CARDINAL HEALTH INC
For the period ended Sep 30, 2026. Filed Nov 5, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 5, 2026
Contents
Note
- Commitments, Contingent Liabilities, and Litigation
Commitments
Generic Sourcing Venture with CVS Health
In July 2014, we established Red Oak Sourcing, LLC ("Red Oak Sourcing"), a U.S.-based generic pharmaceutical sourcing venture with CVS Health for an initial term of 10 years. Red Oak Sourcing negotiates generic pharmaceutical supply contracts on behalf of its participants. In August 2021, we amended our agreement to extend the term through June 2029. We are required to make quarterly payments to CVS Health for the term of the arrangement.
Legal Proceedings
We become involved from time to time in disputes, litigation, and regulatory matters.
From time to time, we determine that products we distribute, source, manufacture, or market do not meet our specifications, regulatory requirements, or published standards. While we investigate and take appropriate action when we or a regulatory agency identify a potential quality or regulatory issue, there is no assurance that the issue will be resolved to the satisfaction of the regulator. Such actions have led to product recalls, costs to repair or replace affected products, temporary interruptions in product sales, restrictions on importation, product liability claims and lawsuits, and can lead to action by regulators. Even absent an identified regulatory or quality issue or product recall, we can become subject to product liability claims and lawsuits.
From time to time, we become aware through employees, internal audits or other parties of possible compliance matters, such as complaints or concerns relating to accounting, internal accounting controls, financial reporting, auditing, or other ethical matters or relating to compliance with laws such as healthcare fraud and abuse, anti-corruption, or anti-bribery laws. When we become aware of such possible compliance matters, we investigate and take appropriate corrective action.
| Cardinal Health | Q1 Fiscal 2027 Form 10-Q | 27 |
Notes to Financial Statements
In addition, from time to time, we receive subpoenas or requests for information from various federal or state agencies relating to our business or to the business of a customer, supplier, or other industry participants. Internal investigations, subpoenas, or requests for information could directly or indirectly lead to the assertion of claims or the commencement of legal proceedings against us or result in corrective actions or sanctions.
We have been named from time to time in qui tam actions initiated by private third parties. In such actions, the private parties purport to act on behalf of federal or state governments, allege that false claims have been submitted for payment by the government and may receive an award if their claims are successful. After a private party has filed a qui tam action, the government must investigate the private party's claim and determine whether to intervene in and take control over the litigation. These actions may remain under seal while the government makes this determination. If the government declines to intervene, the private party may nonetheless continue to pursue the litigation on his or her own purporting to act on behalf of the government.
We accrue for contingencies related to disputes, litigation, and regulatory matters if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Because these matters are inherently unpredictable and unfavorable developments or resolutions can occur, assessing contingencies is highly subjective and requires judgments about future events. We regularly review contingencies to determine whether our accruals and related disclosures are adequate. The amount of ultimate loss may differ from these estimates.
We recognize income from the favorable outcome of litigation when we receive the associated cash or assets.
We recognize estimated loss contingencies for certain litigation and regulatory matters and income from favorable resolution of litigation in litigation (recoveries)/charges, net in our condensed consolidated statements of earnings; however, losses and recoveries of lost profits from certain disputes that occur in the ordinary course of business are included within segment profit.
Opioid Lawsuits and Investigations
As of September 30, 2026, we have $3.9 billion accrued for the opioid-related matters described below, of which $197 million is included in other accrued liabilities and the remainder is included in deferred income taxes and other liabilities in our condensed consolidated balance sheets. During the three months ended September 30, 2026 and fiscal 2026, we made payments totaling $385 million and $417 million, respectively, which included our annual payments under the agreement to settle the vast majority of the opioid lawsuits filed by states and local governmental entities.
While we continue to incur certain costs associated with these matters, during the three months ended September 30, 2026 and fiscal 2026, there were no material expenses recognized for these matters.
States & Political Subdivisions
We have resolved, without admitting liability, the opioid-related claims of all 50 states, the District of Columbia, and 5 U.S. territories. The National Opioid Settlement Agreement ("the NOSA") also resulted in the resolution of the opioid-related claims of over 99 percent of political subdivisions (together, the "Settling Governmental Entities").
To date, we have paid the Settling Governmental Entities approximately $2.6 billion and we expect to pay the Settling Governmental Entities additional amounts up to $3.7 billion through 2038.
