Welcome to our dedicated page for Waters SEC filings (Ticker: WAT), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
This page provides access to Waters Corporation (NYSE: WAT) filings with the U.S. Securities and Exchange Commission (SEC), along with AI-generated summaries to help interpret key disclosures. Waters files annual reports on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K that cover its operations in analytical instruments, separations technologies, and software serving the life, materials, food, and environmental sciences.
For Waters, 10-K and 10-Q filings are central resources for understanding its business segments, end markets, and risk factors. These documents discuss topics such as the company’s role in pharmaceutical, industrial, and academic/government applications, as well as its global footprint in over 100 countries. AI summaries can highlight sections related to recurring revenue, instrument trends, and investments in areas like bioanalytical characterization and bioseparations.
Form 8-K filings are particularly important for tracking material events. Recent 8-Ks describe quarterly financial results, provide press releases as exhibits, and outline the definitive agreements for a Reverse Morris Trust transaction that will combine BD’s Biosciences and Diagnostic Solutions business with Waters. Other 8-Ks discuss the effectiveness of registration statements on Form S-4 and Form 10 related to that transaction and the mailing of a proxy statement/prospectus to Waters shareholders.
Investors can also use this page to locate information on governance matters and potential insider activity through ownership reports referenced in Waters’ filings. Real-time updates from EDGAR, combined with AI-powered explanations, are intended to make complex regulatory documents more accessible by summarizing key terms, conditions, and implications for WAT shareholders and stakeholders following Waters’ evolution in life science and diagnostics markets.
Waters Corporation reports that its shareholders have approved the issuance of Waters common stock needed to complete its previously announced Reverse Morris Trust transaction with Becton, Dickinson and Company and Augusta SpinCo Corporation. At a special meeting, approximately 54,072,110 shares of Waters common stock, or about 90.80% of the shares entitled to vote, were present or represented by proxy, providing a strong quorum.
Shareholders approved the share issuance proposal with 53,910,265 votes in favor, 136,468 against and 25,377 abstentions. Because this proposal passed, a related adjournment proposal was not called for a vote. Following this approval, the companies expect the transaction to close on February 9, 2026, subject to satisfaction or waiver of remaining customary closing conditions.
Waters Corporation filed an 8-K to provide supplemental disclosures about its planned Reverse Morris Trust transaction with Becton, Dickinson and Company’s Biosciences and Diagnostic Solutions business. The update follows stockholder lawsuits and demand letters related to the proxy materials; Waters denies any disclosure deficiencies but is voluntarily adding information while its board continues to unanimously recommend voting “FOR” the merger proposals at the January 27, 2026 special meeting.
The filing expands the background of negotiations and adds long-term projections for 2025–2034, including Waters baseline and “advocacy case” scenarios and adjusted SpinCo forecasts, with revenue and unlevered free cash flow for each year. It details Barclays’ discounted cash flow work using a 9.0%–10.0% discount rate and terminal EBITDA multiples of 16.0x–18.0x, implying Waters equity values of about $20.9 billion to $24.7 billion and BDS enterprise value ranges of $16.8 billion to $23.1 billion depending on synergies. The 8-K also discloses updated comparable-company and precedent-transaction multiples and notes broker price targets for Waters common stock ranging from $350.00 to $460.00, with a median of approximately $375.00.
Waters Corporation is moving ahead with its planned Reverse Morris Trust merger with Becton, Dickinson’s Biosciences and Diagnostic Solutions business, to be combined through SpinCo as a wholly owned Waters subsidiary. A special shareholder meeting is scheduled for January 27, 2026, and the Form S-4 proxy/prospectus is already effective and mailed.
Two stockholder lawsuits and several demand letters claim the proxy omitted material information. While disputing these claims, Waters is voluntarily supplementing its disclosures to avoid delay and added cost. The filing adds detailed long-range projections for Waters and SpinCo, including revenue, Adjusted EBITDA and unlevered free cash flow through 2034, along with expanded valuation work by Barclays. For Waters, a discounted cash flow analysis using a
Waters Corporation outlines how its five-year transformation supports a proposed combination with BD’s $3.3 billion Biosciences and Diagnostic Solutions business. Waters has strengthened its core model of instruments, compliance software, consumables and service, boosting service attachment rates from 43% to 54% and expanding e‑commerce chemistry sales from about 20% to more than 45%. New growth drivers include GLP‑1 testing, PFAS testing and generics in India, which together add over 250 basis points to top-line growth, plus fast-growing bioseparations and an informatics business of roughly $300 million that is expected to grow at double digits.
