BAXTER INTERNATIONAL INC 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds In July 2012, we announced that our Board of Directors authorized us to repurchase up to $2.0 billion of our common stock on the open market or in private transactions. The Board of Directors increased this authority by an additional $1.5 billion in each of November 2016 and February 2018, by an additional $2.0 billion in November 2018 and by an additional $1.5 billion in October 2020. During the first nine months of 2020, we did not repurchase any shares pursuant to Rule 10b5-1 plans. We had $ 897 million remaining under this program (as amended and after giving effect to stock repurchases) as of September 30, 2020. After giving effect to the October 2020 approval, we had $2.4 billion remaining under this program as of October 29, 2020. This program does not have an expiration date. 50 Item 6. Exhibits Exhibit Index: Exhibit Number Description 10.1 New Change-in-Control Agreement between Baxter International Inc. and José Almeida, dated as of September 24, 2020 (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K, filed on September 25, 2020). 10.2 Form of Amended Grandfathered Change-in-Control Agreement (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K, filed on September 25, 2020). 10.3 Amended OUS Change-in-Control Agreement between Baxter International Inc. and Cristiano Franzi, dated as of September 25, 2020 (incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K, filed on September 25, 2020). 10.4* Form of Change-in-Control Agreement 15* Letter Re Unaudited Interim Financial Information 31.1* Certification of Chief Executive Officer Pursuant to Rules 13a-14 (a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended. 31.2* Certification of Chief Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended. 32.1* Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 32.2* Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 101.INS* XBRL Instance Document 101.SCH* XBRL Taxonomy Extension Schema Document 101.CAL* XBRL Taxonomy Extension Calculation Linkbase Document 101.LAB* XBRL Taxonomy Extension Label Linkbase Document 101.PRE* XBRL Taxonomy Extension Presentation Linkbase Document 101.DEF* XBRL Taxonomy Extension Definition Linkbase Document _____________________________________ * Filed herewith. 51 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 hereunto duly authorized. BAXTER INTERNATIONAL INC. (Registrant) Date: October 29, 2020 By: /s/ James K. Saccaro James K. Saccaro Executive Vice President and Chief Financial Officer (duly authorized officer and principal financial officer) 52