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
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

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Election of Directors

On December3, 2018, Baxter International Inc. (the “Company”) appointed Mses. Patricia Morrison and Amy Wendell to the Company’s board of directors (the “Board”), each effective as of February18, 2019, the date of the next regularly scheduled meeting of the Board. Each of Ms.Morrison and Ms.Wendell was also appointed, effective as of February18, 2019, to the Board’s Audit Committee or Quality, Compliance& Technology Committee, respectively.

Mses. Morrison and Wendell will be compensated for service as a director to the Company’s Non-Employee Director Compensation Plan and will be eligible to participate in the Company’s Directors’ Deferred Compensation Plan. In connection with joining the Board, Mses. Morrison and Wendell will be granted equity awards as compensation for their 2019 service (representing the period between February18, 2019 and the Company’s 2019 Annual Meeting of Stockholders) in an amount consistent with the awards granted annually to non-employee directors, prorated for the number of months to be served during such period in accordance with the terms of the Company’s Non-Employee Director Compensation Plan.

In connection with these appointments, the Company increased the size of the Company’s Board by two directors to fourteen directors (effective as of February18, 2019) and appointed Mses. Morrison and Wendell to fill the newly created vacancies.

Item 5.02 Other Events.

On December6, 2018, the Company issued a press release announcing the appointment of Mses.Morrison and Wendell to the Board effective as of February18, 2019. A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

Item 5.02 Financial Statements and Exhibits.


BAXTER INTERNATIONAL INC Exhibit
EX-99.1 2 d657352dex991.htm EX-99.1 EX-99.1 Exhibit 99.1   FOR IMMEDIATE RELEASE Media Contact Stacey Eisen,…
To view the full exhibit click here

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.

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