MCK

• Adjusted earnings per diluted share rose 20% to $9.93, while GAAP EPS fell to $5.15 from $6.25.
• The company raised its fiscal 2027 adjusted EPS guidance to $44.20-$45.00 from $43.80-$44.60.
• Board approved a 15% dividend increase to $0.94 per share, the tenth consecutive annual increase.
• McKesson returned $2.6 billion to shareholders, including $2.25 billion via an accelerated share repurchase.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• At McKesson's July 22, 2026 Annual Meeting, all 11 Board-nominated directors were elected, each receiving a majority of votes cast.
• Shareholders ratified Deloitte & Touche LLP as independent auditor for fiscal year ending March 31, 2027, with 95,066,170 votes for and 9,872,183 against.
• The advisory 'say-on-pay' proposal on named executive officer compensation was approved with 86,580,776 votes for and 7,732,776 against.
• The report was filed under Item 5.07 to disclose the final voting results of the annual shareholder meeting.

5.07 Submission of Matters to a Vote of Security Holders

• Thomas L. Rodgers, EVP, Chief Strategy and Business Development Officer, gave notice of retirement on June 29, 2026.
• Ramesh Srinivasan was appointed EVP, Chief Strategy Officer, effective August 1, 2026.
• The appointment supports an orderly transition.

5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits

• The term loan bears interest at Adjusted Term SOFR plus 2.25% per annum or Base Rate plus 1.25%, with the initial rate set at Adjusted Term SOFR plus 2.25%.
• Obligations are secured by substantially all tangible and intangible assets of the borrower and certain material U.S. subsidiaries, subject to exceptions.
• The Credit Agreement includes financial covenants: a maximum total net leverage ratio and a minimum interest coverage ratio, with customary cure rights.
• JPMorgan Chase Bank, N.A. serves as administrative agent and collateral agent for the facility.

1.01 Entry into a Material Definitive Agreement · 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · 9.01 Financial Statements and Exhibits

• Q4 adjusted EPS was $11.69, up 16%; full-year adjusted EPS was $39.11, up 18%.
• Fiscal 2027 adjusted EPS guidance set at $43.80 to $44.60, implying 12% to 14% growth.
• Board approved $5.0 billion increase to share repurchase program, total authorization $7.7 billion; entered $2.25 billion accelerated share repurchase.
• Reaffirmed long-term adjusted EPS growth target of 13% to 16%.
• Announced Apollo Global to acquire ~13% minority stake in Medical-Surgical Solutions segment.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• On April 24, 2026, McKesson entered into a new $5.0 billion senior unsecured revolving credit facility with Bank of America as administrative agent, maturing in April 2031.
• The new facility includes a $4.5 billion sublimit for borrowings in Canadian Dollars, British Pound Sterling, and Euros, and can be increased under its terms.
• The facility requires a total debt to Consolidated EBITDA ratio of no greater than 4.25x (temporarily up to 4.75x after certain acquisitions of at least $500 million cash), excluding McKesson's Medical-Surgical Solutions segment.
• Interest rates are based on a ratings-based grid: 0%–0.25% for base rate loans, and 0.625%–1.25% for SOFR and non-USD loans.

1.01 Entry into a Material Definitive Agreement · 1.02 Termination of a Material Definitive Agreement · 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · 9.01 Financial Statements and Exhibits

• The facilities comprise a $750.0M term loan A due 2031, a $250.0M term loan A due 2028, and a $1.0B revolving credit facility due 2031.
• Initial interest on term loans is Adjusted Term SOFR plus 1.250% per annum; revolving borrowings initially bear Term Benchmark Rate plus 1.250% or Base Rate plus 0.250%.
• The obligations are secured by substantially all assets of the borrower and certain material U.S. subsidiaries, subject to exceptions.
• The credit agreement includes customary covenants, financial maintenance tests (maximum Total Net Leverage Ratio, minimum Interest Coverage Ratio), and events of default.

1.01 Entry into a Material Definitive Agreement · 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · 9.01 Financial Statements and Exhibits

• CEO Brian Tyler and CFO Britt Vitalone will host a live webcast earnings call at 4:30 PM ET on the same day.
• CFO Britt Vitalone will participate in the Leerink Partners Global Healthcare Conference and Barclays Global Healthcare Conference on March 11, 2026, and the BofA Securities 2026 Healthcare Conference in May 2026.
• McKesson reaffirmed its fiscal 2026 full year outlook as previously issued on February 4, 2026.
• The disclosure was made under Regulation FD via a news release attached as Exhibit 99.1.

7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits