McCormick updates Investor Services Plan shares

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McCormick & Company, Incorporated filed an update related to its Investor Services Plan.

Accepted by SEC EDGAR 03/26/2026 - 05:11 PM EDT

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Form Type

8-K

McCormick & Company, Incorporated filed an update related to its Investor Services Plan. The company provided a legal opinion from Wilmer Cutler Pickering Hale and Dorr LLP on the validity of its common stock and non-voting common stock offered under the plan, which are registered on an existing Form S-3 shelf. A related prospectus supplement for the plan offering was filed on March 26, 2026, and the filing includes the law firm’s opinion and consent as exhibits.

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

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McCormick disclosed that it filed a legal opinion from Wilmer Cutler Pickering Hale and Dorr LLP regarding the validity of shares offered under its Investor Services Plan, supported by an existing Form S-3 registration statement and a new prospectus supplement.

The filing covers McCormick common stock and common stock non-voting, each with a par value of $0.01 per share, to be offered under the company’s Investor Services Plan, as amended, pursuant to its shelf registration statement on Form S-3.

Wilmer Cutler Pickering Hale and Dorr LLP provided the legal opinion and related consent on the validity of McCormick’s common and non-voting common shares offered under the Investor Services Plan, and these materials are included as Exhibits 5.1 and 23.1 in the filing.

The Investor Services Plan shares are registered under McCormick’s existing Registration Statement on Form S-3, identified as Registration No. 333-293630, with a base prospectus and a specific prospectus supplement filed to cover offerings under the plan.

The prospectus supplement relating to the offering of shares under McCormick’s Investor Services Plan was filed with the Securities and Exchange Commission on March 26, 2026, aligning with the company’s ongoing use of its Form S-3 shelf registration.

The filing includes Exhibit 5.1, the legal opinion of Wilmer Cutler Pickering Hale and Dorr LLP; Exhibit 23.1, the firm’s consent included within Exhibit 5.1; and Exhibit 104, the cover page interactive data file with embedded Inline XBRL tags.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):

March 26, 2026

McCormick & Company, Incorporated

(Exact name of registrant as specified in its charter)

Maryland

001-14920

52-0408290

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)


24 Schilling Road, Suite 1
Hunt Valley, Maryland		21031
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code:

410 771-7301

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	MKC-V	New York Stock Exchange
Common Stock Non-Voting	MKC	New York Stock Exchange

Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01

Other Events

McCormick & Company, Incorporated (the “Company”) is filing as Exhibit 5.1 to this Current Report on Form 8-K an opinion and consent of Wilmer Cutler Pickering Hale and Dorr LLP, counsel to the Company, regarding the validity of the shares of Company common stock, par value $0.01 per share, and common stock non-voting, par value $0.01 per share (collectively, the “Shares”), to be offered pursuant to the Company’s Investor Services Plan, as amended (the “Plan”). The Shares are registered pursuant to the Company’s Registration Statement on Form S-3 (Registration No. 333-293630) and the base prospectus contained therein. A prospectus supplement relating to the offering of the Shares under the Plan has been filed with the Securities and Exchange Commission on March 26, 2026.

Item 9.01

Financial Statements and Exhibits

(d) Exhibits.


Exhibit Number		Description

5.1		Opinion of Wilmer Cutler Pickering Hale and Dorr LLP.

23.1		Consent of Wilmer Cutler Pickering Hale and Dorr LLP (included in Exhibit 5.1).

104		Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Source: View Original Filing on SEC EDGAR

McCORMICK & COMPANY, INCORPORATED

Date: March 26, 2026

/s/ Jeffery D. Schwartz

Jeffery D. Schwartz

Vice President, General Counsel & Secretary

5 documents