MCKESSON CORP SEC Filings

An affiliated holder of the issuer has filed a notice of proposed sale under Rule 144 for 190 shares of common stock. These shares have an aggregate market value of $179,550 and are planned to be sold on or about February 17, 2026 through Fidelity Brokerage Services LLC on the NYSE.

The 190 shares were acquired on February 10, 2026 via restricted stock vesting from the issuer as compensation. The filing notes that there are 122,487,456 shares of this class outstanding, indicating that the proposed sale represents a very small fraction of the total common shares.

McKesson Corporation executive Michele Lau, EVP and Chief Legal Officer, reported an open-market sale of McKesson common stock. On February 11, 2026, Lau sold 303 shares at a price of $933.39 per share in a transaction coded as a sale.

Following this trade, Lau directly owned 5,972 shares of McKesson common stock. In addition, 138.6376 shares were held indirectly through the McKesson Corporation 401(k) Retirement Savings Plan. The sale was made under a pre-established Rule 10b5-1(c) trading plan adopted on November 26, 2024.

McKesson EVP & Chief HR Officer LeAnn B. Smith reported routine equity award activity. On February 10, 2026, 508 Restricted Stock Units were converted into an equal number of McKesson common shares at $0 exercise price, increasing her direct holdings to 3,308 shares.

Also on that date, 129 common shares were disposed of at $935.21 per share to satisfy tax withholding obligations tied to the RSU vesting, leaving her with 3,179 directly owned shares. The footnote explains these RSUs vested in three equal annual installments ending on February 10, 2026.

McKesson Corporation EVP and Chief Legal Officer Michele Lau reported several equity transactions dated 02/09/2026 related to restricted stock unit (RSU) vesting. Lau acquired 3,990 shares of common stock upon the exercise or conversion of RSUs at an exercise price of $0, then disposed of 1,421 shares at $962.32 per share to cover taxes on the vesting, leaving 5,816 directly held shares after that transaction.

On the same date, Lau acquired an additional 758 shares of common stock from another RSU conversion at $0 and disposed of 299 shares at $962.32 per share for tax withholding, resulting in 6,275 directly held shares of common stock after the reported transactions. Footnotes explain that the dispositions under code F represent shares withheld to satisfy tax obligations tied to RSU vesting. Lau also has indirect beneficial ownership of 138.6243 shares of common stock through the McKesson Corporation 401(k) Retirement Savings Plan.

A holder of MCK common stock has filed a Rule 144 notice to sell 303 shares. The shares are to be sold through Fidelity Brokerage Services on the NYSE, with an aggregate market value of $282,817.17 and 122,487,456 common shares outstanding.

The 303 shares were acquired on 02/09/2026 through restricted stock vesting from the issuer as compensation, with payment also dated 02/09/2026. The approximate sale date indicated is 02/11/2026, and the filer has certified they are not aware of undisclosed material adverse information about the issuer.

McKesson Corp executive Rutledge Napoleon B Jr, the company’s SVP, Controller & CAO, reported selling 328 shares of McKesson common stock on February 6, 2026, at a price of $955 per share. The sale was made under a Rule 10b5-1 trading plan adopted on February 7, 2025. After this transaction, he directly owned no McKesson common stock.

McKesson Corporation has filed an automatic shelf registration statement on Form S-3 as a well-known seasoned issuer, allowing it to offer various securities from time to time after effectiveness. These may include common stock, preferred stock, depositary shares, debt securities, warrants, stock purchase contracts and stock purchase units, issued separately or in combination.

The company may sell these securities through underwriters, dealers, agents or directly to investors, using prospectus supplements to set specific terms for each offering. McKesson states that net proceeds will generally be used for corporate purposes such as repaying or redeeming debt or preferred stock, funding acquisitions and supporting working capital.

McKesson Corporation reports stronger results for the quarter ended December 31, 2025, with revenue rising to $106,158 million from $95,294 million and net income attributable to McKesson increasing to $1,186 million from $879 million. Diluted earnings per share grew to $9.59 from $6.95 as operating income rose to $1,619 million.

For the nine months, revenue reached $307,135 million and net income attributable to McKesson was $3,080 million, up from $2,035 million. The company completed major acquisitions of Vision Holdings and Core Ventures, adding significant goodwill and intangibles, funded partly by a $2.0 billion public debt offering.

McKesson ended the period with $2,959 million in cash and cash equivalents, total debt of $6,557 million, and opioid-related litigation liabilities of $5,708 million. Operating cash flow improved to $2,734 million for the nine months, while substantial share repurchases and dividends continued alongside ongoing restructuring and technology modernization initiatives.

McKesson Corporation filed a current report to furnish its preliminary financial results for the quarter ended December 31, 2025. The company states that these preliminary results are provided in an earnings release attached as Exhibit 99.1.

The report clarifies that the earnings information, including Exhibit 99.1, is being furnished to the SEC rather than filed, which affects how it may be used under certain securities law provisions. The filing is signed on behalf of McKesson by its Executive Vice President and Chief Financial Officer, Britt J. Vitalone.