Company Update

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): April 28, 2022 Baxter International Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-4448 36-0781620 (Commission File Number) (I.R.S. Employer Identification No.) One Baxter Parkway , Deerfield , Illinois 60015 (Address of principal executive offices) (Zip Code) ( 224 ) 948-2000 (Registrant’s telephone number, including area code) (Former name or former address, if changed since last report) 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, $1.00 par value BAX (NYSE) New York Stock Exchange Chicago Stock Exchange 1.3% Global Notes due 2025 BAX 25 New York Stock Exchange 1.3% Global Notes due 2029 BAX 29 New York Stock Exchange 0.4% Global Notes due 2024 BAX 24 New York Stock Exchange 3.95% Global Notes due 2030 BAX 30 New York Stock Exchange 1.73% Global Notes due 2031 BAX 31 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: ☐ EXPLANATORY NOTE Item 8.01 Results of Operations and Financial Condition On December 13, 2021, Baxter International Inc., a Delaware corporation (the “Company”), completed its acquisition of Hill-Rom Holdings, Inc., an Indiana corporation (“Hillrom”), pursuant to the Agreement and Plan of Merger, dated September 1, 2021 (the “Merger Agreement”), by and among the Company, Bel Air Subsidiary, Inc., an Indiana corporation and wholly owned subsidiary of the Company, and Hillrom. In accordance with the terms of the Merger Agreement, Merger Sub merged with and into Hillrom (the “Merger”), with Hillrom surviving the Merger as a wholly owned subsidiary of the Company. The Merger became effective upon the filing of the articles of merger with the Secretary of State of the State of Indiana on December 31, 2021. The Merger Agreement and the transactions contemplated thereby were previously described in the Current Report on Form 8-K filed by the Company with the U.S. Securities and Exchange Commission on September 2, 2021. The Company is filing this Current Report on Form 8-K in order to provide a pro forma condensed combined statement of income for the year ended December 31, 2021 giving effect to the acquisition (the "pro forma financial information") prepared in accordance with Article 11 of Regulation S-X, which is filed herewith as Exhibit 99.1 and included herein. The pro forma financial information included in this Current Report on Form 8-K has been presented for information purposes only and is not necessarily indicative of the combined financial positions or results of operations that would have been realized had the acquisition occurred as of the date indicated, nor is it meant to be indicative of any anticipated combined financial position or further results of operations that the Company will experience in the future. Item 9.01 Financial Statements and Exhibits (b) Pro forma financial information The pro forma financial information required by Item 9.01(b) of Form 8-K is included as Exhibit 99.1 and is incorporated by reference herein. (d) Exhibits Exhibit Number Description 99.1 Unaudited pro forma condensed combined statement of income for the year ended December 31, 2021. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: April 28, 2022 BAXTER INTERNATIONAL INC. By: /s/ James K. Saccaro Name: James K. Saccaro Title: Executive Vice President and Chief Financial Officer