Form SCHEDULE 13D/A MCCORMICK & CO INC Filed by: Kurzius Lawrence Erik
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 8)*
|
McCORMICK & COMPANY, INCORPORATED (Name of Issuer) |
Common Stock (Title of Class of Securities) |
(CUSIP Number) |
Jeffery D. Schwartz c/o McCormick & Company, Incorporated, 24 Schilling Road, Suite 1 Hunt Valley, MD, 21031 (410) 771-7301 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
08/10/2026 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
|
| CUSIP No. |
| 1 |
Name of reporting person
Lawrence E. Kurzius | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
PF, OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
1,590,319.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
9.9 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
*See Item 5.
**Based on (i) 14,615,639 shares of Common Stock outstanding as of July 31, 2026 plus (ii) 1,312,005 shares that may become issuable
upon the exercise of stock options held by the Reporting Person.
SCHEDULE 13D
|
| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock |
| (b) | Name of Issuer:
McCORMICK & COMPANY, INCORPORATED |
| (c) | Address of Issuer's Principal Executive Offices:
24 Schilling Road, Suite 1, Hunt Valley,
MARYLAND
, 21031. |
| Item 2. | Identity and Background |
| (c) | The Reporting Person's present principal occupation is Former Executive Chairman of the Board of the Issuer. This Amendment No. 8 (the "Amendment") amends and supplements the Schedule 13D (the "Initial Schedule 13D") originally filed with the Securities and Exchange Commission (the "Commission") on January 29, 2020, by Lawrence E. Kurzius (the "Reporting Person"), as amended by Amendments No. 1, No. 2, No. 3, No. 4, No. 5, No. 6, and No. 7 to Schedule 13D filed with the Commission on February 10, 2021, February 16, 2022, February 10, 2023, April 19, 2023, January 11, 2024, January 29, 2025, and January 15, 2026, respectively. Capitalized terms used but not otherwise defined in this Amendment shall have the meanings ascribed to such terms in the Schedule 13D. Except as otherwise provided herein, each Item of the Schedule 13D remains unchanged. |
| Item 5. | Interest in Securities of the Issuer |
| (a) | As of the date hereof, the Reporting Person beneficially owns, in aggregate, 1,590,319 shares of Common Stock, representing 9.9% of the Issuer's outstanding shares of Common Stock. The Reporting Person's beneficial ownership includes 1,312,005 shares of Common Stock that may be acquired within 60 days of the date hereof pursuant to the exercise of vested stock options.
|
| (b) | (i) Sole power to vote or direct the vote: 1,590,319
(ii) Shared power to vote or direct the vote: -0-
(iii) Sole power to dispose or direct the disposition: 1,590,319
(iv) Shared power to dispose or direct the disposition: -0- |
| (c) | The Reporting Person has effected no transactions in the Common Stock within the past sixty days, except as previously reported on Forms 4 filed with the Commission and as follows: (i) on June 24, 2026, a total of 125,385 shares of Common Stock that the Reporting Person had a right to acquire were sold by two trusts at a price of $48.4094, thereby reducing the Reporting Person's beneficial ownership of Common Stock in those trusts to zero, and (ii) on August 10, 2026, the Reporting Person exercised previously granted stock options to acquire 205,538 shares of Common Stock at an exercise price of $49.025 per share and subsequently sold all such shares in an open market transaction through a broker at a price of $52.6871 per share. |
| Item 7. | Material to be Filed as Exhibits. |
99.1 Power of Attorney (incorporated by reference to Exhibit 24 to the Reporting Person's Form 4 filed with the Securities and Exchange Commission on June 4, 2025) |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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