In July 2022, a judgment in favor of the Distributors was entered in a bench trial before a federal judge in West Virginia in a case brought by Cabell County and City of Huntington. In October 2025, the United States Court of Appeals for the Fourth Circuit vacated the district court's judgment and remanded the case for further proceedings. In May 2026, the parties submitted additional briefing to the district court and a ruling is pending. We intend to continue to vigorously defend ourselves in this matter.
Private Plaintiffs
The NOSA does not address claims by private parties, which includes unions and other health and welfare funds, hospital systems and other healthcare providers, businesses, and individuals alleging personal injury. To date, there are approximately 56 lawsuits brought by private plaintiffs pending. Of these, approximately 9 are purported class actions. The causes of action asserted by these plaintiffs are similar to those asserted by public plaintiffs. We are vigorously defending ourselves in all of these matters.
Following resolution discussions with certain private plaintiffs during December 2024, Distributors finalized agreements with classes of third-party payors and acute care hospitals. Our portion of these settlements totaled $213 million. The settlement with the class of third-party payors was approved by the court in January 2025 and was finalized in August 2025. The settlement with the class of acute care hospitals was approved by the court in March 2025 and became final in April 2025.
Insurance Litigation
We are involved in ongoing legal proceedings with insurers related to their obligations to reimburse us for defense and indemnity costs in connection with the lawsuits described above, including two matters currently pending in Ohio state court. Unfavorable outcomes in these matters would negatively impact our financial results and may result in a change in loss reserves related to opioid litigation recorded by our captive insurance company, which would negatively impact cash flow.
During fiscal 2026, we received immaterial insurance recoveries related to opioid matters, which were recorded in the Pharma segment. We have not recorded a receivable for any additional recoveries related to these insurance litigation matters as of September 30, 2026.
| 28 | Cardinal Health | Q1 Fiscal 2027 Form 10-Q |
Notes to Financial Statements
Department of Justice Civil Investigative Demand
In November 2023, we received a Civil Investigative Demand ("CID") from the Department of Justice focused on potential violations of the Anti-Kickback Statute and False Claims Act in connection with a 2022 transaction in which we purchased a minority ownership interest in a rheumatology managed services organization and a group purchasing organization. We are cooperating with this investigation.
Tax Contingencies
Net Operating Loss Carryback
In June 2026, we received a Notice of Proposed Adjustment ("NOPA") from the Internal Revenue Service ("IRS") as part of our 2015-2020 audit cycle. The NOPA relates to our captive insurance company and the treatment of certain net operating loss carrybacks under the Coronavirus Aid, Relief, and Economic Security Act. The IRS is challenging the tax deductibility of self-insurance pre-tax losses and related carryback claims to fiscal 2015-2018, which could result in approximately $400 million in additional tax expense (plus interest) and approximately $1.4 billion in additional tax liability (plus interest). We routinely assess the likelihood of adverse audit outcomes to ensure adequate tax reserves, and we believe our reserves are sufficient for all tax matters. The ultimate resolution of this matter may impact our financial results and cash flow.
Patient Recovery Restructuring
In February 2026, we received a NOPA from the IRS, as part of our ongoing audits of fiscal years 2015-2020, related to a restructuring in connection with our July 2017 acquisition of the Patient Recovery business. The IRS is asserting that the transaction should be recharacterized in a manner that could create additional federal income tax liability of approximately $160 million, plus interest. We routinely assess the likelihood of adverse outcomes resulting from audits and examinations to determine the adequacy of our tax reserves and we believe we have adequate reserves for all tax matters; however, the ultimate outcome of disputes of this nature is uncertain and the resolution of this matter could impact our financial results and cash flow.
Antitrust Litigation Proceeds
We recognized income for net recoveries in class action antitrust lawsuits in which we were a class member or plaintiff of $47 million during the three months ended September 30, 2026.
- Income Taxes
Fluctuations in our provision for income taxes as a percentage of our pre-tax earnings (“effective tax rate”) are due to changes in international and U.S. state effective tax rates resulting from our business mix and discrete items.
Effective Tax Rate
During the three months ended September 30, 2026 and 2025, the effective tax rate was 19.2 percent and 24.1 percent, respectively.
Unrecognized Tax Benefits
We had $900 million and $907 million of unrecognized tax benefits at September 30, 2026 and June 30, 2026, respectively. The September 30, 2026 and June 30, 2026 balances include $883 million and $881 million of unrecognized tax benefits, respectively, that if recognized, would have an impact on the effective tax rate.
