Augusta SpinCo Corp 8-K

What Happened
Augusta SpinCo Corporation, a wholly owned subsidiary of Becton, Dickinson and Company (BD), filed a Form 8‑K on January 5, 2026 attaching its final Information Statement (Exhibit 99.1) regarding the spin‑off and the pending combination of BD’s Biosciences and Diagnostic Solutions business with Waters Corporation in a Reverse Morris Trust. The company’s registration statement on Form 10 was declared effective on December 31, 2025; Waters’ related Form S‑4 was declared effective on December 23, 2025 and the definitive proxy/prospectus was first mailed to Waters stockholders around December 23, 2025.

Key Details

• Information Statement of Augusta SpinCo dated January 5, 2026 is attached as Exhibit 99.1 to the 8‑K.
• The separation and combination are governed by a Separation Agreement and an Agreement and Plan of Merger, each dated July 13, 2025.
• Waters’ Form S‑4 was declared effective Dec 23, 2025; Augusta SpinCo’s Form 10 was declared effective Dec 31, 2025.
• The filing contains customary forward‑looking statements and lists key risks (regulatory approvals, financing, tax treatment, timing, integration and litigation risks).

Why It Matters
This filing advances the formal disclosure process for the planned spin‑off and merger and provides investors with the Information Statement and links to the full S‑4/proxy materials. Retail investors in BD or Waters should review the Information Statement and proxy/prospectus for important details, timelines, voting requirements and risk factors—copies are available on the SEC’s EDGAR site and on Waters’ and BD’s investor websites. Completion of the transaction still depends on conditions including regulatory approvals and Waters stockholder approval.