Cencora CFO Cleary reports RSU exercise and tax-share sale

Rhea-AI Filing Summary

Cencora, Inc. (COR) Chief Financial Officer James F. Cleary reported equity compensation activity involving restricted stock units and common stock. On 11/20/2025, 1,876 restricted stock units with a conversion price of $0 were exercised into the same number of shares of common stock, increasing his directly held stake.

On the same date, 824 shares of common stock were disposed of at $362.07 per share to cover tax withholding tied to the vesting of these restricted stock units. After these transactions, Cleary directly owned 134,941.3479 shares of Cencora common stock. The restricted stock units were originally granted for no cash consideration and vest in three equal installments on 11/20/2025, 11/20/2026, and 11/20/2027.

Insider Trade Summary

1,876 shares exercised/converted

Mixed 3 txns

Insider Cleary James F

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	1,876	$0.00	--
Exercise	Common Stock	1,876	$0.00	--
Tax Withholding	Common Stock	824	$362.07	$298K

Holdings After Transaction: Restricted Stock Units — 4,167 shares (Direct); Common Stock — 135,765.348 shares (Direct)

Footnotes (1)

1. Grant of Restricted Stock Units received for no consideration that vest in three equal installments on 11/20/2025, 11/20/2026 and 11/20/2027. Satisfaction of tax withholding obligation incident to the vesting of restricted stock units.

Form 4 Insider Transactions: What Each Field Means →

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^*

Cleary James F

(Last) (First) (Middle)

1 WEST FIRST AVENUE

(Street)

CONSHOHOCKEN PA 19428

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Cencora, Inc. [ COR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/20/2025

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 Stock	11/20/2025		M		1,876	A	(1)	135,765.3479	D
Common Stock	11/20/2025		F(2)		824	D	$362.07	134,941.3479	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
Restricted Stock Units	$0(1)	11/20/2025		M			1,876	(1)	(1)	Common Stock	1,876	$0	4,167	D

Explanation of Responses:

1. Grant of Restricted Stock Units received for no consideration that vest in three equal installments on 11/20/2025, 11/20/2026 and 11/20/2027.

2. Satisfaction of tax withholding obligation incident to the vesting of restricted stock units.

Remarks:

	/s/ Elizabeth S. Campbell, attorney-in-fact for James F. Cleary	11/24/2025
	** 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 insider transaction did Cencora (COR) report for its CFO?

Cencora reported that CFO James F. Cleary exercised 1,876 restricted stock units into common stock on 11/20/2025 and sold shares to cover taxes.

How many Cencora (COR) shares did the CFO acquire and at what price?

The CFO acquired 1,876 shares of Cencora common stock upon vesting of restricted stock units at a conversion price of $0 per share.

How many Cencora (COR) shares were sold for tax withholding and at what price?

The filing shows a disposition of 824 Cencora common shares at $362.07 per share to satisfy tax withholding obligations related to the vesting of restricted stock units.

What is the CFO’s Cencora (COR) shareholding after these transactions?

Following the reported transactions, CFO James F. Cleary directly owned 134,941.3479 shares of Cencora common stock.

How do the Cencora (COR) restricted stock units vest over time?

The restricted stock units were granted for no consideration and vest in three equal installments on 11/20/2025, 11/20/2026, and 11/20/2027.

Is this Cencora (COR) Form 4 filed for one or multiple reporting persons?

The Form 4 is indicated as being filed by one reporting person, covering the transactions of CFO James F. Cleary.