**UNITED STATES**

**SECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

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**FORM 20-F/A**

**(Amendment No. 1)**

 

 

| **o**      | **REGISTRATION STATEMENT PURSUANT   TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934**                                     |
|------------|---------------------------------------------------------------------------------------------------------------------------------------------------------|
| ** ** | ** **                                                                                                                                              |
| **OR**     |
| ** ** | ** **                                                                                                                                              |
| **x**      | **ANNUAL REPORT PURSUANT TO   SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934   For the fiscal year ended December 31, 2017** |
| ** ** | ** **                                                                                                                                              |
| **OR**     |
| ** ** | ** **                                                                                                                                              |
| **o**      | **TRANSITION REPORT PURSUANT TO   SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934**                                                |
| ** ** | ** **                                                                                                                                              |
| **OR**     |
| ** ** | ** **                                                                                                                                              |
| **o**      | **SHELL COMPANY REPORT PURSUANT   TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934**                                             |

**Commission file number: 001****-****16429**

 
| **ABB Ltd**                                                                                                                                                                                            |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| (Exact name of registrant as specified in its charter)                                                                                                                                                 |
|                                                                                                                                                                                                   |
| **Switzerland**                                                                                                                                                                                        |
| (Jurisdiction of incorporation or organization)                                                                                                                                                        |
|                                                                                                                                                                                                   |
| **Affolternstrasse 44**

**CH****-****8050 Zurich, Switzerland**                                                                                                                                       |
| (Address of principal executive offices)                                                                                                                                                               |
|                                                                                                                                                                                                   |
| **Richard A. Brown**

**Affolternstrasse 44**

**CH****-****8050 Zurich, Switzerland**

**Telephone: +41****-****43****-****317****-****7111**

**Facsimile: +41****-****43****-****317****-****7992** |
| (Name, Telephone, E-mail and/or Facsimile number and Address of   Company Contact Person)                                                                                                              |

 

Securities registered or to be registered pursuant to Section 12(b) of the Act:

 

| Title of each   class                                               |   | Name of each   exchange on which registered |
|---------------------------------------------------------------------|--------|---------------------------------------------|
| American Depositary Shares,

each representing one Registered Share |   | New York Stock Exchange                     |
| Registered Shares, par value CHF 0.12                               |   | New York Stock Exchange*                    |

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Securities registered or to be registered pursuant to Section 12(g) of the Act: **None.**

 

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: **None.**

 

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report: 2,138,606,489 Registered Shares

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

x Yes   o No

 

If this is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

o Yes   x No

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

x Yes   o No

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

x Yes   o No

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

 

| Large accelerated filer x |   | Accelerated filer o |   | Non-accelerated filer o |   | Emerging growth company o |
|---------------------------|--------|---------------------|--------|-------------------------|--------|--------------------------------|

 

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, 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. o

 

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

 

| U.S. GAAP x |   | International Financial Reporting Standards as issued   by the International Accounting Standards Board o |   | Other o |
|-------------|--------|-----------------------------------------------------------------------------------------------------------|--------|---------|

 

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.

o Item 17   o Item 18

 

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

o Yes   x No

 

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* Listed on the New York Stock Exchange not for trading or quotation purposes, but only in connection with the registration of American Depositary Shares pursuant to the requirements of the Securities and Exchange Commission.

 

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**EXPLANATORY NOTE**

 

This Amendment No. 1 (“Form 20-F/A”) to our Annual Report on Form 20-F for the year ended December 31, 2017 (the “Original Filing”), filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 23, 2018, is being filed for the sole purpose of amending and restating in its entirety “Item 19. Exhibits” under Part III of the Original Filing to include hyperlinks to each listed exhibit as required by Form 20-F. Due to a technical error, some of these hyperlinks could not be created in our original February 23, 2018 filing. Except as noted above, this Form 20-F/A does not update or modify any disclosures in or reflect any events occurring after the filing of the Original Filing. Accordingly, this Form 20-F/A should be read in conjunction with the Original Filing.

