Form 4: Baxter Executive's Stock Transaction for Tax Withholding

Baxter International's EVP, Chief Supply Chain Officer, James W. Borzi, disposed of 1,848 shares of common stock to cover tax obligations related to vested restricted stock units.

Summary

• James W. Borzi, Executive Vice President and Chief Supply Chain Officer of Baxter International Inc. (BAX), reported a transaction on September 2, 2025.
• The transaction involved the disposition of 1,848 shares of Baxter common stock.
• These shares were forfeited to cover tax withholding obligations incurred as a result of the delivery of shares from the settlement of vested restricted stock units (RSUs).
• The RSUs that vested were originally granted on September 1, 2023.
• The shares were valued at $24.17 per share for the purpose of tax withholding.
• Following this transaction, James W. Borzi directly beneficially owns 71,948 shares of Baxter International common stock.
• The total beneficial ownership figure includes shares acquired through the automatic reinvestment of dividends.

Sentiment

Score: 5

Explanation: The filing reports a routine, non-discretionary transaction for tax withholding purposes upon the vesting of restricted stock units, which is a neutral event with no significant positive or negative implications for the company or its stock price.

Positives

• The transaction is a non-discretionary forfeiture of shares to cover tax obligations, not a discretionary sale initiated by the executive.
• The executive retains a substantial beneficial ownership of 71,948 shares after the transaction, indicating continued alignment with shareholder interests.

Negatives

• No direct negative implications as the transaction is a standard tax withholding event upon RSU vesting.

Risks

• NA

Future Outlook

NA

Management Comments

• NA

Industry Context

This transaction is a routine insider reporting event for a specific executive at Baxter International and does not provide broader industry context or trends. It reflects standard executive compensation practices involving restricted stock units.

Comparison to Industry Standards

• NA

Management Changes

Corporate Governance

Legal Proceedings

• NA

Related Party Transactions

• NA

Stakeholder Impact

• Shareholders: Minor, routine dilution from RSU vesting is already factored into compensation plans; the executive's continued significant ownership aligns interests.
• Employees: Reflects standard executive compensation practices, which may be seen as a positive for retention and motivation.

Next Steps

• NA

Key Dates

Recommendation

This Form 4 filing details a routine, non-discretionary transaction by an executive to cover tax obligations upon the vesting of restricted stock units. It does not provide new information that would alter the fundamental investment thesis for Baxter International Inc. The executive retains a substantial stake, indicating continued alignment. Therefore, a 'hold' recommendation is appropriate as this event is neutral to the company's valuation and future prospects.

Keywords

Baxter, BAX, Form 4, insider transaction, stock, RSU, executive, beneficial ownership, tax withholding