McKesson EVP exercises RSUs, pays taxes in shares

McKesson Corp executive Francisco Fraga, EVP, CIO and CTO, reported routine equity compensation activity.

Rhea-AI Filing Summary

McKesson Corp executive Francisco Fraga, EVP, CIO and CTO, reported routine equity compensation activity. He exercised 136 Restricted Stock Units (RSUs) into common stock on May 23, 2026, with no cash exercise price. To cover taxes on the RSU vesting, 54 shares of common stock were withheld at $766.08 per share, a non-market tax-withholding disposition. After these transactions, Fraga directly holds 6,210.417 shares of McKesson common stock. The footnotes state these RSUs vested in three equal installments on May 23, 2024, May 23, 2025, and May 23, 2026, indicating this is part of an ongoing multi-year vesting schedule.

Insider Trade Summary

136 shares exercised/converted

Exercise 3 txns

Insider Fraga Francisco

Role EVP, CIO and CTO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units (RSUs)	136	$0.00	$0.00
Exercise	Common Stock	136	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	54	$766.08	$41K

Holdings After Transaction: Restricted Stock Units (RSUs) — 0 contracts (Direct); Common Stock — 6,210.417 shares (Direct)

Footnotes (2)

1. F1. This transaction represents a withholding of shares to cover taxes applicable to a vesting of RSUs also reported on this Form 4.
2. F2. These RSUs vested as to 1/3 on 5/23/2024, 1/3 on 5/23/2025 and 1/3 on 5/23/2026.

Key Figures

RSUs exercised: 136 units Shares withheld for taxes: 54 shares Tax withholding price: $766.08 per share +2 more

5 metrics

RSUs exercised 136 units Restricted Stock Units converted to common stock on May 23, 2026

Shares withheld for taxes 54 shares Withholding to cover RSU vesting taxes at $766.08 per share

Tax withholding price $766.08 per share Value used for 54-share tax-withholding disposition

Shares owned after transactions 6,210.417 shares Direct McKesson common stock holdings following Form 4 activity

RSU vesting schedule 1/3 each year Vested on May 23, 2024, 2025 and 2026 per footnote

Key Terms

Restricted Stock Units (RSUs), withholding of shares, tax liability, Exercise or conversion of derivative security

4 terms

Restricted Stock Units (RSUs) financial

"This transaction represents a withholding of shares to cover taxes applicable to a vesting of RSUs also reported on this Form 4."

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.

withholding of shares financial

"This transaction represents a withholding of shares to cover taxes applicable to a vesting of RSUs also reported on this Form 4."

tax liability financial

"Payment of exercise price or tax liability by delivering securities"

Exercise or conversion of derivative security financial

"Exercise or conversion of derivative security"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did McKesson (MCK) executive Francisco Fraga report?

Francisco Fraga reported exercising 136 RSUs into McKesson common stock and a related tax-withholding share disposition. The activity reflects routine equity compensation vesting rather than an open-market purchase or sale of shares.

How many McKesson (MCK) shares were withheld for taxes in this Form 4?

A total of 54 McKesson common shares were withheld to cover taxes on the RSU vesting. This tax-withholding disposition used a price of $766.08 per share, according to the reported transaction details.

How many McKesson (MCK) RSUs did Francisco Fraga vest and convert?

Francisco Fraga vested and converted 136 Restricted Stock Units (RSUs) into McKesson common stock. These RSUs are part of a grant that vests in three equal installments over three years ending May 23, 2026.

What are Francisco Fraga’s McKesson (MCK) share holdings after this Form 4?

Following the RSU conversion and tax-withholding, Francisco Fraga directly holds 6,210.417 shares of McKesson common stock. This figure reflects his updated direct ownership position after the reported transactions.

Was the McKesson (MCK) insider activity an open-market trade?

No, the filing shows a derivative exercise and tax-withholding disposition, not an open-market trade. RSUs were converted to common stock and some shares were withheld to pay taxes on the vesting.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/27/2026 - 02:12 PM EDT Learn about SEC filing dates

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^*

Fraga Francisco

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, CIO and CTO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/23/2026

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	05/23/2026		M		136	A	$0	6,264.417	D
Common Stock	05/23/2026		F		54(1)	D	$766.08	6,210.417	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 (RSUs)	$0	05/23/2026		M			136	(2)	(2)	Common Stock	136	$0	0	D

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-fact	05/27/2026
	** 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)