true false 0000010456 0000010456 2024-09-03 2024-09-03 0000010456 bax25:M1.3PercentGlobalNotesDue2025Member 2024-09-03 2024-09-03 0000010456 bax25:M1.3PercentGlobalNotesDue2029Member 2024-09-03 2024-09-03 0000010456 us-gaap:CommonStockMember exch:XNYS 2024-09-03 2024-09-03 0000010456 us-gaap:CommonStockMember exch:XCHI 2024-09-03 2024-09-03

 

 

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 3, 2024

 

 

Baxter International Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware

(State or other jurisdiction of incorporation)

 

1-4448   36-0781620

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

 

One Baxter Parkway, Deerfield, Illinois   60015
(Address of principal executive offices)   (Zip Code)

(224) 948-2000

(Registrant’s telephone number, including area code)

(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

Common Stock, $1.00 par value   BAX (NYSE)   New York Stock Exchange
    Chicago Stock Exchange
1.3% Global Notes due 2025   BAX 25   New York Stock Exchange
1.3% Global Notes due 2029   BAX 29   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 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 3, 2024, Baxter International Inc. (the “Company”) and Mr. Brian Stevens mutually agreed that he will resign from his role as the Company’s Senior Vice President, Chief Accounting Officer and Controller and principal accounting officer (“PAO”) and will no longer be an employee of the Company as of the same date. Mr. Stevens will receive severance consistent with the terms of the Company’s Executive Severance Plan as set forth in the Company’s Proxy Statement filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 25, 2024, subject to not revoking a general release of claims in favor of the Company. Mr. Stevens’ departure was not a result of any disagreement with the Company on any matter related to its operations, policies, practices, financial disclosures or accounting matters.

On September 3, 2024, the Board of Directors of the Company approved the appointment of Mr. Joel Grade, the Company’s Executive Vice President and Chief Financial Officer, as the Company’s Chief Accounting Officer and PAO on an interim basis, effective September 3, 2024, while continuing to serve in his current position. Mr. Grade’s compensation will not change in connection with this interim appointment. Information regarding Mr. Grade’s background is included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the SEC on February 8, 2024, and such information is incorporated herein by reference.

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 thereunto duly authorized.

 

    BAXTER INTERNATIONAL INC.
Date: September 3, 2024     By:  

/s/ Joel T. Grade

    Name:   Joel T. Grade
    Title:   Executive Vice President, Chief Financial Officer and Interim Chief Accounting Officer
v3.24.2.u1
Document and Entity Information
Sep. 03, 2024
Document And Entity Information [Line Items]  
Document Type 8-K
Document Period End Date Sep. 03, 2024
Entity Registrant Name Baxter International Inc.
Entity Incorporation State Country Code DE
Entity File Number 1-4448
Entity Tax Identification Number 36-0781620
Entity Address Address Line 1 One Baxter Parkway
Entity Address City Or Town Deerfield
Entity Address State Or Province IL
Entity Address Postal Zip Code 60015
City Area Code 224
Local Phone Number 948-2000
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Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0000010456
Common Stock [Member] | XNYS  
Document And Entity Information [Line Items]  
Security 12b Title Common Stock, $1.00 par value
Trading Symbol BAX
Security Exchange Name NYSE
Common Stock [Member] | XCHI  
Document And Entity Information [Line Items]  
Security 12b Title Common Stock, $1.00 par value
Security Exchange Name CHX
No Trading Symbol Flag true
1.3% Global Notes Due 2025 [Member]  
Document And Entity Information [Line Items]  
Security 12b Title 1.3% Global Notes due 2025
Trading Symbol BAX 25
Security Exchange Name NYSE
1.3% Global Notes Due 2029 [Member]  
Document And Entity Information [Line Items]  
Security 12b Title 1.3% Global Notes due 2029
Trading Symbol BAX 29
Security Exchange Name NYSE
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