What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2023-02-17 compared with 2022-02-18 · 51 added, 60 removed, 291 unchanged (28% of the section changed)

22 unchanged sentences

EXECUTIVE COMPENSATION

The material to be included in the 2022 Proxy Statement under the headings “Director Compensation” and “Executive Compensation” is incorporated herein by reference.

The material required by this Item 11 will be included in the 2023 Proxy Statement under the headings “Director Compensation” and “Executive Compensation”, and such material is incorporated herein by reference.

The 2023 Proxy Statement will be filed on or about March 17, 2023.

2 unchanged sentences

The following table presents information as of December 31, 2022 about our compensation plans under which Abbott common shares have been authorized for issuance.

securities remaining

available for

Plan Category (a)

securities to be

future issuance

options, warrants

Weighted average

1 unchanged sentence

of outstanding

plans (excluding

options, warrants

securities remaining

available for

future issuance

plans (excluding

securities reflected

Plan Category

in column (a))

1 unchanged sentence

Equity compensation plans not approved by security holders 0 — 0

Abbott Laboratories 2009 Incentive Stock Program .

Total (1)(2) 27,979,003 $ 71.10 96,933,656

________________________________________________________

(1) (i) Abbott Laboratories 2009 Incentive Stock Program .

Benefits under the Abbott Laboratories 2009 Incentive Stock Program (the “2009 Program”) include non-qualified stock options, restricted stock, restricted stock units, performance awards, other share-based awards (including stock appreciation rights, dividend equivalents and recognition awards), awards to non-employee directors, and foreign benefits.

4 unchanged sentences

No further awards will be granted under the 2009 Program.

Abbott Laboratories 2017 Incentive Stock Program .

(ii) Abbott Laboratories 2017 Incentive Stock Program .

Benefits under the 2017 Program include non-qualified stock options, restricted stock, restricted stock units, performance awards, other share-based awards (including stock appreciation rights, dividend equivalents and recognition awards), awards to non-employee directors, and foreign benefits.

2 unchanged sentences

If shares are issued under any benefit under the 2017 Program and thereafter are reacquired by Abbott pursuant to rights reserved upon their issuance, or pursuant to the payment of the purchase price of shares under stock options by delivery of other common shares of Abbott, the shares subject to or reserved for that benefit, or so reacquired, may not again be used for new stock options, rights, or awards of any type authorized under the 2017 Program.

Abbott Laboratories Employee Stock Purchase Plan for Non-U.S.

(iii) Abbott Laboratories Employee Stock Purchase Plan for Non-U.S.

Eligible employees of participating non-U.S.

21 unchanged sentences

(b) Information Concerning Security Ownership .

Incorporated herein by reference is the material under the heading “Security Ownership of Executive Officers and Directors” and “Information Concerning Security Ownership” in the 2022 Proxy Statement.

Incorporated herein by reference is the material under the headings “Security Ownership of Executive Officers and Directors” and “Information Concerning Security Ownership” in the 2023 Proxy Statement.

The 2023 Proxy Statement will be filed on or about March 17, 2023.

2 unchanged sentences

The 2023 Proxy Statement will be filed on or about March 17, 2023.

PRINCIPAL ACCOUNTING FEES AND SERVICES

PRINCIPAL ACCOUNTANT FEES AND SERVICES

The material to be included in the 2023 Proxy Statement under the headings “Audit Fees and Non-Audit Fees” and “Policy on Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services of the Independent Auditor” is incorporated herein by reference.

The 2023 Proxy Statement will be filed on or about March 17, 2023.

EXHIBITS, FINANCIAL STATEMENT SCHEDULES

EXHIBIT AND FINANCIAL STATEMENT SCHEDULES

(a) Documents filed as part of this Form 10-K.

4 unchanged sentences

These schedules should be read in conjunction with the Consolidated Financial Statements of Abbott Laboratories:

Abbott Laboratories Financial Statement Schedules

Abbott Laboratories Financial Statement Schedules Page No.

Valuation and Qualifying Accounts (Schedule II)

6 unchanged sentences

3.1 * Amended and Restated Articles of Incorporation of Abbott Laboratories, filed as Exhibit 3.1 to the Abbott Laboratories Current Report on Form 8-K filed on April 26, 2021.

By-Laws of Abbott Laboratories, as amended and restated effective December 10,2021, filed as Exhibit 3.1 to the Abbott Laboratories Current Report on Form 8-K filed on December 10,2021.

