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401(k) Retirement Savings Plan
Summary Plan Description
Effective July 1, 2019
3	Introduction	
4	 Plan Highlights	
6	 Eligibility & Enrollment
6	 Excluded Classes
6	Enrolling
6	 Automatic Enrollment
6	 Choosing Your Beneficiaries
6	 Plan Employers
7	 Your Plan Contributions
7	 Elective Deferrals
7	 Pre-Tax Deferrals
7	 Roth Deferrals
7	 After-Tax Contributions
8	 Changing Your Contribution Amounts
8	 Rollover Contributions
8	 IRS Limits
9	 Matching Contributions
10	 Discretionary Additional Matching Contributions
10	Vesting
11	 Plan Investments
11	The Importance of Diversifying Your Retirement Savings
11	 Initial Investment Instructions
12	 Changing Your Investment Elections
12	 Default Investment
12	 Keeping Track of Your Investments
12	 Dividends on McKesson Stock
12	 Voting and Tender of Shares of McKesson Stock
12	Status as Eligible Individual Account 
ERISA § 404(c) Plan
13	 Access to Plan Accounts While an Employee
13	Loans
13	Withdrawals
15	 Distributions Following Employment
15	 Distribution Upon Death
16	 Payment Options
16	 How to Request a Distribution
17	 Tax Consequences of Plan Payments
17	 Mandatory Income Tax Withholding
17	 Rollovers and Direct Rollovers
18	 Net Unrealized Appreciation
18	 State Taxes
18	 Excise Tax on Early Distributions or Withdrawals
18	 Roth Conversions
18	 Tax Advice and Changes in Tax Laws
19	 Additional Information
19	 Filing a Claim
19	 Appealing a Claim Denial
19	 Losing Your Benefits
20	 Assignment or Pledge of Interest
20	 No Employment Contract
20	 No Pension Insurance
20	 Termination, Amendment and Suspension
20	 Special Plan Provisions and Inactive Accounts
20	 Maintenance of Plan Records
20	 Account Maintenance Fees
21	 Plan Administration Information
22	 Your Rights as a Plan Participant
23	 Administrative Facts
Contents
2
Introduction
The McKesson Corporation 401(k) Retirement Savings Plan
(the “Plan”) is intended to provide you the unique opportunity
to set aside tax-deferred retirement savings through convenient
payroll deductions while reducing your federal and state income
taxes. With a McKesson matching contribution to supplement
your own savings, the Plan can help you achieve your individual
financial goals more quickly. You have significant flexibility
and choice: whether or not to make contributions, how much
to contribute and where to invest. The availability of loans
and hardship withdrawals means that you have access to your
Plan funds if your circumstances change. Your Plan account is
fully portable and allows you to change jobs without a loss in
retirement benefits.
Provisions of the Plan are summarized in this summary plan
description (SPD). This description does not state all plan terms
and conditions. The information provided here does not cover
every situation and is not intended to replace the plan document —
or to change its meaning. In all cases, the plan document — and not
this summary — will govern benefits paid under the Plan.
We hope that the information provided in this SPD will answer
most of the questions you have regarding your Plan benefits.
When you need assistance or have specific questions, log on to
www.netbenefits.com or call 888.625.7747.
Introduction
3
Plan Highlights
401(k) Retirement Savings Plan Highlights
The Plan is a long-term savings plan designed to provide savings for your retirement years, but there is more. Here’s a look at what the
Plan has to offer:
Employee Contributions - Elective
Deferrals  Automatic Enrollment
You may elect to contribute 1% to 75% of your eligible
compensation to the Plan as Elective Deferrals
subject to IRS limits. There are two types of Elective
Deferrals that you can make to the Plan: Pre-Tax
Deferrals and After-Tax Roth Deferrals. You can
change your contribution percentage at any time.
Any change that you make will be reflected in the
next pay period (or as soon as administratively
practicable thereafter).
If you do not make an election to contribute when
you are first eligible to participate in the Plan, you
will be automatically enrolled in the Plan. You will
have five percent (5%) of your eligible compensation
for each payroll period contributed on your behalf
as Pre-Tax Deferrals. At any time you can make an
affirmative election to participate at a different rate
(including 0%).
Employee Contributions -
After-Tax Contributions
You may elect to contribute 1% to 25% of your eligible
compensation to the Plan as After-Tax Contributions.
