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Cencora, Inc.

For the period ended Jun 30, 2026. Filed Aug 5, 2026.

View on SEC.gov

About this filing

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.

Jun 30, 2026 · Filed Aug 5, 2026

COR$333.56-1.8%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-03-31; filed 2026-05-06.

0001140859-26-000020

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-06-30; filed 2026-08-05.

0001140859-26-000034

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 114 previous paragraphs and 115 current paragraphs.

42 unchanged; 63 reworded; 8 added; 7 removed; 2 previous and 2 current paragraphs rearranged.

Tables are not compared: 11 previous and 11 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (8)

Current report

•Our effective tax rates were 22.1% and 21.6% for the three and nine months ended June 30, 2026, respectively. Our effective tax rates were 23.0% and 22.3% for the three and nine months ended June 30,

Current report

Gross profit in Other increased by $13.5 million, or 4.3%, and $13.5 million or 1.4% from the prior year quarter and nine-month period, respectively.

Current report

International Healthcare Solutions’ operating income increased by $28.6 million, or 20.8%, from the prior year quarter and increased by $26.8 million, or 5.9%, from the prior year nine-month period. The increase from the prior year quarter is primarily due to increased operating income at our European distribution business, which was primarily driven by manufacturer price increases in a developing market country, and our global specialty logistics business, and the increase from the prior year nine-month period is primarily due to an increase in operating income at our global specialty logistics business.

Current report

Other income, net in the three months ended June 30, 2025 includes $39.7 million for our portion of an equity method investment’s gain on the sale of a business, a $27.3 million gain on the remeasurement of an equity investment, and a $26.0 million currency remeasurement gain on the deferred tax assets relating to 2020 Swiss tax reform. Other income, net in the nine months ended June 30, 2025 includes $39.7 million for our portion of an equity method investment’s gain on the sale of a business, a $30.6 million gain on the remeasurement of an equity method investment, a $15.7 million currency remeasurement gain on the deferred tax assets relating to 2020 Swiss tax reform, and a $35.5 million loss on the divestiture of non-core businesses.

Current report

In the three months ended June 30, 2026, we elected to make principal payments of $400 million on the term loan due in 2027 that was originally borrowed to finance a portion of the RCA acquisition. In July 2026, we elected to make a principal payment of $400 million to repay this term loan in full.
Removed paragraphs (7)

Previous report

On February 2, 2026, we acquired the majority of the outstanding equity interests that we did not previously own in OneOncology, a physician-led national platform empowering independent medical specialty practices rooted in oncology, for total fair value consideration of $7,387.1 million, which included cash consideration of $4,648.7 million, $1,934.2 million of fair value of our previously held equity method investment, $752.1 million of estimated contingent consideration for certain OneOncology physicians and members of management that retained an 8% interest in OneOncology, and $52.0 million for the settlement of a receivable resulting from a pre-existing commercial arrangement between us and OneOncology. We funded the transaction through a combination of new debt financing (see Note 7 of the Notes to Consolidated Financial Statements) and cash on-hand. We believe the acquisition of OneOncology allows us to broaden our relationships with community oncology providers and to build on our leadership in specialty pharmaceuticals within our U.S. Healthcare Solutions reportable segment.

Previous report

Gross profit in Other decreased by $6.8 million, or 2.1%, from the prior year quarter and was flat compared to the prior year six-month period.

Previous report

International Healthcare Solutions’ operating income increased by $21.2 million, or 13.7%, from the prior year quarter and decreased $1.8 million, or 0.6%, from the prior year six-month period. The increase from the prior year quarter is primarily due to increased operating income at our European distribution business and our global specialty logistics business. The decrease from the prior year six-month period is primarily due to a decrease in operating income at our European distribution business and was largely offset by an increase in operating income at all other businesses.

Previous report

•Negative non-cash items of $244.2 million, which is primarily comprised of a $1.1 billion remeasurement gain related to the acquisition of OneOncology and a $287.6 million LIFO credit, offset in part by depreciation expense of $277.5 million, amortization expense of $249.7 million, and a $249.5 million impairment of assets, including goodwill; and
Reworded paragraphs (63)

Previous wording

•Revenue increased by $2.9 billion, or 3.8%, and $7.3 billion, or 4.7%, from the prior year quarter and six-month period, respectively, primarily due to growth in both reportable segments. U.S. Healthcare Solutions’ revenue increased by $1.9 billion, or 2.9%, and $5.6 billion, or 4.0%, from the prior year quarter and six-month period, respectively, primarily due to overall market growth largely driven by unit volume growth, including increased sales of specialty products to health systems and physician practices and products labeled for diabetes and/or weight loss in the GLP-1 class of $1.9 billion, or 23.0%, and $2.9 billion, or 16.7% from the prior year quarter and six-month period, respectively, offset in part by a decline in manufacturer prices related to certain brand pharmaceutical products, a decrease in sales due to losses of an oncology customer and a grocery customer, and lower sales to our large mail order customer as a result of brand conversions. International Healthcare Solutions’ revenue increased by $0.9 billion, or 13.0%, and $1.5 billion, or 11.2%, from the prior year quarter and six-month period, respectively, primarily due to increased sales at our European distribution business.

