Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO
SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) January 24, 2019 (January 22, 2019)
BECTON, DICKINSON AND COMPANY
 
(Exact Name of Registrant as Specified in Its Charter)
New Jersey
 
(State or Other Jurisdiction of Incorporation)
 
 
 
 
001-4802
 
22-0760120
(Commission File Number)
 
(IRS Employer Identification No.)
 
 
1 Becton Drive, Franklin Lakes, New Jersey
 
07417-1880
(Address of Principal Executive Offices)
 
(Zip Code)
(201) 847-6800
 
(Registrant’s Telephone Number, Including Area Code)
N/A
 
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K Filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
[]    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230425)
[]    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[]    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[]    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))






Item 5.07.    Submission of Matters to a Vote of Security Holders.
The 2019 Annual Meeting of Shareholders (“Annual Meeting”) of Becton, Dickinson and Company ("BD") was held on January 22, 2019. The final results for each of the matters submitted to a vote of shareholders at the Annual Meeting are as follows:
Item No. 1: All of the Board of Directors’ nominees for director were elected to serve for a term of one year and until their respective successors are elected and qualified, by the votes set forth in the table below.
Nominee
 
 For
 
 Against
 
 Abstain
 
Broker Non-Votes
Catherine M. Burzik
 
214,928,225
 
460,784
 
215,297
 
24,817,067
R. Andrew Eckert
 
214,888,575
 
372,109
 
343,622
 
24,817,067
Vincent A. Forlenza
 
207,840,328
 
7,458,905
 
305,073
 
24,817,067
Claire M. Fraser
 
213,309,973
 
2,080,250
 
214,084
 
24,817,067
Jeffrey W. Henderson
 
212,484,572
 
2,890,876
 
228,859
 
24,817,067
Christopher Jones
 
214,016,234
 
1,357,431
 
230,642
 
24,817,067
Marshall O. Larsen
 
208,126,721
 
7,248,066
 
229,520
 
24,817,067
David F. Melcher
 
212,843,568
 
2,528,527
 
232,212
 
24,817,067
Claire Pomeroy
 
214,931,524
 
478,952
 
193,830
 
24,817,067
Rebecca W. Rimel
 
214,971,221
 
392,265
 
240,820
 
24,817,067
Timothy M. Ring
 
214,149,930
 
1,220,803
 
233,573
 
24,817,067
Bertram L. Scott
 
209,042,398
 
6,284,302
 
277,607
 
24,817,067
Item No. 2: The appointment of Ernst & Young as BD’s independent registered public accounting firm for fiscal year 2019 was ratified by the shareholders by the votes set forth in the table below.
For
 
Against
 
Abstain
231,957,363
 
8,212,721
 
251,290
Item No. 3: The shareholders approved, on an advisory, non-binding basis, the compensation of BD’s named executive officers by the votes set forth in the table below.
For
 
Against
 
Abstain
 
Broker Non-Votes
200,540,335
 
14,453,442
 
610,529
 
24,817,067

Item No. 4: A shareholder proposal regarding an amendment to the Company's certificate of incorporation was approved by the votes set forth in the table below.
For
 
Against
 
Abstain
 
Broker Non-Votes
213,764,918
 
1,529,089
 
310,300
 
24,817,067

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
BECTON, DICKINSON AND COMPANY
 
(Registrant)
 
 
 
 
By:
/s/ Gary DeFazio                                                 
 
 
Gary DeFazio
 
 
Senior Vice President and Corporate Secretary
Date: January 24, 2019