You can change your contribution percentage at any
time. Any change that you make will be reflected in
the next pay period (or as soon as administratively
practicable thereafter).
McKesson Matching Contributions
McKesson will match your Elective Deferrals by
making a Matching Contribution of $1 for each $1
you contribute as Elective Deferrals up to 3% of your
pay and 50¢ for each $1 you contribute as Elective
Deferrals on the next 2% of your pay. Elective
Deferrals of more than 5% of your pay, Catch-Up
Contributions and After-Tax Contributions are
not matched.
Eligibility	
If you’re a regular full-time or part-time McKesson employee scheduled to work at least 20 hours per week, you’re eligible to participate on
the first of the month after having completed 2 months of service. If you’re a casual or temporary employee, you’re eligible to participate
on the first of the month after completing one year of service (generally, a 12-month period during which you are credited with 1,000
hours of service).
4
Plan Highlights
Loans
While you are a McKesson employee, you may
take out a loan against your Plan account. There
is $35 loan origination fee and a $15 annual loan
maintenance fee. You may have only one loan
outstanding at any time.
Administration Fee
You will be charged an account maintenance fee of $9.50 per
quarter ($38 per year).* This fee is automatically deducted
from your account and will show as a separate line item on
your quarterly statement.
* The fee is subject to change.
Access to Your Plan Account While
Employed by McKesson
To help ensure that money is there when you are
ready to retire, current tax laws restrict withdrawals
from the Plan. Other than Plan loans, your access
to Plan funds while you are an employee is limited
to withdrawals that are permitted under certain
circumstances. Withdrawals and distributions are
subject to income taxes and possible early withdrawal
penalties if you do not roll them over to another
employer’s qualified retirement plan, an IRA or a
Roth IRA.
Additional Information
For additional information, log on to
www.netbenefits.com or call 888.625.7747.
Distributions After McKesson
Employment
When you are no longer employed by McKesson, you
are entitled to receive the vested portion of your Plan
account in the form of a single lump sum payment
in cash, McKesson stock, a combination of both
cash and McKesson stock and installments. If your
account balance is $1,000 or less, your account will be
automatically paid out in a lump sum.
In-Plan Roth Conversion
The Plan gives you the flexibility to convert certain
Plan sub-accounts into After-Tax Roth accounts.
Converted balances are credited to an In-Plan Roth
Conversion sub account.
Your Plan Account
Your Elective Deferrals, After-Tax Contributions and
McKesson’s Matching Contributions are credited to
your Plan account. Your Plan account is made up of
sub-accounts credited with contributions according
to source and contribution type.
Vesting
Your Elective Deferrals, McKesson Matching
Contributions and After-Tax Contributions are 100%
vested  immediately.
Investment Options
You have a wide range of investment options allowing
you the flexibility to create a diversified portfolio
which meets your retirement goals. You may invest
your Plan account among Core Investment Options,
Target Retirement Date Investment Options and
Fidelity BrokerageLink®. If you do not provide
investment direction, your contributions will be
invested in the age-based Target Retirement Date
Investment Option.
Rollover Contributions
If you have a balance in a former employer’s
retirement plan or an IRA, you may be eligible to
consolidate your assets by rolling those amounts into
the Plan.
5
Eligibility  Enrollment
If you are a regular, full-time or part-time McKesson employee
scheduled to work at least 20 hours per week and not in any of the
excluded classes described below, you are eligible to participate in
the Plan on the first day of the month following your completion
of 2 months of service. If you are a casual or temporary employee
of McKesson, you are eligible to participate in the Plan on the
first day of the month following your completion of one year of
service, which is a 12-month period in which you complete at
least 1,000 hours of service. You may begin Plan participation
with the first available paycheck coinciding with or next following
the date you become eligible (or as soon as administratively
practicable thereafter).
Excluded Classes
An individual is not eligible to participate in the Plan for any period
of time that he or she is:
•	 a seasonal or leased employee,
•	 a member of a collective bargaining unit (unless the
collective bargaining agreement provides for participation
in the Plan),
•	 a non-resident alien with no U.S. source income,
•	 an employee of any business unit or McKesson entity that is
not designated as participating in the Plan,
•	 an employee covered by a defined contribution plan of a
McKesson affiliate, or
•	 in any other excluded class described in the Plan document.
Enrolling
You will be sent an enrollment package approximately one month
before becoming eligible for Plan participation. If you are a casual
or temporary employee, you will be sent an enrollment package
after your completing one year of service.