Current wording

•Revenue increased by $4.1 billion, or 5.1%, and $11.4 billion, or 4.8%, from the prior year quarter and nine-month period, respectively, primarily due to growth in both reportable segments. U.S. Healthcare Solutions’ revenue increased by $3.5 billion, or 4.9%, and $9.1 billion, or 4.3%, from the prior year quarter and nine-month period, respectively, primarily due to overall market growth largely driven by unit volume growth, including increased sales of specialty products to health systems and physician practices and increased sales of $2.3 billion, or 25.5%, and $5.2 billion, or 19.7%, from the prior year quarter and nine-month period, respectively, of products labeled for diabetes and/or weight loss in the GLP-1 class, offset in part by a decline in manufacturer prices related to certain brand pharmaceutical products, a decrease in sales due to losses of an oncology customer and a grocery customer (in the nine-month period only), and lower sales to our large mail order customer as a result of brand conversions. International Healthcare Solutions’ revenue increased by $0.4 billion, or 5.9%, and $2.0 billion, or 9.4%, from the prior year quarter and nine-month period, respectively, primarily due to increased sales at our European distribution business.

Previous wording

•Gross profit increased by $528.5 million, or 17.3%, and $1,042.6 million, or 18.6%, from the prior year quarter and six-month period, respectively, primarily due to the increases in gross profit in both reportable segments and LIFO credits in the current year periods in comparison to LIFO expense in the prior year periods, offset in part by lower gains from antitrust litigation settlements in the current year periods in comparison to the prior year periods. U.S. Healthcare Solutions’ gross profit increased by $370.9 million, or 19.7%, and $799.7 million, or 24.0%, from the prior year quarter and six-month period, respectively. The increase from the prior year quarter is primarily due to the February 2026 acquisition of OneOncology and increased sales. The increase from the prior year six-month period is primarily due to the January 2025 acquisition of RCA, the February 2026 acquisition of OneOncology, and increased sales. International Healthcare Solutions’ gross profit increased by $98.0 million, or 13.7%, and $123.2 million, or 8.3%, from the prior year quarter and six-month period, respectively, primarily due to increases in gross profit at our European distribution business and our global specialty logistics business.

Current wording

•Gross profit increased by $700.1 million, or 24.1%, and $1,742.7 million, or 20.4%, from the prior year quarter and nine-month period, respectively, primarily due to the increases in gross profit in both reportable segments and higher last-in, first-out (“LIFO”) credits in the current year periods, offset in part by lower gains from antitrust litigation settlements in the current year nine-month period in comparison to the prior year nine-month period. U.S. Healthcare Solutions’ gross profit increased by $565.4 million, or 31.2%, and $1,365.1 million, or 26.5%, from the prior year quarter and nine-month period, respectively. The increase from the prior year quarter is primarily due to the February 2026 acquisition of OneOncology and increased pharmaceutical sales. The increase from the prior year nine-month period is primarily due to the February 2026 acquisition of OneOncology, the January 2025 acquisition of RCA, and increased pharmaceutical sales. International Healthcare Solutions’ gross profit increased by $86.5 million, or 11.8%, and $209.7 million, or 9.5%, from the prior year quarter and nine-month period, respectively, primarily due to increases in gross profit at our European distribution business and our global specialty logistics business.

Previous wording

•Total operating expenses increased by $422.1 million, or 20.9%, and $882.0 million, or 22.8%, from the prior year quarter and six-month period, respectively. The increase from the prior year quarter is primarily due to the February 2026 acquisition of OneOncology, and the increase from the prior year six-month period is primarily due to the January 2025 acquisition of RCA, the February 2026 acquisition of OneOncology, and an impairment of assets of our U.S. Consulting Services business that is held for sale.

Current wording

•Total operating expenses increased by $447.6 million, or 21.9%, and $1,329.5 million, or 22.5%, from the prior year quarter and nine-month period, respectively. The increase from the prior year quarter is primarily due to the February 2026 acquisition of OneOncology, offset in part by the litigation and opioid-related credit in the current year quarter in comparison to an expense in the prior year quarter. The increase from the prior year nine-month period is primarily due to the February 2026 acquisition of OneOncology, the January 2025 acquisition of RCA, and an impairment of assets of our U.S. Consulting Services business that was divested in April 2026, offset in part by the litigation and opioid-related credit in the current year nine-month period in comparison to an expense in the prior year nine-month period.

