Baxter (NYSE: BAX) EVP has shares withheld to cover RSU taxes

Rhea-AI Filing Summary

Baxter International EVP and General Counsel David S. Rosenbloom had 6,620 shares of common stock withheld on March 6, 2026 to cover taxes arising from the settlement of vested restricted stock units granted on March 6, 2024 and March 6, 2025. These shares were not sold in the open market but forfeited back to the company for tax-withholding purposes at a value of $17.69 per share. Following this routine tax-withholding disposition, he directly holds 138,216 shares of Baxter common stock.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Rosenbloom David S.

(Last) (First) (Middle)

ONE BAXTER PARKWAY

(Street)

DEERFIELD IL 60015

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BAXTER INTERNATIONAL INC [ BAX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP and General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $1 par value	03/06/2026		F		6,620(1)	D	$17.69	138,216	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents the number of shares forfeited by the reporting person to cover the withholding of taxes incurred as a result of the delivery of shares on March 6, 2026 from the settlement of vested restricted stock units granted on March 6, 2024 and March 6, 2025.

Remarks:

	/s/ Kimberly Olson, as attorney-in-fact for David S. Rosenbloom	03/10/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What did Baxter (BAX) EVP David S. Rosenbloom report in this Form 4?

David S. Rosenbloom reported that 6,620 Baxter common shares were withheld to cover taxes. The withholding relates to vested restricted stock units settled on March 6, 2026, and does not represent an open-market sale or discretionary trade.

How many Baxter (BAX) shares were withheld for David S. Rosenbloom’s taxes?

A total of 6,620 Baxter common shares were forfeited to cover tax withholding. The shares were valued at $17.69 each and arose from the settlement of previously granted restricted stock units that vested and delivered shares on March 6, 2026.

Is David S. Rosenbloom’s Baxter (BAX) Form 4 transaction an open-market sale?

No, the transaction is a tax-withholding disposition, not an open-market sale. Shares were forfeited back to Baxter to satisfy tax obligations from vested restricted stock units, a common administrative mechanism rather than a discretionary stock sale.

How many Baxter (BAX) shares does David S. Rosenbloom hold after this transaction?

After the tax-withholding disposition, David S. Rosenbloom directly holds 138,216 Baxter common shares. This figure reflects his remaining stake following the forfeiture of 6,620 shares used solely to cover tax liabilities from RSU settlement.

What awards triggered the tax withholding for Baxter (BAX) EVP David S. Rosenbloom?

The tax withholding came from the settlement of vested restricted stock units granted on March 6, 2024 and March 6, 2025. When these RSUs vested and delivered shares on March 6, 2026, a portion of the shares was forfeited to satisfy related tax obligations.