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CAH Chief Accounting Officer Awarded 3,029 Performance-Based Shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Cardinal Health insider transaction summary: Mary C. Scherer, listed as Chief Accounting Officer and reporting person for Cardinal Health, reported an acquisition of 3,029 common shares recorded as performance share units tied to the issuer. The transaction date is listed as 08/12/2025 and the filing states these performance share units will settle on August 15, 2025. Following the reported transaction the filing shows 11,691 common shares beneficially owned by the reporting person. The entry lists a $0 price, consistent with compensation-settled awards. This filing records a routine equity award rather than an open-market purchase or sale.

Positive

  • Acquisition recorded: Reporting person acquired 3,029 common shares via performance share units.
  • Beneficial ownership disclosed: Filing reports 11,691 common shares beneficially owned following the transaction.

Negative

  • None.

Insights

TL;DR: Routine officer equity award documented; no new red flags for governance or disclosure practices.

The Form 4 shows Mary C. Scherer, Chief Accounting Officer, receiving 3,029 common shares via performance share units that are scheduled to settle on August 15, 2025. The filing discloses beneficial ownership of 11,691 shares after the transaction and lists a price of $0, consistent with compensation-based settlement. From a governance standpoint, the filing is complete on its face and aligns with typical executive equity compensation disclosures; it does not indicate accelerated vesting, related-party transactions, or other atypical arrangements in this text.

TL;DR: Compensation award recorded as performance share units; transaction appears routine and non-cash.

The reported transaction is classified as an acquisition of performance share units totaling 3,029 shares, with settlement noted on August 15, 2025. The Form 4 shows these units at $0 price, which is standard for equity awards granted as part of compensation programs. The filing indicates the reporting person will beneficially own 11,691 shares after settlement. There are no derivative or open-market transactions disclosed in Table II of this filing.

SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Scherer Mary C.

(Last) (First) (Middle)
7000 CARDINAL PLACE

(Street)
DUBLIN OH 43017

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CARDINAL HEALTH INC [ CAH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Accounting Officer
3. Date of Earliest Transaction (Month/Day/Year)
08/12/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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
Common Shares 08/12/2025 A(1) 3,029 A $0 11,691 D
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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
Explanation of Responses:
1. Reflects performance share units that will settle on August 15, 2025.
Remarks:
/s/ James E. Barnett, Attorney-in-fact 08/12/2025
** 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 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).
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.

FAQ

What transaction did the Cardinal Health (CAH) Form 4 report?

The Form 4 reports an acquisition of 3,029 common shares recorded as performance share units on 08/12/2025.

Who is the reporting person on the CAH Form 4 and what is their role?

The reporting person is Mary C. Scherer, identified as the Chief Accounting Officer of Cardinal Health.

When will the reported performance share units settle?

The filing states the performance share units will settle on August 15, 2025.

How many Cardinal Health shares does the reporting person own after this transaction?

The Form 4 shows 11,691 common shares beneficially owned following the reported transaction.

Was any cash consideration reported for the acquisition?

No cash was reported; the filing lists a price of $0, consistent with compensation-settled awards.
Cardinal Health Inc

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Medical Distribution
Wholesale-drugs, Proprietaries & Druggists' Sundries
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United States
DUBLIN