碧迪医疗美股招股说明书(2026-05-13版)

Becton Dickinson Euro Finance S.à r.l.€600,000,000 3.855% Notes due 2033 Fully and Unconditionally Guaranteed by Becton, Dickinson and Company Becton Dickinson Euro Finance S.à r.l. (the “Issuer”) is offering €600,000,000 aggregate principal amount of 3.855% Notes due 2033 (the “notes”). Interest on thenotes will be payable in cash annually in arrears on May20 of each year, beginning on May20, 2027. The notes will mature on May20, 2033. The Issuer may, at its option, redeem the notes, in whole or in part, at any time and from time to time, at the applicable redemption prices described in thisprospectus supplement. See “Description of Notes—Optional Redemption.” In addition, the Issuer may redeem the notes in whole, but not in part, at any time in theevent of certain changes in the laws of a relevant Taxing Jurisdiction (as defined herein). See “Description of Notes—Redemption for Tax Reasons.” If a change ofcontrol triggering event occurs as described in this prospectus supplement under the heading “Description of Notes—Offer to Repurchase Upon Change of ControlTriggering Event,” unless the Issuer has exercised its right to redeem such notes as described under “Description of Notes—Optional Redemption” or “Descriptionof Notes—Redemption for Tax Reasons,” the Issuer will be required to offer to purchase the notes from the holders. The Issuer and BD expect to use the net proceeds from this offering, together with cash on hand, to repay the entire aggregate principal amount outstanding of theIssuer’s 1.208% Euro Notes due June4, 2026, and pay accrued interest, fees and expenses in connection therewith. See “Use of Proceeds.” The notes will be the Issuer’s direct, senior unsecured obligations and will bepari passuin right of payment with all of the Issuer’s other senior unsecuredindebtedness from time to time outstanding. The notes will be fully and unconditionally guaranteed (the “guarantees”) on a senior unsecured basis by BD, theindirect parent company of the Issuer. BD’s guarantees will be senior unsecured obligations of BD and will bepari passuin right of payment with all of BD’s othersenior unsecured indebtedness and guarantees from time to time outstanding. The notes will be issued in minimum denominations of €100,000 and in integralmultiples of €1,000 in excess thereof. The notes constitute a new issue of securities for which there is no established trading market. Application has been made to the NewYork Stock Exchange(“NYSE”) for the listing of the notes. There can be no assurance that the notes will be approved for listing on the NYSE or that a liquid trading market for the noteswill develop. Investing in the notes involves risks that are described in the “Risk Factors” section of this prospectus supplement beginning on pageS-7and in BD’s latest AnnualReport on Form 10-K, which is incorporated by reference into this prospectus supplement (as such risk factors may be updated from time to time in BD’s publicfilings). None of the U.S. Securities and Exchange Commission (the “SEC”), the Luxembourg Financial Sector Authority (the“Commission de Surveillance duSecteur Financier”) or any other regulatory body has approved or disapproved of these securities or passed upon the adequacy or accuracy of thisprospectus supplement or the related prospectus. Any representation to the contrary is a criminal offense. (1)Plus accrued interest from May 20, 2026, if settlement occurs after that date. We expect that delivery of the notes will be made to investors in book-entry form under the New Safekeeping Structure (the “NSS”) through Euroclear Bank SA/NV(“Euroclear”) and Clearstream Banking S.A. (“Clearstream”) (together, Euroclear and Clearstream are referred to herein as the “ICSDs”), on or about May20, 2026.Upon issuance, the notes will be represented by global notes in registered form (the “Global Notes”), which are expected to be deposited with a common safekeeper(“Common Safekeeper”) for Euroclear and Clearstream and registered in the name of a nominee of the Common Safekeeper. The notes are intended to be held in a manner which will allow Eurosystem eligibility. This simply means that the notes are intended upon issue to be deposited withone of the ICSDs as Common Safekeeper (and registered in the name of a nominee of one of the ICSDs acting as Common Safekeeper) and does not necessarilymean that the notes will be recognized as eligible collateral for Eurosystem monetary policy and intra-day credit operations by the Eurosystem either upon issue orat any or all times during their life. Such recognition will depend upon the European Central Bank being satisfied that Eurosystem eligibility criteria have been met.Joint Book-Running Managers Prospectus Supplement PageABOUT THIS PROSPECTUS SUPPLEMENTS-iiSTABILIZATIONS-iiWHERE YOU CAN FIND MORE INFORMATION AND INCORPORATION BY REFERENCES-vCAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTSS-viSUMMARYS-1RISK FACTORSS-7USE OF PROCEEDSS-13CAPITALIZATIO