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BDX > SEC Filings for BDX > Form 8-K on 30-Jan-2014All Recent SEC Filings

Show all filings for BECTON DICKINSON & CO

Form 8-K for BECTON DICKINSON & CO


30-Jan-2014

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, 2014, the Board of Directors of Becton, Dickinson and Company ("BD") elected Joseph Mercurio, age 50, as Vice President and Corporate Controller. Mr. Mercurio will serve as BD's principal accounting officer. Christopher R. Reidy, BD's Chief Financial Officer and Executive Vice President of Administration, was serving as BD's principal accounting officer in addition to his role as BD's principal financial officer. Mr. Mercurio previously served as Worldwide Controller of BD's Medical Surgical Systems business unit from January 2007 through December 2011, as Assistant Controller of BD's Medical segment from January 2012 through August 2012, and most recently as Worldwide Controller of BD's Diabetes Care business unit.



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

BD's 2014 Annual Meeting of Shareholders ("Annual Meeting") was held on January 28, 2014. 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            147,324,181         660,875        432,962       19,545,481
   Henry P. Becton, Jr.         146,488,051       1,570,733        359,472       19,545,481
   Catherine M. Burzik          147,656,469         338,741        423,046       19,545,481
   Edward F. DeGraan            146,816,247       1,182,388        419,621       19,545,481
   Vincent A. Forlenza          144,314,055       3,381,201        723,000       19,545,481
   Claire M. Fraser             147,489,521         524,159        404,576       19,545,481
   Christopher Jones            147,570,485         432,474        415,297       19,545,481
   Marshall O. Larsen           147,397,298         614,163        406,795       19,545,481
   Gary A. Mecklenburg          147,572,413         439,973        405,870       19,545,481
   James F. Orr                 146,789,081       1,170,828        458,347       19,545,481
   Willard J. Overlock, Jr.     146,761,684       1,233,923        422,649       19,545,481
   Rebecca W. Rimel             147,363,881         613,834        440,541       19,545,481
   Bertram L. Scott             146,335,694       1,610,565        471,997       19,545,481
   Alfred Sommer                146,592,390       1,379,576        446,289       19,545,481

Item No. 2: The appointment of Ernst & Young as BD's independent registered
public accounting firm for fiscal year 2014 was ratified by the shareholders by the votes set forth in the table below:

For Against Abstain 165,746,047 1,717,239 500,451

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
                   143,506,728   3,290,687   1,620,841   19,545,481

Item No. 4: The shareholders approved the material terms of performance goals
under BD's 2004 Employee and Director Equity-Based Compensation Plan by the
votes set forth in the table below:



                                                          Broker
                        For        Against    Abstain   Non-Votes
                    138,859,520   8,935,602   623,134   19,545,481

Item No. 5: The shareholders approved the material terms of performance goals
under BD's Performance Incentive Plan by the votes set forth in the table below:



                                                          Broker
                        For        Against    Abstain   Non-Votes
                    144,457,179   3,281,792   679,285   19,545,481

Item No. 6: The shareholders rejected a shareholder proposal requesting the
Board of Directors to take the steps necessary to adopt a policy providing for
an independent Board Chair by the votes set forth in the table below:



                                                           Broker
                     For         Against      Abstain    Non-Votes
                  44,005,091   103,174,825   1,238,310   19,545,481


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