Note or the Trustee, or any other circumstances which may otherwise constitute a legal or equitable

discharge of a surety or guarantor. The Guarantor hereby waives diligence, presentment, demand of payment, filing of claims with a court in the event of merger or bankruptcy of the Issuer, any right to require a demand or proceeding first against

the Issuer, protest or notice with respect to this Note or the indebtedness evidenced hereby and all demands whatsoever, and covenants that this Guarantee will not be discharged as to this Note except by payment in full of the principal of and

interest (including Additional Tax Amounts, if any) on this Note.

The Guarantor shall be subrogated to all rights of the Holders against

the Issuer in respect of any amounts paid by the Guarantor pursuant to the provisions of the Guarantees or the Indenture; provided, however, that the Guarantor hereby waives any and all rights to which it may be entitled, by operation

of law or otherwise, upon making any payment hereunder (i) to be subrogated to the rights of a Holder against the Issuer with respect to such payment or otherwise to be reimbursed, indemnified or exonerated by the Issuer in respect thereof or

(ii) to receive any payment in the nature of contribution or for any other reason, from any other obligor with respect to such payment, in each case, until the principal of and interest (including Additional Tax Amounts, if any) on this Note

shall have been paid in full.

The Guarantee shall not be valid or become obligatory for any purpose with respect to this Note until the

certificate of authentication on this Note shall have been signed by the Trustee.

The Guarantee shall be governed by and construed in

accordance with the laws of the State of New York.

IN WITNESS WHEREOF, Teva Pharmaceutical Industries Limited has caused the Guarantee to

be signed manually by its duly authorized Officer.

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

Section 2.5 Book-Entry Provisions for

the Global Notes.

(a) The Global Notes initially shall be deposited with and registered in the name

of the Common Depositary or its nominee for the accounts of Euroclear and Clearstream.

(b) Members of, or participants in, Euroclear or

Clearstream (“Agent Members”) shall have no rights under this Supplemental Indenture with respect to any Global Note held on their behalf by Euroclear or Clearstream, or the Common Depositary, or under such Global

Note, and the Common Depositary may be treated by the Issuer, the Guarantor, the Trustee, the Paying Agent and any of their respective agents as the absolute owner of such Global Note for all purposes whatsoever. Notwithstanding the foregoing,

nothing contained herein shall prevent the Issuer, the Guarantor, the Trustee, the Paying Agent or any of their respective agents from giving effect to any written certification, proxy or other authorization furnished by Euroclear or Clearstream or

impair, as between Euroclear or Clearstream and the Agent Members, the operation of customary practices of Euroclear or Clearstream governing the exercise of the rights of a Holder of any Note. With respect to any Global Note deposited on behalf of

the subscribers for the Notes represented thereby with the Common Depositary for credit to their respective accounts (or to such other accounts as they may direct) at Euroclear or Clearstream, the provisions of the “Operating Procedures of the

Euroclear System” and the “Terms and Conditions Governing Use of Euroclear” and the “Management Regulations” and “Instructions to Participants” of Clearstream, respectively, shall be applicable to the Global

Notes.

(c) The Holder of a Global Note may grant proxies and otherwise authorize any Person, including Euroclear or Clearstream or its

nominee, Agent Members and Persons that may hold interests through Agent Members, to take any action that a Holder is entitled to take under this Supplemental Indenture, the Base Indenture or the Notes of any series.

(d) A Global Note may not be transferred, in whole or in part, to any Person other than the Common Depositary (or its nominee by a nominee of

the Common Depositary to the Common Depositary or to another nominee of the Common Depositary, or by the Common Depositary or any such nominee to a successor Common Depositary or a nominee of such successor Common Depositary), and no such transfer

to any such other Person may be registered. Beneficial interests in a Global Note may be transferred in accordance with the rules and procedures of Euroclear or Clearstream.

(e) Except as provided in Section 2.5(f), owners of beneficial interests in Global Notes shall not be entitled to receive physical

delivery of Physical Notes.

(f) If at any time:

(1) either Euroclear or Clearstream notifies the Issuer in writing that it is no longer willing or able to continue to act as

depositary for the Global Notes of any series and a successor depositary for the Global Notes of such series is not appointed by the Issuer within 90 days of such notice;

(2) an Event of Default has occurred and is continuing and enforcement action is being taken in respect thereof under their

Indenture and the Registrar has received a request from Euroclear or Clearstream on behalf of their Agent Members for the issuance of Physical Notes in exchange for such Global Note or Global Notes; or

(3) the Issuer, at its option, notifies the Trustee in writing that it elects to exchange in whole, but not in part, the Global

Note for Physical Notes; such Global Note or Global Notes shall be deemed to be surrendered to the Trustee for cancellation and the Issuer shall execute, and the Trustee, upon receipt of an Officer’s Certificate and Issuer Order for the

authentication and delivery of Notes, shall authenticate and deliver, in exchange for such Global Note or Global Notes, Physical Notes of the applicable series in an aggregate principal amount equal to the aggregate principal amount of such Global

Note or Global Notes. Such Physical Notes shall be registered in such names as Euroclear or Clearstream shall identify in writing as the beneficial owners of the Notes represented by such Global Note or Global Notes (or any nominee thereof).

(g) Notwithstanding the foregoing, in connection with any transfer of beneficial interests

in a Global Note to the beneficial owners thereof pursuant to Section 2.5(f), the Registrar shall reflect on its books and records the date and a decrease in the principal amount of such Global Note in an amount equal to the principal amount of

the beneficial interests in such Global Note to be transferred.

Section 2.6 [Reserved]

Section 2.7 Defaulted Interest.

If the Issuer fails to make a payment of interest on any Note when due and payable (“Defaulted Interest”), it shall

pay such Defaulted Interest plus (to the extent lawful) any interest payable on the Defaulted Interest, in any lawful manner. It may elect to pay such Defaulted Interest, plus any such interest payable on it, to the Persons who are Holders of such

Notes on which the interest is due on a subsequent Special Record Date. The Issuer shall notify the Trustee and the Paying Agent in writing of the amount of Defaulted Interest proposed to be paid on each such Note. The Issuer shall fix any such

Special Record Date and payment date for such payment. At least 15 days before any such Special Record Date, the Issuer shall deliver to Holders affected thereby, with a copy to the Trustee and the Paying Agent, a notice that states the Special

Record Date, the Interest Payment Date and amount of such interest to be paid.

Section 2.8 Execution of Guarantees.

The Guarantor hereby agrees to execute the Guarantees in substantially the form above recited to be endorsed on each Note in respect of each

such series. If the Issuer shall execute Physical Notes in accordance with Section 2.5, the Guarantor shall execute the Guarantees in substantially the form above recited to be endorsed on each such Note. The Guarantees shall be executed on

behalf of the Guarantor by an Officer of the Guarantor. The signature of any Officer on the Guarantees may be manual.

In case any Officer

of the Guarantor who shall have signed the Guarantees endorsed on a Note shall cease to be such Officer before the Note so signed shall be authenticated and delivered by the Trustee, such Note nevertheless may be authenticated and delivered or

disposed of as though the person who signed such Guarantees had not ceased to be such Officer of the Guarantor; and any Guarantees endorsed on a Note may be signed on behalf of the Guarantor by such persons as, at the actual date of the execution of

such Guarantee, shall be the proper Officers of the Guarantor, although at the date of the execution and delivery of this Supplemental Indenture any such person was not such an Officer.

Section 2.9 Add On Notes.

The Issuer may, from time to time, subject to compliance with any other applicable provisions of this Supplemental Indenture and the Base

Indenture, without the consent of the Holders, create and issue pursuant to this Supplemental Indenture and the Base Indenture Add On Notes having terms identical to those of the Outstanding Notes of any series, except that Add On Notes:

(a) may have a different issue date from other Outstanding Notes;

(b) may have a different first Interest Payment Date after issuance than other Outstanding Notes of such series;

(c) may have a different amount of interest payable on the first Interest Payment Date after issuance than is payable on other Outstanding

Notes of such series;

(d) may have a different issue price;

(e) may have a different CUSIP or ISIN number if such Add On Notes are not fungible with the Notes of such series then outstanding for United

States federal income tax purposes; and

(f) may have terms specified in Add On Note Board Resolutions, an Officer’s

Certificate or a supplemental indenture for such Add On Notes making appropriate adjustments to this Article 2, Exhibit A and Exhibit B (and related definitions), as the case may be, applicable to such Add On Notes in order to conform to and ensure

compliance with the Securities Act (or other applicable securities laws) and any registration rights or similar agreement applicable to such Add On Notes, which are not adverse in any material respect to the Holder of any Outstanding Notes of such

series (other than such Add On Notes) and which shall not affect the rights, benefits, immunities or duties of the Trustee.

authenticating any Add On Notes, and accepting the additional responsibilities under the Indenture in relation to such Add On Notes, the Trustee shall be entitled to receive, and shall be fully protected in relying upon:

(a) the Add On Note Board Resolutions, Officer’s Certificate or supplemental indenture relating thereto, setting forth the form and terms

of the Add On Notes;

(b) an Officer’s Certificate complying with Section 7.5; and

i. that the forms of such Notes have been established by or pursuant to Add On Note Board Resolutions, an Officer’s

Certificate or a supplemental indenture, as permitted by this Section 2.9 and in conformity with the provisions of this Supplemental Indenture and the Base Indenture;

ii. that the terms of such Notes have been established by or pursuant to Add On Note Board Resolutions, an Officer’s

Certificate or a supplemental indenture, as permitted by this Section 2.9 and in conformity with the provisions of this Supplemental Indenture and the Base Indenture; and

iii. that such Notes and the related Guarantees, when authenticated and delivered by the Trustee and issued by the Issuer and

the Guarantor in the manner provided for herein and in the Base Indenture and the Guarantees, respectively, subject to any customary conditions specified in such Opinion of Counsel, will constitute valid and legally binding obligations of the Issuer

and the Guarantor, respectively, entitled to the benefits provided in this Supplemental Indenture and the Base Indenture, enforceable in accordance with their respective terms, except to the extent that the enforcement of such obligations may be

subject to bankruptcy laws or insolvency laws or other similar laws, general principles of equity and such other qualifications as such counsel shall conclude are customary or do not materially affect the rights of the Holders of such Notes.

If such forms or terms have been so established by or pursuant to Add On Note Board Resolutions, an Officer’s Certificate or a

supplemental indenture, the Trustee shall have the right to decline to authenticate and deliver any Notes:

iv. if the

Trustee, being advised by counsel, determines that such action may not lawfully be taken;

v. if the Trustee in good faith

determines that such action would expose the Trustee to personal liability to Holders of any Outstanding Notes; or

vi. if

the issue of such Add On Notes pursuant to this Supplemental Indenture and the Base Indenture will affect the Trustee’s own rights, duties, benefits and immunities under the Notes, this Supplemental Indenture and the Indenture or otherwise in

a manner which is not reasonably acceptable to the Trustee.

Notwithstanding anything in this Section 2.9, the Issuer may not issue Add On Notes if

an Event of Default shall have occurred and be continuing.

Section 2.10 ISIN Numbers and Common Codes.

The Issuer in issuing the Notes may use “ISIN” Numbers (if then generally in use) and common codes, and, if so, the Trustee and

the Paying Agent shall use “ISIN” numbers and common codes in notices of redemption and other notices to the Holders as a convenience to Holders; provided that any such notice may state that no representation

is made as to the correctness of such numbers either as printed on the Notes of a given series or as contained in any notice of a redemption and that reliance may be placed only on the other identification numbers printed on the Notes of a given

series, and any such redemption shall not be affected by any defect in or omission of such numbers. The Issuer will promptly notify the Trustee and the Paying Agent of any change in the “ISIN” numbers or common codes.

ARTICLE 3

ADDITIONAL

COVENANTS

In addition to the covenants set forth in Article 3 of the Base Indenture, the Notes shall be subject to the additional

covenants set forth in this Article 3.

Section 3.1 Payment of Additional Tax Amounts.

With respect to the Notes, Section 12.02 of the Base Indenture is not applicable. All payments of interest and principal by the Issuer

under the Notes of any series and by the Guarantor under the Guarantees shall be made without withholding or deduction for, or on account of, any present or future Taxes unless such withholding or deduction is required by law. In the event that the

Issuer or the Guarantor is required to withhold or deduct on account of any such Taxes from any payment made under or with respect to the Notes, the Issuer or the Guarantor, as the case may be, will (a) withhold or deduct such amounts,

(b) pay such additional Tax amounts so that the net amounts received by each Holder or beneficial owner of the relevant Notes, including those additional Tax amounts, will equal the amount such Holder or beneficial owner would have received if

such Taxes had not been required to be withheld or deducted (“Additional Tax Amounts”) and (c) pay the full amount withheld or deducted to the relevant tax or other authority in accordance with applicable law, except that no such

Additional Tax Amounts shall be payable in respect of any Note:

(1) to the extent that such Taxes are imposed or levied by

reason of such Holder (or the beneficial owner) having some present or former connection with the Taxing Jurisdiction other than the mere holding (or beneficial ownership) of such Note or receiving principal or interest payments on the Notes

(including but not limited to citizenship, nationality, residence, domicile, or the existence of a business, permanent establishment, a dependent agent, a place of business or a place of management present or deemed present in the Taxing

Jurisdiction);

(2) in respect of any Taxes that would not have been so withheld or deducted but for the failure by the

Holder or the beneficial owner of the Notes to make a declaration of non-residence, or any other claim or filing for exemption to which it is entitled or otherwise comply with any reasonable certification,

identification, information, documentation or other reporting requirement concerning nationality, residence, identity or connection with the Taxing Jurisdiction if (a) compliance is required by applicable law, regulation, administrative

practice or treaty as a precondition to exemption from all or part of the Taxes, (b) the Holder (or beneficial owner) is able to comply with these requirements without undue hardship and (c) the Issuer has given the Holders (or beneficial

owners) at least 30 calendar days prior notice that they will be required to comply with such requirement;

(3) to the

extent that such Taxes are imposed by reason of any estate, inheritance, gift, sales, transfer or personal property taxes imposed with respect to the Notes, except as otherwise provided in the Indenture;

(4) to the extent that any such Taxes would not have been imposed but for

the presentation of the Notes, where presentation is required, for payment on a date more than 30 days after the date on which such payment became due and payable or the date on which payment thereof is duly provided for, whichever is later, except

to the extent that the Holder would have been entitled to Additional Tax Amounts had the Notes been presented for payment on any date during such 30-day period;

(5) in respect of any Taxes imposed under Sections 1471-1474 of the Internal Revenue Code of 1986, as amended, any applicable

U.S. Treasury Regulations promulgated thereunder, or any judicial or administrative interpretations of any of the foregoing; or

(6) any combination of items 1 through 5 above.

For purposes of this Section 3.1, “Taxes” means, with respect to payments on the Notes, all taxes, withholdings, duties,

assessments or governmental charges of whatever nature imposed or levied by or on behalf of any Taxing Jurisdiction or any political subdivision thereof or any authority or agency therein or thereof having power to tax.

Section 3.2 Stamp Tax.

The Issuer and the Guarantor will pay any present or future stamp, court or documentary taxes or any other excise or property taxes, charges

or similar levies that arise from the execution, delivery, enforcement or registration of the Notes of any series or any other document or instrument in relation thereto.

Section 3.3 Corporate Existence.

Subject to Article 8 of the Base Indenture and subject to the ability of the Issuer or the Guarantor to convert (or similar action) to another

form of legal entity under the laws of the jurisdiction under which the Issuer or the Guarantor then exists, each of the Guarantor and the Issuer will do or cause to be done all things necessary to preserve and keep in full force and effect its

corporate existence, rights (charter and statutory) and franchises; provided, however, that the Issuer and the Guarantor shall not be required to preserve or keep in full force or effect any such existence, right or franchise if the Issuer and the

Guarantor determine that the preservation or keeping in full force or effect thereof is no longer desirable in the conduct of the business of the Issuer or the Guarantor and that the loss thereof is not disadvantageous in any material respect to the

Holders.

Section 3.4 Certificates of the Issuer and the Guarantor.

The Issuer will furnish to the Trustee within 120 days after the end of each fiscal year of the Issuer an Officer’s Certificate of the

Issuer as to the signer’s knowledge of the Issuer’s and the Guarantor’s compliance with all conditions and covenants under this Supplemental Indenture and the Base Indenture (such compliance to be determined without regard to any

period of grace or requirement of notice provided under this Supplemental Indenture or the Base Indenture). In the event the Issuer comes to have actual knowledge of an Event of Default or an event which, with notice or the lapse of time or both,

would constitute an Event of Default, regardless of the date, the Issuer shall deliver an Officer’s Certificate to the Trustee specifying such Default and the nature and status thereof.

Section 3.5 Guarantor To Be the Sole Equityholder of the Issuer.

So long as any Notes are outstanding, the Guarantor or its successor will directly or indirectly own all of the outstanding Capital Stock of

the Issuer.

Section 3.6 Limitation on Liens.

The Guarantor shall not, and shall not permit any subsidiary to, directly or indirectly, create, incur, or assume any Lien, other than a

Permitted Lien, upon any of its property (including any shares of Capital Stock or Indebtedness of any subsidiary) to secure any other Indebtedness incurred by the Guarantor or any subsidiary, without in any such case making effective provision

whereby all of the Notes outstanding (together

with, if the Guarantor so determines, any other Indebtedness by the Guarantor or any subsidiary ranking equally with the Notes or the Guarantees) shall be secured equally and ratably with, or

prior to, such Indebtedness for so long as such other Indebtedness shall be so secured unless, after giving effect to such Lien, the aggregate amount of secured Indebtedness then outstanding (excluding Indebtedness secured solely by Permitted Liens)

plus the value (as defined in Section 3.7) of all Sale-Leaseback Transactions (other than those described in clause (a) or clause (b) of Section 3.7) then outstanding would not exceed the greater of (i) 10% of the

Guarantor’s Consolidated Net Worth and (ii) US $2,000,000,000 (or its equivalent in another currency or currencies).

Section 3.7 Limitation on Sales and Leasebacks.

The Guarantor will not, and will not permit any subsidiary to, enter into any Sale-Leaseback Transaction after the date of this Supplemental

Indenture unless:

(a) the Sale-Leaseback Transaction:

(1) involves a lease for a period, including renewals, of not more than five

years;

(2) occurs within one year after the date of acquisition, completion of construction or completion of improvement of such

property; or

(3) is with the Guarantor or one of its subsidiaries; or

(b) the Guarantor or any subsidiary, within one year after the Sale-Leaseback Transaction shall have occurred, applies or causes to be applied

an amount equal to the value of the property so sold and leased back at the time of entering into such arrangement to the prepayment, repayment, redemption, reduction or retirement of any Indebtedness of the Guarantor or any subsidiary that is not

subordinated to the Notes and that has a Stated Maturity of more than twelve months; or

entitled pursuant to Section 3.6 to create, incur, issue or assume Indebtedness secured by a Lien on the property without equally and ratably securing the Notes.

As used in this Section 3.7, the term “value” shall mean, with respect to a Sale-Leaseback Transaction, as of any particular

time an amount equal to the greater of (i) the net proceeds of sale of the property leased pursuant to such Sale-Leaseback Transaction, or (ii) the fair value of such property at the time of entering into such Sale-Leaseback Transaction as

determined by the Board of Directors of the Guarantor, in each case multiplied by a fraction of which the numerator is the number of full years of remaining term of the lease (without regard to renewal options) and the denominator is the full years

of the full term of the lease (without regard to renewal options).

Section 3.8 Obligation to Offer to Repurchase Upon a Change of

Control Triggering Event

(a) If a Change of Control Triggering Event occurs, unless the Issuer has exercised its option to redeem the

Notes of a series, the Issuer will make an offer to each holder of Notes of such series to repurchase all or any part of that holder’s Notes at a repurchase price in cash equal to 101% of the aggregate principal amount of Notes repurchased

plus any accrued and unpaid interest on the Notes repurchased to, but excluding, the date of purchase (the “Repurchase Price”).

(b) Within 30 days following any Change of Control Triggering Event or, at the Issuer’s option, prior to any Change of Control, but after

the public announcement of the Change of Control, the Issuer will give notice to each holder of Notes (with a copy to the Trustee) describing the transaction or transactions that constitute or may constitute the Change of Control Triggering Event

and offering to repurchase Notes on the payment date specified in the notice, which date will be no earlier than 30 days and no later than 60 days from the date such notice is given. The notice shall, if given prior to the date of consummation of

the Change of Control, state that the offer to purchase is conditioned on the Change of Control Triggering Event occurring on or prior to the payment date specified in the notice.

14e-1 under the Securities Exchange Act of 1934, as amended, and any other securities laws and regulations thereunder to the extent those laws and regulations are applicable in connection with the repurchase

of the Notes as a result of a Change of Control Triggering Event. To the extent that the provisions of any securities laws or regulations conflict with the Change of Control Triggering Event provisions of the Notes, the Issuer will comply with the

applicable securities laws and regulations and will not be deemed to have breached its obligations under the Change of Control Triggering Event provisions of the notes by virtue of such conflict.

(d) On the Change of Control Triggering Event payment date, the Issuer will, to the extent lawful:

(1) accept for payment all Notes or portions of notes properly tendered (and not validly withdrawn) pursuant to the Issuer’s offer;

(2) deposit with the paying agent an amount equal to the aggregate purchase price in respect of all Notes or portions of Notes properly

tendered (and not validly withdrawn); and

(3) deliver or cause to be delivered to the Trustee the Notes properly accepted, together with

an Officer’s Certificate stating the aggregate principal amount of Notes being purchased by the Issuer.

(e) The Paying Agent will

promptly deliver to each holder of Notes properly tendered the purchase price for the Notes, and the Trustee will promptly authenticate and mail (or cause to be transferred by book-entry) to each holder a new Note of the same series equal in

principal amount to any unpurchased portion of any Notes surrendered; provided that each new Note representing any unpurchased portion of any Notes surrendered will be in a minimum principal amount of €100,000 and integral multiples of

€1,000 in excess thereof.

(f) Notwithstanding the foregoing, the Issuer will not be required to make an offer to repurchase the Notes

of a series upon a Change of Control Triggering Event if a third party makes an offer in respect of the Notes of such series in the manner, at the times and otherwise in compliance with the requirements for an offer made by the Issuer and such third

party purchases all Notes properly tendered and not withdrawn under its offer.

(g) If holders of not less than 90% in aggregate principal

amount of the outstanding Notes of the applicable series validly tender and do not withdraw such Notes in an offer to repurchase such Notes upon a Change of Control Triggering Event and the Issuer, or any third party making such an offer in lieu of

the Issuer, purchases all of the Notes validly tendered and not withdrawn by such holders, the Issuer or such third party will have the right, upon not less than 10 days nor more than 60 days’ prior notice, provided that such notice is given

not more than 30 days following such repurchase pursuant to the offer described above, to redeem all Notes of such series that remain outstanding following such purchase on a date specified in such notice and at a price in cash equal to 101% of the

aggregate principal amount of Notes to be redeemed plus any accrued and unpaid interest on the Notes to be redeemed to, but excluding, the date of purchase specified in such notice.

ARTICLE 4

REDEMPTION

OF NOTES

Section 4.1 Optional Redemption.

The Issuer may at its option redeem the Notes of any series, in whole or in part, at any time or from time to time, on any date prior to the

Stated Maturity, upon notice as set forth in Section 4.2, at the Redemption Price.

Section 4.2 Notice of Redemption.

Notice of redemption to the Holders of the Notes of any series to be redeemed shall be given by delivering notice of such redemption, on

at least 10 days’, but not more than 60 days’, prior notice delivered

by electronic transmission, first-class mail, postage prepaid, at their respective addresses as they appear on the registration books of the Registrar, with a copy of such notice delivered to the

Trustee. The notice of redemption of the Notes of any series to be redeemed at the option of the Issuer shall be given by the Issuer or, at the Issuer’s request, delivered to the Trustee at least five Business Days before the date such notice

is to be given to Holders (unless a shorter period shall be acceptable to the Trustee), by the Trustee in the name and at the expense of the Issuer. For so long as such Notes are listed on Euronext Dublin and the rules of Euronext Dublin so require,

the Issuer shall publish a notice of redemption in a daily newspaper with general circulation in Ireland (which is expected to be the Irish Times). Such notice of redemption may instead be published on the website of the Euronext Dublin.

Notice of any redemption of any series of Notes in connection with a corporate transaction (including an equity offering, an incurrence of

indebtedness or a change of control) may, at the Issuer’s discretion, be given prior to the completion thereof and any such redemption or notice may, at the Issuer’s discretion, be subject to one or more conditions precedent, including,

but not limited to, completion of the related transaction. If such redemption or purchase is so subject to satisfaction of one or more conditions precedent, such notice shall describe each such condition, and such notice may be rescinded or the

Redemption Date delayed in the event that any or all such conditions shall not have been satisfied by the Redemption Date. In addition, the Issuer may provide in such notice that payment of the Redemption Price and performance of its obligations

with respect to such redemption may be performed by another Person.

If any Note of any series is to be redeemed in part only, the notice

of redemption that relates to such Note shall state the portion of the principal amount thereof to be redeemed, in which case a portion of the original Note of such series will be issued in the name of the holder thereof upon cancellation of the

original Note of such series. In the case of a Global Note of any series, an appropriate notation will be made on such Note of such series to decrease the principal amount thereof to an amount equal to the unredeemed portion thereof. Subject to the

terms of the redemption notice (including any conditions contained therein), Notes of any series called for redemption become due on the date fixed for redemption. On and after the Redemption Date, interest ceases to accrue on such Notes or portions

of them called for redemption, unless the redemption price is not paid on the Redemption Date.

Section 4.3 Deposit of Redemption

Price.

On or prior to the Redemption Date, the Issuer shall deposit with the Paying Agent an amount of money sufficient to pay the

Redemption Price in respect of all the Notes to be redeemed on that Redemption Date. If less than all of the Notes (or any series thereof) are to be redeemed, the Notes to be redeemed shall be selected by the Trustee on a pro rata basis, by

lot or by such method as the Trustee shall deem fair and appropriate and subject to the rules of the applicable depositary.

Section 4.4 Tax Redemption.

(a) If, as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of any Taxing Jurisdiction

or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction affecting taxation or any change in official position regarding the application or interpretation of such laws, regulations or rulings, which change or amendment

becomes effective or, in the case of a change in official position, is announced on or after the date of this Supplemental Indenture, the Issuer or the Guarantor (or any of their respective successors), as the case may be, is or will be obligated to

pay any Additional Tax Amounts with respect to the Notes (or any series thereof), and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation cannot be avoided by the Issuer or the

Guarantor (or any of their respective successors), as the case may be, after taking reasonable measures available to it, then at the option of the Issuer or the Guarantor (or any of their respective successors), as the case may be, the Notes (or any

series thereof) may be redeemed in whole, but not in part, at any time, upon the giving not less than 10 days’ nor more than 60 days’ notice to the Trustee and the Holders of such Notes, at the Redemption Price; provided, however, that

(1) no notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successors), as the case may be, would, but for such redemption, be obligated to pay

such Additional Tax Amounts were a payment on such Notes then

due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect. The notice of tax redemption shall be given by the Issuer or, at the

Issuer’s request delivered to the Trustee at least five Business Days before the date such notice is to be given to Holders (unless a shorter period shall be acceptable to the Trustee), by the Trustee in the name and at the expense of the

Issuer.

(b) Not less than five Business Days (unless a shorter period shall be acceptable to the Trustee) before any notice of tax

redemption pursuant to Section 4.4(a) is given to the Trustee or the Holders of the Notes (or any series thereof), the Issuer or the Guarantor (or their respective successors), as the case may be, shall deliver to the Trustee (i) an

Officer’s Certificate stating that the Issuer or the Guarantor (or their respective successors), as the case may be, is entitled to effect such redemption and setting forth a statement of facts showing that the conditions precedent to the

right of the Issuer or the Guarantor (or their respective successors), as the case may be, to so redeem have occurred or have been satisfied and (ii) an opinion of independent legal counsel of recognized standing to that effect based on the

statement of facts. Such notice, once given to the Trustee, shall be irrevocable.

ARTICLE 5

SATISFACTION AND DISCHARGE

Section 5.1 Satisfaction and Discharge.

(a) With respect to the Notes, Section 9.01 of the Base Indenture is not applicable.

(b) The Issuer and the Guarantor may satisfy and discharge their obligations under this Supplemental Indenture with respect to any series of

Notes while such Notes remain outstanding, if (a) all Outstanding Notes of such series have become due and payable at their scheduled Maturity, or (b) all Outstanding Notes of such series have been called for redemption, and in either

case, the Issuer has deposited with the Trustee an amount sufficient to pay and discharge all Outstanding Notes of such series on the date of their scheduled Maturity or the scheduled Redemption Date, as the case may be.

ARTICLE 6

PAYING AGENT

Section 6.1 Paying Agent.

The Issuer hereby appoints The Bank of New York Mellon, London Branch, to act as principal Paying Agent. In connection with its appointment

and acting hereunder, the principal Paying Agent is entitled to all the rights, privileges, protections, immunities, benefits and indemnities provided to the Trustee under the Indenture.

Section 6.2 Electronic Means.

The Trustee and Paying Agent shall have the right to accept and act upon instructions, including funds transfer instructions

(“Instructions”) given pursuant to the Indenture and delivered using Electronic Means (as defined below); provided, however, that the Issuer shall provide to the Trustee and Paying Agent an incumbency certificate listing officers

with the authority to provide such Instructions (“Authorized Officers”) and containing specimen signatures of such Authorized Officers, which incumbency certificate shall be amended by the Issuer whenever a person is to be added or

deleted from the listing. If the Issuer elects to give the Trustee and Paying Agent Instructions using Electronic Means and the Trustee and Paying Agent, each in their discretion elect to act upon such Instructions, their understanding of such

Instructions shall be deemed controlling. The Issuer understands and agrees that the Trustee and Paying Agent cannot determine the identity of the actual sender of such Instructions and that the Trustee and Paying Agent shall conclusively presume

that directions that purport to have been sent by an Authorized Officer listed on the incumbency certificate provided to the Trustee and Paying Agent have been sent by such Authorized Officer. The Issuer shall be responsible for ensuring that only

Authorized Officers transmit such Instructions to the Trustee and Paying Agent and that the Issuer and all Authorized Officers are solely responsible to safeguard the use and confidentiality of applicable

user and authorization codes, passwords and/or authentication keys upon receipt by the Issuer. The Trustee and Paying Agent shall not be liable for any losses, costs or expenses arising directly

or indirectly from their reliance upon and compliance with such Instructions notwithstanding such directions conflict or are inconsistent with a subsequent written instruction. The Issuer agrees: (i) to assume all risks arising out of the use

of Electronic Means to submit Instructions to the Trustee and Paying Agent, including without limitation the risk of the Trustee and Paying Agent acting on unauthorized Instructions, and the risk of interception and misuse by third parties;

(ii) that it is fully informed of the protections and risks associated with the various methods of transmitting Instructions to the Trustee and Paying Agent and that there may be more secure methods of transmitting Instructions than the

method(s) selected by the Issuer; (iii) that the security procedures (if any) to be followed in connection with its transmission of Instructions provide to it a commercially reasonable degree of protection in light of its particular needs and

circumstances; and (iv) to notify the Trustee and Paying Agent immediately upon learning of any compromise or unauthorized use of the security procedures. “Electronic Means” shall mean the following communications methods: e-mail, secure electronic transmission containing applicable authorization codes, passwords and/or authentication keys issued by the Trustee and Paying Agent, or another method or system specified by the Trustee and

Paying Agent as available for use in connection with its services hereunder.

Section 6.3 CSDR Regulation.

The Trustee or Paying Agent may, in respect of any irrevocable commitment in carrying out Instructions to clear and/or settle transactions for

the Issuer under this Supplemental Indenture, incur Debit Cash Penalties or receive Credit Cash Penalties from the relevant Subcustodians or Depositories through which Securities are held. The Trustee or Paying Agent may, at any time, demand that

the Issuer reimburse the Trustee or Paying Agent in respect of such Debit Cash Penalties and may, for such purposes, convert the amount of such Debit Cash Penalties into another currency agreed between the Issuer and the Trustee or Paying Agent to

be used for invoicing purposes at such rate or rates as separately disclosed by the Trustee or Paying Agent to the Issuer. The Issuer agrees that its reimbursement obligation arises when the irrevocable commitment is incurred by the Trustee or

Paying Agent despite the actual settlement or maturity date and whether or not the Trustee or Paying Agent has demanded reimbursement. After the Trustee or Paying Agent has made a demand for reimbursement by the Issuer, the Issuer shall pay cash

equal to that demand. In any event, the Trustee or Paying Agent may and is hereby authorized to, at any time, debit a Cash Account for the amount the Trustee or Paying Agent will be obligated to pay in respect of any Debit Cash Penalties, whether or

not that debit creates or increases any overdraft by the Issuer. The Trustee or Paying Agent may also, without notice to the Issuer, credit a Cash Account with Cash equal to the amount of any Credit Cash Penalties received by the Trustee or Paying

Agent. If any Credit Cash Penalties received by the Trustee or Paying Agent are denominated in a currency other than a currency in which a Cash Account is already opened pursuant to this Supplemental Indenture, the Trustee or Paying Agent shall, and

is hereby authorized and instructed to, open a new Cash Account for the Issuer in such currency for the purposes of distributing such Credit Cash Penalties received by the Trustee or Paying Agent to the Issuer.

ARTICLE 7

MISCELLANEOUS PROVISIONS

Section 7.1 Scope of Supplemental Indenture.

(a) The changes, modifications and supplements to the Base Indenture effected by this Supplemental Indenture shall only be applicable with

respect to, and govern the terms of, the Notes and shall not apply to any other Securities that may be issued by the Issuer under the Base Indenture. Other than such, changes, modifications and supplements, the Base Indenture is incorporated by

reference herein and affirmed in all respects.

Section 7.2 Provisions of Supplemental Indenture for the Sole Benefit of Parties

and Holders of Notes.

Nothing in this Supplemental Indenture, the Base Indenture or in the Notes or the Guarantees, expressed or

implied, shall give or be construed to give to any person, firm or corporation, other than the parties hereto

and their successors and the Holders of the Notes, any legal or equitable right, remedy or claim under this Supplemental Indenture or under any covenant or provision herein contained, all such

covenants and provisions being for the sole benefit of the parties hereto and their successors and of the Holders of the Notes.

Section 7.3 Successors and Assigns of Issuer and Guarantor Bound by Supplemental Indenture.

All the covenants, stipulations, promises and agreements in this Supplemental Indenture contained by or on behalf of the Issuer shall bind its

successors and assigns, whether so expressed or not. All the covenants, stipulations, promises and agreements in this Supplemental Indenture contained by or on behalf of the Guarantor shall bind its successors and assigns, whether so expressed or

not.

Section 7.4 Notices and Demands on Issuer, Trustee, Paying Agent and Holders of Notes

Any notice or demand which by any provision of this Supplemental Indenture is required or permitted to be given or delivered to or by the

Trustee, the Paying Agent or by the Holders of Notes to the Issuer or the Guarantor shall be in writing in the English language and may be given or served by being deposited postage prepaid, first-class mail, courier or email (except as otherwise

specifically provided herein, including Section 6.2) addressed (until another address is filed with the Trustee and the Paying Agent) as follows:

If to the Issuer:

Teva

Pharmaceutical Finance Netherlands II B.V.

Busweg 1,

2031 DA Haarlem,

Netherlands

Attention: Managing Director

Emails: ***

with a copy (which

shall not constitute notice) to:

Teva Pharmaceuticals USA, Inc.

400 Interpace Parkway, #3

Parsippany, NJ 07054

Attention:

Brian Savage

Email: ***

with a copy (which shall not constitute notice) to:

White & Case LLP

609

Main Street, Suite 2900

Houston, Texas 77002

Attention: A.J. Ericksen

Email:

AJ.ericksen@whitecase.com

and

White & Case LLP

5 Old

Broad Street

London EC2N 1DW

Attention: Anna Soroka

Email:

anna.soroka@whitecase.com

If to the Guarantor:

Teva Pharmaceutical Industries Limited

124 Dvora Hanevi’a Street

Tel Aviv, 6944020, Israel

Attention: Amit Hazan

Email: ***

with copies (which shall not constitute notice) to:

Teva Pharmaceuticals USA, Inc.

400 Interpace Parkway, Building A,

Parsippany, NJ 07054

Attention:

Brian Savage

Email: ***

and

White & Case LLP

609 Main Street, Suite 2900

Houston, Texas 77002

Attention:

A.J. Ericksen

Email: AJ.ericksen@whitecase.com

and

White & Case LLP

5 Old Broad Street

London

EC2N 1DW

Attention: Anna Soroka

Email: anna.soroka@whitecase.com

Any notice, direction, request or demand by the Issuer, the Guarantor or any Holder of Notes to or upon the Trustee or the Paying Agent shall

be deemed to have been sufficiently given or made, for all purposes, if delivered in person or mailed by first-class mail, courier service or email as follows (except as otherwise specifically provided herein, including Section 6.2):

If to the Trustee:

The Bank of

New York Mellon

240 Greenwich Street, Floor 7E

New York, NY 10286

Attention:

Corporate Trust – Global Finance Unit

Lisa Sollitto

Email: Lisa.Sollitto@bny.com

to the Paying Agent:

The Bank of New York Mellon, London Branch

160 Queen Victoria Street

London

EC4V 4LA

United Kingdom

Attn: Manager Corporate Trust Services

Email: corpsov4@bny.com

with a copy (which shall not constitute notice) to the Trustee.

The Trustee also agrees to accept and act upon instructions or directions pursuant to the Indenture sent by unsecured e-mail or other similar unsecured electronic methods.

The Issuer, the Guarantor or the Trustee by

written notice to each other may designate additional or different addresses for subsequent notices or communications.

Any notice or communication to the Issuer or the Guarantor shall be deemed to have been

given or made as of the date so delivered if personally delivered or if delivered electronically; and seven calendar days after mailing if sent by registered or certified mail, postage prepaid (except that a notice of change of address shall not be

deemed to have been given until actually received by the addressee). Any notice or communication to the Trustee or the Paying Agent shall be deemed delivered upon receipt.

Where this Supplemental Indenture provides for notice to Holders, such notice shall be sufficiently given (unless otherwise herein expressly

provided) if in writing, in the English language, and delivered to each Holder entitled thereto, at his last address as it appears in the register of the Notes of the applicable series. In any case where notice to Holders is given by mail, personal

delivery, or electronic mail, neither the failure to mail such notice, nor any defect in any notice so mailed or delivered, to any particular Holder shall affect the sufficiency of such notice with respect to other Holders. Where this Supplemental

Indenture provides for notice in any manner, such notice may be waived in writing by the person entitled to receive such notice, either before or after the event, and such waiver shall be the equivalent of such notice. Waivers of notice by Holders

shall be filed with the Trustee, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver.

In case, by reason of the suspension of or irregularities in regular mail service, it shall be impracticable to mail notice to the Issuer, the

Guarantor or Holders of Notes when such notice is required to be given pursuant to any provision of this Supplemental Indenture, then any manner of giving such notice as shall be satisfactory to the Trustee shall be deemed to be a sufficient giving

of such notice.

Notwithstanding anything to the contrary contained herein, in the Base Indenture or in the Notes, where this Supplemental

Indenture, the Base Indenture or any Note provides for notice of any event (including any notice of redemption or purchase) to a Holder of a Global Note (whether by mail or otherwise), such notice shall be sufficiently given if given to Euroclear or

Clearstream electronically or by other method in accordance with the procedures thereof.

Section 7.5 Officer’s Certificates

and Opinions of Counsel; Statements to be Contained Therein.

Upon any application or demand by the Issuer or the Guarantor to the

Trustee to take any action under any of the provisions of this Supplemental Indenture, the Issuer or the Guarantor, as the case may be, shall furnish to the Trustee an Officer’s Certificate or Guarantor’s Officer’s Certificate, as

the case may be, stating that all conditions precedent provided for in this Supplemental Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions

precedent have been complied with.

