Form 8-K - Current report

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 11, 2024

Cencora, Inc.

(Exact name of registrant as specified in its charter)

Commission File Number: 1-6671

Delaware		23-3079390
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

1 West First Avenue Conshohocken PA		19428-1800
(Address of principal executive offices)		(Zip Code)

(610) 727-7000

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report.)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of exchange on which registered
Common stock	COR	New York Stock Exchange (NYSE)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.

On March 11, 2024, the Board of Directors (the “Board”) of Cencora, Inc. (the “Company”) unanimously selected Robert P. Mauch to succeed Steven H. Collis as the Company’s President and Chief Executive Officer (“CEO”), effective October 1, 2024 (the “Effective Date”), at which time he will also join the Board. Mr. Collis, who has served as CEO since July 2011, will retire from the role of CEO and become Executive Chairman of the Board as of the Effective Date, to serve for a period of one year.

Mr. Mauch, age 57, currently serves as the Company’s Executive Vice President and Chief Operating Officer. He previously served as the Company’s Group President from February 2019 to September 2022 and as Group President, Pharmaceutical Distribution & Strategic Global Sourcing from June 2017 to February 2019. Mr. Mauch joined the Company in 2007 when it acquired Xcenda and has since held various leadership roles.

Mr. Mauch will not receive any additional compensation for his service on the Board. The Company will file an amendment to this Current Report on Form 8-K to disclose compensation arrangements relating to the foregoing events within four business days after such information becomes available.

Item 7.01 Regulation FD Disclosure.

On March 12, 2024, the Company issued a press release announcing the CEO transition described under Item 5.02 of this Current Report on Form 8-K and reaffirming its fiscal 2024 guidance as outlined on January 31, 2024. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section and shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number		Description

99.1		News release of Cencora, Inc., dated March 12, 2024.
104		Cover Page Interactive Data File (formatted as inline XBRL)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Cencora, Inc.

March 12, 2024	By:	/s/ Elizabeth S. Campbell
		Name: Elizabeth S. Campbell
		Title: Executive Vice President and Chief Legal Officer

Exhibit 99.1

	Press Release

CENCORA ANNOUNCES LEADERSHIP SUCCESSION PLAN

CEO Steven H. Collis to Transition to Executive Chair; COO Robert P. Mauch to Become President and CEO

Both Appointments Effective October 1, 2024

Company Reaffirms Fiscal Year 2024 Guidance

CONSHOHOCKEN, PA, March 12, 2024 — Cencora, Inc. (NYSE: COR) today announced that Steven H. Collis will retire as President and Chief Executive Officer of the Company and transition to the role of Executive Chair of the Cencora Board of Directors, effective October 1, 2024. Robert P. Mauch, PharmD, PhD, current Chief Operating Officer of Cencora, will succeed Collis as President and CEO, and will also be appointed as a member of the Company's Board, effective the same date.

“Steve’s 30-year career at Cencora has been characterized by purpose-driven leadership, delivering phenomenal growth in domestic and international markets, diversification of the business, and the successful launch of a global brand that positions the company for even greater success. Since Steve’s appointment as CEO in 2011, Cencora has delivered tremendous financial growth, with the company’s annual revenue more than tripling to exceed $250 billion,” said Mark Durcan, Lead Independent Director of Cencora. “Under his leadership, Cencora has grown into the global healthcare leader it is today with its 46,000 team members spanning over 50 countries. Throughout his tenure, Steve has been a visionary leader, forging the company’s leadership in specialty while championing team member growth and development. On behalf of the entire Board, I thank Steve for his considerable contributions to our business, and look forward to continuing to benefit from his deep industry knowledge and expertise as Executive Chairman,” said Durcan.