Previous wording

•Total segment operating income increased by $71.1 million, or 6.0%, and $184.5 million, or 8.6%, from the prior year quarter and six-month period. U.S. Healthcare Solutions’ operating income increased by $53.3 million, or 5.6%, and $197.7 million, or 12.1%, from the prior year quarter and six month-period. The increase from the prior year quarter is primarily due to the February 2026 acquisition of OneOncology and overall growth, and the increase from the prior year six-month period is primarily due to the January 2025 acquisition of RCA, the February 2026 acquisition of OneOncology, and overall growth. International Healthcare Solutions’ operating income increased by $21.2 million, or 13.7%, from the prior year quarter and decreased $1.8 million, or 0.6%, from the prior year six-month period. The increase from the prior year quarter is primarily due to increased operating income at our European distribution business and our global specialty logistics business.

Current wording

•Total segment operating income increased by $179.8 million, or 17.0%, and $364.2 million, or 11.4%, from the prior year quarter and nine-month period, respectively. U.S. Healthcare Solutions’ operating income increased by $132.5 million, or 15.9%, and $330.3 million, or 13.4%, from the prior year quarter and nine-month period, respectively. The increase from the prior year quarter is primarily due to the February 2026 acquisition of OneOncology and overall growth, and the increase from the prior year nine-month period is primarily due to the January 2025 acquisition of RCA, the February 2026 acquisition of OneOncology, and overall growth. International Healthcare Solutions’ operating income increased by $28.6 million, or 20.8%, from the prior year quarter and increased by $26.8 million, or 5.9%, from the prior year nine-month period. The increase from the prior year quarter is primarily due to increased operating income at our European distribution business, which was primarily driven by manufacturer price increases in a developing market country, and our global specialty logistics business, and the increase from the prior year nine-month period is primarily due to an increase in operating income at our global specialty logistics business.

Previous wording

state income taxes, offset in part by the benefit of income taxed at rates lower than the U.S. statutory rate and tax benefits associated with equity compensation.

Current wording

2025, respectively. The effective tax rates for the three and nine months ended June 30, 2026 and 2025 were higher than the U.S. statutory rate primarily due to U.S. state income taxes, offset in part by the benefit of income taxed at rates lower than the U.S. statutory rate and tax benefits associated with equity compensation.

Previous wording

Revenue increased by $2.9 billion, or 3.8%, and $7.3 billion, or 4.7%, from the prior year quarter and six-month period, respectively, primarily due to growth in both reportable segments.

Current wording

Revenue increased by $4.1 billion, or 5.1%, and $11.4 billion, or 4.8%, from the prior year quarter and nine-month period, respectively, primarily due to growth in both reportable segments.

Previous wording

U.S. Healthcare Solutions’ revenue increased by $1.9 billion, or 2.9%, and $5.6 billion, or 4.0%, from the prior year quarter and six-month period, respectively, primarily due to overall market growth largely driven by unit volume growth, including increased sales of specialty products to health systems and physician practices and products labeled for diabetes and/or weight loss in the GLP-1 class of $1.9 billion, or 23.0%, and $2.9 billion, or 16.7% from the prior year quarter and six-month period, respectively, offset in part by a decline in manufacturer prices related to certain brand pharmaceutical products, a decrease in sales due to losses of an oncology customer and a grocery customer, and lower sales to our large mail order customer as a result of brand conversions.

Current wording

U.S. Healthcare Solutions’ revenue increased by $3.5 billion, or 4.9%, and $9.1 billion, or 4.3%, from the prior year quarter and nine-month period, respectively, primarily due to overall market growth largely driven by unit volume growth, including increased sales of specialty products to health systems and physician practices and increased sales of $2.3 billion, or 25.5%, and $5.2 billion, or 19.7%, from the prior year quarter and nine-month period, respectively, of products labeled for diabetes and/or weight loss in the GLP-1 class, offset in part by a decline in manufacturer prices related to certain brand pharmaceutical products, a decrease in sales due to losses of an oncology customer and a grocery customer (in the nine-month period only), and lower sales to our large mail order customer as a result of brand conversions.

Previous wording

International Healthcare Solutions’ revenue increased by $0.9 billion, or 13.0%, and $1.5 billion, or 11.2%, from the prior year quarter and six-month period, respectively, primarily due to increased sales of $0.7 billion and $1.3 billion at our European distribution business from the prior year quarter and six-month period, respectively.

Current wording

International Healthcare Solutions’ revenue increased by $0.4 billion, or 5.9%, and $2.0 billion, or 9.4%, from the prior year quarter and nine-month period, respectively, primarily due to increased sales of $0.4 billion and $1.6 billion at our European distribution business from the prior year quarter and nine-month period, respectively.

Previous wording

Revenue in Other increased by $0.1 billion, or 5.1%, and $0.2 billion, or 5.7%, from the prior year quarter and six-month period, respectively, due to increased sales at our less-than-wholly-owned Brazil distribution business and at our animal health business, offset in part by a decrease in sales at our consulting services businesses.

