Cencora, Inc. (NYSE: COR) CFO details RSUs and tax withholding

Rhea-AI Filing Summary

Cencora, Inc.'s chief financial officer reported equity compensation activity involving restricted stock units and related tax withholding. On 12/15/2025, 199 shares of common stock were acquired in connection with restricted stock units, and 199 shares were then withheld to satisfy FICA and associated income tax obligations on a 2025 restricted stock unit grant, using a share price of $350.32.

After these transactions, the officer directly held 134,941.3479 shares of common stock and 4,534 restricted stock units. The restricted stock units referenced in the filing vest in three equal installments on 11/12/2026, 11/12/2027 and 11/12/2028.

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

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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)
12/15/2025

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	12/15/2025		M		199	A	(1)	135,140.3479	D
Common Stock	12/15/2025		F(2)		199	D	$350.32(3)	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	(1)	12/15/2025		M			199(2)	(1)	(1)	Common Stock	199	$0	4,534	D

Explanation of Responses:

1. Grant of Restricted Stock Units received for no consideration that vests in three equal installments on 11/12/2026, 11/12/2027 and 11/12/2028.

2. Reflects partial lapsing of restrictions on installment scheduled to vest on 11/12/2026 to cover FICA obligation and associated income taxes for retirement eligible employees on 2025 grant of restricted stock units.

3. The closing price of the Company's common stock on 12/15/2025, the date used to calculate the FICA tax obligation in accordance with IRS rules.

Remarks:

	/s/ Elizabeth S. Campbell, attorney-in-fact for James F. Cleary	12/17/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Cencora (COR) report for its CFO?

Cencora, Inc.'s chief financial officer reported equity compensation activity on 12/15/2025, where 199 shares of common stock were acquired in connection with restricted stock units and 199 shares were withheld to cover FICA and income tax obligations on a 2025 restricted stock unit grant.

How many Cencora (COR) shares does the CFO own after the reported transactions?

Following the 12/15/2025 transactions, the chief financial officer directly owned 134,941.3479 shares of Cencora common stock.

Why were 199 Cencora (COR) shares withheld in this insider report?

The filing states that 199 shares were withheld to cover the FICA obligation and associated income taxes for retirement-eligible employees on a 2025 grant of restricted stock units.

What is the vesting schedule for the reported restricted stock units at Cencora (COR)?

The restricted stock units referenced in the filing were granted for no consideration and vest in three equal installments on 11/12/2026, 11/12/2027, and 11/12/2028.

What stock price was used to calculate the CFO's tax obligation at Cencora (COR)?

The filing notes that the closing price of the company's common stock on 12/15/2025, which was $350.32 per share, was used to calculate the FICA tax obligation in accordance with IRS rules.

How many restricted stock units does the Cencora (COR) CFO hold after the transaction?

After the reported activity, the chief financial officer beneficially owned 4,534 restricted stock units, in addition to directly held common shares.