3.2 * Amended and Restated B y -Laws of Abbott Laboratories, effective as of December 9, 2022, filed as Exhibit 3.1 to the Abbott Laboratories Current Report on Form 8-K filed on December 9, 2022.

4.1 * Indenture dated as of February 9, 2001, between Abbott Laboratories and The Bank of New York Mellon Trust Company, N.A.

13 unchanged sentences

4.10 * Form of 2.950% Note due 2025, filed as Exhibit 99.6 to the Abbott Laboratories Current Report on Form 8-K dated March 5, 2015.

Form of 2.950% Note due 2025, filed as Exhibit 99.6 to the Abbott Laboratories Current Report on Form 8-K dated March 5, 2015.

4.11 * Actions of the Authorized Officers with respect to Abbott’s 2.000% Notes, 2.550% Notes and 2.950% Notes, filed as Exhibit 99.3 to the Abbott Laboratories Current Report on Form 8-K dated March 5, 2015.

51 unchanged sentences

Copies of such agreements will be furnished to the Securities and Exchange Commission upon request.

Description of Registrant’s Securities.

4.35 * Description of Registrant’s Securities , filed as Exhibit 4.36 to the 2021 Abbott Laboratories Annual Report on Form 10-K .

10.1 * Supplemental Plan Abbott Laboratories Extended Disability Plan, filed as an exhibit (pages 50-51) to the 1992 Abbott Laboratories Annual Report on Form 10-K.**

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10.14 * Form of Non-Qualified Stock Option Agreement (ratably vested), filed as Exhibit 10.5 to the Abbott Laboratories Current Report on Form 8-K dated April 24, 2009.**

Form of Performance Restricted Stock Unit Agreement for foreign executive officers (annual performance based), filed as Exhibit 10.40 to the 2013 Abbott Laboratories Annual Report on Form 10-K.**

Form of Performance Restricted Stock Unit Agreement for foreign executive officers (interim performance based), filed as Exhibit 10.42 to the 2013 Abbott Laboratories Annual Report on Form 10-K.**

Form of Restricted Stock Unit Agreement for executive officers (cliff vested), filed as Exhibit 10.44 to the 2013 Abbott Laboratories Annual Report on Form 10-K.**

Form of Restricted Stock Unit Agreement for foreign executive officers (cliff vested), filed as Exhibit 10.46 to the 2013 Abbott Laboratories Annual Report on Form 10-K.**

10.15 * Form of Non-Employee Director Restricted Stock Unit Agreement, filed as Exhibit 10.47 to the 2013 Abbott Laboratories Annual Report on Form 10-K.**

10.16 * Form of Non-Employee Director Restricted Stock Unit Agreement for foreign non-employee directors, filed as Exhibit 10.48 to the 2013 Abbott Laboratories Annual Report on Form 10-K.**

Form of Performance Restricted Stock Agreement for executive officers (annual performance based), filed as Exhibit 10.53 to the 2013 Abbott Laboratories Annual Report on Form 10-K.**

Form of Performance Restricted Stock Agreement for executive officers (interim performance based), filed as Exhibit 10.55 to the 2013 Abbott Laboratories Annual Report on Form 10-K.**

Form of Restricted Stock Agreement for executive officers (cliff vested), filed as Exhibit 10.57 to the 2013 Abbott Laboratories Annual Report on Form 10-K.**

10.17 * Form of Non-Qualified Stock Option Agreement, filed as Exhibit 10.58 to the 2013 Abbott Laboratories Annual Report on Form 10-K.**

38 unchanged sentences

10.56 * Form of Performance Restricted Stock Agreement for executive officers (interim performance based) under the Abbott Laboratories 2017 Incentive Stock Program, filed as Exhibit 10.63 to the 2020 Abbott Laboratories Annual Report on Form 10-K.**

Form of Agreement Regarding Change in Control by and between Abbott Laboratories and its named executive officers (other than Mr.

White), filed as Exhibit 10.1 to the Abbott Laboratories Current Report on Form 8-K dated November 30, 2012.**

Form of Extension of Agreement Regarding Change in Control by and between Abbott Laboratories and its named executive officers (other than Mr.

White), extending the agreement term to December 31, 2022, filed as Exhibit 10.66 to the 2020 Abbott Laboratories Annual Report on Form 10-K.**

Form of Time Sharing Agreement between Abbott Laboratories Inc.

