8-KOther Events

BECTON DICKINSON & CO 8-K Report (Feb 19, 2004)

Filed February 19, 2004For Securities:BDX

Summary

This 8-K filing from Becton, Dickinson and Company (BDX) reports on significant stock option exercises and sales by Gary M. Cohen, President of BD Medical. On February 19, 2004, Mr. Cohen exercised options for 97,612 shares that were granted in 1996 and were set to expire in January 2006. He subsequently sold these shares. Furthermore, Mr. Cohen purchased an additional 5,436 shares through option exercises. These transactions collectively resulted in an increase of his beneficial ownership of BDX shares (excluding unexercised options) to 47,183. The filing also notes that Mr. Cohen's ownership level continues to exceed BD's share ownership guidelines, which require ownership equivalent to at least three times his salary. Additionally, he has elected to defer a portion of his 2004 salary into a BD stock account.

Key Highlights

  • 1Gary M. Cohen, President - BD Medical, exercised stock options for 97,612 shares.
  • 2These exercised options were granted in 1996 and were scheduled to expire in January 2006.
  • 3Mr. Cohen sold all 97,612 shares acquired upon exercise of these options.
  • 4An additional 5,436 shares were purchased by Mr. Cohen through the exercise of other stock options.
  • 5Mr. Cohen's beneficial ownership of BDX shares (excluding stock options) increased to 47,183 shares.
  • 6Mr. Cohen's ownership level remains in excess of BD's share ownership guidelines.
  • 7Mr. Cohen has elected to defer a portion of his 2004 salary into a BD stock account.

Frequently Asked Questions

Becton Dickinson is filing this report under Regulation FD to disclose significant stock option transactions and share ownership changes by a key executive, Gary M. Cohen, President of BD Medical.

The primary transaction involved Mr. Cohen exercising stock options for 97,612 shares, which were granted in 1996 and were nearing their expiration. He then sold these shares.

While Mr. Cohen sold the 97,612 shares acquired from the option exercise, he also purchased 5,436 shares through other option exercises. The net effect was an increase in his beneficial ownership (excluding unexercised options) to 47,183 shares.

The filing states that Mr. Cohen's beneficial ownership of BDX shares continues to be in excess of the company's share ownership guidelines, which mandate that he own shares valued at least three times his salary. This indicates continued alignment with company shareholder value.