At September 30, 2026 and June 30, 2026, we had $78 million and $75 million, respectively, accrued for the payment of interest and penalties related to unrecognized tax benefits, which we recognize in the provision for income taxes in the condensed consolidated statements of earnings. These balances are gross amounts before any tax benefits and are included in deferred income taxes and other liabilities in the condensed consolidated balance sheets.
Other Tax Matters
We file income tax returns in the U.S. federal jurisdiction, various U.S. state and local jurisdictions, and various foreign jurisdictions. With few exceptions, we are subject to audit by taxing authorities for fiscal years 2015 through the current fiscal year.
During fiscal 2026, we received two NOPAs from the IRS in connection with their audit of our fiscal years 2015-2020. See Note 6 for additional information regarding these matters.
- Fair Value Measurements
Assets and Liabilities Measured on a Recurring Basis
The following tables present the fair values for assets and liabilities measured on a recurring basis at:
| September 30, 2026 | ||||
|---|---|---|---|---|
| (in millions) | Level 1 | Level 2 | Level 3 | Total |
| Assets: | ||||
| Cash equivalents | $2,704 | $— | $— | $2,704 |
| Other investments (1) | 112 | — | — | 112 |
| Liabilities: | ||||
| Forward contracts (2) | — | (107) | — | (107) |
| Share-based awards (3) | — | — | (1,353) | (1,353) |
| Cardinal Health | Q1 Fiscal 2027 Form 10-Q | 29 |
Notes to Financial Statements
| June 30, 2026 | ||||
|---|---|---|---|---|
| (in millions) | Level 1 | Level 2 | Level 3 | Total |
| Assets: | ||||
| Cash equivalents | $2,299 | $— | $— | $2,299 |
| Other investments (1) | 118 | — | — | 118 |
| Liabilities: | ||||
| Forward contracts (2) | — | (32) | — | (32) |
| Share-based awards (3) | — | — | (1,277) | (1,277) |
(1)The other investments balance includes investments in mutual funds, which offset fluctuations in deferred compensation liabilities. These mutual funds invest in the equity securities of companies with both large and small market capitalization and high-quality fixed income debt securities. The fair value of these investments is determined using quoted market prices.
(2) The fair value of interest rate swaps, foreign currency contracts, and net investment hedges is determined based on the present value of expected future cash flows considering the risks involved, including non-performance risk, and using discount rates appropriate for the respective maturities. Observable Level 2 inputs are used to determine the present value of expected future cash flows. The fair value of these derivative contracts, which are subject to master netting arrangements under certain circumstances, is presented on a gross basis in prepaid expenses and other, other assets, other accrued liabilities, and deferred income taxes and other liabilities within the condensed consolidated balance sheets.
(3) The share-based awards are liability-classified awards, as defined under ASC 718, resulting from acquisitions by The Specialty Alliance. These are presented in deferred income taxes and other liabilities within the consolidated balance sheets. The fair value of The Specialty Alliance Units is determined using the discounted cash flow method which utilizes significant unobservable inputs, including the discount rate of 8.0%. Significant changes to assumptions used in the valuation may have a material impact on the fair value of the Specialty Alliance Units. See Note 13 for additional information.
Changes in Level 3 Recurring Fair Value Measurements
The following table reconciles the changes in fair value for the Specialty Alliance Units classified within Level 3 of the fair value hierarchy:
| Three Months Ended September 30, | ||
|---|---|---|
| (in millions) | 2026 | 2025 |
| Balance at beginning of period | $1,277 | $843 |
| Acquisitions | — | 20 |
| Vesting (1) | 46 | 53 |
| Fair value adjustment (1) | 34 | 10 |
| Repurchases | (4) | (16) |
| Balance at end of period | $1,353 | $910 |
(1)For the three months ended September 30, 2026 and 2025, there was $80 million and $63 million of expense, respectively, for the Specialty Alliance Units. Of the total expense recognized during the three months ended September 30, 2026 and 2025, $78 million and $61 million is included in acquisition-related cash and share-based compensation costs, respectively, and $2 million is included in SG&A expenses, for both periods, in the consolidated statements of earnings.
- Financial Instruments
We utilize derivative financial instruments to manage exposure to certain risks related to our ongoing operations. The primary risks
managed through the use of derivative instruments include interest rate risk and currency exchange risk. We do not use derivative instruments for trading or speculative purposes. While the majority of our derivative instruments are designated as hedging instruments, we also enter into derivative instruments that are designed to hedge a risk, but are not designated as hedging instruments. These derivative instruments are adjusted to current fair value through earnings at the end of each period. We are exposed to counterparty credit risk on all of our derivative instruments. Accordingly, we have established and maintain strict counterparty credit guidelines and only enter into derivative instruments with major financial institutions that are rated investment grade or better. We do not have significant exposure to any one counterparty and we believe the risk of loss is remote. Additionally, we do not require collateral under these agreements.
