Cover
Cover | 12 Months Ended |
Dec. 31, 2022 | |
Document Information [Line Items] | |
Document Type | DEF 14A |
Amendment Flag | false |
Entity Information [Line Items] | |
Entity Registrant Name | Baxter International Inc. |
Entity Central Index Key | 0000010456 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure Unit_pure in Millions | 12 Months Ended | ||
Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Pay vs Performance Disclosure [Table] | |||
Pay vs Performance [Table Text Block] | Pay Versus Performance Disclosure In accordance with rules adopted by the SEC pursuant to Non-PEO The company determined net sales to be the most relevant financial performance measure to include in this disclosure in the interest of linking company performance to compensation actually paid to its PEO and non-PEO Year Summary ($) Compensation 1,2,3 Average Non-PEO NEOs 1 Average Non-PEO 1,2,3 Value of Initial 4 Net Income (Loss) ($ Millions) Net Sales 5 ($ Millions) TSR Peer (a) (b) (c) (d) (e) (f) (g) (h) (i) 2022 13,588,236 (9,114,999 ) 6,721,562 14,410 63.62 140.29 (2,421 ) 15,113 2021 15,634,734 19,600,136 4,853,630 5,588,070 105.26 143.09 1,110 12,784 2020 15,865,396 4,130,682 3,893,864 1,603,952 97.06 113.45 1,295 11,673 1. Mr. Almeida served as the company’s PEO for each year presented. The individuals comprising the Non-PEO 2020 2021 2022 James K. Saccaro James K. Saccaro James K. Saccaro Giuseppe Accogli Giuseppe Accogli Giuseppe Accogli Cristiano Franzi Cristiano Franzi Cristiano Franzi Sean Martin Andrew Frye David Rosenbloom 2. The amounts set forth in the “Compensation Actually Paid” and “Average Compensation Actually Paid” columns above have been calculated in accordance with Item 402(v) of Regulation S-K 3. The amounts set forth in the “Compensation Actually Paid” and “Average Compensation Actually Paid” columns above reflect the exclusions and inclusions of certain amounts for the PEO and the Non-PEO Year Summary Exclusion of Exclusion of Stock Inclusion of Inclusion of Equity Compensation 2022 13,588,236 — (11,490,788 ) — (11,212,447 ) (9,114,999 ) 2021 15,634,734 — (11,919,569 ) — 15,884,971 19,600,136 2020 15,865,396 — (14,494,546 ) — 2,759,832 4,130,682 Year Average Summary Non-PEO Average Exclusion Non-PEO Average Exclusion Non-PEO Average Inclusion Non-PEO Average Inclusion Non-PEO Average Non-PEO NEOs 2022 6,721,562 — (5,680,580 ) — (1,026,572 ) 14,410 2021 4,853,630 — (3,144,514 ) 6,341 3,872,613 5,588,070 2020 3,893,864 (68,999 ) (2,713,743 ) — 492,830 1,603,952 The amounts in the “Inclusion of Equity Values” and the “ Average the Year Year-End Fair Change in Fair Change in Fair Total—Inclusion of 2022 2,870,052 (13,723,320 ) (359,179 ) (11,212,447 ) 2021 13,103,902 3,222,430 (441,361 ) 15,884,971 2020 11,175,844 (8,203,393 ) (212,619 ) 2,759,832 Year Average Year-End Non-PEO Average Change Non-PEO Average Change in Total—Average Non-PEO 2022 1,388,426 (2,368,324 ) (46,674 ) (1,026,572 ) 2021 3,409,993 597,020 (134,400 ) 3,872,613 2020 2,044,592 (1,659,165 ) 107,403 492,830 4. The Peer Group TSR in the table set forth below utilizes the S&P 500 Health Care Index (S&P 500 Health Care Index), which the company also utilizes in the stock performance graph required by Item 201(e) of Regulation S-K 10-K. 5. For a reconciliation of Net Sales to Adjusted Net Sales as used for measuring short-term incentive performance in 2022, please refer to page 49. Adjusted Net Sales as used for measuring short-term incentive performance for 2021 was calculated as the company’s reported net sales (determined in accordance with GAAP) using budgeted exchange rates as of January 1, 2021. These amounts were adjusted to reflect the elimination of $212 million of Hillrom net sales in 2021 (which represents 19 days of contribution from Hillrom). Company Adjusted Net Sales totaled $12.4 billion for 2021. Company net sales as reported under GAAP for 2021 totaled $12.8 billion. Adjusted net sales as used for measuring short-term incentive performance for 2020 was calculated as the company’s reported net sales (determined in accordance with GAAP) using budgeted exchange rates as of January 1, 2020. Consolidated Adjusted Net Sales totaled $11.8 billion for 2020. Consolidated net sales as reported under GAAP for 2020 totaled $11.7 billion. | ||
