BAXTER INTERNATIONAL INC shareholders approved Approval of Amended Incentive Plan at the 2026-05-05 meeting.
“By the following vote, stockholders approved the Amended Incentive Plan (as described in”
BAXTER INTERNATIONAL INC — fact timeline
Source-grounded facts extracted from BAXTER INTERNATIONAL INC's SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.
BAXTER INTERNATIONAL INC shareholders approved Ratification of PricewaterhouseCoopers LLP as independent registered public accounting firm for 2026 at the 2026-05-05 meeting.
“By the following vote, stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2026: For Against Abstain 469,181,199 13,861,016 381,631”
BAXTER INTERNATIONAL INC shareholders approved Advisory approval of compensation paid to named executive officers for 2025 at the 2026-05-05 meeting.
“By the following vote, stockholders approved, on an advisory basis, the compensation paid to the Company’s named executive officers for 2025: For Against Abstain Broker Non-Votes 401,367,909 38,914,808 584,694 42,556,435”
BAXTER INTERNATIONAL INC shareholders approved Election of nine nominees for director at the 2026-05-05 meeting.
“The nine nominees for director were elected as follows: Nominee For Against Abstain Broker Non-Votes William A. Ampofo II 438,389,110 2,195,357 282,944 42,556,435 Jeffrey A. Craig 435,695,942 4,836,957 334,512 42,556,435 Andrew P. Hider 438,754,124 1,773,327 339,960 42,556,435 Michael R. McDonnell 438,799,149 1,737,319 330,943 42,556,435 Patricia B. Morrison 437,754,941 2,865,165 247,305 42,556,435 Nancy M. Schlichting 431,775,818 8,824,196 267,397 42,556,435 Brent Shafer 430,536,987 10,050,968 279,456 42,556,435 Amy A. Wendell 435,678,197 4,928,350 260,864 42,556,435 David S. Wilkes, M.D. 437,972,952 2,561,231 333,228 42,556,435”
BAXTER INTERNATIONAL INC: Amended and restated bylaws to set board size range of not less than seven nor more than twelve directors (effective 2026-05-05).
“the Board approved a corresponding amendment and restatement of the Company’s Amended and Restated Bylaws (the “Amended Bylaws”) reflecting that the number of directors on the Board shall not be less than seven nor more than twelve”
BAXTER INTERNATIONAL INC: Amended charter to reduce minimum number of directors to seven with no stated maximum limit (effective 2026-05-05).
“the stockholders of the Company approved an amendment of the Company’s Amended and Restated Certificate of Incorporation (the “Charter Amendment”) to reduce the required minimum number of directors to seven with no stated maximum limit.”
BAXTER INTERNATIONAL INC reported first quarter of 2026 results: revenue $2.7 billion, EPS ($0.03). Guidance reaffirmed.
“BAXTER REPORTS FIRST-QUARTER 2026 RESULTS • Sales from continuing operations of $2.7 billion increased 3% on a reported basis and declined 1% on an organic basis 1,2 • U.S. GAAP 3 diluted earnings per share (EPS) (loss) from continuing operations of ($0.03); adjusted diluted EPS from continuing operations of $0.36 • Reiterates full-year 2026 financial outlook”
BAXTER INTERNATIONAL INC entered into Underwriting Agreement with Citigroup Global Markets Inc., BofA Securities, Inc. and J.P. Morgan Securities LLC and the other underwriters named therein (effective 2025-11-19).
“The Notes were sold pursuant to an Underwriting Agreement, dated as of November 19, 2025, among the Company, Citigroup Global Markets Inc., BofA Securities, Inc. and J.P. Morgan Securities LLC and the other underwriters named therein.”
BAXTER INTERNATIONAL INC entered into First Supplemental Indenture with U.S. Bank Trust Company, National Association, as trustee (effective 2025-12-04).