Current wording

Revenue in Other increased by $0.1 billion, or 6.9%, and $0.4 billion, or 6.1%, from the prior year quarter and nine-month period, respectively, due to increased sales at our less-than-wholly-owned Brazil distribution business and at our animal health business, offset in part by a decrease in sales at our consulting services businesses.

Previous wording

Gross profit increased by $528.5 million, or 17.3%, and $1,042.6 million, or 18.6%, from the prior year quarter and six-month period, respectively, primarily due to the increases in gross profit in both reportable segments and LIFO credits in the current year periods in comparison to LIFO expense in the prior year periods, offset in part by lower gains from antitrust litigation settlements in the current year periods in comparison to the prior year periods.

Current wording

Gross profit increased by $700.1 million, or 24.1%, and $1,742.7 million, or 20.4%, from the prior year quarter and nine-month period, respectively, primarily due to the increases in gross profit in both reportable segments and higher LIFO credits in the current year periods, offset in part by lower gains from antitrust litigation settlements in the current year nine-month period in comparison to the prior year nine-month period.

Previous wording

U.S. Healthcare Solutions’ gross profit increased by $370.9 million, or 19.7%, and $799.7 million, or 24.0%, from the prior year quarter and six-month period, respectively. The increase from the prior year quarter is primarily due to the February 2026 acquisition of OneOncology and increased sales. The increase from the prior year six-month period is primarily due to the January 2025 acquisition of RCA, the February 2026 acquisition of OneOncology, and increased sales. As a percentage of revenue, U.S. Healthcare Solutions’ gross profit margin of 3.28% in the current year quarter increased 46 basis points from the prior year quarter primarily due to the February 2026 acquisition of OneOncology, offset in part by higher sales of GLP-1s, which have lower gross profit margins. As a percentage of revenue, U.S. Healthcare Solutions’ gross profit margin of 2.85% in the current year six-month period increased 46 basis points from the prior year six-month period primarily due to the January 2025 acquisition of RCA and the February 2026 acquisition of OneOncology, offset in part by higher sales of GLP-1s, which have lower gross profit margins.

Current wording

U.S. Healthcare Solutions’ gross profit increased by $565.4 million, or 31.2%, and $1,365.1 million, or 26.5%, from the prior year quarter and nine-month period, respectively. The increase from the prior year quarter is primarily due to the February 2026 acquisition of OneOncology and increased pharmaceutical sales. The increase from the prior year nine-month period is primarily due to the February 2026 acquisition of OneOncology, the January 2025 acquisition of RCA, and increased pharmaceutical sales. As a percentage of revenue, U.S. Healthcare Solutions’ gross profit margin of 3.17% in the current year quarter increased 63 basis points from the prior year quarter primarily due to the February 2026 acquisition of OneOncology, offset in part by higher sales of GLP-1s, which have lower gross profit margins. As a percentage of revenue, U.S. Healthcare Solutions’ gross profit margin of 2.96% in the current year nine-month period increased 52 basis points from the prior year nine-month period primarily due to the January 2025 acquisition of RCA and the February 2026 acquisition of OneOncology, offset in part by higher sales of GLP-1s, which have lower gross profit margins.

Previous wording

International Healthcare Solutions’ gross profit increased by $98.0 million, or 13.7%, and $123.2 million, or 8.3%, from the prior year quarter and six-month period, respectively, primarily due to increases in gross profit at our European distribution business and our global specialty logistics business.

Current wording

International Healthcare Solutions’ gross profit increased by $86.5 million, or 11.8%, and $209.7 million, or 9.5%, from the prior year quarter and nine-month period, respectively, primarily due to increases in gross profit at our European distribution business and our global specialty logistics business.

Previous wording

We recognized gains from antitrust litigation settlements with pharmaceutical manufacturers of $16.5 million and $198.6 million in three months ended March 31, 2026 and 2025, respectively, and $28.7 million and $221.5 million in the six months ended March 31, 2026 and 2025, respectively. The gains were recorded as reductions to Cost of Goods Sold (see Note 11 of the Notes to Consolidated Financial Statements).

Current wording

We recognized gains from antitrust litigation settlements with pharmaceutical manufacturers of $5.5 million and $9.5 million in the three months ended June 30, 2026 and 2025, respectively, and $34.2 million and $231.0 million in the nine months ended June 30, 2026 and 2025, respectively. The gains were recorded as reductions to Cost of Goods Sold (see Note 11 of the Notes to Consolidated Financial Statements).

Previous wording

Our cost of goods sold for interim periods includes a LIFO provision that is recorded ratably on a quarterly basis and is based on our estimated annual LIFO provision. The annual LIFO provision, which we estimate on a quarterly basis, is affected by manufacturer pricing practices, which may be impacted by market and other external influences, expected changes in inventory quantities, and product mix, many of which are difficult to predict. Changes to any of the above factors may have a material impact on our annual LIFO provision. Based on estimates in our current fiscal year LIFO provision, the LIFO credit in the current year periods, in comparison to LIFO expense in the prior year periods, is primarily due to a decline in manufacturer prices related to certain brand pharmaceutical products.