Company Selected Measure Name | Net Sales | ||
Named Executive Officers, Footnote [Text Block] | 1. Mr. Almeida served as the company’s PEO for each year presented. The individuals comprising the Non-PEO 2020 2021 2022 James K. Saccaro James K. Saccaro James K. Saccaro Giuseppe Accogli Giuseppe Accogli Giuseppe Accogli Cristiano Franzi Cristiano Franzi Cristiano Franzi Sean Martin Andrew Frye David Rosenbloom | ||
Peer Group Issuers, Footnote [Text Block] | The Peer Group TSR in the table set forth below utilizes the S&P 500 Health Care Index (S&P 500 Health Care Index), which the company also utilizes in the stock performance graph required by Item 201(e) of Regulation S-K 10-K. | ||
PEO Total Compensation Amount | $ 13,588,236 | $ 15,634,734 | $ 15,865,396 |
PEO Actually Paid Compensation Amount | $ (9,114,999) | 19,600,136 | 4,130,682 |
Adjustment To PEO Compensation, Footnote [Text Block] | 2. The amounts set forth in the “Compensation Actually Paid” and “Average Compensation Actually Paid” columns above have been calculated in accordance with Item 402(v) of Regulation S-K 3. The amounts set forth in the “Compensation Actually Paid” and “Average Compensation Actually Paid” columns above reflect the exclusions and inclusions of certain amounts for the PEO and the Non-PEO Year Summary Exclusion of Exclusion of Stock Inclusion of Inclusion of Equity Compensation 2022 13,588,236 — (11,490,788 ) — (11,212,447 ) (9,114,999 ) 2021 15,634,734 — (11,919,569 ) — 15,884,971 19,600,136 2020 15,865,396 — (14,494,546 ) — 2,759,832 4,130,682 The amounts in the “Inclusion of Equity Values” and the “ Average the Year Year-End Fair Change in Fair Change in Fair Total—Inclusion of 2022 2,870,052 (13,723,320 ) (359,179 ) (11,212,447 ) 2021 13,103,902 3,222,430 (441,361 ) 15,884,971 2020 11,175,844 (8,203,393 ) (212,619 ) 2,759,832 | ||
Non-PEO NEO Average Total Compensation Amount | $ 6,721,562 | 4,853,630 | 3,893,864 |
Non-PEO NEO Average Compensation Actually Paid Amount | $ 14,410 | 5,588,070 | 1,603,952 |
Adjustment to Non-PEO NEO Compensation Footnote [Text Block] | Year Average Summary Non-PEO Average Exclusion Non-PEO Average Exclusion Non-PEO Average Inclusion Non-PEO Average Inclusion Non-PEO Average Non-PEO NEOs 2022 6,721,562 — (5,680,580 ) — (1,026,572 ) 14,410 2021 4,853,630 — (3,144,514 ) 6,341 3,872,613 5,588,070 2020 3,893,864 (68,999 ) (2,713,743 ) — 492,830 1,603,952 Year Average Year-End Non-PEO Average Change Non-PEO Average Change in Total—Average Non-PEO 2022 1,388,426 (2,368,324 ) (46,674 ) (1,026,572 ) 2021 3,409,993 597,020 (134,400 ) 3,872,613 2020 2,044,592 (1,659,165 ) 107,403 492,830 | ||
Compensation Actually Paid vs. Total Shareholder Return [Text Block] | The following chart sets forth the relationship between the amounts set forth in the “Compensation Actually Paid” and “Average of Compensation Actually Paid” columns above to the company’s cumulative TSR over the three most recently completed fiscal years, with TSR calculated in accordance with the methodology described in above . | ||
Compensation Actually Paid vs. Net Income [Text Block] | The following chart sets forth the relationship between the amounts set forth in the “Compensation Actually Paid” and the “Average of Compensation Actually Paid” columns above and the company’s net income during the three most recently completed fiscal years. | ||