“On December 4, 2025, Baxter International Inc. (the “Company”) entered into the First Supplemental Indenture (the “Supplemental Indenture”) with U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), which supplements the Indenture, dated July 29, 2021 (the “Base Indenture” and together with the Supplemental Indenture, the “Indenture”), between the Company and the Trustee, relating to the issuance by the Company of $300,000,000 aggregate principal amount of the Company’s 4.450% Senior Notes due 2029 (the “2029 Notes”), $700,000,000 aggregate principal amount of the Company’s 4.900% Senior Notes due 2030 (the “2030 Notes”) and $1,000,000,000 aggregate principal amount of the Company’s 5.650% Senior Notes due 2035 (the “2035 Notes” and together with the 2029 Notes and the 2030 Notes, the “Notes”).”
BAXTER INTERNATIONAL INC incurred senior notes of $1,000,000,000 aggregate principal amount with U.S. Bank Trust Company, National Association at 5.650% maturing December 15, 2035.
“$1,000,000,000 aggregate principal amount of the Company’s 5.650% Senior Notes due 2035”
BAXTER INTERNATIONAL INC incurred senior notes of $700,000,000 aggregate principal amount with U.S. Bank Trust Company, National Association at 4.900% maturing December 15, 2030.
“$700,000,000 aggregate principal amount of the Company’s 4.900% Senior Notes due 2030”
BAXTER INTERNATIONAL INC incurred senior notes of $300,000,000 aggregate principal amount with U.S. Bank Trust Company, National Association at 4.450% maturing February 15, 2029.
“the issuance by the Company of $300,000,000 aggregate principal amount of the Company’s 4.450% Senior Notes due 2029”
BAXTER INTERNATIONAL INC amended Amendment No. 1 with JPMorgan Chase Bank, N.A., as Administrative Agent (effective 2025-11-25).
“On November 25, 2025, Baxter International Inc. (“ Baxter ”) entered into an amendment (“ Amendment No. 1 ”) to the amended and restated five-year credit agreement dated June 11, 2025, among Baxter, as Borrower Representative, Baxter Healthcare SA and Baxter World Trade SRL, as Borrowers, various lenders and JPMorgan Chase Bank, N.A., as Administrative Agent (as amended by Amendment No. 1, the “ Amended Credit Agreement ”).”
BAXTER INTERNATIONAL INC completed a disposition involving Spruce Bidco I, Inc., Spruce Bidco II, Inc., Spruce Bidco I Limited, and CP Spruce Holdings, S.C.Sp for $3.80 billion in cash (closed 2025-01-31).
“as of January 31, 2025 (the “ Amendment ”), the “ Purchase Agreement ”). At signing of the Purchase Agreement, the Buyer and Seller agreed to an aggregate purchase price of $3.80 billion in cash, subject to certain closing cash, working capital and debt adjustments. After giving effect to the adjustment mechanisms in the Purchase Agreement, the Company received”
Chris Toth departed as Executive Vice President and Group President, Kidney Care at BAXTER INTERNATIONAL INC.
“In accordance with the terms and conditions of the Purchase Agreement, effective as of the Closing Date, Chris Toth ceased serving as Executive Vice President and Group President, Kidney Care, and as an executive officer of the Company.”
Nancy Schlichting was appointed as Lead Independent Director at BAXTER INTERNATIONAL INC.
“Nancy Schlichting was appointed Lead Independent Director”
Brent Shafer was appointed as Interim Chief Executive Officer and Chair at BAXTER INTERNATIONAL INC.
“the Board appointed Brent Shafer as interim CEO of the Company and Chair of the Board”
Joel Grade changed role as interim Chief Accounting Officer and Principal Accounting Officer at BAXTER INTERNATIONAL INC.
“Mr. Joel Grade will cease serving as the Company’s interim Chief Accounting Officer and Principal Accounting Officer and will continue serving as the Company’s Executive Vice President and Chief Financial Officer.”
Anita Zielinski was elected as Senior Vice President, Chief Accounting Officer and Controller at BAXTER INTERNATIONAL INC.
“elected Ms. Anita Zielinski as its Senior Vice President, Chief Accounting Officer and Controller, effective as of February 21, 2025”
BAXTER INTERNATIONAL INC: Established exclusive forum for claims arising under the Securities Act of 1933 in the federal district courts of the United States (effective 2024-11-26).