Your enrollment materials will include directions for
enrolling. To enroll, you can log on to www.netbenefits.com
or call 888.625.7747.
You may elect to make Elective Deferrals (Pre-Tax and/
or Roth Deferrals), After-Tax Contributions, and Catch-Up
Contributions (Pre-Tax and/or Roth Deferrals) if you are eligible
beginning as of the payroll period coinciding with or next
following the date you become eligible by authorizing a payroll
deduction. To do so, you will designate the percentage of pay
to be contributed to the Plan (see “Your Plan Contributions” on
p. 7) and name a beneficiary (see “Choosing Your Beneficiaries”
below). Your enrollment must be submitted within the time and
in the manner prescribed by McKesson and described in your
enrollment materials.
Automatic Enrollment
If you first become eligible for Plan participation on or after
January 1, 2019, you will automatically be enrolled in the Plan and
will have five percent (5%) of your eligible compensation for each
payroll period contributed on your behalf as Pre-Tax Deferrals.
Automatic Pre Tax Deferrals will start as soon as administratively
feasible following the date you become eligible to participate
and after you have received advance notice that you are going
to be automatically enrolled. You may elect at any time not to
contribute to the Plan, or to defer a different percentage of your
eligible compensation.
Choosing Your Beneficiaries
When you become a participant, you will need to designate a
beneficiary to inform McKesson who should receive payment of
your Plan account in the event of your death. If you are married
and you die, federal law generally entitles your spouse to receive
your account. You may name someone other than your spouse as
your primary beneficiary, but only if your spouse gives a written,
notarized consent to your designation. If you are single, die before
you retire, and have not named a beneficiary, your account will be
paid to your estate.
Plan Employers
The employers under the Plan are McKesson Corporation and
those of its subsidiaries or affiliates designated by the Board of
Directors of McKesson to participate in the Plan. Unless indicated
otherwise, “McKesson” refers to McKesson Corporation and each
participating Plan Employer.
Eligibility  Enrollment
6
Your Plan Contributions
Elective Deferrals
You may contribute 1% to 75% of your eligible compensation to the
Plan as Elective Deferrals. There are two types of Elective Deferrals
that you can make: Pre-Tax Deferrals and Roth Deferrals. A single
IRS limit ($19,500 for 2019 and as adjusted in later years by the IRS)
applies to Elective Deferrals (Pre-Tax Deferrals, Roth Deferrals or
a combination of both) for each calendar year. If you are age 50
or older at any time during a calendar year, you can contribute
up to an additional $6,000 in Catch-Up Contributions (as Pre-
Tax Deferrals, Roth Deferrals or a combination of both) for that
calendar year.
Your Elective Deferrals are put into one of the 4 following sub-
accounts: (1) Pre-Tax Deferral sub-account; (2) Roth Deferral sub-
account; (3) Pre-Tax Catch-Up Contribution sub-account; and (4)
Roth Deferral Catch-Up Contribution sub-account.
Generally, your eligible compensation includes all cash wages
reported on your Form W-2 except (1) reimbursements and expense
allowances, (2) fringe benefits (cash and noncash), such as amounts
realized from the exercise of stock options, moving expenses,
welfare benefits, imputed interest from below-market-rate loans
and compensation previously deferred, (3) payments under a
McKesson long-term incentive plan, (4) extraordinary payments
not made under McKesson’s regular bonus program such as
signing and retention bonus payments, and (5) amounts paid after
your termination of employment with McKesson, e.g., severance
payments (except as described below).
Your eligible compensation includes the following amounts paid
within certain time frames after you terminate employment
with McKesson:
•	 regular compensation for services during your regular
working hours, or compensation for services outside
your regular working hours (such as overtime or shift
differentials), commissions, bonuses (e.g., payments under
the McKesson Corporation Management Incentive Plan) or
similar payments provided that such payments would have
been paid to you in the absence of your termination; and
•	 accrued bona fide sick leave, vacation or other leave, but
only if you would have been able to use the leave if your
employment had continued.
Pre-Tax Deferrals
Pre-Tax Deferrals are not subject to current income tax and are
exempt from federal and state income tax withholding.* As a
result, your current taxable income – the amount on which you
pay taxes – is reduced, saving you current tax dollars. Your Pre-
Tax Deferrals and earnings on these deferrals are tax-deferred
and are not subject to income tax until a later time when they are
distributed to you.
