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BAXTER INTERNATIONAL INC — Director's Dealing 2015
Jul 7, 2015
30537_dirs_2015-07-06_b591cc82-60e2-4f1d-a0c1-e5a17babbedd.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: BAXTER INTERNATIONAL INC (BAX)
CIK: 0000010456
Period of Report: 2015-07-01
Reporting Person: Lawrence Timothy P (CVP, Operations)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2015-07-01 | Common Stock, par value $1.00 per share | J | 3124 | $0.00 | Acquired | 25903 | Direct |
| 2015-07-01 | Common Stock, par value $1.00 per share | A | 5000 | $0.00 | Acquired | 30903 | Direct |
| 2015-07-01 | Common Stock, par value $1.00 per share | A | 3281 | $0.00 | Acquired | 34184 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2015-07-01 | Stock Option (Right to Buy) | $37.38 | J | 21580 | Acquired | 2025-03-03 | Common Stock, par value $1.00 per share (21580) | Direct |
| 2015-07-01 | Stock Option (Right to Buy) | $38.86 | A | 16452 | Acquired | 2025-07-01 | Common Stock, par value $1.00 per share (16452) | Direct |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Stock Option (Right to Buy) | $31.77 | 2020-03-03 | Common Stock, par value $1.00 per share (4077) | 4077 | Direct |
| Stock Option (Right to Buy) | $28.97 | 2021-03-04 | Common Stock, par value $1.00 per share (12407) | 12407 | Direct |
| Stock Option (Right to Buy) | $30.95 | 2022-03-06 | Common Stock, par value $1.00 per share (6563) | 6563 | Direct |
| Stock Option (Right to Buy) | $37.82 | 2023-03-05 | Common Stock, par value $1.00 per share (19627) | 19627 | Direct |
| Stock Option (Right to Buy) | $37.17 | 2024-03-04 | Common Stock, par value $1.00 per share (19912) | 19912 | Direct |
Footnotes
F1: In connection with the spin-off (the "Spin-off") of Baxalta Incorporated ("Baxalta") from Baxter International Inc. ("Baxter"), the reporting person received a grant of 3,124 restricted stock units as a result of the adjustment of existing Baxter restricted stock units held by the reporting person prior to the Spin-off. These restricted stock units will vest in three equal annual installments beginning on March 3, 2016, the first anniversary of the grant date.
F2: The reporting person received a grant of 5,000 restricted stock units which will vest on July 1, 2018.
F3: The reporting person received a grant of 3,281 restricted stock units which will vest in three equal annual installments beginning on July 1, 2016.
F4: Represents options to purchase Baxter common stock awarded to the reporting person prior to the Spin-off. In connection with the Spin-off, the exercise price of the option was adjusted, and the reporting person received options to purchase shares of Baxalta common stock, to preserve the pre-Spin-off intrinsic value of the existing Baxter option award.
F5: This option is presently exercisable in full.
F6: Two-thirds of this option is presently exercisable. The remaining one third becomes exercisable on March 5, 2016.
F7: One-third of this option is presently exercisable. The remaining two thirds become exercisable on March 4, 2016 and March 4, 2017.
F8: In connection with the Spin-off, the number of shares subject to this option and the exercise price have been adjusted to preserve the pre-Spin-off intrinsic value of the existing Baxter option award.
F9: This option will vest in three equal annual installments beginning on March 3, 2016, the first anniversary of the grant date of the existing option award.
F10: This option will vest in three equal annual installments beginning on July 1, 2016.