BECTON DICKINSON & CO — Director's Dealing 2016

May 16, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BECTON DICKINSON & CO (BDX)
CIK: 0000010795
Period of Report: 2016-05-13

Reporting Person: FORLENZA VINCENT A (Director, Chairman, CEO and President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-05-13	Common Stock	M	34544	$62.50	Acquired	207225	Direct
2016-05-13	Common Stock	D	12975	$166.17	Disposed	194250	Direct
2016-05-13	Common Stock	S	21569	$166.17	Disposed	172681	Direct
2016-05-13	Common Stock	M	30000	$75.63	Acquired	202681	Direct
2016-05-13	Common Stock	D	13636	$166.17	Disposed	189045	Direct
2016-05-13	Common Stock	S	16364	$166.17	Disposed	172681	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-05-13	Stock Appreciation Rights	$62.50	M	34544	Disposed	2018-11-25	Common Stock (34544)	Direct
2016-05-13	Stock Appreciation Rights	$75.63	M	30000	Disposed	2019-11-24	Common Stock (30000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	14328	Indirect
Common Stock	10165	Indirect

Footnotes

F1: The reported sale price reflects the weighted average sale price for multiple transactions. The actual sales prices for the transactions ranged from $165.82 through $166.40. Full information regarding the number of shares purchased at each separate price will be provided to the Securities and Exchange Commission, the issuer or a security holder of the issuer upon request.

F2: Represents shares of common stock held under the Becton, Dickinson and Company Savings Incentive Plan (the "SIP"). The information presented for the SIP is as of February 29, 2016.

F3: The stock appreciation rights vest in four annual installments beginning November 25, 2009.

F4: The stock appreciation rights vest in four annual installments beginning November 24, 2010.