ITEM 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On September 20, 2022, the Board of Directors amended the By-Laws of Becton, Dickinson and Company (the "Company"), as follows:



•Article II, Section 2.C. of the By-Laws, relating to special meetings, was
amended to lower the threshold requirement for shareholders to request a special
meeting from 25% to 15% of the voting power of the outstanding capital stock of
the Company entitled to vote on the matter or matters to be brought before the
proposed special meeting.
•Article II, Section 2.C. of the By-Laws, relating to special meetings, was
amended to clarify the notice requirements for business to be properly brought
before a special meeting.
•Article II, Section 2.D. of the By-Laws, relating to advance notice of
nominations and other business at annual shareholders meetings, was amended to
update and clarify the notice and information requirements required to be
provided to the Company with respect to any nominee for director, including
pursuant to Rule 14a-19 under the Securities Exchange Act of 1934, as amended.
•The By-laws were also amended to make certain non-substantive changes and
updates.

The foregoing description of the amendments to the By-Laws does not purport to be complete and is qualified in its entirety by reference to the full text of the By-Laws, as amended as of September 20, 2022, which is filed hereto as Exhibit 3.1 and incorporated herein by reference.

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ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

Exhibit 3.1 By- L aws o f Becton, Dicki nson and Company , as a m e nded as o f Sep tember 20, 2022 .

Exhibit 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

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