Becton Dickinson (BDX) EVP Neal discloses RSU and performance share vesting

Rhea-AI Filing Summary

Becton, Dickinson and Company executive equity activity: Executive Vice President and Chief People Officer Shana Carol Neal reported equity transactions in Becton Dickinson & Co common stock. On 11/26/2025, she acquired 6,727 shares of common stock as restricted stock units granted under the company’s 2004 Employee and Director Equity-Based Compensation Plan, and 3,525 shares received upon vesting of performance-based equity awards, both at a stated price of $0 per share. The filing also reports 2,454 shares withheld to cover taxes related to the vesting of these performance units and previously reported restricted stock units. After these transactions, she directly beneficially owned 21,326 shares of Becton Dickinson common stock.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Neal Shana Carol

(Last) (First) (Middle)

C/O BECTON, DICKINSON AND COMPANY

1 BECTON DRIVE

(Street)

FRANKLIN LAKES NJ 07417

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BECTON DICKINSON & CO [ BDX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP and Chief People Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/26/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	11/26/2025		A		6,727(1)	A	$0	20,255	D
Common Stock	11/26/2025		A		3,525(2)	A	$0	23,780	D
Common Stock	11/26/2025		F		2,454(3)	D	$0	21,326	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents restricted stock units awarded under the Becton, Dickinson and Company 2004 Employee and Director Equity-Based Compensation Plan.

2. Represents shares received upon vesting of performance-based equity awards.

3. Represents shares withheld for payment of withholding taxes in connection with (A) the vesting of the performance units referred to in footnote (2) and (B) the vesting of restricted stock units previously reported on Table I.

Remarks:

	Donna Kalazdy, by power of attorney from Shana Carol Neal	12/01/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Becton Dickinson (BDX) report in this Form 4?

The Form 4 reports that Executive Vice President and Chief People Officer Shana Carol Neal had equity transactions in Becton, Dickinson and Company common stock, including new stock awards, performance-based vesting, and tax withholding.

How many Becton Dickinson (BDX) shares did the executive acquire as restricted stock units?

The executive acquired 6,727 shares of Becton Dickinson common stock as restricted stock units awarded under the company’s 2004 Employee and Director Equity-Based Compensation Plan.

What performance-based equity awards vested for the Becton Dickinson (BDX) executive?

The filing states that 3,525 shares of Becton Dickinson common stock were received upon vesting of performance-based equity awards.

Why were some Becton Dickinson (BDX) shares disposed of in this Form 4?

The Form 4 notes that 2,454 shares were withheld to pay withholding taxes related to the vesting of the performance units and previously reported restricted stock units.

How many Becton Dickinson (BDX) shares does the reporting person own after these transactions?

Following the reported transactions, the executive directly beneficially owned 21,326 shares of Becton Dickinson common stock.

What is the role of the reporting person at Becton Dickinson (BDX)?

The reporting person, Shana Carol Neal, is identified as an Officer, serving as EVP and Chief People Officer of Becton, Dickinson and Company.