8-K

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): February 23, 2022

STRYKER CORPORATION

(Exact name of registrant as specified in its charter)

Michigan	001-13149	38-1239739
(State of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

2825 Airview Boulevard Kalamazoo, Michigan	49002
(Address of principal executive offices)	(Zip Code)

(269) 385-2600

(Registrant’s telephone number, including area code)

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, $.10 Par Value	SYK	New York Stock Exchange
1.125% Notes due 2023	SYK23	New York Stock Exchange
0.250% Notes due 2024	SYK24A	New York Stock Exchange
2.125% Notes due 2027	SYK27	New York Stock Exchange
0.750% Notes due 2029	SYK29	New York Stock Exchange
2.625% Notes due 2030	SYK30	New York Stock Exchange
1.000% Notes due 2031	SYK31	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 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS.

On February 23, 2022, Stryker Corporation, a Michigan corporation (“Stryker”), and Voice Merger Sub Corp., a Delaware corporation (“Merger Sub”) and a direct or indirect wholly owned subsidiary of Stryker, completed the acquisition of Vocera Communications, Inc., a Delaware corporation (“Vocera”), pursuant to the terms of the previously announced Agreement and Plan of Merger, dated as of January 6, 2022 (the “Merger Agreement”), among Stryker, Merger Sub and Vocera. At the closing, Merger Sub merged with and into Vocera pursuant to Section 251(h) of the General Corporation Law of the State of Delaware (the “Merger”), with Vocera continuing as the surviving corporation. The total aggregate consideration paid by Merger Sub in the transaction was approximately $3.1 billion (including repayment of the outstanding convertible notes).

The foregoing description of the Merger Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Merger Agreement, which Stryker filed as Exhibit 2.1 to its Current Report on Form 8-K dated January 11, 2022.

SIGNATURES

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.

		STRYKER CORPORATION
		(Registrant)
Date: February 23, 2022	By:	/s/ Glenn S. Boehnlein
	Name:	Glenn S. Boehnlein
	Title:	Vice President, Chief Financial Officer

XML

Document and Entity Information	Feb. 23, 2022
Document And Entity Information [Line Items]
Entity Registrant Name	STRYKER CORP
Amendment Flag	false
Entity Central Index Key	0000310764
Document Type	8-K
Document Period End Date	Feb. 23, 2022
Entity Incorporation State Country Code	MI
Entity File Number	001-13149
Entity Tax Identification Number	38-1239739
Entity Address, Address Line One	2825 Airview Boulevard
Entity Address, City or Town	Kalamazoo
Entity Address, State or Province	MI
Entity Address, Postal Zip Code	49002
City Area Code	(269)
Local Phone Number	385-2600
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Common Stock [Member]
Document And Entity Information [Line Items]
Security 12b Title	Common Stock, $.10 Par Value
Trading Symbol	SYK
Security Exchange Name	NYSE
Senior Unsecured Notes 1.125 Due 2023 [Member]
Document And Entity Information [Line Items]
Security 12b Title	1.125% Notes due 2023
Trading Symbol	SYK23
Security Exchange Name	NYSE
Senior Unsecured Notes 0.250due 2024 [Member]
Document And Entity Information [Line Items]
Security 12b Title	0.250% Notes due 2024
Trading Symbol	SYK24A
Security Exchange Name	NYSE
Senior Unsecured Notes 2.125 Due 2027 [Member]
Document And Entity Information [Line Items]
Security 12b Title	2.125% Notes due 2027
Trading Symbol	SYK27
Security Exchange Name	NYSE
Senior Unsecured Notes 0.750due 2029 [Member]
Document And Entity Information [Line Items]
Security 12b Title	0.750% Notes due 2029
Trading Symbol	SYK29
Security Exchange Name	NYSE
Senior Unsecured Notes 2.625 Due 2030 [Member]
Document And Entity Information [Line Items]
Security 12b Title	2.625% Notes due 2030
Trading Symbol	SYK30
Security Exchange Name	NYSE
Senior Unsecured Notes 1.000due 2031 [Member]
Document And Entity Information [Line Items]
Security 12b Title	1.000% Notes due 2031
Trading Symbol	SYK31
Security Exchange Name	NYSE