Every 8-K that Becton, Dickinson and Co. (BDX) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow BDX and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full BDX filings page.
Becton, Dickinson and Company reported fiscal Q3 2026 revenue from continuing operations of $4,983 million, up 5.4% year over year, with GAAP diluted EPS from continuing operations of $1.64 and adjusted diluted EPS of $3.23, both increasing from the prior-year quarter.
Year-to-date, revenue reached $14,183 million, while net cash provided by continuing operating activities rose 33.3% to $2.1 billion and free cash flow grew 44.6% to $1.7 billion. Results reflect the February 9, 2026 spin-off of the Biosciences and Diagnostic Solutions business, now treated as discontinued operations.
The company updated its full-year fiscal 2026 outlook, targeting GAAP revenue growth in the low single-digit plus range and revenue growth (FXN) in the low single-digit range, and raised the midpoint of adjusted diluted EPS guidance to $12.62–$12.72 from a prior range of $12.52–$12.72.
Becton, Dickinson and Company announced that Dr. Michael (Mike) Garrison, executive vice president and president of the Medical Essentials and BioPharma Systems segments, plans to retire after more than 20 years with BD, effective October 2. He will remain in his role through the end of the fiscal year to support a smooth transition. A comprehensive search is underway to identify the next president of the Medical Essentials segment. To streamline the operating model, the BioPharma Systems segment will report directly to Chairman, CEO and President Thomas E. Polen, reflecting its strategic importance as a growth driver.
BD describes itself as one of the world’s largest pure-play medical technology companies, operating globally with more than 60,000 employees and delivering billions of products annually across medical essentials, connected care, biopharma systems and interventional therapies.
Becton, Dickinson and Company resumed U.S. shipments of its ChloraPrep™ product after a voluntary ship hold while it conducted additional final release testing. The company had previously placed both ChloraPrep™ and PurPrep™ on ship hold in the U.S. on May 6, 2026.
The ship hold was implemented in response to an FDA Warning Letter for BD’s El Paso manufacturing facility and to allow additional release testing. BD states that all additional final release testing to date has been acceptable and that there have been no patient safety signals.
The company refers investors to its latest Annual Report on Form 10-K, its Form 10-Q for the period ended March 31, 2026, and other SEC filings for a detailed discussion of the El Paso Warning Letter, related risks, and broader forward-looking risk factors.
Becton, Dickinson and Company, through its Luxembourg finance subsidiary Becton Dickinson Euro Finance S.à r.l., issued €600,000,000 of 3.855% senior unsecured notes due 2033. The notes are fully and unconditionally guaranteed by BD and carry standard covenants and events of default.
BD and Becton Finance expect to use the net proceeds, together with cash on hand, to repay the entire principal outstanding on Becton Finance’s 1.208% notes due June 4, 2026, plus accrued interest, fees and expenses, with any remaining proceeds available for general corporate purposes.
Becton, Dickinson and Company, through its Luxembourg subsidiary Becton Dickinson Euro Finance S.à r.l., entered into an underwriting agreement to issue €600,000,000 aggregate principal amount of 3.855% Notes due 2033. The new Euro Notes will be fully and unconditionally guaranteed on a senior unsecured basis by BD.
BD and Becton Finance expect to use the net proceeds from this offering, together with cash on hand, to repay the outstanding 1.208% Euro Notes due June 4, 2026, including accrued interest, fees and expenses. Completion of the offering is expected on or about May 20, 2026, subject to customary closing conditions.
Becton, Dickinson and Company has appointed Vitor Roque as executive vice president and chief financial officer, effective May 7, 2026, following his service as interim CFO since December 2025.
The board set his annual base salary at $770,000, with a target bonus equal to 95% of base salary for the fiscal year ending September 30, 2026, and an annual equity award target of $3,000,000, all effective as of the appointment date. In recognition of his interim CFO service, he will receive a $250,000 cash payment and time‑vested units valued at $250,000 under the company’s 2004 equity plan, subject to continued service. Roque will also enter into a change‑of‑control employment agreement providing a severance multiple of two times salary and bonus, similar to other executive officers, and remains eligible for the company’s standard executive benefit and severance programs. The company states he has no family relationships with directors or executive officers and no related‑party transactions requiring disclosure.
Becton, Dickinson and Company reported fiscal second-quarter 2026 revenue of $4.7 billion, up 5.2% year over year, driven by mid‑single‑digit growth across most businesses. U.S. revenue rose to $2.9 billion and international revenue to $1.8 billion.
From continuing operations, BD posted a GAAP diluted loss per share of $(0.13) versus earnings of $0.55 a year ago, reflecting higher integration, restructuring and other specified charges and the impact of discontinued operations. On an adjusted basis, diluted EPS from continuing operations was $2.90, up from $2.79.
BD executed a $2.0 billion accelerated share repurchase program and retired $2.1 billion of debt during the quarter. After completing the spin-off of its Biosciences and Diagnostic Solutions business, BD reaffirmed its full‑year 2026 revenue growth outlook and raised its adjusted diluted EPS guidance to a range of $12.52 to $12.72.
