Sec Form 4/A Filing - Mily Elizabeth @ BRISTOL MYERS SQUIBB CO - 2020-04-01

FORM 4/A Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Mily Elizabeth 2. Issuer Name and Ticker or Trading Symbol BRISTOL MYERS SQUIBB CO [ BMY] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP, Strategy & BD (Last) (First) (Middle) BRISTOL-MYERS SQUIBB COMPANY, 430 E. 29TH STREET, 14TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 04/01/2020 (Street) NEW YORK, NY10016 4. If Amendment, Date Original Filed (MM/DD/YY) 04/03/2020 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Market Share Units ( 1 ) ( 2 ) 04/01/2020 A 14,649 ( 3 ) 04/01/2024 Common Stock, $0.10 par value 14,649 $ 0 14,649 D Performance Shares ( 4 ) 04/01/2020 A 21,973 ( 4 ) 04/01/2023 Common Stock, $0.10 par value 21,973 $ 0 21,973 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Mily Elizabeth BRISTOL-MYERS SQUIBB COMPANY 430 E. 29TH STREET, 14TH FLOOR NEW YORK, NY10016 EVP, Strategy & BD Signatures /s/ Lisa A. Atkins, attorney-in-fact for Elizabeth Mily 04/09/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Due to an administrative error, this Form 4 is being amended to report market share units and performance share units granted to the reporting person on April 1, 2020. ( 2 )Each market share unit converts into the number of shares of common stock determined by applying a payout factor to the target number of shares vesting on a given date. The payout factor is a ratio of the average of the closing price on the measurement date plus the nine prior trading days divided by the average stock price on the grant date (also a 10-day average). The minimum payout factor that must be achieved to earn a payout is 60% and the maximum payout factor is 200%. ( 3 )Twenty-five percent of the market share unit award will vest on each of the first, second, third and fourth anniversaries of the grant date. ( 4 )Each performance share unit converts into one share of common stock upon distribution in the first quarter of 2023.

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 4(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).

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