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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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 31, 2021

McCormick & Co Inc.

(Exact name of registrant as specified in its charter)

Maryland			001-14920			52-0408290
(State or other jurisdiction			(Commission			(IRS Employer
of incorporation)			File Number)			Identification No.)
24 Schilling Road			Suite 1
Hunt Valley			Maryland			21031
			(Address of principal executive offices)			(Zip Code)

Registrant's telephone number, including area code:			410			771-7301

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 (see General Instruction A.2. below):

☐ 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).

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

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

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock			MKC-V			New York Stock Exchange
Common Stock Non-Voting			MKC			New York Stock Exchange

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 5.07 Submission of Matters to a Vote of Security Holders.

On March 31, 2021, the Registrant held its Annual Meeting of Stockholders, at which (i) directors were elected, (ii) Ernst & Young LLP’s appointment as the Registrant’s independent registered public accounting firm for the fiscal year ending November 30, 2021 was ratified, (iii) the compensation paid to the Registrant’s Named Executive Officers was approved in an advisory vote, and (iv) an amendment to The Registrant's Charter to increase the number of authorized shares of each class of common stock and establish a par value for the common stock was approved. The proposals are described in detail in the 2021 Proxy Statement filed with the Securities and Exchange Commission on February 17, 2021. The final results for the votes regarding each proposal are set forth below.

1. Registrant’s stockholders elected eleven directors to the Registrant’s Board of Directors, to hold office until the next Annual Meeting of Stockholders or until their respective successors are duly elected and qualified. The votes regarding this proposal were as follows:

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			For			Against			Abstained			Broker Non-Votes
Anne L. Bramman			11,765,879			156,788			25,822			3,069,484
Michael A. Conway			11,675,859			247,100			25,530			3,069,484
Freeman A. Hrabowski, III			11,664,467			175,432			108,590			3,069,484
Lawrence E. Kurzius			11,809,028			117,217			22,244			3,069,484
Patricia Little			11,812,306			113,692			22,491			3,069,484
Michael D. Mangan			11,750,566			174,634			23,289			3,069,484
Maritza G. Montiel			11,796,896			126,585			25,008			3,069,484
Margaret M.V. Preston			11,778,710			146,621			23,158			3,069,484
Gary Rodkin			11,664,600			256,852			27,037			3,069,484
Jacques Tapiero			11,774,282			149,163			25,044			3,069,484
W. Anthony Vernon			11,784,452			139,057			24,980			3,069,484

2. Registrant’s stockholders ratified the Appointment of Ernst & Young LLP as the Registrant’s Independent Registered Public Accounting firm for the fiscal year ending November 30, 2021. The votes regarding this proposal were as follows:

For			Against			Abstain			Broker Non-Votes
14,875,095			123,433			19,445			0

3. Registrant’s stockholders approved in an advisory (non-binding) vote the compensation paid to the Registrant’s Named Executive Officers. The votes regarding this proposal were as follows:

For			Against			Abstain			Broker Non-Votes
11,620,070			247,686			80,733			3,069,484

4. Registrant’s stockholders approved an amendment to McCormick’s Charter to increase the number of authorized shares of each class of common stock and establish a par value for the common stock:

For			Against			Abstain			Broker Non-Votes
11,544,438			272,384			131,667.00			3,069,484

No other matters were submitted for stockholder action.

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Exhibit Number
104			Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).

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.

									McCORMICK & COMPANY, INCORPORATED
Date: April 2, 2021			By:						/s/    Jeffery D. Schwartz
									Jeffery D. Schwartz
									Vice President, General Counsel & Secretary