AbbVie Adds A Thirteenth Board Seat For UC San Diego Health Sciences Vice Chancellor John Carethers
The board grew from twelve to thirteen directors, and the new member was placed on its Public Policy and Sustainability Committee.
AbbVie expanded its board from twelve directors to thirteen on Wednesday and appointed Dr. John M. Carethers to the new seat, according to an 8-K the company filed Thursday. Carethers is a Class II director and has joined the board's Public Policy and Sustainability Committee.
What the 8-K says
The filing, under Item 5.02 (the section covering director elections and appointments), says AbbVie raised the board's size on October 14, 2026 and named Carethers to the added seat.
Carethers is currently Vice Chancellor for Health Sciences at the University of California San Diego. The filing also says he was previously a director of Avantor.
The board "affirmatively determined" that he is an "independent director" under section 303A.02 of the New York Stock Exchange Listed Company Manual. It reached the same finding under AbbVie's own Governance Guidelines and Director Independence Guidelines.
The filing was signed Thursday by Perry C. Siatis, AbbVie's Executive Vice President, General Counsel and Secretary.
What it changes
The board is now one seat larger, and the added seat is filled by an outside director who meets the independence tests the company cites. That means the change adds an independent voice rather than an insider.
Carethers will be paid as an independent director. The filing points to Exhibit 10.5 of AbbVie's quarterly report for the period ended March 31, 2025, for those terms, and states no separate pay figure for him.
AbbVie shares closed at $283.40 on Thursday, down 0.03% from the prior session, before the filing was accepted at 4:00 p.m. ET. The price move precedes the filing's release and is not a reaction to it.
Carethers's committee seat is on public policy and sustainability, and the 8-K lists no other committee assignment for him.
Sources
- 8-K Filing — AbbVie Inc. (ABBV) — SEC EDGAR
