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Becton Dickinson (BDX) recasts financials after Biosciences and Diagnostics spin-off

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Becton, Dickinson and Company has recast its historical financial statements to reflect the February 9, 2026 spin-off and combination of its Biosciences and Diagnostic Solutions business with Waters Corporation. The recast data present BD as a standalone company, treating that business as discontinued operations.

For the twelve months ended September 30, 2025, BD reported revenues of $18,544 million and net income from continuing operations of $1,100 million, with diluted earnings per share from continuing operations of $3.81, compared with $16,820 million, $1,054 million and $3.62 in 2024. BD also provides non-GAAP measures that adjust for purchase accounting, integration and restructuring costs, separation-related items, certain regulatory and legal costs, and related tax effects to highlight underlying operating performance.

Positive

  • None.

Negative

  • None.
Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Revenue $18,544 million Twelve months ended September 30, 2025
Revenue $16,820 million Twelve months ended September 30, 2024
Net income from continuing operations $1,100 million Twelve months ended September 30, 2025
Net income from continuing operations $1,054 million Twelve months ended September 30, 2024
Diluted EPS from continuing operations $3.81 Twelve months ended September 30, 2025
Diluted EPS from continuing operations $3.62 Twelve months ended September 30, 2024
Quarterly revenue $4,486 million Three months ended December 31, 2025
Basic shares outstanding 287,648 thousand Average basic shares, twelve months ended September 30, 2025
discontinued operations financial
"reflects the presentation of BD's former Biosciences and Diagnostics Solutions business as discontinued operations"
Discontinued operations are parts of a company that it has decided to sell or shut down, and no longer plans to run in the future. This matters to investors because it helps them understand which parts of the business are ongoing and which are being phased out, providing a clearer picture of the company’s current performance and future prospects. Think of it like a store closing a department—it no longer contributes to sales or profits.
non-GAAP measures financial
"contains certain financial measures that differ from those presented in accordance with U.S. generally accepted accounting principles (“non-GAAP measures”)"
Financial results that companies present using formulas or adjustments different from standard accounting rules (GAAP) to highlight what management considers the business’s ongoing performance. Investors care because these figures can make trends or profitability look clearer—like showing a car’s fuel efficiency after removing unusual trips—but they can also hide one‑time costs or aggressive assumptions, so comparing them with GAAP numbers helps judge reliability.
purchase accounting adjustments financial
"These non-GAAP measures include adjustments to certain line items ... to adjust for purchase accounting adjustments"
Purchase accounting adjustments are one-time changes made to a company’s financial statements after it buys another business, reallocating the purchase price to the acquired assets and liabilities at their fair values. Like re-appraising a house and its contents after a sale, these adjustments can shift reported assets, liabilities and future profit figures, so investors watch them because they affect balance sheets, reported earnings and comparisons with past performance.
European Union Medical Device Regulation regulatory
"costs incurred to develop processes and systems to establish initial compliance with the European Union Medical Device Regulation"
A set of European rules that governs how medical devices are designed, tested, labeled and sold in the European Union; think of it as building codes for medical products that set safety and performance standards and require official review before devices reach patients. Investors care because these rules determine which products can be sold, how long approvals take, and how much companies must spend to comply—factors that affect revenue, timelines and risk.
Advanced Patient Monitoring acquisition financial
"Represents transaction costs and financing impacts incurred in connection with the Advanced Patient Monitoring acquisition"
product remediation costs financial
"Charges to adjust the estimate of future product remediation costs, recorded to Cost of products sold"
Revenue $18,544 million
Revenue prior year $16,820 million
Net income from continuing operations $1,100 million
Net income from continuing operations prior year $1,054 million
Diluted EPS from continuing operations $3.81
Diluted EPS from continuing operations prior year $3.62
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K
CURRENT REPORT PURSUANT TO
SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) April 2, 2026
BECTON, DICKINSON AND COMPANY
(Exact Name of Registrant as Specified in Its Charter)
New Jersey
(State or Other Jurisdiction of Incorporation)
001-4802 22-0760120
(Commission File Number) (IRS Employer Identification No.)
  
