Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
BDX > SEC Filings for BDX > Form 8-K on 30-Jan-2013All Recent SEC Filings

Show all filings for BECTON DICKINSON & CO | Request a Trial to NEW EDGAR Online Pro

Form 8-K for BECTON DICKINSON & CO


30-Jan-2013

Change in Directors or Principal Officers, Submission of Matters to a Vote


Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 28, 2013, Catherine M. Burzik was elected to the Board of Directors of Becton, Dickinson and Company ("BD"), and was appointed a member of each of the Audit Committee and the Science, Investment and Technology Committee of the Board. Information regarding the compensation of the non-management members of BD's Board of Directors is included under the caption "Non-Management Directors' Compensation" in BD's proxy statement relating to its 2013 Annual Meeting of Shareholders (the "Proxy Statement").

At BD's 2013 Annual Meeting of Shareholders held on January 29, 2013, BD's shareholders approved amendments to BD's 2004 Employee and Director Equity-Based Incentive Plan (the "Plan") to i) increase the number of shares available for awards under the Plan by 7,000,000 shares, and ii) extend the term of the Plan to January 29, 2023. A description of the terms of the Plan as so amended is contained under the caption "Proposal 5. Amendments to the 2004 Employee and Director Equity-Based Compensation Plan" in the Proxy Statement. A copy of the Plan, as so amended, is attached hereto as Exhibit 10.



Item 5.07. Submission of Matters to a Vote of Security Holders.

The 2013 Annual Meeting of Shareholders ("Annual Meeting") of Becton, Dickinson and Company ("BD") was held on January 29, 2013. 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:



                                                                                  Broker
  Nominee                         For            Against         Abstain        Non-Votes
  Basil L. Anderson            137,070,607       2,833,320         354,570       21,441,705
  Henry P. Becton, Jr.         138,187,042       1,813,738         257,682       21,441,705
  Catherine M. Burzik          139,392,944         538,478         327,040       21,441,705
  Edward F. DeGraan            137,235,129       2,657,866         365,467       21,441,705
  Vincent A. Forlenza          135,223,237       3,866,599       1,165,687       21,441,705
  Claire M. Fraser-Liggett     139,048,477         892,291         317,657       21,441,705
  Christopher Jones            139,329,496         570,534         358,467       21,441,705
  Marshall O. Larsen           137,044,258       2,873,963         340,276       21,441,705
  Adel A.F. Mahmoud            138,996,990         927,004         334,503       21,441,705
  Gary A. Mecklenburg          139,261,687         671,746         325,064       21,441,705
  James F. Orr                 136,947,599       2,977,002         333,896       21,441,705
  Willard J. Overlock, Jr.     136,842,117       3,075,353         341,027       21,441,705
  Rebecca W. Rimel             139,062,268         877,171         319,058       21,441,705
  Bertram L. Scott             136,968,902       2,969,875         319,685       21,441,705
  Alfred Sommer                138,982,740         984,415         291,342       21,441,705

Item No. 2: The appointment of Ernst & Young as the BD's independent registered
public accounting firm for fiscal year 2013 was ratified by the shareholders by the votes set forth in the table below:

For Against Abstain 160,367,971 990,625 341,606

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:



                                                           Broker
                       For        Against     Abstain    Non-Votes
                   131,122,755   7,474,108   1,661,634   21,441,705

Item No. 4: The shareholders approved an amendment to BD's Restated Certificate
of Incorporation by the votes set forth in the table below:



                                                          Broker
                        For        Against    Abstain   Non-Votes
                    135,572,989   4,193,848   491,660   21,441,705

Item No. 5: The shareholders approved amendments to BD's 2004 Employee and
Director Equity-Based Incentive Plan by the votes set forth in the table below:



                                                          Broker
                       For        Against     Abstain   Non-Votes
                   123,086,818   16,189,241   982,438   21,441,705



Item 9.01 Financial Statements and Exhibits.

Exhibit 10 - 2004 Employee and Director Equity-Based Incentive Plan, as amended as of January 29, 2013.


  Add BDX to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for BDX - All Recent SEC Filings
Sign Up for a Free Trial to the NEW EDGAR Online Pro
Detailed SEC, Financial, Ownership and Offering Data on over 12,000 U.S. Public Companies.
Actionable and easy-to-use with searching, alerting, downloading and more.
Request a Trial      Sign Up Now


Copyright © 2013 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.