Cencora (COR) director takes stock units instead of $30k cash

Rhea-AI Filing Summary

Cooper Ellen reported acquisition or exercise transactions in this Form 4 filing.

Cencora, Inc. director Ellen Cooper received an equity-based compensation award rather than cash. She was granted 99 shares of Common Stock on May 1, 2026, recorded at $304.00 per share, as a grant or award transaction.

According to the footnote, this is a grant of restricted stock units received in lieu of a $30,000 quarterly cash retainer under the company’s Non-Employee Director Compensation Program, with receipt of the shares deferred until she ceases board service. Following this award, she directly holds 796 shares of Cencora common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Cooper Ellen

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	99	$304.00	$30K

Holdings After Transaction: Common Stock — 796 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares granted: 99 shares Grant price per share: $304.00 per share Shares held after grant: 796 shares +1 more

4 metrics

Shares granted 99 shares Equity grant on May 1, 2026

Grant price per share $304.00 per share Recorded transaction price for Common Stock grant

Shares held after grant 796 shares Total direct holdings following transaction

Quarterly cash retainer replaced $30,000 Quarterly cash retainer replaced by restricted stock units

Key Terms

restricted stock units, Non-Employee Director Compensation Program, grant, award, or other acquisition, quarterly cash retainer

4 terms

restricted stock units financial

"Grant of restricted stock units received in lieu of $30,000 quarterly cash retainer"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Non-Employee Director Compensation Program financial

"per the Registrant's Non-Employee Director Compensation Program"

grant, award, or other acquisition financial

"transaction code A with description Grant, award, or other acquisition"

quarterly cash retainer financial

"received in lieu of $30,000 quarterly cash retainer"

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^*

Cooper Ellen

(Last) (First) (Middle)

1 WEST FIRST AVENUE

(Street)

CONSHOHOCKEN PENNSYLVANIA 19428

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	05/01/2026		A		99	A	$304	796(1)	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. Grant of restricted stock units received in lieu of $30,000 quarterly cash retainer per the Registrant's Non-Employee Director Compensation Program. Receipt of shares deferred until cessation of service.

Remarks:

	/s/ Elizabeth S. Campbell, attorney-in-fact for Ellen G. Cooper	05/05/2026
	** 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 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Cencora (COR) director Ellen Cooper report in this Form 4?

Ellen Cooper reported receiving an equity grant of 99 shares of Cencora common stock. The award is a restricted stock unit grant in lieu of cash fees and increases her direct holdings to 796 shares, according to the Form 4 details and footnote.

How many Cencora (COR) shares did Ellen Cooper acquire in this transaction?

Ellen Cooper acquired 99 shares of Cencora common stock in this transaction. The Form 4 records the grant at $304.00 per share and classifies it as a grant, award, or other acquisition under the company’s non-employee director compensation program.

What is Ellen Cooper’s total Cencora (COR) share ownership after the grant?

After the grant, Ellen Cooper directly owns 796 shares of Cencora common stock. This figure comes from the Form 4 field “shares following transaction,” which reflects her updated direct holdings after receiving the 99-share restricted stock unit award.

Was Ellen Cooper’s Cencora (COR) Form 4 transaction a market purchase or compensation grant?

The Form 4 describes the transaction as a compensation grant, not a market purchase. It uses transaction code A for a grant or award and a footnote explains it is restricted stock units received instead of a $30,000 quarterly cash retainer for board service.

Why did Ellen Cooper receive Cencora (COR) stock instead of cash?

The footnote explains that Ellen Cooper received restricted stock units in lieu of a $30,000 quarterly cash retainer. This is done under Cencora’s Non-Employee Director Compensation Program, which allows director compensation to be paid in stock units rather than ordinary cash payments.

When will Ellen Cooper actually receive the Cencora (COR) shares from this RSU grant?

The footnote states that receipt of shares is deferred until Ellen Cooper’s cessation of service. This means she will not receive the underlying Cencora shares immediately; settlement of the restricted stock units will occur when her service as a non-employee director ends.