Current wording

Our cost of goods sold for interim periods includes a LIFO provision that is recorded ratably on a quarterly basis and is based on our estimated annual LIFO provision. The annual LIFO provision, which we estimate on a quarterly basis, is affected by manufacturer pricing practices, which may be impacted by market and other external influences, expected changes in inventory quantities, and product mix, many of which are difficult to predict. Changes to any of the above factors may have a material impact on our annual LIFO provision. Based on estimates in our current fiscal year LIFO provision, the increase in LIFO credits in the current year periods, in comparison to the prior year periods, is primarily due to a decline in manufacturer prices related to certain brand pharmaceutical products.

Previous wording

We recognized expense in Cost of Goods Sold of $12.2 million and $14.5 million in the three months ended March 31, 2026 and 2025, respectively, and $23.0 million and $21.6 million in the six months ended March 31, 2026 and 2025, respectively, related to the impact of Türkiye highly inflationary accounting driven by the continued weakening of the Turkish Lira.

Current wording

We recognized expense in Cost of Goods Sold of $15.4 million and $14.8 million in the three months ended June 30, 2026 and 2025, respectively, and $38.4 million and $36.4 million in the nine months ended June 30, 2026 and 2025, respectively, related to the impact of Türkiye highly inflationary accounting driven by the continued weakening of the Turkish Lira.

Previous wording

Distribution, selling, and administrative expenses increased by $377.5 million, or 23.6%, and $700.8 million, or 22.8%, compared to the prior year quarter and six-month period, respectively. The increase from the prior year quarter is primarily due to the February 2026 acquisition of OneOncology. The increase from the prior year six-month period is primarily due to the January 2025 acquisition of RCA and the February 2026 acquisition of OneOncology. As a percentage of revenue, distribution, selling, and administrative expenses were 2.52% and 2.30% in the current year quarter and six-month period, respectively, and represent increases of 40 and 34 basis points compared to the prior year quarter and six-month period, respectively. The increase from the prior year quarter is primarily due to the acquisition of OneOncology, and the increase from the prior year six-month period is primarily due the January 2025 acquisition of RCA and February 2026 acquisition of OneOncology.

Current wording

Distribution, selling, and administrative expenses increased by $459.6 million, or 27.5%, and $1,160.3 million, or 24.5%, compared to the prior year quarter and nine-month period, respectively. The increase from the prior year quarter is primarily due to the February 2026 acquisition of OneOncology. The increase from the prior year nine-month period is primarily due to the February 2026 acquisition of OneOncology and the January 2025 acquisition of RCA. As a percentage of revenue, distribution, selling, and administrative expenses were 2.52% and 2.37% in the current year quarter and nine-month period, respectively, and represent increases of 45 and 37 basis points compared to the prior year quarter and nine-month period, respectively. The increase from the prior year quarter is primarily due to the acquisition of OneOncology, and the increase from the prior year nine-month period is primarily due to the February 2026 acquisition of OneOncology and the January 2025 acquisition of RCA.

Previous wording

Depreciation expense increased 8.5% and 13.6% from the prior year quarter and six-month period, respectively. Amortization expense decreased 15.1% and 19.9% from the prior year quarter and six-month period, respectively, due to certain tradenames becoming fully amortized in connection with our company name change to Cencora and the gradual transition away from other tradenames used, which were acquired through prior acquisitions, offset in part by incremental amortization expense related to recently acquired intangible assets.

Current wording

Depreciation expense increased 17.8% and 15.1% from the prior year quarter and nine-month period, respectively. Amortization expense decreased 5.8% and 15.8% from the prior year quarter and nine-month period, respectively, due to certain trade names becoming fully amortized in connection with our company name change to Cencora and the gradual transition away from other trade names used, which were acquired through prior acquisitions, offset in part by incremental amortization expense related to recently acquired intangible assets.

Previous wording

Litigation and opioid-related expenses (credit), net in the three and six months ended March 31, 2026 and 2025 include legal fees in connection with opioid lawsuits and investigations. Litigation and opioid-related expenses (credit), net in the six months ended March 31, 2026 also includes an $86.8 million credit related to a derivative lawsuit settlement (see Note 10 of the Consolidated Notes to Financial Statements).

Current wording

Litigation and opioid-related (credit) expenses, net in the three and nine months ended June 30, 2026 and 2025 include legal fees in connection with opioid lawsuits and investigations. Litigation and opioid-related (credit) expenses, net in the three months June 30, 2026 includes a $102.0 million reduction of opioid liability related to the dismissal of opioid litigation. The nine months ended June 30, 2026 also includes an $86.8 million credit related to a derivative lawsuit settlement (see Note 10 of the Consolidated Notes to Financial Statements).

