UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): July 23, 2008
McKesson Corporation
(Exact name of registrant as specified in its charter)
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Delaware
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1-13252
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94-3207296 |
(State or other jurisdiction of
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(Commission File Number)
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(I.R.S. Employer Identification No.) |
incorporation) |
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McKesson Plaza, One Post Street, San Francisco, California
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94104 |
(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (415) 983-8300
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
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Item 5.02 |
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Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers. |
The Board of Directors (the Board) of McKesson Corporation (the Company) elected Andy D. Bryant
and Edward A. Mueller to the Board on January 23, 2008 and April 23, 2008, respectively. At the
time of Mr. Bryants and Mr. Muellers election, the Board did not determine the Board committees
to which they would be appointed. On July 23, 2008, the Board made a determination to appoint Mr.
Bryant to the Audit Committee and Finance Committee and to appoint Mr. Mueller to the Compensation
Committee and Committee on Directors and Corporate Governance.
The composition of the Board committees otherwise remained the same. The composition of the
Board committees prior to the appointments described above may be found in the Companys
definitive proxy statement filed with the Securities and Exchange Commission on June 23, 2008,
under the caption The Board, Committees and Meetings.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On July 23, 2008, the Board approved an amendment to Section 11(d) of Article III of the Companys
Amended and Restated By-Laws for purposes of changing the quorum requirement for meetings of any
committee of the Board from a majority of the authorized number of members of any such committee to
fifty percent (50%) of the authorized number of committee members, effective immediately. A copy of the
Companys Amended and Restated By-Laws, as amended through July 23, 2008, is attached hereto as
Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No. |
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Description |
99.1
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The Companys Amended and Restated By-Laws, as amended
through July 23, 2008. |