The BD assets add a largely recurring revenue base, leadership positions in flow cytometry and microbiology and molecular diagnostics platforms such as BD MAX and BD COR. Waters targets about $200 million of cost synergies over three years across manufacturing, commercial, R&D and G&A, along with revenue synergies from high-growth adjacencies, cross-selling and commercial levers like instrument replacement and service-plan attachment. Management frames a five‑year outlook of roughly 7% revenue CAGR, about 500 basis points of margin expansion and mid‑teens EPS growth if the combination and integration proceed as planned.
Waters Corporation is furnishing an investor presentation as Exhibit 99.1 in connection with its appearance at the J.P. Morgan Healthcare Conference on January 12, 2026. The presentation and subsequent Q&A will provide high-level commentary on Waters’ business performance, and a transcript will be made available on the company’s website in the Investors section under “Events & Presentations.” The information in this report, including Exhibit 99.1, is being furnished rather than filed under the Exchange Act.
The report also highlights a proposed transaction involving Waters, Augusta SpinCo Corporation and Becton, Dickinson and Company, supported by a Form S-4 registration statement with a proxy statement/prospectus for Waters and a Form 10 information statement for SpinCo. These documents, which were declared effective in late December 2025 and mailed to Waters shareholders of record as of December 19, 2025, are available for free on the SEC’s website and on the corporate websites of Waters and BD.
Augusta SpinCo Corporation, a wholly owned subsidiary of Becton, Dickinson and Company (BD), has arranged a new unsecured term loan credit facility of up to
The facility is tied to the pending Reverse Morris Trust combination of BD’s Biosciences and Diagnostic Solutions business with Waters Corporation. Proceeds are intended primarily to fund a special cash distribution to BD and related fees, with any excess potentially used for a special cash payment to Waters stockholders if required by the merger terms. Borrowing is subject to deal-related closing conditions, leverage and interest coverage covenants, and will price off Term SOFR or an alternate base rate with ratings-based margins.
Waters Corp (WAT) director equity grant reported
Director Mark Vergnano reported receiving 307 shares of Waters Corp common stock on January 2, 2026, at a stated price of $0. These shares are restricted and the filing states that restrictions lapse on January 2, 2027. Following this grant, he beneficially owns 4,517 common shares directly.
On the same date, he was also granted a stock option covering 828 shares of common stock with an exercise price of $381.96 per share. The option becomes fully exercisable on January 2, 2027 and expires on January 2, 2036. After this grant, he holds 828 derivative securities (stock options) directly.
Waters Corp director reports new stock awards. Director Christopher A. Kuebler reported receiving 307 shares of Waters Corp common stock on January 2, 2026 as a restricted stock grant at a price of $0 per share. These shares are subject to restrictions that lapse in full on January 2, 2027. Following this grant, he beneficially owns 17,785 common shares directly.
On the same date, he was granted a stock option covering 828 shares of common stock with an exercise price of $381.96 per share. All 828 option shares will vest and become exercisable on January 2, 2027, and the option expires on January 2, 2036. Both the stock and option holdings are reported as directly owned.
Waters Corp director reports new stock and option awards. A director of Waters Corp (WAT) acquired 307 shares of common stock on 01/02/2026 at a price of $0, increasing direct beneficial ownership to 3,253.3 shares. These 307 shares are restricted and will fully vest on January 2, 2027.
The director also received a stock option for 828 shares of common stock with an exercise price of $381.96 per share, granted on 01/02/2026. All 828 option shares will vest and become exercisable on January 2, 2027 and will expire on January 2, 2036, if not exercised.
Waters Corp director equity grant: A director of Waters Corp received new equity awards on January 2, 2026. The director was granted 307 shares of common stock at a price of $0, which are restricted and scheduled to fully lapse on January 2, 2027. After this grant, the director beneficially owns 2,279 shares of Waters common stock directly.
The director was also granted a stock option covering 828 shares of Waters common stock at an exercise price of $381.96 per share. All 828 option shares are scheduled to vest and become exercisable on January 2, 2027, and the option expires on January 2, 2036. These awards are typical director compensation in equity form, aligning the director’s holdings with the company’s stock performance.
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