Previous wording

Acquisition and divestiture-related deal and integration expenses in the three and six months ended March 31, 2026 primarily included expenses related to our acquisitions of OneOncology and RCA and costs associated with strategic alternatives of certain non-core businesses. Acquisition and divestiture-related deal and integration expenses in the three and six months ended March 31, 2025 primarily included expenses related to our acquisition of RCA and the integration of PharmaLex.

Current wording

Acquisition and divestiture-related deal and integration expenses in the three and nine months ended June 30, 2026 primarily included expenses related to our acquisitions of OneOncology and RCA, including $55.2 million and $152.7 million of adjustments to RCA and OneOncology equity units in the three and nine months ended June 30, 2026, respectively, and costs associated with strategic alternatives of certain non-core businesses. Acquisition and divestiture-related deal and integration expenses in the three and nine months ended June 30, 2025 primarily included expenses related to our acquisition of RCA, including $37.5 million and $74.9 million of adjustments to RCA equity units in the three and nine months ended June 30, 2025, respectively.

Previous wording

Restructuring and employee severance costs, net in the three and six months ended March 31, 2026 primarily included costs associated with workforce reductions. Restructuring and employee severance costs, net in the six months ended March 31, 2026 also included a gain on the sale of a facility. Restructuring and employee severance costs, net in the three and six months ended March 31, 2025 primarily included costs associated with workforce reductions.

Current wording

Restructuring and employee severance costs, net in the three and nine months ended June 30, 2026 primarily included costs associated with workforce reductions. Restructuring and employee severance costs, net in the nine months ended June 30, 2026 also included a gain on the sale of a facility. Restructuring and employee severance costs, net in the three and nine months ended June 30, 2025 primarily included costs associated with workforce reductions.

Previous wording

Business transformation efforts in the three and six months ended March 31, 2026 and 2025 included non-recurring expenses related to significant strategic initiatives to improve operational efficiency, including certain technology initiatives. Business transformation efforts in the three and six months ended March 31, 2025 also included rebranding costs associated with our name change to Cencora. The majority of these costs are related to services provided by third-party consultants.

Current wording

Business transformation efforts in the three and nine months ended June 30, 2026 included non-recurring expenses related to significant strategic initiatives to improve operational efficiency, including certain technology initiatives. Business transformation efforts in the three and nine months ended June 30, 2025 included rebranding costs associated with our name change to Cencora and non-recurring expenses related to significant strategic initiatives to improve operational efficiency, including certain technology initiatives. The majority of these costs are related to services provided by third-party consultants.

Previous wording

In the six months ended March 31, 2026, we recorded an impairment of assets of $249.5 million, including goodwill, related to our U.S. Consulting Services business that is held for sale.

Current wording

In the nine months ended June 30, 2026, we recorded an impairment of assets of $249.5 million, including goodwill, related to our U.S. Consulting Services business, which was divested in April 2026.

Previous wording

U.S. Healthcare Solutions’ operating income increased by $53.3 million, or 5.6%, and $197.7 million, or 12.1%, from the prior year quarter and six month-period, respectively, primarily due to the increase in gross profit, as noted above, and was offset in part by the increase in operating expenses. As a percentage of revenue, U.S. Healthcare Solutions’ operating income margin was 1.45% and 1.26% in the current year quarter and six-month period, respectively, and represent increases of 4 and 9 basis points from the prior year quarter and six-month period, respectively, due to the increases in gross profit margin, as described above in the Gross Profit section, offset in part by increases in the operating expense margin.

Current wording

U.S. Healthcare Solutions’ operating income increased by $132.5 million, or 15.9%, and $330.3 million, or 13.4%, from the prior year quarter and nine month-period, respectively, primarily due to the increase in gross profit, as noted above, and was offset in part by the increase in operating expenses. As a percentage of revenue, U.S. Healthcare Solutions’ operating income margin was 1.29% and 1.27% in the current year quarter and nine-month period, respectively, and represent increases of 12 and 10 basis points from the prior year quarter and nine-month period, respectively, due to the increases in gross profit margin, as described above in the Gross Profit section, offset in part by increases in the operating expense margin.

Previous wording

Operating income in Other decreased by $1.2 million, or 1.3%, and $7.1 million, or 3.7%, from the prior year quarter and six-month period, respectively, primarily due to lower operating income at our consulting services businesses, offset in part by increases in operating income at our animal health business.

Current wording

Operating income in Other increased by $21.6 million, or 24.8%, and $14.5 million, or 5.2%, from the prior year quarter and nine-month period, respectively, due to increases in operating income at our animal health business, offset in part by lower operating income at our consulting services businesses.

