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McKesson (MCK) HR chief gains shares from RSU vesting as 268 withheld for taxes

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

Rhea-AI Filing Summary

McKesson executive LeAnn B. Smith, EVP & Chief HR Officer, had 679 shares of Common Stock delivered through the vesting and conversion of Restricted Stock Units (RSUs). This is a compensation-related equity grant rather than an open-market purchase.

To cover associated taxes, 268 shares were withheld at $766.08 per share, which is recorded as a tax-withholding disposition, not a market sale. After these transactions, Smith directly holds 6,608 shares of McKesson common stock.

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Insider Smith LeAnn B
Role EVP & Chief HR Officer
Type Security Shares Price Value
Exercise Restricted Stock Units (RSUs) 679 $0.00 --
Exercise Common Stock 679 $0.00 --
Tax Withholding Common Stock 268 $766.08 $205K
Holdings After Transaction: Restricted Stock Units (RSUs) — 0 shares (Direct, null); Common Stock — 6,876 shares (Direct, null)
Footnotes (1)
  1. This transaction represents a withholding of shares to cover taxes applicable to a vesting of RSUs also reported on this Form 4. These RSUs vested as to 1/3 on 5/23/2024, 1/3 on 5/23/2025 and 1/3 on 5/23/2026.
RSU shares vested 679 shares Common Stock delivered from RSU conversion on May 23, 2026
Shares withheld for taxes 268 shares Tax-withholding disposition at $766.08 per share
Tax withholding price $766.08/share Value used for 268-share tax-withholding disposition
Post-transaction holdings 6,608 shares Common Stock directly owned after transactions
RSU derivative shares converted 679 RSUs Restricted Stock Units converted into Common Stock
Restricted Stock Units (RSUs) financial
"These RSUs vested as to 1/3 on 5/23/2024, 1/3 on 5/23/2025 and 1/3 on 5/23/2026."
Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.
tax-withholding disposition financial
"This transaction represents a withholding of shares to cover taxes applicable to a vesting of RSUs"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative security financial
"Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Smith LeAnn B
(Last)(First)(Middle)
6555 NORTH STATE HWY 161
(Street)
IRVING TEXAS 75039
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
MCKESSON CORP [ MCK ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP & Chief HR Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/23/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock05/23/2026M679A$06,876D
Common Stock05/23/2026F268(1)D$766.086,608D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units (RSUs)$005/23/2026M679 (2) (2)Common Stock679$00D
Explanation of Responses:
1. This transaction represents a withholding of shares to cover taxes applicable to a vesting of RSUs also reported on this Form 4.
2. These RSUs vested as to 1/3 on 5/23/2024, 1/3 on 5/23/2025 and 1/3 on 5/23/2026.
/s/ Sarah Ahmad Ali, Attorney-in-fact05/27/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did McKesson (MCK) report for LeAnn B. Smith?

McKesson reported that EVP & Chief HR Officer LeAnn B. Smith received 679 shares of Common Stock from vesting RSUs and had 268 shares withheld to cover taxes, leaving her with 6,608 directly held shares.

Did LeAnn B. Smith buy or sell McKesson (MCK) shares on the market?

She did not conduct an open-market trade. Shares were acquired through RSU vesting and 268 shares were withheld by the company to satisfy tax obligations, which is recorded as a tax-withholding disposition, not a market sale.

How many McKesson (MCK) shares did LeAnn B. Smith receive from RSU vesting?

She received 679 shares of McKesson Common Stock through the exercise and conversion of Restricted Stock Units. These units vested in three equal installments on May 23, 2024, 2025, and 2026, according to the filing’s footnotes.

Why were 268 McKesson (MCK) shares disposed of in LeAnn B. Smith’s filing?

The 268 shares were withheld to cover taxes owed on the RSU vesting. This tax-withholding disposition is a non-market transaction in which the company withholds shares instead of the executive paying cash for the tax liability.

What is LeAnn B. Smith’s McKesson (MCK) share ownership after these transactions?

Following the RSU vesting and tax-withholding disposition, LeAnn B. Smith directly holds 6,608 shares of McKesson Common Stock. This figure reflects her updated equity position after the compensation-related transactions on May 23, 2026.