Each certificate or opinion provided for in this Supplemental Indenture and delivered to the Trustee

with respect to compliance with a condition or covenant provided for in this Supplemental Indenture shall include (a) a statement that the person making such certificate or opinion has read such covenant or condition,

(b) a brief statement as to the nature and scope of the examination or investigation upon which the statements or opinions contained in such

certificate or opinion are based, (c) a statement that, in the opinion of such person, he has made such examination or investigation as is necessary to enable him to express an informed opinion as to whether or not such covenant or condition

has been complied with and (d) a statement as to whether or not, in the opinion of such person, such condition or covenant has been complied with.

Any certificate, statement or opinion of an Officer of the Issuer or the Guarantor may be based, insofar as it relates to legal matters, upon

a certificate or opinion of or representations by counsel, unless such Officer knows that the certificate or opinion or representations with respect to the matters upon which his certificate, statement or opinion may be based as aforesaid are

erroneous, or in the exercise of reasonable care should know that the same are erroneous. Any certificate, statement or opinion of counsel may be based, insofar as it relates to factual matters, information with respect to which is in the possession

of the Issuer or the Guarantor, as the case may be, upon the certificate, statement or opinion of or representations by an Officer or Officers of the Issuer or the Guarantor, as the case may be, unless such counsel knows that the certificate,

statement or opinion or representations with respect to the matters upon which his certificate, statement or opinion may be based as aforesaid are erroneous, or in the exercise of reasonable care should know that the same are erroneous.

Any certificate, statement or opinion of an Officer of the Issuer or the Guarantor or of counsel may be

based, insofar as it relates to accounting matters, upon a certificate or opinion of or representations by an accountant or firm of accountants in the employ of the Issuer, unless such Officer or

counsel, as the case may be, knows that the certificate or opinion or representations with respect to the accounting matters upon which his certificate, statement or opinion may be based as aforesaid are erroneous, or in the exercise of reasonable

care should know that the same are erroneous. Any certificate or opinion of any independent firm of public accountants filed with the Trustee shall contain a statement that such firm is independent.

The Trustee and the principal Paying Agent shall be entitled to conclusively rely on an Officer’s certificate from the Issuer or the

Guarantor, shall have no duty to inquire as to or investigate the accuracy of any such Officer’s certificate. The Trustee and the principal Paying Agent shall have no liability to the Issuer, any Holder or any other Person in acting in good

faith on any such Officer’s certificate.

Section 7.6 Payments Due on Saturdays, Sundays and Holidays.

If the date of maturity of interest on or principal of the Notes of any series or the date fixed for redemption or repayment of any such Note

shall not be a Business Day, then payment of interest or principal need not be made on such date, but may be made on the next succeeding Business Day with the same force and effect as if made on the date of maturity or the date fixed for redemption,

and no interest shall accrue for the period after such date.

Section 7.7 Conflict of any Provisions of Supplemental Indenture

with Trust Indenture Act of 1939.

If and to the extent that any provision of this Supplemental Indenture limits, qualifies or

conflicts with another provision included in this Supplemental Indenture by operation of Sections 310 to 317, inclusive, of the TIA (an “incorporated provision”), such incorporated provision shall control.

Section 7.8 New York Law to Govern.

This Supplemental Indenture and each 2033 Note and each 2036 Note shall be deemed to be a contract under the laws of the State of New York, and

for all purposes shall be construed in accordance with the laws of such State.

Section 7.9 Counterparts.

This Supplemental Indenture may be executed in any number of counterparts, each of which shall be an original; but such counterparts shall

together constitute but one and the same instrument.

Section 7.10 Effect of Headings.

The Article and Section headings herein and the Table of Contents are for convenience only and shall not affect the construction hereof.

Section 7.11 Submission to Jurisdiction.

Each of the Issuer, the Guarantor, the Paying Agent and the Trustee agrees that any legal suit, action or proceeding arising out of or based

upon this Supplemental Indenture may be instituted in any federal or state court sitting in the Borough of Manhattan in New York City, and, to the fullest extent permitted by law, waives any objection which it may now or hereafter have to the laying

of venue of any such proceeding, and irrevocably submits to the non-exclusive jurisdiction of such court in any law suit, action or proceeding. Each of the Issuer and the Guarantor, as long as any of the Notes

remain Outstanding or the parties hereto have any obligation under this Supplemental Indenture, shall have an authorized agent (the “Authorized Agent”) in the United States upon whom process may be served in any such legal action

or proceeding. Service of process upon such agent and written notice of such service mailed or delivered to it shall to the extent permitted by law be deemed in every respect effective service of process upon it in any such legal action or

proceeding.

The Issuer and the Guarantor each hereby appoints Teva Pharmaceuticals USA, Inc. (400 Interpace Parkway, Building A,

Parsippany, NJ 07054) as its agent for such purposes, and covenants and agrees that service of process in any legal action or proceeding may be made upon it at such office of such agent. The Issuer will provide written notice to the Trustee of any

change in the Authorized Agent. In the event that any Authorized Agent resigns, is removed or becomes incapable of so acting, the Issuer shall promptly appoint a successor Authorized Agent and shall notify the Trustee in writing of such change in

Authorized Agent.

Section 7.12 Not Responsible for Recitals or Issuance of Securities.

The recitals contained herein and in the Notes, except the Trustee’s certificates of authentication, shall be taken as the statements of

the Issuer and the Guarantor, and the Trustee assumes no responsibility for their correctness. The Trustee makes no representations as to the validity or sufficiency of this Supplemental Indenture or of the Notes. The Trustee shall not be

accountable for the use or application by the Issuer of Notes or the proceeds thereof.

ARTICLE 8

SUPPLEMENTAL INDENTURES

Section 8.1 Without Consent of Holders.

(a) Sections 7.01(d), (e), (f), (g), (h), (k), (l), (m), (n), (q) and (r) of the Base Indenture are not applicable with respect to the

Notes.

(b) In addition to the provisions set forth in Section 7.01 of the Base Indenture as amended by Section 7.1(a) above, the

Issuer, the Guarantor and the Trustee may amend, modify or supplement the Base Indenture, this Supplemental Indenture or the Notes of any series without the consent of any Holder of Notes of such series for one or more of the following purposes:

(1) to cure any ambiguity, supply any omission or correct or supplement any provision contained herein, in the Base

Indenture, in any supplemental indenture or in the Notes of any series which may be defective or inconsistent with any other provision contained herein or in any supplemental indenture; provided that such amendment, modification or supplement

shall not, in the good faith opinion of the Issuer’s managing and supervisory directors, adversely affect the interests of the Holders of the Notes in any material respect; provided, further, that any amendment made solely to

conform the provisions of this Supplemental Indenture to the description of the Notes contained in the Issuer’s Prospectus Supplement dated September 9, 2026 will not be deemed to adversely affect the interests of the Holders of the

Notes;

(2) to surrender any right or power conferred upon the Issuer or the Guarantor hereunder;

(3) to comply with the requirements of the Commission in order to effect or maintain the qualification of the Indenture under

the TIA;

(4) to authorize the issuance of Add On Notes of either series of Notes pursuant to Section 2.9; and

(5) to add or modify any other provision of the Indenture which the Issuer or the Guarantor, as the case may be, and the

Trustee may deem necessary or desirable and which will not adversely affect the interests of the Holders of the Notes of such series in any material respect.

Section 8.2 With Consent of Each Affected Holder.

In addition to the provisions set forth in Section 7.02 of the Base Indenture, the Issuer, the Guarantor and the Trustee may not amend,

modify or supplement the Base Indenture, this Supplemental Indenture or the Notes of any series for one or more of the following purposes without the consent of each Holder so affected:

(a) to modify the Guarantor’s obligation to own, directly or indirectly, all of the outstanding Capital Stock or membership interests, as

applicable, of the Issuer pursuant to Section 3.5 of this Supplemental Indenture;

(b) to modify any provision of Article 4 relating to redemption of such series of Notes;

(d) to modify the Guarantees in a manner that would adversely affect the interests of the Holders of such series of Notes; and

(e) to reduce the percentage in aggregate principal amount of the Notes such series of then Outstanding necessary (i) to modify, amend or

supplement the Base Indenture or this Supplemental Indenture or (ii) to waive any past default or Event of Default pursuant to Section 4.10 of the Base Indenture.

IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly executed as of the

day and year first above written.

Very truly yours,

TEVA PHARMACEUTICAL FINANCE NETHERLANDS II B.V., as Issuer

By:

/s/ Amit Hazan

Name: Amit Hazan

Title: Managing Director

By:

/s/ Robert O’Neill

Name: Robert O’Neill

Title: Managing Director

TEVA PHARMACEUTICAL INDUSTRIES LIMITED, as Guarantor

By:

/s/ Amit Hazan

Name: Amit Hazan

Title: Vice President and Global Treasurer

By:

/s/ Eli Kalif

Name: Eli Kalif

Title: Executive Vice President and Chief Financial Officer

THE BANK OF NEW YORK MELLON, as Trustee

By:

/s/ Michael Lee

Name:

Michael Lee

Title:

Authorized Signatory

THE BANK OF NEW YORK MELLON, LONDON BRANCH, as Paying Agent

By:

/s/ Russell Waide

Name:

Russell Waide

Title:

Authorized Signatory

EXHIBIT A

[FORM OF FACE OF 2033 GLOBAL NOTE]

[Insert Global Notes Legend or Physical Notes Legend, as applicable]

No. [•]

€1,000,000,000 as revised by the Schedule of Increases or Decreases in the Global Note attached hereto

A-1

ISIN: XS3498885725

Common Code: 349888572

GLOBAL NOTE

TEVA PHARMACEUTICAL FINANCE NETHERLANDS II B.V.

4.250% Senior Notes due 2033

Payment of Principal, Interest and Additional Tax Amounts, if any, Unconditionally Guaranteed By

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

This Global Note is in respect of an issue of 4.250% Senior Notes due 2033 (the “Notes”) of Teva Pharmaceutical Finance

Netherlands II B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid), incorporated under Dutch law (the “Issuer”, which term includes any successor corporation under the

Senior Indenture hereinafter referred to), and issued pursuant to a base indenture (the “Base Indenture”), dated as of March 14, 2018, by and among the Issuer, Teva Pharmaceutical Industries Limited, as guarantor (the

“Guarantor”), and The Bank of New York Mellon, a New York banking corporation, as trustee (the “Trustee”), as supplemented by a first supplemental senior indenture, dated as of March 14, 2018, by and among

the Issuer, the Guarantor, the Trustee and The Bank of New York Mellon, London Branch, as paying agent (the “Paying Agent”), a second supplemental senior indenture, dated as of November 25, 2019, by and among the Issuer, the

Guarantor, the Trustee and the Paying Agent, a third supplemental senior indenture, dated as of November 9, 2021, by and among the Issuer, the Guarantor, the Trustee and the Paying Agent, a fourth supplemental indenture dated as of March 9, 2023, by

and among the Issuer, the Guarantor, the Trustee and the Paying Agent, a fifth supplemental indenture dated as of May 28, 2025, by and among the Issuer, the Guarantor, the Trustee and the Paying Agent, and as further supplemented by a sixth

supplemental senior indenture (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”), dated as of September 16, 2026, by and among the Issuer, the Guarantor, the Trustee and

the Paying Agent. Unless the context otherwise requires, the capitalized terms used herein shall have the meanings specified in the Supplemental Indenture and the Base Indenture.

The Issuer, for value received, hereby promises to pay to The Bank of New York Depository (Nominees) Limited, or its registered assigns, the

principal amount of ONE BILLION Euros (€1,000,000,000) on March 16, 2033, and to pay interest on such principal amount in Euros at the rate of 4.250% per annum computed on the basis of the actual number of days in the period for which

interest is being calculated and the actual number of days from and including the last date on which interest was paid on the Notes (or September 16, 2026, if no interest has been paid on the Notes), to but excluding the next scheduled interest

payment date, such interest to be paid annually on March 16 of each year, commencing March 16, 2027. The interest so payable on March 16 of each year (each an “Interest Payment Date”) will, subject to certain

exceptions provided in the Supplemental Indenture, be paid to the person in whose name this Note is registered at the close of business on the Business Day immediately preceding the related Interest Payment Date.

Reference is hereby made to the further provisions of this Note set forth on the reverse hereof, which further provisions shall for all

purposes have the same effect as if set forth at this place.

This Note shall not be valid or become obligatory for any purpose until the

certificate of authentication hereon shall have been signed by the Trustee.

A-2

IN WITNESS WHEREOF, the Issuer has caused this Note to be duly executed manually by its duly

authorized officers.

Dated: September 16, 2026

TEVA PHARMACEUTICAL FINANCE NETHERLANDS II B.V.

By:

Name:

Title:

By:

Name:

Title:

A-3

Trustee’s Certificate of Authentication

This is one of the 4.250% Senior Notes due 2033 described in the within-named Indenture.

THE BANK OF NEW YORK MELLON,

as Trustee

By:

Authorized Signatory Dated:

September 16, 2026

A-4

Teva Pharmaceutical Industries Limited (the “Guarantor”) hereby unconditionally

and irrevocably guarantees to the Holder of this Note (the “Guarantee”) the due and punctual payment of the principal of and interest (including Additional Tax Amounts, if any), on this Note, when and as the same shall become due and

payable, whether at Maturity or upon redemption or upon declaration of acceleration or otherwise, according to the terms of this Note and of the Indenture. The Guarantor agrees that in the case of default by the Issuer in the payment of any such

principal or interest (including Additional Tax Amounts, if any), the Guarantor shall duly and punctually pay the same. The Guarantor hereby agrees that its obligations hereunder shall be absolute and unconditional irrespective of any extension of

the time for payment of this Note, any modification of this Note, any invalidity, irregularity or unenforceability of this Note or the Indenture, any failure to enforce the same or any waiver, modification, consent or indulgence granted to the

Issuer with respect thereto by the Holder of this Note or the Trustee, or any other circumstances which may otherwise constitute a legal or equitable discharge of a surety or guarantor. The Guarantor hereby waives diligence, presentment, demand of

payment, filing of claims with a court in the event of merger or bankruptcy of the Issuer, any right to require a demand or proceeding first against the Issuer, protest or notice with respect to this Note or the indebtedness evidenced hereby and all

demands whatsoever, and covenants that this Guarantee will not be discharged as to this Note except by payment in full of the principal of and interest (including Additional Tax Amounts, if any) on this Note.

The Guarantor shall be subrogated to all rights of the Holders against the Issuer in respect of any amounts paid by the Guarantor pursuant to

the provisions of the Guarantee or the Indenture; provided, however, that the Guarantor hereby waives any and all rights to which it may be entitled, by operation of law or otherwise, upon making any payment hereunder (i) to be subrogated to

the rights of a Holder against the Issuer with respect to such payment or otherwise to be reimbursed, indemnified or exonerated by the Issuer in respect thereof or (ii) to receive any payment in the nature of contribution or for any other

reason, from any other obligor with respect to such payment, in each case, until the principal of and interest (including Additional Tax Amounts, if any) on this Note shall have been paid in full.

The Guarantee shall not be valid or become obligatory for any purpose with respect to this Note until the certificate of authentication on

this Note shall have been signed by the Trustee.

The Guarantee shall be governed by and construed in accordance with the laws of the

State of New York.

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IN WITNESS WHEREOF, Teva Pharmaceutical Industries Limited has caused the Guarantee to be

signed manually by its duly authorized officers.

Dated: September 16, 2026

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

By:

Name:

Title:

By:

Name:

Title:

A-6

[FORM OF REVERSE OF NOTE]

TEVA PHARMACEUTICAL FINANCE NETHERLANDS II B.V.

4.250% Senior Note due 2033

Payment of Principal, Interest and Additional Tax Amounts, if any, Unconditionally Guaranteed By

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

Capitalized terms used herein but not defined shall have the meanings assigned to them in the Indenture referred to below unless otherwise

indicated.

1. Principal and Interest.

Teva Pharmaceutical Finance Netherlands II B.V., a private company with limited liability (besloten vennootschap met beperkte

aansprakelijkheid), incorporated under Dutch law (the “Issuer”), promises to pay interest on the principal amount of this Note at 4.250% per annum from September 16, 2026, until the principal thereof is paid or made

available for payment. Interest shall be payable annually in arrears on March 16 of each year (each an “Interest Payment Date”), commencing March 16, 2027. If an Interest Payment Date falls on a day that is not a

Business Day, interest will be payable on the next succeeding Business Day with the same force and effect as if made on such Interest Payment Date and no interest shall accrue thereon on account of such delay.

Interest on the Notes shall be computed on the basis of the actual number of days in the period for which interest is being calculated and the

actual number of days from and including the last date on which interest was paid on the Notes (or September 16, 2026, if no interest has been paid on the Notes), to but excluding the next scheduled Interest Payment Date.

A Holder of any Note at the close of business on a Regular Record Date shall be entitled to receive interest on such Note on the corresponding

Interest Payment Date.

2. Method of Payment.

Interest on any Note which is payable, and is punctually paid or duly provided for, on any Interest Payment Date shall be paid to the person in

whose name that Note (or one or more Predecessor Notes) is registered at the close of business on the relevant Regular Record Date for such interest.

Payments on the Global Notes will be made through the Paying Agent. Payments on the Notes of this series will be made in Euros at the

specified office or agency of the Paying Agent; provided that all such payments with respect to Notes represented by one or more Global Notes deposited with and registered in the name of the Common Depositary or its nominee for the accounts

of Euroclear and Clearstream, will be by wire transfer of immediately available funds to the account specified in writing by the holder or holders thereof to the Common Depositary.

3. Paying Agent and Registrar.

Initially, The Bank of New York Mellon, the Trustee under the Supplemental Indenture, will act as Transfer Agent and Registrar. The Issuer may

change the Paying Agent or Registrar without notice to any Holder. The Issuer has appointed The Bank of New York Mellon, London Branch, at 160 Queen Victoria Street, London EC4V 4LA, United Kingdom, as Paying Agent.

4. Supplemental Indentures and Indenture.

The Issuer issued this Note under a Base Indenture (the “Base Indenture”), dated as of March 14, 2018, by and among the

Issuer, the Guarantor and The Bank of New York Mellon, as trustee (the “Trustee”), as supplemented by a first supplemental senior indenture, dated as of March 14, 2018, by and among the Issuer, the Guarantor, the Trustee and

The Bank of New York Mellon, London Branch, as paying agent (the “Paying

A-7

Agent”), a second supplemental senior indenture, dated as of November 25, 2019, by and among the Issuer, the Guarantor, the Trustee and the Paying Agent, a third supplemental senior

indenture, dated as of November 9, 2021, by and among the Issuer, the Guarantor, the Trustee and the Paying Agent, a fourth supplemental indenture dated as of March 9, 2023, by and among the Issuer, the Trustee and the Paying Agent, a fifth

supplemental indenture dated as of May 28, 2025, by and among the Issuer, the Guarantor, the Trustee and the Paying Agent, and as further supplemented by a sixth supplemental senior indenture (the “Supplemental Indenture”

and, together with the Base Indenture, the “Indenture”), dated as of September 16, 2026, by and among the Issuer, the Guarantor, the Trustee and the Paying Agent. The terms of the Note include those stated in the Indenture,

and those made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended (“TIA”). This Note is subject to all such terms, and Holders are referred to the Indenture and the TIA for a statement of all such

terms. To the extent permitted by applicable law, in the event of any inconsistency between the terms of this Note and the terms of the Indenture, the terms of the Indenture shall control.

5. Optional Redemption.

The Issuer may at its option

redeem this Note, in whole or in part, at any time or from time to time, on any date prior to the Stated Maturity, upon notice as set forth in Section 4.2 of the Supplemental Indenture, at a Redemption Price equal to the greater of (1) 100% of

the principal amount of the Notes to be redeemed or (2) the sum of the present values of the Remaining Scheduled Payments of the Notes of such series being redeemed discounted, on an annual (ACTUAL/ACTUAL(ICMA)) basis, at the applicable

Reinvestment Rate, plus accrued and unpaid interest thereon, if any, to, but not including, the Redemption Date, provided that if the Redemption Date is on or after the applicable Par Call Date with respect to any series of Notes, the Redemption

Price for such Notes will be equal to 100% of the aggregate principal amount of such Notes being redeemed, plus accrued and unpaid interest thereon, if any, to, but not including, the Redemption Date. On and after the Redemption Date, interest shall

cease to accrue on Notes or portions of Notes called for redemption, unless the Issuer defaults in the payment of the Redemption Price.

Notice of redemption will be given by the Issuer to the Holders as provided in the Supplemental Indenture.

6. Tax Redemption.

If, as a result of any

change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of any Taxing Jurisdiction or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction affecting taxation or any change in official

position regarding the application or interpretation of such laws, regulations or rulings, which change or amendment becomes effective or, in the case of a change in official position, is announced on or after the issuance of the Notes, the Issuer

or the Guarantor (or any of their respective successors), as the case may be, is or will be obligated to pay any Additional Tax Amount with respect to the Notes (of any series thereof), and if the Issuer or the Guarantor (or any of their respective

successors), as the case may be, determines that such obligation cannot be avoided by the Issuer or the Guarantor (or any of their respective successors), as the case may be, after taking reasonable measures available to it, then at the option of

the Issuer or the Guarantor (or any of their respective successors), as the case may be, the Notes (of any series thereof) may be redeemed in whole, but not in part, at any time, upon the giving not less than 10 days’ nor more than 60

days’ notice to the Trustee and the Holders of such Notes, at the Redemption Price; provided, however, that (1) no notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the

Guarantor (or their respective successors), as the case may be, would, but for such redemption, be obligated to pay such Additional Tax Amounts were a payment on such Notes then due, and (2) at the time such notice is given, such obligation to

pay such Additional Tax Amounts remains in effect.

7. Denominations; Transfer; Exchange.

The Notes are issuable in registered form, without coupons, in minimum denominations of €100,000 principal amount and integral multiples

of €1,000 in excess of €100,000. A Holder may register the transfer or exchange of Notes in accordance with the Indenture. The Issuer or the Trustee may require a Holder, among other things, to furnish appropriate endorsements and transfer

documents, and the Issuer may require a Holder to pay any taxes or other governmental charges that may be imposed in connection with any exchange or registration of transfer of Notes.

A-8

The Issuer shall not be required to exchange or register a transfer of (a) any Note for

a period of 15 days next preceding the first delivery of notice of redemption of Notes to be redeemed, (b) any Notes selected, called or being called for redemption except, in the case of any Note where notice has been given that such Note is

to be redeemed in part, the portion thereof not so to be redeemed or (c) any Notes between a record date and the next succeeding payment date.

In the event of redemption of the Notes in part only, in the case of a Global Note, the aggregate principal amount of such Global Notes may be

increased or decreased by adjustments made on the records of the Depositary or, if necessary, a new Note or Notes for the unredeemed portion thereof will be issued in the name of the Holder hereof.

8. Holders to be Treated as Owners.

The

registered Holder of this Note shall be treated as its owner for all purposes.

9. Unclaimed Money.

Any moneys deposited with or paid to the Trustee or any Paying Agent for the payment of the principal of or interest on any Note and not

applied but remaining unclaimed for two years after the date upon which such principal or interest shall have become due and payable, shall, upon the written request of the Issuer and unless otherwise required by mandatory provisions of applicable

escheat or abandoned or unclaimed property law, be repaid to the Issuer by the Trustee or such Paying Agent, and the Holder of such Note shall, unless otherwise required by mandatory provisions of applicable escheat or abandoned or unclaimed

property laws, thereafter look only to the Issuer for any payment which such Holder may be entitled to collect, and all liability of the Trustee or any Paying Agent with respect to such moneys shall thereupon cease.

10. Satisfaction and Discharge.

The

Issuer and the Guarantor may satisfy and discharge their obligations under the Indenture while the Notes remain outstanding, if (a) all Outstanding Notes have become due and payable at their scheduled Maturity, or (b) all Outstanding Notes

have been called for redemption, and in either case, the Issuer has deposited with the Trustee an amount sufficient to pay and discharge all Outstanding Notes on the date of their scheduled Maturity or the scheduled Redemption Date, as the case may

be.

11. Supplement; Waiver.

Without

notice to or the consent of the Holders of the Notes, the Indenture and the Notes may be amended, supplemented or otherwise modified by the Issuer, the Guarantor and the Trustee as provided in the Indenture. The Indenture permits, with certain

exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Issuer and the rights of the Holders of the Notes under the Indenture at any time by the Issuer and the Trustee with the consent of the

Holders of a majority in aggregate principal amount of the Outstanding Notes (or such lesser amount as shall have acted at a meeting pursuant to the provisions of the Indenture). The Indenture also contains provisions permitting the Holders of

specified percentages in principal amount of the Notes at the time Outstanding, on behalf of the Holders of all the Notes, to waive compliance by the Issuer with certain provisions of the Indenture and certain past defaults under the Indenture and

their consequences. Any such consent or waiver by the Holder of this Note shall be conclusive and binding upon such Holder and upon all future Holders of this Note and of any Note issued upon registration of transfer hereof or in exchange herefor or

in lieu hereof, whether or not notation of such consent or waiver is made upon this Note or such other Note.

No reference herein to the

Indenture and no provision of this Note or of the Indenture shall alter or impair the obligation of the Issuer, which is absolute and unconditional, to pay the principal of and interest on this Note at the times, places and rate, and in the coin or

currency, herein prescribed.

A-9

12. Defaults and Remedies.

The Indenture provides that an Event of Default with respect to the Notes occurs when any of the following occurs:

a. the Issuer defaults in the payment of the principal and premium, if any, of any of the Notes when it becomes due and payable

at Maturity or upon redemption;

b. the Issuer defaults in the payment of interest (including Additional Tax Amounts, if

any) on any of the Notes when it becomes due and payable and such default continues for a period of 30 days after the date when due;

c. the Issuer fails to repurchase or pay the repurchase price when due in connection with a Change of Control Triggering Event;

d. the Guarantor fails to perform its obligations under the Guarantees;

e. except as permitted by the Indenture, the Guarantees is held in any final,

non-appealable judicial proceeding to be unenforceable or invalid or shall cease for any reason to be in full force and effect or the Guarantor, or any person acting on behalf of the Guarantor, shall deny or

disaffirm its obligations under the Guarantees;

f. either the Issuer or the Guarantor fails to perform or observe any

other term, covenant or agreement contained in the Notes or the Indenture and the default continues for a period of 60 days after written notice of such failure, requiring the Issuer or the Guarantor, as the case may be, to remedy the same, shall

have been given to the Issuer or the Guarantor, as the case may be, by the Trustee or to the Issuer or the Guarantor, as the case may be, and the Trustee by the Holders of at least 25% in aggregate principal amount of the Outstanding Notes (provided

that such notice may not be given with respect to any action taken, and reported publicly or to holders of such series of Notes, more than two years prior to such notice; provided further that the trustee shall have no obligation to determine when

or if any holders have been notified of any such action or to track when such two-year period starts or concludes);

g. (i) the Issuer or the Guarantor fails to make by the end of the applicable grace period, if any, any payment of principal or

interest due in respect of any Indebtedness for borrowed money, the aggregate outstanding principal amount of which is an amount in excess of $250,000,000; or (ii) there is an acceleration of any Indebtedness for borrowed money in an amount in

excess of $250,000,000 because of a default with respect to such Indebtedness, without, in the case of either (i) or (ii) above, such Indebtedness having been discharged or such non-payment or

acceleration having been cured, waived, rescinded or annulled for a period of 30 days after written notice to the Issuer by the Trustee or to the Issuer and the Trustee by the Holders of at least 25% in aggregate principal amount of the Outstanding

Notes of such series; or

h. the occurrence of certain events of bankruptcy, insolvency or reorganization of the Issuer or

Guarantor as specified in the Supplemental Indenture.

If an Event of Default shall occur and be continuing, the principal

of all the Notes may be declared due and payable in the manner and with the effect provided in the Supplemental Indenture.

Any time period in this Supplemental Indenture, the Base Indenture or the Notes to cure any actual or alleged default or event

of default may be extended or stayed by a court of competent jurisdiction.

13. Authentication.

This Note shall not be valid until the Trustee (or authenticating agent) executes the certificate of authentication on the other side of this

Note.

A-10

14. ISIN Numbers and Common Codes.

The Issuer has caused ISIN numbers and Common Codes to be printed on this Note and, therefore, the Trustee shall use ISIN numbers and Common

Codes in notices of redemption as a convenience to Holders.

Any such notice may state that no representation is made as to the correctness of such

numbers either as printed on the Notes or as contained in any notice of a redemption and that reliance may be placed only on the other identification numbers printed on the Notes, and any such redemption shall not be affected by any defect in or

omission of such numbers.

15. Governing Law.

The Supplemental Indenture, the Base Indenture and this Note shall be governed by, and construed in accordance with, the laws of the State of

New York.

16. Successor Corporation.

In the event a successor corporation legal entity assumes all the obligations of the Issuer or the Guarantor under this Note, pursuant to the

terms hereof and of the Indenture, the Issuer or Guarantor, as the case may be, will be released from all such obligations.

A-11

ASSIGNMENT FORM

To assign this Note, fill in the form below and have your signature guaranteed: (I) or (we) assign and transfer this Note to:

(Insert assignee’s soc. sec. or tax I.D. no.)

(Print or type assignee’s name, address and zip code)

and irrevocably appoint to transfer this Note on the books of the Issuer. The agent may substitute another to act for him.

Dated:

Your Name:

(Print your name exactly as it appears on the face of this Note)

Your Signature:

(Sign exactly as your name appears on the face of this Note)

Signature Guarantee*:

Participant in a recognized Signature

Guarantee Medallion Program (or other signature guarantor acceptable to the Trustee).

A-12

SCHEDULE OF INCREASES OR DECREASES IN THE GLOBAL NOTE

The initial outstanding principal amount of this Global Note is €1,000,000,000. The following exchanges of a part of this Global Note for

an interest in another Global Note or for a Physical Note, or exchanges of a part of another Global Note or Physical Note for an interest in this Global Note, have been made:

Date of

Exchange

Amount of

decrease in

Principal Amount

of this Global

Note

Amount of

increase in

Principal Amount

of this Global

Note

Principal Amount

of this Global

Note following

such decrease or

increase

Signature of

authorized

signatory of

Trustee

A-13

EXHIBIT B

[FORM OF FACE OF 2036 GLOBAL NOTE]

[Insert Global Notes Legend or Physical Notes Legend, as applicable]

No. [•]

€500,000,000 as revised by the Schedule of Increases or Decreases in the Global Note attached hereto

B-1

ISIN: XS3498887341

Common Code: 349888734

GLOBAL NOTE

TEVA PHARMACEUTICAL FINANCE NETHERLANDS II B.V.

4.625% Senior Notes due 2036

Payment of Principal, Interest and Additional Tax Amounts, if any, Unconditionally Guaranteed By

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

This Global Note is in respect of an issue of 4.625% Senior Notes due 2036 (the “Notes”) of Teva Pharmaceutical Finance

the Paying Agent. Unless the context otherwise requires, the capitalized terms used herein shall have the meanings specified in the Supplemental Indenture and the Base Indenture.

The Issuer, for value received, hereby promises to pay to The Bank of New York Depository (Nominees) Limited, or its registered assigns, the

principal amount of FIVE HUNDRED MILLION Euros (€500,000,000) on September 16, 2036, and to pay interest on such principal amount in Euros at the rate of 4.625% per annum computed on the basis of the actual number of days in the period for

which interest is being calculated and the actual number of days from and including the last date on which interest was paid on the Notes (or September 16, 2026, if no interest has been paid on the Notes), to but excluding the next scheduled

interest payment date, such interest to be paid annually on September 16 of each year, commencing September 16, 2027. The interest so payable on September 16 of each year (each an “Interest Payment Date”)

will, subject to certain exceptions provided in the Supplemental Indenture, be paid to the person in whose name this Note is registered at the close of business on the Business Day immediately preceding the related Interest Payment Date.

Reference is hereby made to the further provisions of this Note set forth on the reverse hereof, which further provisions shall for all

purposes have the same effect as if set forth at this place.

This Note shall not be valid or become obligatory for any purpose until the

certificate of authentication hereon shall have been signed by the Trustee.

B-2

IN WITNESS WHEREOF, the Issuer has caused this Note to be duly executed manually by its duly

authorized officers.

Dated: September 16, 2026

TEVA PHARMACEUTICAL FINANCE NETHERLANDS II B.V.

By:

Name:

Title:

By:

Name:

Title:

B-3

Trustee’s Certificate of Authentication

This is one of the 4.625% Senior Notes due 2036 described in the within-named Indenture.

THE BANK OF NEW YORK MELLON, as Trustee

By:

Authorized Signatory

Dated: September 16, 2026

B-4

Teva Pharmaceutical Industries Limited (the “Guarantor”) hereby

unconditionally and irrevocably guarantees to the Holder of this Note (the “Guarantee”) the due and punctual payment of the principal of and interest (including Additional Tax Amounts, if any), on this Note, when and as the same

shall become due and payable, whether at Maturity or upon redemption or upon declaration of acceleration or otherwise, according to the terms of this Note and of the Indenture. The Guarantor agrees that in the case of default by the Issuer in the

payment of any such principal or interest (including Additional Tax Amounts, if any), the Guarantor shall duly and punctually pay the same. The Guarantor hereby agrees that its obligations hereunder shall be absolute and unconditional irrespective

of any extension of the time for payment of this Note, any modification of this Note, any invalidity, irregularity or unenforceability of this Note or the Indenture, any failure to enforce the same or any waiver, modification, consent or indulgence

granted to the Issuer with respect thereto by the Holder of this Note or the Trustee, or any other circumstances which may otherwise constitute a legal or equitable discharge of a surety or guarantor. The Guarantor hereby waives diligence,

presentment, demand of payment, filing of claims with a court in the event of merger or bankruptcy of the Issuer, any right to require a demand or proceeding first against the Issuer, protest or notice with respect to this Note or the indebtedness

evidenced hereby and all demands whatsoever, and covenants that this Guarantee will not be discharged as to this Note except by payment in full of the principal of and interest (including Additional Tax Amounts, if any) on this Note.

The Guarantor shall be subrogated to all rights of the Holders against the Issuer in respect of any amounts paid by the Guarantor pursuant to

reason, from any other obligor with respect to such payment, in each case, until the principal of and interest (including Additional Tax Amounts, if any) on this Note shall have been paid in full.

The Guarantee shall not be valid or become obligatory for any purpose with respect to this Note until the certificate of authentication on

this Note shall have been signed by the Trustee.

The Guarantee shall be governed by and construed in accordance with the laws of the

State of New York.

B-5

IN WITNESS WHEREOF, Teva Pharmaceutical Industries Limited has caused the Guarantee to be

signed manually by its duly authorized officers.

Dated: September 16, 2026

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

By:

Name:

Title:

By:

Name:

Title:

B-6

[FORM OF REVERSE OF NOTE]

TEVA PHARMACEUTICAL FINANCE NETHERLANDS II B.V.

4.625% Senior Note due 2036

Payment of Principal, Interest and Additional Tax Amounts, if any, Unconditionally Guaranteed By

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

Capitalized terms used herein but not defined shall have the meanings assigned to them in the Indenture referred to below unless otherwise

indicated.

1. Principal and Interest.

Teva Pharmaceutical Finance Netherlands II B.V., a private company with limited liability (besloten vennootschap met beperkte

aansprakelijkheid), incorporated under Dutch law (the “Issuer”), promises to pay interest on the principal amount of this Note at 4.625% per annum from September 16, 2026, until the principal thereof is paid or made

available for payment. Interest shall be payable annually in arrears on September 16 of each year (each an “Interest Payment Date”), commencing September 16, 2027. If an Interest Payment Date falls on a day that is not a

Interest on the Notes shall be computed on the basis of the actual number of days in the period for which interest is being calculated and the

A Holder of any Note at the close of business on a Regular Record Date shall be entitled to receive interest on such Note on the corresponding

Interest Payment Date.

2. Method of Payment.

Interest on any Note which is payable, and is punctually paid or duly provided for, on any Interest Payment Date shall be paid to the person

in whose name that Note (or one or more Predecessor Notes) is registered at the close of business on the relevant Regular Record Date for such interest.

Payments on the Global Notes will be made through the Paying Agent. Payments on the Notes of this series will be made in Euros at the

of Euroclear and Clearstream, will be by wire transfer of immediately available funds to the account specified in writing by the holder or holders thereof to the Common Depositary.

3. Paying Agent and Registrar.

Initially, The Bank of New York Mellon, the Trustee under the Supplemental Indenture, will act as Transfer Agent and Registrar. The Issuer may

4. Supplemental Indentures and Indenture.

The Issuer issued this Note under a Base Indenture (the “Base Indenture”), dated as of March 14, 2018, by and among

the Issuer, the Guarantor and The Bank of New York Mellon, as trustee (the “Trustee”), as supplemented by a first supplemental senior indenture, dated as of March 14, 2018, by and among the Issuer,

B-7

the Guarantor, the Trustee and The Bank of New York Mellon, London Branch, as paying agent (the “Paying Agent”), a second supplemental senior indenture, dated as of November

25, 2019, by and among the Issuer, the Guarantor, the Trustee and the Paying Agent, a third supplemental senior indenture, dated as of November 9, 2021, by and among the Issuer, the Guarantor, the Trustee and the Paying Agent, a fourth supplemental

indenture dated as of March 9, 2023, by and among the Issuer, the Trustee and the Paying Agent, a fifth supplemental indenture dated as of May 28, 2025, by and among the Issuer, the Guarantor, the Trustee and the Paying Agent, and as

further supplemented by a sixth supplemental senior indenture (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”), dated as of September 16, 2026, by and among the Issuer,

the Guarantor, the Trustee and the Paying Agent. The terms of the Note include those stated in the Indenture, and those made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended (“TIA”). This Note is

subject to all such terms, and Holders are referred to the Indenture and the TIA for a statement of all such terms. To the extent permitted by applicable law, in the event of any inconsistency between the terms of this Note and the terms of the

Indenture, the terms of the Indenture shall control.

5. Optional Redemption.

The Issuer may at its option redeem this Note, in whole or in part, at any time or from time to time, on any date prior to the Stated

Maturity, upon notice as set forth in Section 4.2 of the Supplemental Indenture, at a Redemption Price equal to the greater of (1) 100% of the principal amount of the Notes to be redeemed or (2) the sum of the present values of the

Remaining Scheduled Payments of the Notes of such series being redeemed discounted, on an annual (ACTUAL/ACTUAL(ICMA)) basis, at the applicable Reinvestment Rate, plus accrued and unpaid interest thereon, if any, to, but not including, the

Redemption Date, provided that if the Redemption Date is on or after the applicable Par Call Date with respect to any series of Notes, the Redemption Price for such Notes will be equal to 100% of the aggregate principal amount of such Notes being

redeemed, plus accrued and unpaid interest thereon, if any, to, but not including, the Redemption Date. On and after the Redemption Date, interest shall cease to accrue on Notes or portions of Notes called for redemption, unless the Issuer defaults

in the payment of the Redemption Price. Notice of redemption will be given by the Issuer to the Holders as provided in the Supplemental Indenture.

Tax Redemption.

If, as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder)

of any Taxing Jurisdiction or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction affecting taxation or any change in official position regarding the application or interpretation of such laws, regulations or rulings,

which change or amendment becomes effective or, in the case of a change in official position, is announced on or after the issuance of the Notes, the Issuer or the Guarantor (or any of their respective successors), as the case may be, is or will be

obligated to pay any Additional Tax Amount with respect to the Notes (of any series thereof), and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation cannot be avoided by the

Issuer or the Guarantor (or any of their respective successors), as the case may be, after taking reasonable measures available to it, then at the option of the Issuer or the Guarantor (or any of their respective successors), as the case may be, the

Notes (of any series thereof) may be redeemed in whole, but not in part, at any time, upon the giving not less than 10 days’ nor more than 60 days’ notice to the Trustee and the Holders of such Notes, at the Redemption Price; provided,

however, that (1) no notice of such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successors), as the case may be, would, but for such redemption, be

obligated to pay such Additional Tax Amounts were a payment on such Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect.