Becton, Dickinson and Company reported that its Board of Directors approved an amended and restated version of the company’s By-laws on April 28, 2026. The key change updates the advance notice provision that is used to determine when a director election is considered contested.
The revisions also include other technical, conforming and clarifying updates to the By-laws. The full amended By-laws are provided as Exhibit 3.1 to this report and are incorporated by reference for a complete description of the changes.
Becton, Dickinson and Company announced that Richard (Rick) Byrd, executive vice president and president of the Interventional segment, has informed the company of his intention to retire after nearly 25 years with BD. He has led the Interventional segment since September 2022 and previously held several other leadership roles.
Byrd will remain in his current position through June, providing time for an orderly transition, and BD intends to name a successor before his retirement date. The company also issued a press release describing his contributions across multiple segments and his role during the COVID-19 pandemic.
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.
Becton, Dickinson and Company is moving ahead with a large debt tender program, announcing early tender results and pricing for cash offers to repurchase up to $2,000,000,000 aggregate purchase price of multiple senior note series. The Aggregate Offer Cap was increased from $1,600,000,000, and the Offer SubCap for the 4.685% Senior Notes due 2044 was raised to $472,349,000.
By the early tender deadline of February 24, 2026, holders had tendered significant amounts across 15 note series, with demand exceeding the overall cap. As a result, the 3.794% Senior Notes due 2050 will be accepted on a prorated basis, with $262,727,000 principal amount purchased, while several other series are accepted in full. Pricing for each series was set as a fixed spread over designated U.S. Treasury reference securities, producing Total Consideration per $1,000 of principal such as $1,095.99 for the 6.000% Senior Notes due 2039 and $934.25 for the 4.875% Senior Notes due 2044.
The company will settle accepted tenders on February 27, 2026, paying Total Consideration plus accrued and unpaid interest. All notes purchased in the offers will be retired and cancelled, reducing BD’s outstanding debt across these maturities.
Becton, Dickinson and Company has launched cash tender offers to purchase up to $1,600,000,000 aggregate purchase price of various outstanding senior notes and debentures. The notes span maturities from 2026 to 2050 and are accepted in a defined priority order, with certain series subject to individual caps.
The 4.669% Senior Notes due 2047 have an offer sub-cap of $1,000,000,000, and the 4.685% Senior Notes due 2044 have an offer sub-cap of $450,000,000. Holders who tender by 5:00 p.m. New York City time on February 24, 2026 are eligible for a $30 per $1,000 early tender payment in addition to the total consideration.
The tender offers expire at 5:00 p.m. New York City time on March 11, 2026, unless extended or earlier terminated. Pricing for each series will be based on a fixed spread over the yield of a specified U.S. Treasury reference security. Settlement is currently expected on February 27, 2026 for early tenders and March 13, 2026 for tenders at expiration, if conditions are satisfied.
Becton, Dickinson and Company (BD) completed the previously announced spin-off of its Biosciences & Diagnostic Solutions business and its combination with Waters Corporation. BD shareholders received approximately 0.135 shares of Waters common stock for each BD share held as of February 5, 2026.
BD received $4 billion of cash from SpinCo. BD expects to use $2 billion for an accelerated share repurchase program and $2 billion for debt repayments, both targeted in the near term subject to market conditions.
Based on Waters’ February 6, 2026 closing price, the transaction valued the Biosciences & Diagnostic Solutions business at $18.8 billion, and BD shareholders owned 39.2% of the combined company on a fully diluted basis. Claire M. Fraser, Ph.D., resigned from BD’s board and joined the Waters board.
Becton, Dickinson and Company (BD) reported fiscal Q1 2026 revenue of $5.25 billion, up 1.6% year over year (0.4% on a currency-neutral basis). GAAP diluted EPS rose to $1.34 from $1.04, while adjusted diluted EPS declined to $2.91 from $3.43, mainly reflecting non-core items and comparison to a strong prior year.
"New BD" revenue, which excludes the Biosciences and Diagnostic Solutions business being combined with Waters Corporation, grew 3.5% (2.5% FX-neutral). Growth was led by Connected Care and Interventional, while Life Sciences declined. The company expects to complete the Waters combination today and affirmed fiscal 2026 New BD guidance of low single-digit FX-neutral revenue growth and adjusted diluted EPS of $12.35 to $12.65, positioning the streamlined portfolio for longer-term earnings and margin expansion.
Becton, Dickinson and Company approved a new Series D Junior Participating Redeemable Preferred Stock in connection with its planned spin-off of Augusta SpinCo Corporation and the Reverse Morris Trust combination with Waters Corporation. Augusta SpinCo will hold BD’s Biosciences and Diagnostic Solutions business.
On January 30, 2026, BD filed a Certificate of Designation for the Series D Preferred Stock. On February 2, 2026, BD entered into exchange agreements with two deferred compensation plan trusts, issuing one Series D Preferred share for each 10,000 BD common shares they held, for an aggregate of 27.5159 Preferred Shares.
The exchange is intended to prevent these trusts from receiving Augusta SpinCo common stock in the planned distribution. The Preferred Shares may be redeemed at BD’s option for BD common shares at a set redemption rate and will automatically be redeemed for BD common shares if the SpinCo distribution under the Reverse Morris Trust is completed.
