X0306 4 2016-05-24 0 0001620546 Baxalta Inc BXLT 0001321238 Devitt Blake E C/O BAXALTA INCORPORATED 1200 LAKESIDE DRIVE BANNOCKBURN IL 60015 1 0 0 0 Common Stock, $0.01 par value 2016-05-24 4 P 0 387 A 32857 D On April 21, 2016, Baxter International Inc. ("Baxter") commenced an offer to exchange shares of Baxalta common stock, par value $0.01 per share, that Baxter owned for shares of Baxter common stock, par value $1.00 per share, that are validly tendered and not validly withdrawn in the exchange offer. Any U.S. holder of Baxter common stock during the exchange offer period could participate in the exchange offer, subject to certain restrictions. On May 18, 2016, Mr. Devitt tendered 9,231 shares of Baxter common stock pursuant to the exchange offer. Because the exchange offer was oversubscribed, Baxter accepted only a portion of the shares of Baxter common stock that were validly tendered and not validly withdrawn, on a pro rata basis in proportion to the number of shares tendered. The final proration factor of 3.6178959% was established on May 24, 2016, and applied to all tendered shares of Baxalta common stock (other than "odd-lot" tenders) to determine the number of such shares that would be accepted. As a result, 334 shares of Mr. Devitt's Baxter common stock were accepted in the exchange offer and he received 387 shares of Baxalta common stock in the exchange. /s/ Stephanie D. Miller, Attorney-in-Fact for Blake E. Devitt 2016-05-26