7. Denominations; Transfer; Exchange.

The Notes are issuable in registered form, without coupons, in minimum denominations of €100,000 principal amount and integral multiples

documents, and the Issuer may require a Holder to pay any taxes or other governmental charges that may be imposed in connection with any exchange or registration of transfer of Notes.

B-8

The Issuer shall not be required to exchange or register a transfer of (a) any Note for

to be redeemed in part, the portion thereof not so to be redeemed or (c) any Notes between a record date and the next succeeding payment date.

In the event of redemption of the Notes in part only, in the case of a Global Note, the aggregate principal amount of such Global Notes may be

increased or decreased by adjustments made on the records of the Depositary or, if necessary, a new Note or Notes for the unredeemed portion thereof will be issued in the name of the Holder hereof.

8. Holders to be Treated as Owners.

The

registered Holder of this Note shall be treated as its owner for all purposes.

9. Unclaimed Money.

Any moneys deposited with or paid to the Trustee or any Paying Agent for the payment of the principal of or interest on any Note and not

10. Satisfaction and Discharge.

The

be.

11. Supplement; Waiver.

Without

in lieu hereof, whether or not notation of such consent or waiver is made upon this Note or such other Note.

No reference herein to the

currency, herein prescribed.

12. Defaults and Remedies.

The Indenture provides that an Event of Default with respect to the Notes occurs when any of the following occurs:

B-9

a. the Issuer defaults in the payment of the principal and premium, if any,

of any of the Notes when it becomes due and payable at Maturity or upon redemption;

b. the Issuer defaults in the payment

of interest (including Additional Tax Amounts, if any) on any of the Notes when it becomes due and payable and such default continues for a period of 30 days after the date when due;

c. the Issuer fails to repurchase or pay the repurchase price when due in connection with a Change of Control Triggering Event;

d. the Guarantor fails to perform its obligations under the Guarantees;

e. except as permitted by the Indenture, the Guarantees is held in any final,

disaffirm its obligations under the Guarantees;

f. either the Issuer or the Guarantor fails to perform or observe any

or if any holders have been notified of any such action or to track when such two-year period starts or concludes);

g. (i) the Issuer or the Guarantor fails to make by the end of the applicable grace period, if any, any payment of principal or

excess of $250,000,000 because of a default with respect to such Indebtedness, without, in the case of either (i) or (ii) above, such Indebtedness having been discharged or such non-payment or

Notes of such series; or

h. the occurrence of certain events of bankruptcy, insolvency or reorganization of the Issuer or

Guarantor as specified in the Supplemental Indenture.

If an Event of Default shall occur and be continuing, the principal of all the

Notes may be declared due and payable in the manner and with the effect provided in the Supplemental Indenture.

Any time period in this

Supplemental Indenture, the Base Indenture or the Notes to cure any actual or alleged default or event of default may be extended or stayed by a court of competent jurisdiction.

13. Authentication.

This Note shall not

be valid until the Trustee (or authenticating agent) executes the certificate of authentication on the other side of this Note.

14. ISIN Numbers and

Common Codes.

The Issuer has caused ISIN numbers and Common Codes to be printed on this Note and, therefore, the Trustee shall use

ISIN numbers and Common Codes in notices of redemption as a convenience to Holders. Any such notice may state that no representation is made as to the correctness of such numbers either as printed on the Notes or as contained in any notice of a

redemption and that reliance may be placed only on the other identification numbers printed on the Notes, and any such redemption shall not be affected by any defect in or omission of such numbers.

B-10

15. Governing Law.

The Supplemental Indenture, the Base Indenture and this Note shall be governed by, and construed in accordance with, the laws of the State of

New York.

16. Successor Corporation.

In the event a successor corporation legal entity assumes all the obligations of the Issuer or the Guarantor under this Note, pursuant to the

terms hereof and of the Indenture, the Issuer or Guarantor, as the case may be, will be released from all such obligations.

B-11

ASSIGNMENT FORM

To assign this Note, fill in the form below and have your signature guaranteed: (I) or (we) assign and transfer this Note to:

(Insert assignee’s soc. sec. or tax I.D. no.)

(Print or type assignee’s name, address and zip code)

and irrevocably appoint to transfer this Note on the books of the Issuer. The agent may substitute another to act for him.

Dated:

Your Name:

(Print your name exactly as it appears on the face of this Note)

Your Signature:

(Sign exactly as your name appears on the face of this Note)

Signature Guarantee*:

Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable

to the Trustee).

B-12

SCHEDULE OF INCREASES OR DECREASES IN THE GLOBAL NOTE

The initial outstanding principal amount of this Global Note is €500,000,000. The following exchanges of a part of this Global Note for

an interest in another Global Note or for a Physical Note, or exchanges of a part of another Global Note or Physical Note for an interest in this Global Note, have been made:

Date of Exchange

Amount of

decrease in

Principal Amount

of this Global

Note

Amount of

increase in

Principal Amount

of this Global

Note

Principal Amount

of this Global

Note following

such decrease or

increase

Signature of

authorized

signatory of

Trustee

B-13

EX-4.4

Filename: d155511dex44.htm · Sequence: 3

EX-4.4

Exhibit 4.4

TEVA PHARMACEUTICAL FINANCE NETHERLANDS III B.V.,

as Issuer,

TEVA

PHARMACEUTICAL INDUSTRIES LIMITED,

as Guarantor,

and

THE BANK OF NEW

YORK MELLON,

as Trustee

SIXTH SUPPLEMENTAL SENIOR INDENTURE

Dated as of September 16, 2026

to the Senior Indenture dated as of March 14, 2018

Creating the series of Securities (as defined herein) designated

5.500% Senior Notes due 2034

and

5.750% Senior

Notes due 2037

Table of Contents

Page

Article I Definitions and Incorporation by Reference

Section 1.01

Definitions

Section 1.02

Incorporation by Reference of Trust Indenture Act

Section 1.03

Rules of Construction

Article II The Notes and the Guarantees

Section 2.01

Title and Terms

Section 2.02

Forms of Notes

Section 2.03

Legends

Section 2.04

Form of Guarantees

Section 2.05

Book-Entry Provisions for the Global Notes

Section 2.06

[Reserved]

Section 2.07

Defaulted Interest

Section 2.08

Execution of Guarantees

Section 2.09

Add On Notes

Section 2.10

CUSIP and ISIN Numbers

Article III Additional Covenants

Section 3.01

Payment of Additional Tax Amounts

Section 3.02

Stamp Tax

Section 3.03

Corporate Existence

Section 3.04

Certificates of the Issuer and the Guarantor

Section 3.05

Guarantor To Be the Sole Equity holder of the Issuer

Section 3.06

Limitation on Liens

Section 3.07

Limitation on Sales and Leasebacks

Section 3.08

Obligation to Offer to Repurchase Upon a Change of Control Triggering Event

Article IV Redemption of Notes

Section 4.01

Optional Redemption

Section 4.02

Notice of Redemption

Section 4.03

Deposit of Redemption Price

Section 4.04

Tax Redemption

Article V Satisfaction and Discharge

Section 5.01

Satisfaction and Discharge

Article VI Miscellaneous Provisions

Section 6.01

Scope of Supplemental Indenture

Section 6.02

Provisions of Supplemental Indenture for the Sole Benefit of Parties and Holders of Notes

Section 6.03

Successors and Assigns of Issuer and Guarantor Bound by Supplemental Indenture

Section 6.04

Notices and Demands on Issuer, Trustee and Holders of Notes

Section 6.05

Officer’s Certificates and Opinions of Counsel; Statements to be Contained Therein

Section 6.06

Payments Due on Saturdays, Sundays and Holidays

Section 6.07

Conflict of any Provisions of Supplemental Indenture with Trust Indenture Act of 1939

Section 6.08

New York Law to Govern

Section 6.09

Counterparts

Section 6.10

Effect of Headings

Section 6.11

Submission to Jurisdiction

Section 6.12

Not Responsible for Recitals or Issuance of Securities

(i)

Table of Contents

Page

Section 6.13

Electronic Means

Article VII Supplemental Indentures

Section 7.01

Without Consent of Holders

Section 7.02

With Consent of Each Affected Holder

EXHIBIT A – FORM OF 2034 NOTE

EXHIBIT B – FORM OF 2037 NOTE

(ii)

SIXTH SUPPLEMENTAL SENIOR INDENTURE, dated as of September 16, 2026, by and among Teva

Pharmaceutical Finance Netherlands III B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid), incorporated under Dutch law (the “Issuer”), Teva Pharmaceutical Industries

Limited, a corporation incorporated under the laws of Israel (the “Guarantor”) and The Bank of New York Mellon, a New York banking corporation, as trustee (the “Trustee”).

W I T N E S S E T H:

WHEREAS, the Issuer has heretofore executed and delivered to the Trustee a Senior Indenture, dated as of March 14, 2018 (the

“Base Indenture”), providing for the issuance from time to time of one or more series of its senior unsecured debentures, notes or other evidences of indebtedness (the “Securities”);

WHEREAS, the Issuer has heretofore executed and delivered to the Trustee a first supplemental senior indenture, dated as of March 14,

2018, providing for the issuance of the 6.000% Senior Notes due 2024 and the 6.750% Senior Notes due 2028;

WHEREAS, the Issuer has

heretofore executed and delivered to the Trustee a second supplemental senior indenture, dated as of November 25, 2019, providing for the issuance of the 7.125% Senior Notes due 2025;

WHEREAS, the Issuer has heretofore executed and delivered to the Trustee a third supplemental senior indenture, dated as of November 9,

2021, providing for the issuance of the 4.750% Sustainability- Linked Senior Notes due 2027 and the 5.125% Sustainability-Linked Senior Notes due 2029;

WHEREAS, the Issuer has heretofore executed and delivered to the Trustee a fourth supplemental senior indenture, dated as of March 9,

2023, providing for the issuance of the 7.875% Sustainability- Linked Senior Notes due 2029 and the 8.125% Sustainability-Linked Senior Notes due 2031;

WHEREAS, the Issuer has heretofore executed and delivered to the Trustee a fifth supplemental senior indenture, dated as of May 28, 2025,

providing for the issuance of the 6.000% Senior Notes due 2032;

WHEREAS, Section 7.01(h) of the Base Indenture provides that the

Issuer, the Guarantor and the Trustee may from time to time enter into one or more indentures supplemental thereto to establish the form or terms of Securities of a new series;

WHEREAS, the Issuer, pursuant to the foregoing authority, proposes in and by this sixth supplemental senior indenture (this

“Supplemental Indenture” and, together with the Base Indenture, the “Indenture”) to amend and supplement the Base Indenture insofar as it will apply only to the 5.500% Senior Notes due 2034 (the “2034

Notes”) and the 5.750% Senior Notes due 2037 (the “2037 Notes”) issued hereunder (and not to any other series of Securities). Unless the context otherwise suggests, the 2034 Notes and the 2037 Notes are collectively

referred to as the “Notes”; and

WHEREAS, all things necessary have been done to make the Notes, when executed by the Issuer

and authenticated and delivered hereunder and duly issued by the Issuer, the valid obligations of the Issuer, and to make this Supplemental Indenture a valid and legally binding agreement of the Issuer, in accordance with their and its terms;

NOW, THEREFORE, THIS SUPPLEMENTAL INDENTURE WITNESSETH:

For and in consideration of the premises and the purchases of the Notes by the holders thereof, the Issuer, the Guarantor and the Trustee

mutually covenant and agree for the equal and proportionate benefit of the respective Holders from time to time of the Notes as follows:

ARTICLE I

DEFINITIONS AND INCORPORATION BY REFERENCE

Section 1.01 Definitions.

Capitalized terms used herein but not defined shall have the meanings assigned to them in the Base Indenture unless otherwise indicated. For

all purposes of this Supplemental Indenture and the Notes, the following terms are defined as follows:

“Add On Notes”

means any notes originally issued after the date hereof pursuant to Section 2.09, including any replacement notes as specified in the relevant Add On Note Board Resolutions, Officer’s Certificate or supplemental

indenture issued therefor in accordance with the Base Indenture.

“Additional Tax Amounts” has the meaning specified in

Section 3.01.

“Affiliate” means, with respect to a specified Person, another Person that

directly, or indirectly through one or more intermediaries, Controls or is Controlled by or is under common Control with the Person specified.

“Agent Members” has the meaning specified in Section 2.05.

“Authorized Agent” has the meaning specified in Section 6.11.

“Authorized Officers” has the meaning specified in Section 6.13.

“Below Investment Grade Rating Event” means the rating on the Notes of a series is lowered in respect of a Change of

Investment Grade Rating Event otherwise arising by virtue of a particular reduction in rating shall not be deemed to have occurred in respect of a particular Change of Control (and thus shall not be deemed a Below Investment Grade Rating Event for

purposes of the definition of Change of Control Triggering Event hereunder) if the Rating Agencies making the reduction in rating to which this definition would otherwise apply do not announce or publicly confirm or inform the Issuer in writing at

its request that the reduction was the result, in whole or in part, of any event or circumstance comprised of or arising as a result of, or in respect of, the applicable Change of Control (whether or not the applicable Change of Control shall have

occurred at the time of the Below Investment Grade Rating Event). The Issuer will request the Rating Agencies to make such confirmation in connection with any Change of Control and shall promptly deliver an officers’ certificate to the Trustee

certifying as to whether or not such confirmation has been received or denied.

“Board of Directors” means:

(a) with respect to a corporation, the board of directors of the corporation or a duly authorized committee thereof;

(b) with respect to a partnership, the board of directors of the general partner of the partnership;

members, the managing member or members or any controlling committee of managing members thereof;

(d) with respect to a

limited liability company managed by a manager or managers, the manager or managers and any controlling committee of managers; and

(e) with respect to any other person, the board or committee of such person serving a similar function.

“Business Day” means a day other than (i) a Saturday or Sunday, (ii) a day on which banks in New York, New York

are authorized or obligated by law or executive order to remainclosed or (iii) a day on which the Corporate Trust Office is closed for business.

“Capital Stock” means:

(a) in the case of a corporation, corporate stock;

(b) in the case of an association or business entity, any and all shares, interests, participations, rights or other

equivalents (however designated) of corporate stock;

partnership or membership interests (whether general or limited); and

(d) any other interest or participation that confers

on a Person the right to receive a share of the profits and losses of, or distributions of assets of, the issuing Person.

including any

preferred stock, but in no event will Capital Stock include any debt securities convertible or exchangeable into equity.

“Change

of Control” means the occurrence of the following:

(a) the direct or indirect sale, transfer, conveyance or

other disposition (other than by way of merger or consolidation), in one or a series of related transactions, of all or substantially all of the combined assets of the Guarantor and its subsidiaries taken as a whole to any “person” (as

that term is used in Section 13(d)(3) of the Exchange Act or any successor provision); or

(b) the consummation of any

transaction (including, without limitation, any merger or consolidation) the result of which is that any “person” (as that term is used in Section 13(d)(3) of the Exchange Act or any successor provision) (other than the Guarantor or

one of its subsidiaries), becomes the beneficial owner (within the meaning of Rule 13d-3 under the Exchange Act or any successor provision) of a majority of the Voting Stock (as defined below) in the Guarantor

or other Voting Stock into which the Guarantor’s Voting Stock is reclassified, consolidated, exchanged or changed, measured by voting power rather than number of shares; or

(d) the adoption of a plan relating to the Guarantor’s liquidation or dissolution.

“Change of Control Triggering Event” means the occurrence of a Change of

Control and a Below Investment Grade Rating Event.

“Clearstream” means Clearstream Banking, S.A.

“Consolidated Net Worth” means the stockholders’ equity of the Guarantor and its consolidated subsidiaries, as shown

on the audited consolidated balance sheet of the Guarantor’s latest annual report to stockholders, prepared in accordance with GAAP.

“Control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management or

policies of a Person, whether through the ability to exercise voting power, by contract or otherwise. “Controlling” and “Controlled” have meanings correlative thereto.

“Corporate Trust Office” means the office of the Trustee located in The City of New York at which at any particular time

its corporate trust business shall be administered (which at the date of this Supplemental Indenture is located at 240 Greenwich Street, 7th Floor East, New York, New York 10286, Attention: Corporate Trust) or such other address as the Trustee may

designate from time to time by notice to the Holders and the Issuer, or the principal corporate trust office of any successor Trustee (or such other address as such successor Trustee may designate from time to time by notice to the Holders and the

Issuer).

“corporation” means corporations, associations, limited liability companies, companies and business trusts or

any other similar entity.

“Custodian” means the Trustee, as custodian for the Depositary with respect to the Notes in

global form, or any successor entity thereto.

“Default” means an event which is, or after notice or lapse of time or

both would be, an Event of Default.

“Defaulted Interest” has the meaning specified in

Section 2.07.

“Depositary” means The Depository Trust Company, its nominees and their

respective successors.

“Electronic Means” has the meaning specified in Section 6.13.

“Euroclear” means Euroclear Bank S.A./N.V.

“Event of Default” with respect to the Notes of each series shall not have the meaning assigned to such term by

Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body):

(a) the Issuer defaults in the payment of the principal and premium, if any, of any of the Notes of such series when it becomes

due and payable at Maturity or upon redemption;

(b) the Issuer defaults in the payment of interest (including Additional

Tax Amounts, if any) on any of the Notes of such series when it becomes due and payable and such default continues for a period of 30 days after the date when due;

(c) the Issuer fails to repurchase or pay the Repurchase Price of the Notes of such series when due in connection with a Change

of Control Triggering Event;

(d) the Guarantor fails to perform its obligations under the Guarantees

relating to the Notes of such series;

(e) except as permitted by the Indenture, the Guarantees with respect to such series

of Notes is held in any final, non-appealable judicial proceeding to be unenforceable or invalid or shall cease for any reason to be in full force and effect or the Guarantor, or any Person acting on behalf of

the Guarantor, shall deny or disaffirm its obligations under the Guarantees;

(f) either the Issuer or the Guarantor fails

to perform or observe any other term, covenant or agreement contained in the relevant Notes of such series or this Supplemental Indenture or the Base Indenture and the default continues for a period of 60 days after written notice of such failure,

requiring the Issuer or the Guarantor, as the case may be, to remedy the same, shall have been given to the Issuer or the Guarantor, as the case may be, by the Trustee or to the Issuer or the Guarantor, as the case may be, and the Trustee by the

Holders of at least 25% in aggregate principal amount of the Outstanding Notes of such series (provided that such notice may not be given with respect to any action taken, and reported publicly or to holders of such series of Notes, more than

two years prior to such notice; provided further that the trustee shall have no obligation to determine when or if any holders have been notified of any such action or to track when such two-year period

starts or concludes);

(g) (i) the Issuer or the Guarantor fails to make by the end of the applicable grace period, if any,

any payment of principal or interest due in respect of any Indebtedness for borrowed money, the aggregate outstanding principal amount of which is an amount in excess of $250,000,000; or (ii) there is an acceleration of any Indebtedness for

borrowed money in an amount in excess of $250,000,000 because of a default with respect to such Indebtedness, without, in the case of either (i) or (ii) above, such Indebtedness having been discharged or such

non-payment or acceleration having been cured, waived, rescinded or annulled, for a period of 30 days after written notice to the Issuer by the Trustee or to the Issuer and the Trustee by the Holders of at

least 25% in aggregate principal amount of the Outstanding Notes of such series;

(h) the entry by a court having

jurisdiction in the premises of (i) a decree or order for relief in respect of the Issuer or the Guarantor in an involuntary case or proceeding under any applicable U.S. federal or state bankruptcy, insolvency, reorganization or other similar

law or (ii) a decree or order adjudging the Issuer or the Guarantor as bankrupt or insolvent, or approving as properly filed a petition seeking reorganization, arrangement, adjustment or composition of or in respect of the Issuer or the

Guarantor under any applicable U.S. federal or state law, or appointing a custodian, receiver, liquidator, assignee, trustee, sequestrator or other similar official of the Issuer or the Guarantor or of any substantial part of its property, or

ordering the winding up or liquidation of its affairs, and the continuance of any such decree or order for relief or any such other decree or order unstayed and in effect for a period of 60 consecutive days; or

(i) except as permitted under Section 5.11 of the Base Indenture, the commencement by the Issuer or the Guarantor of a

voluntary case or proceeding under any applicable U.S. federal or state bankruptcy, insolvency, reorganization or other similar law or of any other case or proceeding to be adjudicated as bankrupt or insolvent, or the consent by the Issuer to the

entry of a decree or order for relief in respect of the Issuer or the Guarantor in an involuntary case or proceeding under any applicable U.S. federal or state bankruptcy, insolvency, reorganization or other similar law or to the commencement of any

bankruptcy or insolvency case or proceeding against the Issuer or the Guarantor, or the filing by the Issuer or the Guarantor of a petition or answer or consent seeking reorganization or relief under any applicable U.S. federal or state law, or the

consent by the Issuer or the Guarantor to the filing of such petition or to the appointment of or the taking possession by a custodian, receiver, liquidator, assignee, trustee, sequestrator or other

similar official of the Issuer or the Guarantor or of any substantial part of its property, or the making by the Issuer or the Guarantor of an assignment for the benefit of creditors, or the

admission by the Issuer or the Guarantor in writing of its inability to pay its debts generally as they become due, or the taking of corporate action by the Issuer or the Guarantor expressly in furtherance of any such action.

Except as otherwise provided herein, with respect to the Notes, the references in Section 4.01 of the Base Indenture

to “clauses 4.01(a), 4.01(b), 4.01(c) or 4.01(f) above” shall be construed as references to clauses (a), (b), (d), (e), (f) or (g) of this definition and

references to Sections 4.01(d) and (e) in the Base Indenture shall be construed as references to clauses (h) and (i) of this definition.

Any time period in this Supplemental Indenture, the Base Indenture or the Notes to cure any actual or alleged default or event of default may

be extended or stayed by a court of competent jurisdiction.

“Exchange Act” means the Securities Exchange Act of 1934,

as amended.

“Fitch” means Fitch Inc., or any successor thereto.

“GAAP” has the meaning given to “generally accepted accounting principles” in the Base Indenture;

constitute an incurrence of Indebtedness for purposes of this Supplemental Indenture.

“Global Note” has the meaning

specified in Section 2.02(b).

“guarantee” means any obligation, contingent or otherwise, of

any Person, directly or indirectly guaranteeing any Indebtedness of any other Person and any obligation, direct or indirect, contingent or otherwise, of such Person:

(a) to purchase or pay (or advance or supply funds for the purchase or payment of) such Indebtedness of such other Person

(whether arising by virtue of partnership arrangements, or by agreement to keep-well, to purchase assets, goods, securities or services, to take-or- pay, or maintain

financial statement conditions or otherwise); or

(b) entered into for purposes of assuring in any other manner the obligee

of such Indebtedness of the payment thereof or to protect such obligee against loss in respect thereof (in whole or in part); provided, however, that the term “guarantee” will not include endorsements for collection or

deposit in the ordinary course of business. The term “guarantee” used as a verb has a corresponding meaning.

“Guarantees” means the guarantees of the Guarantor in respect of the Notes in the form provided in

Section 2.04.

“Guarantor” means Teva Pharmaceutical Industries Limited, a corporation

incorporated under the laws of Israel, until a successor Person shall have become such pursuant to the applicable provisions of the Indenture, and thereafter “Guarantor” shall mean such successor Person.

“Holder,” “Holder of Notes” or other similar terms means the registered holder of any Note.

“Indebtedness” means, with respect to any Person any liability for borrowed money which, in accordance with GAAP, would be

reflected on the balance sheet of such Person as a liability on the date as of which Indebtedness is to be determined, other than accounts payable or any other indebtedness to trade creditors created or assumed by such Person in the ordinary course

of business in connection with the obtaining of materials or services.

“Instructions” has the meaning specified in

Section 6.13.

“Interest Payment Date” means each of January 16 and July 16 of each

year, beginning January 16, 2027; provided, however, in each case, that if any such date is not a Business Day, the payment shall be made on the next succeeding Business Day with the same force and effect as if made on such Interest Payment

Date and no interest shall accrue thereon on account of such delay.

“Interest Rate” means 5.500% per annum for the

2034 Notes and 5.750% per annum for the 2037 Notes.

“Investment Grade” means a rating of Baa3 or better by

Moody’s (or its equivalent under any successor rating categories of Moody’s) and BBB- or better by S&P (or its equivalent under any successor rating categories of S&P) or Fitch (or its

equivalent under any successor rating categories of Fitch) (or, in each case, if such Rating Agency ceases to rate the Notes for reasons outside of the Issuer’s control, the equivalent investment grade credit rating from any Rating Agency

selected by the Issuer as a replacement Rating Agency).

“Issuer” means Teva Pharmaceutical Finance Netherlands III

B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid), incorporated under Dutch law, until a successor Person shall have become such pursuant to the applicable provisions of the Indenture, and

thereafter “Issuer” shall mean such successor Person.

“Issuer Order” means a written order signed in the

name of the Issuer by any Officer of the Issuer or a duly authorized Attorney-in-Fact of the Issuer, and delivered to the Trustee.

“Lien” means, with respect to any asset, any mortgage, lien, pledge, charge, security interest or encumbrance of any kind

security interest in and any filing of or agreement to give any financing statement under the Uniform Commercial Code (or equivalent statutes) of any jurisdiction.

“Maturity” means the date on which the principal of the Notes of a given series becomes due and payable as therein or

herein provided, whether at the Stated Maturity or by acceleration, call for redemption or otherwise.

“Moody’s”

means Moody’s Investors Service, Inc., or any successor thereto.

“Note” or “Notes” has the

meaning specified to it in the eighth recital paragraph of this Supplemental Indenture.

“Officer” has the meaning

given to “Officer” in the Base Indenture.

“Par Call Date” means (i) with respect to the 2034 Notes,

November 10, 2033 (the date that is two months prior to the Stated Maturity of the 2034 Notes), and (ii) with respect to the 2037 Notes, October 16, 2036 (the date that is three months prior to the Stated Maturity of the 2037 Notes).

“Paying Agent” means an office or agency where Notes may be presented for payment. The term “Paying Agent”

includes any additional paying agent.

“Permitted Liens” means:

(a) Liens existing as of the date when the Issuer first issues such series of Notes pursuant to this Supplemental Indenture;

(b) Liens on property created, incurred or assumed prior to, at the time of or within one year after the date of

acquisition, completion of construction or completion of improvement of such property to secure all or part of the cost of acquiring, constructing or improving all or any part of such property;

like Liens arising in the ordinary course of business in respect of obligations which are not overdue or which are being contested in good faith in appropriate proceedings;

(d) deposits or Liens to secure the performance of bids, trade contracts, leases, statutory obligations, surety and appeal

bonds, performance bonds and other obligations of a like nature, in each case in the ordinary course of business;

(e) (i)

Liens existing on any property at the time the property was acquired by the Guarantor or its subsidiaries and (ii) Liens existing on any property of any Person at the time it became or becomes a subsidiary of the Guarantor; provided

that, in the case of (i) and (ii), (x) the Lien has not been created or assumed in contemplation of the acquisition of such property or such Person becoming a subsidiary of the Guarantor, as applicable, and (y) the Lien does not extend to

any other property other than the property being acquired;

(f) Liens securing debt owing by a subsidiary to the Guarantor

or to one or more of its subsidiaries;

(g) purchase money Liens upon or in any real property or equipment acquired by the

Guarantor or any of its subsidiaries in the ordinary course of business to secure the purchase price of such property or equipment, or Liens existing on such property or equipment at the time of its acquisition (other than any such Liens created in

contemplation of such acquisition that were not incurred to finance the acquisition of such property), provided, however, that no such Liens shall extend to or cover any properties of any character other than the real property or equipment being

acquired;

(h) Liens securing capital lease obligations in respect of property acquired; provided that no such Lien

shall extend to or cover any assets other than the assets subject to such capitalized leases;

(i) Liens in favor of any

governmental authority of any jurisdiction securing the obligation of the Guarantor or any of its subsidiaries pursuant to any contract or payment owed to that entity pursuant to applicable laws, regulations or statutes;

(j) Liens over any Receivable Assets subject to a Qualified Securitization Transaction; provided that the aggregate fair

market value of all Receivable Assets secured in accordance with this subclause (10) shall not exceed US $2,500,000,000 (or its equivalent in another currency or currencies) at any one time outstanding; or

(k) any extension, renewal, substitution or replacement (or successive extensions, renewals, substitutions or replacements), as

a whole or in part, of any Lien referred to in the foregoing clauses (a) to (j), inclusive, or the Indebtedness secured thereby; provided, however, that (i) the principal amount of Indebtedness secured thereby

and not otherwise authorized by said clauses (a) to (j), inclusive, shall not exceed the principal amount of Indebtedness so secured at the

time of such extension, renewal, substitution or replacement (other than to pay fees and expenses, including premiums, related to such extension, renewal, substitution or replacement); and

(ii) any such extension, renewal, substitution or replacement Lien shall be limited to the property covered by the Lien extended, renewed, substituted or replaced (other than improvements thereon or replacements thereof).

“Person” means any individual, corporation, partnership, joint venture, association, joint-stock company, trust,

unincorporated organization, limited liability company or government or political subdivision thereof or any other entity.

“Physical Notes” means Notes issued in definitive, fully registered form without interest coupons, substantially in the

form of Exhibit A hereto (“Exhibit A”) and Exhibit B hereto (“Exhibit B”), as applicable.

“Primary Treasury Dealer” has the meaning assigned to it in the definition of Reference Treasury Dealer.

“Qualified Securitization Transaction” means any transaction or series of transactions entered into by the Guarantor or any

or borrowing against such Receivable Assets; provided that such transaction is non-recourse to the Guarantor and its subsidiaries (except for Standard Securitization Undertakings).

“Rating Agency” means:

•

each of Moody’s, S&P and Fitch; and

•

if any of Moody’s, S&P or Fitch ceases to rate the Notes or fails to make a rating of the Notes

agency for Moody’s, S&P or Fitch, as the case may be.

“Receivable Assets” means ordinary

connection with asset securitization transactions involving accounts receivable and/or receivables discount without recourse schemes.

“Record Date” means either a Regular Record Date or a Special Record Date, as the case may be.

“Redemption Date,” when used with respect to any Notes of any series to be redeemed, means the date fixed for such

redemption.

“Redemption Price” when used (a) with respect to any Notes of any series to be redeemed pursuant to

Section 4.01 of this Supplemental Indenture, means an amount that is equal to the greater of (i) 100% of the principal amount of the Notes of such series to be redeemed or (ii) the sum of the present values of the

Remaining Scheduled Payments of the Notes of such series being redeemed discounted, on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months),

using a discount rate equal to the sum

of the Treasury Rate plus 15 basis points, in the case of the 2034 Notes, and 20 basis points, in the case of the 2037 Notes, plus in each case accrued and unpaid interest thereon, if any, to,

but not including, the Redemption Date; provided that if the Issuer redeems such Notes on or after the applicable Par Call Date for such series, the Redemption Price for such Notes will be equal to 100% of the aggregate principal amount of

such Notes being redeemed, plus accrued and unpaid interest thereon, if any, to, but not including, the Redemption Date; and (b) with respect to any Notes of such series to be redeemed pursuant to Section 4.04 of this

Supplemental Indenture, means an amount that is equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon, if any, to, but not including, the Redemption Date.

“Registrar” means the office or agency where Notes may be presented for registration of transfer or for exchange.

“Regular Record Date” means the close of business on the preceding January 1 and July 1, in each case whether or

not a Business Day.

“Remaining Scheduled Payments” means, with respect to each Note to be redeemed, the remaining

scheduled payments of principal of and interest on such Note as if redeemed on the applicable Par Call Date. If the applicable Redemption Date is not an Interest Payment Date with respect to such Note, the amount of the next succeeding scheduled

interest payment on such Note will be reduced by the amount of interest accrued on such Note to such Redemption Date.

“Sale-Leaseback Transaction” means the sale or transfer by the Guarantor or any subsidiary of any property to a Person and

the taking back by the Guarantor or any subsidiary, as the case may be, of a lease of such property.

“S&P” means

S&P Global Ratings, a division of S&P Global, Inc., or any successor thereto.

“Securities Act” means the

Securities Act of 1933, as amended.

“Securitization Entity” means a Person (which may include a special purpose

vehicle and/or a financial institution) to which the Guarantor or any subsidiary transfers Receivable Assets for purposes of a securitization financing, and with respect to which:

(a) no portion of the Indebtedness or any other obligations (contingent or otherwise) of such entity (i) is guaranteed by

the Guarantor or any subsidiary of the Guarantor (other than the Securitization Entity) (excluding guarantees of obligations (other than the principal of, and interest on, Indebtedness) pursuant to Standard Securitization Undertakings), (ii) is

recourse to or obligates the Guarantor or any subsidiary of the Guarantor (other than the Securitization Entity) in any way other than pursuant to Standard Securitization Undertakings or (iii) subjects any asset of the Guarantor or any

subsidiary of the Guarantor (other than the Securitization Entity), directly or indirectly, contingently or otherwise, to the satisfaction thereof, other than pursuant to Standard Securitization Undertakings and other than any interest in the

Receivable Assets (whether in the form of an equity interest in such assets or subordinated indebtedness payable primarily from such financed assets) retained or acquired by the Guarantor or any subsidiary of the Guarantor;

(b) neither the Guarantor nor any subsidiary of the Guarantor has any material contract, agreement, arrangement or

in connection with servicing receivables of such entity; and

obligation to maintain or preserve such entity’s financial condition or cause such entity to achieve certain levels of operating results (it being understood that (i) obligations of the Guarantor or other subsidiaries to transfer

Receivable Assets to the Securitization Entity, (ii) obligations of the Guarantor or any other subsidiary to procure such transfers of Receivable Assets to the Securitization Entity, and (iii) Receivable Asset performance measures or

credit enhancement measures shall not constitute an obligation to preserve the Securitization Entity’s financial condition or to cause it to achieve certain levels of operating results).

“Special Record Date” for the payment of any Defaulted Interest means a date fixed by the Trustee pursuant to

Section 2.07.

“Standard Securitization Undertakings” means representations, warranties,

covenants and indemnities reasonably customary (as determined by the Guarantor acting in good faith) in accounts

receivable

securitization transactions and/or receivables discount without recourse schemes in the applicable jurisdictions, including, to the extent applicable, in a manner consistent with the delivery of a “true sale”/“absolute

transfer” opinion with respect to any transfer by the Guarantor or any Subsidiary.

“Stated Maturity” means the

date specified in any Note as the fixed date for the payment of principal on such Note.

“Subsidiary” means, with

respect to any Person, a corporation more than 50% of the outstanding voting stock of which is owned, directly or indirectly, by such Person or by one or more other subsidiaries, or by such Person and one or more other subsidiaries. For the purposes

of this definition only, “voting stock” means stock which ordinarily has voting power for the election of directors, whether at all times or only so long as no senior class of stock has such voting power by reason of any contingency.

“Taxing Jurisdiction” means, with respect to the Notes, The Netherlands, Israel or any jurisdiction where a successor

to the Issuer or the Guarantor is incorporated or organized or considered to be a resident, if other than The Netherlands or Israel, respectively, or any jurisdiction through which payments will be made.

“TIA” means the Trust Indenture Act of 1939, as amended, as in effect on the date of this Supplemental Indenture; provided,

successor statute.

“Treasury Rate” means, with respect to any Redemption Date, the yield determined by the Issuer in

accordance with the following two paragraphs:

The Treasury Rate shall be determined by the Issuer after 4:15 p.m., New York City time (or

after such time as yields on U.S. government securities are posted daily by the Board of Governors of the Federal Reserve System), on the third Business Day preceding the Redemption Date based upon the yield or yields for the most recent day that

appear after such time on such day in the most recent statistical release published by the Board of Governors of the Federal Reserve System designated as “Selected Interest Rates (Daily)—H.15” (or any successor designation or

publication) (“H.15”) under the caption “U.S. government securities—Treasury constant maturities—Nominal” (or any successor caption or heading) (“H.15 TCM”). In determining the Treasury Rate, the

Issuer shall select, as applicable: (1) the yield for the Treasury constant maturity on H.15 exactly equal to the period from the Redemption Date to the Par Call Date (the “Remaining Life”); or (2) if there is no such Treasury

constant maturity on H.15 exactly equal to the Remaining Life, the two yields—one yield corresponding to the Treasury constant maturity on H.15 immediately shorter than and one yield corresponding to the Treasury constant maturity on H.15

immediately longer than the Remaining Life—and shall interpolate to the Par Call Date on a straight-line basis (using the actual number of days) using such yields and rounding the result to three decimal places;

or (3) if there is no such Treasury constant maturity on H.15 shorter than or longer than the Remaining Life, the yield for the single U.S. Treasury constant maturity on H.15 closest to the

Remaining Life. For purposes of this paragraph, the applicable Treasury constant maturity or maturities on H.15 shall be deemed to have a maturity date equal to the relevant number of months or years, as applicable, of such Treasury constant

maturity from the Redemption Date.

If on the third Business Day preceding the Redemption Date H.15 TCM is no longer published, the Issuer

shall calculate the Treasury Rate based on the rate per annum equal to the semi-annual equivalent yield to maturity at 11:00 a.m., New York City time, on the second Business Day preceding such Redemption Date of the U.S. Treasury security maturing

on, or with a maturity that is closest to, the Par Call Date, as applicable. If there is no U.S. Treasury security maturing on the Par Call Date but there are two or more U.S. Treasury securities with a maturity date equally distant from the Par

Call Date, one with a maturity date preceding the Par Call Date and one with a maturity date following the Par Call Date, the Issuer shall select the U.S. Treasury security with a maturity date preceding the Par Call Date. If there are two or more

U.S. Treasury securities maturing on the Par Call Date or two or more U.S. Treasury securities meeting the criteria of the preceding sentence, the Issuer shall select from among these two or more U.S. Treasury securities the U.S. Treasury security

that is trading closest to par based upon the average of the bid and asked prices for such U.S. Treasury securities at 11:00 a.m., New York City time. In determining the Treasury Rate in accordance with the terms of this paragraph, the semi-annual

yield to maturity of the applicable U.S. Treasury security shall be based upon the average of the bid and asked prices (expressed as a percentage of principal amount) at 11:00 a.m., New York City time, of such U.S. Treasury security, and rounded to

three decimal places.

“Trustee” means The Bank of New York Mellon, a New York banking corporation, until a successor

Trustee shall have become such pursuant to the applicable provisions of this Supplemental Indenture, and thereafter “Trustee” shall mean such successor Trustee.

“Underwriting Agreement” means the Underwriting Agreement, dated September 9, 2026, among the Issuer, Teva

Pharmaceutical Finance Netherlands II B.V, Teva Pharmaceutical Finance Netherlands IV B.V. and the Guarantor and the underwriters named in Schedule I thereto.

“Voting Stock” of any person as of any date means the Capital Stock of such person that is ordinarily entitled to vote in

the election of the Board of Directors of such person.

“U.S. Dollar” means the coin or currency of the United States

of America as at the time of payment is legal tender for the payment of public and private debts.

Section 1.02 Incorporation

by Reference of Trust Indenture Act.

Whenever the Indenture refers to a provision of the TIA, the provision is incorporated by

reference in and made a part of this Supplemental Indenture.

The following TIA terms used in the Indenture have the following meanings:

“indenture securities” means the Notes and the Guarantees; and

“obligor” on the Notes of each series means the Issuer and on the Guarantees means the Guarantor and any other obligor on

the indenture securities.

All other TIA terms used in this Supplemental Indenture that are defined by the TIA, defined by TIA reference

to another statute or defined by SEC rule have the meanings assigned to them by such definitions.

Section 1.03 Rules of Construction.

For all purposes of this Supplemental Indenture, except as otherwise expressly provided or unless the context otherwise requires:

(a) the terms defined in this Article have the meanings assigned to them in this Article and include the plural as well as the singular;

(b) all accounting terms not otherwise defined herein have the meanings assigned to them under GAAP; and

Supplemental Indenture as a whole and not to any particular Article, Section or other subdivision.

ARTICLE II

THE NOTES AND THE GUARANTEES

Section 2.01 Title and Terms.

