Vitalone Britt J. 4

What Happened
Britt J. Vitalone, Executive Vice President & Chief Financial Officer of McKesson (MCK), had 1,476 derivative units (RSUs) convert into common shares on 2026-05-23 (reported on Form 4). Of those shares, 581 were withheld/sold to cover tax liabilities at a price of $766.08 per share, producing cash proceeds of $445,092. The conversion recorded a $0.00 per-share acquisition price, which is typical for RSU vesting/settlement rather than a cash purchase.

Key Details

• Transaction date(s): 2026-05-23 (Form filed 2026-05-27). Filing appears within the SEC’s reporting window.
• Actions reported: M = conversion/exercise of derivative (1,476 shares acquired at $0.00); F = tax withholding/sale of 581 shares at $766.08 (proceeds $445,092).
• Shares owned after transaction: Not specified in the supplied filing details.
• Footnotes: F1 — 581 shares were withheld to cover taxes on RSU vesting; F2 — the RSUs vested in thirds on 5/23/2024, 5/23/2025 and 5/23/2026.
• Transaction codes explained: M = exercise/conversion of derivative (here, RSU settlement); F = shares withheld/sold to cover tax withholding.

Context
This was a routine RSU vesting and tax-withholding event, not an open-market purchase or a discretionary sale by the insider. Converting RSUs into shares with a portion withheld for taxes (a “sell-to-cover” or withholding) is standard compensation settlement practice and does not, by itself, signal a buy or sell decision about the company’s shares.