Previous wording

In connection with the acquisition of OneOncology, we recorded a $1.1 billion gain on the remeasurement of our equity method investment and the extinguishment of the put option liability related to our previously held investment in OneOncology in other (income) loss, net in the three and six months ended March 31, 2026 (see Note 2 of the Notes to Consolidated Financial Statements). Other (income) loss, net in the six months ended March 31, 2025 includes a $35.5 million loss on the divestiture of non-core businesses.

Current wording

In connection with the acquisition of OneOncology, we recorded a $1.1 billion gain on the remeasurement of our equity method investment and the extinguishment of the put option liability related to our previously held investment in OneOncology in other income, net in the nine months ended June 30, 2026 (see Note 2 of the Notes to Consolidated Financial Statements).

Previous wording

Interest expense, net increased by $36.5 million, or 35.1%, from the prior year quarter due to the increase in interest expense and a decrease in interest income.

Current wording

Interest expense, net increased by $58.9 million, or 72.0%, from the prior year quarter due to the increase in interest expense and a decrease in interest income.

Previous wording

The increase in interest expense was primarily due to the issuance of our $3.0 billion of senior notes and the $1.5 billion of variable-rate term loans in February 2026, which we borrowed to finance a portion of the OneOncology acquisition, the issuance of our €1.0 billion of senior notes in May 2025, and higher interest expense at our European distribution business, offset in part by the repayment of our $500 million of senior notes that matured in March 2025, and lower interest expense on the $0.8 billion balance remaining on the $1.5 billion variable-rate term loan, which we borrowed in January 2025 to finance a portion of the RCA acquisition.

Current wording

The increase in interest expense was primarily due to the issuance of our $3.0 billion of senior notes and the $1.5 billion of variable-rate term loans in February 2026, which we borrowed to finance a portion of the OneOncology acquisition, and higher interest expense at our European distribution business, offset in part by lower interest on our domestic revolving credit facility borrowings and lower interest expense on the $0.4 billion balance remaining on the $1.5 billion variable-rate term loan, which we borrowed in January 2025 to finance a portion of the RCA acquisition.

Previous wording

Interest expense, net and the respective weighted average interest rates for the six months ended March 31, 2026 and 2025 are as follows:

Current wording

Interest expense, net and the respective weighted average interest rates for the nine months ended June 30, 2026 and 2025 are as follows:

Previous wording

Interest expense, net increased by $80.9 million, or 61.4% from the prior year six-month period due to the increase in interest expense and a decrease in interest income.

Current wording

Interest expense, net increased by $139.9 million, or 65.4% from the prior year nine-month period due to the increase in interest expense and a decrease in interest income.

Previous wording

The increase in interest expense was primarily due to the issuance of our $1.8 billion of senior notes in December 2024 and the $0.8 billion balance remaining on the variable-rate term loan, which we borrowed in January 2025 to finance a portion of the RCA acquisition, the issuance of our €1.0 billion of senior notes in May 2025, the issuance of our $3.0 billion of senior notes and the $1.5 billion of variable-rate term loans in February 2026, which we borrowed to finance a portion of the OneOncology acquisition, and higher interest expense at our European distribution business, offset in part by the repayment of our $500 million of senior notes that matured in March 2025.

Current wording

The increase in interest expense was primarily due to the issuance of our $3.0 billion of senior notes and the $1.5 billion of variable-rate term loans in February 2026, which we borrowed to finance a portion of the OneOncology acquisition, higher interest expense at our European distribution business, and the issuance of our €1.0 billion of senior notes in May 2025, offset in part by lower interest on our domestic revolving credit facility borrowings.

Previous wording

The decrease in interest income was primarily driven by lower investment interest rates and lower average investment cash balances in the current year six-month period in comparison to the prior year six-month period.

Current wording

The decrease in interest income was primarily driven by lower investment interest rates and lower average investment cash balances in the current year nine-month period in comparison to the prior year nine-month period.

Previous wording

•Our effective tax rates were 22.0% and 21.5% for the three and six months ended March 31, 2026, respectively. Our effective tax rates were 22.7% and 21.8% for the three and six months ended March 31, 2025, respectively. The effective tax rates for the three and six months ended March 31, 2026 and 2025 were higher than the U.S. statutory rate primarily due to U.S. state income taxes, offset in part by the benefit of income taxed at rates lower than the U.S. statutory rate and tax benefits associated with equity compensation.

Current wording

Our effective tax rates were 22.1% and 21.6% for the three and nine months ended June 30, 2026, respectively. Our effective tax rates were 23.0% and 22.3% for the three and nine months ended June 30, 2025, respectively. The effective tax rates for the three and nine months ended June 30, 2026 and 2025 were higher than the U.S. statutory rate primarily due to U.S. state income taxes, offset in part by the benefit of income taxed at rates lower than the U.S. statutory rate and tax benefits associated with equity compensation.