(a) The 2034 Notes and 2037 Notes shall be known and designated as the “5.500% Senior Notes due 2034” and “5.750% Senior

Notes due 2037” of the Issuer respectively. The aggregate principal amount that may be authenticated and delivered under this Supplemental Indenture of: (i) the 2034 Notes is limited to $1,000,000,000, and (ii) the 2037 Notes is

limited to $1,000,000,000; except, in each case, for Add On Notes of the applicable series issued in accordance with Section 2.09 and Notes of any series authenticated and delivered upon registration of, transfer of, or in

exchange for, or in lieu of, other Notes of the same series pursuant to Section 2.05. The Notes of each series shall be issuable in minimum denominations of $200,000 principal amount and integral multiples of $1,000 in

excess of $200,000.

(b) The 2034 Notes shall mature on January 16, 2034 and the 2037 Notes shall mature on January 16, 2037, in

each case, unless earlier redeemed by the Issuer.

the Interest Rate until the principal thereof is paid or made available for payment. Interest shall be payable semi-annually in arrears on each Interest Payment Date.

(d) Interest on the Notes of each series shall be computed on the basis of a 360-day year of twelve 30-day months.

(e) A Holder of any Note at the close of business on a Regular Record Date shall be

entitled to receive interest on such Note on the corresponding Interest Payment Date.

(f) Principal of and interest on Global Notes shall

be payable to the Depositary in immediately available funds.

(g) Principal on Physical Notes shall be payable at the office or agency of

the Issuer maintained for such purpose, initially the Corporate Trust Office of the Trustee. Interest on Physical Notes will be payable by (i) U.S. Dollar check drawn on a bank in The City of New York delivered to the address of the Person

entitled thereto as such address shall appear in the register of the Notes, or (ii) upon written application to the Registrar not later than the relevant Record Date by a Holder of an aggregate principal amount of Notes in excess of $5,000,000,

wire transfer in immediately available funds, which application and written wire instructions shall remain in effect until the Holder notifies, in writing, the Registrar to the contrary.

(h) The Notes shall be redeemable at the option of the Issuer as provided in Article 4.

Section 2.02 Forms of Notes.

(a) Except as otherwise provided pursuant to this Section 2.02, the Notes are issuable in fully registered form

without coupons in substantially the form of Exhibit A and Exhibit B hereto with such applicable legends as are provided for in Section 2.03. The Notes are not issuable in bearer form. The terms

and provisions contained in the form of Notes shall constitute, and are hereby expressly made, a part of this Supplemental Indenture and to the extent applicable, the Issuer, the Guarantor and the Trustee, by their execution and delivery of this

Supplemental Indenture, expressly agree to such terms and provisions and to be bound thereby. Any of the Notes may have such letters, numbers or other marks of identification and such notations, legends and endorsements as the Officers executing the

same may approve (execution thereof to be conclusive evidence of such approval) and as are not inconsistent with the provisions of this Supplemental Indenture and the Base Indenture, or as may be required to comply with any law or with any rule or

regulation made pursuant thereto or with any rule or regulation of any securities exchange or automated quotation system on which the Notes of any series may be listed or designated for issuance, or to conform to usage.

(b) The Notes and the Guarantees are being initially offered and sold by the Issuer to the underwriters thereof pursuant to the Underwriting

“Global Notes”), each with the applicable legends as provided in Section 2.03. Each Global Note shall be duly executed by the Issuer and authenticated and delivered by the Trustee, shall have endorsed

thereon the applicable Guarantees executed by the Guarantor and shall be registered in the name of the Depositary or its nominee and retained by the Trustee, as Custodian, at its Corporate Trust Office, for credit to the accounts of the Agent

Members holding the Notes evidenced thereby. The aggregate principal amount of each Global Note may from time to time be increased or decreased by adjustments made on the records of the Trustee, as Custodian, and of the Depositary or its nominee, as

hereinafter provided.

redeemed, repurchased or cancelled, such Global Note shall be returned by the Depositary to the Trustee for cancellation or retained and cancelled by the Trustee at the written direction of the Issuer. At any time prior to such cancellation, if any

beneficial interest in a Global Note is exchanged for Physical Notes, redeemed, repurchased or cancelled, the principal amount of Notes of the relevant series represented by such Global Note shall be reduced and an adjustment shall be made on the

books and records of the Trustee with respect to such Global Note, by the Trustee, to reflect such reduction.

Section 2.03

Legends.

(a) Each Global Note shall bear a legend on the face thereof substantially in the following form (each defined term in

the legend being defined as such for purposes of the legend only) (the “Global Notes Legend”):

THIS IS A GLOBAL NOTE

WITHIN THE MEANING OF THE INDENTURE REFERRED TO HEREINAFTER.

UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST

COMPANY, A NEW YORK CORPORATION (“DTC”), TO TEVA PHARMACEUTICAL FINANCE III, B.V. OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE ISSUED IN EXCHANGE FOR THIS NOTE IS REGISTERED IN THE NAME OF CEDE &

CO. (“CEDE”) OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE

HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE, HAS AN INTEREST HEREIN.

THIS

GLOBAL NOTE MAY NOT BE EXCHANGED, IN WHOLE OR IN PART, FOR A NOTE REGISTERED IN THE NAME OF ANY PERSON OTHER THAN THE DEPOSITORY TRUST COMPANY OR A NOMINEE THEREOF, EXCEPT IN THE LIMITED CIRCUMSTANCES SET FORTH IN THE SUPPLEMENTAL INDENTURE AND MAY

NOT BE TRANSFERRED, IN WHOLE OR IN PART, EXCEPT IN ACCORDANCE WITH THE RESTRICTIONS SET FORTH IN THE INDENTURE REFERRED TO ON THEREVERSE HEREOF.

(b) Each Physical Note shall bear a legend on the face thereof substantially in the following form (the “Physical Notes

Legend”):

IN CONNECTION WITH ANY TRANSFER, THE HOLDER WILL DELIVER TO THE REGISTRAR AND TRANSFER AGENT SUCH CERTIFICATES AND

OTHER INFORMATION AS SUCH REGISTRAR AND TRANSFER AGENT MAY REASONABLY REQUIRE TO CONFIRM THAT THE TRANSFER COMPLIES WITH THE FOREGOING RESTRICTIONS.

Section 2.04 Form of Guarantees.

A Guarantee substantially in the following form shall be endorsed on the reverse of each Note:

Teva Pharmaceutical Industries Limited (the “Guarantor”) hereby unconditionally and irrevocably guarantees to the Holder of

unconditional irrespective of any extension of the time for payment of this Note, any modification of this Note, any invalidity, irregularity or unenforceability of this Note or the Indenture, any failure to enforce the same or any waiver,

modification, consent or indulgence granted to the Issuer with respect thereto by the Holder of this Note or the Trustee, or any other circumstances which may otherwise constitute a legal or equitable discharge of a surety or guarantor. The

Guarantor hereby waives diligence, presentment, demand of payment, filing of claims with a court in the event of merger or bankruptcy of the Issuer, any right to require a demand or proceeding first against the Issuer, protest or notice with respect

to this Note or the indebtedness evidenced hereby and all demands whatsoever, and covenants that this Guarantee will not be discharged as to this Note except by payment in full of the principal of and interest (including Additional Tax Amounts, if

any) on this Note.

The Guarantor shall be subrogated to all rights of the Holders against the Issuer in respect of any amounts paid by

the Guarantor pursuant to the provisions of the Guarantees or the Indenture; provided, however, that the Guarantor hereby waives any and all rights to which it may be entitled, by operation of law or otherwise, upon making any payment

hereunder (i) to be subrogated to the rights of a Holder against the Issuer with respect to such payment or otherwise to be reimbursed, indemnified or exonerated by the Issuer in respect thereof or (ii) to receive any payment in the nature

of contribution or for any other reason, from any other obligor with respect to such payment, in each case, until the principal of and interest (including Additional Tax Amounts, if any) on this Note shall have been paid in full.

The Guarantee shall not be valid or become obligatory for any purpose with respect to this

Note until the certificate of authentication on this Note shall have been signed by the Trustee.

The Guarantee shall be governed by and

construed in accordance with the laws of the State of New York.

IN WITNESS WHEREOF, Teva Pharmaceutical Industries Limited has caused the

Guarantee to be signed manually by its duly authorized Officer.

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

By:

Section 2.05 Book-Entry Provisions for the Global Notes.

(a) The Global Notes initially shall be registered in the name of the Depositary (or a nominee thereof) and be delivered to the Trustee as

Custodian for such Depositary.

(b) Members of, or participants in, the Depositary (“Agent Members”) shall have no

rights under this Supplemental Indenture with respect to any Global Note held on their behalf by the Depositary, or the Trustee as its Custodian, or under such Global Note, and the Depositary may be treated by the Issuer, the Guarantor, the Trustee

and any agent of the Issuer or the Trustee as the absolute owner of such Global Note for all purposes whatsoever. Notwithstanding the foregoing, nothing contained herein shall prevent the Issuer, the Guarantor, the Trustee or any agent of the Issuer

or the Trustee from giving effect to any written certification, proxy or other authorization furnished by the Depositary or impair, as between the Depositary and the Agent Members, the operation of customary practices governing the exercise of the

rights of a Holder of any Note. With respect to any Global Note deposited on behalf of the subscribers for the Notes represented thereby with the Trustee as Custodian for the Depositary for credit to their respective accounts (or to such other

accounts as they may direct) at Euroclear or Clearstream, the provisions of the “Operating Procedures of the Euroclear System” and the “Terms and Conditions Governing Useof Euroclear” and the “Management

Regulations” and “Instructions to Participants” of Clearstream, respectively, shall be applicable to the Global Notes.

(c) The Holder of a Global Note may grant proxies and otherwise authorize any Person, including DTC Participants and Persons that may hold

interests through DTC Participants, to take any action that a Holder is entitled to take under this Supplemental Indenture, the Base Indenture or the Notes of any series.

(d) A Global Note may not be transferred, in whole or in part, to any Person other than the Depositary (or a nominee thereof), and no such

transfer to any such other Person may be registered. Beneficial interests in a Global Note may be transferred in accordance with the rules and procedures of the Depositary.

(e) Except as provided in Section 2.05(f), owners of beneficial interests in Global Notes shall not be entitled to

receive physical delivery of Physical Notes.

(f) If at any time:

(i) the Depositary notifies the Issuer in writing that it is no longer willing or able to continue to act as Depositary for the

Global Notes of any series or the Depositary ceases to be a “clearing agency” registered under the Exchange Act and a successor depositary for the Global Notes of such series is not appointed by the Issuer within 90 days of such notice

or cessation;

(ii) an Event of Default has occurred and is continuing and enforcement action is being taken in respect

thereof under their Indenture and the Registrar has received a request from the Depositary for the issuance of Physical Notes in exchange for such Global Note or Global Notes; or

(iii) the Issuer, at its option, notifies the Trustee in writing that it elects to exchange in whole, but not in part, the

Global Note for Physical Notes; such Global Note or Global Notes shall be deemed to be surrendered to the Trustee for cancellation and the Issuer shall execute, and the Trustee, upon receipt of an Officer’s Certificate and Issuer Order for the

Note or Global Notes. Such Physical Notes shall be registered in such names as the Depositary shall identify in writing as the beneficial owners of the Notes represented by such Global Note or Global Notes (or any nominee thereof).

(g) Notwithstanding the foregoing, in connection with any transfer of beneficial interests in a Global Note to the beneficial owners thereof

pursuant to Section 2.05(f), the Registrar shall reflect on its books and records the date and a decrease in the principal amount of such Global Note in an amount equal to the principal amount of the beneficial interests in

such Global Note to be transferred.

Section 2.06 [Reserved]

Section 2.07 Defaulted Interest.

If the Issuer fails to make a payment of interest on any Note when due and payable (“Defaulted Interest”), it shall pay

such Defaulted Interest plus (to the extent lawful) any interest payable on the Defaulted Interest, in any lawful manner. It may elect to pay such Defaulted Interest, plus any such interest payable on it, to the Persons who are Holders of such Notes

on which the interest is due on a subsequent Special Record Date. The Issuer shall notify the Trustee in writing of the amount of Defaulted Interest proposed to be paid on each such Note. The Issuer shall fix any such Special Record Date and payment

date for such payment. At least 15 days before any such Special Record Date, the Issuer shall deliver to Holders affected thereby, with a copy to the Trustee, a notice that states the Special Record Date, the Interest Payment Date and amount of such

interest to be paid.

Section 2.08 Execution of Guarantees.

The Guarantor hereby agrees to execute the Guarantees in substantially the form above recited to be endorsed on each Note in respect of each

such series. If the Issuer shall execute Physical Notes in accordance with Section 2.05, the Guarantor shall execute the Guarantees in substantially the form above recited to be endorsed on each such Note. The Guarantees

shall be executed on behalf of the Guarantor by an Officer of the Guarantor. The signature of any Officer on the Guarantees may be manual.

In case any Officer of the Guarantor who shall have signed the Guarantees endorsed on a Note

shall cease to be such Officer before the Note so signed shall be authenticated and delivered by the Trustee, such Note nevertheless may be authenticated and delivered or disposed of as though the person who signed such Guarantees had not ceased to

be such Officer of the Guarantor; and any Guarantees endorsed on a Note may be signed on behalf of the Guarantor by such persons as, at the actual date of the execution of such Guarantees, shall be the proper Officers of the Guarantor, although at

the date of the execution and delivery of this Supplemental Indenture any such person was not such an Officer.

Section 2.09

Add On Notes.

The Issuer may, from time to time, subject to compliance with any other applicable provisions of this

Supplemental Indenture and the Base Indenture, without the consent of the Holders, create and issue pursuant to this Supplemental Indenture and the Base Indenture Add On Notes having terms identical to those of the Outstanding Notes of any series,

except that Add On Notes:

(a) may have a different issue date from other Outstanding Notes;

(b) may have a different first Interest Payment Date after issuance than other Outstanding Notes of such series;

(c) may have a different amount of interest payable on the first Interest Payment Date after issuance than is payable on other Outstanding

Notes of such series;

(d) may have a different issue price;

(e) may have a different CUSIP or ISIN number if such Add On Notes are not fungible with the Notes of such series then outstanding for United

States federal income tax purposes; and

(f) may have terms specified in Add On Note Board Resolutions, an Officer’s Certificate or a

supplemental indenture for such Add On Notes making appropriate adjustments to this Article II, Exhibit A and Exhibit B (and related definitions), as the case may be, applicable to such Add On Notes in order

to conform to and ensure compliance with the Securities Act (or other applicable securities laws) and any registration rights or similar agreement applicable to such Add On Notes, which are not adverse in any material respect to the Holder of any

Outstanding Notes of such series (other than such Add On Notes) and which shall not affect the rights, benefits, immunities or duties of the Trustee.

In authenticating any Add On Notes, and accepting the additional responsibilities under the Indenture in relation to such Add On Notes, the

Trustee shall be entitled to receive, and shall be fully protected in relying upon:

(a) the Add On Note Board Resolutions, Officer’s

Certificate or supplemental indenture relating thereto, setting forth the form and terms of the Add On Notes;

(b) an Officer’s

Certificate complying with Section 6.05; and

(i) that the forms of such Notes have been established by or pursuant to Add On Note Board Resolutions, an Officer’s Certificate or

a supplemental indenture, as permitted by this Section 2.09 and in conformity with the provisions of this Supplemental Indenture and the Base Indenture;

(ii) that the terms of such Notes have been established by or pursuant to Add On Note Board Resolutions, an Officer’s Certificate or a

supplemental indenture, as permitted by this Section 2.09 and in conformity with the provisions of this Supplemental Indenture and the Base Indenture; and

(iii) that such Notes and the related Guarantees, when authenticated and delivered by the

Trustee and issued by the Issuer and the Guarantor in the manner provided for herein and in the Base Indenture and the Guarantees, respectively, subject to any customary conditions specified in such Opinion of Counsel, will constitute valid and

legally binding obligations of the Issuer and the Guarantor, respectively, entitled to the benefits provided in this Supplemental Indenture and the Base Indenture, enforceable in accordance with their respective terms, except to the extent that the

enforcement of such obligations may be subject to bankruptcy laws or insolvency laws or other similar laws, general principles of equity and such other qualifications as such counsel shall conclude are customary or do not materially affect the

rights of the Holders of such Notes.

If such forms or terms have been so established by or pursuant to Add On Note Board Resolutions, an

Officer’s Certificate or a supplemental indenture, the Trustee shall have the right to decline to authenticate and deliver any Notes:

(i) if the Trustee, being advised by counsel, determines that such action may not lawfully be taken;

(ii) if the Trustee in good faith determines that such action would expose the Trustee to personal liability to Holders of any Outstanding

Notes; or

(iii) if the issue of such Add On Notes pursuant to this Supplemental Indenture and the Base Indenture will affect the

Trustee’s own rights, duties, benefits and immunities under the Notes, this Supplemental Indenture and the Indenture or otherwise in a manner which is not reasonably acceptable to the Trustee.

Notwithstanding anything in this Section 2.09, the Issuer may not issue Add On Notes if an Event of Default shall

have occurred and be continuing.

Section 2.10 CUSIP and ISIN Numbers.

The Issuer in issuing the Notes may use “CUSIP” numbers and “ISIN” Numbers (if then generally in use), and, if so, the

Trustee shall use “CUSIP” and “ISIN” numbers in notices of redemption and other notices to the Holders as a convenience to Holders; provided that any such notice may state that no representation is made as to the

correctness of such numbers either as printed on the Notes of a given series or as contained in any notice of a redemption and that reliance may be placed only on the other identification numbers printed on the Notes of a given series, and any such

redemption shall not be affected by any defect in or omission of such numbers. The Issuer will promptly notify the Trustee of any change in the “CUSIP” or “ISIN” numbers.

ARTICLE III

ADDITIONAL

COVENANTS

In addition to the covenants set forth in Article III of the Base Indenture, the Notes shall be subject to the

additional covenants set forth in this Article III.

Section 3.01 Payment of Additional Tax Amounts.

With respect to the Notes, Section 12.02 of the Base Indenture is not applicable. All payments of interest and principal by the Issuer

Additional Tax Amounts shall be payable in respect of any Note:

(a) to the extent that such Taxes are imposed or levied by reason of such Holder (or the

beneficial owner) having some present or former connection with the Taxing Jurisdiction other than the mere holding (or beneficial ownership) of such Note or receiving principal or interest payments on the Notes (including but not limited to

citizenship, nationality, residence, domicile, or the existence of a business, permanent establishment, a dependent agent, a place of business or a place of management present or deemed present in the Taxing Jurisdiction);

(b) in respect of any Taxes that would not have been so withheld or deducted but for the failure by the Holder or the beneficial owner of the

Notes to make a declaration of non-residence, or any other claim or filing for exemption to which it is entitled or otherwise comply with any reasonable certification, identification, information,

documentation or other reporting requirement concerning nationality, residence, identity or connection with the Taxing Jurisdiction if (a) compliance is required by applicable law, regulation, administrative practice or treaty as a precondition

to exemption from all or part of the Taxes, (b) the Holder (or beneficial owner) is able to comply with these requirements without undue hardship and (c) the Issuer has given the Holders (or beneficial owners) at least 30 calendar days

prior notice that they will be required to comply with such requirement;

estate, inheritance, gift, sales, transfer or personal property taxes imposed with respect to the Notes, except as otherwise provided in the Indenture;

(d) to the extent that any such Taxes would not have been imposed but for the presentation of the Notes, where presentation is required, for

payment on a date more than 30 days after the date on which such payment became due and payable or the date on which payment thereof is duly provided for, whichever is later, except to the extent that the Holder would have been entitled to

Additional Tax Amounts had the Notes been presented for payment on any date during such 30-day period;

(e) in respect of any Taxes imposed under Sections 1471-1474 of the Internal Revenue Code of 1986, as amended, any applicable U.S. Treasury

Regulations promulgated thereunder, or any judicial or administrative interpretations of any of the foregoing; or

(f) any combination of

items (a) through (e) above.

For purposes of this Section 3.1, “Taxes” means, with respect to

payments on the Notes, all taxes, withholdings, duties, assessments or governmental charges of whatever nature imposed or levied by or on behalf of any Taxing Jurisdiction or any political subdivision thereof or any authority or agency therein or

thereof having power to tax.

Section 3.02 Stamp Tax.

The Issuer and the Guarantor will pay any present or future stamp, court or documentary taxes or any other excise or property taxes, charges or

similar levies that arise from the execution, delivery, enforcement or registration of the Notes of any series or any other document or instrument in relation thereto.

Section 3.03 Corporate Existence.

Subject to Article 8 of the Base Indenture and subject to the ability of the Issuer or the Guarantor to convert (or similar action) to another

Holders.

Section 3.04 Certificates of the Issuer and the Guarantor.

The Issuer will furnish to the Trustee within 120 days after the end of each fiscal year of the Issuer an Officer’s Certificate of the

would constitute an Event of Default, regardless of the date, the Issuer shall deliver an Officer’s Certificate to the Trustee specifying such Default and the nature and status thereof.

Section 3.05 Guarantor To Be the Sole Equity holder of the Issuer.

So long as any Notes are outstanding, the Guarantor or its successor will directly or indirectly own all of the outstanding Capital Stock of

the Issuer.

Section 3.06 Limitation on Liens.

The Guarantor shall not, and shall not permit any subsidiary to, directly or indirectly, create, incur, or assume any Lien, other than a

whereby all of the Notes outstanding (together with, if the Guarantor so determines, any other Indebtedness by the Guarantor or any subsidiary ranking equally with the Notes or the Guarantees) shall be secured equally and ratably with, or prior to,

such Indebtedness for so long as such other Indebtedness shall be so secured unless, after giving effect to such Lien, the aggregate amount of secured Indebtedness then outstanding (excluding Indebtedness secured solely by Permitted Liens) plus the

value (as defined in Section 3.07) of all Sale-Leaseback Transactions (other than those described in clause (a) or clause (b) of Section 3.07) then outstanding would not

exceed the greater of (i) 10% of the Guarantor’s Consolidated Net Worth and (ii) US$2,000,000,000 (or its equivalent in another currency or currencies).

Section 3.07 Limitation on Sales and Leasebacks.

The Guarantor will not, and will not permit any subsidiary to, enter into any Sale-Leaseback Transaction after the date of this Supplemental

Indenture unless:

(a) the Sale-Leaseback Transaction:

(i) involves a lease for a period, including renewals, of not more than five years;

(ii) occurs within one year after the date of acquisition, completion of construction or completion of improvement of such

property; or

(iii) is with the Guarantor or one of its subsidiaries; or

(b) the Guarantor or any subsidiary, within one year after the Sale-Leaseback Transaction

shall have occurred, applies or causes to be applied an amount equal to the value of the property so sold and leased back at the time of entering into such arrangement to the prepayment, repayment, redemption, reduction or retirement of any

Indebtedness of the Guarantor or any subsidiary that is not subordinated to the Notes and that has a Stated Maturity of more than twelve months; or

Indebtedness secured by a Lien on the property without equally and ratably securing the Notes.

As used in this

Section 3.07, the term “value” shall mean, with respect to a Sale-Leaseback Transaction, as of any particular time an amount equal to the greater of (i) the net proceeds of sale of the property leased

pursuant to such Sale-Leaseback Transaction, or (ii) the fair value of such property at the time of entering into such Sale-Leaseback Transaction as determined by the Board of Directors of the Guarantor, in each case multiplied by a fraction of

which the numerator is the number of full years of remaining term of the lease (without regard to renewal options) and the denominator is the full years of the full term of the lease (without regard to renewal options).

Section 3.08 Obligation to Offer to Repurchase Upon a Change of Control Triggering Event

(a) If a Change of Control Triggering Event occurs, unless the Issuer has exercised its option to redeem the Notes of a series, the Issuer will

make an offer to each holder of Notes of such series to repurchase all or any part of that holder’s Notes at a repurchase price in cash equal to 101% of the aggregate principal amount of Notes repurchased plus any accrued and unpaid interest

on the Notes repurchased to, but excluding, the date of purchase (the “Repurchase Price”).

(b) Within 30 days following

any Change of Control Triggering Event or, at the Issuer’s option, prior to any Change of Control, but after the public announcement of the Change of Control, the Issuer will give notice to each holder (with a copy to the Trustee) describing

the transaction or transactions that constitute or may constitute the Change of Control Triggering Event and offering to repurchase Notes on the payment date specified in the notice, which date will be no earlier than 30 days and no later than 60

days from the date such notice is given. The notice shall, if given prior to the date of consummation of the Change of Control, state that the offer to purchase is conditioned on the Change of Control Triggering Event occurring on or prior to the

payment date specified in the notice.

applicable securities laws and regulations and will not be deemed to have breached its obligations under the Change of Control Triggering Event provisions of the notes by virtue of such conflict.

(d) On the Change of Control Triggering Event payment date, the Issuer will, to the extent lawful:

(i) accept for payment all Notes or portions of notes properly tendered (and not validly withdrawn) pursuant to the

Issuer’s offer;

(ii) deposit with the paying agent an amount equal to the aggregate purchase price in respect of all

Notes or portions of Notes properly tendered (and not validly withdrawn); and

(iii) deliver or cause to be delivered to the Trustee the Notes properly

accepted, together with an officers’ certificate stating the aggregate principal amount of notes being purchased by the Issuer.

(e)

The Paying Agent will promptly deliver to each holder of Notes properly tendered the purchase price for the Notes, and the Trustee will promptly authenticate and mail (or cause to be transferred by book-entry) to each holder a new Note of the same

series equal in principal amount to any unpurchased portion of any Notes surrendered; provided that each new Note representing any unpurchased portion of any Notes surrendered will be in a minimum principal amount of $200,000 and integral

multiples of $1,000 in excess thereof.

(f) Notwithstanding the foregoing, the Issuer will not be required to make an offer to repurchase

the Notes of a series upon a Change of Control Triggering Event if a third party makes an offer in respect of the Notes of such series in the manner, at the times and otherwise in compliance with the requirements for an offer made by the Issuer and

such third party purchases all Notes properly tendered and not withdrawn under its offer.

(g) If holders of not less than 90% in aggregate

principal amount of the outstanding Notes of the applicable series validly tender and do not withdraw such Notes in an offer to repurchase such Notes upon a Change of Control Triggering Event and the Issuer, or any third party making such an offer

in lieu of the Issuer, purchases all of the Notes validly tendered and not withdrawn by such holders, the Issuer or such third party will have the right, upon not less than 10 days nor more than 60 days’ prior notice, provided that such

notice is given not more than 30 days following such repurchase pursuant to the offer described above, to redeem all Notes of such series that remain outstanding following such purchase on a date specified in such notice and at a price in cash equal

to 101% of the aggregate principal amount of Notes to be redeemed plus any accrued and unpaid interest on the Notes to be redeemed to, but excluding, the date of purchase specified in such notice.

ARTICLE IV

REDEMPTION

OF NOTES

Section 4.01 Optional Redemption.

The Issuer may at its option redeem the Notes of any series, in whole or in part, at any time or from time to time, on any date prior to the

Stated Maturity, upon notice as set forth in Section 4.02, at the Redemption Price.

Section 4.02

Notice of Redemption.

Notice of redemption to the Holders of the Notes of any series to be redeemed shall be given by

delivering notice of such redemption, on at least 10 days’, but not more than 60 days’, prior notice delivered by electronic transmission, first-class mail, postage prepaid, at their registered addresses as they appear on the

registration books of the Registrar, with a copy of such notice delivered to the Trustee. The notice of redemption of the Notes of any series to be redeemed at the option of the Issuer shall be given by the Issuer or, at the Issuer’s request,

delivered to the Trustee at least five Business Days before the date such notice is to be given to Holders (unless a shorter period shall be acceptable to the Trustee), by the Trustee in the name and at the expense of the Issuer.

Notice of any redemption of any series of Notes in connection with a corporate transaction (including an equity offering, an incurrence of

but not limited to, completion of the

related transaction. If such redemption or purchase is so subject to satisfaction of one or more conditions precedent, such notice shall describe each such condition, and such notice may be

rescinded or the Redemption Date delayed in the event that any or all such conditions shall not have been satisfied by the Redemption Date. In addition, the Issuer may provide in such notice that payment of the Redemption Price and performance of

its obligations with respect to such redemption may be performed by another Person.

If any Note of any series is to be redeemed in part

only, the notice of redemption that relates to such Note shall state the portion of the principal amount thereof to be redeemed, in which case a portion of the original Note of such series will be issued in the name of the holder thereof upon

cancellation of the original Note of such series. In the case of a Global Note of any series, an appropriate notation will be made on such Note of such series to decrease the principal amount thereof to an amount equal to the unredeemed portion

thereof. Subject to the terms of the redemption notice (including any conditions contained therein), Notes of any series called for redemption become due on the date fixed for redemption. On and after the Redemption Date, interest ceases to accrue

on such Notes or portions of them called for redemption, unless the redemption price is not paid on the Redemption Date.

Section 4.03 Deposit of Redemption Price.

On or prior to the Redemption Date, the Issuer shall deposit with the Trustee or with a Paying Agent an amount of money sufficient to pay the

lot or by such method as the Trustee shall deem fair and appropriate and subject to the rules of the applicable depositary.

Section 4.04 Tax Redemption.

(a) If, as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of any Taxing Jurisdiction

such Additional Tax Amounts were a payment on such Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect. The notice of tax redemption shall be given by the Issuer or, at

the Issuer’s request delivered to the Trustee at least five Business Days before the date such notice is to be given to Holders (unless a shorter period shall be acceptable to the Trustee), by the Trustee in the name and at the expense of the

Issuer.

(b) Not less than five Business Days (unless a shorter period shall be acceptable to the Trustee) before any notice of tax

redemption pursuant to Section 4.04(a) is given to the Trustee or the Holders of the Notes (or any series thereof), the Issuer or the Guarantor (or their respective successors), as the case may be, shall deliver to the

Trustee (i) an Officer’s Certificate stating that the Issuer or the Guarantor (or their respective successors), as the case may be, is entitled to effect such redemption and setting forth a statement of facts showing that the conditions

precedent to the right of the Issuer or the Guarantor (or their respective successors), as the case may be, to so redeem have occurred or have been satisfied and (ii) an opinion of independent legal counsel of recognized standing to that effect

based on the statement of facts. Such notice, once given to the Trustee, shall be irrevocable.

ARTICLE V

SATISFACTION AND DISCHARGE

Section 5.01 Satisfaction and Discharge.

(a) With respect to the Notes, Section 9.01 of the Base Indenture is not applicable.

(b) The Issuer and the Guarantor may satisfy and discharge their obligations under this Supplemental Indenture with respect to any series of

ARTICLE VI

MISCELLANEOUS PROVISIONS

Section 6.01 Scope of Supplemental Indenture.

(a) The changes, modifications and supplements to the Base Indenture effected by this Supplemental Indenture shall only be applicable with

reference herein and affirmed in all respects.

Section 6.02 Provisions of Supplemental Indenture for the Sole Benefit of

Parties and Holders of Notes.

Nothing in this Supplemental Indenture, the Base Indenture or in the Notes or the Guarantees,

expressed or implied, shall give or be construed to give to any person, firm or corporation, other than the parties hereto and their successors and the Holders of the Notes, any legal or equitable right, remedy or claim under this Supplemental

Indenture or under any covenant or provision herein contained, all such covenants and provisions being for the sole benefit of the parties hereto and their successors and of the Holders of the Notes.

Section 6.03 Successors and Assigns of Issuer and Guarantor Bound by Supplemental Indenture.

All the covenants, stipulations, promises and agreements in this Supplemental Indenture contained by or on behalf of the Issuer shall bind its

not.

Section 6.04 Notices and Demands on Issuer, Trustee and Holders of Notes.

Any notice or demand which by any provision of this Supplemental Indenture is required or permitted to be given or delivered to or by

the Trustee or by the Holders of Notes to the Issuer or the Guarantor shall be in writing in the English language and may be given or served by being deposited postage prepaid, first-class mail, courier service or email (except as otherwise

specifically provided herein, including Section 6.13) addressed (until another address is filed with the Trustee) as follows:

If to the Issuer:

Teva

Pharmaceutical Finance Netherlands III B.V.

Busweg 1,

2031 DA Haarlem

Netherlands

Attention: Managing Director

Emails: ***

with a copy (which

shall not constitute notice) to:

Teva Pharmaceuticals USA, Inc.

400 Interpace Parkway, #3

Parsippany, NJ 07054

Attention:

Brian Savage

Email: ***

with a copy (which shall not constitute notice)to:

White & Case LLP

609

Main Street, Suite 2900

Houston, Texas 77002

Attention: A.J. Ericksen

Email:

AJ.ericksen@whitecase.com

and

White & Case LLP

5 Old

Broad Street

London EC2N 1DW

Attention: Anna Soroka

Email:

anna.soroka@whitecase.com

If to the Guarantor:

Teva Pharmaceutical Industries Limited

124 Dvora Hanevi’a Street

Tel Aviv, 6944020, Israel

Attention: Amit Hazan

Email: ***

with copies (which shall not constitute notice) to:

Teva Pharmaceuticals USA, Inc.

400 Interpace Parkway, Building A,

Parsippany, NJ 07054

Attention:

Brian Savage

Email: ***

and

White & Case LLP

609

Main Street, Suite 2900

Houston, Texas 77002

Attention: A.J. Ericksen

Email:

AJ.ericksen@whitecase.com

and

White & Case LLP

5 Old

Broad Street

London EC2N 1DW

Attention: Anna Soroka

Email:

anna.soroka@whitecase.com

Any notice, direction, request or demand by the Issuer, the Guarantor or any Holder of Notes to or upon the

Trustee shall be deemed to have been sufficiently given or made, for all purposes, if delivered in person or mailed by first-class mail, courier service or email as follows:

If to the Trustee:

The Bank of

New York Mellon

240 Greenwich Street, Floor 7E

New York, NY 10286

Attention:

Corporate Trust – Global Finance Unit

Lisa Sollitto

Email: Lisa.Sollitto@bny.com

The Trustee also agrees to accept and act upon instructions or directions pursuant to the Indenture sent by unsecured e-mail or other similar unsecured electronic methods.

The Issuer, the Guarantor or the Trustee by

written notice to each other may designate additional or different addresses for subsequent notices or communications.

Any notice or

communication to the Issuer or the Guarantor shall be deemed to have been given or made as of the date so delivered if personally delivered or if delivered electronically, in pdf format; and seven calendar days after mailing if sent by registered or

certified mail, postage prepaid (except that a notice of change of address shall not be deemed to have been given until actually received by the addressee). Any notice or communication to the Trustee shall be deemed delivered upon receipt.

Where this Supplemental Indenture provides for notice to Holders, such notice shall be sufficiently given (unless otherwise herein expressly

provided) if in writing, in the English language, and delivered to each Holder entitled thereto, at his last address as it appears in the register of the Notes. In any case where notice to Holders is given by mail, personal delivery or electronic

delivery, neither the failure to mail such notice, nor any defect in any notice so mailed or delivered, to any particular Holder shall affect the sufficiency of such notice with respect to other Holders. Where this Supplemental Indenture provides

for notice in any manner, such notice may be waived in writing by the person entitled to receive such notice, either before or after the event, and such waiver shall be the equivalent of such notice. Waivers of notice by Holders shall be filed with

the Trustee, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver.

In case, by reason of the suspension of or irregularities in regular mail service, it shall

be impracticable to mail notice to the Issuer, the Guarantor or Holders of Notes when such notice is required to be given pursuant to any provision of this Supplemental Indenture, then any manner of giving such notice as shall be satisfactory to the

Trustee shall be deemed to be a sufficient giving of such notice.

Notwithstanding anything to the contrary contained herein, in the Base

Indenture or in the Notes, where this Supplemental Indenture, the Base Indenture or any Note provides for notice of any event (including any notice of redemption or purchase) to a Holder of a Global Note (whether by mail or otherwise), such notice

shall be sufficiently given if given to the Depositary electronically or by other method in accordance with the procedures of the Depositary.

Section 6.05 Officer’s Certificates and Opinions of Counsel; Statements to be Contained Therein.

Upon any application or demand by the Issuer or the Guarantor to the Trustee to take any action under any of the provisions of this

Supplemental Indenture, the Issuer or the Guarantor, as the case may be, shall furnish to the Trustee an Officer’s Certificate or Guarantor’s Officer’s Certificate, as the case may be, stating that all conditions precedent provided

for in this Supplemental Indenture relating to the proposed action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with.

Each certificate or opinion provided for in this Supplemental Indenture and delivered to the Trustee with respect to compliance with a

condition or covenant provided for in this Supplemental Indenture shall include (a) a statement that the person making such certificate or opinion has read such covenant or condition, (b) a brief statement as to the nature and scope of the

examination or investigation upon which the statements or opinions contained in such certificate or opinion are based, (c) a statement that, in the opinion of such person, he has made such examination or investigation as is necessary to enable

him to express an informed opinion as to whether or not such covenant or condition has been complied with and (d) a statement as to whether or not, in the opinion of such person, such condition or covenant has been complied with.

Any certificate, statement or opinion of an Officer of the Issuer or the Guarantor may be based, insofar as it relates to legal matters, upon

of the Issuer or the Guarantor, as the case may be, upon the certificate, statement or opinion of or representations by an Officer of Officers of the Issuer or the Guarantor, as the case may be, unless such counsel knows that the certificate,

Any certificate, statement or opinion of an Officer of the Issuer or the Guarantor or of counsel may be based, insofar as it relates to

accounting matters, upon a certificate or opinion of or representations by an accountant or firm of accountants in the employ of the Issuer, unless such Officer or counsel, as the case may be, knows that the certificate or opinion or representations

with respect to the accounting matters upon which his certificate, statement or opinion may be based as aforesaid are erroneous, or in the exercise of reasonable care should know that the same are erroneous. Any certificate or opinion of any

independent firm of public accountants filed with the Trustee shall contain a statement that such firm is independent.

The Trustee shall be entitled to conclusively rely on an Officer’s certificate from

the Issuer or the Guarantor, shall have no duty to inquire as to or investigate the accuracy of any such Officer’s certificate. The Trustee and the Paying Agent shall have no liability to the Issuer, any Holder or any other Person in acting in

good faith on any such Officer’s certificate.

Section 6.06 Payments Due on Saturdays, Sundays and Holidays.

If the date of maturity of interest on or principal of the Notes of any series or the date fixed for redemption or repayment of any such Note

and no interest shall accrue for the period after such date.

Section 6.07 Conflict of any Provisions of Supplemental Indenture

with Trust Indenture Act of 1939.

If and to the extent that any provision of this Supplemental Indenture limits, qualifies

or conflicts with another provision included in this Supplemental Indenture by operation of Sections 310 to 317, inclusive, of the TIA (an “incorporated provision”), such incorporated provision shall control.

Section 6.08 New York Law to Govern.

This Supplemental Indenture, each 2034 Note, and each 2037 Note shall be deemed to be a contract under the laws of the State of New York, and

for all purposes shall be construed in accordance with the laws of such State.

Section 6.09 Counterparts.

This Supplemental Indenture may be executed in any number of counterparts, each of which shall be an original; but such counterparts shall

together constitute but one and the same instrument.

Section 6.10 Effect of Headings.

The Article and Section headings herein and the Table of Contents are for convenience only and shall not affect the construction hereof.

Section 6.11 Submission to Jurisdiction.

Each of the Issuer, the Guarantor and the Trustee agrees that any legal suit, action or proceeding arising out of or based upon this

Supplemental Indenture may be instituted in any federal or state court sitting in the Borough of Manhattan in New York City, and, to the fullest extent permitted by law, waives any objection which it may now or hereafter have to the laying of venue

of any such proceeding, and irrevocably submits to the non-exclusive jurisdiction of such court in any law suit, action or proceeding. Each of the Issuer and the Guarantor, as long as any of the Notes remain

Outstanding or the parties hereto have any obligation under this Supplemental Indenture, shall have an authorized agent (the “Authorized Agent”) in the United States upon whom process may be served in any such legal action or

proceeding. Service of process upon such agent and written notice of such service mailed or delivered to it shall to the extent permitted by law be deemed in every respect effective service of process upon it in any such legal action or proceeding.