Interest Rate Risk Management
We are exposed to the impact of interest rate changes. Our objective is to manage the impact of interest rate changes on cash flows and the market value of our borrowings. We utilize a mix of debt maturities on our fixed-rate debt to manage changes in interest rates. In addition, we enter into interest rate swaps to further manage our exposure to interest rate variations related to our borrowings and to lower our overall borrowing costs.
Currency Exchange Risk Management
We conduct business in several major international currencies and are subject to risks associated with changing foreign exchange rates. Our objective is to reduce earnings and cash flow volatility associated with foreign exchange rate changes to allow management to focus its attention on business operations. Accordingly, we enter into various contracts that change in value as foreign exchange rates change to protect the value of existing foreign currency assets and liabilities, commitments, and anticipated foreign currency revenue and expenses.
Fair Value Hedges
We enter into pay-floating interest rate swaps to hedge the changes in the fair value of fixed-rate debt resulting from fluctuations in interest rates. These contracts are designated and qualify as fair value hedges. Accordingly, the gain or loss recorded on the pay-floating interest rate swaps is directly offset by the change in fair value of the underlying debt. Both the derivative instrument and the underlying debt are adjusted to market value at the end of each period with any resulting gain or loss recorded in interest expense, net in the condensed consolidated statements of earnings. For the three months ended September 30, 2026 and 2025, there wereno gains or losses recorded to interest expense as changes in the market value of our derivative instruments offset changes in the market value of the underlying debt.
During the three months ended September 30, 2026 and 2025, we entered into pay-floating interest rate swaps with total notional amounts of $200 million and $300 million, respectively. These swaps were designated as fair value hedges of our fixed rate debt
| 30 | Cardinal Health | Q1 Fiscal 2027 Form 10-Q |
Notes to Financial Statements
and are included in deferred income taxes and other liabilities in our condensed consolidated balance sheets.
Cash Flow Hedges
We enter into derivative instruments to hedge our exposure to changes in cash flows attributable to interest rate and foreign currency fluctuations associated with certain forecasted transactions. These derivative instruments are designated and qualify as cash flow hedges. Accordingly, the gain or loss on the derivative instrument is reported as a component of accumulated other comprehensive loss and reclassified into earnings in the same line item associated with the forecasted transaction and in the same period during which the hedged transaction affects earnings.
Pre-tax gains and losses recognized in other comprehensive income were immaterial for both the three months ended September 30, 2026 and 2025. Gains recognized in accumulated other comprehensive loss and reclassified into earnings were immaterial for the three months ended September 30, 2026 and 2025, respectively. Gains currently included within accumulated other comprehensive income associated with our cash flow hedges to be reclassified into net earnings within the next 12 months are immaterial.
Net Investment Hedges
We hedge the foreign currency risk associated with certain net investment positions in foreign subsidiaries. To accomplish this, we enter into cross-currency swaps that are designated as hedges of net investments.
In September 2026, we terminated the ¥18 billion ($120 million) cross-currency swaps entered into in September 2025 and received settlement in cash of $6 million, recorded in other investing items, net in our condensed consolidated statements of cash flows.
In September 2025, we entered into ¥18 billion ($120 million) cross-currency swaps maturing in September 2027.
In September 2025, we terminated the ¥18 billion ($120 million) cross-currency swaps entered into in September 2023 and received settlement in cash of $3 million, recorded in other investing items, net in our condensed consolidated statements of cash flows.
Cross-currency swaps designated as net investment hedges are marked to market using the current spot exchange rate as of the end of the period, with gains and losses included in the foreign currency translation component of accumulated other comprehensive loss until the sale or substantial liquidation of the underlying net investments. To the extent the cross-currency swaps designated as net investment hedges are not highly effective, changes in carrying value attributable to the change in spot rates are recorded in earnings.
Pre-tax gains and losses from net investment hedges recorded in the foreign currency translation component of accumulated other comprehensive loss were immaterial for the three months ended
September 30, 2026 and 2025, respectively. Losses recognized in interest expense, net in the condensed consolidated statements of earnings for the portion of the net investment hedges excluded from the assessment of hedge effectiveness were immaterial during both the three months ended September 30, 2026 and 2025.
