Item 5.04. Temporary Suspension of Trading Under Registrant's Employee Benefits
           Plans.

On February 28, 2022, Becton, Dickinson and Company ("BD") received a notice from the administrator of the BD 401(k) Plan (the "Plan"). The notice stated that the BD Common Stock Fund in the Plan will be entering a blackout period due to the pending spin-off of Embecta Corp. ("Embecta") from BD, which is expected to occur on April 1, 2022. The reason for the blackout period is to facilitate (i) the transfer of participants from the Plan to a new 401(k) plan that will be sponsored by Embecta, and (ii) the addition of the Embecta Common Stock Fund interests to accounts in the Plan. The blackout period is scheduled to being on March 31, 2022 and end during the week of April 3, 2022. During the blackout period, participants in the Plan will be unable to engage in any transactions in the BD Common Stock Fund or the Embecta Common Stock Fund, including exchange into or out of those funds, loans from, or partial withdrawals of, any portion of their account balances that are invested in those funds, or final distributions from their Plan accounts if some or all of their account balances under the Plan are invested in those funds.

During the blackout period, participants in the Plan, BD shareholders or other interested parties may obtain, without charge, the actual beginning and ending dates of the blackout period from, and may direct other inquiries about the blackout period to, Fidelity at 1-866-715-2068. During the two-year period following the ending date of the Plan blackout period, BD shareholders or other interested parties may obtain, without charge, the actual beginning and ending dates of the blackout period from, and may direct other inquires about the blackout period to Fidelity at 1-866-715-2068.

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