White, filed as Exhibit 10.6 to the Abbott Laboratories Quarterly Report on Form 10-Q for the quarter ended June 30, 2006.**

10.57 * Form of Agreement Regarding Change in Control by and between Abbott Laboratories and its named executive officers , filed as Exhibit 10.1 to the Abbott Laboratories Current Report on Form 8-K dated November 30, 2012.**

10.58 * Form of Extension of Agreement Regarding Change in Control by and between Abbott Laboratories and its named executive officers , extending the agreement term to December 31, 2022, filed as Exhibit 10.66 to the 2020 Abbott Laboratories Annual Report on Form 10-K.**

10.59 Form of Extension of Agreement Regarding Change in Control by and between Abbott Laboratories and its named executive officers, extending the agreement term to December 31, 2024.**

10.60 * Form of Time Sharing Agreement between Abbott Laboratories Inc.

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Annual Report on Form 10-K for the year ended December 29, 2012, dated February 26, 2013.**

Form of Restricted Stock Units Award Agreement (Global) and related Restricted Stock Units Award Certificate for restricted stock units granted on or after December 10, 2012 under the St.

Jude Medical, Inc.

2007 Stock Incentive Plan, filed as Exhibit 10.27 to the St.

Jude Medical, Inc.

Annual Report on Form 10-K for the year ended December 29, 2012, dated February 26, 2013.**

10.64 * Management Savings Plan, as amended and restated, filed as Exhibit 10.75 to the 2019 Abbott Laboratories Annual Report on Form 10-K .**

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104 Cover Page Interactive Data File (the cover page XBRL tags are embedded in the Inline XBRL document and included in Exhibit 101).

________________________________________________________

* Incorporated herein by reference.

8 unchanged sentences

ABBOTT LABORATORIES

/s/ ROBERT B.

By /s/ ROBERT B.

Chairman of the Board and Chief Executive Officer

2 unchanged sentences

/s/ ROBERT B.

/s/ ROBERT E.

FORD /s/ ROBERT E.

Ford Robert E.

Chairman of the Board and Chief Executive Officer,

and Director of Abbott Laboratories

(principal executive officer)

Executive Vice President, Finance

(principal executive officer) Executive Vice President, Finance

and Chief Financial Officer

4 unchanged sentences

/s/ ROBERT J.

/s/ ROXANNE S.

Director of Abbott Laboratories

/s/ PAOLA GONZALEZ

ALPERN /s/ CLAIRE BABINEAUX-FONTENOT

Claire Babineaux-Fontenot

Director of Abbott Laboratories Director of Abbott Laboratories

BLOUNT /s/ PAOLA GONZALEZ

Blount, Ph.D.

Paola Gonzalez

Director of Abbott Laboratories

Director of Abbott Laboratories Director of Abbott Laboratories

/s/ MICHELLE A.

/s/ DARREN W.

Director of Abbott Laboratories

/s/ NANCY MCKINSTRY

/s/ WILLIAM A.

Nancy McKinstry

Director of Abbott Laboratories

KUMBIER /s/ DARREN W.

Kumbier Darren W.

Director of Abbott Laboratories Director of Abbott Laboratories

/s/ NANCY MCKINSTRY /s/ WILLIAM A.

Nancy McKinstry William A.

Director of Abbott Laboratories Director of Abbott Laboratories

/s/ MICHAEL F.

/s/ DANIEL J.

Director of Abbott Laboratories

ROMAN /s/ DANIEL J.

Roman Daniel J.

Director of Abbott Laboratories Director of Abbott Laboratories

STRATTON /s/ GLENN F.

Stratton Glenn F.

Director of Abbott Laboratories Director of Abbott Laboratories

ABBOTT LABORATORIES AND SUBSIDIARIES

1 unchanged sentence

FOR THE YEARS ENDED DECEMBER 31, 2022, 2021 AND 2020

(in millions of dollars)

(in millions)

Allowances for Doubtful

Accounts and Product Returns

Accounts and Product Returns Balance

of Year Provisions/

to Income Amounts

Deductions Balance at

2022 $ 519 $ 122 $ ( 141 ) $ 500

2021 460 145 ( 86 ) 519

2020 384 187 ( 111 ) 460

Report of Independent Registered Public Accounting Firm

10 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures