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[Form 4] McCormick & Company, Incorporated Non-VTG CS Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

McCormick & Company (MKC) – Form 4 insider filing dated 07/02/2025 discloses that Jeffery D. Schwartz, Vice-President & General Counsel, exercised 10,000 employee stock options on 07/01/2025 (transaction code M). The options, originally granted on 03/30/2017 with a $75.82 strike, were exercised on a cash-less basis; the filing notes that “no purchase price was required.” The exercise generated 10,000 shares of voting common stock at an indicated value of $49.96 per share.

To cover statutory withholding taxes, Schwartz disposed of 8,236 shares on the same day at $75.82 per share (transaction code F). After the transactions, he directly owns 83,957 voting shares plus 246 non-voting shares. He also continues to hold 10,000 derivative securities (options) with a 03/30/2026 expiration.

Overall, the filing represents a routine option exercise with a net increase of 1,764 common shares in the insider’s direct ownership. No open-market purchases or sales beyond the tax-related disposition were reported, and there are no implications for McCormick’s operational or financial performance.

Positive

  • Net increase of 1,764 shares indicates the insider chose to retain the majority of exercised shares, a mild show of confidence.

Negative

  • 8,236 shares sold for tax withholding slightly offsets the positive signal and does not constitute an open-market purchase.

Insights

TL;DR – Routine option exercise; minimal investment-grade signal.

The transaction reflects standard executive compensation mechanics. Exercising options from the 2017 grant monetises long-dated awards before their 2026 expiry. Importantly, only shares necessary for tax withholding were sold; the insider retained the balance, lifting his direct stake by roughly 2 %. Such “exercise-and-hold” behaviour can be interpreted as a modest vote of confidence, yet the size (≈US$133 k net at prevailing prices) is immaterial to McCormick’s US$19 bn market cap. No new information on earnings, strategy, or governance emerges, so the filing is neutral for valuation.

TL;DR – Compliance-driven Form 4, governance posture unchanged.

The disclosure satisfies Section 16(a) timing rules, filed within two business days of the July 1 trades. Option exercise before expiry and sale-to-cover taxes are typical and do not raise red-flags. Schwartz remains well-aligned, holding ~84 k shares, which exceeds McCormick’s stock ownership guidelines for executives. There is no indication of a Rule 10b5-1 plan; however, the single-day, single-price execution suggests prior planning. From a governance standpoint, the event is non-impactful for shareholders.

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*
Schwartz Jeffery D

(Last) (First) (Middle)
24 SCHILLING ROAD
SUITE 1

(Street)
HUNT VALLEY MD 21031

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MCCORMICK & CO INC [ MKC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Vice President, Gen Counsel
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2025
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 - Voting 07/01/2025 M 10,000 A $49.96 83,957 D
Common Stock - Voting 07/01/2025 F 8,236 D $75.82 75,721 D
Common Stock - Non Voting 246 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
Options - Right to Buy $75.82 07/01/2025 M 10,000 03/30/2017 03/30/2026 Common Stock - Voting 10,000 $0(1) 10,000 D
Explanation of Responses:
1. Options exercised; No purchase price required.
Jason E. Wynn, Attorney-in-Fact 07/02/2025
** 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.

FAQ

What did McCormick (MKC) report in the July 2025 Form 4?

The filing shows VP & General Counsel Jeffery D. Schwartz exercised 10,000 stock options and sold 8,236 shares for tax withholding on 07/01/2025.

How many MKC shares does Jeffery D. Schwartz own after the transaction?

He directly owns 83,957 voting shares and 246 non-voting shares following the reported trades.

Was there an open-market purchase of MKC stock?

No. The acquisition resulted from an option exercise (code M); the only sale was tax-related (code F).

What is the significance of transaction codes M and F in this Form 4?

Code M denotes an option exercise; code F represents a sale to cover taxes upon vesting or exercise.

When do the exercised options originally expire?

The options were granted on 03/30/2017 and have an expiration date of 03/30/2026.
Mccormick & Co

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18.29B
265.16M
0.02%
89.62%
3.19%
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