ITEM 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

Restoration of Annual Cash Retainer for the Board of Directors

As previously disclosed, on April 1, 2020, in light of the disruption and uncertainty created by the evolving COVID-19 pandemic and its anticipated impact on the operations of Boston Scientific Corporation (the "Company"), the Board of Directors of the Company (the "Board") determined that, for the one-year term beginning at the 2020 Annual Meeting of Stockholders, the annual cash retainer for each non-employee director serving on the Board would be temporarily reduced to one-half of the previously approved amount. On September 30, 2020, the Board determined that, due to stronger business results compared with the Company's prior expectations, the annual cash retainer for the Board will be restored, beginning with a payment expected to be made during the fourth quarter of 2020. As a result, the aggregate annual cash retainer for the Board will be two-thirds, rather than one-half, of the previously approved amount for the 2020 term.

In the event that a non-employee director elected to receive equity in lieu of the annual cash retainer, as permitted under the Company's non-employee director compensation program, an additional grant valued at one-sixth of the annual cash retainer will be made at or around the time of the payment of the fourth quarter 2020 Board cash retainer.

Exhibit No. Description

104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document

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