The Issuer and the Guarantor each hereby appoints Teva Pharmaceuticals USA, Inc. (400 Interpace Parkway, Building A, Parsippany, NJ 07054) as its agent for such purposes, and covenants and agrees that service of process in any legal action or

proceeding may be made upon it at such office of such agent. The Issuer will provide written notice to the Trustee of any change in the Authorized Agent. In the event that any Authorized Agent resigns, is removed or becomes incapable of so acting,

the Issuer shall promptly appoint a successor Authorized Agent and shall notify the Trustee in writing of such change in Authorized Agent.

Section 6.12 Not Responsible for Recitals or Issuance of Securities.

The recitals contained herein and in the Notes, except the Trustee’s certificates of authentication, shall be taken as the statements of

accountable for the use or application by the Issuer of Notes or the proceeds thereof.

Section 6.13 Electronic Means.

The Trustee shall have the right to accept and act upon instructions, including funds transfer instructions

(“Instructions”) given pursuant to the Indenture and delivered using Electronic Means (as defined below); provided, however, that the Company shall provide to the Trustee an incumbency certificate listing officers with the authority to

provide such Instructions (“Authorized Officers”) and containing specimen signatures of such Authorized Officers, which incumbency certificate shall be amended by the Company whenever a person is to be added or deleted from the listing.

If the Company elects to give the Trustee

Instructions using Electronic Means and the Trustee in its discretion elects to act upon such

Instructions, their understanding of such Instructions shall be deemed controlling. The Company understands and agrees that the Trustee cannot determine the identity of the actual sender of such Instructions and that the Trustee shall conclusively

presume that directions that purport to have been sent by an Authorized Officer listed on the incumbency certificate provided to the Trustee have been sent by such Authorized Officer. The Company shall be responsible for ensuring that only

Authorized Officers transmit such Instructions to the Trustee and that the Company and all Authorized Officers are solely responsible to safeguard the use and confidentiality of applicable user and authorization codes, passwords and/or

authentication keys upon receipt by the Company. The Trustee shall not be liable for any losses, costs or expenses arising directly or indirectly from their reliance upon and compliance with such Instructions notwithstanding such directions conflict

or are inconsistent with a subsequent written instruction. The Company agrees: (i) to assume all risks arising out of the use of Electronic Means to submit Instructions to the Trustee, including without limitation the risk of the Trustee acting

on unauthorized Instructions, and the risk of interception and misuse by third parties; (ii) that it is fully informed of the protections and risks associated with the various methods of transmitting Instructions to the Trustee and that there

may be more secure methods of transmitting Instructions than the method(s) selected by the Company; (iii) that the security procedures (if any) to be followed in connection with its transmission of Instructions provide to it a commercially

reasonable degree of protection in light of its particular needs and circumstances; and (iv) to notify the Trustee immediately upon learning of any compromise or unauthorized use of the security procedures. “Electronic Means” shall

mean the following communications methods: e-mail, secure electronic transmission containing applicable authorization codes, passwords and/or authentication keys issued by the Trustee, or another method or

system specified by the Trustee as available for use in connection with its services hereunder.

ARTICLE VII

SUPPLEMENTAL INDENTURES

Section 7.01 Without Consent of Holders.

(a) Section 7.01(d), (e), (f), (g), (h), (k), (l), (m), (n), (q) and (r) of the Base Indenture are not applicable with respect to

the Notes.

(b) In addition to the provisions set forth in Section 7.01 of the

Base Indenture as amended by Section 7.01(a) above, the Issuer, the Guarantor and the Trustee may amend, modify or supplement the Base Indenture, this Supplemental Indenture or the Notes of any series without the consent of

any Holder of Notes of such series for one or more of the following purposes:

(i) to cure any ambiguity, supply any

omission or correct or supplement any provision contained herein, in the Base Indenture, in any supplemental indenture or in the Notes of any series which may be defective or inconsistent with any other provision contained herein or in any

supplemental indenture; provided that such amendment, modification or supplement shall not, in the good faith opinion of the Issuer’s managing and supervisory directors, adversely affect the interests of the Holders of the Notes in any

material respect; provided, further, that any amendment made solely to conform the provisions of this Supplemental Indenture to the description of the Notes contained in the Issuer’s Prospectus Supplement dated September 9,

2026 will not be deemed to adversely affect the interests of the Holders of the Notes;

(ii) to surrender any right or

power conferred upon the Issuer or the Guarantor hereunder;

(iii) to comply with the requirements of the Commission in

order to effect or maintain the qualification of the Indenture under the TIA;

(iv) to authorize the issuance of Add On

Notes of either series of Notes pursuant to Section 2.09; and

(v) to add or modify any other

provision of the Indenture which the Issuer or the Guarantor, as the case may be, and the Trustee may deem necessary or desirable and which will not adversely affect the interests of the Holders of the Notes of such series in any material respect.

Section 7.02 With Consent of Each Affected Holder.

In addition to the provisions set forth in Section 7.02 of the Base Indenture, the Issuer, the Guarantor and the

Trustee may not amend, modify or supplement the Base Indenture, this Supplemental Indenture or the Notes of any series for one or more of the following purposes without the consent of each Holder so affected:

(a) to modify the Issuer’s obligation to maintain an office or agency in New York City pursuant to Section 3.02

of the Base Indenture;

(b) to modify the Guarantor’s obligation to own, directly or indirectly, all of the outstanding Capital Stock

or membership interests, as applicable, of the Issuer pursuant to Section 3.05 of this Supplemental Indenture;

(d) to modify the Guarantees in a manner that would adversely affect the interests of the Holders of such series of Notes; and

(e) to reduce the percentage in aggregate principal amount of the Notes such series of then Outstanding necessary (i) to modify, amend or

supplement the Base Indenture or this Supplemental Indenture or (ii) to waive any past default or Event of Default pursuant to Section 4.10 of the Base Indenture.

(f) to reduce the Repurchase Price in connection with a Change of Control Triggering Event.

IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly

executed as of the day and year first above written.

Very truly yours,

TEVA PHARMACEUTICAL FINANCE NETHERLANDS III B.V., as Issuer

By:

/s/ Amit Hazan

Name: Amit Hazan

Title: Managing Director

/s/ Robert O’Neill

Robert O’Neill

Managing Director

TEVA PHARMACEUTICAL INDUSTRIES LIMITED, as Guarantor

By:

/s/ Amit Hazan

Name: Amit Hazan

Title: Vice President and Global Treasurer

By:

/s/ Eli Kalif

Name: Eli Kalif

Title: Executive Vice President and Chief Financial Officer

THE BANK OF NEW YORK MELLON, as Trustee

By:

/s/ Melissa Matthews

Name:

Melissa Matthews

Title:

Vice President

Exhibit A

Sixth Supplemental Senior

Indenture

[FORM OF FACE OF 2034 GLOBAL NOTE]

[Insert Global Notes Legend or Physical Notes Legend, as applicable]

No. [●]

U.S.$1,000,000,000 as revised by the Schedule of Increases or Decreases in the Global Note attached hereto

Exhibit A-1

CUSIP No.: 88167A AU5

ISIN: US88167AAU51

GLOBAL NOTE

TEVA PHARMACEUTICAL FINANCE NETHERLANDS III B.V.

5.500% Senior Notes due 2034

Payment of Principal, Interest and Additional Tax Amounts, if any, Unconditionally

Guaranteed By

TEVA

PHARMACEUTICAL INDUSTRIES LIMITED

This Global Note is in respect of an issue of 5.500% Senior Notes due 2034 (the

“Notes”) of Teva Pharmaceutical Finance Netherlands III B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid), incorporated under Dutch law (the “Issuer”,

which term includes any successor corporation under the Senior Indenture hereinafter referred to), and issued pursuant to a base indenture (the “Base Indenture”), dated as of March 14, 2018, by and among the Issuer, Teva

Pharmaceutical Industries Limited, as guarantor (the “Guarantor”), and The Bank of New York Mellon, a New York banking corporation, as trustee (the “Trustee”), as supplemented by a first supplemental senior

indenture, dated as of March 14, 2018, by and among the Issuer, the Guarantor and the Trustee, a second supplemental senior indenture, dated as of November 25, 2019, by and among the Issuer, the Guarantor and the Trustee, a third

supplemental senior indenture, dated as of November 9, 2021, by and among the Issuer, the Guarantor and the Trustee, a fourth supplemental indenture dated as of March 9, 2023, by and among the Issuer, the Guarantor and the Trustee, a fifth

supplemental indenture dated May 28, 2025, by and among the Issuer, the Guarantor, and the Trustee, and as further supplemented by a sixth supplemental senior indenture (the “Supplemental Indenture” and, together with the

Base Indenture, the “Indenture”), dated September 16, 2026 by and among the Issuer, the Guarantor and the Trustee. Unless the context otherwise requires, the capitalized terms used herein shall have the meanings specified in

the Supplemental Indenture and the Base Indenture.

The Issuer, for value received, hereby promises to pay to Cede & Co., or its

registered assigns, the principal amount of ONE BILLION United States Dollars (U.S. $1,000,000,000) on January 16, 2034, and to pay interest on such principal amount in Dollars at the rate of 5.500% per annum, computed on a basis of a 360 day

year consisting of twelve 30 day months, from the date hereof until payment of such principal amount has been made or duly provided for, such interest to be paid semi-annually in arrears on January 16 and July 16 of each year,

commencing January 16, 2027. The interest so payable on January 16 and July 16 (each an “Interest Payment Date”) will, subject to certain exceptions provided in the Supplemental Indenture, be paid to the person in

whose name this Note is registered at the close of business on the immediately preceding January 1 and July 1, respectively (whether or not a Business Day).

Reference is hereby made to the further provisions of this Note set forth on the reverse hereof, which further provisions shall for all

purposes have the same effect as if set forth at this place.

This Note shall not be valid or become obligatory for any purpose until the

certificate of authentication hereon shall have been signed by the Trustee.

IN WITNESS WHEREOF, the Issuer has caused this Note to be

duly executed manually by its duly authorized officers.

Exhibit A-2

Dated: September 16, 2026

TEVA PHARMACEUTICAL FINANCE NETHERLANDS III B.V.

By:

Name:

Title:

By:

Name:

Title:

Exhibit A-3

Trustee’s Certificate of Authentication

This is one of the 5.500% Senior Notes due 2034 described in the within-named Indenture.

THE BANK OF NEW YORK MELLON, as Trustee

By:

Authorized Signatory

Dated: September 16, 2026

Exhibit A-4

Teva Pharmaceutical Industries Limited (the “Guarantor”) hereby unconditionally

The Guarantor shall be subrogated to all rights of the Holders against the Issuer in respect of any amounts paid by the Guarantor pursuant to

the provisions of the Guarantees or the Indenture; provided, however, that the Guarantor hereby waives any and all rights to which it may be entitled, by operation of law or otherwise, upon making any payment hereunder (i) to be subrogated to

reason, from any other obligor with respect to such payment, in each case, until the principal of and interest (including Additional Tax Amounts, if any) on this Note shall have been paid in full.

The Guarantee shall not be valid or become obligatory for any purpose with respect to this Note until the certificate of authentication on

this Note shall have been signed by the Trustee.

The Guarantee shall be governed by and construed in accordance with the laws of the

State of New York.

Exhibit A-5

IN WITNESS WHEREOF, Teva Pharmaceutical Industries Limited has caused the Guarantee to be

signed manually by its duly authorized officers.

Dated: September 16, 2026

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

By:

Name:

Title:

By:

Name:

Title:

Exhibit A-6

[FORM OF REVERSE OF NOTE]

TEVA PHARMACEUTICAL FINANCE NETHERLANDS III B.V.

5.500% Senior Note due 2034

Payment of Principal, Interest and Additional Tax Amounts, if any, Unconditionally

Guaranteed By

TEVA

PHARMACEUTICAL INDUSTRIES LIMITED

Capitalized terms used herein but not defined shall have the meanings assigned to them in the

Indenture referred to below unless otherwise indicated.

Principal and Interest.

Teva Pharmaceutical Finance Netherlands III B.V., a private company with limited liability (besloten vennootschap met beperkte

aansprakelijkheid), incorporated under Dutch law (the “Issuer”), promises to pay interest on the principal amount of this Note at 5.500% per annum, from September 16, 2026 until the principal thereof is paid or made available

for payment. Interest shall be payable semi-annually in arrears on each January 16 and July 16 of each year (each an “Interest Payment Date”), commencing January 16, 2027. If an Interest Payment Date falls on a day

that is not a Business Day, interest will be payable on the next succeeding Business Day with the same force and effect as if made on such Interest Payment Date and no interest shall accrue thereon on account of such delay.

Interest on the Notes shall be computed on the basis of a 360-day year of twelve 30-day months.

A Holder of any Note at the close of business on a Regular Record Date shall be entitled

to receive interest on such Note on the corresponding Interest Payment Date.

Method of Payment.

Interest on any Note which is payable, and is punctually paid or duly provided for, on any Interest Payment Date shall be paid to the person

in whose name that Note (or one or more Predecessor Notes) is registered at the close of business on the relevant Regular Record Date for such interest.

Principal of and interest on Global Notes shall be payable to the Depositary in immediately available funds.

Principal of Physical Notes will be payable at the office or agency of the Issuer maintained for such purpose, initially the Corporate Trust

Office of the Trustee. Interest on Physical Notes will be payable by (i) U.S. Dollar check drawn on a bank in The City of New York delivered to the address of the Person entitled thereto as such address shall appear in the register of the

Notes, or (ii) upon written application to the Registrar not later than the relevant Record Date by a Holder of an aggregate principal amount of Notes in excess of $5,000,000, wire transfer in immediately available funds, which application and

written wire instructions shall remain in effect until the Holder notifies, in writing, the Registrar to the contrary.

Paying Agent and Registrar.

Initially, The Bank of New York Mellon, the Trustee under the Supplemental Indenture, will act as Paying Agent and Registrar. The Issuer may

change the Paying Agent or Registrar without notice to any Holder.

Exhibit A-7

Supplemental Indentures and Indenture.

The Issuer issued this Note under a Base Indenture (the “Base Indenture”), dated as of March 14, 2018, by and among

the Issuer, the Guarantor and The Bank of New York Mellon, as trustee (the “Trustee”), as supplemented by a first supplemental senior indenture, dated as of March 14, 2018, by and among the

Issuer, the Guarantor and the Trustee, a second supplemental senior indenture, dated as of November 25, 2019, by and among the Issuer,

the Guarantor and the Trustee, a third supplemental senior indenture, dated as of November 9, 2021, by and among the Issuer, the Guarantor and the Trustee, a fourth supplemental indenture dated as of March 9, 2023, by and among the Issuer,

the Guarantor and the Trustee, a fifth supplemental indenture dated as of May 28, 2025, by and among the Issuer, the Guarantor, and the Trustee, and as further supplemented by a sixth supplemental senior indenture (the “Supplemental

Indenture” and, together with the Base Indenture, the “Indenture”), dated September 16, 2026 by and among the Issuer, the Guarantor and the Trustee. The terms of the Note include those stated in the Indenture, and

those made part of the Indenture by reference to the Trust Indenture Act of 1939, as amended (“TIA”). This Note is subject to all such terms, and Holders are referred to the Indenture and the TIA for a statement of all such terms.

To the extent permitted by applicable law, in the event of any inconsistency between the terms of this Note and the terms of the Indenture, the terms of the Indenture shall control.

Optional Redemption.

The Issuer may at its option redeem this Note, in whole or in part, at any time or from time to time, on any date prior to the Stated

Maturity, upon notice as set forth in Section 4.02 of the Supplemental Indenture, at a Redemption Price equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) the sum of the

present values of the Remaining Scheduled Payments of the Notes of such series being redeemed discounted, on a semi-annual basis (assuming a 360-day year consisting of twelve

30-day months), using a discount rate equal to the sum of the Treasury Rate plus 15 basis points, plus accrued and unpaid interest thereon, if any, to, but not including, the Redemption Date; provided

that if the Issuer redeems such Notes on or after the applicable Par Call Date, the Redemption Price for such Notes will be equal to 100% of the aggregate principal amount of such Notes being redeemed, plus accrued and unpaid interest thereon, if

any, to, but not including, the Redemption Date.

On and after the Redemption Date, interest shall cease to accrue on Notes or portions of

Notes called for redemption, unless the Issuer defaults in the payment of the Redemption Price.

Notice of redemption will be given by the

Issuer to the Holders as provided in the Supplemental Indenture.

Tax Redemption.

If, as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of any Taxing Jurisdiction or

any political subdivision or taxing authority thereof or in any Taxing Jurisdiction affecting taxation or any change in official position regarding the application or interpretation of such laws, regulations or rulings, which change or amendment

becomes effective or, in the case of a change in official position, is announced on or after the issuance of the Notes, the Issuer or the Guarantor (or any of their respective successors), as the case may be, is or will be obligated to pay any

Additional Tax Amount with respect to the Notes (of any series thereof), and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation cannot be avoided by the Issuer or the Guarantor

(or any of their respective successors), as the case may be, after taking reasonable measures available to it, then at the option of the Issuer or the Guarantor (or any of their respective successors), as the case may be, the Notes (of any series

thereof) may be redeemed in whole, but not in part, at any time, upon the giving not less than 10 days’ nor more than 60 days’ notice to the Trustee and the Holders of such Notes, at the Redemption Price; provided, however, that

(1) no notice of such tax

Exhibit A-8

redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successors), as the case may be, would, but for such redemption,

be obligated to pay such Additional Tax Amounts were a payment on such Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect.

Denominations; Transfer; Exchange.

The Notes are issuable in registered form, without coupons, in minimum denominations of $200,000 principal amount and integral multiples of

$1,000 in excess of $200,000. A Holder may register the transfer or exchange of Notes in accordance with the Indenture. The Issuer or the Trustee may require a Holder, among

other things, to furnish appropriate endorsements and transfer documents, and the Issuer may require a Holder to pay any taxes or other

governmental charges that may be imposed in connection with any exchange or registration of transfer of Notes.

The Issuer shall not be

required to exchange or register a transfer of (a) any Note for a period of 15 days next preceding the first delivery of notice of redemption of Notes to be redeemed, (b) any Notes selected, called or being called for redemption except, in

the case of any Note where notice has been given that such Note is to be redeemed in part, the portion thereof not so to be redeemed or (c) any Notes between a record date and the next succeeding payment date.

In the event of redemption of the Notes in part only, in the case of a Global Note, the aggregate principal amount of such Global Notes may be

increased or decreased by adjustments made on the records of the Depositary or, if necessary, a new Note or Notes for the unredeemed portion thereof will be issued in the name of the Holder hereof.

Holders to be Treated as Owners.

The registered Holder of this Note shall be treated as its owner for all purposes.

Unclaimed Money.

Any moneys deposited with or paid to the Trustee or any Paying Agent for the payment of the principal of or interest on any Note and not

10.

Satisfaction and Discharge.

The Issuer and the Guarantor may satisfy and discharge their obligations under the Indenture while the Notes remain outstanding, if

(a) all Outstanding Notes have become due and payable at their scheduled Maturity, or (b) all Outstanding Notes have been called for redemption, and in either case, the Issuer has deposited with the Trustee an amount sufficient to pay and

discharge all Outstanding Notes on the date of their scheduled Maturity or the scheduled Redemption Date, as the case may be.

Exhibit A-9

11.

Supplement; Waiver.

Without notice to or the consent of the Holders of the Notes, the Indenture and the Notes may be amended, supplemented or otherwise modified

by the Issuer, the Guarantor and the Trustee as provided in the Indenture. The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Issuer and the rights of

the Holders of the Notes under the Indenture at any time by the Issuer and the Trustee with the consent of the Holders of a majority in aggregate principal amount of the Outstanding Notes (or such lesser amount as shall have acted at a meeting

pursuant to the provisions of the Indenture). The Indenture also contains provisions permitting the Holders of specified percentages in principal amount of the Notes at the time Outstanding, on behalf of the Holders of all the Notes, to waive

compliance by the Issuer with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the Holder of this Note shall be conclusive and binding upon such Holder and upon

all future Holders of this Note and of any Note issued upon registration of transfer hereof or in exchange herefor or in lieu hereof, whether or not notation of such consent or waiver is made upon this Note or such other Note.

No reference herein to the Indenture and no provision of this Note or of the Indenture shall alter or impair the obligation of the Issuer,

which is absolute and unconditional, to pay the principal of and interest on this Note at the times, places and rate, and in the coin or currency, herein prescribed.

12.

Defaults and Remedies.

The Indenture provides that an Event of Default with respect to the Notes occurs when any of the following occurs:

(a) the Issuer defaults in the payment of the principal and premium, if any, of any of the Notes when it becomes due and payable at Maturity or

upon redemption;

(b) the Issuer defaults in the payment of interest (including Additional Tax Amounts, if any) on any of the Notes when it

becomes due and payable and such default continues for a period of 30 days after the date when due;

obligations under the Guarantees;

(d) except as permitted by the Indenture, the Guarantees is held in any final, non-appealable judicial proceeding to be unenforceable or invalid or shall cease for any reason to be in full force and effect or the Guarantor, or any person acting on behalf of the Guarantor, shall deny or

disaffirm its obligations under the Guarantees;

(e) either the Issuer or the Guarantor fails to perform or observe any other term,

covenant or agreement contained in the Notes or the Indenture and the default continues for a period of 60 days after written notice of such failure, requiring the Issuer or the Guarantor, as the case may be, to remedy the same, shall have been

given to the Issuer or the Guarantor, as the case may be, by the Trustee or to the Issuer or the Guarantor, as the case may be, and the Trustee by the Holders of at least 25% in aggregate principal amount of the Outstanding Notes (provided

when or if any holders have been notified of any such action or to track when such two-year period starts or concludes);

(f) (i) the Issuer or the Guarantor fails to make by the end of the applicable grace period, if any, any payment of principal or interest due

in respect of any Indebtedness for borrowed money, the aggregate outstanding principal amount of which is an amount in excess of $250,000,000; or (ii) there is an acceleration of any Indebtedness for borrowed money in an amount in excess of

$250,000,000 because of a default with respect to such Indebtedness, without, in the case of either (i) or (ii) above, such Indebtedness having been discharged or such non-payment or acceleration having

been cured, waived, rescinded or annulled for a period of 30 days after written notice to the Issuer by the Trustee or to the Issuer and the Trustee by the Holders of at least 25% in aggregate principal amount of the Outstanding Notes of such

series;

Exhibit A-10

(g) the occurrence of certain events of bankruptcy, insolvency or reorganization of the

Issuer or Guarantor as specified in the Supplemental Indenture; or

(h) the Issuer fails to repurchase or pay the repurchase price when due

in connection with a Change of Control Triggering Event.

If an Event of Default shall occur and be continuing, the principal of all the

Notes may be declared due and payable in the manner and with the effect provided in the Supplemental Indenture.

Any time period in this

Supplemental Indenture, the Base Indenture or the Notes to cure any actual or alleged default or event of default may be extended or stayed by a court of competent jurisdiction.

13.

Authentication.

This Note shall not be valid until the Trustee (or authenticating agent) executes the certificate of authentication on the other side of this

Note.

14.

CUSIP Numbers.

The Issuer has caused CUSIP numbers to be printed on this Note and, therefore, the Trustee shall use CUSIP numbers in notices of redemption as

a convenience to Holders. Any such notice may state that no representation is made as to the correctness of such numbers either as printed on the Notes or as contained in any notice of a redemption and that reliance may be placed only on the other

identification numbers printed on the Notes, and any such redemption shall not be affected by any defect in or omission of such numbers.

15.

Governing Law.

The Supplemental Indenture, the Base Indenture and this Note shall be governed by, and construed in accordance with, the laws of the State of

New York.

16.

Successor Corporation.

In the event a successor corporation legal entity assumes all the obligations of the Issuer or the Guarantor under this Note, pursuant to the

terms hereof and of the Indenture, the Issuer or Guarantor, as the case may be, will be released from all such obligations.

Exhibit A-11

ASSIGNMENT FORM

To assign this Note, fill in the form below and have your signature guaranteed: (I) or (we) assign and transfer this Note to:

(Insert assignee’s soc. sec. or tax I.D. no.)

(Print or type assignee’s name, address and zip code)

and irrevocably appoint to transfer this Note on the books of the Issuer. The agent may substitute another to act for him.

Dated:

Your Name:

(Print your name exactly as it appears on the face of this Note)

Your Signature:

(Sign exactly as your name appears on the face of this Note)

Signature Guarantee*:

Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable

to the Trustee).

Exhibit A-12

SCHEDULE OF INCREASES OR DECREASES IN THE GLOBAL NOTE

The initial outstanding principal amount of this Global Note is $1,000,000,000. The following exchanges of a part of this Global Note for an

interest in another Global Note or for a Physical Note, or exchanges of a part of another Global Note or Physical Note for an interest in this Global Note, have been made:

Date of Exchange

Amount of

decrease in

Principal Amount

of this Global

Note

Amount of

increase in

Principal Amount

of this Global

Note

Principal Amount

of this Global

Note following

such decrease or

increase

Signature of

authorized

signatory of

Trustee

Exhibit A-13

Exhibit B

Sixth Supplemental Senior

Indenture

[FORM OF FACE OF 2037 GLOBAL NOTE]

[Insert Global Notes Legend or Physical Notes Legend, as applicable]

No. [●]

U.S.$1,000,000,000 as revised by the Schedule of Increases or Decreases in the Global Note attached hereto

Exhibit B-1

CUSIP No.: 88167A AV3

ISIN: US88167AAV35

GLOBAL NOTE

TEVA PHARMACEUTICAL FINANCE NETHERLANDS III B.V.

5.750% Senior Notes due 2037

Payment of Principal, Interest and Additional Tax Amounts, if any, Unconditionally

Guaranteed By

TEVA

PHARMACEUTICAL INDUSTRIES LIMITED

This Global Note is in respect of an issue of 5.750% Senior Notes due 2037 (the

the Supplemental Indenture and the Base Indenture.

The Issuer, for value received, hereby promises to pay to Cede & Co., or its

registered assigns, the principal amount of ONE BILLION United States Dollars (U.S. $1,000,000,000) on January 16, 2037, and to pay interest on such principal amount in Dollars at the rate of 5.750% per annum, computed on a basis of a 360 day

whose name this Note is registered at the close of business on the immediately preceding January 1 and July 1, respectively (whether or not a Business Day).

Reference is hereby made to the further provisions of this Note set forth on the reverse hereof, which further provisions shall for all

purposes have the same effect as if set forth at this place.

This Note shall not be valid or become obligatory for any purpose until the

certificate of authentication hereon shall have been signed by the Trustee.

IN WITNESS WHEREOF, the Issuer has caused this Note to be

duly executed manually by its duly authorized officers.

Exhibit B-2

Dated: September 16, 2026

TEVA PHARMACEUTICAL FINANCE NETHERLANDS III B.V.

By:

Name:

Title:

By:

Name:

Title:

Exhibit B-3

Trustee’s Certificate of Authentication

This is one of the 5.750% Senior Notes due 2037 described in the within-named Indenture.

THE BANK OF NEW YORK MELLON,

Trustee

By:

Authorized Signatory

Dated: September 16, 2026

Exhibit B-4

Teva Pharmaceutical Industries Limited (the “Guarantor”) hereby unconditionally

The Guarantor shall be subrogated to all rights of the Holders against the Issuer in respect of any amounts paid by the Guarantor pursuant to

reason, from any other obligor with respect to such payment, in each case, until the principal of and interest (including Additional Tax Amounts, if any) on this Note shall have been paid in full.

The Guarantee shall not be valid or become obligatory for any purpose with respect to this Note until the certificate of authentication on

this Note shall have been signed by the Trustee.

The Guarantee shall be governed by and construed in accordance with the laws of the

State of New York.

Exhibit B-5

IN WITNESS WHEREOF, Teva Pharmaceutical Industries Limited has caused the Guarantee to be

signed manually by its duly authorized officers.

Dated: September 16, 2026

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

By:

Name:

Title:

By:

Name:

Title:

Exhibit B-6

[FORM OF REVERSE OF NOTE]

TEVA PHARMACEUTICAL FINANCE NETHERLANDS III B.V.

5.750% Senior Note due 2037

Payment of Principal, Interest and Additional Tax Amounts, if any, Unconditionally

Guaranteed By

TEVA

PHARMACEUTICAL INDUSTRIES LIMITED

Capitalized terms used herein but not defined shall have the meanings assigned to them in the

Indenture referred to below unless otherwise indicated.

Principal and Interest.

Teva Pharmaceutical Finance Netherlands III B.V., a private company with limited liability (besloten vennootschap met beperkte

aansprakelijkheid), incorporated under Dutch law (the “Issuer”), promises to pay interest on the principal amount of this Note at 5.750% per annum, from September 16, 2026 until the principal thereof is paid or made available

Interest on the Notes shall be computed on the basis of a 360-day year of twelve 30-day months.

A Holder of any Note at the close of business on a Regular Record Date shall be entitled

to receive interest on such Note on the corresponding Interest Payment Date.

Method of Payment.

Interest on any Note which is payable, and is punctually paid or duly provided for, on any Interest Payment Date shall be paid to the person

in whose name that Note (or one or more Predecessor Notes) is registered at the close of business on the relevant Regular Record Date for such interest.

Principal of and interest on Global Notes shall be payable to the Depositary in immediately available funds.

Principal of Physical Notes will be payable at the office or agency of the Issuer maintained for such purpose, initially the Corporate Trust

written wire instructions shall remain in effect until the Holder notifies, in writing, the Registrar to the contrary.

Paying Agent and Registrar.

Initially, The Bank of New York Mellon, the Trustee under the Supplemental Indenture, will act as Paying Agent and Registrar. The Issuer may

change the Paying Agent or Registrar without notice to any Holder.

Exhibit B-7

Supplemental Indentures and Indenture.

The Issuer issued this Note under a Base Indenture (the “Base Indenture”), dated as of March 14, 2018, by and among

the Issuer, the Guarantor and The Bank of New York Mellon, as trustee (the “Trustee”), as supplemented by a first supplemental senior indenture, dated as of March 14, 2018, by and among the

Issuer, the Guarantor and the Trustee, a second supplemental senior indenture, dated as of November 25, 2019, by and among the Issuer,

To the extent permitted by applicable law, in the event of any inconsistency between the terms of this Note and the terms of the Indenture, the terms of the Indenture shall control.

Optional Redemption.

The Issuer may at its option redeem this Note, in whole or in part, at any time or from time to time, on any date prior to the Stated

present values of the Remaining Scheduled Payments of the Notes of such series being redeemed discounted, on a semi-annual basis (assuming a 360-day year consisting of twelve

30-day months), using a discount rate equal to the sum of the Treasury Rate plus 20 basis points, plus accrued and unpaid interest thereon, if any, to, but not including, the Redemption Date; provided

any, to, but not including, the Redemption Date.

On and after the Redemption Date, interest shall cease to accrue on Notes or portions of

Notes called for redemption, unless the Issuer defaults in the payment of the Redemption Price.

Notice of redemption will be given by the

Issuer to the Holders as provided in the Supplemental Indenture.

Tax Redemption.

If, as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of any Taxing Jurisdiction or

(1) no notice of such tax

Exhibit B-8

redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successors), as the case may be, would, but for such redemption,

be obligated to pay such Additional Tax Amounts were a payment on such Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect.

Denominations; Transfer; Exchange.

The Notes are issuable in registered form, without coupons, in minimum denominations of $200,000 principal amount and integral multiples of

$1,000 in excess of $200,000. A Holder may register the transfer or exchange of Notes in accordance with the Indenture. The Issuer or the Trustee may require a Holder, among

other things, to furnish appropriate endorsements and transfer documents, and the Issuer may require a Holder to pay any taxes or other

governmental charges that may be imposed in connection with any exchange or registration of transfer of Notes.

The Issuer shall not be

In the event of redemption of the Notes in part only, in the case of a Global Note, the aggregate principal amount of such Global Notes may be

increased or decreased by adjustments made on the records of the Depositary or, if necessary, a new Note or Notes for the unredeemed portion thereof will be issued in the name of the Holder hereof.

Holders to be Treated as Owners.

The registered Holder of this Note shall be treated as its owner for all purposes.

Unclaimed Money.

Any moneys deposited with or paid to the Trustee or any Paying Agent for the payment of the principal of or interest on any Note and not

10.

Satisfaction and Discharge.

The Issuer and the Guarantor may satisfy and discharge their obligations under the Indenture while the Notes remain outstanding, if

discharge all Outstanding Notes on the date of their scheduled Maturity or the scheduled Redemption Date, as the case may be.

Exhibit B-9

11.

Supplement; Waiver.

Without notice to or the consent of the Holders of the Notes, the Indenture and the Notes may be amended, supplemented or otherwise modified

No reference herein to the Indenture and no provision of this Note or of the Indenture shall alter or impair the obligation of the Issuer,

which is absolute and unconditional, to pay the principal of and interest on this Note at the times, places and rate, and in the coin or currency, herein prescribed.

12.

Defaults and Remedies.

The Indenture provides that an Event of Default with respect to the Notes occurs when any of the following occurs:

(a) the Issuer defaults in the payment of the principal and premium, if any, of any of the Notes when it becomes due and payable at Maturity or

upon redemption;

(b) the Issuer defaults in the payment of interest (including Additional Tax Amounts, if any) on any of the Notes when it

becomes due and payable and such default continues for a period of 30 days after the date when due;

obligations under the Guarantees;

disaffirm its obligations under the Guarantees;

(e) either the Issuer or the Guarantor fails to perform or observe any other term,

when or if any holders have been notified of any such action or to track when such two-year period starts or concludes);

(f) (i) the Issuer or the Guarantor fails to make by the end of the applicable grace period, if any, any payment of principal or interest due

series;

Exhibit B-10

(g) the occurrence of certain events of bankruptcy, insolvency or reorganization of the

Issuer or Guarantor as specified in the Supplemental Indenture; or

(h) the Issuer fails to repurchase or pay the repurchase price when due

in connection with a Change of Control Triggering Event.

If an Event of Default shall occur and be continuing, the principal of all the

Notes may be declared due and payable in the manner and with the effect provided in the Supplemental Indenture.

Any time period in this

Supplemental Indenture, the Base Indenture or the Notes to cure any actual or alleged default or event of default may be extended or stayed by a court of competent jurisdiction.

13.

Authentication.

This Note shall not be valid until the Trustee (or authenticating agent) executes the certificate of authentication on the other side of this

Note.

14.

CUSIP Numbers.

The Issuer has caused CUSIP numbers to be printed on this Note and, therefore, the Trustee shall use CUSIP numbers in notices of redemption as

identification numbers printed on the Notes, and any such redemption shall not be affected by any defect in or omission of such numbers.

15.

Governing Law.

The Supplemental Indenture, the Base Indenture and this Note shall be governed by, and construed in accordance with, the laws of the State of

New York.

16.

Successor Corporation.

In the event a successor corporation legal entity assumes all the obligations of the Issuer or the Guarantor under this Note, pursuant to the

terms hereof and of the Indenture, the Issuer or Guarantor, as the case may be, will be released from all such obligations.

Exhibit B-11

ASSIGNMENT FORM

To assign this Note, fill in the form below and have your signature guaranteed: (I) or (we) assign and transfer this Note to:

(Insert assignee’s soc. sec. or tax I.D. no.)

(Print or type assignee’s name, address and zip code)

and irrevocably appoint to transfer this Note on the books of the Issuer. The agent may substitute another to act for him.

Dated:

Your Name:

(Print your name exactly as it appears on the face of this Note)

Your Signature:

(Sign exactly as your name appears on the face of this Note)

Signature Guarantee*:

Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable

to the Trustee).

Exhibit B-12

SCHEDULE OF INCREASES OR DECREASES IN THE GLOBAL NOTE

The initial outstanding principal amount of this Global Note is $1,000,000,000. The following exchanges of a part of this Global Note for an

interest in another Global Note or for a Physical Note, or exchanges of a part of another Global Note or Physical Note for an interest in this Global Note, have been made:

Date of Exchange

Amount of

decrease in

Principal Amount

of this Global

Note

Amount of

increase in

Principal Amount

of this Global

Note

Principal Amount

of this Global

Note following

such decrease or

increase

Signature of

authorized

signatory of

Trustee

Exhibit B-13

EX-4.6

Filename: d155511dex46.htm · Sequence: 4

EX-4.6

Exhibit 4.6

TEVA PHARMACEUTICAL FINANCE NETHERLANDS IV B.V.,

as Issuer,

TEVA PHARMACEUTICAL

INDUSTRIES LIMITED,

as Guarantor,

and

THE BANK OF NEW YORK MELLON,

as Trustee

SECOND

SUPPLEMENTAL SENIOR INDENTURE

Dated as of September 16, 2026

to the Senior Indenture dated as of May 28, 2025

Creating the series of Securities (as defined herein) designated

5.250% Senior Notes due 2032

TABLE OF CONTENTS

Page

Article 1 DEFINITIONS AND INCORPORATION BY REFERENCE

Section 1.1

Definitions.

Section 1.2

Incorporation by Reference of Trust Indenture Act.

Section 1.3

Section 1.3 Rules of Construction.

Article 2 THE NOTES AND THE GUARANTEE

Section 2.1

Title and Terms.

Section 2.2

Forms of Notes.

Section 2.3

Legends.

Section 2.4

Form of Guarantee.

Section 2.5

Book-Entry Provisions for the Global Notes.

Section 2.6

[Reserved]

Section 2.7

Defaulted Interest.

Section 2.8

Execution of Guarantee.

Section 2.9

Add On Notes.

Section 2.10

CUSIP and ISIN Numbers.

Article 3 ADDITIONAL COVENANTS

Section 3.1

Payment of Additional Tax Amounts.

Section 3.2

Stamp Tax.

Section 3.3

Corporate Existence.

Section 3.4

Certificates of the Issuer and the Guarantor.

Section 3.5

Guarantor To Be the Sole Equityholder of the Issuer.

Section 3.6

Limitation on Liens.

Section 3.7

Limitation on Sales and Leasebacks.

Section 3.8

Obligation to Offer to Repurchase Upon a Change of Control Triggering Event

Article 4 REDEMPTION OF NOTES

Section 4.1

Optional Redemption.

Section 4.2

Notice of Redemption.

Section 4.3

Deposit of Redemption Price.

Section 4.4

Tax Redemption.

Article 5 SATISFACTION AND DISCHARGE

Section 5.1

Satisfaction and Discharge.

Article 6 MISCELLANEOUS PROVISIONS

Section 6.1

Scope of Supplemental Indenture.

Section 6.2

Provisions of Supplemental Indenture for the Sole Benefit of Parties and Holders of Notes.

Section 6.3

Successors and Assigns of Issuer and Guarantor Bound by Supplemental Indenture.

Section 6.4

Notices and Demands on Issuer, Trustee and Holders of Notes.

Section 6.5

Officer’s Certificates and Opinions of Counsel; Statements to be Contained Therein.

Section 6.6

Payments Due on Saturdays, Sundays and Holidays.

Section 6.7

Conflict of any Provisions of Supplemental Indenture with Trust Indenture Act of

Section 6.8

New York Law to Govern.

Section 6.9

Counterparts.

Section 6.10

Effect of Headings.

Section 6.11

Submission to Jurisdiction.

Section 6.12

Not Responsible for Recitals or Issuance of Securities.

Section 6.13

Electronic Means.

Article 7 SUPPLEMENTAL INDENTURES

Section 7.1

Without Consent of Holders.

Section 7.2

With Consent of Each Affected Holder.

Exhibit A

A-1

SECOND SUPPLEMENTAL SENIOR INDENTURE, dated as of September 16, 2026, by and among Teva

Pharmaceutical Finance Netherlands IV B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid), incorporated under Dutch law (the “Issuer”), Teva Pharmaceutical Industries

Limited, a corporation incorporated under the laws of Israel (the “Guarantor”) and The Bank of New York Mellon, a New York banking corporation, as trustee (the “Trustee”).