“In my 30 years with Cencora, including 13 years as CEO, it has been my privilege to lead our company as we have delivered robust growth, made strategic investments and forged key partnerships. I am particularly proud of the position we are in today where Cencora is characterized by our strong industry leadership position, intellectual confidence, and best-in-class talent and customer relationships,” said Steven H. Collis, Chairman, President and Chief Executive Officer of Cencora. “Together, the Cencora team has built extraordinary relationships across our industry, expanded the breadth of our innovative pharmaceutical solutions and grown our global footprint, furthering our ability to advance our purpose of creating healthier futures. Bob and I have worked closely for nearly two decades, and I am proud that he will be the third CEO in our company’s 23-year history. He has been an integral partner in shaping and implementing our strategy and embodies our purpose-driven culture. The company will benefit from his unique background, expertise and proven leadership as he assumes the role of CEO. I am excited to support Bob and the team as they continue to advance our position at the center of healthcare.”

“Today’s announcement is consistent with the Board’s deliberate and thoughtful approach to succession planning,” Durcan continued. “Bob has experience across all aspects of our business and has helped lead Cencora’s evolution to become a united, global provider of pharmaceutical-centric healthcare solutions. The Board is confident that he will continue to build on Cencora’s momentum to drive value for our team, customers, partners and shareholders.”

“I am honored to succeed Steve as President and CEO of Cencora and am appreciative of his leadership and mentorship over the many years we have worked together,” said Robert P. Mauch, EVP and Chief Operating Officer of Cencora. “Throughout my years at Cencora, I have been excited and motivated by our teams’ ability to adapt and innovate to address the needs of our partners and I look forward to continuing to drive our pharmaceutical-centric strategy forward, supported by our talented team members and unwavering commitment to our purpose.”

Today, Cencora is also reaffirming its fiscal 2024 guidance as outlined on January 31, 2024.

About Robert P. Mauch

Bob Mauch is currently the Executive Vice President and Chief Operating Officer of Cencora, Inc. In this role, he leads all of Cencora’s domestic and international business units. Bob is focused on building innovative solutions that advance the delivery of pharmaceutical care, creating a best-in-class customer and partner experience, and ensuring access to life-saving pharmaceutical care for patients globally. Bob began his more than 30-year career in pharmaceutical care as the founder of Xcenda (formerly Applied Health Outcomes) which provides health economics as well as strategic and reimbursement consulting to pharmaceutical companies. Bob joined Cencora (formerly AmerisourceBergen) in 2007 when the company acquired Xcenda. Since joining the company, Bob is credited with leading the company’s transformation to a united, global provider of pharmaceutical-centered healthcare solutions, driving the company’s continued digital and commercial transformations, developing and implementing an industry-shaping pricing strategy, and implementing strategies to expand operations globally. Bob received his Pharm.D. from Mercer University and his Ph.D. in pharmaceutical science from the University of South Carolina where he pursued a focus in health economics and outcomes research.

About Cencora

Cencora is a leading global pharmaceutical solutions organization centered on improving the lives of people and animals around the world. We partner with pharmaceutical innovators across the value chain to facilitate and optimize market access to therapies. Care providers depend on us for the secure, reliable delivery of pharmaceuticals, healthcare products, and solutions. Our 46,000+ worldwide team members contribute to positive health outcomes through the power of our purpose: We are united in our responsibility to create healthier futures. Cencora is ranked #11 on the Fortune 500 and #24 on the Global Fortune 500 with more than $250 billion in annual revenue. Learn more at investor.cencora.com

	Contacts:	Investors:
		Bennett S. Murphy
		Senior Vice President, Head of Investor Relations & Treasury
		610-727-3693
		Bennett.Murphy@cencora.com

		Media:
		Mike Iorfino
		610-545-9189
		Mike.Iorfino@cencora.com

Cover	Mar. 11, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Mar. 11, 2024
Entity File Number	1-6671
Entity Registrant Name	Cencora, Inc.
Entity Central Index Key	0001140859
Entity Tax Identification Number	23-3079390
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	1 West First Avenue
Entity Address, City or Town	Conshohocken
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	19428-1800
City Area Code	610
Local Phone Number	727-7000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock
Trading Symbol	COR
Security Exchange Name	NYSE
Entity Emerging Growth Company	false