8-KThe WireRed Alert
Executive Change · Bylaw Amendment
Filed Dec 10, 2021 · 4y ago · Accession 0001104659-21-148608
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗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
December 9, 2021
Date of Report (Date of earliest event reported)
ABBOTT LABORATORIES
(Exact name of registrant as specified in
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 December 9, 2021, Miles D.
White informed the Abbott Laboratories (“Abbott”) Board of Directors that he will step down as Executive Chairman of the Board
and as a director, effective December 10, 2021. On December 10, 2021, Abbott’s Board of Directors appointed Robert B. Ford, Abbott’s
President and Chief Executive Officer and a director, to the additional position of Chairman of the Board, effective upon Mr. White’s
resignation.
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 December 10, 2021, Abbott’s Board of
Directors amended and restated Abbott’s by-laws (the “Amended By-Laws”), effective immediately, to:
· reduce the size of Abbott’s Board of Directors
from fourteen persons to thirteen persons; and
· address recent changes in Illinois law to permit
meetings of shareholders to be held solely by means of remote communication.
The foregoing description is qualified in its
entirety by reference to the full text of the Amended By-Laws, which is attached hereto as Exhibit 3.1 and incorporated herein by
reference.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Exhibit
3.1 By-Laws of Abbott Laboratories, as amended and restated effective December 10, 2021.
99.1 Press release dated December 10, 2021.
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: December 10, 2021
By:
/s/ Robert E. Funck, Jr.
Robert E. Funck, Jr.
Executive Vice President, Finance
and Chief Financial Officer
Filing details
- Company
- ABBOTT LABORATORIES
- Ticker
- ABT
- CIK
- 1800
- Form type
- 8-K
- Filing date
- Dec 10, 2021
- Report date
- Dec 9, 2021
- Document
- tm2134920d1_8k.htm
- Size
- 452 KB