1 Becton Drive, Franklin Lakes,
New Jersey
 07417-1880
(Address of Principal Executive Offices) (Zip Code)
(201) 
847-6800
 (Registrant’s Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
 
Check the appropriate box below if the Form 8-K Filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading Symbol
Name of each exchange on
which registered
Common stock, par value $1.00BDXNew York Stock Exchange
1.900% Notes due December 15, 2026BDX26New York Stock Exchange
1.208% Notes due June 4, 2026BDX/26ANew York Stock Exchange
1.213% Notes due February 12, 2036BDX/36New York Stock Exchange
3.519% Notes due February 8, 2031BDX31New York Stock Exchange
3.828% Notes due June 7, 2032BDX32ANew York Stock Exchange



Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company 
If an emerging growth company, 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.  ☐




ITEM 2.02    RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

As previously disclosed, on February 9, 2026, Becton, Dickinson and Company (“BD”) completed the spin-off of its Biosciences and Diagnostic Solutions business and combination of the business with Waters Corporation. In order to assist investors, BD has furnished as Exhibit 99.1 recast historical financial information, which reflects the presentation of BD's former Biosciences and Diagnostics Solutions business as discontinued operations to provide a historical baseline of BD’s standalone operating results from continuing operations and excluding specified items.
The information furnished as Exhibit 99.1 contains certain financial measures that differ from those presented in accordance with U.S. generally accepted accounting principles (“non-GAAP measures”). Details regarding these non-GAAP measures and adjustments can be found in the schedules furnished as Exhibit 99.1.
The information contained in this Current Report on Form 8-K and Exhibit 99.1 hereto shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act.






ITEM 9.01    FINANCIAL STATEMENTS AND EXHIBITS.
Exhibit 99.1     BD Unaudited Recast Financial Information, which is furnished pursuant to Item 2.02.

Exhibit 104    Cover Page Interactive Data File (embedded within the Inline XBRL document).



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

BECTON, DICKINSON AND COMPANY
(Registrant)
By:/s/ Stephanie M. Kelly
Stephanie M. Kelly
Chief Securities and Governance Counsel, Corporate Secretary
Date: April 2, 2026


Exhibit 99.1
Non-GAAP Financial Measures Included in the Financial Tables
The unaudited financial information included herein contains certain financial measures that differ from those presented in accordance with generally accepted accounting principles in the United States ("non-GAAP measures"). These non-GAAP measures include adjustments to certain line items in the attached recast historical financial information to adjust for purchase accounting adjustments; integration, restructuring, and transaction costs; financing impacts; separation-related items; certain regulatory costs; certain product, litigation, and other items; and the income tax benefit of these items, which affect the comparability of period-over-period calculations of diluted earnings per share. In particular, adjustments for fiscal year 2024 exclude the impact of European regulatory initiative-related costs, which represent costs incurred to develop processes and systems to establish initial compliance with the European Union Medical Device Regulation and the European Union In Vitro Diagnostic Medical Device Regulation (collectively, the “New EU Medical Devices Regulations”), which represent a significant, unusual change to the existing regulatory framework. We consider the excluded European regulatory initiative-related costs to be duplicative of previously incurred costs and/or one-off costs related to establishing initial compliance with such regulatory regimes, and in each case are limited to a specific period of time. These expenses relate to establishing initial compliance with the New EU Medical Devices Regulations and include the cost of labor, other services and consulting (in particular, research and development and clinical trials) and supplies, travel and other miscellaneous costs. These costs were primarily recorded in Cost of products sold and Research and development expense. These adjustments are consistent with the adjustments made by BD when it reported its operating results for the periods presented.
BD management believes that the use of non-GAAP measures to adjust for items that are considered by management to be outside of BD’s underlying operational results or that affect period-to-period comparability helps investors to gain a better understanding of our performance year-over-year, to analyze underlying trends in our businesses, to analyze our operating results and to understand future prospects. Management uses these non-GAAP financial measures to measure and forecast the Company’s performance, especially when comparing such results to prior periods or forecasts. We believe presenting such measures provides investors with greater transparency to the information used by BD management for its operational decision-making and for comparison to other companies within the medical technology industry. Although BD’s management believes non-GAAP results are useful in evaluating the performance of its business, its reliance on these measures is limited since items excluded from such measures may have a material impact on BD’s net income, earnings per share or cash flows calculated in accordance with GAAP. Therefore, management typically uses non-GAAP results in conjunction with GAAP results to address these limitations. BD strongly encourages investors to review its consolidated financial statements and publicly filed reports in their entirety and cautions investors that the non-GAAP measures used by BD may differ from similar measures used by other companies, even when similar terms are used to identify such measures.
Non-GAAP measures should not be considered replacements for, and should be read together with, the most comparable GAAP financial measures.
Reconciliations of these and other non-GAAP measures to the comparable GAAP measures are included in the attached financial tables. Within the attached financial tables presented, certain columns and rows may not add due to the use of rounded numbers. Earnings per share amounts presented are calculated from the underlying amounts.
Page 1


