CAH Form 144 Notice: Vested Awards Registered for Sale on NYSE

Rhea-AI Filing Summary

Cardinal Health insider filed a Form 144 to sell 25,151 shares of Common stock on or about 08/19/2025 with an aggregate market value of $4,192,926 and the shares are to be sold on the NYSE. The filing shows the securities were acquired through company grants that vested: one grant vested 06/30/2025 (5,322 shares) and two grants keyed to 08/15/2025 (5,285 restricted shares and 17,544 performance shares). The filer certifies no undisclosed material information.

Note: the filing tables list acquisition rows that sum to 28,151 shares while the notice states 25,151 shares to be sold, which is an inconsistency present in the document.

Positive

• Securities to be sold were acquired via restricted and performance stock vesting, indicating the sales arise from compensation realizations rather than external purchases
• Sale is scheduled to occur on the NYSE, providing a transparent execution venue

Negative

• Document shows a numeric inconsistency: acquisition rows total 28,151 shares while the stated number of shares to be sold is 25,151, which requires clarification
• Insider intends to sell shares, which, while small in size, is a potential dilutive/transfer action that investors may note

Insights

Corporate Governance Expert

TL;DR: Insider plans a sale of vested equity; document shows an internal data inconsistency that should be clarified.

The filing indicates a routine Rule 144 notice where securities from restricted and performance vesting are being registered for sale. From a governance perspective, using vested awards for sale is common and consistent with compensation monetization. The signature representation that no material nonpublic information exists is standard and important to compliance. However, the numeric mismatch between the stated number of shares to be sold (25,151) and the acquisition rows (which total 28,151) is a data integrity issue that could create confusion for investors and regulators and should be corrected or explained by the filer.

Securities Analyst

TL;DR: Planned sale size is immaterial to company capitalization but warrants confirmation of reported figures.

The aggregate market value reported ($4,192,926) and the sale date (08/19/2025) provide clear execution timing and scale. Relative to the listed shares outstanding (238,793,647), the position represents a de minimis fraction and is unlikely to move the market. The detail that the underlying shares resulted from restricted and performance vesting is relevant because it indicates the sale originates from compensation realizations rather than external transfers. The filing’s internal inconsistency on share totals reduces clarity and should be remedied for an accurate market record.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Merrill 8890 Lyra Dr 5th Flr Columbus OH 43240	25151	4192926.00	238793647	08/19/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	06/30/2025	Restricted stock vest	Cardinal Health			5322	06/30/2025	NA
Common	08/15/2025	Restricted stock vest	Cardinal Health			5285	08/15/2025	na
Common	08/15/2025	Performance stock vest	Cardinal Health			17544	08/15/2025	NA

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the Cardinal Health (CAH) Form 144 disclose?

The filing discloses an intention to sell 25,151 shares of Common stock on or about 08/19/2025 on the NYSE with an aggregate market value of $4,192,926.

Where did the securities being sold originate?

The securities were acquired via company awards that vested: 5,322 shares on 06/30/2025 (restricted), 5,285 shares on 08/15/2025 (restricted), and 17,544 shares on 08/15/2025 (performance).

Is there any inconsistency in the Form 144 filing for CAH?

Yes. The acquisition rows in the filing sum to 28,151 shares while the stated number of shares to be sold is 25,151; the filing does not explain this difference.

Does the filing state whether the filer has material nonpublic information?

Yes. By signing the notice the filer represents they do not know any material adverse information about the issuer that has not been publicly disclosed.

What is the listed shares outstanding and how material is the sale?

Shares outstanding are listed as 238,793,647. The 25,151 shares reported for sale are a very small fraction of outstanding shares and are unlikely to materially affect market capitalization.