 

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**PART III**

 

**Item 19. Exhibits**

 
| 1.1  |   | Articles   of Incorporation of ABB Ltd as amended to date.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
|------|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 2.1  |   | Form of   Amended and Restated Deposit Agreement, by and among ABB Ltd, Citibank,   N.A., as Depositary, and the holders and beneficial owners from time to time of   the American Depositary Shares issued thereunder (including as an exhibit the   form of American Depositary Receipt). Incorporated by reference to   Exhibit (a) to Form F-6EF (File No. 333-147488) filed by   ABB Ltd on November 19, 2007.                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| 2.2  |   | Form of   American Depositary Receipt (included in Exhibit 2.1).                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 4.1  |   | $2,000,000,000   Multicurrency Revolving Credit Agreement, dated May 23, 2014, and as   amended on June 13, 2014, entered into between ABB Ltd, certain   subsidiaries of ABB Ltd as borrowers, 27 banks as mandated lead   arrangers, Citibank International PLC, as facility agent and euro   swingline agent and Citibank N.A. as dollar swingline agent. Incorporated by   reference to Exhibit 4.1 to the Form 20-F filed by ABB Ltd on   March 5, 2015.                                                                                                                                                                                                                                                                                                                                                                                                                             |
| 4.2  |   | Indenture   dated as of May 8, 2012, among ABB Finance (USA) Inc., ABB and   Deutsche Bank Trust Company Americas, pursuant to which ABB has fully and   unconditionally guaranteed payment of principal, premium, if any, and   interest in respect of any notes issued thereunder. On May 8, 2012,   ABB’s subsidiary, ABB Finance (USA) Inc., issued $500,000,000 aggregate   principal amount of 1.625% notes due 2017, $1,250,000,000 aggregate principal   amount of 2.875% notes due 2022 and $750,000,000 aggregate principal amount   of 4.375% notes due 2042 under the Indenture. Incorporated by reference to   Form 6-K filed by ABB Ltd on March 9, 2018.                                                                                                                                                                                                                                  |
| 7.1  |   | Computation   of Ratio of Earnings to Fixed Charges.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
| 8.1  |   | Subsidiaries   of ABB Ltd as of December 31, 2017.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |
| 12.1 |   | Certification   of the chief executive officer pursuant to Section 302 of the   Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 12.2 |   | Certification   of the chief financial officer pursuant to Section 302 of the   Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 13.1 |   | Certification   by the chief executive officer of ABB Ltd pursuant to 18 U.S.C.   Section 1350, as adopted pursuant to Section 906 of the   Sarbanes-Oxley Act of 2002.*                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |
| 13.2 |   | Certification   by the chief financial officer of ABB Ltd pursuant to 18 U.S.C.   Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley   Act of 2002.*                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |
| 15.1 |   | Consent   of Independent Registered Public Accounting Firm.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| 101  |   | The following financial information from this Annual   Report formatted in XBRL (Extensible Business Reporting Language) includes   (i) Consolidated Income Statements, (ii) Consolidated Statements of   Comprehensive Income, (iii) Consolidated Balance Sheets,   (iv) Consolidated Statements of Cash Flows, (v) Consolidated   Statements of Changes in Stockholders’ Equity, (vi) Notes to the   Consolidated Financial Statements, tagged as blocks of text, (vii) each   significant accounting policy within “Note 2 Significant accounting   policies”, tagged as a single block of text, (viii) each table in the   Notes to the Consolidated Financial Statements, tagged as a separate block of   text and, (ix) each amount in the Notes to the Consolidated Financial   Statements, tagged separately. ***Furnished electronically   herewith.*** |

 

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*              This document is being furnished in accordance with SEC Release Nos. 33-8212 and 34-74551.

 

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**SIGNATURES**

 

The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F/A and that it has duly caused and authorized the undersigned to sign this Annual Report on its behalf.

 
|                  | ABB LTD |
|-----------------------|---------|
|                  |    |
|                  |    |
|                  | By:     | /s/ Timo Ihamuotila |
| Date:   March 9, 2018 |    | Name: | Timo Ihamuotila |
|                  |    | Title: | *Executive Vice President and* |
| * *              |    |   | *Chief Financial Officer* |
|                  |    |
|                  |    |
|                  | By:     | /s/ Richard A. Brown |
| Date:   March 9, 2018 |    | Name: | Richard A. Brown |
|                  |    | Title: | *Group Senior Vice President and* |
| * *              |    |   | *Chief Counsel   Corporate & Finance* |

 

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