New insider Fraser Claire claimed ownership of 131 shares (SEC Form 3)
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 02/09/2026 |
3. Issuer Name and Ticker or Trading Symbol
WATERS CORP /DE/ [ WAT ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock | 131(1)(2) | D | |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Explanation of Responses: |
| 1. Represents (i) 128 shares of common stock, par value $0.01 per share ("Common Stock"), of the Issuer received by the reporting person on February 9, 2026, immediately prior to the reporting person's appointment to the board of directors of the Issuer, in exchange for 953 shares of common stock, par value $0.01 per share ("SpinCo Common Stock"), of Augusta SpinCo Corporation ("SpinCo") in connection with the transactions (the "Transactions") set forth in that certain Agreement and Plan of Merger, dated as of July 13, 2025, by and among the Issuer, Becton, Dickinson and Company ("BD"), SpinCo and Beta Merger Sub, Inc., and the Separation Agreement, dated as of July 13, 2025, by and among the Issuer, BD and SpinCo, and (ii) 3 shares of Common Stock held by the reporting person at the time of the reporting person's appointment to the board of directors of the Issuer and prior to the consummation of the Transactions. |
| 2. (Continued from footnote 1) The Transactions included a distribution of one share of SpinCo Common Stock for each issued and outstanding share of BD common stock, par value $1.00 per share, held by BD shareholders as of the close of business on February 5, 2026, and the subsequent exchange of each such share of SpinCo Common Stock for 0.135343148384084 shares of Common Stock of the Issuer. |
| Remarks: |
| Exhibit List: Exhibit 24 - Power of Attorney |
| /s/ Kimberly Larie, attorney-in-fact for Claire Fraser | 02/18/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||