Current Report Filing (8-k)
February 27 2020 - 4:19PM
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Common Shares, Without Par Value
ABT
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2020-02-20
2020-02-21
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2020-02-20
2020-02-21
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Common Shares, Without Par Value
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ABT
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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
February 21, 2020
Date of Report (Date of earliest event reported)
ABBOTT LABORATORIES
(Exact name of registrant as specified in
charter)
Illinois
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1-2189
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36-0698440
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(State or other Jurisdiction
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(Commission File Number)
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(IRS Employer
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of Incorporation)
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Identification No.)
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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
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Trading Symbol(s)
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Name of Each Exchange
on Which Registered
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Common Shares, Without Par Value
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ABT
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New
York Stock Exchange
Chicago
Stock Exchange, Inc.
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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. ¨
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Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
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As previously reported, Abbott announced that, effective March
31, 2020, Miles D. White will step down as Chief Executive Officer and Robert B. Ford has been appointed President and Chief Executive
Officer.
On February 21, 2020, the Compensation Committee of the Board
of Directors set Mr. Ford’s base salary at $1,400,000. The Compensation Committee also set Mr. Ford’s target annual
bonus opportunity at the same level as previously set for Mr. White, 175% of his base salary.
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Item 5.03
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Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
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On February 21, 2020, 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 fourteen persons, effective April 24, 2020. Abbott’s by-laws currently provide
that the Board of Directors consists of fifteen persons.
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Item 9.01
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Financial Statements and Exhibits
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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.
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ABBOTT LABORATORIES
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February 27, 2020
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By:
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/s/ Hubert L. Allen
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Hubert L. Allen
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Executive Vice President, General Counsel
and Secretary
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