8-KLeadership ChangesCorporate ChangesOther Events+1

MCKESSON CORP 8-K Report, Executive Changes (Jul 31, 2018)

Filed July 31, 2018For Securities:MCK

Summary

McKesson Corporation (MCK) has filed an 8-K report detailing significant executive and governance changes. The most prominent update is the appointment of Brian S. Tyler as President and Chief Operating Officer, effective August 2, 2018. Mr. Tyler brings extensive experience within McKesson, having previously held leadership roles across various divisions, including McKesson Europe, North American Pharmaceutical Distribution and Services, and Corporate Strategy. His appointment is accompanied by an adjusted compensation package, reflecting his expanded responsibilities. Additionally, the company's Amended and Restated By-Laws have been updated, effective August 2, 2018. These amendments clarify the separation of Chief Executive Officer and President roles, define who can call special stockholder meetings, and delineate the authority of the CEO and President. These changes signal a restructuring of executive leadership and corporate governance. The filing also notes the departure of Nick Loporcaro, president of McKesson U.S. Pharmaceutical and Specialty Health, with Mr. Tyler temporarily overseeing these business segments.

Key Highlights

  • 1Brian S. Tyler appointed President and Chief Operating Officer, effective August 2, 2018.
  • 2Mr. Tyler has a long tenure with McKesson, holding various senior leadership positions.
  • 3Mr. Tyler's compensation package has been revised to include a base salary of $1,000,000, a target annual bonus of 125% of salary, and long-term incentive awards.
  • 4Amendments to McKesson's By-Laws will be effective August 2, 2018, clarifying executive roles and meeting procedures.
  • 5The By-Law amendments will clarify that the CEO and President can be separate individuals.
  • 6Nick Loporcaro, president of McKesson U.S. Pharmaceutical and Specialty Health, is leaving the company.
  • 7Mr. Tyler will temporarily assume leadership of the U.S. Pharmaceutical and Specialty Health businesses.

Frequently Asked Questions

This 8-K filing primarily announces the appointment of Brian S. Tyler as President and Chief Operating Officer, along with updates to McKesson's corporate By-Laws and the departure of Nick Loporcaro.

Effective August 2, 2018, Mr. Tyler's annual base salary will be $1,000,000, his target annual bonus will be 125% of his salary, and he will receive long-term incentive awards including performance stock units and stock options totaling $800,000 and $300,000, respectively.

The amendments will clarify that the Chief Executive Officer and President can be separate individuals, specify which officers have the authority to call a special stockholder meeting, and further define the roles and authority of the Chief Executive Officer and the President.

Brian S. Tyler will temporarily lead McKesson U.S. Pharmaceutical and Specialty Health until a permanent replacement for Mr. Loporcaro is named.