UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
(Exact name of registrant as specified in charter)
| (State or other Jurisdiction | (Commission File Number) | (IRS Employer | ||
| of Incorporation) | Identification No.) |
(Address of principal executive offices)(Zip Code)
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area code: (
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:
Securities Registered Pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) | Name of Each Exchange on Which Registered | ||
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. |
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.
| Item 5.03 | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
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.
| Item 9.01 | Financial Statements and Exhibits |
| Exhibit No. | Exhibit | |
| 3.1 | By-Laws of Abbott Laboratories, as amended and restated, effective April 24, 2020. | |
| 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 | ||
| February 27, 2020 | By: | /s/ Hubert L. Allen |
| Hubert L. Allen | ||
| Executive Vice President, General Counsel and Secretary | ||