SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
On July 22, 2025, upon the recommendation of the Nominating and Corporate Governance Committee of the board of directors (the “Board”) of Bausch Health Companies Inc. (the “Company”), the Board increased the size of the Board from ten to twelve members and appointed Michael Goettler and Sandra Leung, in each case effective as of July 22, 2025. Mr. Goettler will serve on the Talent and Compensation Committee and Science and Technology Committee. Ms. Leung will serve on the Nominating and Corporate Governance Committee.
In connection with their appointments to the Board, pursuant to the Company’s non-employee director compensation policy, each of Mr. Goettler and Ms. Leung will be eligible to receive an annual cash retainer and a director equity grant, in each case as described under “Corporate Governance-Director Compensation” in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 2, 2025.
There are no arrangements or understandings between Mr. Goettler or Ms. Leung and any other person pursuant to which there were selected as directors, and there are no transactions related to the Company in which Mr. Goettler or Ms. Leung have an interest requiring disclosure under Item 404(a) of Regulation S-K.
| Item 7.01 | Regulation FD Disclosure |
On July 24, 2025, the Company issued a press release announcing the appointments of Mr. Goettler and Ms. Leung. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference.
The information in the preceding paragraph, as well as Exhibit 99.1 hereto, is being “furnished” pursuant to Item 7.01 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and is not incorporated by reference into any Company filing, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in such filing and regardless of any general incorporation language in such filing.
| Item 9.01 | Financial Statements and Exhibits |
Exhibit |
Description | |
| 99.1 | Press release of the Company dated July 24, 2025 | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL)] | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BAUSCH HEALTH COMPANIES INC. | ||
| By: | /s/ Seana Carson | |
| Name: | Seana Carson | |
| Title: | Executive Vice President, General Counsel | |
Date: July 24, 2025