Bylaw Amendment

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   Date of Report (Date of earliest event reported): June 23, 2022   ABBVIE INC. (Exact name of registrant as specified in its charter)   Delaware   001-35565   32-0375147 (State or other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)         1 North Waukegan Road North Chicago , Illinois 60064-6400 (Address of principal executive offices)(Zip Code)   Registrant’s telephone number, including area code:        ( 847 ) 932-7900   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 Stock, $0.01 Par Value   ABBV   New York Stock Exchange Chicago Stock Exchange 1.500% Senior Notes due 2023   ABBV23B   New York Stock Exchange 1.375% Senior Notes due 2024   ABBV24   New York Stock Exchange 1.250% Senior Notes due 2024   ABBV24B   New York Stock Exchange 0.750% Senior Notes due 2027   ABBV27   New York Stock Exchange 2.125% Senior Notes due 2028   ABBV28   New York Stock Exchange 2.625% Senior Notes due 2028   ABBV28B   New York Stock Exchange 2.125% Senior Notes due 2029   ABBV29   New York Stock Exchange 1.250% Senior Notes due 2031   ABBV31   New York Stock Exchange   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. ¨   Common Stock, $0.01 Par Value ABBV         Item 5.03  Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.   On June 23, 2022, the Board of Directors of AbbVie Inc. (the “Company”) approved and adopted Amended and Restated By-laws to amend Article IV, Section 4.7 to change the name of the Public Policy Committee to the Public Policy and Sustainability Committee.   The foregoing description of the Company’s Amended and Restated By-laws is qualified in its entirety by reference to the full text of the Amended and Restated By-laws, a copy of 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   Amended and Restated By-laws of AbbVie Inc. adopted on June 23, 2022.       104   The cover page from this Current Report on Form 8-K formatted in Inline XBRL (included as Exhibit 101).         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.           ABBVIE INC.         Date: June 29, 2022 By: /s/ Laura J. Schumacher       Laura J. Schumacher       Vice Chairman, External Affairs and Chief Legal Officer