“establish the federal district courts of the United States as the exclusive forum for any claim arising under the Securities Act of 1933, as amended;”
BAXTER INTERNATIONAL INC: Revised default voting standard for matters other than director elections to be a majority of shares entitled to vote on the matter (effective 2024-11-26).
“revise the default voting standard for matters other than director elections to be a majority of shares entitled to vote on the matter;”
BAXTER INTERNATIONAL INC: Amended and restated the Amended and Restated Bylaws with multiple changes including voting standards, director nominations, stockholder proposals, special meetings, proxy access, meeting conduct, and exclusive forum (effective 2024-11-26).
“On and effective as of November 26, 2024, the Board of Directors (the “Board”) of Baxter International Inc. (the “Company”) approved and adopted an amendment and restatement of the Amended and Restated Bylaws of the Company (as so amended and restated, the “Amended and Restated Bylaws”) to, among other things:”
Peter M. Wilver resigned as Director at BAXTER INTERNATIONAL INC.
“On November 18, 2024, Mr. Peter M. Wilver notified Baxter International Inc. (the “Company”) of his resignation from the Board of Directors of the Company (the “Board”) and the Audit Committee and Compensation and Human Capital Committee thereof, effective December 31, 2024.”
Jeffrey (Jay) A. Craig was appointed as Director at BAXTER INTERNATIONAL INC.
“On September 8, 2024, Baxter International Inc. (the “ Company ”) appointed Jeffrey (Jay) A. Craig to its Board of Directors”
Joel Grade was appointed as Executive Vice President, Chief Financial Officer and Interim Chief Accounting Officer at BAXTER INTERNATIONAL INC.
“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.”
Brian Stevens resigned as Senior Vice President, Chief Accounting Officer and Controller at BAXTER INTERNATIONAL INC.
“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.”
Chris Toth departed as Executive Vice President and Group President, Kidney Care at BAXTER INTERNATIONAL INC.
“Chris Toth will cease serving as Executive Vice President and Group President, Kidney Care, and as an executive officer of the Company”
BAXTER INTERNATIONAL INC shareholders approved Approval of Baxter International Inc. Amended and Restated 2021 Incentive Plan at the 2024-05-07 meeting.
“on May 7, 2024, Baxter International Inc. (the “Company”) held its 2024 annual meeting of stockholders (the “2024 Annual Meeting”), at which the Company’s stockholders approved the Baxter International Inc. Amended and Restated 2021 Incentive Plan (the “Amended Plan”).”
BAXTER INTERNATIONAL INC: Amended and restated Certificate of Incorporation to permit officer exculpation under Delaware law (effective 2024-05-07).
“Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year As described under Item 5.07 of this Current Report on Form 8-K, at the 2024 Annual Meeting, the stockholders of the Company approved an amendment and restatement of the Company’s Certificate of Incorporation (the “Amended and Restated Certificate of Incorporation”) to permit the exculpation of certain officers of the Company to the extent permitted under Delaware law. On May 7, 2024, the Company filed the Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware, with such Amended and Restated Certificate of Incorporation becoming effective immediately upon filing.”
BAXTER INTERNATIONAL INC updated its first quarter 2024 guidance (raised).
“On May 2, 2024, Baxter International Inc. (the Company) issued an earnings press release for the period ended March 31, 2024.”
BAXTER INTERNATIONAL INC amended Euro Amendment with Baxter Healthcare SA and Baxter World Trade SRL, as Borrowers, their existing lender group, Baxter, as Guarantor, and J.P. Morgan SE, as Administrative Agent (effective 2024-03-21).
“On March 21, 2024, Baxter Healthcare SA and Baxter World Trade SRL, as Borrowers (the “ Euro Borrowers ”), their existing lender group, Baxter, as Guarantor, and J.P. Morgan SE, as Administrative Agent, entered into a third guaranty amendment (the “ Euro Amendment ”) to the existing amended and restated guaranty agreement, dated as of October 1, 2021”
BAXTER INTERNATIONAL INC amended USD Revolving Fourth Amendment with various lenders and JPMorgan Chase Bank, National Association, as Administrative Agent (effective 2024-03-21).