Economic (Non-Designated) Hedges
We enter into foreign currency contracts to manage our foreign exchange exposure related to sales transactions, intercompany financing transactions, and other balance sheet items subject to revaluation that do not meet the requirements for hedge accounting treatment. Accordingly, these derivative instruments are adjusted to current market value at the end of each period through earnings. The gain or loss recorded on these instruments is substantially offset by the remeasurement adjustment on the foreign currency denominated asset or liability. The settlement of the derivative instrument and the remeasurement adjustment on the foreign currency denominated asset or liability are both recorded in other (income)/expense, net in the consolidated statement of earnings. We recorded immaterial losses during both the three months ended September 30, 2026 and 2025. The principal currencies managed through foreign currency contracts are the Canadian dollar, Japanese yen, Chinese renminbi, Brazilian real, and Singapore dollar.
Fair Value of Financial Instruments
The carrying amounts of cash and equivalents, trade receivables, net, accounts payable, and other accrued liabilities at September 30, 2026 and June 30, 2026 approximate fair value due to their short-term maturities.
The following table summarizes the estimated fair value of our long-term obligations and other short-term borrowings compared to the respective carrying amounts at:
| (in millions) | September 30, 2026 | June 30, 2026 |
|---|---|---|
| Estimated fair value | $8,402 | $8,783 |
| Carrying amount | 8,815 | 8,886 |
The fair value of our long-term obligations and other short-term borrowings is estimated based on either the quoted market prices for the same or similar issues or other inputs derived from available market information, which represents a Level 2 measurement.
- Shareholders' Deficit
We repurchased $500 million and $375 million of our common shares, in the aggregate, through share repurchase programs during the three months ended September 30, 2026 and 2025, respectively. We funded the repurchases with available cash. The common shares repurchased are held in treasury to be used for general corporate purposes.
| Cardinal Health | Q1 Fiscal 2027 Form 10-Q | 31 |
Notes to Financial Statements
The following table presents the accelerated share repurchase programs executed during the three months ended September 30, 2026 and 2025:
| Quarter Entered | Date Concluded | Aggregate Purchase Price(in millions) | Initial Shares (in millions) | Reference Price | Final Shares (in millions) | Weighted Average Price per Common Share |
|---|---|---|---|---|---|---|
| Q1 FY27 | 9/18/2026 | $500 | 1.7 | $234.16 | 0.5 | $231.63 |
| Q1 FY26 | 10/31/2025 | $375 | 2.0 | $148.12 | 0.4 | $151.88 |
Accumulated Other Comprehensive Loss
The following tables summarize the changes in the balance of accumulated other comprehensive loss by component and in total:
| (in millions) | ForeignCurrencyTranslationAdjustments | UnrealizedGain/(Loss) onDerivatives,net of tax | Accumulated OtherComprehensiveLoss |
|---|---|---|---|
| Balance at June 30, 2026 | $(140) | $(25) | $(165) |
| Other comprehensive income, before reclassifications | 4 | 4 | 8 |
| Amounts reclassified to earnings | — | (2) | (2) |
| Total other comprehensive income attributable to Cardinal Health, Inc., net of tax benefit of $7 million | 4 | 2 | 6 |
| Balance at September 30, 2026 | $(136) | $(23) | $(159) |
| (in millions) | ForeignCurrencyTranslationAdjustments | UnrealizedGain/(Loss) onDerivatives,net of tax | Accumulated OtherComprehensiveLoss |
|---|---|---|---|
| Balance at June 30, 2025 | $(141) | $(14) | $(155) |
| Other comprehensive (loss)/income, before reclassifications | (4) | 2 | (2) |
| Amounts reclassified to earnings | — | (2) | (2) |
| Total other comprehensive loss attributable to Cardinal Health, Inc., net of tax expense of $1 million | (4) | — | (4) |
| Balance at September 30, 2025 | $(145) | $(14) | $(159) |
- Earnings Per Share Attributable to Cardinal Health, Inc.
The following table reconciles the number of common shares used to compute basic and diluted earnings per share attributable to Cardinal Health, Inc. ("EPS"):
| Three Months Ended September 30, | ||
|---|---|---|
| (in millions, except per share amounts) | 2026 | 2025 |
| Net earnings | $556 | $454 |
| Net earnings attributable to noncontrolling interest | (2) | (4) |
| Net earnings attributable to Cardinal Health, Inc. | $554 | $450 |
| Weighted-average common shares–basic | 232 | 238 |
| Effect of dilutive securities: | ||
| Employee stock options, restricted share units, and performance share units | 1 | 1 |
| Weighted-average common shares–diluted | 233 | 239 |
| Basic earnings per common share attributable to Cardinal Health, Inc.: | $2.39 | $1.89 |
| Diluted earnings per common share attributable to Cardinal Health, Inc.: | $2.38 | $1.88 |
For the three months ended September 30, 2026 and 2025, an immaterial amount of restricted share units and performance share units were excluded from the computation of diluted EPS, as they were anti-dilutive.
