Unregistered Sales of Equity Securities and Use of Proceeds
+Added: Period Total number of shares purchased (1)
+Added: Average price paid per share Total number of shares purchased as part of publicly announced program (1)
+Added: Approximate dollar value of shares that may yet be purchased under the program (1)
+Added: April 1, 2022 through April 30, 2022 — $ — —
+Added: May 1, 2022 through May 31, 2022 — $ — —
+Added: June 1, 2022 through June 30, 2022 125,000 $ 64.91 125,000
+Added: Total 125,000 $ 64.91 125,000 $ 1,289,019,296
(1) 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.
−Removed: During the first quarter of 2022, we did not repurchase any shares under this authority.
−Removed: We had $1.3 billion remaining under this program as of March 31, 2022.
+Added: During the second quarter of 2022, we repurchased approximately 0.1 million shares for $8 million pursuant to this authority through a Rule 10b5-1 purchase plan.
+Added: We had $1.3 billion remaining under this program as of June 30, 2022.
This program does not have an expiration date.
1 unchanged sentence
Number Description
−Removed: C10.1* Form of Performance Stock Unit Grant Agreement under Baxter International Inc.
−Removed: 2021 Incentive Plan
−Removed: C 10.2* Form of Restricted Stock Unit Grant Agreement under Baxter International Inc.
−Removed: 2021 Incentive Plan
−Removed: C 10.3* Form of Stock Option Grant Agreement under Baxter International Inc.
−Removed: 2021 Incentive Plan
−Removed: C 10.4* Offer Letter between Baxter Healthcare (Asia) Pte Ltd and Andrew Frye, dated July 1, 2019
−Removed: C 10.5* Equity Addendum to Offer Letter between Baxter Healthcare (Asia) Pte Ltd and Andrew Frye, dated July 1, 2019
−Removed: C 10.6* Mobility Addendum to Offer Letter between Baxter Healthcare (Asia) Pte Ltd and Andrew Frye, dated July 9, 2019
+Added: 3.1 Amended and Restated Certificate of Incorporation of Baxter International Inc.
+Added: (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K, filed on May 6, 2022).
+Added: 3.2 Bylaws, as amended and restated on May 5, 2022 (incorporated by reference to Exhibit 3.2 to the Company's Current Report on Form 8-K, filed on May 6, 2022).
+Added: 4.1 Indenture, dated July 29, 2021, between Baxter International Inc.
+Added: Bank Trust Company, National Association, as successor in interest of U.S.
+Added: Bank National Association, as trustee for the debt securities (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form S-3ASR, filed on April 28, 2022).
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.
13 unchanged sentences
* Filed herewith.
−Removed: C Management contract or compensatory plan or arrangement.
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.
−Removed: April 28, 2022
+Added: July 28, 2022
Executive Vice President and Chief Financial Officer
1 unchanged sentence
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.