“On March 21, 2024, Baxter entered into a fourth amendment (the “ USD Revolving Fourth Amendment ”) to the existing $2.5 billion, five-year revolving credit agreement, dated as of September 30, 2021”
BAXTER INTERNATIONAL INC amended Term Loan Fourth Amendment with various lenders and JPMorgan Chase Bank, National Association, as Administrative Agent (effective 2024-03-21).
“On March 21, 2024, Baxter International Inc. (“ Baxter ”) entered into a fourth amendment (the “ Term Loan Fourth Amendment ”) to the existing $4.0 billion term loan credit facility, dated as of September 30, 2021”
BAXTER INTERNATIONAL INC reported the full year ended Dec. 31, 2023 results: revenue $14.81 billion, EPS ($0.15). Guidance initiated.
“Full-year sales from continuing operations of $14.81 billion increased 2% on a reported basis and 3% on a constant currency basis • Full-year U.S. GAAP diluted EPS (loss) from continuing operations of ($0.15) and adjusted diluted EPS from continuing operations of $2.60”
BAXTER INTERNATIONAL INC reported the fourth quarter ended Dec. 31, 2023 results: revenue $3.89 billion, EPS $0.14. Guidance initiated.
“Fourth-quarter sales from continuing operations of $3.89 billion increased 4% on a reported basis and 3% on a constant currency basis 1 • Fourth-quarter U.S. GAAP diluted earnings per share (EPS) from continuing operations of $0.14 and adjusted diluted EPS from continuing operations of $0.88”
BAXTER INTERNATIONAL INC reported third quarter 2023 results: revenue $3.71 billion, net income $2.51 billion, EPS $4.93 per diluted share.
“BAXTER REPORTS THIRD-QUARTER 2023 RESULTS • Third-quarter revenue from continuing operations of $3.71 billion increased 3% on a reported basis and 2% on a constant currency basis, ahead of the company’s previously issued guidance 1 • Third-quarter U.S. GAAP earnings per share (EPS) from continuing operations of $0.09; adjusted EPS from continuing operations of $0.68 exceeded guidance • Third-quarter U.S. GAAP EPS in the aggregate (including discontinued operations) totaled $4.93; adjusted EPS in the aggregate (including discontinued operations) of $0.82 exceeded guidance”
Brian Stevens changed role as Senior Vice President, Chief Accounting Officer and Controller at BAXTER INTERNATIONAL INC.
“In connection with his appointment, on October 18, 2023, Brian Stevens will cease serving as the Company’s interim Chief Financial Officer and will continue serving as the Company’s Senior Vice President, Chief Accounting Officer and Controller.”
Joel T. Grade was appointed as Executive Vice President and Chief Financial Officer at BAXTER INTERNATIONAL INC.
“On September 29, 2023, Baxter International Inc. (the “Company”) appointed Mr. Joel T. Grade as its Executive Vice President and Chief Financial Officer, effective as of October 18, 2023.”
Michael Mahoney resigned as Director at BAXTER INTERNATIONAL INC.
“On August 18, 2023, Michael Mahoney notified the Company of his resignation from the Board of Directors of the Company and the Compensation and Human Capital Committee thereof, effective September 13, 2023.”
Stephen H. Rusckowski was appointed as Director at BAXTER INTERNATIONAL INC.
“On August 21, 2023, Baxter International Inc. (the “Company”) appointed Stephen (Steve) H. Rusckowski to its Board of Directors (the “Board”).”
BAXTER INTERNATIONAL INC reported the second quarter of 2023 results: revenue $3.71 billion, net income ($141 million), EPS ($0.28) per diluted share.