- Segment Information
We operate undertwo reportable segments: Pharmaceutical and Specialty Solutions ("Pharma") and Global Medical Products and Distribution ("GMPD"). All remaining operating segments that are not significant enough to require separate reportable segment disclosures are included in Other, which is comprised of Nuclear and Precision Health Solutions, at-Home Solutions, and OptiFreight® Logistics. The factors for determining the reportable segments include the manner in which management evaluates performance for purposes of allocating resources and assessing performance combined with the nature of the individual business activities.
Our Pharma segment distributes branded and generic pharmaceutical, specialty pharmaceutical, and over-the-counter healthcare and consumer products in the United States. This segment also provides services to pharmaceutical manufacturers and healthcare providers for specialty pharmaceutical products; provides pharmacy management services to hospitals and operates a limited number of pharmacies, including pharmacies in community health centers; repackages generic pharmaceuticals and over-the-counter healthcare products; and includes our managed services organization platforms for physician offices.
Our GMPD segment manufactures, sources, and distributes Cardinal Health brand medical, surgical, and laboratory products, which are sold in the United States, Canada, Europe, Asia, and
| 32 | Cardinal Health | Q1 Fiscal 2027 Form 10-Q |
Notes to Financial Statements
other markets. This segment also distributes a broad range of medical, surgical, and laboratory products known as national brand products to hospitals, ambulatory surgery centers, clinical laboratories, and other healthcare providers in the United States and Canada.
The remaining three non-reportable operating segments included in Other are Nuclear and Precision Health Solutions, at-Home Solutions, and OptiFreight® Logistics. These operating segments respectively operate nuclear pharmacies and radiopharmaceutical manufacturing facilities, distribute medical products to patients' homes in the United States, and provide supply chain services and solutions to our customers.
Revenue
The following table presents revenue for the two reportable segments and disaggregated revenue within the remaining operating segments, included in Other, and Corporate:
| Three Months Ended September 30, | ||
|---|---|---|
| (in millions) | 2026 | 2025 |
| Pharmaceutical and Specialty Solutions | $62,582 | $59,205 |
| Global Medical Products and Distribution | 3,190 | 3,184 |
| Nuclear and Precision Health Solutions | 505 | 436 |
| at-Home Solutions | 1,146 | 1,115 |
| OptiFreight® Logistics | 113 | 90 |
| Other | 1,764 | 1,641 |
| Total segment revenue | 67,536 | 64,030 |
| Corporate (1) | (23) | (21) |
| Total revenue | $67,513 | $64,009 |
(1)Corporate revenue consists of the elimination of inter-segment revenue and other revenue not allocated to the segments.
The following table presents revenue by geographic area:
| Three Months Ended September 30, | ||
|---|---|---|
| (in millions) | 2026 | 2025 |
| United States | $67,113 | $63,611 |
| International | 423 | 419 |
| Total segment revenue | 67,536 | 64,030 |
| Corporate (1) | (23) | (21) |
| Total revenue | $67,513 | $64,009 |
(1)Corporate revenue consists of the elimination of inter-segment revenue and other revenue not allocated to the segments.
Segment Profit
The Company’s Chief Executive Officer, the chief operating decision maker ("CODM"), evaluates segment performance based on segment profit, among other measures. Segment profit is segment revenue, less segment cost of products sold, less segment distribution, selling, general and administrative ("SG&A") expenses. Segment SG&A expenses include share-based compensation expense as well as allocated corporate technology and shared functions expenses, including corporate management, corporate finance, financial and customer care shared services, human resources, information technology, and legal and compliance, including certain litigation defense costs. Corporate expenses are allocated to the operating segments based on headcount, level of benefit provided, and other ratable allocation methodologies. The results attributable to noncontrolling interests are recorded within segment profit.