For example, if you earn $40,000 in a particular year and
elect to make Pre-Tax Deferrals to the Plan of $4,000, you only
recognize $36,000 in income on that year’s tax return. This would
represent a $1,000 current tax savings.** You ultimately pay
income taxes on your Pre-Tax Deferrals and earnings when they
are distributed to you, generally during retirement when your
income tax rates may be lower.
Roth Deferrals
Roth Deferrals are subject to federal and state income tax and
employment taxes at the time they are contributed. Their tax
treatment when coming out of the Plan is different from that of
distributions of Pre-Tax Deferrals. A Roth distribution is qualified
if it is made after the five-year period beginning on January 1
of the first year that you made either a Roth Deferral or a Roth
conversion (see p. 18) under the Plan and is either (1) made on
or after the date you attain age 59½, (2) made after your death,
or (3) attributable to your being disabled. If the distribution is
qualified, no income tax is due on either the Roth Deferrals or
earnings distributed from the Roth account. If the distribution is
not qualified, income tax will be due on the portion attributable
to earnings.
After-Tax Contributions
You may elect to contribute 1% to 25% of your eligible
compensation to the Plan as After-Tax Contributions. After-Tax
Contributions are subject to federal and state income tax and
employment taxes at the time they are contributed. Earnings
on After-Tax Contributions are tax deferred and are not subject
to income tax until a later time when they are distributed to
you. If you convert your After-Tax Account into an In Plan Roth
Conversion sub-account, earnings on your contributions are
distributed tax-free if paid in a Roth qualified distribution. Under
special IRS nondiscrimination rules, the maximum amount you
may contribute may be a lower percentage. In order to meet these
rules, After-Tax Contributions may be returned to you. You will be
notified if your contributions will be returned.
Your Plan Contributions
* Pre-Tax Deferrals may be subject to income tax in certain states, e.g., Pennsylvania.
** This assumes single filing status, a 25% income tax rate and no other adjustments/deductions.
7
The decision whether to make Pre-Tax Deferrals, Roth Deferrals
or After-Tax Contributions is complex. You may wish to consult a
personal tax adviser. There are a number of factors to consider such
as your current income tax rates relative to your projected income
tax rates when you retire (or whenever you expect to receive a
distribution from the Plan), the amount of investment earnings you
expect to accumulate, how long you expect to keep your Elective
Deferrals in the Plan and whether you expect to keep Roth Deferrals
in the Plan until you are eligible for a Roth qualified distribution.
Changing Your Contribution Amounts
You may change, suspend or renew at any time the percentage
of pay you are contributing. Any change that you make will
be reflected in the next available pay period (or as soon as
administratively practicable thereafter).
Rollover Contributions
Keeping your retirement savings in a single plan can help simplify
paperwork and investment performance tracking. If you have
taxable amounts in a traditional IRA or in a former employer’s
pension, 401(k), 403(b) or governmental 457(b) plan, you may
consolidate your assets by rolling these amounts into the Plan.
Nontaxable amounts (e.g., after-tax and Roth 401(k) contributions)
from other employer plans may be accepted by the Plan if they are
directly rolled over from the other plan. Roth IRAs and nontaxable
amounts in traditional IRAs may not be rolled into the Plan. With
the exception of the distribution tax rules applicable to Roth
Deferrals, these rolled over amounts will be treated in the same
manner as other rollover contributions.
IRS Limits
In addition to the IRS limitation on Elective Deferrals described
above, the maximum amount of a participant’s annual
compensation that may be taken into account under the Plan
in any Plan Year (April 1 through March 31) is subject to a
specified limit ($280,000 for 2019; this limit may also be adjusted
annually to reflect changes in the cost of living). The aggregate
amount of contributions (including Elective Deferrals, After-
Tax Contributions, Matching Contributions and Discretionary
Additional Matching Contributions) that may be added to your
Plan account in any Plan Year is limited to $56,000 for 2019 (this
limit may also be adjusted annually to reflect changes in the
cost of living). These IRS limits may require a reduction in the
contributions elected by or provided to you as a Plan participant.
McKesson calculates all of these contribution limits annually
and monitors them throughout the year. If you are found to have
exceeded any of these limits, you will be contacted and appropriate
action will be taken in accordance with the Plan’s provisions
and applicable law. However, if you participate in more than one
employer’s plan during the year, it is your responsibility to make
sure you stay within the legal limits described above.  
