Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. OnOctober 15, 2020 , the Board of Directors ("Board") ofMcKesson Corporation ("Company") electedLinda P. Mantia as a director, effective onOctober 19, 2020 .Ms. Mantia served as Senior Executive Vice President, Chief Operating Officer of Manulife Financial Corporation, an international insurance and financial services company, from 2016 to 2019. Before her role at Manulife,Ms. Mantia served as Executive Vice President of Digital, Payments and Cards at Royal Bank of Canada (RBC), a multinational financial services company, from 2014 to 2016. During her tenure at RBC, she also served in other leadership roles from 2003 to 2014, including Executive Vice President of Global Cards and Payments. Earlier in her career,Ms. Mantia worked atMcKinsey & Co. , a global management consulting firm, and prior to that, she practiced law atDavies Ward Phillips & Vineberg LLC . She currently serves on the board of directors at Ceridian HCM Holding Inc. sinceJune 2020 and on the advisory board of Alphabet Verily Sciences. The Board determined thatMs. Mantia is an independent director under standards established by theNew York Stock Exchange and the Board. The Board appointed her as a member of the Audit Committee and the Governance Committee. The Board size increased from eleven to twelve members upon her election.Ms. Mantia will receive cash compensation in accordance with the Company's standard compensatory arrangement for non-employee directors. She will receive an annual cash retainer of$80,000 , which will be prorated for the third quarter of fiscal year 2021 based on her election date.Ms. Mantia also will receive restricted stock units ("RSUs") under the Company's 2013 Stock Plan in respect of the commencement of her service onOctober 19, 2020 . She will be granted RSUs in an amount that represents a prorated portion of the annual equity award that was granted automatically to then-serving non-employee directors at the 2020 Annual Meeting of Shareholders. The number of RSUs granted toMs. Mantia will be determined by dividing$139 , 562 by the closing price of the Company's common stock on the grant date.Ms. Mantia will, effective as ofOctober 19, 2020 , enter into the Company's standard form Indemnification Agreement, which provides for indemnification to the fullest extent permitted byDelaware law. Item 7.01 Regulation FD Disclosure.
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(d) Exhibits. Exhibit No. Description 99.1 Press release issued byMcKesson Corporation onOctober 19, 2020 104 Cover Page Interactive Data File - the cover page iXBRL tags are embedded within the Inline XBRL document
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