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BECTON DICKINSON & CO

For the period ended Sep 30, 2025. Filed Nov 25, 2025.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Nov 25, 2025

BDX$215.25+1.6%Stored close · as of Nov 9, 2026

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EXHIBIT INDEX

ExhibitNumberDescriptionMethod of Filing
2(a)Separation Agreement, dated as of July 13, 2025, by and among Becton, Dickinson and Company, Waters Corporation and Augusta SpinCo Corporation.***Incorporated by reference to Exhibit 2.1 to the registrant’s Current Report on Form 8-K filed on July 14, 2025.
2(b)Agreement and Plan of Merger, dated as of July 13, 2025, by and among Becton, Dickinson and Company, Augusta SpinCo Corporation, Waters Corporation and Beta Merger Sub, Inc.***Incorporated by reference to Exhibit 2.2 to the registrant’s Current Report on Form 8-K filed on July 14, 2025.
3(a)Restated Certificate of Incorporation, dated as of January 30, 2019.Incorporated by reference to Exhibit 3 to the registrant’s Quarterly Report on Form 10-Q for the period ended December 31, 2018.
3(b)By-Laws, as amended as of April 29, 2025.Incorporated by reference to Exhibit 3 to the registrant’s Current Report on Form 8-K filed on May 2, 2025.
4(a)Indenture, dated as of March 1, 1997, between the registrant and The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank).Incorporated by reference to Exhibit 4(a) to the registrant’s Current Report on Form 8-K filed on July 31, 1997.
4(b)Form of 7.000% Debentures due August 1, 2027.Incorporated by reference to Exhibit 4(d) to the registrant’s Current Report on Form 8-K filed on July 31, 1997.
4(c)Form of 6.700% Debentures due August 1, 2028.Incorporated by reference to Exhibit 4(d) to the registrant’s Current Report on Form 8-K filed on July 29, 1998.
4(d)Form of 6.000% Notes due May 15, 2039.Incorporated by reference to Exhibit 4.2 to the registrant’s Current Report on Form 8-K filed on May 13, 2009.
4(e)Form of 5.000% Notes due November 12, 2040.Incorporated by reference to Exhibit 4.2 to the registrant’s Current Report on Form 8-K filed on November 12, 2010.
4(f)Form of 4.685% Notes due December 15, 2044.Incorporated by reference to Exhibit 4.5 to the registrant’s Current Report on Form 8-K filed on December 15, 2014.
4(g)Form of 4.875% Senior Notes due May 15, 2044.Incorporated by reference to Exhibit 4.6 to the registrant’s Current Report on Form 8-K filed on April 29, 2015.
4(h)Form of 1.900% Notes due December 15, 2026.Incorporated by reference to Exhibit 4.2 to the registrant’s Current Report on Form 8-K filed on December 9, 2016.
4(i)Form of 3.700% Notes due June 6, 2027.Incorporated by reference to Exhibit 4.6 to the registrant’s Current Report on Form 8-K filed on June 6, 2017.
4(j)Form of 4.669% Notes due June 6, 2047.Incorporated by reference to Exhibit 4.7 to the registrant’s Current Report on Form 8-K filed on June 6, 2017.
ExhibitNumberDescriptionMethod of Filing
4(k)Form of 6.700% Notes due December 1, 2026.Incorporated by reference to Exhibit 4.4 to the registrant’s Current Report on Form 8-K filed on December 29, 2017.
4(l)Indenture, dated as of December 1, 1996 between C.R. Bard, Inc. and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee.Incorporated by reference to Exhibit 4.1 to C.R. Bard, Inc.’s Registration Statement on Form S-3 (File No. 333-05997).
4(m)First Supplemental Indenture, dated May 18, 2017, between C. R. Bard, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee.Incorporated by reference to Exhibit 4.2 to C.R. Bard, Inc.’s Current Report on Form 8-K filed on May 23, 2017.
4(n)Indenture, dated as of May 17, 2019, among Becton Dickinson Euro Finance S.à r.l. (“Becton Finance”), as issuer, Becton, Dickinson and Company, as guarantor, and The Bank of New York Mellon Trust Company, N.A., as trustee.Incorporated by reference to Exhibit 4.7 to the registrant’s Post-Effective Amendment to the Registration Statement on Form S-3 filed on May 17, 2019.
4(o)First Supplemental Indenture, dated as of June 4, 2019, among Becton Finance, as issuer, Becton, Dickinson and Company, as guarantor, and The Bank of New York Mellon Trust Company, N.A., as trustee.Incorporated by reference to Exhibit 4.1 to the registrant’s Current Report on Form 8-K filed on June 4, 2019.
4(p)Form of 1.208% Note due June 4, 2026.Incorporated by reference to Exhibit 4.4 to the registrant’s Current Report on Form 8-K filed on June 4, 2019.
4(q)Form of 2.823% Notes due May 20, 2030.Incorporated by reference to Exhibit 4.1 to the registrant’s Current Report on Form 8-K filed on May 20, 2020.
4(r)Form of 3.794% Notes due May 20, 2050.Incorporated by reference to Exhibit 4.2 to the registrant’s Current Report on Form 8-K filed on May 20, 2020.
