Baxter International Inc. Watch

from 10-Q 12 pages Baxter International Inc. Amended and Restated 2021 Incentive Plan Stock Option Award Grant Notice

from 10-Q 12 pages Baxter International Inc. Amended and Restated 2021 Incentive Plan Restricted Stock Unit Award Grant Notice

from 10-Q 16 pages Baxter International Inc. Amended and Restated 2021 Incentive Plan Performance Share Unit Award Grant Notice

from 8-K 3 pages February 1, 2025 Mr. Brent Shafer at the Address on File With the Company Dear Brent, on Behalf of the Board of Directors (The “Board”) of Baxter International Inc. (The “Company”), We Are Pleased to Confirm the Terms of Your Service as Interim Chief Executive Officer and Chair of the Board (“Interim CEO/Chair”), Effective February 3, 2025 (The “Start Date”)

from 8-K 5 pages 1. Transition. Your Service as Chief Executive Officer of the Company, Chair of the Board and Director Will Cease on February 3, 2025 (The “Transition Date”), And, Concurrently Therewith, You Will Execute the Resignation Letter Attached Hereto as Annex A, Pursuant to Which You Will Voluntarily and Irrevocably Resign as a Director, Member or Officer of the Company and of Each of Its Subsidiaries (Collectively, the “Group”) and as a Member of Any Committee of the Group or Any Board of Directors, Board of Managers or Special Subcommittee Thereof. on the Transition Date, You Will Transition Into a Non-Executive Officer Employee Role (“Advisor”) and Continue Service in Such Role Through October 31, 2025, Or, if Earlier, Upon Your Death or Disability or Termination by the Company for Cause (Such Date, the “Separation Date”, and Such Period, the “Advisory Period”). the Company Will Not Terminate the Advisory Period Other Than as a Result of You Committing Cause. Your Service Relationship With the Company Will End on the Separation Date. Both You and the Company Hereby Waive Any Otherwise Existing Notice Requirements Under Any Previous Agreements or Arrangements You Have With the Company

from 8-K 10 pages Amendment 1 to the Equity Purchase Agreement

from 10-Q 21 pages Baxter International Inc. Executive Severance Plan and Summary Plan Description Introduction

from 10-Q 3 pages 1. Purpose

from 8-K 15 pages Third Guaranty Amendment

from 8-K 21 pages Fourth Amendment

from 8-K 34 pages Fourth Amendment

from 10-K 4 pages April 22, 2023 Chris Toth Terms of Employment: Executive Vice President and Group President, Kidney Care

from 10-K 13 pages Baxter International Inc. Directors’ Deferred Compensation Plan

from 8-K 4 pages Your First Day of Employment Will Be October 18, 2023. Your Job Title Will Be Executive Vice President and Chief Financial Officer, Reporting to Joe Almeida, Chairman, Chief Executive Officer & President. This Role, Which Is a Full-Time Exempt Position, Is Based in Deerfield, Illinois and Is Not Remote. Subject to Formal Appointment by the Board of Directors of Baxter (The “Board”), It Is Anticipated You Will Be Appointed as an Executive Officer of the Company. Terms of Employment the Following Explains the Terms of Your Employment. Please Note That All Compensation Actions Have Been Approved by the Compensation and Human Capital Committee (“Chcc”) of the Board. ● Your Salary Will Be $800,000 Annualized, Less Applicable Deductions and Withholdings

from 10-Q 16 pages Change in Control Agreement

from 10-Q 3 pages Material contract

from 8-K 15 pages Second Guaranty Amendment

from 8-K 21 pages Third Amendment

from 8-K 38 pages Third Amendment

from 8-K 1 page Baxter International Inc. Executive Officer Cash Severance Policy