Becton, Dickinson and Company reorganized its business effective October 1, 2025 into five worldwide segments: Medical Essentials, Connected Care, BioPharma Systems, Interventional and Life Sciences. Each segment groups distinct product-focused organizational units such as Medication Delivery Solutions, Advanced Patient Monitoring and Urology and Critical Care.
The company explains that the segment reorganization did not change principal product lines. Because Life Sciences combines Diagnostic Solutions and Biosciences, and these businesses are subject to a previously announced combination with Waters Corporation, Life Sciences will be removed from segment reporting after that separation, leaving four reportable segments.
To help investors understand trends under the new structure, BD furnished Exhibit 99.1 with unaudited historical recast segment revenues for fiscal 2025, the quarterly periods in 2025 and comparable prior-year periods, including schedules that detail related non-GAAP revenue measures and adjustments.
Becton, Dickinson and Company adopted a new Executive Severance Plan effective January 27, 2026, covering senior management at job level J-G9, including named and other executive officers. The plan provides lump-sum cash severance if employment is terminated without Cause, subject to a release of claims and other conditions.
Cash severance equals 1.5 times base salary and target bonus for the CEO, 1.0 times base salary and target bonus for Executive Leadership Team members, and 1.0 times base salary for Business Unit Presidents and other eligible participants, plus a pro-rated target bonus, COBRA-related payments and up to nine months of outplacement services. Shareholders also approved adding 3,935,000 shares to the 2004 Employee and Director Equity-Based Compensation Plan and re-elected all director nominees, ratified Ernst & Young as auditor, and approved executive compensation on an advisory basis.
Becton, Dickinson and Company (BD) reports that its BD 401(k) Plan will experience a temporary blackout period for the BD Common Stock Fund in connection with a pending transaction with Waters Corporation. The blackout is being implemented so the Plan can add Waters Common Stock Fund interests to participant accounts. It will begin after the market closes on the closing date of the Waters transaction and is expected to end during the week following that closing date.
During the blackout, Plan participants will not be able to carry out transactions involving the BD Common Stock Fund, including exchanges into or out of the fund, loans or partial withdrawals from amounts invested in the fund, or final distributions if any portion of their accounts is invested in the fund. BD shareholders and other interested parties can obtain the actual beginning and ending dates of the blackout period and related information at no charge by contacting Fidelity at the phone number provided.
Becton, Dickinson and Company filed an amended current report to update information about two newly elected directors. The amendment adds details on the compensation arrangements for Robert L. Huffines and Jacqueline Wright, who joined the Board of Directors effective December 1, 2025. Each will receive restricted stock units valued at $33,575, representing a prorated equity grant covering the period from their effective election date through BD’s 2026 Annual Meeting of Shareholders. All other information about their elections and the Board disclosed previously remains the same.
Becton, Dickinson and Company (BDX) reported that Robert L. Huffines and Jacqueline Wright were elected to its Board of Directors, effective December 1, 2025. At that time, the board will expand from twelve to fourteen members, adding two independent directors under New York Stock Exchange rules and the company’s governance principles.
Ms. Wright will join both the Audit Committee and the Compensation and Human Capital Committee, while Mr. Huffines will join the Audit Committee and the Corporate Governance and Nominating Committee. Each will receive a prorated grant of restricted stock units covering service from their election date through BD’s 2026 Annual Meeting of Shareholders, with specific grant details to be provided in a later amendment.
Becton, Dickinson and Company (BDX) furnished a press release announcing financial results for its fourth fiscal quarter ended September 30, 2025. The press release is provided as Exhibit 99.1 to the report under Item 2.02.
The company notes that the release includes certain non-GAAP financial measures, with reconciliations and details presented in schedules accompanying Exhibit 99.1.
Becton, Dickinson and Company (BDX) announced two updates. The company furnished a press release with preliminary unaudited revenue for its fourth quarter and full fiscal year ended September 30, 2025, provided as Exhibit 99.1.
BDX also disclosed a leadership transition. Executive Vice President and Chief Financial Officer Christopher J. DelOrefice informed the company on October 9, 2025, of his intention to resign effective December 5, 2025, to pursue a new professional opportunity. The company stated his departure is not due to any disagreement regarding financial statements, internal control, operations, policies or practices.
Upon his departure, Senior Vice President of Finance, Business Units and Corporate Financial Planning & Analysis, Vitor Roque, will serve as interim Chief Financial Officer and principal financial officer while a search for a permanent CFO is underway.
Becton, Dickinson and Company filed an 8-K reporting a material event: the company entered into a Third Amended and Restated Credit Agreement dated September 16, 2025 among Becton, Dickinson and Company, other parties to the agreement, and Citibank, N.A. as administrative agent. The filing identifies the credit agreement as Exhibit 10.1 and includes Inline XBRL interactive data on the cover page. The report also reiterates the company’s registered securities, including its common stock (BDX) and several listed note series. The filing provides the existence and counterparty for the amended credit facility but does not disclose the agreement’s financial terms, covenants, maturity, or commitments within the provided text.