PFIZER INC false 0000078003 0000078003 2020-11-16 2020-11-16 0000078003 us-gaap:CommonStockMember 2020-11-16 2020-11-16 0000078003 pfe:M0.250NotesDue20222Member 2020-11-16 2020-11-16 0000078003 pfe:M1.000NotesDue20271Member 2020-11-16 2020-11-16

 

 

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): November 16, 2020

 

 

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)

(212) 733-2323

(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 (see General Instruction A.2. below):

 

 

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, $.05 par value   PFE   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 7.01

Regulation FD Disclosure

On November 16, 2020, Pfizer Inc. (“Pfizer”) issued a press release announcing the completion of the previously disclosed transactions contemplated by (i) the Business Combination Agreement, dated as of July 29, 2019, as amended, by and among Pfizer, Viatris Inc., formerly known as Upjohn Inc. (“Viatris”), Utah Acquisition Sub Inc., a wholly owned subsidiary of Viatris, Mylan N.V. (“Mylan”), Mylan I B.V., a wholly owned subsidiary of Mylan (“Mylan Newco”), and Mylan II B.V., a wholly owned subsidiary of Mylan Newco and (ii) the Separation and Distribution Agreement, dated as of July 29, 2019, as amended, by and between Pfizer and Viatris. The information in this Item 7.01 and the press release, attached as Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended.

 

Item 9.01

Financial Statements and Exhibits

(d) Exhibits

 

99.1    Press Release, dated November 16, 2020.
104    Cover Page Interactive Data File—The cover page XBRL tags are embedded within the Inline XBRL Document


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.

 

PFIZER INC.
By:  

/s/ Margaret M. Madden

  Margaret M. Madden
 

Senior Vice President and Corporate Secretary

Chief Governance Counsel

Date: November 16, 2020