BECTON DICKINSON AND COMPANY
CONDENSED CONSOLIDATED INCOME STATEMENTS
(Unaudited; Amounts in millions, except share and per share data)
Fiscal Year 2026Fiscal Year 2025Fiscal Year 2024
Three Months Ended December 31, 2025Three Months Ended December 31, 2024Three Months Ended March 31, 2025Three Months Ended June 30, 2025Three Months Ended September 30, 2025Twelve Months Ended September 30, 2025Twelve Months Ended September 30, 2024
REVENUES$4,486 $4,333 $4,480 $4,726 $5,005 $18,544 $16,820 
Cost of products sold2,434 2,536 2,619 2,490 2,639 10,285 9,372 
Selling and administrative expense1,229 1,155 1,117 1,163 1,208 4,643 4,250 
Research and development expense235 243 232 230 264 970 896 
Integration, restructuring and transaction expense108 89 93 96 125 403 365 
Other operating expense, net13 28 35 232 302 223 
TOTAL OPERATING COSTS AND EXPENSES4,018 4,051 4,097 3,986 4,469 16,603 15,106 
OPERATING INCOME468 282 383 740 536 1,941 1,713 
Interest expense(153)(155)(150)(152)(155)(613)(528)
Interest income22 35 162 
Other expense, net(7)(13)(36)(23)(33)(105)(20)
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES311 136 201 568 352 1,258 1,327 
Income tax provision (benefit)(10)43 118 158 273 
NET INCOME FROM CONTINUING OPERATIONS311 147 158 450 346 1,100 1,054 
Income from discontinued operations, net of tax71 157 150 123 148 577 651 
NET INCOME$382 $303 $308 $574 $493 $1,678 $1,705 
BASIC EARNINGS PER SHARE
Income from Continuing Operations$1.09 $0.51 $0.55 $1.57 $1.21 $3.83 $3.64 
Income from Discontinued Operations0.25 0.54 0.52 0.43 0.51 2.01 2.25 
Basic Earnings per Share$1.34 $1.05 $1.07 $2.00 $1.72 $5.83 $5.88 
DILUTED EARNINGS PER SHARE
Income from Continuing Operations$1.09 $0.50 $0.55 $1.57 $1.20 $3.81 $3.62 
Income from Discontinued Operations0.25 0.54 0.52 0.43 0.51 2.00 2.24 
Diluted Earnings per Share$1.34 $1.04 $1.07 $2.00 $1.72 $5.82 $5.86 
AVERAGE SHARES OUTSTANDING (in thousands)
     Basic285,582289,505287,293287,170286,612287,648289,763
     Diluted285,845290,389287,737287,223287,118288,509291,009
Page 2


BECTON DICKINSON AND COMPANY
SUPPLEMENTAL INFORMATION
RECONCILIATION OF REPORTED RESULTS TO ADJUSTED RESULTS
(Unaudited; Amounts in millions, except per share data)
Three Months Ended December 31, 2025
Reported (GAAP) Purchase accounting adjustments
(A)
 Integration costs
(B)
 Restructuring costs
(B)
 Separation-related items
(D)
 Product, litigation, and other items
(E)
TSA/LSA total Income tax benefit of special items Adjusted (Non-GAAP)
See Footnotes on Page 10
REVENUES$4,486 $— $— $— $— $— $— $— $4,486 
Gross margin2,052 384 — — — — — — 2,436 
Selling and administrative expense1,229 — — — — (6)— — 1,223 
Research and development expense235 — — — — (3)— — 232 
OPERATING INCOME468 384 36 71 19 (2)— 978 
Net interest expense(149)(1)— — — — — — (150)
Other (expense) income, net(7)— — — — (11)— (17)
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES311 383 36 71 — — 811 
Income tax provision— — — — — — 95 95 
NET INCOME FROM CONTINUING OPERATIONS$311 $383 $36 $71 $$$— $(95)$716 
DILUTED EARNINGS PER SHARE FROM CONTINUING OPERATIONS$1.09 $1.34 $0.13 $0.25 $0.01 $0.03 $— $(0.33)$2.50 
Page 3


