BECTON DICKINSON & CO — Director's Dealing 2017

Nov 28, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BECTON DICKINSON & CO (BDX)
CIK: 0000010795
Period of Report: 2017-11-25

Reporting Person: Tharby Linda M (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-11-25	Common Stock	A	3606	—	Acquired	14943	Direct
2017-11-25	Common Stock	F	3176	—	Disposed	11767	Direct
2016-11-26	Common Stock	A	1490	—	Acquired	13257	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-11-26	Stock Appreciation Rights	$226.28	A	14280	Acquired	2027-11-26	Common Stock (14280)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1515	Indirect
Common Stock	93	Indirect

Footnotes

F1: Represents shares vesting under performance units granted on November 25, 2014.

F2: Represents shares withheld for payment of withholding taxes in connection with (A) vesting of the performance units referred to in footnote (1) and (B) the vesting of restricted stock units as previously reported on Table I.

F3: Represents restricted stock units awarded under the Becton, Dickinson and Company 2004 Employee and Director Equity-Based Compensation Plan.

F4: Represents shares of common stock held under the Becton, Dickinson and Company Global Share Investment Program (the "GSIP"). The information presented for the GSIP is as of September 30, 2016.

F5: 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 July 31, 2017.

F6: The stock appreciation rights vest in four annual installments beginning November 26, 2018.