Baxter International Inc. Announces Executive and Board Changes

TL;DR

Baxter shakes up exec team & board. New faces, new pay plans.

AI Summary

Baxter International Inc. announced on September 3, 2024, changes in its executive team and board of directors. The filing details the departure of certain officers and the election of new directors, alongside updates to compensatory arrangements for key executives. Specific names of departing officers or newly elected directors were not provided in this excerpt.

Why It Matters

Changes in executive leadership and board composition can signal shifts in company strategy, operational focus, or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Executive and board changes can introduce uncertainty regarding future strategy and leadership stability.

Key Players & Entities

• Baxter International Inc. (company) — Registrant

FAQ

Key Financial Figures

• $1.00 — nge on which registered Common Stock, $1.00 par value BAX (NYSE) New York Stock

Filing Documents

• d865964d8k.htm (8-K) — 29KB
• 0001193125-24-212145.txt ( ) — 203KB
• bax25-20240903.xsd (EX-101.SCH) — 4KB
• bax25-20240903_def.xml (EX-101.DEF) — 16KB
• bax25-20240903_lab.xml (EX-101.LAB) — 25KB
• bax25-20240903_pre.xml (EX-101.PRE) — 16KB
• d865964d8k_htm.xml (XML) — 8KB

From the Filing

8-K 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: Item5.02 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

View Full Filing

View this 8-K filing on SEC EDGAR