BECTON DICKINSON AND COMPANY
SUPPLEMENTAL INFORMATION
RECONCILIATION OF REPORTED RESULTS TO ADJUSTED RESULTS
(Unaudited; Amounts in millions, except per share data)
Three Months Ended December 31, 2024
Reported (GAAP) Purchase accounting adjustments
(A)
 Integration costs
(B)
 Restructuring costs
(B)
 Transaction costs
(C)
 Product, litigation, and other items
(E)
TSA/LSA total Income tax benefit of special items Adjusted
(Non-GAAP)
See Footnotes on Page 10
REVENUES$4,333 $— $— $— $— $— $— $— $4,333 
Gross margin1,797 562 — — — 28 — — 2,387 
Selling and administrative expense1,155 (1)— — — (9)— — 1,145 
Research and development expense243 — — — — (8)— — 235 
OPERATING INCOME282 563 24 62 75 (3)— 1,005 
Net interest expense(133)(1)— — — — — — (134)
Other (expense) income, net(13)— — — — (3)— (14)
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES136 562 24 62 72 — — 858 
Income tax (benefit) provision(10)— — — — — — 61 51 
NET INCOME FROM CONTINUING OPERATIONS$147 $562 $24 $62 $$72 $— $(61)$808 
DILUTED EARNINGS PER SHARE FROM CONTINUING OPERATIONS$0.50 $1.93 $0.08 $0.21 $0.01 $0.25 $— $(0.21)$2.78 
Page 4


BECTON DICKINSON AND COMPANY
SUPPLEMENTAL INFORMATION
RECONCILIATION OF REPORTED RESULTS TO ADJUSTED RESULTS
(Unaudited; Amounts in millions, except per share data)
Three Months Ended March 31, 2025
Reported (GAAP) Purchase accounting adjustments
(A)
 Integration costs
(B)
 Restructuring costs
(B)
 Product, litigation, and other items
(E)
TSA/LSA total Income tax benefit of special items Adjusted
(Non-GAAP)
See Footnotes on Page 10
REVENUES$4,480 $— $— $— $— $— $— $4,480 
Gross margin1,861 544 — — 87 — — 2,492 
Selling and administrative expense1,117 — — — — — 1,126 
Research and development expense232 — — — (2)— — 230 
OPERATING INCOME383 544 26 66 115 (3)— 1,133 
Net interest expense(146)(1)— — — — — (147)
Other (expense) income, net(36)— — — 24 — (9)
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES201 543 26 66 139 — — 977 
Income tax provision43 — — — — — 129 173 
NET INCOME FROM CONTINUING OPERATIONS$158 $543 $26 $66 $139 $— $(129)$804 
DILUTED EARNINGS PER SHARE FROM CONTINUING OPERATIONS$0.55 $1.89 $0.09 $0.23 $0.48 $— $(0.45)$2.79 
Page 5


BECTON DICKINSON AND COMPANY
SUPPLEMENTAL INFORMATION
RECONCILIATION OF REPORTED RESULTS TO ADJUSTED RESULTS
(Unaudited; Amounts in millions, except per share data)
Three Months Ended June 30, 2025
Reported (GAAP) Purchase accounting adjustments
(A)
 Integration costs
(B)
 Restructuring costs
(B)
 Transaction costs
(C)
 Product, litigation, and other items
(E)
TSA/LSA total Income tax benefit of special items Adjusted
(Non-GAAP)
See Footnotes on Page 10
REVENUES$4,726 $— $— $— $— $— $— $— $4,726 
Gross margin2,235 377 — — — (1)— — 2,612 
Selling and administrative expense1,163 — — — — (20)— — 1,143 
Research and development expense230 — — — — (2)— — 228 
OPERATING INCOME740 378 37 57 26 (3)— 1,237 
Net interest expense(148)(1)— — — — — — (149)
Other (expense) income, net(23)— — — — 18 — (2)
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES568 376 37 57 44 — — 1,085 
Income tax provision118 — — — — — — 83 201 
NET INCOME FROM CONTINUING OPERATIONS$450 $376 $37 $57 $$44 $— $(83)$884 
DILUTED EARNINGS PER SHARE FROM CONTINUING OPERATIONS$1.57 $1.31 $0.13 $0.20 $0.01 $0.15 $— $(0.29)$3.08 
Page 6


