Current Report Filing (8-k)

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

April 29, 2022

Date of Report (Date of earliest event reported)

ABBOTT LABORATORIES

(Exact name of registrant as specified in charter)

Illinois	1-2189	36-0698440
(State or other Jurisdiction	(Commission File Number)	(IRS Employer
of Incorporation)		Identification  No.)

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	Trading Symbol(s)	Name of Each Exchange on Which Registered
Common Shares, Without Par Value	ABT	New York Stock Exchange Chicago Stock Exchange, Inc.

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 5.07 — Submission of Matters to a Vote of Security Holders.

Abbott held its Annual Meeting of Shareholders on April 29, 2022. The following is a summary of the matters voted on at that meeting.

(1)

The shareholders elected Abbott’s entire Board of Directors. The persons elected to Abbott’s Board of Directors and the number of shares cast for, the number of shares withheld, and the number of broker non-votes, with respect to each of these persons, were as follows:

Name	Votes For		Votes Withheld		Broker Non-Votes
Robert J. Alpern, M.D.		1,300,318,741		50,116,071		186,229,036
Sally E. Blount, Ph.D.		1,322,633,909		27,800,903		186,229,036
Robert B. Ford		1,265,246,918		85,187,894		186,229,036
Paola Gonzalez		1,344,735,483		5,699,329		186,229,036
Michelle A. Kumbier		1,328,758,586		21,676,226		186,229,036
Darren W. McDew		1,333,987,306		16,447,506		186,229,036
Nancy McKinstry		1,037,568,700		312,866,112		186,229,036
William A. Osborn		1,243,331,162		107,103,650		186,229,036
Michael F. Roman		1,321,772,019		28,662,793		186,229,036
Daniel J. Starks		1,343,614,722		6,820,090		186,229,036
John G. Stratton		1,247,765,004		102,669,808		186,229,036
Glenn F. Tilton		1,288,825,816		61,608,996		186,229,036

(2)

The shareholders ratified the appointment of Ernst & Young LLP as Abbott’s auditors. The number of shares cast in favor of the ratification of Ernst & Young LLP, the number against, the number abstaining, and the number of broker non-votes were as follows:

For		Against		Abstain		Broker Non-Votes
1,523,487,443		9,931,288		3,245,117		0

(3)

The shareholders approved the compensation of Abbott’s named executive officers listed in the proxy statement for the Annual Meeting, with 91.27 percent of the votes cast voting “For” the proposal. The shareholder vote is advisory and non-binding. The number of shares cast in favor of approval, the number against, the number abstaining, and the number of broker non-votes were as follows:

For		Against		Abstain		Broker Non-Votes
1,232,623,436		110,410,371		7,401,005		186,229,036

(4)

The shareholders rejected a shareholder proposal to lower the ownership threshold for calling special meetings of shareholders, with 47.15 percent of the votes cast voting “For” the proposal. The number of shares cast in favor of the shareholder proposal, the number against, the number abstaining, and the number of broker non-votes were as follows:

For		Against		Abstain		Broker Non-Votes
636,741,987		707,817,833		5,874,992		186,229,036

(5)

The shareholders rejected a shareholder proposal requesting that Abbott’s Board of Directors adopt a policy that the Board Chairman be an independent director, with 27.75 percent of the votes cast voting “For” the proposal. The number of shares cast in favor of the shareholder proposal, the number against, the number abstaining, and the number of broker non-votes were as follows:

For		Against		Abstain		Broker Non-Votes
374,824,445		971,036,526		4,573,841		186,229,036

(6)

The shareholders rejected a shareholder proposal that Abbott’s Board of Directors adopt a policy on Rule 10b5-1 plans with certain restrictions and disclosure requirements, with 48.76 percent of the votes cast voting “For” the proposal. The number of shares cast in favor of the shareholder proposal, the number against, the number abstaining, and the number of broker non-votes were as follows:

For		Against		Abstain		Broker Non-Votes
658,539,820		684,198,068		7,696,924		186,229,036

(7)

The shareholders rejected a shareholder proposal that Abbott’s Board of Directors prepare a report, to be updated annually, disclosing Abbott’s lobbying policies, procedures, and expenditures, with 34.52 percent of the votes cast voting “For” the proposal. The number of shares cast in favor of the shareholder proposal, the number against, the number abstaining, and the number of broker non-votes were as follows:

For		Against		Abstain		Broker Non-Votes
466,227,363		877,646,614		6,560,835		186,229,036

(8)

The shareholders rejected a shareholder proposal that Abbott’s Board of Directors prepare a report on the public health costs and financial market impacts of Abbott’s standards and programs regarding antimicrobial resistance, with 11.51 percent of the votes cast voting “For” the proposal. The number of shares cast in favor of the shareholder proposal, the number against, the number abstaining, and the number of broker non-votes were as follows:

For		Against		Abstain		Broker Non-Votes
155,376,554		1,187,364,353		7,693,905		186,229,036

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.