“an effort to drive greater value for our stakeholders.” Second-Quarter Financial Results Worldwide sales from continuing operations in the second quarter totaled approximately $3.71 billion and sales from discontinued operations totaled $142 million in the quarter. This performance represented an increase of 3% on a reported basis and 4% on a constant currency”
William Ampofo II was appointed as Director at BAXTER INTERNATIONAL INC.
“On June 29, 2023, Baxter International Inc. (the “Company”) appointed William Ampofo II to its Board of Directors (the “Board”).”
BAXTER INTERNATIONAL INC: Amended and restated bylaws to streamline provisions relating to appointment of officers by simplifying description of duties for certain positions and making other conforming changes (effective 2023-05-06).
“On May 6, 2023, the Board of Directors of the Company approved an amendment and restatement of the Company’s Amended and Restated Bylaws (the “ Amended and Restated Bylaws ”) in order to streamline the provisions relating to the appointment of officers by simplifying the description of duties for certain positions in Article IV and making certain other conforming changes.”
BAXTER INTERNATIONAL INC entered into Equity Purchase Agreement with Bamboo US BidCo LLC and Blitz 23-317 GmbH (collectively, Buyer) valued at $4.25 billion in cash (effective 2023-05-08).
“On May 8, 2023, Baxter International Inc. (the “ Company ”), Baxter Healthcare Corporation, a Delaware corporation, Baxter Deutschland Holding GmbH, a German limited liability company, and Gambro Dialysatoren GmbH, a German limited liability company, each a subsidiary of the Company, entered into an Equity Purchase Agreement (the “ Purchase Agreement ”) with Bamboo US BidCo LLC, a Delaware limited liability company, and Blitz 23-317 GmbH, a German limited liability company (collectively, “ Buyer ”) to sell all issued and outstanding limited liability company interests of Baxter Pharmaceutical Solutions LLC (“ BPS ”) and all issued and outstanding equity interests of Baxter Oncology GmbH (“ BOG ” and together with BPS, the “ Divested Entities ”) to Buyer for an aggregate purchase price of $4.25 billion in cash”
Brian C. Stevens changed role as interim Chief Financial Officer at BAXTER INTERNATIONAL INC.
“Brian C. Stevens, the Company’s Senior Vice President, Chief Accounting Officer and Controller, will assume the role of interim CFO on such date (or such earlier date, in the event Mr. Saccaro were to resign or otherwise stop serving in his role as CFO, the “ Commencement Date ”)) and also continue to serve in his current role while the Company undertakes an executive search process for a permanent CFO.”
James K. Saccaro resigned as Executive Vice President and Chief Financial Officer at BAXTER INTERNATIONAL INC.
“On May 4, 2023, Mr. James K. Saccaro notified the Company of his decision to resign as the Company’s Executive Vice President and Chief Financial Officer (“ CFO ”), effective as of May 31, 2023, to join a company in the heathcare industry.”
BAXTER INTERNATIONAL INC shareholders rejected Stockholder proposal relating to executives retaining significant stock at the 2023-05-02 meeting.
“By the following vote, stockholders did not approve the stockholder proposal relating to executives retaining significant stock: For Against Abstain Broker Non-Votes 123,622,408 272,425,698 1,461,802 45,684,471”
BAXTER INTERNATIONAL INC shareholders rejected Stockholder proposal relating to stockholder ratification of termination pay at the 2023-05-02 meeting.
“By the following vote, stockholders did not approve the stockholder proposal relating to stockholder ratification of termination pay: For Against Abstain Broker Non-Votes 38,402,901 357,438,127 1,668,880 45,684,471”
BAXTER INTERNATIONAL INC shareholders approved Ratification of independent registered public accounting firm at the 2023-05-02 meeting.
“By the following vote, stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2023: For Against Abstain 417,840,759 24,780,050 573,570”
BAXTER INTERNATIONAL INC shareholders approved Advisory vote on frequency of say-on-pay at the 2023-05-02 meeting.
“By the following vote, stockholders recommended, to hold an advisory vote on executive compensation on an annual basis : Every Year Every Two Years Every Three Years Abstain Broker Non-Votes 391,353,532 432,251 4,878,519 845,606 45,684,471”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.