BECTON DICKINSON AND COMPANY
SUPPLEMENTAL INFORMATION
RECONCILIATION OF REPORTED RESULTS TO ADJUSTED RESULTS
(Unaudited; Amounts in millions, except per share data)
Three Months Ended September 30, 2025
Reported (GAAP) Purchase accounting adjustments
(A)
 Integration costs
(B)
 Restructuring costs
(B)
 Separation-related items
(D)
 Product, litigation, and other items
(E)
TSA/LSA total Income tax benefit of special items Adjusted
(Non-GAAP)
See Footnotes on Page 10
REVENUES$5,005 $— $— $— $— $— $— $— $5,005 
Gross margin2,366 384 — — — — — 2,751 
Selling and administrative expense1,208 — — — — (13)— — 1,195 
Research and development expense264 — — — — (3)— — 261 
OPERATING INCOME536 384 41 84 247 (4)— 1,292 
Net interest expense(151)(1)— — — — — — (152)
Other (expense) income, net(33)— — — — — (26)
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES352 383 41 84 250 — — 1,114 
Income tax provision— — — — — — 170 177 
NET INCOME FROM CONTINUING OPERATIONS$346 $383 $41 $84 $$250 $— $(170)$937 
DILUTED EARNINGS PER SHARE FROM CONTINUING OPERATIONS$1.20 $1.33 $0.14 $0.29 $0.01 $0.87 $— $(0.59)$3.26 
Page 7


BECTON DICKINSON AND COMPANY
SUPPLEMENTAL INFORMATION
RECONCILIATION OF REPORTED RESULTS TO ADJUSTED RESULTS
(Unaudited; Amounts in millions, except per share data)
Twelve Months Ended September 30, 2025
Reported (GAAP) Purchase accounting adjustments
(A)
 Integration costs
(B)
 Restructuring costs
(B)
 Transaction costs
(C)
 Separation-related items
(D)
 Product, litigation, and other items
(E)
TSA/LSA total Income tax benefit of special items Adjusted
(Non-GAAP)
See Footnotes on Page 10
REVENUES$18,544 $— $— $— $— $— $— $— $— $18,544 
Gross margin8,258 1,867 — — — — 115 — — 10,241 
Selling and administrative expense4,643 (2)— — — — (33)— — 4,609 
Research and development expense970 — — — — — (15)— — 955 
OPERATING INCOME1,941 1,869 127 270 463 (12)— 4,666 
Net interest expense(577)(4)— — — — — — — (582)
Other (expense) income, net(105)— — — — — 43 12 — (50)
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES1,258 1,865 127 270 506 — — 4,034 
Income tax provision158 — — — — — — — 443 601 
NET INCOME FROM CONTINUING OPERATIONS$1,100 $1,865 $127 $270 $$$506 $— $(443)$3,433 
DILUTED EARNINGS PER SHARE FROM CONTINUING OPERATIONS$3.81 $6.46 $0.44 $0.93 $0.02 $0.01 $1.75 $— $(1.54)$11.90 
Page 8


BECTON DICKINSON AND COMPANY
SUPPLEMENTAL INFORMATION
RECONCILIATION OF REPORTED RESULTS TO ADJUSTED RESULTS
(Unaudited; Amounts in millions, except per share data)
Twelve Months Ended September 30, 2024
Reported (GAAP) Purchase accounting adjustments
(A)
 Integration costs
(B)
 Restructuring costs
(B)
 Transaction costs
(C)
 Financing impacts
(C)
 Separation-related items
(D)
 Product, litigation, and other items
(E)
 European regulatory initiative-related costs
(F)
TSA/LSA total Income tax benefit of special items Adjusted (Non-GAAP)
See Footnotes on Page 10
REVENUES$16,820 $— $— $— $— $— $— $67 $— $— $— $16,887 
Gross margin7,448 1,482 — — — — — 115 43 — — 9,088 
Selling and administrative expense4,250 — — — — — (56)(1)— — 4,194 
Research and development expense896 — — — — — — (4)(54)— — 838 
OPERATING INCOME1,713 1,481 23 294 48 — 13 393 98 27 — 4,091 
Net interest expense(366)(5)— — — (8)— — — — — (379)
Other expense, net(20)— — — — — — (51)— (27)— (98)
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES1,327 1,477 23 294 48 (8)13 342 98 — — 3,614 
Income tax provision273 — — — — — — — — — 267 540 
NET INCOME FROM CONTINUING OPERATIONS$1,054 $1,477 $23 $294 $48 $(8)$13 $342 $98 $— $(267)$3,074 
DILUTED EARNINGS PER SHARE FROM CONTINUING OPERATIONS$3.62 $5.07 $0.08 $1.01 $0.17 $(0.03)$0.05 $1.17 $0.34 $— $(0.92)$10.56 
Page 9