WITNESSETH:

WHEREAS, the

Issuer has heretofore executed and delivered to the Trustee a Senior Indenture, dated as of May 28, 2025 (the “Base Indenture”), providing for the issuance from time to time of one or more series of its senior unsecured

debentures, notes or other evidences of indebtedness (the “Securities”);

WHEREAS, the Issuer has heretofore executed

and delivered to the Trustee a first supplemental senior indenture, dated as of May 28, 2025, providing for the issuance of the 5.750% Senior Notes due 2030;

WHEREAS, Section 7.01(h) of the Base Indenture provides that the Issuer, the Guarantor and the Trustee may from time to time enter into

one or more indentures supplemental thereto to establish the form or terms of Securities of a new series;

WHEREAS, the Issuer, pursuant

to the foregoing authority, proposes in and by this second supplemental senior indenture (this “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”) to amend and supplement the Base

Indenture insofar as it will apply only to the 5.250% Senior Notes due 2032 (the “Notes”) issued hereunder (and not to any other series of Securities); and

WHEREAS, all things necessary have been done to make the Notes, when executed by the Issuer and authenticated and delivered hereunder and duly

issued by the Issuer, the valid obligations of the Issuer, and to make this Supplemental Indenture a valid and legally binding agreement of the Issuer, in accordance with their and its terms;

NOW, THEREFORE, THIS SUPPLEMENTAL INDENTURE WITNESSETH:

For and in consideration of the premises and the purchases of the Notes by the holders thereof, the Issuer, the Guarantor and the Trustee

mutually covenant and agree for the equal and proportionate benefit of the respective Holders from time to time of the Notes as follows:

ARTICLE 1

DEFINITIONS

AND INCORPORATION BY REFERENCE

Section 1.1 Definitions.

Capitalized terms used herein but not defined shall have the meanings assigned to them in the Base Indenture unless otherwise indicated. For

all purposes of this Supplemental Indenture and the Notes, the following terms are defined as follows:

“Add On Notes”

in accordance with the Base Indenture.

“Additional Tax Amounts” has the meaning specified in Section 3.1.

“Affiliate” means, with respect to a specified Person, another Person that directly, or indirectly through one or more

intermediaries, Controls or is Controlled by or is under common Control with the Person specified.

“Agent Members” has the meaning specified in Section 2.5.

“Authorized Agent” has the meaning specified in Section 6.11.

“Authorized Officers” has the meaning specified in Section 6.13.

“Below Investment Grade Rating Event” means the rating on the Notes of a series is lowered in respect of a Change of

certifying as to whether or not such confirmation has been received or denied.

“Board of Directors” means:

(a) with respect to a corporation, the board of directors of the corporation or a duly authorized committee thereof;

(b) with respect to a partnership, the board of directors of the general partner of the partnership;

controlling committee of managing members thereof;

(d) with respect to a limited liability company managed by a manager or

managers, the manager or managers and any controlling committee of managers; and

(e) with respect to any other person, the

board or committee of such person serving a similar function.

“Business Day” means a day other than (i) a

Saturday or Sunday, (ii) a day on which banks in New York, New York are authorized or obligated by law or executive order to remainclosed or (iii) a day on which the Corporate Trust Office is closed for business.

“Capital Stock” means:

(1)

in the case of a corporation, corporate stock;

(2)

in the case of an association or business entity, any and all shares, interests, participations, rights or

other equivalents (however designated) of corporate stock;

(3)

in the case of a partnership or limited liability company, partnership or membership interests (whether general

or limited); and

(4)

any other interest or participation that confers on a Person the right to receive a share of the profits and

losses of, or distributions of assets of, the issuing Person.

including any preferred stock, but in no event will

Capital Stock include any debt securities convertible or exchangeable into equity.

“Change of Control” means the

occurrence of the following:

(a) the direct or indirect sale, transfer, conveyance or other disposition (other than by way

of merger or consolidation), in one or a series of related transactions, of all or substantially all of the combined assets of the Guarantor and its subsidiaries taken as a whole to any “person” (as that term is used in

Section 13(d)(3) of the Exchange Act or any successor provision); or

(b) the consummation of any transaction

(including, without limitation, any merger or consolidation) the result of which is that any “person” (as that term is used in Section 13(d)(3) of the Exchange Act or any successor provision) (other than the Guarantor or one of its

subsidiaries), becomes the beneficial owner (within the meaning of Rule 13d-3 under the Exchange Act or any successor provision) of a majority of the Voting Stock (as defined below) in the Guarantor or other

Voting Stock into which the Guarantor’s Voting Stock is reclassified, consolidated, exchanged or changed, measured by voting power rather than number of shares; or

(d) the adoption of a plan relating to the Guarantor’s liquidation or dissolution.

“Change of Control Triggering Event” means the occurrence of a Change of Control and a Below Investment Grade Rating Event.

“Clearstream” means Clearstream Banking, S.A.

“Consolidated Net Worth” means the stockholders’ equity of the Guarantor and its consolidated subsidiaries, as shown

on the audited consolidated balance sheet of the Guarantor’s latest annual report to stockholders, prepared in accordance with GAAP.

“Control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management or

policies of a Person, whether through the ability to exercise voting power, by contract or otherwise. “Controlling” and “Controlled” have meanings correlative thereto.

“Corporate Trust Office” means the office of the Trustee located in The City of New York at which at any particular time

designate from time to time by notice

to the Holders and the Issuer, or the principal corporate trust office of any successor Trustee (or such other address as such successor Trustee may designate from time to time by notice to the

Holders and the Issuer).

“corporation” means corporations, associations, limited liability companies, companies and

business trusts or any other similar entity.

“Custodian” means the Trustee, as custodian for the Depositary with

respect to the Notes in global form, or any successor entity thereto.

“Default” means an event which is, or after

notice or lapse of time or both would be, an Event of Default.

“Defaulted Interest” has the meaning specified in

Section 2.7.

“Depositary” means The Depository Trust Company, its nominees and their respective successors.

“Electronic Means” has the meaning specified in Section 6.13.

“Euroclear” means Euroclear Bank S.A./N.V.

“Event of Default” with respect to the Notes shall not have the meaning assigned to such term by Section 4.01 of the

Base Indenture. An Event of Default with respect to the Notes means each one of the following events which shall have occurred and be continuing (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be

effected by operation of law or pursuant to any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body):

(a) the Issuer defaults in the payment of the principal and premium, if any, of any of the Notes when it becomes due and

payable at Maturity or upon redemption;

(b) the Issuer defaults in the payment of interest (including Additional Tax

Amounts, if any) on any of the Notes when it becomes due and payable and such default continues for a period of 30 days after the date when due;

(d) except as permitted by the Indenture, the Guarantee with respect to the Notes is held in any final, non-appealable judicial proceeding to be unenforceable or invalid or shall cease for any reason to be in full force and effect or the Guarantor, or any Person acting on behalf of the Guarantor, shall deny or

disaffirm its obligations under the Guarantee;

(e) either the Issuer or the Guarantor fails to perform or observe any

other term, covenant or agreement contained in the Notes or this Supplemental Indenture or the Base Indenture and the default continues for a period of 60 days after written notice of such failure, requiring the Issuer or the Guarantor, as the case

may be, to remedy the same, shall have been given to the Issuer or the Guarantor, as the case may be, by the Trustee or to the Issuer or the Guarantor, as the case may be, and the Trustee by the Holders of at least 25% in aggregate principal amount

of the Outstanding Notes (provided that such notice may not be given with respect to any action taken, and reported publicly or to holders of the Notes, more than two years prior to such notice; provided further that the trustee shall have no

obligation to determine when or if any holders have been notified of any such action or to track when such two-year period starts or concludes);

(f) (i) the Issuer or the Guarantor fails to make by the end of the applicable grace period, if any, any payment of principal

or interest due in respect of any Indebtedness for borrowed

money, the aggregate outstanding principal amount of which is an amount in excess of $250,000,000; or (ii) there is an acceleration of any Indebtedness for borrowed money in an amount in

excess of $250,000,000 because of a default with respect to such Indebtedness, without, in the case of either (i) or (ii) above, such Indebtedness having been discharged or such non-payment or

acceleration having been cured, waived, rescinded or annulled, for a period of 30 days after written notice to the Issuer by the Trustee or to the Issuer and the Trustee by the Holders of at least 25% in aggregate principal amount of the Outstanding

Notes;

(g) the entry by a court having jurisdiction in the premises of (i) a decree or order for relief in respect of

the Issuer or the Guarantor in an involuntary case or proceeding under any applicable U.S. federal or state bankruptcy, insolvency, reorganization or other similar law or (ii) a decree or order adjudging the Issuer or the Guarantor as bankrupt

or insolvent, or approving as properly filed a petition seeking reorganization, arrangement, adjustment or composition of or in respect of the Issuer or the Guarantor under any applicable U.S. federal or state law, or appointing a custodian,

receiver, liquidator, assignee, trustee, sequestrator or other similar official of the Issuer or the Guarantor or of any substantial part of its property, or ordering the winding up or liquidation of its affairs, and the continuance of any such

decree or order for relief or any such other decree or order unstayed and in effect for a period of 60 consecutive days; or

(h) except as permitted under section 5.11 of the Base Indenture, the commencement by the Issuer or the Guarantor of a

consent by the Issuer or the Guarantor to the filing of such petition or to the appointment of or the taking possession by a custodian, receiver, liquidator, assignee, trustee, sequestrator or other similar official of the Issuer or the Guarantor or

of any substantial part of its property, or the making by the Issuer or the Guarantor of an assignment for the benefit of creditors, or the admission by the Issuer or the Guarantor in writing of its inability to pay its debts generally as they

become due, or the taking of corporate action by the Issuer or the Guarantor expressly in furtherance of any such action.

(i) the Issuer fails to repurchase or pay the Repurchase Price of the Notes when due in connection with a Change of Control

Triggering Event.

Except as otherwise provided herein, with respect to the Notes, the references in Section 4.01 of the Base

Indenture to “clauses 4.01(a), 4.01(b), 4.01(c) or 4.01(f) above” shall be construed as references to clauses (a), (b), (c), (d), (e) or (f) of this definition and references to Sections 4.01(d) and (e) in the Base Indenture

shall be construed as references to clauses (g) and (h) of this definition.

Any time period in this Supplemental Indenture, the Base

Indenture or the Notes to cure any actual or alleged default or event of default may be extended or stayed by a court of competent jurisdiction.

“Exchange Act” means the Securities Exchange Act of 1934, as amended.

“Fitch” means Fitch Inc., or any successor thereto.

“GAAP” has the meaning given to “generally accepted accounting principles” in the Base Indenture;

provided, however, that any change in GAAP that would cause the Guarantor to record an

existing item as a liability upon that entity’s balance sheet, which item was not previously required by GAAP to be so recorded, shall not constitute an incurrence of Indebtedness for

purposes of this Supplemental Indenture.

“Global Note” has the meaning specified in Section 2.2(b).

“guarantee” means any obligation, contingent or otherwise, of any Person, directly or indirectly guaranteeing any

Indebtedness of any other Person and any obligation, direct or indirect, contingent or otherwise, of such Person:

(1)

to purchase or pay (or advance or supply funds for the purchase or payment of) such Indebtedness of such other

Person (whether arising by virtue of partnership arrangements, or by agreement to keep-well, to purchase assets, goods, securities or services, to take-or- pay, or

maintain financial statement conditions or otherwise); or

(2)

entered into for purposes of assuring in any other manner the obligee of such Indebtedness of the payment

business. The term “guarantee” used as a verb has a corresponding meaning.

“Guarantee”

means the guarantee of the Guarantor in respect of the Notes in the form provided in Section 2.4.

“Guarantor”

mean such successor Person.

“Holder,” “Holder of Notes” or other similar terms means the registered

holder of any Note.

“Indebtedness” means, with respect to any Person any liability for borrowed money which, in

Person in the ordinary course of business in connection with the obtaining of materials or services.

“Instructions”

has the meaning specified in Section 6.13.

“Interest Payment Date” means each of January 16 and July 16

of each year, beginning January 16, 2027; provided, however, in each case, that if any such date is not a Business Day, the payment shall be made on the next succeeding Business Day with the same force and effect as if made on such Interest

Payment Date and no interest shall accrue thereon on account of such delay.

“Interest Rate” means 5.250% per annum.

“Investment Grade” means a rating of Baa3 or better by Moody’s (or its equivalent under any successor rating

categories of Moody’s) and BBB- or better by S&P (or its equivalent under any successor rating categories of S&P) or Fitch (or its equivalent under any successor rating categories of Fitch) (or,

“Issuer” means Teva Pharmaceutical Finance Netherlands IV B.V., a private company with limited liability (besloten

vennootschap met beperkte aansprakelijkheid), incorporated under Dutch law, until a

successor Person shall have become such pursuant to the applicable provisions of the Indenture, and thereafter “Issuer” shall mean such successor Person.

“Issuer Order” means a written order signed in the name of the Issuer by any Officer of the Issuer or a duly authorized Attorney-in-Fact of the Issuer, and delivered to the Trustee.

“Lien” means, with respect to any asset, any mortgage, lien, pledge, charge, security interest or encumbrance of any kind

security interest in and any filing of or agreement to give any financing statement under the Uniform Commercial Code (or equivalent statutes) of any jurisdiction.

“Maturity” means the date on which the principal of the Notes becomes due and payable as therein or herein provided,

whether at the Stated Maturity or by acceleration, call for redemption or otherwise.

“Moody’s” means

Moody’s Investors Service, Inc., or any successor thereto.

“Note” or “Notes” has the meaning

specified to it in the fourth recital paragraph of this Supplemental Indenture.

“Officer” has the meaning given to

“Officer” in the Base Indenture.

“Par Call Date” means December 16, 2031 (the date that is one month

prior to the Stated Maturity of the Notes).

“Paying Agent” means an office or agency where Notes may be presented for

payment. The term “Paying Agent” includes any additional paying agent.

“Permitted Liens” means:

(1)

Liens existing as of the date when the Issuer first issues the Notes pursuant to this Supplemental Indenture;

(2)

Liens on property created, incurred or assumed prior to, at the time of or within one year after the date of

acquisition, completion of construction or completion of improvement of such property to secure all or part of the cost of acquiring, constructing or improving all or any part of such property;

(3)

landlord’s, warehousemen’s, material men’s, carriers’, workmen’s,

repairmen’s and other like Liens arising in the ordinary course of business in respect of obligations which are not overdue or which are being contested in good faith in appropriate proceedings;

(4)

deposits or Liens to secure the performance of bids, trade contracts, leases, statutory obligations, surety and

appeal bonds, performance bonds and other obligations of a like nature, in each case in the ordinary course of business;

(5)

(i) Liens existing on any property at the time the property was acquired by the Guarantor or its subsidiaries

acquisition of such property or such Person becoming a subsidiary of the Guarantor, as applicable, and (y) the Lien does not extend to any other property other than the property being acquired;

(6)

Liens securing debt owing by a subsidiary to the Guarantor or to one or more of its subsidiaries;

(7)

purchase money Liens upon or in any real property or equipment acquired by the Guarantor or any of its

acquisition that were not incurred to finance the acquisition of such

property), provided, however, that no such Liens shall extend to or cover any properties of any character other

than the real property or equipment being acquired;

(8)

Liens securing capital lease obligations in respect of property acquired; provided that no such Lien shall

extend to or cover any assets other than the assets subject to such capitalized leases;

(9)

Liens in favor of any governmental authority of any jurisdiction securing the obligation of the Guarantor or

any of its subsidiaries pursuant to any contract or payment owed to that entity pursuant to applicable laws, regulations or statutes;

(10)

Liens over any Receivable Assets subject to a Qualified Securitization Transaction; provided that the aggregate

(11)

any extension, renewal, substitution or replacement (or successive extensions, renewals, substitutions or

substituted or replaced (other than improvements thereon or replacements thereof).

“Person” means

“Physical Notes” means Notes issued in definitive, fully registered form without interest coupons, substantially in the

form of Exhibit A (“Exhibit A”).

“Primary Treasury Dealer” has the meaning assigned to it in the

definition of Reference Treasury Dealer.

“Qualified Securitization Transaction” means any transaction or series of

transactions entered into by the Guarantor or any of its subsidiaries pursuant to which the Guarantor or such subsidiary sells, conveys or otherwise transfers to a Securitization Entity, or grants a security interest in for the benefit of a

Securitization Entity, any Receivable Assets (whether now existing or arising or acquired in the future), or otherwise contributes to the capital of such Securitization Entity, in a transaction in which such Securitization Entity finances its

acquisition of or interest in such Receivable Assets by selling or borrowing against such Receivable Assets; provided that such transaction is non-recourse to the Guarantor and its subsidiaries (except for

Standard Securitization Undertakings).

“Rating Agency” means:

•

each of Moody’s, S&P and Fitch; and

•

if any of Moody’s, S&P or Fitch ceases to rate the Notes or fails to make a rating of the Notes

agency for Moody’s, S&P or Fitch, as the case may be.

“Receivable Assets” means ordinary

connection with asset securitization transactions involving accounts receivable and/or receivables discount without recourse schemes.

“Record Date” means either a Regular Record Date or a Special Record Date, as the case may be.

“Redemption Date,” when used with respect to the Notes to be redeemed, means the date fixed for such redemption.

“Redemption Price” when used (a) with respect to the Notes to be redeemed pursuant to Section 4.1 of this

Supplemental Indenture, means an amount that is equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed or (ii) the sum of the present values of the Remaining Scheduled Payments of the Notes being redeemed

discounted, on a semi-annual basis (assuming a 360- day year consisting of twelve 30-day months), using a discount rate equal to the sum of the Treasury Rate plus 15

basis points, plus accrued and unpaid interest thereon, if any, to, but not including, the Redemption Date, provided that if the Redemption Date is on or after the Par Call Date, the Redemption Price for the Notes will be equal to 100% of the

aggregate principal amount of the Notes being redeemed, plus accrued and unpaid interest thereon, if any, to, but not including, the Redemption Date; and (b) with respect to any Notes to be redeemed pursuant to Section 4.4 of this

Supplemental Indenture, means an amount that is equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon, if any, to, but not including, the Redemption Date.

“Registrar” means the office or agency where Notes may be presented for registration of transfer or for exchange.

“Regular Record Date” means the close of business on the preceding January 1 and July 1, in each case whether or

not a Business Day.

“Remaining Scheduled Payments” means, with respect to each Note to be redeemed, the remaining

scheduled payments of principal of and interest on such Note as if redeemed on the Par Call Date. If the applicable Redemption Date is not an Interest Payment Date with respect to such Note, the amount of the next succeeding scheduled interest

payment on such Note will be reduced by the amount of interest accrued on such Note to such Redemption Date.

“S&P”

means S&P Global Ratings, a division of S&P Global, Inc., or any successor thereto.

“Sale-Leaseback

“Securities Act” means the Securities Act of 1933, as amended.

“Securitization Entity” means a Person (which may include a special purpose vehicle and/or a financial institution) to

which the Guarantor or any subsidiary transfers Receivable Assets for purposes of a securitization financing, and with respect to which:

(1)

no portion of the Indebtedness or any other obligations (contingent or otherwise) of such entity (i) is

guaranteed by the Guarantor or any subsidiary of the Guarantor (other than the Securitization Entity) (excluding guarantees of obligations (other than the principal of, and interest on, Indebtedness) pursuant to Standard Securitization

Undertakings), (ii) is recourse to or obligates the Guarantor or any subsidiary of the Guarantor (other than the Securitization Entity) in any way other than pursuant to Standard Securitization Undertakings or (iii) subjects any asset of the

Guarantor or any subsidiary of the Guarantor (other than the Securitization Entity), directly or indirectly, contingently or otherwise, to the satisfaction thereof, other than pursuant to Standard Securitization Undertakings and other than any

interest in the Receivable Assets (whether in the form of an equity interest in such assets or subordinated indebtedness payable primarily from such financed assets) retained or acquired by the Guarantor or any subsidiary of the Guarantor;

(2)

neither the Guarantor nor any subsidiary of the Guarantor has any material contract, agreement, arrangement or

in connection with servicing receivables of such entity; and

(3)

neither the Guarantor nor any subsidiary of the Guarantor has any obligation to maintain or preserve such

obligation to preserve the Securitization Entity’s financial condition or to cause it to achieve certain levels of operating results).

“Special Record Date” for the payment of any Defaulted Interest means a date fixed by the Trustee pursuant to

Section 2.7.

“Standard Securitization Undertakings” means representations, warranties, covenants and indemnities

reasonably customary (as determined by the Guarantor acting in good faith) in accounts receivable securitization transactions and/or receivables discount without recourse schemes in the applicable jurisdictions, including, to the extent applicable,

in a manner consistent with the delivery of a “true sale”/”absolute transfer” opinion with respect to any transfer by the Guarantor or any Subsidiary.

“Stated Maturity” means the date specified in any Note as the fixed date for the payment of principal on such Note.

“subsidiary” means, with respect to any Person, a corporation more than 50% of the outstanding voting stock of which is

power for the election of directors, whether at all times or only so long as no senior class of stock has such voting power by reason of any contingency.

“Taxing Jurisdiction” means, with respect to the Notes, The Netherlands,

Israel or any jurisdiction where a successor to the Issuer or the Guarantor is incorporated or organized or considered to be a resident, if other than The Netherlands or Israel, respectively, or any jurisdiction through which payments will be made.

“TIA” means the Trust Indenture Act of 1939, as amended, as in effect on the date of this Supplemental Indenture;

provided, however, that in the event the TIA is amended after such date, “TIA” means, to the extent such amendment is applicable to this Supplemental Indenture and the Base Indenture, the Trust Indenture Act of 1939, as so amended, or

any successor statute.

“Treasury Rate” means, with respect to any Redemption Date, the yield determined by the Issuer

in accordance with the following two paragraphs:

The Treasury Rate shall be determined by the Issuer after 4:15 p.m., New York City time

(or after such time as yields on U.S. government securities are posted daily by the Board of Governors of the Federal Reserve System), on the third Business Day preceding the Redemption Date based upon the yield or yields for the most recent day

that appear after such time on such day in the most recent statistical release published by the Board of Governors of the Federal Reserve System designated as “Selected Interest Rates (Daily)—H.15” (or any successor designation or

Treasury constant maturity on H.15 shorter than or longer than the Remaining Life, the yield for the single U.S. Treasury constant maturity on H.15 closest to the Remaining Life. For purposes of this paragraph, the applicable Treasury constant

maturity or maturities on H.15 shall be deemed to have a maturity date equal to the relevant number of months or years, as applicable, of such Treasury constant maturity from the Redemption Date.

If on the third Business Day preceding the Redemption Date H.15 TCM is no longer published, the Issuer shall calculate the Treasury Rate based

on the rate per annum equal to the semi-annual equivalent yield to maturity at 11:00 a.m., New York City time, on the second Business Day preceding such Redemption Date of the U.S. Treasury security maturing on, or with a maturity that is closest

to, the Par Call Date, as applicable. If there is no U.S. Treasury security maturing on the Par Call Date but there are two or more U.S. Treasury securities with a maturity date equally distant from the Par Call Date, one with a maturity date

preceding the Par Call Date and one with a maturity date following the Par Call Date, the Issuer shall select the U.S. Treasury security with a maturity date preceding the Par Call Date. If there are two or more U.S. Treasury securities maturing on

the Par Call Date or two or more U.S. Treasury securities meeting the criteria of the preceding sentence, the Issuer shall select from among these two or more U.S. Treasury securities the U.S. Treasury security that is trading closest to par based

upon the average of the bid and asked prices for such U.S. Treasury securities at 11:00 a.m., New York City time. In determining the Treasury Rate in accordance with the terms of this paragraph, the semi-annual yield to maturity of the applicable

U.S. Treasury security shall be based upon the average of the bid and asked prices (expressed as a percentage of principal amount) at 11:00 a.m., New York City time, of such U.S. Treasury security, and rounded to three decimal places.

“Trustee” means The Bank of New York Mellon, a New York banking

corporation, until a successor Trustee shall have become such pursuant to the applicable provisions of this Supplemental Indenture, and thereafter “Trustee” shall mean such successor Trustee.

“U.S. Dollar” means the coin or currency of the United States of America as at the time of payment is legal tender for the

payment of public and private debts.

“Underwriting Agreement” means the Underwriting Agreement, dated

September 9, 2026, between, among others, the Issuer, Teva Pharmaceutical Finance Netherlands II B.V., Teva Pharmaceutical Finance Netherlands III B.V., the Guarantor and the underwriters named in Schedule I thereto.

“Voting Stock” of any person as of any date means the Capital Stock of such person that is ordinarily entitled to vote in

the election of the Board of Directors of such person.

Section 1.2 Incorporation by Reference of Trust Indenture Act.

Whenever the Indenture refers to a provision of the TIA, the provision is incorporated by reference in and made a part of this Supplemental

Indenture.

The following TIA terms used in the Indenture have the following meanings:

“indenture securities” means the Notes and the Guarantee; and

“obligor” on the Notes means the Issuer and on the Guarantee means the Guarantor and any other obligor on the indenture

securities.

All other TIA terms used in this Supplemental Indenture that are defined by the TIA, defined by TIA reference to another

statute or defined by SEC rule have the meanings assigned to them by such definitions.

Section 1.3 Section 1.3 Rules of

Construction.

For all purposes of this Supplemental Indenture, except as otherwise expressly provided or unless the context otherwise

requires:

(1) the terms defined in this Article have the meanings assigned to them in this Article and include the plural

as well as the singular;

(2) all accounting terms not otherwise defined herein have the meanings assigned to them under

GAAP; and

(3) the words “herein,” “hereof” and “hereunder” and other words of similar

import refer to this Supplemental Indenture as a whole and not to any particular Article, Section or other subdivision.

ARTICLE 2

THE NOTES AND THE GUARANTEE

Section 2.1 Title and Terms.

(a) The Notes shall be known and designated as the “5.250% Senior Notes due 2032” of the Issuer. The aggregate principal amount

that may be authenticated and delivered under this Supplemental Indenture of the Notes is limited to $1,200,000,000; except for Add On Notes issued in accordance with Section 2.9 and Notes authenticated and delivered upon registration of,

transfer of, or in

exchange for, or in lieu of, other Notes pursuant to Section 2.5. The Notes shall be issuable in minimum denominations of $200,000 principal amount and integral multiples of $1,000 in excess

of $200,000.

(b) The Notes shall mature on January 16, 2032, unless earlier redeemed by the Issuer.

(c) Interest on the Notes shall accrue from September 16, 2026 at the Interest Rate until the principal thereof is paid or made available

for payment. Interest shall be payable semi-annually in arrears on each Interest Payment Date.

(d) Interest on the Notes shall be

computed on the basis of a 360-day year of twelve 30-day months.

(e) A Holder of any Note at the close of business on a Regular Record Date shall be entitled to receive interest on such Note on the

corresponding Interest Payment Date.

(f) Principal of and interest on Global Notes shall be payable to the Depositary in immediately

available funds.

(g) Principal on Physical Notes shall be payable at the office or agency of the Issuer maintained for such purpose,

initially the Corporate Trust Office of the Trustee. Interest on Physical Notes will be payable by (i) U.S. Dollar check drawn on a bank in The City of New York delivered to the address of the Person entitled thereto as such address shall

appear in the register of the Notes, or (ii) upon written application to the Registrar not later than the relevant Record Date by a Holder of an aggregate principal amount of Notes in excess of $5,000,000, wire transfer in immediately available

funds, which application and written wire instructions shall remain in effect until the Holder notifies, in writing, the Registrar to the contrary.

(h) The Notes shall be redeemable at the option of the Issuer as provided in Article 4.

Section 2.2 Forms of Notes.

(a) Except as otherwise provided pursuant to this Section 2.2, the Notes are issuable in fully registered form without coupons in

substantially the form of Exhibit A hereto with such applicable legends as are provided for in Section 2.3. The Notes are not issuable in bearer form. The terms and provisions contained in the form of Notes shall constitute, and are hereby

expressly made, a part of this Supplemental Indenture and to the extent applicable, the Issuer, the Guarantor and the Trustee, by their execution and delivery of this Supplemental Indenture, expressly agree to such terms and provisions and to be

bound thereby. Any of the Notes may have such letters, numbers or other marks of identification and such notations, legends and endorsements as the Officers executing the same may approve (execution thereof to be conclusive evidence of such

approval) and as are not inconsistent with the provisions of this Supplemental Indenture and the Base Indenture, or as may be required to comply with any law or with any rule or regulation made pursuant thereto or with any rule or regulation of any

securities exchange or automated quotation system on which the Notes may be listed or designated for issuance, or to conform to usage.

(b) The Notes and the Guarantee are being initially offered and sold by the Issuer to the underwriters thereof pursuant to the Underwriting

applicable legends as provided in Section 2.3. Each Global Note shall be duly executed by the Issuer and authenticated and delivered by the Trustee, shall have endorsed thereon the applicable Guarantee executed by the Guarantor and shall be

registered in the name of the Depositary or its nominee and retained by the Trustee, as Custodian, at its Corporate Trust Office, for credit to the accounts of the Agent Members holding the Notes evidenced thereby. The aggregate principal amount of

each Global Note may from time to time be increased or

decreased by adjustments made on the records of the Trustee, as Custodian, and of the Depositary or its nominee, as hereinafter provided.

(c) At such time as all beneficial interests in a Global Note have either been exchanged for Physical Notes, redeemed, repurchased or

cancelled, such Global Note shall be returned by the Depositary to the Trustee for cancellation or retained and cancelled by the Trustee at the written direction of the Issuer. At any time prior to such cancellation, if any beneficial interest in a

Global Note is exchanged for Physical Notes, redeemed, repurchased or cancelled, the principal amount of Notes represented by such Global Note shall be reduced and an adjustment shall be made on the books and records of the Trustee with respect to

such Global Note, by the Trustee, to reflect such reduction.

Section 2.3 Legends.

(a) Each Global Note shall bear a legend on the face thereof substantially in the following form (each defined term in the legend being

defined as such for purposes of the legend only) (the “Global Notes Legend”):

THIS IS A GLOBAL NOTE WITHIN THE MEANING

OF THE INDENTURE REFERRED TO HEREINAFTER.

UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY,

A NEW YORK CORPORATION (“DTC”), TO TEVA PHARMACEUTICAL FINANCE IV, B.V. OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE ISSUED IN EXCHANGE FOR THIS NOTE IS REGISTERED IN THE NAME OF CEDE & CO.

(“CEDE”) OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE OR TO SUCH

OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE, HAS AN INTEREST HEREIN.

THIS GLOBAL NOTE MAY NOT BE EXCHANGED, IN WHOLE OR IN PART, FOR A NOTE REGISTERED IN THE NAME OF ANY PERSON OTHER THAN THE DEPOSITORY TRUST

COMPANY OR A NOMINEE THEREOF, EXCEPT IN THE LIMITED CIRCUMSTANCES SET FORTH IN THE SUPPLEMENTAL INDENTURE AND MAY NOT BE TRANSFERRED, IN WHOLE OR IN PART, EXCEPT IN ACCORDANCE WITH THE RESTRICTIONS SET FORTH IN THE INDENTURE REFERRED TO ON

THEREVERSE HEREOF.

(b) Each Physical Note shall bear a legend on the face thereof substantially in the following form (the

“Physical Notes Legend”):

IN CONNECTION WITH ANY TRANSFER, THE HOLDER WILL DELIVER TO THE REGISTRAR AND TRANSFER AGENT

SUCH CERTIFICATES AND OTHER INFORMATION AS SUCH REGISTRAR AND TRANSFER AGENT MAY REASONABLY REQUIRE TO CONFIRM THAT THE TRANSFER COMPLIES WITH THE FOREGOING RESTRICTIONS.

Section 2.4 Form of Guarantee.

A Guarantee substantially in the following form shall be endorsed on the reverse of each Note:

Teva Pharmaceutical Industries Limited (the “Guarantor”) hereby unconditionally and irrevocably guarantees to the Holder of

any) on this Note.

The Guarantor shall be subrogated to all rights of the Holders against the Issuer in respect of any amounts paid by

the Guarantor pursuant to the provisions of the Guarantee or the Indenture; provided, however, that the Guarantor hereby waives any and all rights to which it may be entitled, by operation of law or otherwise, upon making any payment

The Guarantee shall not be valid or become obligatory for any purpose with respect to this Note until the certificate of authentication on

this Note shall have been signed by the Trustee.

The Guarantee shall be governed by and construed in accordance with the laws of the

State of New York.

IN WITNESS WHEREOF, Teva Pharmaceutical Industries Limited has caused the Guarantee to be

signed manually by its duly authorized Officer.

TEVA PHARMACEUTICAL INDUSTRIES LIMITED

By:

Section 2.5 Book-Entry Provisions for the Global Notes.

(a) The Global Notes initially shall be registered in the name of the Depositary (or a nominee thereof) and be delivered to the Trustee as

Custodian for such Depositary.

(b) Members of, or participants in, the Depositary (“Agent Members”) shall have no

Regulations” and “Instructions to Participants” of Clearstream, respectively, shall be applicable to the Global Notes.

(c) The Holder of a Global Note may grant proxies and otherwise authorize any Person, including DTC Participants and Persons that may hold

interests through DTC Participants, to take any action that a Holder is entitled to take under this Supplemental Indenture, the Base Indenture or the Notes.

(d) A Global Note may not be transferred, in whole or in part, to any Person other than the Depositary (or a nominee thereof), and no such

transfer to any such other Person may be registered. Beneficial interests in a Global Note may be transferred in accordance with the rules and procedures of the Depositary.

(e) Except as provided in Section 2.5(f), owners of beneficial interests in Global Notes shall not be entitled to receive physical

delivery of Physical Notes.

(f) If at any time:

(1) the Depositary notifies the Issuer in writing that it is no longer willing or able to continue to act as Depositary for the

Global Notes or the Depositary ceases to be a “clearing agency” registered under the Exchange Act and a successor depositary for the Global Notes is not appointed by the Issuer within 90 days of such notice or cessation;

(2) an Event of Default has occurred and is continuing and enforcement action is being taken in respect thereof under their

Indenture and the Registrar has received a request from the Depositary for the issuance of Physical Notes in exchange for such Global Note or Global Notes; or

(3) the Issuer, at its option, notifies the Trustee in writing that it elects to exchange in whole, but not in part, the Global

authentication and delivery of Notes, shall authenticate and deliver, in exchange for such Global Note or Global Notes, Physical Notes in an aggregate principal amount equal to the aggregate principal amount of such Global Note or Global Notes. Such

Physical Notes shall be registered in such names as the Depositary shall identify in writing as the beneficial owners of the Notes represented by such Global Note or Global Notes (or any nominee thereof).

(g) Notwithstanding the foregoing, in connection with any transfer of beneficial interests

the beneficial interests in such Global Note to be transferred.

Section 2.6 [Reserved]

Section 2.7 Defaulted Interest.

If the Issuer fails to make a payment of interest on any Note when due and payable (“Defaulted Interest”), it shall pay

interest to be paid.

Section 2.8 Execution of Guarantee.

The Guarantor hereby agrees to execute the Guarantee in substantially the form above recited to be endorsed on each Note. If the Issuer shall

execute Physical Notes in accordance with Section 2.5, the Guarantor shall execute the Guarantee in substantially the form above recited to be endorsed on each Note. The Guarantee shall be executed on behalf of the Guarantor by an Officer of

the Guarantor. The signature of any Officer on the Guarantee may be manual.

In case any Officer of the Guarantor who shall have signed

the Guarantee endorsed on a Note shall cease to be such Officer before the Note so signed shall be authenticated and delivered by the Trustee, such Note nevertheless may be authenticated and delivered or disposed of as though the person who signed

such Guarantee had not ceased to be such Officer of the Guarantor; and any Guarantee endorsed on a Note may be signed on behalf of the Guarantor by such persons as, at the actual date of the execution of such Guarantee, shall be the proper Officers

of the Guarantor, although at the date of the execution and delivery of this Supplemental Indenture any such person was not such an Officer.

Section 2.9 Add On Notes.

The Issuer may, from time to time, subject to compliance with any other applicable provisions of this Supplemental Indenture and the Base

(a) may have a different issue date from other Outstanding Notes;

(b) may have a different first Interest Payment Date after issuance than other Outstanding Notes;

(c) may have a different amount of interest payable on the first Interest Payment Date after issuance than is payable on other Outstanding

Notes;

(d) may have a different issue price;

(e) may have a different CUSIP or ISIN number if such Add On Notes are not fungible with the

Notes then outstanding for United States federal income tax purposes; and

(0 may have terms specified in Add On Note Board Resolutions,

an Officer’s Certificate or a supplemental indenture for such Add On Notes making appropriate adjustments to this Article 2 and Exhibit A (and related definitions), as the case may be, applicable to such Add On Notes in order to conform to and

ensure compliance with the Securities Act (or other applicable securities laws) and any registration rights or similar agreement applicable to such Add On Notes, which are not adverse in any material respect to the Holder of any Outstanding Notes

(other than such Add On Notes) and which shall not affect the rights, benefits, immunities or duties of the Trustee.

In authenticating

any Add On Notes, and accepting the additional responsibilities under the Indenture in relation to such Add On Notes, the Trustee shall be entitled to receive, and shall be fully protected in relying upon:

(f) the Add On Note Board Resolutions, Officer’s Certificate or supplemental indenture relating thereto, setting forth the form and

terms of the Add On Notes;

(g) an Officer’s Certificate complying with Section 6.5; and

(h) an Opinion of Counsel complying with Section 6.5 stating,

(1) that the forms of the Notes have been established by or pursuant to Add On Note Board Resolutions, an Officer’s

Certificate or a supplemental indenture, as permitted by this Section 2.9 and in conformity with the provisions of this Supplemental Indenture and the Base Indenture;

(2) that the terms of the Notes have been established by or pursuant to Add On Note Board Resolutions, an Officer’s

Certificate or a supplemental indenture, as permitted by this Section 2.9 and in conformity with the provisions of this Supplemental Indenture and the Base Indenture; and

(3) that the Notes and the related Guarantee, when authenticated and delivered by the Trustee and issued by the Issuer and the

Guarantor in the manner provided for herein and in the Base Indenture and the Guarantee, respectively, subject to any customary conditions specified in such Opinion of Counsel, will constitute valid and legally binding obligations of the Issuer and

the Guarantor, respectively, entitled to the benefits provided in this Supplemental Indenture and the Base Indenture, enforceable in accordance with their respective terms, except to the extent that the enforcement of such obligations may be subject

to bankruptcy laws or insolvency laws or other similar laws, general principles of equity and such other qualifications as such counsel shall conclude are customary or do not materially affect the rights of the Holders of the Notes.

If such forms or terms have been so established by or pursuant to Add On Note Board Resolutions, an Officer’s Certificate or a

supplemental indenture, the Trustee shall have the right to decline to authenticate and deliver any Notes:

(4) if the

Trustee, being advised by counsel, determines that such action may not lawfully be taken;

(5) if the Trustee in good faith

determines that such action would expose the Trustee to personal liability to Holders of any Outstanding Notes; or

(6) if the issue of such Add On Notes pursuant to this Supplemental

Indenture and the Base Indenture will affect the Trustee’s own rights, duties, benefits and immunities under the Notes, this Supplemental Indenture and the Indenture or otherwise in a manner which is not reasonably acceptable to the Trustee.

Notwithstanding anything in this Section 2.9, the Issuer may not issue Add On Notes if an Event of Default shall have occurred and

be continuing.

Section 2.10 CUSIP and ISIN Numbers.

The Issuer in issuing the Notes may use “CUSIP” numbers and “ISIN” Numbers (if then generally in use), and, if so, the

correctness of such numbers either as printed on the Notes or as contained in any notice of a redemption and that reliance may be placed only on the other identification numbers printed on the Notes, and any such redemption shall not be affected by

any defect in or omission of such numbers. The Issuer will promptly notify the Trustee of any change in the “CUSIP” or “ISIN” numbers.

ARTICLE 3

ADDITIONAL

COVENANTS

In addition to the covenants set forth in Article 3 of the Base Indenture, the Notes shall be subject to the additional

covenants set forth in this Article 3.

Section 3.1 Payment of Additional Tax Amounts.