We do not allocate the following items to our segments:
last-in first-out, or ("LIFO"), inventory charges/(credits);
state opioid assessment related to prior fiscal years;
restructuring and employee severance;
amortization and other acquisition-related costs;
acquisition-related cash and share-based compensation costs;
impairments and (gain)/loss on disposal of assets, net;
litigation (recoveries)/charges, net;
other (income)/expense, net;
interest expense, net;
impairment of equity interest in Outcomes; or
provision for income taxes
In addition, certain investment spending and certain portions of enterprise-wide incentive compensation and other spending are not allocated to the segments. Investment spending generally includes the first-year spend for certain projects that require incremental investments in the form of additional operating expenses. Because approval for these projects is dependent on executive management, we retain these expenses at Corporate. Investment spending within Corporate was $15 million and $16 million for the three months ended September 30, 2026 and 2025, respectively.
| Cardinal Health | Q1 Fiscal 2027 Form 10-Q | 33 |
Notes to Financial Statements
The following table presents segment profit for the two reportable segments and the remaining operating segments, included in Other, and Corporate:
| Three Months Ended September 30, 2026 | ||||
|---|---|---|---|---|
| (in millions) | Pharma | GMPD | Other | Total |
| Segment revenue | $62,582 | $3,190 | $1,764 | $67,536 |
| Cost of products sold | 61,001 | 2,636 | 1,303 | 64,940 |
| SG&A | 798 | 521 | 268 | 1,587 |
| Total segment expenses | 61,799 | 3,157 | 1,571 | 66,527 |
| Segment profit | $783 | $33 | $193 | $1,009 |
| Corporate (1) | (321) | |||
| Consolidated earnings before income taxes | $688 | |||
| Three Months Ended September 30, 2025 | ||||
|---|---|---|---|---|
| (in millions) | Pharma | GMPD | Other | Total |
| Segment revenue | $59,205 | $3,184 | $1,641 | $64,030 |
| Cost of products sold | 57,857 | 2,633 | 1,221 | 61,711 |
| SG&A | 681 | 505 | 254 | 1,440 |
| Total segment expenses | 58,538 | 3,138 | 1,475 | 63,151 |
| Segment profit | $667 | $46 | $166 | $879 |
| Corporate (1) | (281) | |||
| Consolidated earnings before income taxes | $598 | |||
(1) Corporate consists of the income and expense items not allocated to the segments and the elimination of inter-segment revenue.
Segment Assets
The following table presents total assets for two reportable segments and the remaining operating segments, included in Other, and Corporate:
| (in millions) | September 30, 2026 | June 30, 2026 |
|---|---|---|
| Pharmaceutical and Specialty Solutions | $42,472 | $40,777 |
| Global Medical Products and Distribution | 6,819 | 6,651 |
| Other | 4,269 | 4,098 |
| Corporate | 5,984 | 5,773 |
| Total assets | $59,544 | $57,299 |
The following tables present depreciation and amortization and additions to property and equipment for the two reportable segments and the remaining operating segments, included in Other, and Corporate:
| Three Months Ended September 30, | ||
|---|---|---|
| (in millions) | 2026 | 2025 |
| Pharmaceutical and Specialty Solutions | $60 | $61 |
| Global Medical Products and Distribution | 56 | 55 |
| Other | 28 | 29 |
| Corporate | 103 | 88 |
| Total depreciation and amortization | $247 | $233 |
| Three Months Ended September 30, | ||
|---|---|---|
| (in millions) | 2026 | 2025 |
| Pharmaceutical and Specialty Solutions | $45 | $32 |
| Global Medical Products and Distribution | 16 | 19 |
| Other | 20 | 15 |
| Corporate | 76 | 42 |
| Total additions to property and equipment | $157 | $108 |
The following table presents property and equipment, net by geographic area:
| (in millions) | September 30,2026 | June 30,2026 |
|---|---|---|
| United States | $2,579 | $2,607 |
| International | 420 | 424 |
| Total property and equipment, net | $2,999 | $3,031 |
- Share-Based Compensation
We maintain Cardinal Health, Inc. corporate stock incentive plans (collectively, the “Plans”) for the benefit of certain of our officers, directors, and employees. As of September 30, 2026, we have 16 million shares authorized for issuance under the Plans. Upon vesting, these units convert to common shares without restrictions or future service requirements.
| 34 | Cardinal Health | Q1 Fiscal 2027 Form 10-Q |
Notes to Financial Statements
The following table provides total share-based compensation expense by type of award:
| Three Months Ended September 30, | ||
|---|---|---|
| (in millions) | 2026 | 2025 |
| Restricted share unit expense | $18 | $18 |
| Performance share unit expense | 11 | 12 |
| Total share-based compensation | $29 | $30 |
The total tax benefit related to share-based compensation was $5 million and $4 million for the three months ended September 30, 2026 and 2025, respectively. Share-based compensation expense is included in selling, general, and administrative expenses in the condensed consolidated statements of earnings. Our condensed consolidated statements of cash flows present our share-based compensation expense as a reconciling adjustment between net income and net cash provided by operating activities for all periods presented.