The reconciliations of reported results to adjusted results on the previous pages reflect the following adjustments that are considered by management to be outside of BD’s underlying operational results or that affect period-to-period comparability:
(A)Includes amortization and other adjustments related to the purchase accounting for acquisitions. BD’s amortization expense is primarily recorded in Cost of products sold.
(B)Represents costs associated with integration and restructuring activities. These costs are recorded to Integration, restructuring and transaction expense.
(C)Represents transaction costs and financing impacts incurred in connection with the Advanced Patient Monitoring acquisition. The transaction costs are recorded to Integration, restructuring and transaction expense, and the financing impacts are recorded to Interest expense and Interest income.
(D)Amounts in fiscal years 2026 and 2025 represent costs incurred in connection with the separation of BD's former Biosciences and Diagnostic Solutions business and the combination of the business with Waters Corporation. The amount in fiscal year 2024 represents costs incurred in connection with the separation of BD's former Diabetes Care business. These costs are recorded to Other operating expense, net.
(E)Includes certain (income) expense items which are not part of ordinary operations and affect the comparability of the periods presented. Such items may include certain product remediation costs, certain legal matters, certain investment gains and losses, certain asset impairment charges, and certain pension settlement costs. The amounts presented include the following:
Charges of $297 million in fiscal year 2025 related to product liability and certain other legal matters, recorded to Other operating expense, net. The amount in fiscal year 2024 reflects charges related to product liability and certain other legal matters, recorded to Other operating expense, net, including a $175 million charge to accrue an estimated liability for the SEC investigation with respect to, among other things, certain reporting issues involving BD AlarisTM infusion pumps included in SEC disclosures prior to 2021.
Charges to adjust the estimate of future product remediation costs, recorded to Cost of products sold, of $98 million and $38 million in fiscal years 2025 and 2024, respectively.
Charges related to pension settlement costs, recorded to Other expense, net, of $38 million in fiscal year 2025.
The recognition of $67 million in accruals in fiscal year 2024 as an impact to Revenues relating to the Italian government medical device pay back legislation, as well as another legal matter, and which substantially relate to years prior to fiscal year 2024.
(F)Represents costs incurred to develop processes and systems to establish initial compliance with the European Union Medical Device Regulation and the European Union In Vitro Diagnostic Medical Device Regulation, which represent a significant, unusual change to the existing regulatory framework. We consider these costs to be duplicative of previously incurred costs and/or one-off costs, which are limited to a specific period of time. These expenses, which are primarily recorded in Cost of products sold and Research and development expense, include the cost of labor, other services and consulting (in particular, research and development and clinical trials) and supplies, travel and other miscellaneous costs.
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FAQ

What did Becton Dickinson (BDX) announce in this 8-K filing?

Becton Dickinson recast its historical financial statements to reflect the spin-off and combination of its Biosciences and Diagnostic Solutions business with Waters Corporation, presenting that business as discontinued operations and providing standalone results for continuing operations using both GAAP and non-GAAP measures.

How did Becton Dickinson perform in fiscal year 2025 on a recast basis?

On a recast basis, Becton Dickinson reported fiscal 2025 revenues of $18,544 million and net income from continuing operations of $1,100 million, with diluted earnings per share from continuing operations of $3.81, compared with $16,820 million and $3.62 per share in fiscal 2024.

Why did Becton Dickinson recast its historical financial information?

Becton Dickinson recast its historical financial information to show the impact of spinning off and combining its Biosciences and Diagnostic Solutions business with Waters, giving investors a clearer baseline of BD’s standalone continuing operations and making period-to-period comparisons more meaningful after the transaction.

What non-GAAP adjustments does Becton Dickinson use in these tables?

Becton Dickinson’s non-GAAP measures adjust for purchase accounting, integration, restructuring and transaction costs, separation-related items, certain regulatory and product-related costs, litigation and other items, financing impacts in some periods, European regulatory initiative-related costs, and the associated income tax effects that affect year-over-year comparability.

How did Becton Dickinson’s quarterly revenue trend in fiscal 2025?

In fiscal 2025, Becton Dickinson’s quarterly revenues were $4,480 million, $4,726 million and $5,005 million for the three months ended March 31, June 30 and September 30, respectively, following $4,333 million and $4,486 million in the comparable three-month periods ending December 31, 2024 and 2025.

How does Becton Dickinson use non-GAAP results alongside GAAP results?

Becton Dickinson’s management uses non-GAAP results together with GAAP results to evaluate performance, compare periods and forecast. Non-GAAP measures remove items considered outside underlying operations, but the company cautions that excluded items can still materially affect GAAP net income, earnings per share and cash flows.

Filing Exhibits & Attachments

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