McCormick (NYSE: MKC) VP reports RSU vesting and tax share withholding

Rhea-AI Filing Summary

McCormick & Co. vice president and controller Gregory Repas reported routine equity compensation activity involving restricted stock units and related tax withholding. On February 15, 2026, 557 restricted stock units were converted into an equal number of shares of common stock with no purchase price required.

To cover tax obligations on equity awards under McCormick's Long-Term Incentive Plan, 705 and 171 common shares were withheld at $71.61 per share, described as payment of tax liability by delivering securities. The restricted stock units were granted on February 7, 2025 and vest in thirds on February 15, 2026, February 15, 2027, and February 15, 2028.

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

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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^*

Repas Gregory

(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)
	V.P. & Controller

3. Date of Earliest Transaction (Month/Day/Year)
02/15/2026

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	02/15/2026		F		705(1)	D	$71.61	1,561	D
Common Stock - Voting	02/15/2026		M		557	A	(2)	2,118	D
Common Stock - Voting	02/15/2026		F		171	D	$71.61	1,947	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	(2)	02/15/2026		M			557	(3)	(3)	Common Stock - Voting	557	(4)	1,116	D

Explanation of Responses:

1. Shares withheld for taxes on the shares previously reported on 1/21/2026 for McCormick's Long-Term Incentive Plan.

2. Restricted Stock Units; No purchase price required.

3. The Restricted Stock Units vest in thirds over a three-year period beginning February 15, 2026, February 15, 2027 and February 15, 2028.

4. The Restricted Stock Units granted on February 7, 2025.

	Jason E. Wynn, Attorney-n-Fact	02/18/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did McCormick (MKC) report for Gregory Repas?

Gregory Repas reported conversion of 557 restricted stock units into common shares and share withholdings to cover taxes. The transactions are tied to McCormick's Long-Term Incentive Plan and reflect routine equity compensation events rather than open-market buying or selling activity.

How many McCormick (MKC) shares were used to cover taxes in this Form 4?

A total of 705 and 171 McCormick common shares were delivered to satisfy tax liabilities at a price of $71.61 per share. These dispositions are coded as tax-withholding transactions, not discretionary open-market sales by the reporting executive.

What restricted stock unit award is disclosed for McCormick (MKC) executive Gregory Repas?

The filing shows restricted stock units granted on February 7, 2025, with no purchase price required. They vest in three equal installments on February 15, 2026, February 15, 2027, and February 15, 2028, aligning with McCormick's standard long-term incentive practices.

Did Gregory Repas buy or sell McCormick (MKC) shares on the open market?

The reported transactions involve derivative exercises and shares withheld for taxes, not open-market trades. Codes M and F indicate RSU conversion into common stock and payment of tax liabilities by delivering securities under McCormick's Long-Term Incentive Plan.

How did Gregory Repas’s McCormick (MKC) share holdings change after these transactions?

Following the reported transactions, the Form 4 shows updated direct holdings in both restricted stock units and common shares. Changes reflect RSU conversion and tax share withholding, illustrating ongoing vesting of prior awards rather than new investment decisions by the executive.