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Executive Change · Bylaw Amendment

Filed Nov 13, 2019 · 6y ago · Accession 0001104659-19-063029

Plain English

Material event — a significant development the company must disclose promptly.

Read the source below for the full document.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549       FORM  8-K   CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934   November 12, 2019 Date of Report (Date of earliest event reported)   ABBOTT LABORATORIES (Exact name of registrant as specified in its charter)       Illinois   1-2189   36-0698440 (State or other Jurisdiction   (Commission File Number)   (IRS Employer of Incorporation)       Identification No.)       100 Abbott Park Road Abbott Park , Illinois 60064-6400 (Address of principal executive offices)(Zip Code)   Registrant’s telephone number, including area code:  ( 224 ) 667-6100   Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:   ¨      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))       Securities Registered Pursuant to Section 12(b) of the Act:   Title of Each Class   Trading Symbol(s)   Name of Each Exchange on Which Registered Common Shares, Without Par Value   ABT   New York Stock Exchange Chicago Stock Exchange, Inc.   Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).   Emerging growth company   ¨   If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨              Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers   On November 12, 2019, Miles D. White informed Abbott Laboratories’ (“Abbott”) Board of Directors that he will step down as Chief Executive Officer, effective March 31, 2020.   On November 12, 2019, Abbott’s Board of Directors appointed Robert B. Ford, 46, as President and Chief Executive Officer, effective March 31, 2020, and named him to Abbott’s Board of Directors, effective immediately. The Board of Directors also appointed Mr. White as Executive Chairman of the Board, effective March 31, 2020.   Mr. Ford has served as the Company’s President and Chief Operating Officer since 2018, the Executive Vice President, Medical Devices from 2015 to 2018, Senior Vice President, Diabetes Care from 2014 to 2015, and Vice President, Diabetes Care, Commercial Operations from 2008 to 2014. He joined Abbott in 1996 and became a corporate officer in 2008.   Mr. Ford will not be compensated for serving on the Board.   A copy of Abbott’s press release announcing these changes is attached as Exhibit 99.1 hereto and is incorporated herein by reference.   Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year   On November 12, 2019, Abbott’s Board of Directors amended the first sentence of Article III, Section 2 of Abbott’s by-laws to provide that Abbott’s Board of Directors shall consist of fifteen persons, effective as of November 12, 2019.  Abbott’s by-laws previously provided that the Board of Directors consisted of fourteen persons.   Item 9.01 Financial Statements and Exhibits     Exhibit No.   Exhibit           3.1   By-Laws of Abbott Laboratories, as amended and restated effective November 12, 2019.           99.1   Press Release dated November 13, 2019.           104   Cover Page Interactive Data File (the cover page XBRL tags are embedded in the Inline XBRL document).         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.   ABBOTT LABORATORIES             Date:   November 13, 2019 By: /s/ Brian B. Yoor     Brian B. Yoor     Executive Vice President, Finance and Chief Financial Officer
Filing details
Ticker
ABT
CIK
1800
Form type
8-K
Filing date
Nov 13, 2019
Report date
Nov 12, 2019
Document
tm1922340d2_8k.htm
Size
463 KB