4(s)Form of 1.957% Notes due February 11, 2031.Incorporated by reference to Exhibit 4.1 to the registrant’s Current Report on Form 8-K filed on February 11, 2021.
4(t)Second Supplemental Indenture, dated as of February 12, 2021, among Becton Finance, as issuer, Becton, Dickinson and Company, as guarantor, and The Bank of New York Mellon Trust Company, N.A., as trustee.Incorporated by reference to Exhibit 4.1 to the registrant’s Current Report on Form 8-K filed on February 12, 2021.
4(u)Form of 1.213% Note due February 12, 2036.Incorporated by reference to Exhibit 4.2 to the registrant’s Current Report on Form 8-K filed on February 12, 2021.
4(v)Third Supplemental Indenture, dated as of August 13, 2021, among Becton Finance, as issuer, Becton, Dickinson and Company, as guarantor, and The Bank of New York Mellon Trust Company, N.A., as trustee.Incorporated by reference to Exhibit 4.1 to the registrant’s Current Report on Form 8-K filed on August 13, 2021.
ExhibitNumberDescriptionMethod of Filing
4(w)Form of 0.334% Notes due August 13, 2028.Incorporated by reference to Exhibit 4.2 to the registrant’s Current Report on Form 8-K filed on August 13, 2021.
4(x)Form of 1.336% Notes due August 13, 2041.Incorporated by reference to Exhibit 4.3 to the registrant’s Current Report on Form 8-K filed on August 13, 2021.
4(y)Form of 4.298% Notes due August 22, 2032.Incorporated by reference to Exhibit 4.1 to the registrant’s Current Report on Form 8-K filed on August 22, 2022.
4(z)Description of the Registrant’s Securities.Filed with this report.
4(aa)Fourth Supplemental Indenture, dated as of February 13, 2023, among Becton Finance, as issuer, Becton, Dickinson and Company, as guarantor, and The Bank of New York Mellon Trust Company, N.A., as trustee.Incorporated by reference to Exhibit 4.1 to the registrant’s Current Report on Form 8-K filed on February 13, 2023.
4(bb)Form of 3.553% Notes due September 13, 2029.Incorporated by reference to Exhibit 4.2 to the registrant’s Current Report on Form 8-K filed on February 13, 2023.
4(cc)Form of 4.693% Notes due February 13, 2028.Incorporated by reference to Exhibit 4.3 to the registrant’s Current Report on Form 8-K filed on February 13, 2023.
4(dd)Form of 3.519% Notes due February 8, 2031.Incorporated by reference to Exhibit 4.1 to the registrant’s Current Report on Form 8-K filed on February 8, 2024.
4(ee)Form of 4.874% Notes due February 8, 2029.Incorporated by reference to Exhibit 4.2 to the registrant’s Current Report on Form 8-K filed on February 8, 2024.
4(ff)Form of 5.110% Notes due February 8, 2034.Incorporated by reference to Exhibit 4.3 to the registrant’s Current Report on Form 8-K filed on February 8, 2024.
4(gg)Form of 3.828% Notes due June 7, 2032.Incorporated by reference to Exhibit 4.1 to the registrant’s Current Report on Form 8-K filed on June 7, 2024.
4(hh)Fifth Supplemental Indenture, dated as of June 7, 2024, among Becton Finance, as issuer, Becton, Dickinson and Company, as guarantor, and The Bank of New York Mellon Trust Company, N.A., as trustee.Incorporated by reference to Exhibit 4.2 to the registrant’s Current Report on Form 8-K filed on June 7, 2024.
ExhibitNumberDescriptionMethod of Filing
4(ii)Form of 4.029% Notes due June 7, 2036.Incorporated by reference to Exhibit 4.3 to the registrant’s Current Report on Form 8-K filed on June 7, 2024.
4(jj)Form of 5.081% Notes due June 7, 2029.Incorporated by reference to Exhibit 4.4 to the registrant’s Current Report on Form 8-K filed on June 7, 2024.
10(a)Form of Employment Agreement with executive officers relating to employment following a change of control of the registrant (without tax reimbursement provisions).*Incorporated by reference to Exhibit 10(a)(ii) to the registrant’s Annual Report on Form 10-K for the fiscal year ended September 30, 2013.
10(b)Stock Award Plan, as amended and restated as of January 31, 2006.*Incorporated by reference to Exhibit 10(a) to the registrant’s Quarterly Report on Form 10-Q for the period ended December 31, 2005.
10(c)Performance Incentive Plan, as amended and restated July 22, 2025.*Incorporated by reference to Exhibit 10(a) to the registrant’s Quarterly Report on Form 10-Q for the period ended June 30, 2025.
10(d)Deferred Compensation and Retirement Benefit Restoration Plan, as amended as of September 30, 2024.*Incorporated by reference to Exhibit 10(d) to the registrant’s Annual Report on Form 10-K for the fiscal year ended September 30, 2024.
10(e)1996 Directors’ Deferral Plan, as amended and restated as of November 25, 2014.*Incorporated by reference to Exhibit 10.2 to the registrant’s Current Report on Form 8-K filed on December 2, 2014.