With respect to the Notes, Section 12.02 of the Base Indenture is not applicable. All payments of interest and principal by the Issuer

under the Notes and by the Guarantor under the Guarantee shall be made without withholding or deduction for, or on account of, any present or future Taxes unless such withholding or deduction is required by law. In the event that the Issuer or the

Guarantor is required to withhold or deduct on account of any such Taxes from any payment made under or with respect to the Notes, the Issuer or the Guarantor, as the case may be, will (a) withhold or deduct such amounts, (b) pay such

additional Tax amounts so that the net amounts received by each Holder or beneficial owner of the relevant Notes, including those additional Tax amounts, will equal the amount such Holder or beneficial owner would have received if such Taxes had not

been required to be withheld or deducted (“Additional Tax Amounts”) and (c) pay the full amount withheld or deducted to the relevant tax or other authority in accordance with applicable law, except that no such Additional Tax

Amounts shall be payable in respect of any Note:

(1) to the extent that such Taxes are imposed or levied by reason of such

Holder (or the beneficial owner) having some present or former connection with the Taxing Jurisdiction other than the mere holding (or beneficial ownership) of such Note or receiving principal or interest payments on the Notes (including but not

limited to citizenship, nationality, residence, domicile, or the existence of a business, permanent establishment, a dependent agent, a place of business or a place of management present or deemed present in the Taxing Jurisdiction);

(2) in respect of any Taxes that would not have been so withheld or deducted but for the failure by the Holder or the

beneficial owner of the Notes to make a declaration of non-residence, or any other claim or filing for exemption to which it is entitled or otherwise comply with any reasonable certification, identification,

information, documentation or other reporting requirement concerning nationality, residence, identity or connection with the Taxing Jurisdiction if (a) compliance is required by applicable law,

regulation, administrative practice or treaty as a precondition to exemption from all or part of the Taxes, (b) the Holder (or beneficial owner) is able to comply with these requirements

without undue hardship and (c) the Issuer has given the Holders (or beneficial owners) at least 30 calendar days prior notice that they will be required to comply with such requirement;

(3) to the extent that such Taxes are imposed by reason of any estate, inheritance, gift, sales, transfer or personal property

taxes imposed with respect to the Notes, except as otherwise provided in the Indenture;

(4) to the extent that any such

Taxes would not have been imposed but for the presentation of the Notes, where presentation is required, for payment on a date more than 30 days after the date on which such payment became due and payable or the date on which payment thereof is duly

provided for, whichever is later, except to the extent that the Holder would have been entitled to Additional Tax Amounts had the Notes been presented for payment on any date during such 30-day period;

(5) in respect of any Taxes imposed under Sections 1471-1474 of the Internal Revenue Code of 1986, as amended, any applicable

U.S. Treasury Regulations promulgated thereunder, or any judicial or administrative interpretations of any of the foregoing; or

(6) any combination of items 1 through 5 above.

For purposes of this Section 3.1, “Taxes” means, with respect to payments on the Notes, all taxes, withholdings,

duties, assessments or governmental charges of whatever nature imposed or levied by or on behalf of any Taxing Jurisdiction or any political subdivision thereof or any authority or agency therein or thereof having power to tax.

Section 3.2 Stamp Tax.

The Issuer and the Guarantor will pay any present or future stamp, court or documentary taxes or any other excise or property taxes, charges

or similar levies that arise from the execution, delivery, enforcement or registration of the Notes or any other document or instrument in relation thereto.

Section 3.3 Corporate Existence.

Subject to Article 8 of the Base Indenture and subject to the ability of the Issuer or the Guarantor to convert (or similar action) to another

corporate existence, rights (charter and statutory) and franchises; provided, however, that the Issuer and the Guarantor shall not be required to preserve any such existence, right or franchise if the Issuer and the Guarantor determine that the

preservation thereof is no longer desirable in the conduct of the business of the Issuer or the Guarantor and that the loss thereof is not disadvantageous in any material respect to the Holders.

Section 3.4 Certificates of the Issuer and the Guarantor.

The Issuer will furnish to the Trustee within 120 days after the end of each fiscal year of the Issuer an Officer’s Certificate of the

would

constitute an Event of Default, regardless of the date, the Issuer shall deliver an Officer’s Certificate to the Trustee specifying such Default and the nature and status thereof.

Section 3.5 Guarantor To Be the Sole Equityholder of the Issuer.

So long as any Notes are outstanding, the Guarantor or its successor will directly or indirectly own all of the outstanding Capital Stock of

the Issuer.

Section 3.6 Limitation on Liens.

The Guarantor shall not, and shall not permit any subsidiary to, directly or indirectly, create, incur, or assume any Lien, other than a

whereby all of the Notes outstanding (together with, if the Guarantor so determines, any other Indebtedness by the Guarantor or any subsidiary ranking equally with the Notes or the Guarantee) shall be secured equally and ratably with, or prior to,

value (as defined in Section 3.7) of all Sale-Leaseback Transactions (other than those described in clause (a) or clause (b) of Section 3.7) then outstanding would not exceed the greater of (i) 10% of the Guarantor’s

Consolidated Net Worth and (ii) US$2,000,000,000 (or its equivalent in another currency or currencies).

Section 3.7

Limitation on Sales and Leasebacks.

The Guarantor will not, and will not permit any subsidiary to, enter into any Sale-Leaseback

Transaction after the date of this Supplemental Indenture unless:

(a) the Sale-Leaseback Transaction:

(1) involves a lease for a period, including renewals, of not more than five years;

(2) occurs within one year after the date of acquisition, completion of construction or completion of improvement of such

property; or

(3) is with the Guarantor or one of its subsidiaries; or

(b) the Guarantor or any subsidiary, within one year after the Sale-Leaseback Transaction shall have occurred, applies or causes to be applied

subordinated to the Notes and that has a Stated Maturity of more than twelve months; or

entitled pursuant to Section 3.6 to create, incur, issue or assume Indebtedness secured by a Lien on the property without equally and ratably securing the Notes.

As used in this Section 3.7, the term “value” shall mean, with respect to a Sale-Leaseback Transaction, as of any particular

determined by the Board of Directors of the Guarantor, in each case multiplied by a fraction of which the numerator is the number of full years of

remaining term of the lease (without regard to renewal options) and the denominator is the full years of the full term of the lease (without regard to renewal options).

Section 3.8 Obligation to Offer to Repurchase Upon a Change of Control Triggering Event

(a) If a Change of Control Triggering Event occurs, unless the Issuer has exercised its option to redeem the Notes of a series, the Issuer

will make an offer to each holder of Notes of such series to repurchase all or any part of that holder’s Notes at a repurchase price in cash equal to 101% of the aggregate principal amount of Notes repurchased plus any accrued and unpaid

interest on the Notes repurchased to, but excluding, the date of purchase (the “Repurchase Price”).

(b) Within 30 days

following any Change of Control Triggering Event or, at the Issuer’s option, prior to any Change of Control, but after the public announcement of the Change of Control, the Issuer will give notice to each holder (with a copy to the Trustee)

describing the transaction or transactions that constitute or may constitute the Change of Control Triggering Event and offering to repurchase Notes on the payment date specified in the notice, which date will be no earlier than 30 days and no later

than 60 days from the date such notice is given. The notice shall, if given prior to the date of consummation of the Change of Control, state that the offer to purchase is conditioned on the Change of Control Triggering Event occurring on or prior

to the payment date specified in the notice.

applicable securities laws and regulations and will not be deemed to have breached its obligations under the Change of Control Triggering Event provisions of the notes by virtue of such conflict.

(d) On the Change of Control Triggering Event payment date, the Issuer will, to the extent lawful:

(i) accept for payment all Notes or portions of notes properly tendered (and not validly withdrawn) pursuant to the Issuer’s offer;

(ii) deposit with the paying agent an amount equal to the aggregate purchase price in respect of all Notes or portions of Notes properly

tendered (and not validly withdrawn); and

(iii) deliver or cause to be delivered to the Trustee the Notes properly accepted, together

with an officers’ certificate stating the aggregate principal amount of notes being purchased by the Issuer.

(e) The Paying Agent

will promptly deliver to each holder of Notes properly tendered the purchase price for the Notes, and the Trustee will promptly authenticate and mail (or cause to be transferred by book-entry) to each holder a new Note of the same series equal in

in excess thereof.

(f) Notwithstanding the foregoing, the Issuer will not be required to make an offer to repurchase the Notes of a

series upon a Change of Control Triggering Event if a third party makes an offer in respect of the Notes of such series in the manner, at the times and otherwise in compliance with the requirements for an offer made by the Issuer and such third

party purchases all Notes properly tendered and not withdrawn under its offer.

(g) If holders of not less than 90% in aggregate principal amount of the outstanding Notes

of the applicable series validly tender and do not withdraw such Notes in an offer to repurchase such Notes upon a Change of Control Triggering Event and the Issuer, or any third party making such an offer in lieu of the Issuer, purchases all of the

Notes validly tendered and not withdrawn by such holders, the Issuer or such third party will have the right, upon not less than 10 days nor more than 60 days’ prior notice, provided that such notice is given not more than 30 days

following such repurchase pursuant to the offer described above, to redeem all Notes of such series that remain outstanding following such purchase on a date specified in such notice and at a price in cash equal to 101% of the aggregate principal

amount of Notes to be redeemed plus any accrued and unpaid interest on the Notes to be redeemed to, but excluding, the date of purchase specified in such notice.

ARTICLE 4

REDEMPTION

OF NOTES

Section 4.1 Optional Redemption.

The Issuer may at its option redeem the Notes, in whole or in part, at any time or from time to time, on any date prior to the Stated

Maturity, upon notice as set forth in Section 4.2, at the Redemption Price.

Section 4.2 Notice of Redemption.

Notice of redemption to the Holders of the Notes to be redeemed shall be given by delivering notice of such redemption, on at least 10

days’, but not more than 60 days’, prior notice delivered by electronic transmission, first-class mail, postage prepaid, at their registered addresses as they appear on the registration books of the Registrar, with a copy of such notice

delivered to the Trustee. The notice of redemption of the Notes to be redeemed at the option of the Issuer shall be given by the Issuer or, at the Issuer’s request, delivered to the Trustee at least five Business Days before the date such

notice is to be given to Holders (unless a shorter period shall be acceptable to the Trustee), by the Trustee in the name and at the expense of the Issuer.

Notice of any redemption of the Notes in connection with a corporate transaction (including an equity offering, an incurrence of indebtedness

or a change of control) may, at the Issuer’s discretion, be given prior to the completion thereof and any such redemption or notice may, at the Issuer’s discretion, be subject to one or more conditions precedent, including, but not

limited to, completion of the related transaction. If such redemption or purchase is so subject to satisfaction of one or more conditions precedent, such notice shall describe each such condition, and such notice may be rescinded or the Redemption

Date delayed in the event that any or all such conditions shall not have been satisfied by the Redemption Date. In addition, the Issuer may provide in such notice that payment of the Redemption Price and performance of its obligations with respect

to such redemption may be performed by another Person.

If any Note is to be redeemed in part only, the notice of redemption that relates

to that Note shall state the portion of the principal amount thereof to be redeemed, in which case a portion of the original Note will be issued in the name of the holder thereof upon cancellation of the original Note. In the case of a Global Note,

an appropriate notation will be made on such Note to decrease the principal amount thereof to an amount equal to the unredeemed portion thereof. Subject to the terms of the redemption notice (including any conditions contained therein), Notes called

for redemption become due on the date fixed for redemption. On and after the Redemption Date, interest ceases to accrue on Notes or portions of them called for redemption, unless the redemption price is not paid on the Redemption Date.

Section 4.3 Deposit of Redemption Price.

On or prior to the Redemption Date, the Issuer shall deposit with the Trustee or with a Paying Agent an amount of money sufficient to pay the

Redemption Price in respect of all the Notes to be redeemed on that Redemption Date. If less than all of the Notes are to be redeemed, the Notes to be redeemed shall be selected by the Trustee on a pro rata basis, by lot or by such method as

the Trustee shall deem fair and appropriate and subject to the rules of the applicable depositary.

Section 4.4 Tax

Redemption.

(a) If, as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of

any Taxing Jurisdiction or any political subdivision or taxing authority thereof or in any Taxing Jurisdiction affecting taxation or any change in official position regarding the application or interpretation of such laws, regulations or rulings,

which change or amendment becomes effective or, in the case of a change in official position, is announced on or after the date of this Supplemental Indenture, the Issuer or the Guarantor (or any of their respective successors), as the case may be,

is or will be obligated to pay any Additional Tax Amounts with respect to the Notes, and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation cannot be avoided by the Issuer or

the Guarantor (or any of their respective successors), as the case may be, after taking reasonable measures available to it, then at the option of the Issuer or the Guarantor (or any of their respective successors), as the case may be, the Notes may

be redeemed in whole, but not in part, at any time, upon the giving not less than 10 days’ nor more than 60 days’ notice to the Trustee and the Holders of the Notes, at the Redemption Price; provided, however, that (1) no notice of

such tax redemption may be given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successors), as the case may be, would, but for such redemption, be obligated to pay such Additional Tax

Amounts were a payment on the Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in

effect. The notice of tax redemption shall be given by the Issuer or, at the Issuer’s request delivered to the Trustee at least five Business Days before the date such notice is to be given to Holders (unless a shorter period shall be

acceptable to the Trustee), by the Trustee in the name and at the expense of the Issuer.

(b) Not less than five Business Days (unless a

shorter period shall be acceptable to the Trustee) before any notice of tax redemption pursuant to Section 4.4(a) is given to the Trustee or the Holders of the Notes, the Issuer or the Guarantor (or their respective successors), as the case may

be, shall deliver to the Trustee (i) an Officer’s Certificate stating that the Issuer or the Guarantor (or their respective successors), as the case may be, is entitled to effect such redemption and setting forth a statement of facts

showing that the conditions precedent to the right of the Issuer or the Guarantor (or their respective successors), as the case may be, to so redeem have occurred or have been satisfied and (ii) an opinion of independent legal counsel of

recognized standing to that effect based on the statement of facts. Such notice, once given to the Trustee, shall be irrevocable.

ARTICLE 5

SATISFACTION

AND DISCHARGE

Section 5.1 Satisfaction and Discharge.

(a) With respect to the Notes, Section 9.01 of the Base Indenture is not applicable.

(b) The Issuer and the Guarantor may satisfy and discharge their obligations under this Supplemental Indenture with respect to the Notes while

the Notes remain outstanding, if (a) all Outstanding

Notes have become due and payable at their scheduled Maturity, or (b) all Outstanding Notes have been called for redemption, and in either case, the Issuer has deposited with the Trustee an

amount sufficient to pay and discharge all Outstanding Notes on the date of their scheduled Maturity or the scheduled Redemption Date, as the case may be.

ARTICLE 6

MISCELLANEOUS PROVISIONS

Section 6.1 Scope of Supplemental Indenture.

(a) The changes, modifications and supplements to the Base Indenture effected by this Supplemental Indenture shall only be applicable with

reference herein and affirmed in all respects.

Section 6.2 Provisions of Supplemental Indenture for the Sole Benefit of Parties

and Holders of Notes.

Nothing in this Supplemental Indenture, the Base Indenture or in the Notes or the Guarantee, expressed or

implied, shall give or be construed to give to any person, firm or corporation, other than the parties hereto and their successors and the Holders of the Notes, any legal or equitable right, remedy or claim under this Supplemental Indenture or under

any covenant or provision herein contained, all such covenants and provisions being for the sole benefit of the parties hereto and their successors and of the Holders of the Notes.

Section 6.3 Successors and Assigns of Issuer and Guarantor Bound by Supplemental Indenture.

All the covenants, stipulations, promises and agreements in this Supplemental Indenture contained by or on behalf of the Issuer shall bind its

not.

Section 6.4 Notices and Demands on Issuer, Trustee and Holders of Notes.

Any notice or demand which by any provision of this Supplemental Indenture is required or permitted to be given or delivered to or by the

Trustee or by the Holders of Notes to the Issuer or the Guarantor shall be in writing in the English language and may be given or served by being deposited postage prepaid, first-class mail, courier service or email (except as otherwise specifically

provided herein, including Section 6.13) addressed (until another address is filed with the Trustee) as follows:

If to the Issuer:

Teva Pharmaceutical Finance Netherlands IV B.V.

Busweg 1,

2031 DA Haarlem

Netherlands

Attention: Managing Director

Emails: ***

with a copy (which shall not constitute notice) to:

Teva Pharmaceuticals USA, Inc.

400 Interpace Parkway, #3

Parsippany, NJ 07054

Attention: Brian Savage

Email: ***

with

a copy (which shall not constitute notice) to:

White & Case LLP

609 Main Street, Suite 2900

Houston, Texas 77002

Attention: A.J. Ericksen

Email: AJ.ericksen@whitecase.com

and

White & Case LLP

5 Old Broad Street

London EC2N 1DW

Attention: Anna Soroka

Email: anna.soroka@whitecase.com

If to the Guarantor:

Teva Pharmaceutical Industries Limited

124 Dvora Hanevi’a Street

Tel Aviv, 6944020, Israel

Attention: Amit Hazan

Email: ***

with

copies (which shall not constitute notice) to:

Teva Pharmaceuticals USA, Inc.

400 Interpace Parkway, Building A,

Parsippany, NJ 07054

Attention: Brian Savage

Email: ***

and

White & Case LLP

609 Main Street, Suite 2900

Houston, Texas 77002

Attention: A.J. Ericksen

Email: AJ.ericksen@whitecase.com

and

White & Case LLP

5 Old Broad Street

London EC2N 1DW

Attention: Anna Soroka

Email: anna.soroka@whitecase.com

Any notice, direction, request or demand by the Issuer, the Guarantor or any Holder of Notes to or upon the Trustee shall be deemed to have

been sufficiently given or made, for all purposes, if delivered in

person or mailed by first-class mail, courier service or email (except as otherwise specifically provided herein, including Section 6.13) as follows:

If to the Trustee:

The Bank of New York Mellon

240 Greenwich Street, Floor 7E

New York, NY 10286

Attention: Corporate Trust – Global Finance Unit

Lisa Sollitto

Email: Lisa.Sollitto@bny.com

The Trustee also agrees to accept and act upon instructions or directions pursuant to the Indenture sent by unsecured e-mail or other similar unsecured electronic methods.

The Issuer, the Guarantor or the Trustee by

written notice to each other may designate additional or different addresses for subsequent notices or communications.

Any notice or

communication to the Issuer or the Guarantor shall be deemed to have been given or made as of the date so delivered if personally delivered or if delivered electronically; and seven calendar days after mailing if sent by registered or certified

mail, postage prepaid (except that a notice of change of address shall not be deemed to have been given until actually received by the addressee). Any notice or communication to the Trustee shall be deemed delivered upon receipt.

Where this Supplemental Indenture provides for notice to Holders, such notice shall be sufficiently given (unless otherwise herein expressly

mail, neither the failure to mail such notice, nor any defect in any notice so mailed or delivered, to any particular Holder shall affect the sufficiency of such notice with respect to other Holders. Where this Supplemental Indenture provides for

notice in any manner, such notice may be waived in writing by the person entitled to receive such notice, either before or after the event, and such waiver shall be the equivalent of such notice. Waivers of notice by Holders shall be filed with the

Trustee, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver.

In case, by

reason of the suspension of or irregularities in regular mail service, it shall be impracticable to mail notice to the Issuer, the Guarantor or Holders of Notes when such notice is required to be given pursuant to any provision of this Supplemental

Indenture, then any manner of giving such notice as shall be satisfactory to the Trustee shall be deemed to be a sufficient giving of such notice.

Notwithstanding anything to the contrary contained herein, in the Base Indenture or in the Notes, where this Supplemental Indenture, the Base

Indenture or any Note provides for notice of any event (including any notice of redemption or purchase) to a Holder of a Global Note (whether by mail or otherwise), such notice shall be sufficiently given if given to the Depositary electronically or

by other method in accordance with the procedures of the Depositary.

Section 6.5 Officer’s Certificates and

Opinions of Counsel; Statements to be Contained Therein.

Upon any application or demand by the Issuer or the Guarantor to the Trustee

to take any action under any of the provisions of this Supplemental Indenture, the Issuer or the Guarantor, as the case may be, shall furnish to the Trustee an Officer’s Certificate or Guarantor’s Officer’s Certificate, as the case

may be, stating that all conditions precedent provided for in this Supplemental Indenture relating to the proposed

action have been complied with and an Opinion of Counsel stating that in the opinion of such counsel all such conditions precedent have been complied with.

Each certificate or opinion provided for in this Supplemental Indenture and delivered to the Trustee with respect to compliance with a

Any certificate, statement or opinion of an Officer of the Issuer or the Guarantor may be based, insofar as it relates to legal matters, upon

Any certificate, statement or opinion of an Officer of the Issuer or the Guarantor or of counsel may be based, insofar as it relates to

independent firm of public accountants filed with the Trustee shall contain a statement that such firm is independent.

The Trustee shall

be entitled to conclusively rely on an Officer’s certificate from the Issuer or the Guarantor, shall have no duty to inquire as to or investigate the accuracy of any such Officer’s certificate. The Trustee and the Paying Agent shall have

no liability to the Issuer, any Holder or any other Person in acting in good faith on any such Officer’s certificate.

Section 6.6 Payments Due on Saturdays, Sundays and Holidays.

If the date of maturity of interest on or principal of the Notes or the date fixed for redemption or repayment of any such Note shall not be a

Business Day, then payment of interest or principal need not be made on such date, but may be made on the next succeeding Business Day with the same force and effect as if made on the date of maturity or the date fixed for redemption, and no

interest shall accrue for the period after such date.

Section 6.7 Conflict of any Provisions of Supplemental Indenture with Trust

Indenture Act of

1939.

If and to the extent that any provision of this Supplemental Indenture limits, qualifies or

Section 6.8 New York Law to Govern.

This Supplemental Indenture and each Note shall be deemed to be a contract under the laws of the State of New York, and for all purposes shall

be construed in accordance with the laws of such State.

Section 6.9 Counterparts.

This Supplemental Indenture may be executed in any number of counterparts, each of which shall be an original; but such counterparts shall

together constitute but one and the same instrument.

Section 6.10 Effect of Headings.

The Article and Section headings herein and the Table of Contents are for convenience only and shall not affect the construction hereof.

Section 6.11 Submission to Jurisdiction.

Each of the Issuer, the Guarantor and the Trustee agrees that any legal suit, action or proceeding arising out of or based upon this

the Issuer shall promptly appoint a successor Authorized Agent and shall notify the Trustee in writing of such change in Authorized Agent.

Section 6.12 Not Responsible for Recitals or Issuance of Securities.

The recitals contained herein and in the Notes, except the Trustee’s certificates of authentication, shall be taken as the statements of

accountable for the use or application by the Issuer of Notes or the proceeds thereof.

Section 6.13 Electronic Means.

The Trustee shall have the right to accept and act upon instructions, including funds transfer instructions (“Instructions”) given

pursuant to the Indenture and delivered using Electronic Means (as defined below); provided, however, that the Company shall provide to the Trustee an incumbency certificate listing officers with the authority to provide such Instructions

(“Authorized Officers”) and containing specimen signatures of such Authorized Officers, which incumbency certificate shall be

amended by the Company whenever a person is to be added or deleted from the listing. If the Company elects to give the Trustee Instructions using Electronic Means and the Trustee in its

discretion elects to act upon such Instructions, their understanding of such Instructions shall be deemed controlling. The Company understands and agrees that the Trustee cannot determine the identity of the actual sender of such Instructions and

that the Trustee shall conclusively presume that directions that purport to have been sent by an Authorized Officer listed on the incumbency certificate provided to the Trustee have been sent by such Authorized Officer. The Company shall be

responsible for ensuring that only Authorized Officers transmit such Instructions to the Trustee and that the Company and all Authorized Officers are solely responsible to safeguard the use and confidentiality of applicable user and authorization

codes, passwords and/or authentication keys upon receipt by the Company. The Trustee shall not be liable for any losses, costs or expenses arising directly or indirectly from their reliance upon and compliance with such Instructions notwithstanding

such directions conflict or are inconsistent with a subsequent written instruction. The Company agrees: (i) to assume all risks arising out of the use of Electronic Means to submit Instructions to the Trustee, including without limitation the

risk of the Trustee acting on unauthorized Instructions, and the risk of interception and misuse by third parties; (ii) that it is fully informed of the protections and risks associated with the various methods of transmitting Instructions to

the Trustee and that there may be more secure methods of transmitting Instructions than the method(s) selected by the Company; (iii) that the security procedures (if any) to be followed in connection with its transmission of Instructions

provide to it a commercially reasonable degree of protection in light of its particular needs and circumstances; and (iv) to notify the Trustee immediately upon learning of any compromise or unauthorized use of the security procedures.

“Electronic Means” shall mean the following communications methods: e-mail, secure electronic transmission containing applicable authorization codes, passwords and/or authentication keys issued by

the Trustee, or another method or system specified by the Trustee as available for use in connection with its services hereunder.

ARTICLE 7

SUPPLEMENTAL

INDENTURES

Section 7.1 Without Consent of Holders.

(a) Sections 7.01(d), (e), (f), (g), (h), (k), (l), (m), (n), (q) and (r) of the Base Indenture are not applicable with respect to the

Notes.

(b) In addition to the provisions set forth in Section 7.01 of the Base Indenture as amended by Section 7.1(a) above,

the Issuer, the Guarantor and the Trustee may amend, modify or supplement the Base Indenture, this Supplemental Indenture or the Notes without the consent of any Holder for one or more of the following purposes:

(1) to cure any ambiguity, supply any omission or correct or supplement any provision contained herein, in the Base Indenture,

in any supplemental indenture or in the Notes which may be defective or inconsistent with any other provision contained herein or in any supplemental indenture; provided that such amendment, modification or supplement shall not, in the good

faith opinion of the Issuer’s managing and supervisory directors, adversely affect the interests of the Holders of the Notes in any material respect; provided, further, that any amendment made solely to conform the provisions of

this Supplemental Indenture to the description of the Notes contained in the Issuer’s Prospectus Supplement dated September 9, 2026 will not be deemed to adversely affect the interests of the Holders of the Notes;

(2) to surrender any right or power conferred upon the Issuer or the Guarantor hereunder;

(3) to comply with the requirements of the Commission in order to effect or

maintain the qualification of the Indenture under the TIA;

(4) to authorize the issuance of Add On Notes pursuant to

Section 2.9; and

(5) to add or modify any other provision of the Indenture which the Issuer or the Guarantor, as the

case may be, and the Trustee may deem necessary or desirable and which will not adversely affect the interests of the Holders of the Notes in any material respect.

Section 7.2 With Consent of Each Affected Holder.

In addition to the provisions set forth in Section 7.02 of the Base Indenture, the Issuer, the Guarantor and the Trustee may not amend,

modify or supplement the Base Indenture, this Supplemental Indenture or the Notes for one or more of the following purposes without the consent of each Holder so affected:

(a) to modify the Issuer’s obligation to maintain an office or agency in New York City pursuant to Section 3.02 of the Base

Indenture;

(b) to modify the Guarantor’s obligation to own, directly or indirectly, all of the outstanding Capital Stock or

membership interests, as applicable, of the Issuer pursuant to Section 3.5 of this Supplemental Indenture;

provision of Article 4 relating to redemption of Notes;

(d) to modify the Guarantee in a manner that would adversely affect the interests

of the

Holders of Notes;

(e) to reduce

the percentage in aggregate principal amount of the Notes then Outstanding necessary (i) to modify, amend or supplement the Base Indenture or this Supplemental Indenture or (ii) to waive any past default or Event of Default pursuant to

Section 4.10 of the Base Indenture; and

(f) to reduce the Repurchase Price in connection with a Change of Control Triggering Event.

IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly executed as of the

day and year first above written.

Very truly yours,

TEVA PHARMACEUTICAL FINANCE

NETHERLANDS IV B.V., as Issuer

By:

/s/ Amit Hazan

Name:

Amit Hazan

Title:

Managing Director

By:

/s/ Robert O’Neill

Name:

Robert O’Neill

Title:

Managing Director

TEVA PHARMACEUTICAL INDUSTRIES LIMITED, as Guarantor

By:

/s/ Amit Hazan

Name:

Amit Hazan

Title:

Vice President and Global Treasurer

By:

/s/ Eli Kalif

Name:

Eli Kalif

Title:

Executive Vice President and Chief Financial Officer

THE BANK OF NEW YORK MELLON, as Trustee

By:

/s/ Melissa Matthews

Name:

Melissa Matthews

Title:

Vice President

Exhibit A

[FORM OF FACE OF GLOBAL NOTE]

[Insert Global Notes Legend or Physical Notes Legend, as applicable]

No. [●] U.S.$1,200,000,000 as revised by the Schedule of Increases or Decreases in the Global Note attached hereto

A-1

CUSIP No.: 881937 AB2

ISIN: US881937AB24

GLOBAL NOTE

TEVA PHARMACEUTICAL FINANCE NETHERLANDS IV B.V.

5.250% Senior Notes due 2032

Payment of Principal, Interest and Additional Tax Amounts, if any, Unconditionally

Guaranteed By

TEVA

PHARMACEUTICAL INDUSTRIES LIMITED

This Global Note is in respect of an issue of 5.250% Senior Notes due 2032 (the

“Notes”) of Teva Pharmaceutical Finance Netherlands IV B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid), incorporated under Dutch law (the “Issuer”,

indenture, dated as of May 28, 2025, by and among the Issuer, the Guarantor, and the Trustee, and as further supplemented by a second supplemental senior indenture (the “Supplemental Indenture” and, together with the Base

Indenture, the “Indenture”), dated as of September 16, 2026, by and among the Issuer, the Guarantor and the Trustee. Unless the context otherwise requires, the capitalized terms used herein shall have the meanings specified

in the Supplemental Indenture and the Base Indenture.

The Issuer, for value received, hereby promises to pay to Cede & Co., or

its registered assigns, the principal amount of ONE BILLION TWO HUNDRED MILLION United States Dollars (U.S. $1,200,000,000 on January 16, 2032, and to pay interest on such principal amount in Dollars at the rate of 5.250% per annum, computed on

a basis of a 360 day year consisting of twelve 30 day months, from the date hereof until payment of such principal amount has been made or duly provided for, such interest to be paid semi-annually in arrears on January 16 and July 16 of

each year, commencing January 16, 2027. The interest so payable on January 16 and July 16 (each an “Interest Payment Date”) will, subject to certain exceptions provided in the Supplemental Indenture, be paid to the

person in whose name this Note is registered at the close of business on the immediately preceding January 1 and July 1, respectively (whether or not a Business Day).

Reference is hereby made to the further provisions of this Note set forth on the reverse hereof, which further provisions shall for all

purposes have the same effect as if set forth at this place.

This Note shall not be valid or become obligatory for any purpose until the

certificate of authentication hereon shall have been signed by the Trustee.

A-2

IN WITNESS WHEREOF, the Issuer has caused this Note to be duly executed manually by its duly

authorized officers.

Dated:

TEVA PHARMACEUTICAL FINANCE

NETHERLANDS IV B.V.

By:

Name:

Title:

By:

Name:

Title:

A-3

Trustee’s Certificate of Authentication

This is one of the 5.250% Senior Notes due 2032 described in the within-named Indenture.

THE BANK OF NEW YORK MELLON, as Trustee

By:

Authorized Signatory

Dated: September 16, 2026

A-4

Teva Pharmaceutical Industries Limited (the “Guarantor”) hereby unconditionally

The Guarantor shall be subrogated to all rights of the Holders against the Issuer in respect of any amounts paid by the Guarantor pursuant to

reason, from any other obligor with respect to such payment, in each case, until the principal of and interest (including Additional Tax Amounts, if any) on this Note shall have been paid in full.

The Guarantee shall not be valid or become obligatory for any purpose with respect to this Note until the certificate of authentication on

this Note shall have been signed by the Trustee.

The Guarantee shall be governed by and construed in accordance with the laws of the

State of New York.

A-5

IN WITNESS WHEREOF, Teva Pharmaceutical Industries Limited has caused the Guarantee to be

signed manually by its duly authorized officers.

Dated:

TEVA PHARMACEUTICAL INDUSTRIES

LIMITED

By:

Name:

Title”

A-6

[FORM OF REVERSE OF NOTE]

TEVA PHARMACEUTICAL FINANCE NETHERLANDS IV B.V.

5.250% Senior Note due 2032

Payment of Principal, Interest and Additional Tax Amounts, if any, Unconditionally

Guaranteed By

TEVA

PHARMACEUTICAL INDUSTRIES LIMITED

Capitalized terms used herein but not defined shall have the meanings assigned to them in the

Indenture referred to below unless otherwise indicated.

Principal and Interest.

Teva Pharmaceutical Finance Netherlands IV B.V., a private company with limited liability (besloten vennootschap met beperkte

aansprakelijkheid), incorporated under Dutch law (the “Issuer”), promises to pay interest on the principal amount of this Note at 5.250% per annum, from September 16, 2026 until the principal thereof is paid or made available

Interest on the Notes shall be computed on the basis of a 360-day year of twelve 30-day months.

A Holder of any Note at the close of business on a Regular Record Date shall be entitled

to receive interest on such Note on the corresponding Interest Payment Date.

Method of Payment.

Interest on any Note which is payable, and is punctually paid or duly provided for, on any Interest Payment Date shall be paid to the person

in whose name that Note (or one or more Predecessor Notes) is registered at the close of business on the relevant Regular Record Date for such interest.

Principal of and interest on Global Notes shall be payable to the Depositary in immediately available funds.

Principal of Physical Notes will be payable at the office or agency of the Issuer maintained for such purpose, initially the Corporate Trust

written wire instructions shall remain in effect until the Holder notifies, in writing, the Registrar to the contrary.

Paying Agent and Registrar.

Initially, The Bank of New York Mellon, the Trustee under the Supplemental Indenture, will act as Paying Agent and Registrar. The Issuer may

change the Paying Agent or Registrar without notice to any Holder.

A-7

Supplemental Indentures and Indenture.

The Issuer issued this Note under a Base Indenture (the “Base Indenture”), dated as of May 28, 2025, by and among the

Issuer, the Guarantor and The Bank of New York Mellon, as trustee (the “Trustee”), as supplemented by a first supplemental senior indenture, dated as of May 28, 2025, by and among the Issuer, the Guarantor, and the Trustee,

and as further supplemented by a second supplemental senior indenture (the “Supplemental Indenture” and, together with the

Base

Indenture, the “Indenture”), dated as of September 16, 2026, by and among the Issuer, the Guarantor and the Trustee. The terms of the Note include those stated in the Indenture, and those made part of the Indenture by

reference to the Trust Indenture Act of 1939, as amended (“TIA”). This Note is subject to all such terms, and Holders are referred to the Indenture and the TIA for a statement of all such terms. To the extent permitted by

applicable law, in the event of any inconsistency between the terms of this Note and the terms of the Indenture, the terms of the Indenture shall control.

Optional Redemption.

The Issuer may at its option redeem this Note, in whole or in part, at any time or from time to time, on any date prior to the Stated

Remaining Scheduled Payments of the Notes being redeemed discounted, on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months), using a

discount rate equal to the sum of the Treasury Rate plus 15 basis points, plus accrued and unpaid interest thereon, if any, to, but not including, the Redemption Date, provided that if the Issuer redeems the Notes on or after the Par Call Date, the

Redemption Price for the Notes will be equal to 100% of the aggregate principal amount of the Notes being redeemed, plus accrued and unpaid interest thereon, if any, to, but not including, the Redemption Date.

On and after the Redemption Date, interest shall cease to accrue on Notes or portions of Notes called for redemption, unless the Issuer

defaults in the payment of the Redemption Price.

Notice of redemption will be given by the Issuer to the Holders as provided in the

Supplemental Indenture.

Tax Redemption.

If, as a result of any change in or amendment to the laws (or any regulations or rulings promulgated thereunder) of any Taxing Jurisdiction or

Additional Tax Amount with respect to the Notes, and if the Issuer or the Guarantor (or any of their respective successors), as the case may be, determines that such obligation cannot be avoided by the Issuer or the Guarantor (or any of their

respective successors), as the case may be, after taking reasonable measures available to it, then at the option of the Issuer or the Guarantor (or any of their respective successors), as the case may be, the Notes may be redeemed in whole, but not

in part, at any time, upon the giving not less than 10 days’ nor more than 60 days’ notice to the Trustee and the Holders of the Notes, at the Redemption Price; provided, however, that (1) no notice of such tax redemption may be

given earlier than 90 days prior to the earliest date on which the Issuer or the Guarantor (or their respective successors), as the case may be, would, but for such redemption, be obligated to pay such Additional Tax Amounts were a payment on the

Notes then due, and (2) at the time such notice is given, such obligation to pay such Additional Tax Amounts remains in effect.

A-8

Denominations; Transfer; Exchange.

The Notes are issuable in registered form, without coupons, in minimum denominations of $200,000 principal amount and integral multiples of

$1,000 in excess of $200,000. A Holder may register the transfer or exchange of Notes in accordance with the Indenture. The Issuer or the Trustee may require a Holder, among other things, to furnish appropriate endorsements and transfer documents,

and the Issuer may require a Holder to pay any taxes or other governmental charges that may be imposed in connection with any exchange or registration of transfer of Notes.

The Issuer shall not be required to exchange or register a transfer of (a) any Note for a period of 15 days next preceding the first

delivery of notice of redemption of Notes to be redeemed, (b) any Notes selected, called or being called for redemption except, in the case of any Note where notice has been given that such Note is to be redeemed in part, the portion thereof

not so to be redeemed or (c) any Notes between a record date and the next succeeding payment date.

In the event of redemption of the

Notes in part only, in the case of a Global Note, the aggregate principal amount of such Global Notes may be increased or decreased by adjustments made on the records of the Depositary or, if necessary, a new Note or Notes for the unredeemed portion

thereof will be issued in the name of the Holder hereof.

Holders to be Treated as Owners.

The registered Holder of this Note shall be treated as its owner for all purposes.

Unclaimed Money.

Any moneys deposited with or paid to the Trustee or any Paying Agent for the payment of the principal of or interest on any Note and not

10.

Satisfaction and Discharge.

The Issuer and the Guarantor may satisfy and discharge their obligations under the Indenture while the Notes remain outstanding, if

discharge all Outstanding Notes on the date of their scheduled Maturity or the scheduled Redemption Date, as the case may be.

11.

Supplement; Waiver.

Without notice to or the consent of the Holders of the Notes, the Indenture and the Notes may be amended, supplemented or otherwise modified

compliance by the Issuer with certain provisions of the Indenture and certain past defaults under the Indenture and their consequences. Any such consent or waiver by the Holder

A-9

of this Note shall be conclusive and binding upon such Holder and upon all future Holders of this Note and of any Note issued upon registration of transfer hereof or in exchange herefor or in

lieu hereof, whether or not notation of such consent or waiver is made upon this Note or such other Note.

No reference herein to the

currency, herein prescribed.

12.

Defaults and Remedies.

The Indenture provides that an Event of Default with respect to the Notes occurs when any of the following occurs:

(a) the Issuer defaults in the payment of the principal and premium, if any, of any of the Notes when it becomes due and payable at Maturity

or upon redemption;

(b) the Issuer defaults in the payment of interest (including Additional Tax Amounts, if any) on any of the Notes

when it becomes due and payable and such default continues for a period of 30 days after the date when due;

perform its obligations under the Guarantee;

(d) except as permitted by the Indenture, the Guarantee is held in any final, non-appealable judicial proceeding to be unenforceable or invalid or shall cease for any reason to be in full force and effect or the Guarantor, or any person acting on behalf of the Guarantor, shall deny or

disaffirm its obligations under the Guarantee;

(e) either the Issuer or the Guarantor fails to perform or observe any other term,

notice may not be given with respect to any action taken, and reported publicly or to holders of the Notes, more than two years prior to such notice; provided further that the trustee shall have no obligation to determine when or if any holders have

been notified of any such action or to track when such two-year period starts or concludes);

(f)

(i) the Issuer or the Guarantor fails to make by the end of the applicable grace period, if any, any payment of principal or interest due in respect of any Indebtedness for borrowed money, the aggregate outstanding principal amount of which is an

amount in excess of $250,000,000; or (ii) there is an acceleration of any Indebtedness for borrowed money in an amount in excess of $250,000,000 because of a default with respect to such Indebtedness, without, in the case of either (i) or

(ii) above, such Indebtedness having been discharged or such non-payment or acceleration having been cured, waived, rescinded or annulled for a period of 30 days after written notice to the Issuer by the

Trustee or to the Issuer and the Trustee by the Holders of at least 25% in aggregate principal amount of the Outstanding Notes;

(g) the

occurrence of certain events of bankruptcy, insolvency or reorganization of the Issuer or Guarantor as specified in the Supplemental Indenture; or

(h) the Issuer fails to repurchase or pay the repurchase price when due in connection with a Change of Control Triggering Event.

