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Baxter International Inc. (NYSE:BAX) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Baxter International Inc. (NYSE:BAX) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Item5.02

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

Effective May1, 2017, Giuseppe Accogli, formerly the Corporate
Vice President and President, Renal of Baxter International Inc.
(the Company), changed roles and has assumed the role of Senior
Vice President and President, Global Businesses. Brik Eyre,
formerly the Corporate Vice President and President, Hospital
Products of the Company, changed roles and has assumed the role
of Senior Vice President and President, Americas effective as of
the same date. These changes were made in connection with the
Companys continuing portfolio management and transformation
efforts.

Item5.07 Submission of Matters to a Vote of Security
Holders

On May2, 2017, the Company held its annual meeting of
stockholders. Of the 541,957,424 shares outstanding and entitled
to vote, 463,286,811 shares were represented at the meeting,
constituting a quorum of approximately 85.5%. The following is a
summary of the matters voted on at the meeting.

(a) The eight nominees for director were elected as follows:

Nominee

For Against Abstain BrokerNon- Votes

Jos (Joe) Almeida

384,103,720 21,180,292 5,904,089 52,098,710

Thomas F. Chen

400,745,186 9,978,717 464,198 52,098,710

John D. Forsyth

393,067,950 17,639,528 480,623 52,098,710

Munib Islam

392,787,890 17,887,002 513,209 52,098,710

Michael F. Mahoney

400,763,563 9,941,483 483,055 52,098,710

Carole J. Shapazian

399,898,863 10,840,154 449,084 52,098,710

Thomas T. Stallkamp

392,184,503 18,527,024 476,574 52,098,710

Albert P.L. Stroucken

396,538,427 14,174,655 475,019 52,098,710
(b) By the following vote, stockholders approved, on an advisory
basis, the 2016 compensation paid to the Companys named
executive officers:

For

Against

Abstain

BrokerNon-Votes

397,027,576

13,170,037 990,488 52,098,710
(c) By the following vote, shareholders recommended, on an
advisory basis, to hold an advisory vote on executive
compensation on an annual basis:

Every Year

EveryTwoYears

EveryThreeYears

Abstain

BrokerNon-Votes

362,847,120

1,936,480 45,599,733 804,768 52,098,710

The Company will include an advisory shareholder vote on
executive compensation in its proxy materials every year until
the next required advisory vote on the frequency of shareholder
votes on executive compensation.

(d) The appointment of PricewaterhouseCoopers LLP as the Companys
independent registered public accounting firm for 2017 was
ratified by the following vote:

For

Against

Abstain

451,261,925

9,277,776 2,747,110
(e) By the following vote, stockholders did not approve the
stockholder proposal relating to amending the proxy access
bylaw to increase the stockholder aggregation cap:

For

Against

Abstain

BrokerNon-Votes

115,315,542

293,964,705 1,907,854 52,098,710

About Baxter International Inc. (NYSE:BAX)
Baxter International Inc., through its subsidiaries, provides a portfolio of essential renal and hospital products, including home, acute and in-center dialysis; sterile intravenous (IV) solutions; infusion systems and devices; parenteral nutrition; biosurgery products and anesthetics, and pharmacy automation, software and services. The Company operates through two segments: Hospital Products and Renal. Its Hospital Products business manufactures IV solutions and administration sets, premixed drugs and drug-reconstitution systems, pre-filled vials and syringes for injectable drugs, IV nutrition products, infusion pumps, inhalation anesthetics, and biosurgery products. The business also provides products and services related to pharmacy compounding, and drug formulation. The Renal business provides products and services to treat end-stage renal disease, or irreversible kidney failure and acute kidney injuries. Baxter International Inc. (NYSE:BAX) Recent Trading Information
Baxter International Inc. (NYSE:BAX) closed its last trading session up +0.05 at 55.96 with 2,838,739 shares trading hands.

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