AbbVie委任John M. Carethers为独立董事，属常规董事会扩容备案

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington
, D.C. 20549
FORM
8-K
CURRENT REPORT
Pursuant to
Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date of Report (Date of earliest event reported):
October 14, 2026
ABBVIE
INC.
(Exact name of registrant as specified in its charter)
Delaware
001-35565
32-0375147
(State or other Jurisdiction
of Incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
1
North Waukegan Road
North
Chicago
,
Illinois
60064-6400
(Address of principal executive offices) (Zip
Code)
Registrant’s telephone number, including
area code:
(
847
)
932-7900
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title
of each class
Trading
Symbol(s)
Name
of each exchange on which registered
Common
Stock, $0.01 Par Value
ABBV
New
York Stock Exchange
NYSE Texas
0.750%
Senior Notes due 2027
ABBV27
New
York Stock Exchange
2.125%
Senior Notes due 2028
ABBV28
New
York Stock Exchange
2.625%
Senior Notes due 2028
ABBV28B
New
York Stock Exchange
2.125%
Senior Notes due 2029
ABBV29
New
York Stock Exchange
1.250%
Senior Notes due 2031
ABBV31
New
York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
¨
Item
5.02 Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers
On October 14, 2026, AbbVie Inc. (“AbbVie”) expanded
the size of its Board of Directors (the “Board”) from twelve directors to thirteen directors and appointed Dr. John M.
Carethers as a Class II director. Dr. Carethers currently serves as the Vice Chancellor for Health Sciences at the University
of California San Diego and was previously a director of Avantor, Inc. Dr. Carethers has been appointed to the Public Policy
and Sustainability Committee of AbbVie. The Board affirmatively determined that Dr. Carethers is an “independent director”
under each of the standards set forth in section 303A.02 of the New York Stock Exchange Listed Company Manual and AbbVie’s Governance
Guidelines and Director Independence Guidelines. Dr. Carethers will be entitled to compensation as an independent director as
disclosed in Exhibit 10.5 to AbbVie’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2025.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
ABBVIE INC.
Date:
October 15, 2026
By:
/s/ Perry C. Siatis
Perry C. Siatis
Executive Vice President, General Counsel and Secretary