[SCHEDULE 13G/A] Baxter International Inc. SEC Filing

Rhea-AI Filing Summary

Pzena Investment Management, LLC reports beneficial ownership of 55,458,217 shares of Baxter International Inc. common stock, representing 10.8% of the class. The filing shows Pzena has sole voting power over 46,921,845 shares and sole dispositive power over 55,458,217 shares. The statement notes these shares are held for clients of the investment manager and that no single client accounts for more than 5% of the class. The filing identifies Baxter's principal executive offices at One Baxter Parkway, Deerfield, Illinois, and lists Pzena's address at 320 Park Avenue, New York. The Schedule 13G/A was signed by Steven Coffey, Chief Legal Risk Officer & Chief Compliance Officer, on 09/02/2025.

Insights

Financial Analyst

TL;DR Pzena discloses a significant passive stake of 10.8% in Baxter, with sole voting and dispositive control over the reported shares.

Pzena Investment Management reports beneficial ownership of 55,458,217 shares, equal to 10.8% of Baxter's common stock. The filing indicates substantive sole voting power on 46,921,845 shares and sole dispositive power on the full position. The statement is filed under Schedule 13G/A and includes the compliance certification that the holdings are in the ordinary course of business and not for influencing control. The disclosure clarifies that the securities are held on behalf of clients and that no single client holds more than 5% of the class.

Corporate Governance Expert

TL;DR A 10.8% passive position is material for disclosure but the filing asserts it is not intended to change control of Baxter.

The Schedule 13G/A specifies the reporting person as an investment adviser organized in Delaware. The filing includes a certification that the securities were acquired and are held in the ordinary course of business and are not intended to influence control of the issuer. It further states that clients of the investment manager have the ultimate right to receive dividends or sale proceeds and that no single client has an interest exceeding 5% of the class. Signature and compliance officer details are provided, completing the required disclosure.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

BAXTER INTERNATIONAL INC

(Name of Issuer)

Common Stock

(Title of Class of Securities)

071813109

(CUSIP Number)

08/31/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 071813109

1

Names of Reporting Persons

PZENA INVESTMENT MANAGEMENT LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 46,921,845.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 55,458,217.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

55,458,217.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

10.8 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

Item 1.
(a)	Name of issuer: BAXTER INTERNATIONAL INC
(b)	Address of issuer's principal executive offices: ONE BAXTER PARKWAY, DEERFIELD, ILLINOIS, 60015
Item 2.
(a)	Name of person filing: Pzena Investment Management, LLC
(b)	Address or principal business office or, if none, residence: 320 Park Avenue, 8th floor New York, NY 10022
(c)	Citizenship: Delaware
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 071813109
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 55,458,217
(b)	Percent of class: 10.8%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 46,921,845
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 55,458,217
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. CLIENTS OF THE FILING INVESTMENT MANAGER HAVE THE RIGHT TO RECEIVE AND THE ULTIMATE POWER TO DIRECT THE RECEIPT OF DIVIDENDS FROM, OR THE PROCEEDS OF SALE OF THE SECURITIES REPORTED ON HEREINABOVE. NO INTEREST OF ANY ONE OF SUCH CLIENTS RELATES TO MORE THAN FIVE PERCENT OF THE CLASS.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

PZENA INVESTMENT MANAGEMENT LLC

Signature:	s/Steven Coffey
Name/Title:	Chief Legal Risk Officer & Chief Compliance Officer
Date:	09/02/2025