Item 5. Other Information

Rule 10b5-1 and Non-Rule 10b5-1 Trading Arrangements

During the three months ended June 30, 2023, certain of our officers and directors adopted “Rule 10b5-1 trading arrangements,” as defined in Item 408(a) of Regulation S-K of the Exchange Act, as follows.

On May 5, 2023, Michael Garrison, our executive vice president and president of the Medical segment of BD, adopted a trading plan intended to satisfy the conditions under Rule 10b5-1(c) of the Exchange Act. Mr. Garrison’s plan is for (i) the exercise of up to 15,467 stock appreciation rights (“SARs”) at various exercise prices, net of shares withheld to satisfy applicable taxes, (ii) the sale of up to 1,712 shares of BD’s common stock, (iii) the sale of up to 1,531 shares of BD’s common stock upon the vesting of time vested units (“TVUs”), net of shares withheld to satisfy applicable taxes, and (iv) the sale of up to 2,033 shares of BD’s common stock upon the vesting of performance units, subject to the final payout factor and net of shares withheld to satisfy applicable taxes. The foregoing exercises or sales will be made in accordance with the prices and formulas set forth in the plan and such plan terminates on the earlier of the date all the shares under the plan are sold and August 31, 2024.

On May 12, 2023, David Hickey, our executive vice president and president of the Life Sciences segment of BD, adopted a trading plan intended to satisfy the conditions under Rule 10b5-1(c) of the Exchange Act. Mr. Hickey’s plan is for (i) the exercise of up to 3,883 SARs at various exercise prices, net of shares withheld to satisfy applicable taxes, and (ii) the sale of up to 948 shares of BD’s common stock. The foregoing exercises or sales will be made in accordance with the prices and formulas set forth in the plan and such plan terminates on the earlier of the date all the shares under the plan are sold and August 6, 2024.

On May 24, 2023, Catherine Burzik, a member of our board of directors, on behalf of the Catherine and Francis Burzik Foundation, adopted a trading plan intended to satisfy the conditions under Rule 10b5-1(c) of the Exchange Act. Ms. Burzik’s plan is for the sale of up to 800 shares of BD’s common stock. The sales will be made in accordance with the prices and formulas set forth in the plan and such plan terminates on the earlier of the date all the shares under the plan are sold and September 30, 2024.

On May 25, 2023, Richard Byrd, our executive vice president and president of the Interventional segment of BD adopted a trading plan intended to satisfy the conditions under Rule 10b5-1(c) of the Exchange Act. Mr. Byrd’s plan is for (i) the exercise of up to 9,058 SARs at various exercise prices, net of shares withheld to satisfy applicable taxes, (ii) the sale of up to 1,262 shares of BD’s common stock upon the vesting of TVUs, net of shares withheld to satisfy applicable taxes, and (iii) the sale of up to 1,874 shares of BD’s common stock upon the vesting of performance units, subject to the final payout factor and net of shares withheld to satisfy applicable taxes. The foregoing exercises or sales will be made in accordance with the prices and formulas set forth in the plan and such plan terminates on the earlier of the date all the shares under the plan are sold and May 25, 2024.

During the three months ended June 30, 2023, none of our officers or directors adopted or terminated any “non-Rule 10b5-1 trading arrangement,” as defined in Item 408(a) of Regulation S-K of the Exchange Act.