10(f)Aircraft Time Sharing Agreement dated June 5, 2020, between the registrant and Thomas E. Polen.*Incorporated by reference to Exhibit 10.2 to the registrant’s Quarterly Report on Form 10-Q for the period ended June 30, 2020.
10(g)(i)2004 Employee and Director Equity-Based Compensation Plan, as amended and restated as of July 22, 2025.*Incorporated by reference to Exhibit 10(b) to the registrant’s Quarterly Report on Form 10-Q for the period ended June 30, 2025.
10(g)(ii)French Addendum to the 2004 Employee and Director Equity-Based Compensation Plan dated January 21, 2019.*Incorporated by reference to Exhibit 10.2 to the registrant’s Current Report on Form 8-K filed on January 31, 2020.
10(g)(iii)Terms of Awards under 2004 Employee and Director Equity-Based Compensation Plan and Stock Award Plan.*Filed with this report.
10(h)Letter Agreement, dated August 4, 2021, between the registrant and Christopher DelOrefice.*Incorporated by reference to Exhibit 10(n) to the registrant’s Annual Report on Form 10-K for the fiscal year ended September 30, 2021.
10(i)Second Amended and Restated Credit Agreement, dated as of January 25, 2023, by and among Becton, Dickinson and Company, the other entities party thereto and Citibank, N.A., as administrative agent.Incorporated by reference to Exhibit 10.1 to the registrant’s Current Report on Form 8-K filed January 25, 2023.
ExhibitNumberDescriptionMethod of Filing
10(i)(i)Lender Confirmation, dated July 9, 2024.**Incorporated by reference to Exhibit 10(j)(i) to the registrant’s Annual Report on Form 10-K for the fiscal year ended September 30, 2024.
10(j)Advisory Board Consulting Agreement, dated October 31, 2022, by and between the registrant and Claire M. Fraser.*Incorporated by reference to Exhibit 10(p) to the registrant’s Annual Report on Form 10-K for the fiscal year ended September 30, 2022.
10(k)Omnibus Amendment, dated as of March 9, 2023, among Becton, Dickinson and Company and each of the financial institutions party thereto as dealer.**Incorporated by reference to Exhibit 10.1 to the registrant’s Current Report on Form 8-K filed March 10, 2023.
10(l)Dealer Agreement, dated March 9, 2023, among Becton, Dickinson and Company and each of the financial institutions party thereto as dealer.**Incorporated by reference to Exhibit 10.2 to the registrant’s Current Report on Form 8-K filed March 10, 2023.
10(m)Executive Officer Cash Severance Policy, effective as of November 21, 2023.Incorporated by reference to Exhibit 10.1 to the registrant’s Current Report on Form 8-K filed on November 27, 2023.
10(n)Third Amended and Restated Credit Agreement, dated as of September 16, 2025, by and among Becton, Dickinson and Company, the other entities party thereto and Citibank, N.A., as administrative agent.Incorporated by reference to Exhibit 10.1 to the registrant’s Current Report on Form 8-K filed September 17, 2025.
19Global Insider Trading and Securities Transactions Policy, effective as of July 31, 2024.Incorporated by reference to Exhibit 19 to the registrant’s Annual Report on Form 10-K for the fiscal year ended September 30, 2024.
21Subsidiaries of the registrant.Filed with this report.
22Subsidiary Issuer of Guaranteed Securities.Filed with this report.
23Consent of independent registered public accounting firm.Filed with this report.
24Power of Attorney.Included on signature page.
31Certifications of Chief Executive Officer and Chief Financial Officer, pursuant to SEC Rule 13(a)-14(a).Filed with this report.
32Certifications of Chief Executive Officer and Chief Financial Officer, pursuant to Section 1350 of Chapter 63 of Title 18 of the U.S. Code.****Filed with this report.
97Policy Regarding the Mandatory Recovery of Compensation, dated as of December 1, 2023.Incorporated by reference to Exhibit 97 to the registrant’s Annual Report on Form 10-K for the fiscal year ended September 30, 2024.
ExhibitNumberDescriptionMethod of Filing
101The following materials from this report, formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) the Consolidated Statements of Income, (ii) the Consolidated Statements of Comprehensive Income, (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Cash Flows, and (v) Notes to Consolidated Financial Statements.Filed with this report.
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
  • Denotes a management contract or compensatory plan or arrangement.

**Portions omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K.

*** Annexes, schedules and/or exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted attachment to the SEC on a confidential basis upon request.

**** This certification is deemed not filed for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act.

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