Rappaport Adam 4

What Happened

• Adam Rappaport, a director of Augusta SpinCo Corp, reported the disposition of 473 shares of Augusta SpinCo common stock on February 9, 2026. The shares were distributed to him by Becton, Dickinson and Company (no consideration) and immediately disposed via the merger agreement; each Augusta share was exchanged for 0.135343148384084 shares of Waters Corporation. That conversion equals roughly 64.02 shares of Waters common stock, which at Waters’ Feb 9, 2026 closing price of $328.14 is approximately $21,007. This was a corporate transaction (distribution + merger), not an open-market sale.

Key Details

• Transaction date: February 9, 2026 (reported on Form 4 filed Feb 11, 2026) — filing appears timely (filed within the typical two-business-day window).
• Disposition: 473 Augusta SpinCo shares converted under the merger; exchange ratio 0.135343148384084 Waters shares per Augusta share.
• Implied proceeds/value: ~64.02 Waters shares × $328.14 = ~$21,007 (based on Waters’ Feb 9 close).
• Shares owned after transaction: not specified for Augusta SpinCo in the filing (the Issuer’s common stock was distributed and then merged).
• Footnotes: F1—473 Augusta shares were received in a pro rata distribution by Becton, Dickinson (no consideration) exempt under Rules 16a-9 and 16b-3. F2—those shares were immediately disposed via the Agreement and Plan of Merger and exchanged for Waters common stock (closing price used above).

Context

• This was a corporate merger/distribution conversion rather than a discretionary sale by the insider, so it shouldn’t be read as a personal buy/sell signal. The filing documents a structural transaction (distribution by BD and merger into Waters), and the value shown is an estimate based on the published closing price of Waters stock on the deal closing date.