Cencora, Inc. 8-K

What Happened Cencora, Inc. filed a Form 8-K on March 6, 2026 reporting the results of its 2026 Annual Meeting held March 5, 2026. Shareholders elected all 11 director nominees (Werner Baumann; Frank K. Clyburn; Ellen G. Cooper; D. Mark Durcan; Lon R. Greenberg; Lorence H. Kim, M.D.; Robert P. Mauch; Redonda G. Miller, M.D.; Dennis M. Nally; Lori J. Ryerkerk; Lauren M. Tyler). Shareholders also approved, on an advisory basis, the company’s fiscal 2025 named executive officer compensation and ratified Ernst & Young LLP as the company’s independent registered public accounting firm for fiscal 2026. The definitive proxy was filed January 22, 2026.

Key Details

• Director elections: each of the 11 nominees was elected; notable vote totals include Frank K. Clyburn (For: 168,512,239) and Lon R. Greenberg (For: 163,320,934). Broker non-votes for the director votes: 9,738,568.
• Advisory say-on-pay vote (fiscal 2025): For 156,852,214; Against 11,422,390; Abstentions 427,407; Broker non-votes 9,738,568.
• Auditor ratification for fiscal 2026: Ernst & Young LLP ratified — For 165,700,999; Against 12,622,687; Abstentions 116,893.
• Proxy reference: detailed items were described in the company’s definitive proxy statement filed January 22, 2026.

Why It Matters Board composition, executive compensation approval, and auditor ratification are governance votes that affect oversight and investor confidence. The election of all nominees indicates board continuity; the advisory approval of executive pay (overwhelmingly supported by votes cast) signals shareholder acceptance of the company’s compensation approach for FY2025. Ratification of Ernst & Young confirms continuity of the external audit relationship for fiscal 2026. These outcomes are primarily governance-related and do not directly report financial results, but they can influence investor views on corporate oversight and accountability.