Compensation Actually Paid vs. Company Selected Measure [Text Block] | The following chart sets forth the relationship between the amounts set forth in the “Compensation Actually Paid” and the “Average of Compensation Actually Paid” columns above and the company’s net sales during the three most recently completed fiscal years. | ||
Total Shareholder Return Vs Peer Group [Text Block] | The following chart compares the company’s cumulative TSR over the three most recently completed fiscal years to that of the S&P 500 Health Care Index over the same period. | ||
Tabular List [Table Text Block] | The financial measures most important in determining pay during 2022 the non-GAAP measures): • Earnings Per Share • Free Cash Flow • Net Sales • ROIC • TSR | ||
Total Shareholder Return Amount | $ 63.62 | 105.26 | 97.06 |
Peer Group Total Shareholder Return Amount | 140.29 | 143.09 | 113.45 |
Net Income (Loss) | $ (2,421,000,000) | $ 1,110,000,000 | $ 1,295,000,000 |
Company Selected Measure Amount | 15,113 | 12,784 | 11,673 |
PEO Name | Mr. Almeida | ||
Measure [Axis]: 1 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Earnings Per Share | ||
Measure [Axis]: 2 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Free Cash Flow | ||
Measure [Axis]: 3 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | Net Sales | ||
Measure [Axis]: 4 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | ROIC | ||
Measure [Axis]: 5 | |||
Pay vs Performance Disclosure [Table] | |||
Measure Name | TSR | ||
PEO [Member] | Exclusion Of Stock Awards And Option Awards [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | $ (11,490,788) | $ (11,919,569) | $ (14,494,546) |
PEO [Member] | Inclusion Of Equity Values [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (11,212,447) | 15,884,971 | 2,759,832 |
PEO [Member] | Year End Fair Value Of Equity Awards Granted During Year That Remained Unvested As Of Last Day Of Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 2,870,052 | 13,103,902 | 11,175,844 |
PEO [Member] | Change In Fair Value From Last Day Of Prior Year To Last Day Of Year Of Unvested Equity Awards [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (13,723,320) | 3,222,430 | (8,203,393) |
PEO [Member] | Change In Fair Value From Last Day Of Prior Year To Vesting Date Of Unvested Equity Awards That Vested During Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (359,179) | (441,361) | (212,619) |
Non-PEO NEO [Member] | Change In Pension Value and Equity Award Value [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (68,999) | ||
Non-PEO NEO [Member] | Pension Adjustments Service Cost [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 6,341 | ||
Non-PEO NEO [Member] | Exclusion Of Stock Awards And Option Awards [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (5,680,580) | (3,144,514) | (2,713,743) |
Non-PEO NEO [Member] | Inclusion Of Equity Values [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (1,026,572) | 3,872,613 | 492,830 |
Non-PEO NEO [Member] | Year End Fair Value Of Equity Awards Granted During Year That Remained Unvested As Of Last Day Of Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | 1,388,426 | 3,409,993 | 2,044,592 |
Non-PEO NEO [Member] | Change In Fair Value From Last Day Of Prior Year To Last Day Of Year Of Unvested Equity Awards [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | (2,368,324) | 597,020 | (1,659,165) |
Non-PEO NEO [Member] | Change In Fair Value From Last Day Of Prior Year To Vesting Date Of Unvested Equity Awards That Vested During Year [Member] | |||
Pay vs Performance Disclosure [Table] | |||
Adjustment to Compensation Amount | $ (46,674) | $ (134,400) | $ 107,403 |