Your Plan Contributions
8
Matching Contributions
On your behalf, McKesson will allocate to the Plan an amount
equal to 100% of the first 3% of your pay that you contribute as
Elective Deferrals and 50% of the next 2% of your pay that you
contribute as Elective Deferrals. This means that McKesson makes a
Matching Contribution of up to 4% of pay to your account when you
contribute at least 5% of your pay as Elective Deferrals to the Plan.
For example, assume your eligible compensation is $2,000 per pay
period and you elect to make Elective Deferrals at the rate of 5% of
pay. For each pay period, you will make Elective Deferrals of $100
($2,000 x 5%). For the first 3% of your pay that you contribute,
your account is credited with a Matching Contribution of $60
($2,000 x 3%). For the next 2% of your pay that you contribute,
your account is credited with a Matching Contribution of $20
($2,000 x 2% x 50%). For each payroll period, you are credited with
a total Matching Contribution of $80 (or 4% of pay).
Elective Deferrals in excess of 5% of pay and After-Tax
Contributions are not matched. Also, Catch-Up Contributions
are not matched unless they are later reclassified as regular
Elective Deferrals. Catch-Up Contributions may be reclassified
as regular Elective Deferrals if they do not exceed a limit under
the terms of the Plan or an IRS limit (e.g., the $19,000 IRS limit
described on p. 8).
The Matching Contribution will be allocated to your Plan account
as soon as administratively practicable following each pay period or
such other period as determined by McKesson.
McKesson may make a Matching Contribution after the end of
the Plan Year (April 1 to March 31) in order for you to receive
your full match based on the 4% annual limit (called a “true-up”
contribution). The true-up contribution will be made to your
account if your Matching Contribution determined on an annual
basis exceeds the Matching Contribution already made to your
account during the Plan Year. Any true-up contribution that you
receive for a particular Plan Year will be credited to your Additional
Matching Contribution sub-account and is treated in the same
manner under the Plan as other Matching Contributions.
For example, assume your annual pay is $50,000. You elect to
make Elective Deferrals at a rate of 10% for the first half of the Plan
Year and then elect to make Elective Deferrals at the rate of 0% for
the second half of the Plan Year. During the first 6 months, your
Elective Deferrals are $2,500 ($25,000 x 10%) and your account is
credited with a Matching Contribution of $1,000 ($25,000 x 4%).
During the second 6 months of the Plan Year, your Elective
Deferrals are $0 and your account is credited with a Matching
Contribution of $0. In this case, you make total Elective Deferrals
of $2,500 and are credited a total Matching Contribution of $1,000.
At the end of the Plan Year, your Elective Deferral rate for the year
is 5% ($2,500/$50,000) and the Matching Contribution determined
on an annualized basis is $2,000 ($50,000 x 4%). The annual
Matching Contribution ($2,000) exceeds the Matching Contribution
of $1,000 already credited to your account during the Plan Year.
Your account is credited with a true-up contribution of $1,000 so
that your account is credited with a Matching Contribution based
on your total annual compensation for the Plan Year.
Matching Contributions are made in cash and are invested in
accordance with the same investment instructions that apply to
your Elective Deferrals.
Matching Contributions
9
Discretionary Additional Matching Contributions
Following the end of the Plan Year, a Discretionary Additional
Matching Contribution may be allocated to your Plan account.
The amount of this Discretionary Additional Matching
Contribution for any given Plan Year (April 1 through March 31)
will be determined by the McKesson Board of Directors in its sole
discretion. Any Discretionary Additional Matching Contribution
will be communicated and calculated as a percentage of your
Elective Deferrals that are eligible for Matching Contributions
for that Plan Year. McKesson does not make any Discretionary
Additional Matching Contributions as a result of Elective Deferrals
in excess of 5% of pay or Catch-Up Contributions (unless such
contributions are reclassified as regular Elective Deferrals as
described on p. 7).
Discretionary Additional Matching Contributions are made in
cash that is invested in accordance with the same investment
instructions that apply to your Elective Deferrals. 
Vesting
Being “vested” in contributions under the Plan means you have an
unconditional guaranteed right to those contributions, subject to
any applicable distribution and/or withdrawal restrictions.
Elective Deferrals, After-Tax Contributions and McKesson
Matching Contributions made under the Plan are 100% vested
at all times. If you had an account balance under an acquired
company’s 401(k) plan that was merged into the Plan, that account
may continue to vest under the Plan according to the vesting
schedule that applied under the prior plan.  