Restricted Share Units
Restricted share units granted under the Plans generally vest in equal annual installments over three years. Restricted share units accrue cash dividend equivalents that are payable upon vesting of the awards.
The following table summarizes all transactions related to restricted share units under the Plans:
| (in millions, except per share amounts) | Restricted Share Units | Weighted-AverageGrant Date FairValue per Share |
|---|---|---|
| Nonvested at June 30, 2026 | 1.1 | $85.89 |
| Granted | 0.3 | 235.17 |
| Vested | (0.5) | 111.21 |
| Canceled and forfeited | — | — |
| Nonvested at September 30, 2026 | 0.9 | $154.32 |
The total fair value of units vested during the three months ended September 30, 2026 and 2025 were $52 million and $53 million, respectively.
At September 30, 2026, the total pre-tax compensation cost, net of estimated forfeitures, related to nonvested restricted share units not yet recognized was $120 million, which is expected to be recognized over a weighted-average period oftwo years.
Performance Share Units
Performance share units vest over athree-year performance period based on achievement of specific performance goals. Based on the extent to which the targets are achieved and our total shareholder return relative to the S&P 500 Health Care Index, vested shares may range from zero to 240 percent of the target award amount. Performance share units accrue cash dividend equivalents that are payable upon vesting of the awards.
The following table summarizes all transactions related to performance share units under the Plans (based on target award amounts):
| (in millions, except per share amounts) | PerformanceShare Units | Weighted-AverageGrant Date FairValue per Share |
|---|---|---|
| Nonvested at June 30, 2026 | 1.2 | $117.07 |
| Granted | 0.2 | 245.49 |
| Vested | (0.5) | 94.66 |
| Canceled and forfeited | — | — |
| Nonvested at September 30, 2026 | 0.9 | $153.35 |
The total fair value of units vested during the three months ended September 30, 2026 and 2025 were $110 million and $108 million, respectively.
At September 30, 2026, the total pre-tax compensation cost, net of estimated forfeitures, related to nonvested performance share units not yet recognized was $63 million, which is expected to be recognized over a weighted-average period oftwo years if the performance goals are achieved.
Specialty Alliance Share-Based Compensation
The Specialty Alliance, a majority-owned subsidiary of Cardinal Health, maintains standalone share-based compensation plans. Share-based compensation expense associated with these awards of $80 million and $63 million was recognized during the three months ended September 30, 2026 and 2025, respectively. Of the expense recognized for the three months ended September 30, 2026 and 2025, $78 million and $61 million is included in acquisition-related cash and share-based compensation costs, respectively, and $2 million is included in SG&A expenses, for both periods, in the condensed consolidated statements of earnings, respectively. We recognize activity within SG&A expenses for awards that are granted in relation to regular course of business and are not acquisition-related. The liability and associated future expenses may vary based on the changes in the estimated fair value.
The following table summarizes the fair market value of The Specialty Alliance Units as of September 30, 2026:
| (in millions, except per share amounts) | Specialty Alliance Share Units | Fair Valueper Share |
|---|---|---|
| Nonvested at June 30, 2026 | 266 | $1.53 |
| Granted | 2 | 1.57 |
| Vested | (31) | 1.57 |
| Canceled and forfeited | — | 1.57 |
| Nonvested at September 30, 2026 | 237 | $1.57 |
| Vested at September 30, 2026 | 864 | $1.57 |
The total fair value of The Specialty Alliance Units vested during the three months ended September 30, 2026 and 2025 was $46 million and $53 million, respectively. During the three months ended September 30, 2026 and 2025, we recognized adjustments to the fair value of the liability, resulting in expense of $34 million and $10 million, respectively, related to the vested Specialty
| Cardinal Health | Q1 Fiscal 2027 Form 10-Q | 35 |
Notes to Financial Statements
Alliance Units, which is recognized in acquisition-related cash and share-based compensation costs.
At September 30, 2026, the total pre-tax compensation cost related to nonvested Specialty Alliance Units not yet recognized was $372 million, which is expected to be recognized over a weighted-average period of approximately four years.
| 36 | Cardinal Health | Q1 Fiscal 2027 Form 10-Q |
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