Previous wording

As of March 31, 2026 and September 30, 2025, our cash and cash equivalents held by foreign subsidiaries were $807.8 million and $957.7 million, respectively. We have the ability to repatriate the majority of our cash and cash equivalents held by our foreign subsidiaries without incurring significant additional taxes upon repatriation.

Current wording

As of June 30, 2026 and September 30, 2025, our cash and cash equivalents held by foreign subsidiaries were $811.1 million and $957.7 million, respectively. We have the ability to repatriate the majority of our cash and cash equivalents held by our foreign subsidiaries without incurring significant additional taxes upon repatriation.

Previous wording

Our cash balances in the six months ended March 31, 2026 and 2025 were supplemented by intra-period credit facility borrowings to cover short-term working capital needs. The largest amount of intra-period borrowings that was outstanding at any one time under our revolving and securitization credit facilities during the six months ended March 31, 2026 and 2025 was $6.8 billion and $5.1 billion, respectively. We had $70.9 billion and $42.9 billion of cumulative intra-period borrowings that were repaid under our credit facilities during the six months ended March 31, 2026 and 2025, respectively.

Current wording

Our cash balances in the nine months ended June 30, 2026 and 2025 were supplemented by intra-period credit facility borrowings to cover short-term working capital needs. The largest amount of intra-period borrowings that was outstanding at any one time under our revolving and securitization credit facilities during the nine months ended June 30, 2026 and 2025 was $6.8 billion and $5.1 billion, respectively. We had $83.8 billion and $86.1 billion of cumulative intra-period borrowings that were repaid under our credit facilities during the nine months ended June 30, 2026 and 2025, respectively.

Previous wording

We used $1.0 billion of cash in operations during the six months ended March 31, 2026 compared to $0.6 billion of cash generated from operations during the six months ended March 31, 2025, a $1.6 billion increase in cash used. The timing of cash receipts and disbursements and inventory purchases can significantly impact our working capital. In the six months ended March 31, 2026, the decrease in accounts payable and the increases in accounts receivable and inventories resulted in $2.6 billion of cash used in operations compared to $853.3 million of cash used in the six months ended March 31, 2025.

Current wording

We generated $1.7 billion of cash from operations during the nine months ended June 30, 2026 compared to $0.7 billion of cash generated from operations during the nine months ended June 30, 2025, a $1.0 billion increase in cash generated. The timing of cash receipts and disbursements and inventory purchases can significantly impact our working capital. In the nine months ended June 30, 2026, the net increase in accounts payable, accounts receivable, and inventories resulted in $1.1 billion of cash used in operations compared to $2.0 billion of cash used in the nine months ended June 30, 2025.

Previous wording

During the six months ended March 31, 2026, our operating activities used cash of $1.0 billion and was principally the result of the following:

Current wording

During the nine months ended June 30, 2026, our operating activities generated cash of $1.7 billion and was principally the result of the following:

Previous wording

•A decrease in accounts payable of $2.2 billion due to the timing of scheduled payments to our suppliers;

Current wording

•An increase in accounts payable of $0.6 billion due to the increase in our inventory balances and the timing of scheduled payments to our suppliers.

Previous wording

•An increase in accounts receivable of $218.0 million primarily due to an increase in sales and the timing of scheduled payments from our customers.

Current wording

•An increase in accounts receivable of $0.8 billion primarily due to an increase in sales and the timing of scheduled payments from our customers; and

Previous wording

•A decrease in accrued expenses of $257.4 million primarily due to the payment of accrued liabilities that were on our Consolidated Balance Sheet as of September 30, 2025;

Current wording

•A decrease in accrued expenses of $0.2 billion primarily due to the payment of accrued liabilities that were on our Consolidated Balance Sheet as of September 30, 2025.

Previous wording

During the six months ended March 31, 2025, our operating activities provided cash of $632.5 million and was principally the result of the following:

Current wording

During the nine months ended June 30, 2025, our operating activities generated cash of $0.7 billion and was principally the result of the following:

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Current report — wording carried from elsewhere

•An increase in inventories of $1.0 billion to support the increase in business volume;

Current report — wording carried from elsewhere

In March 2024, our Board of Directors (the “Board”) authorized a share repurchase program allowing us to purchase up to $2.0 billion of our outstanding shares of common stock, subject to market conditions. In the nine months ended June 30, 2026, we purchased $882.2 million of our common stock to complete our authorization under this program.
Rearranged previous paragraphs (2)

Previous report — wording carried elsewhere

Our effective tax rates were 22.0% and 21.5% for the three and six months ended March 31, 2026, respectively. Our effective tax rates were 22.7% and 21.8% for the three and six months ended March 31, 2025, respectively. The effective tax rates for the three and six months ended March 31, 2026 and 2025 were higher than the U.S. statutory rate primarily due to U.S.

Previous report — wording carried elsewhere

•A decrease in accounts payable of $669.5 million primarily due to the timing of scheduled payments to our suppliers;