What changed in this filing

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Item 3. Legal Proceedings

2024-02-08 compared with 2023-02-09 · 48 added, 29 removed, 24 unchanged (76% of the section changed)

5 unchanged sentences

As of February 8, 2024, the following serve as Baxter’s executive officers:

Almeida , age 60, is Chairman, President and Chief Executive Officer, having served in that capacity since January 2016.

Almeida , age 61, is Chair, President and Chief Executive Officer, having served in that capacity since January 2016.

He began serving as an executive officer of Baxter in October 2015.

4 unchanged sentences

He previously served as a member of the Board of Directors of Ortho-Clinical Diagnostics, Walgreens Boots Alliance, Inc., and the board of trustees of Partners in Health.

He also previously served as director and chairman of the Board for the Advanced Medical Technology Association (AdvaMed).

James Borzi , age 60, is Senior Vice President, Chief Supply Chain Officer.

James Borzi , age 61, is Executive Vice President and Chief Supply Chain Officer.

He joined Baxter in August 2020 from GE Healthcare, where he served as Vice President, Chief Supply Chain Officer from 2019 to 2020.

Prior to joining GE Healthcare, he spent five years with Becton Dickinson (BD) in various manufacturing operations leadership roles;

his last role with BD was Executive Vice President of Global Operations and Chief Supply Chain Officer.

Prior to joining GE Healthcare, he served in various manufacturing operations leadership roles at Becton Dickinson (BD), including Executive Vice President of Global Operations and Chief Supply Chain Officer from 2013 to 2019.

Earlier in his career, he was Senior Vice President of Operations & Technology at Hydro Aluminum and Executive Vice President of Worldwide Operations at Lennox International.

1 unchanged sentence

and Senior Vice President of Americas Operations at Alcoa Corporation.

Steven Flynn , age 51, is Senior Vice President and President APAC.

Flynn joined Baxter in 2006 and prior to being promoted to President, APAC, in 2022, he spent several years leading Baxter’s Australia and New Zealand business.

Flynn has more than 27 years of experience working in the automotive, logistics and healthcare industries.

As a Senior Commercial Executive, he held a variety of roles including sales, marketing, business development, market access, and general management.

Earlier in his career, he held a number of commercial roles with increasing responsibility at Ceva Logistics (formerly known as Thomas Nationwide Transport) and General Motors Holden Limited.

He also served as a board member for six years – including the last four years of his term as vice chairman at the Medical Technology Association of Australia from 2015 to 2021.

Cristiano Franzi , age 60, is Senior Vice President and President, EMEA.

Franzi joined Baxter in September 2017 from Medtronic, where he served as Vice President and President, Minimally Invasive Therapies Group EMEA from 2015 to August 2017.

He served as President EMEA at Covidien prior to Medtronic’s acquisition of Covidien.

He joined Covidien in 2009 and held roles of increasing responsibility during his tenure.

He held a number of commercial and functional roles across Europe, the Middle East and Africa at ev3 Endovascular, Inc., Boston Scientific Corporation and Becton, Dickinson & Co.

earlier in his career.

He served as a member of the Board of Directors of Eucomed Medical Technology (Eucomed) from 2013 to 2015, from 2018 to 2019 and again from 2021.

He currently serves as a member of Eucomed.

Jacqueline Kunzler , Ph.D., age 57, is Senior Vice President and Chief Quality Officer.

Kunzler joined Baxter in 1993 and has served in roles of increasing responsibility across Baxter’s research & development, international marketing, and quality organizations, most recently as Senior Vice President, Chief Quality Officer.

Mason , Ph.D., age 67, is Senior Vice President, Human Resources.

Borzi is a senior advisor to the NAI Group, a Pritzker Private Capital company.

Grade, age 53, is Executive Vice President and Chief Financial Officer.

Grade joined Baxter in 2023 following a 25-year career with Sysco Corporation (Sysco), the world’s global foodservice leader.

He most recently served as Sysco’s Executive Vice President, Corporate Development from 2020 to 2023.

His previous roles at Sysco included Executive Vice President and Chief Financial Officer from 2015 to 2020, Senior Vice President of Finance and Chief Accounting Officer, and Senior Vice President of foodservice operations.

He currently serves as a member of Northwestern University-Kellogg School of Business Financial Network Advisory Board and the Dean’s External Advisory Board of the University of Wisconsin School of Business.

Heather Knight, age 52, is Executive Vice President and Group President, Medical Products & Therapies.

She was appointed to her role leading Medical Products & Therapies in 2023 after serving as President, Acute Therapies, Clinical Nutrition, Medication Delivery, Latin America and Canada since 2021.

She previously served as General Manager, U.S.

Hospital Products from 2019 to 2021.

Knight joined Baxter in 2019 from Medtronic plc (Medtronic), where she served as Vice President/General Manager of the global gynecologic health, colorectal health and hernia businesses from 2016 to 2019.

