Pursuant to Section 13 OR 15(d) of the SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):
March 27, 2024

McCormick & Co Inc.
(Exact name of registrant as specified in its charter)

(State or other jurisdiction(Commission(IRS Employer
of incorporation)File Number)Identification No.)
24 Schilling Road Suite 1
Hunt Valley Maryland21031
(Address of principal executive offices)(Zip Code)

Registrant's telephone number, including area code:410771-7301

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).

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 classTrading Symbol(s)Name of each exchange on which registered
Common StockMKC-VNew York Stock Exchange
Common Stock Non-VotingMKCNew 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 27, 2024, 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, 2024 was ratified, and (iii) the compensation paid to the Registrant’s Named Executive Officers was approved in an advisory vote. The proposals are described in detail in the Registrant’s 2024 Proxy Statement filed with the Securities and Exchange Commission on February 15, 2024. The final results for the votes regarding each proposal are set forth below.

1. The Registrant’s stockholders elected twelve 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:

ForAgainstAbstainedBroker Non-Votes
Anne L. Bramman9,814,036218,65914,3403,447,262
Michael A. Conway9,505,195522,95518,8853,447,262
Brendan M. Foley9,798,010235,87213,1533,447,262
Lawrence E. Kurzius9,761,188264,92920,9183,447,262
Patricia Little9,588,641439,38719,0073,447,262
Michael D. Mangan9,497,412530,74918,8743,447,262
Maritza G. Montiel 9,872,397160,03514,6033,447,262
Margaret M.V. Preston9,584,322442,42720,2863,447,262
Gary Rodkin 9,582,179449,82515,0313,447,262
Jacques Tapiero9,814,021218,57814,4363,447,262
Terry S.Thomas9,812,927219,47114,6373,447,262
W. Anthony Vernon9,613,377417,36616,2923,447,262

2. The 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, 2024. The votes regarding this proposal were as follows:
ForAgainstAbstainBroker Non-Votes

3. The 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:
ForAgainstAbstainBroker Non-Votes

No other matters were submitted for stockholder action.


Exhibit Number
 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.
Date: April 1, 2024By: /s/    Jeffery D. Schwartz        
 Jeffery D. Schwartz
 Vice President, General Counsel & Secretary