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): June 27, 2019

PFIZER INC.

(Exact name of registrant as specified in its charter)

Delaware	1-3619	13-5315170
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
235 East 42nd Street New York, New York		10017
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code:

(212) 733-2323

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communication 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, $.05 par value	PFE	New York Stock Exchange
0.000% Notes due 2020	PFE20A	New York Stock Exchange
0.250% Notes due 2022	PFE22	New York Stock Exchange
1.000% Notes due 2027	PFE27	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 Arrangements of Certain Officers

On June 27, 2019, the Board of Directors of Pfizer Inc. (the “Company”) elected Dr. Scott Gottlieb to serve as a member of the Company’s Board of Directors, effective immediately. In addition, he was appointed to the Regulatory and Compliance Committee and the Science and Technology Committee of the Board.

Dr. Gottlieb has been provided an indemnification agreement and will receive compensation in accordance with the Company’s standard arrangements for non-employee directors.

The press release, dated June 27, 2019, announcing the election of Dr. Gottlieb is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01	Financial Statements and Exhibits
(d) Exhibits
Exhibit No.	Description
99.1	Press Release of Pfizer Inc. dated June 27, 2019

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release of Pfizer Inc. dated June 27, 2019

SIGNATURE

Under the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the authorized undersigned.

	PFIZER INC.
Dated: June 27, 2019	By:   /s/ Margaret M. Madden_____          Margaret M. Madden
	Title:  Senior Vice President and Corporate Secretary              Chief Governance Counsel

EX-99.1

		Exhibit 99.1
News Release	Pfizer
	Media Relations: Investor Relations:	Patricia Kelly +1 (212) 733-3810 patricia.kelly@pfizer.com Chuck Triano +1 (212) 733-3901 charles.e.triano@pfizer.com

SCOTT GOTTLIEB ELECTED TO PFIZER’S BOARD OF DIRECTORS

NEW YORK, NY—June 27—Pfizer Inc. (NYSE:PFE) today announced the election of Dr. Scott Gottlieb to its Board of Directors, effective immediately. Dr. Gottlieb, age 47, was also appointed to the Regulatory and Compliance Committee and the Science and Technology Committee of Pfizer’s Board.

Dr. Gottlieb, a physician and medical policy expert, is currently a Special Partner of New Enterprise Associations, Inc.’s healthcare investment team and a Resident Fellow of the American Enterprise Institute. He served as the 23^rd Commissioner of the U.S. Food and Drug Administration (FDA) from 2017 to 2019. Prior to serving as Commissioner, Dr. Gottlieb held several roles in the public and private sectors, including serving as the FDA’s Deputy Commissioner for Medical and Scientific Affairs and as a Senior Adviser to the Administrator of the Centers for Medicare and Medicaid Services, where he helped implement the Medicare drug benefit, advance policies to improve healthcare quality and promote the effective use of new medical technologies.

Dr. Gottlieb is also an elected member of the National Academy of Medicine.

Dr. Gottlieb received a B.A. in Economics from Wesleyan University and an M.D. from Mount Sinai School of Medicine.

“We are fortunate to have Dr. Gottlieb join Pfizer’s Board of Directors,” stated Ian Read, Pfizer Executive Chairman. “Scott’s expertise in health care, public policy and the industry will be an asset to our company and enable our shareholders to continue to benefit from a Board representing a balance of experience, competencies and perspectives.”

“We welcome Dr. Gottlieb to Pfizer’s Board of Directors,” said Dr. Albert Bourla, Pfizer Chief Executive Officer. “Through his work as a physician and his time at the FDA, Scott has

continually demonstrated an understanding of both patients’ needs and the rapidly changing dynamics of biopharmaceutical research and development.”

Pfizer Inc.: Breakthroughs that change patients’ lives

At Pfizer, we apply science and our global resources to bring therapies to people that extend and significantly improve their lives. We strive to set the standard for quality, safety and value in the discovery, development and manufacture of health care products. Our global portfolio includes medicines and vaccines as well as many of the world's best-known consumer health care products. Every day, Pfizer colleagues work across developed and emerging markets to advance wellness, prevention, treatments and cures that challenge the most feared diseases of our time. Consistent with our responsibility as one of the world's premier innovative biopharmaceutical companies, we collaborate with health care providers, governments and local communities to support and expand access to reliable, affordable health care around the world. For more than 150 years, we have worked to make a difference for all who rely on us. We routinely post information that may be important to investors on our website at www.pfizer.com. In addition, to learn more, please visit us on www.pfizer.com and follow us on Twitter at @Pfizer and @Pfizer_News, LinkedIn, YouTube and like us on Facebook at Facebook.com/Pfizer.