She has nearly 30 years of experience across the pharmaceutical and medical device industries in roles of increasing responsibility.

Prior to joining Medtronic, she held key commercial leadership positions at Kendal Healthcare, Tyco Healthcare, and Covidien.

Knight is a member of the Board of Chanell Medsystems, a medical device company dedicated to empowering every woman to take control of her health journey and live her best life, and Technovation, a global technology education nonprofit that inspires girls to be leaders and problem solvers in their lives and their community.

She previously served as a member of the Board of Titan Medical Inc.

Mason , Ph.D., age 68, is Executive Vice President and Chief Human Resources Officer having served in that capacity since 2006.

Mason joined Baxter in 2006 from GE Insurance Solutions, a primary insurance and reinsurance business, where she was responsible for global human resource functions.

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She is a member of the Board of Directors of Family Service of Lake County and is a member of the Executive Advisory Council for the Chicago Chapter of National Association of African Americans in Human Resources.

Rosenbloom , age 63, is Senior Vice President and General Counsel.

Rosenbloom joined Baxter from McDermott Will & Emery (McDermott), where he served as a partner for 24 years and Global Head of the Litigation Practice Group from 2017-2022.

Reazur Rasul , age 47, is Executive Vice President and Group President, Healthcare Systems & Technologies.

He was appointed to his current role in 2023 after serving as President of Front Line Care since 2022.

Prior to that, Mr.

Rasul served as General Manager for the Acute Therapies & Medication Delivery businesses from 2021 to 2022, and General Manager, for the Acute Therapies business from 2017 to 2021.

Before joining Baxter in 2017, he worked with Hewlett Packard Enterprise where he was Vice President and General Manager of the Global Cloud infrastructure business.

Previously, he worked with GE Healthcare where he held several roles of increasing responsibility in business leadership and strategy, including General Manager of the Global Interventional Cardiology business.

Rasul began his professional career with Toyota Motor Corporation and ultimately held multiple leadership positions in strategy, product development and operations.

Rosenbloom , age 64, is Executive Vice President and General Counsel.

Rosenbloom joined Baxter from McDermott Will & Emery (McDermott), where he served as a partner for 24 years and Global Head of the Litigation Practice Group from 2017 to 2022.

Prior to McDermott, he served for eight years in the U.S.

1 unchanged sentence

Rosenbloom is a member of the Board of the Digestive Health Foundation, which supports research at Northwestern Digestive Health Center, which is part of Northwestern Medicine at Northwestern Memorial Hospital.

Saccaro , age 50, is Executive Vice President and Chief Financial Officer.

Saccaro was Senior Vice President and Chief Financial Officer at Hill-Rom Corporation prior to rejoining Baxter in 2014.

He originally joined Baxter in 2002 as Manager of Strategy for our BioScience business, and over the years assumed positions of increasing responsibility, including Vice President of Financial Planning, Vice President of Finance for our operations in Europe, the Middle East and Africa and Corporate Vice President and Treasurer.

He previously held strategy and business development positions at Clear Channel Communications and the Walt Disney Company.

All executive officers hold office until the next annual election of officers and until their respective successors are elected and qualified.

Alok Sonig , age 51, is Executive Vice President and Group President, Pharmaceuticals.

He was appointed to his new role in 2023 after serving as President since 2022.

Sonig joined Baxter in 2022 from Lupin, Inc.

(Lupin), where he served as U.S.

CEO and Global Head of R&D and Biosimilars from 2018 to 2022.

He brings more than 25 years of experience in the life sciences industry.

Prior to Lupin, Mr.

Sonig served as CEO of Developed Markets (U.S., Canada, Europe, and Japan) at Dr.

Reddy’s Laboratories.

He also spent more than 15 years at Bristol Myers Squibb, where he held several positions of increasing responsibility in general management, global strategy and marketing.

Sonig is currently a member of the Advisory Boards for the American University, Kogod School of Business, and Sentry Sciences, Inc., and is a member of the Board of the Southern Asian Pharmaceutical Council.

Christopher A.

Toth , age 44, is Executive Vice President and Group President, Kidney Care.

Toth assumed his responsibilities at Baxter in June 2023 and has been selected as the Chief Executive Officer of the independent company to emerge from the proposed separation of our Kidney Care business into an independent company.

Before joining Baxter, he served as Chief Executive Officer of Varian, a Siemens Healthineers Company from 2021 to 2023.

Prior to this, he held numerous executive leadership roles across a two-decade career with Varian, including as President and Chief Operating Officer from 2019 to 2021, President of Varian Oncology Systems from 2018 to 2019;

and President of Global Commercial and Field Operations.

Toth was previously a member of the U.S.

India Strategic Partnership Forum Board and President Biden’s Advisory Council on Doing Business in Africa.

All executive officers hold office until the next annual election of officers or until their respective successors are elected and qualified.

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 3. Legal Proceedings