A-10

If an Event of Default shall occur and be continuing, the principal of all the Notes may be

declared due and payable in the manner and with the effect provided in the Supplemental Indenture.

Any time period in this Supplemental

Indenture, the Base Indenture or the Notes to cure any actual or alleged default or event of default may be extended or stayed by a court of competent jurisdiction.

13.

Authentication.

This Note shall not be valid until the Trustee (or authenticating agent) executes the certificate of authentication on the other side of this

Note.

14.

CUSIP Numbers.

The Issuer has caused CUSIP numbers to be printed on this Note and, therefore, the Trustee shall use CUSIP numbers in notices of redemption as

identification numbers printed on the Notes, and any such redemption shall not be affected by any defect in or omission of such numbers.

15.

Governing Law.

The Supplemental Indenture, the Base Indenture and this Note shall be governed by, and construed in accordance with, the laws of the State of

New York.

16.

Successor Corporation.

In the event a successor corporation legal entity assumes all the obligations of the Issuer or the Guarantor under this Note, pursuant to the

terms hereof and of the Indenture, the Issuer or Guarantor, as the case may be, will be released from all such obligations.

A-11

ASSIGNMENT FORM

To assign this Note, fill in the form below and have your signature guaranteed: (I) or (we) assign and

transfer

this Note to:

(Insert assignee’s soc. sec. or tax I.D. no.)

(Print or type assignee’s name, address and zip code)

and irrevocably appoint to transfer this Note on the books of the Issuer. The agent may substitute another to act for him.

Dated:

Your Name:

(Print your name exactly as it appears on the face of this Note)

Your Signature:

(Sign exactly as your name appears on the face of this Note)

Signature Guarantee1:

Participant in a recognized Signature Guarantee Medallion Program (or other signature guarantor acceptable to

the Trustee).

A-12

SCHEDULE OF INCREASES OR DECREASES IN THE GLOBAL NOTE

The initial outstanding principal amount of this Global Note is $1,200,000,000. The following exchanges of a part of this Global Note for an

interest in another Global Note or for a Physical Note, or exchanges of a part of another Global Note or Physical Note for an interest in this Global Note, have been made:

Date of Exchange

Amount of

decrease in

Principal Amount

of this Global Note

Amount of

increase in

Principal Amount

of this Global Note

Principal Amount

of this Global Note

following such

decrease or

increase

Signature of

authorized

signatory of

Trustee

A-13

EX-5.1

Filename: d155511dex51.htm · Sequence: 5

EX-5.1

Exhibit 5.1

September 16, 2026

Teva Pharmaceutical Industries Limited

124 Dvorah

Hanevi’a Street

Tel Aviv 6944020

Israel

Re:

Registration Statement on Form S-3

Ladies and Gentlemen:

We are acting as Israeli counsel for Teva

Pharmaceutical Industries Limited, a company organized under the laws of Israel (the “Teva”, the “Company” or the “Guarantor”), in connection with the execution and delivery by the Company of

an underwriting agreement, dated September 9, 2026 (the “Underwriting Agreement”), among Teva Pharmaceutical Finance Netherlands II B.V. (“Teva II”), Teva Pharmaceutical Finance Netherlands III B.V.

(“Teva III”) and Teva Pharmaceutical Finance Netherlands IV B.V. (“Teva IV”, and together with Teva II and Teva III, the “Issuers”), each a private company with limited liability organized

under the laws of The Netherlands, the Company and the several underwriters named in Schedule I thereto (the “Underwriters”), relating to the sale: (i) by Teva II of (x) €1,000,000,000 aggregate principal amount of the

4.250% Senior Notes due 2033 (the “2033 Euro Notes”); and (y) €500,000,000 aggregate principal amount of the 4.625% Senior Notes due 2036 (the “2036 Euro Notes”, and together with the 2033 Euro Notes, the

“Euro Notes”); (ii) by Teva III of (x) $1,000,000,000 aggregate principal amount of the 5.500% Senior Notes due 2034 (the “2034 USD Notes”); and (y) $1,000,000,000 aggregate principal amount of the 5.750% Senior

Notes due 2037 (the “2037 USD Notes”, and together with the 2034 USD Notes, the “Teva III Notes”); and (iii) by Teva IV of $1,200,000,000 aggregate principal amount of the 5.250% Senior Notes due 2032 (the

“2032 USD Notes”, and together with the Teva III Notes and the Euro Notes, the “Notes”). The Notes are being offered pursuant to Rule 415 under the Securities Act of 1933, as amended (the “Securities

Act”), and have been registered under the Guarantor’s Registration Statement on Form S-3ASR, filed with the Securities and Exchange Commission on February 7, 2025 (File No. 333-284770)

(the “Registration Statement”). The Euro Notes are being issued under a senior indenture dated as of March 14, 2018, as supplemented by a sixth supplemental indenture, dated September 16, 2026 (such indenture, so

supplemented, the “Euro Notes Indenture”), among Teva II, the Guarantor, The Bank of New York Mellon, as Trustee (the “Trustee”) and The Bank of New York Mellon, London branch, as principal paying agent. The

Teva III Notes are being issued under a senior indenture dated as of March 14, 2018, as supplemented by a sixth supplemental indenture, dated September 16, 2026 (such indenture, so supplemented, the “Teva III Notes

Indenture”), among Teva III, the Guarantor and The Bank of New York Mellon, as Trustee. The 2032 USD Notes are being issued under a senior indenture dated as of May 28, 2025, as supplemented by a second supplemental indenture, dated

September 16, 2026 (such indenture, so supplemented, the “2032 USD Notes Indenture” and together with the Euro Notes Indenture and the Teva III Notes Indenture, the “Indentures”), among Teva IV, the

Guarantor and The Bank of New York Mellon, as Trustee.

For purposes of the opinions hereinafter expressed, we have examined the Company’s Articles

of Association and such corporate resolutions and records, as well as such other material, as we have deemed necessary as a basis for the opinions expressed herein. Insofar as the opinions expressed herein involve factual matters, we have relied

(without independent factual investigation), to the extent we deemed proper or necessary, upon certificates of, and other communications with, officers and employees of Teva and upon certificates of public officials. We have also considered such

questions of Israeli law as we have deemed relevant and necessary as a basis for the opinions hereinafter expressed.

In our examination and in rendering the opinions set forth below, we have assumed, without any investigation,

the genuineness of all signatures on original documents of all persons, the legal competence and capacity of natural persons, the authenticity and completeness of all documents submitted to us as originals, the conformity to authentic original

documents of all documents submitted to us as certified, and the authenticity of the originals of such copies and the legal capacity and due authenticity of all persons executing such documents, that the documents examined by us have not been

amended, supplemented or otherwise modified, or determined by a court of competent jurisdiction to be illegal or void, revoked, annulled, terminated or otherwise modified and that there are no agreements or understandings among the parties, written

or oral, and that there is no usage of trade or course of prior dealing among the parties that would, in either case, expand, modify, supplant or qualify or otherwise affect or be inconsistent with the terms of the Underwriting Agreement, the

Indentures and the Notes (the “Operative Documents”) or the respective rights or obligations of the parties thereunder. We have assumed, without any investigation, the same to have been properly given and to be accurate, and we

have assumed the truth of all facts communicated to us by the Guarantor, and that all written resolutions, consents, minutes and protocols of meetings of the board of directors, committees of the board of directors and shareholders of the Guarantor

which have been provided to us are true and accurate.

Insofar as this opinion relates to factual matters, information with respect to which is in

possession of the Company, we have relied (without independent investigation) upon and have assumed the truth and accuracy of the representations by the Company in the Underwriting Agreement (including the schedules thereto) and representations or

certificates of, or communications with, directors, officers, employees or representatives of the Company and certain public officials. We have not examined any records of any court, administrative tribunal or other similar entity in connection with

our opinion expressed herein. Except to the extent expressly set forth herein, we have not undertaken any independent investigation to determine the existence or absence of any fact, and no inference as to our knowledge of the existence or absence

of any fact should be drawn from our representation of the Company or the rendering of the opinion set forth below.

The opinions hereinafter expressed

are qualified to the extent that the validity or enforceability of any of the agreements, documents or obligations referred to herein may be limited by, subject to or affected by applicable bankruptcy, insolvency, reorganization, moratorium or other

laws relating to or affecting the rights of creditors generally, or by statutory or decisional law concerning recourse by creditors to security in the absence of notice and hearing, or by general equitable principles (regardless of whether

enforcement is sought in equity or at law), including principles of commercial reasonableness or conceivability and an implied covenant of good faith and fair dealing, or by the discretionary powers of any court or administrative body. We do not

express any opinion herein as to the availability of any equitable or other specific remedy, including specific performance, upon breach of any of the agreements, documents or obligations referred to herein.

In connection with all of the opinions expressed below, we have assumed, without any investigation, that, at or prior to the time of the delivery of the

Notes, (i) the Company has received the consideration provided for pursuant to the relevant corporate action and, if applicable, the underwriting agreements; (ii) the Registration Statement (including any post-effective amendments) is

effective under the Securities Act, and such effectiveness shall not have been terminated or rescinded; and (iii) there shall not have occurred, since the delivery of this opinion letter, any change in law affecting the validity or

enforceability of any such security. We have also assumed due authorization, execution and delivery of all documents, including the Operative Documents, by the parties thereto other than the Company.

We have also assumed, other than with respect to the Company, (i) the due organization, valid corporate

existence (or similar existence with respect to non-corporate entities) and good standing of each of the parties to the Underwriting Agreement under the laws of its jurisdiction of establishment, and

(ii) that each of the parties to the Underwriting Agreement has all requisite power and authority (corporate, partnership or otherwise, as applicable) to execute, deliver and perform the Underwriting Agreement and the agreements, instruments

and documents executed by it in connection therewith, and, to the extent applicable, has taken all action (corporate, partnership or otherwise) and obtained all consents and approvals necessary for the execution, delivery and performance by such

party of the Underwriting Agreement and of the agreements, instruments and documents executed by it in connection therewith, and to effect the Indentures and the issuance of the Notes and the consummation of the transactions contemplated thereby.

We have also assumed that: (i) all personal interests that are required to be disclosed under applicable law in connection with any approval or

consent required in connection with the transactions contemplated by the Operative Documents were fully disclosed and that none of the Underwriters are officers, directors or controlling shareholders of the Guarantor or any of its affiliates, or

related to any of them; (ii) the offer and sale of the Notes to, and the purchase of the Notes by, the Underwriters were not, are not and will not be made in Israel; (iii) the offer and sale of the Notes by the Underwriters were not, are

not and will not be made in Israel, other than to investors that qualify as one of the types of investors listed in the First Addendum to the Israel Securities Law, 5728-1968, subject to and in accordance with the requirements set forth in such

First Addendum.

Our opinions expressed below are only with respect to the specific and express legal issues addressed, and do not and are not intended to

address any other legal issues. No other opinions may be implied from the specific and express opinions set forth below, nor may the taking of any actions on our part be inferred or implied unless specifically and expressly stated.

Our opinions expressed below are based upon, and limited to, our consideration of only those statutes, rules and regulations of the State of Israel which, in

our experience, are normally applicable to guarantors of securities of the nature of the Notes. Whenever a statement herein is qualified by “our knowledge” or a similar phrase, it is intended to indicate that those attorneys in this firm

who have rendered substantive legal services in connection with the referenced documents do not have current actual knowledge of the inaccuracy of such statement. However, except as otherwise expressly indicated, we have not undertaken any

independent investigation to determine the accuracy of any such statement, and no inference that we have any knowledge of any matters pertaining to such statement should be drawn from our representation of the Company.

Further, the governing law of the Operative Documents is not the law of Israel and we therefore express no opinion in respect to matters governed by or

construed in accordance with the laws of any jurisdiction other than the laws of the State of Israel and as to any questions of law relating to interpretation of the Operative Documents.

Based on and subject to the foregoing, we are of the opinion that Teva’s guarantees for the Notes under the Indentures have been duly authorized and are

binding obligations of Teva.

We do not purport to be expert on the laws of any jurisdiction other than the laws of the State of Israel, and we express no

opinion herein as to the effect of any other laws.

This opinion shall be governed by the laws of the State of Israel and interpreted in accordance with

the laws of the State of Israel, without regard to the choice of laws principles of the State of Israel, as to all matters, including matters of validity, construction, affect, enforceability, performance and remedies and exclusive jurisdiction with

respect thereto under all and any circumstances.

We hereby consent to the filing of this opinion as an exhibit to the Company’s Current Report on

Form 8-K, which is incorporated into the Registration Statement and in accordance with the requirements of Item 601(b)(5) of Regulation S-K promulgated under the

Securities Act. By giving our consent, we do not admit that we are in the category of persons whose consent is required under Section 7 of the Securities Act or the rules and regulations issued or promulgated thereunder.

This opinion is being delivered to you for your information in connection with the above matter and addresses

matters only as of the date hereof and we assume no obligation to update (including, without limitation, with respect to any action which may be required in the future to perfect or continue the perfection of any security interest) or to supplement

such opinions to reflect any fact or circumstance that hereafter may come to our attention or any change in law that hereafter may occur or become effective.

The opinions expressed herein represent the judgment of this law firm as to the legal matters addressed herein but they are not guarantees or warranties as to

how a court might rule on such matters and should not be construed as such.

EX-5.2

Filename: d155511dex52.htm · Sequence: 6

EX-5.2

September 16, 2026

Teva Pharmaceutical Industries Limited

400 Interpace Parkway,

Parsippany, NJ 07054 USA

Ladies and Gentlemen:

We have acted as New York counsel to Teva Pharmaceutical Finance Netherlands II B.V. (the “Euro Issuer”), Teva

Pharmaceutical Finance Netherlands III B.V. (“Teva Finance III”), Teva Pharmaceutical Finance Netherlands IV B.V. (“Teva Finance IV” and together with Teva Finance III, the “US

Issuers”), each a Dutch private limited liability company (together, the “Issuers”), and Teva Pharmaceutical Industries Limited, an Israeli corporation (the “Guarantor”), in

connection with the issuance and sale, on the date hereof, (a) by the Euro Issuer, of (x) €1,000,000,000 aggregate principal amount of its 4.250% Senior Notes due 2033 (the “2033 Euro Notes”) and (y)

€500,000,000 aggregate principal amount of its 4.625% Senior Notes due 2036 (the “2036 Euro Notes” together with the 2033 Euro Notes, the “Euro Notes”), (b) by Teva Finance III, of (x)

$1,000,000,000 aggregate principal amount of its 5.500% Senior Notes due 2034 (the “2034 USD Notes”) and (y) $1,000,000,000 aggregate principal amount of its 5.750% Senior Notes due 2037 (the “2037 USD

Notes”), and (c) by Teva Finance IV, of $1,200,000,000 aggregate principal amount of its 5.250% Senior Notes due 2032 (the “2032 USD Notes” and, together with the 2034 USD Notes and 2037 USD Notes, the

“USD Notes” and, together with the Euro Notes, the “Notes”)). The Euro Notes will be issued pursuant to an Indenture, dated as of March 14, 2018 (the “Euro Notes Base

Indenture”), by and among the Euro Issuer, the Guarantor and The Bank of New York Mellon, as trustee (in such capacity, the “Trustee”), as supplemented by the Sixth Supplemental Indenture relating to the Euro

Notes, dated as of September 16, 2026 (the “Euro Notes Supplemental Indenture” and, together with the Euro Notes Base Indenture, the “Euro Notes Indenture”), by and among the Euro Issuer, the

Guarantor, the Trustee and The Bank of New York Mellon, London Branch, as paying agent (the “Paying Agent”). The 2034 USD Notes and the 2037 USD Notes will be issued pursuant to an Indenture, dated as of March 14, 2018

(the “Teva Finance III Notes Base Indenture”), by and among Teva Finance III, the Guarantor and the Trustee, as supplemented by the Sixth Supplemental Indenture relating to the 2034 USD Notes and the 2037 USD Notes, dated

as of September 16, 2026 (the “Teva Finance III Supplemental Indenture” and, together with the Teva Finance III Base Indenture, the “Teva Finance III Indenture”), by and among Teva Finance

III, the Guarantor, and the Trustee. The 2032 USD Notes will be issued pursuant to an Indenture, dated as of May 28, 2025 (the “Teva Finance IV Base Indenture”), by and among Teva Finance IV, the Guarantor and the

Trustee, as supplemented by the Second Supplemental Indenture relating to the 2032 USD Notes USD Notes, dated as of September 16, 2026 (the “Teva Finance IV Supplemental Indenture” and, together with the Teva Finance

IV Notes Base Indenture, the “Teva Finance IV Indenture”), by and among Teva Finance IV, the Guarantor, and the Trustee. Each of the Euro Notes Indenture, the Teva Finance III Indenture and the Teva Finance IV Indenture

(together, the “Indentures”) provide that the Notes are to be guaranteed (the “Guarantee” and, together with the Notes, the “Securities”) by the Guarantor. The offering

and sale of the Securities are also being made pursuant to (i) an automatic shelf registration statement on Form S-3ASR under the Securities Act of 1933, as amended (the “Securities

Act”), filed with the Securities and Exchange Commission (the “Commission”) on February

Exhibit 5.2

September 16, 2026

7, 2025 (File No. 333-284770), including the information deemed

to be a part of the registration statement pursuant to Rule 430B under the Securities Act (the “Registration Statement”), (ii) the base prospectus contained in the Registration Statement (the “Base

Prospectus”), (iii) a preliminary prospectus supplement dated as of September 7, 2026 filed with the Commission pursuant to Rule 424(b) under the Securities Act (together with the Base Prospectus, the “Preliminary

Prospectus”), (iv) the final prospectus supplement dated as September 9, 2026 filed with the Commission pursuant to Rule 424(b) under the Securities Act (together with the Base Prospectus, the

“Prospectus”) and (v) an underwriting agreement, dated September 9, 2026 (the “Underwriting Agreement”) by and among the Issuers, the Guarantor, BNP PARIBAS, J.P. Morgan SE, Citigroup

Global Markets Europe AG, and Goldman Sachs Bank Europe SE, as representatives of the Euro underwriters named therein, and BNP Paribas Securities Corp., Citigroup Global Markets Inc., Goldman Sachs Bank Europe SE, and J.P. Morgan Securities LLC, as

representatives of the Dollar underwriters named therein.

This opinion letter is rendered in accordance with the requirements of Item

601(b)(5) of Regulation S-K under the Securities Act, and no opinion is expressed herein as to any matter pertaining to the contents of the Registration Statement or the Prospectus, any other prospectus filed

pursuant to Rule 424(b) with respect thereto, other than as expressly stated herein with respect to the issuance and sale of the Notes.

In connection with our opinions expressed below, we have examined originals or copies certified to our satisfaction of the following documents

and such other documents, certificates and other statements of government officials and corporate officers of the Issuers and Guarantor as we deemed necessary for the purposes of the opinions set forth in this opinion letter:

(a)

the Underwriting Agreement;

(b)

the Euro Notes Indenture;

(c)

the Teva Finance III Indenture;

(d)

the Teva Finance IV Indenture;

(e)

the forms of the Notes;

(f)

the Registration Statement;

(g)

the Preliminary Prospectus; and

(h)

the Prospectus.

We have relied, to the extent we deem such reliance proper, upon such certificates or comparable documents of officers and representatives of

the Issuers and the Guarantor, as applicable, and of public officials and upon statements and information furnished by officers and representatives of the Issuers and the Guarantor with respect to the accuracy of material factual matters contained

therein which were not independently established by us. In rendering the opinions expressed below, we have assumed, without independent investigation or verification of any kind, the genuineness of all signatures on documents we have reviewed, the

legal capacity and competency of all natural persons signing all such documents, the authenticity and completeness of all documents submitted to us as originals, the conformity to authentic, complete original documents of all documents submitted to

us as copies, the truthfulness, completeness and correctness of all factual representations and statements contained in all documents we have reviewed, the accuracy and completeness of all public records examined by us, and the accuracy of all

statements in certificates of officers of the Issuers and the Guarantor that we reviewed.

September 16, 2026

In making our examination of documents executed by parties other than the Issuers and

Guarantor, we have assumed (a) that such parties had the power, corporate or other, and authority to enter into and perform all their obligations thereunder, (b) the due authorization by all requisite action, corporate or other, and

execution and delivery by such parties of such documents and the validity, binding and enforceable effect thereof in accordance with their respective terms and (c) that the Trustee is in compliance, generally and with respect to acting as

trustee under the Indentures, with all applicable laws and regulations.

In rendering the opinions contained herein, we have assumed that

the Notes and Guarantee will be delivered by the Issuers and Guarantor, as applicable, in accordance with applicable laws and sold as contemplated in the Registration Statement.

Based upon the foregoing assumptions and the assumptions set forth below, and subject to the qualifications and limitations stated herein,

having considered such questions of law as we have deemed necessary as a basis for the opinions expressed herein, we are of the opinion that when the Notes have been duly authenticated by the Trustee in accordance with the terms of the Indentures

and delivered to and paid for by the Underwriters in accordance with the terms of the Underwriting Agreement, (i) the Notes will constitute valid and binding obligations of the Issuers, enforceable in accordance with their terms, and

(ii) the guarantees of the Notes by the Guarantor will constitute valid and legally binding obligations of the Guarantor, enforceable in accordance with their terms.

The foregoing opinions as to enforceability of obligations of the Issuers and Guarantor is subject to (i) bankruptcy, insolvency,

receivership, conservatorship, liquidation, reorganization, fraudulent transfer, moratorium or other laws affecting the enforcement of creditors’ rights generally, and by the application of general principles of equity (whether applied by a

court in equity or at law) and the discretion of the court before which any proceedings therefor may be brought (such principles of equity are of general application, and in applying such principles, a court may include a covenant of good faith and

fair dealing and apply concepts of reasonableness, mutuality and materiality); (ii) requirements that a judgment for money damages rendered by a court in the United States be expressed only in U.S. dollars; and (iii) governmental authority to

limit, delay or prohibit the making of payments outside the United States or in foreign currency or composite currency. Rights to indemnification and contribution may also be limited by Federal and state securities laws.

The opinions expressed above are limited to questions arising under the law of the State of New York. We do not express any opinion as to the

laws of any other jurisdiction. Various issues concerning the laws of the Netherlands and Israel are addressed in the opinions of Agmon with Tulchinsky Law Firm and Van Doorne N.V. filed as Exhibits 5.1 and 5.3, respectively to the Guarantor’s

Current Report on Form 8-K. We express no opinion with respect to those matters herein, and to the extent elements of those opinions are necessary to the conclusions expressed herein, we have, with the

Guarantors’ and Issuers’ consent, assumed such matters.

We express no opinion as to the validity, legally binding effect or

enforceability of any provision in any agreement or instrument that (i) requires or relates to payment of any interest at a rate or in an amount which a court would determine in the circumstances under applicable law to be commercially

unreasonable or a penalty or a forfeiture or (ii) relates to governing law and submission by the parties to the jurisdiction of one or more particular courts.

This opinion letter is for your benefit in connection with the Registration Statement and may be relied upon by you and by persons entitled to

rely upon it pursuant to the applicable provisions of the Securities Act. This opinion letter is provided solely in connection with the distribution of the Notes pursuant to the Registration Statement and is not to be relied upon for any other

purpose.

September 16, 2026

The opinions expressed above are as of the date hereof only, and we express no opinion as to,

and assume no responsibility for, the effect of any fact or circumstance occurring, or of which we learn, subsequent to the date of this opinion letter, including, without limitation, legislative and other changes in the law or changes in

circumstances affecting any party. We assume no responsibility to update this opinion letter for, or to advise you of, any such facts or circumstances of which we become aware, regardless of whether or not they affect the opinions expressed in this

opinion letter.

We hereby consent to the filing of this opinion letter with the Commission as Exhibit 5.2 to the Company’s Current

Report on Form 8-K and to the incorporation by reference of this opinion letter into the Registration Statement and to the reference to our firm appearing under the caption “Legal Matters” in the

Prospectus. In giving this consent, we do not hereby admit that we are within the category of persons whose consent is required under Section 7 of the Securities Act or the rules and regulations of the Commission thereunder.

Very truly yours,

/s/ White & Case LLP

AJE/AS/LKM/AS/AS

EX-5.3

Filename: d155511dex53.htm · Sequence: 7

EX-5.3

Exhibit 5.3

Van Doorne

Teva Pharmaceutical Finance Netherlands II B.V.

Teva Pharmaceutical Finance Netherlands III B.V.

Teva

Pharmaceutical Finance Netherlands IV B.V.

T +31 20 6789 123

F +31 20 6789 589

c/o Teva Pharmaceutical Industries Limited

124 Dvora Hanevi’a Street

Tel Aviv, 6944020

Israel

Date

16 September 2026

Dear Sirs, Madams,

Our ref.

40003173

Subject

Registration Statement on Form S-3 ASR re: Teva Pharmaceutical Finance Netherlands II B.V., Teva Pharmaceutical Finance

Netherlands III B.V., and Teva Pharmaceutical Finance Netherlands IV B.V.

We have acted as Dutch legal advisers to Teva Pharmaceutical Finance Netherlands II B.V. (TPFN II), Teva Pharmaceutical Finance Netherlands III B.V. (TPFN III), and Teva Pharmaceutical Finance Netherlands IV B.V.

(TPFN IV) each a Dutch private limited liability company (each a Dutch Company), in connection with the issuance by TPFN II of €1,000,000,000 of its 4.250% Senior Notes due 2033 (the 2033 Euro Notes) and of

€500,000,000 of its 4.625% Senior Notes due 2036 (the 2036 Euro Notes and together with the 2033 Euro Notes: the Euro Notes), with the issuance by TPFN III of (i) $500,000,000 of its 5.500% Senior Notes due 2034, and (ii)

500,000,000 of its 5.500% Senior Notes due 2034 (the 2034 USD Notes) and of (i) $500,000,000 of its 5.750% Senior Notes due 2037, and (ii) $500,000,000 of its 5.750% Senior Notes due 2037 (the 2037 USD Notes, together with the 2034 USD

Notes the Teva III USD Notes) and with the issuance by TPFN IV of (i) $500,000,000 of its 5.250% Senior Notes due 2032, (ii) $500,000,000 of its 5.250% Senior Notes due 2032, and (iii) $200,000,000 of its 5.250% Senior Notes due 2032

(the 2032 USD Notes and together with the Euro Notes and the Teva III USD Notes: the Notes), guaranteed by Teva, to be issued pursuant to the Indentures (as defined in Schedule 2 (Documents)) and registered under the Registration

Statement on Form S-3 ASR filed by Teva Pharmaceutical Industries Limited, an Israeli corporation (Teva) and the Dutch Companies (the Registration Statement), with the Securities and Exchange

Commission pursuant to the Securities Act of 1933 (the Act), on 7 February 2025.

For the purpose of this opinion, we have examined and relied only on the documents listed in Schedule 2 (Documents) and Schedule 3 (Corporate Documents), which shall form part of this opinion.

Van Doorne N.V.

Jachthavenweg 121

1081 KM Amsterdam

The documents listed in Schedule 2 are referred to as the Documents and the documents listed in Schedule 3 as the Corporate Documents.

Postbus 75265

1070 AG Amsterdam

KvK Amsterdam 34199342

Van Doorne N.V. is the exclusive contracting party in respect of all commissioned work. This work and all relations with third parties shall be governed by the General Terms of Van Doorne N.V. and its subsidiaries which include a

limitation of liability. These Terms, which have been filed with the District Court at Amsterdam, may be consulted at www.vandoorne.com and will be forwarded upon request.

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Unless otherwise defined in this opinion (including Schedule 1) or unless the context otherwise requires,

words and expressions defined in the Documents shall have the same meanings when used in this opinion.

In connection with such examination and in giving

this opinion, we have assumed:

(i)

the genuineness of the signatures to the Documents and the Corporate Documents, the authenticity and

completeness of the Documents and the Corporate Documents submitted to us as originals, the conformity to the original documents of the Documents and Corporate Documents submitted to us as copies and the authenticity and completeness of those

original documents;

(ii)

the electronic signatures on any of the Documents, as the case may be, is placed by the signatory whose name is

stated in the relevant signature block;

(iii)

the due incorporation and valid existence of, the corporate power and authority of and the due authorization

and execution of the Documents by, each of the parties thereto (other than the Dutch Companies) under any applicable law (other than Dutch law);

(iv)

the due compliance with all matters of, and the validity, binding effect and enforceability of the Documents

under, any applicable law (other than Dutch law) and in any jurisdiction (other than the Netherlands) in which an obligation under the Documents falls to be performed;

(v)

the due authorization and due execution by each Dutch Company of the Documents submitted to and examined by us

in draft in the form of those drafts;

(vi)

that (1) no resolution for the dissolution (ontbinding) of any Dutch Company has been taken and no

application has been made for the (opening of) any Insolvency Proceeding in respect of any Dutch Company, (2) none of the Dutch Companies has been dissolved, (3) none of the Dutch Companies is subject to any Insolvency Proceeding and

(4) no order for the administration of assets of any Dutch Company has been made; the assumptions referred to under (2) and (3) as to Dutch Insolvency Proceedings are supported by the Extracts, it being noted that (i) this does not

constitute conclusive evidence thereof and (ii) a Dutch Pre-insolvency Proceeding (as defined under qualification (B)) may be in the form of a confidential proceeding which the Extracts will not reveal;

(vii)

that no party to the Documents is controlled by or otherwise connected with a person, organisation or country

which is subject to United Nations, European Union or Dutch sanctions implemented or effective in the Netherlands under or pursuant to the Sanction Act 1977 (Sanctiewet 1977), the Economic Offences Act (Wet economische delicten), the General

Customs Act (Algemene Douanewet) or Regulations of the European Union;

(viii)

that no Dutch Company takes deposits or other repayable funds from the public within the meaning of the

European Regulation No. 575/2013 on prudential requirements for credit institutions and investment firms in the Netherlands and the Notes will only be offered to qualified investors (as defined in Regulation (EU) 2017/1129);

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(ix)

that the execution of and performance under the Documents by a Dutch Company are not prohibited or affected by

contractual restrictions or obligations binding on that Dutch Company; and

(x)

that any foreign law which may apply with respect to any of the Documents or the transactions contemplated

thereby does not affect this opinion.

This opinion is only given with respect to Dutch law in force as at the date hereof and as

generally interpreted on the basis of case-law published at the date hereof. We do not express any opinion on: (i) matters of fact or the completeness or accuracy of the representations or warranties made

pursuant to the Documents, (ii) matters of foreign law, international law (including the law of the European Union to the extent not directly applicable in the Netherlands), tax law (except for any specific tax opinions contained herein) and

anti-trust and competition law (including the law of the European Union in respect of antitrust and competition), and (iii) commercial, accounting or non-legal matters or on the ability of the parties to meet

their financial or other obligations under the Documents. We do not assume any obligation to advise the Dutch Companies (or any other person entitled to rely on this Opinion Letter) of subsequent changes in Dutch law or in the interpretation

thereof.

Based on and subject to the foregoing and subject to the qualifications set out below and matters of fact, documents or events not disclosed to

us, we express the following opinion:

The Notes have been duly authorized, executed, authenticated, issued and delivered in accordance with the

relevant Indenture by the relevant Dutch Company, and, as a matter of Dutch law, constitute valid and binding obligations of the relevant Dutch Company.

The opinion expressed above is subject to the following qualifications:

(A)

Our opinions expressed herein are subject to and limited by (i) Dutch or foreign laws and regulations

applicable to Insolvency Proceedings, including laws and regulations of general application relating to or affecting the rights of creditors or secured creditors and (ii) the provisions of the Insolvency Regulation.

(B)

The Dutch Bankruptcy Act (Faillissementswet) provides for a composition outside Insolvency Proceedings

(Dutch Pre-Insolvency Proceedings). Dutch Pre-Insolvency Proceedings are proceedings to restructure debt of companies in financial distress. Rights and claims

against a Dutch Company and security granted by a Dutch Company can be compromised as a result of a composition plan adopted and confirmed in Dutch Pre-Insolvency Proceedings. A composition plan adopted and

confirmed in Dutch Pre-Insolvency Proceedings can extend to rights and claims against entities that are not incorporated under Dutch law and/or are residing outside the Netherlands on the basis that there is a

connection with the Netherlands. In Dutch Pre-Insolvency Proceedings, the Court can order a cooling down period (afkoelingsperiode). During such cooling down period:

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any recourse on the assets of the relevant debtor will require the authorisation of the court; this includes

action to (i) enforce security over the assets of the debtor and (ii) collect pledged claims and to notify the debtors of such pledged claims of the right of pledge;

the debtor can continue to exercise any authority it had prior to the commencement of the cooling-down period

to use, consume and dispose of assets (included secured assets) and to collect pledged claims, in each case in the ordinary course of business and subject to the requirement that the interests of parties affected thereby are sufficiently protected;

and

filings for bankruptcy or suspension of payments of the debtor are suspended.

(C)

The term “enforceable” used in the opinion above means that the obligations assumed by the relevant

party under the relevant document are of a type which the Dutch courts generally enforce and does not mean that those obligations will be necessarily enforced in accordance with their terms under all circumstances. In particular, the availability in

the Dutch courts of remedies, such as injunction and specific performance is at the discretion of the Dutch courts. The enforcement in the Netherlands of the Documents is subject to the Dutch rules of civil procedure as applied by the Dutch courts.

(D)

Foreign currency amounts claimed in a Dutch Insolvency Proceeding will be converted into euro for enforcement

purposes at the rate prevailing at the commencement of such Dutch Insolvency Proceeding. In addition, foreign currency amounts may have to be converted into euro for enforcement purposes.

(E)

Under the Dutch rules on fraudulent preference, the validity of a transaction (such as the execution of an

agreement or the giving of guarantees or security) entered into by a Dutch Company may be contested. In particular if a transaction entered into by a Dutch Company is prejudicial to the interests of its creditors, the validity of such transaction

may in certain circumstances be contested by such creditors or the public receiver in an Insolvency Proceeding of that Dutch Company.

We hereby consent to the filing of this opinion as an exhibit to the Current Report on Form 8-K filed by Teva and

incorporated by reference into the Registration Statement. By giving our consent, we do not admit that we are in the category of persons whose consent is required under Section 7 of the Act or the rules and regulations promulgated thereunder.

This opinion is being delivered to you for your information in connection with the above matter and addresses matters only as of the date hereof. This

opinion is strictly limited to the matters stated herein and is not to be read as extending by implication to any other matters in connection with the Documents or the Corporate Documents or otherwise. This opinion is given subject to and may only

be relied upon by you on the express conditions that (i) Van Doorne N.V. is the party issuing this opinion, (ii) any liability of individual persons or

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legal entities involved in the services provided by or on behalf of Van Doorne N.V. is expressly excluded (uitgesloten), (iii) in respect of Dutch legal concepts, which are expressed in this

opinion in English terms, the original Dutch terms will prevail, (iv) this opinion and the opinions given herein are governed by Dutch law, and (v) all disputes arising from or in connection with this opinion must be submitted to the

exclusive jurisdiction of, and will be exclusively decided by, the competent court in Amsterdam, the Netherlands, without prejudice to the right of appeal and appeal to the Supreme Court, and (vi) the aggregate liability of Van Doorne N.V. (and

the individual persons and legal entities involved in the services provided by or on behalf of Van Doorne N.V) in respect of this opinion towards the Dutch Companies and any other person will be limited to the amount which can be claimed under the

professional liability insurance(s) taken out by Van Doorne N.V., increased by the amount which Van Doorne N.V. has to bear as their own risk pursuant to the terms of such insurance(s).

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SCHEDULE 1

DEFINITIONS AND INTERPRETATION

INTERPRETATION

Any reference in this opinion to a “person” includes any individual person, firm, partnership,

company, corporation, government agency or administrative body or any other legal entity.

Any reference in this opinion made to the laws of the Netherlands or Dutch law or to the Netherlands in a

geographical sense, should be read as:

(i)

a reference to the laws as in effect in that part of the Kingdom of the Netherlands that is located in

Continental Europe (Europese deel van Nederland);

(ii)

a reference to the geographical part of the Kingdom of the Netherlands that is located in Continental Europe.

DEFINITIONS

In this opinion:

Dutch

Insolvency Proceeding means a bankruptcy (faillissement) or a (provisional) suspension of payment ((voorlopige) surseance van betaling);

Indentures means the Euro Notes Indenture, the Teva III USD Notes Indenture and the 2032 USD Notes Indenture;

Insolvency Proceeding means a Dutch Insolvency Proceeding or any foreign insolvency proceeding howsoever named (including without

limitation any insolvency proceeding referred to in the Insolvency Regulation or in Annex A to the Insolvency Regulation); and

Insolvency Regulation means the Regulation (EU) 2015/848 of the European Parliament and of the Council of 20 May 2015 on insolvency

proceedings (recast).

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SCHEDULE 2

DOCUMENTS

(a)

A copy of the signed Registration Statement dated on 7 February 2025;

(b)

a signed copy of the indenture relating to the Euro Notes dated as of 14 March 2018, as supplemented by a

first supplemental indenture dated 14 March 2018, a second supplemental indenture dated 25 November 2019, a third supplemental indenture dated 9 November 2021, a fourth supplemental indenture dated 9 March 2023, and a fifth supplemental indenture

dated 28 May 2025 (the Euro Notes Base Indenture);

(c)

a signed copy of a sixth supplemental indenture relating to the Euro Notes, dated 16 September 2026 and made

between TPFN II, Teva Pharmaceutical Industries Limited, The Bank of New York Mellon as trustee, and The Bank of New York Mellon, London branch, as principal paying agent (the Euro Notes Supplemental Indenture and together with the Euro Notes

Base Indenture, the Euro Notes Indenture);

(d)

a signed copy of the indenture relating to the Teva III USD Notes dated as of 14 March 2018, as supplemented by

a first supplemental indenture dated 14 March 2018, a second supplemental indenture dated 25 November 2019, a third supplemental indenture dated 9 November 2021, a fourth supplemental indenture dated 9 March 2023, and a fifth supplemental indenture

dated 28 May 2025 (the Teva III USD Notes Base Indenture);

(e)

a signed copy of a sixth supplemental indenture relating to the Teva III USD Notes, dated 16 September 2026 and

made between TPFN III, Teva Pharmaceutical Industries Limited and The Bank of New York Mellon as trustee (the Teva III USD Notes Supplemental Indenture and together with the Teva III USD Notes Base Indenture, the Teva III USD

Notes Indenture);

(f)

a signed copy of the indenture relating to the 2032 USD Notes dated 28 May 2025 as supplemented by a first

supplemental indenture dated 28 May 2025 (the 2032 USD Notes Base Indenture); and

(g)

a signed copy of a second supplemental indenture relating to the 2032 USD Notes, dated 16 September 2026 and

made between TPFN IV and The Bank of New York Mellon as trustee (the 2032 USD Notes Supplemental Indenture and together with the 2032 USD Notes Base Indenture, the 2032 USD Notes Indenture).

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SCHEDULE 3

CORPORATE DOCUMENTS

(a)

A copy of the deed of incorporation of (i) TPFN II dated 16 October 2013, (ii) TPFN III dated 21 September

2015, and (iii) TPFN IV dated 22 April 2016;

(b)

a copy of (i) the articles of association of TPFN II dated 14 November 2013 and (ii) the articles of

association of TPFN III as included in its deed of incorporation, and (iii) the articles of association of TPFN IV as included in its deed of incorporation; and

(c)

an extract in respect of each Dutch Company from the Commercial Register, each dated the date of this opinion

(the Extracts).

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