BECTON DICKINSON & CO 8-K

What Happened

• Becton, Dickinson and Company (BD) filed an 8-K (Item 5.04) reporting that on December 30, 2025 it received notice from the BD 401(k) Plan administrator that the BD Common Stock Fund will enter a blackout period.
• The blackout is being implemented because of the pending transaction with Waters Corporation to facilitate adding Waters Common Stock Fund interests to Plan accounts. The blackout is scheduled to begin after the market closes on the closing date of the Transaction and to end during the week following that closing date. During the blackout, participants cannot trade in or out of the BD Common Stock Fund, take loans from, make partial withdrawals of, or receive final distributions from portions of their accounts invested in that fund.

Key Details

• Notice received: December 30, 2025.
• Affected plan: BD 401(k) Plan — BD Common Stock Fund only.
• Timing: Begins after market close on the Transaction closing date and ends during the week after that closing date.
• Participant information: For blackout start/end dates and inquiries, contact Fidelity at 1-866-715-2068. Beginning/ending dates are available without charge during the blackout and for two years after the blackout ends.

Why It Matters

• For employees and other participants with money in the BD Common Stock Fund, the blackout will temporarily prevent rebalancing, loans, partial withdrawals, or final distributions tied to that fund.
• The blackout is administrative and tied to integrating Waters stock into the Plan; the filing does not disclose changes to company financial results or executive management.
• Investors and plan participants who need exact blackout dates or have questions should contact Fidelity at the number above.