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McKesson (MCK) HR chief vests 463 RSUs with 183 shares withheld for tax

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

McKesson Corp executive LeAnn B. Smith reported routine equity compensation activity. She exercised 463 Restricted Stock Units (RSUs) into the same number of common shares, then 183 shares were withheld to cover taxes related to this vesting. After these transactions, she directly holds 5,875 common shares and 928 RSUs, reflecting standard compensation and tax treatment rather than open-market trading.

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Insider Smith LeAnn B
Role EVP & Chief HR Officer
Type Security Shares Price Value
Exercise Restricted Stock Units (RSUs) 463 $0.00 --
Exercise Common Stock 463 $0.00 --
Tax Withholding Common Stock 183 $754.68 $138K
Holdings After Transaction: Restricted Stock Units (RSUs) — 928 shares (Direct, null); Common Stock — 6,058 shares (Direct, null)
Footnotes (1)
  1. This transaction represents a withholding of shares to cover taxes applicable to a vesting of RSUs also reported on this Form 4. These RSUs vested as to 1/3 on 5/20/2026 and will vest 1/3 on 5/20/2027 and 1/3 on 5/20/2028.
RSUs exercised 463 shares RSUs converted to McKesson common stock on May 20, 2026
Shares withheld for taxes 183 shares Tax-withholding disposition tied to RSU vesting on May 20, 2026
Shares held after transactions 5,875 shares Direct McKesson common stock holdings following Form 4 transactions
RSUs outstanding after vesting 928 RSUs Restricted Stock Units remaining after 463 vested on May 20, 2026
Tax withholding reference price $754.68 per share Price used for 183-share tax-withholding disposition
Restricted Stock Units (RSUs) financial
"These RSUs vested as to 1/3 on 5/20/2026 and will vest 1/3 on 5/20/2027 and 1/3 on 5/20/2028."
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.
tax-withholding disposition financial
"This transaction represents a withholding of shares to cover taxes applicable to a vesting of RSUs also reported on this Form 4."
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative security financial
"Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
Common Stock financial
"security_title: "Common Stock""
Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Smith LeAnn B
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP & Chief HR Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock05/20/2026M463A$06,058D
Common Stock05/20/2026F183(1)D$754.685,875D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units (RSUs)$005/20/2026M463 (2) (2)Common Stock463$0928D
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 5/20/2026 and will vest 1/3 on 5/20/2027 and 1/3 on 5/20/2028.
/s/ Sarah Ahmad Ali, Attorney-in-fact05/22/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did McKesson (MCK) executive LeAnn B. Smith report?

LeAnn B. Smith reported exercising 463 Restricted Stock Units (RSUs) into common shares and a separate withholding of 183 shares to cover taxes. These entries reflect equity compensation vesting and related tax settlement, not an open-market purchase or sale of McKesson stock.

Did McKesson (MCK) executive LeAnn B. Smith buy or sell shares on the open market?

No open-market trades were reported. The Form 4 shows an RSU vesting into 463 common shares and a 183-share tax-withholding disposition. These are compensation and tax events, not discretionary buying or selling of McKesson shares on the market.

How many McKesson (MCK) shares does LeAnn B. Smith hold after these transactions?

After the reported transactions, LeAnn B. Smith directly holds 5,875 shares of McKesson common stock. In addition, she holds 928 Restricted Stock Units (RSUs), which represent future potential share deliveries as they vest over the stated schedule.

What do the Restricted Stock Units (RSUs) in McKesson (MCK) executive LeAnn B. Smith’s filing represent?

The RSUs represent rights to receive McKesson common shares as they vest over time. In this filing, 463 RSUs vested on May 20, 2026, while the remaining RSUs are scheduled to vest in equal portions in 2027 and 2028, subject to continued service.

Why were 183 McKesson (MCK) shares withheld in LeAnn B. Smith’s Form 4?

The 183 shares were withheld to cover taxes due on the RSUs that vested. Instead of paying taxes in cash, a portion of the newly delivered shares is retained for tax obligations, which is a common mechanism in equity compensation programs.