Discretionary Additional Matching Contributions and Vesting
10
Plan Investments
To help you make the most of your retirement savings, the Plan
offers a wide range of investment options. This flexibility provides
you with the opportunity to create a diversified investment
portfolio that’s right for you based on your investment objectives
and tolerance for risk, your knowledge and experience with
investments, and your time available to monitor your investments.
Log on to www.netbenefits.com or call 888.625.7747 to review the
participant disclosure notice* and other materials that contain the
latest, up-to-date information about investment options available
under the Plan. As of the date of this SPD, the Plan’s investment
options are the following:
Core Investment Options:
•	 BNY Mellon Stable Value Portfolio
•	 McKesson Bond Portfolio
•	 Dodge  Cox Large Cap Value Portfolio
•	 State Street SP 500 Index Fund
•	 McKesson Large Cap Growth Portfolio
•	 Fisher Investments Small Cap Value Portfolio
•	 McKesson Small Cap Growth Portfolio
•	 McKesson International Equity Portfolio
•	 McKesson Employee Stock Fund
The McKesson Employee Stock Fund was frozen to new
investments effective August 31, 2018 (the “Freeze Date”). As of the
Freeze Date, no new contributions, loan repayments, or investment
exchanges were allowed into this Fund. Any existing balances you
had in this Fund on the Freeze Date can remain in the Fund or you
may exchange all or a part of your balance in the Fund into one or
more of the other investment options.
•	 Target Retirement Date Investment Options:
•	 Vanguard® Target Retirement Income Trust Plus
•	 Vanguard® Target Retirement 2015 Trust Plus
•	 Vanguard® Target Retirement 2020 Trust Plus
•	 Vanguard® Target Retirement 2025 Trust Plus
•	 Vanguard® Target Retirement 2030 Trust Plus
•	 Vanguard® Target Retirement 2035 Trust Plus
•	 Vanguard® Target Retirement 2040 Trust Plus
•	 Vanguard® Target Retirement 2045 Trust Plus
•	 Vanguard® Target Retirement 2050 Trust Plus
•	 Vanguard® Target Retirement 2055 Trust Plus
•	 Vanguard® Target Retirement 2060 Trust Plus
•	 Vanguard® Target Retirement 2065 Trust Plus
•	 Fidelity BrokerageLink®
Fidelity BrokerageLink® allows you to choose from investments in
addition to the Core Investment Options and Target Retirement
Date Investment Options, such as mutual funds, stocks, corporate
bonds and U.S. Treasury Securities. This feature is intended for
investors who are comfortable actively managing a portfolio of
expanded investment choices. McKesson does not provide any
management oversight with respect to Fidelity BrokerageLink®.
The Importance of Diversifying Your Retirement Savings
To help achieve long-term retirement security, you should give
careful consideration to the benefits of a well-balanced and
diversified investment portfolio. Spreading your assets among
different types of investment options can help you achieve a
favorable rate of return, while minimizing your overall risk of losing
money. This is because market or other economic conditions that
cause one category of assets, or one particular security, to perform
very well often cause another asset category, or another particular
security, to perform poorly. If you invest more than 20% of your
retirement savings in any one category or industry, your savings
may not be properly diversified. Although diversification is not a
guarantee against loss, it is an effective strategy to help you manage
investment risk.
In deciding how to invest your retirement savings, you should take
into account all of your assets, including any retirement savings
outside of the Plan. No single approach is right for everyone
because, among other factors, individuals have different financial
goals, different time horizons for meeting their goals, and different
tolerances for risk. Therefore, you should carefully consider the
rights described in this SPD and how these rights affect the amount
of money that you keep invested in the McKesson Employer and
McKesson Employee Stock Funds.
It is also important to periodically review your investment
portfolio, your investment objectives, and the investment
options under the Plan to help ensure that your retirement
savings will meet your retirement goals. You may wish to log
onto www.netbenefits.com to review available investment
education tools.
Initial Investment Instructions
You can make your initial investment choices by logging onto
www.netbenefits.com or calling 888.625.7747. You may invest your
savings in any percentage increment, as long as the combination
adds up to 100%. For example, you may put 25% in one option, 33%
in a second, and 42% in a third.
Plan Investments
* The Participant Disclosure Notice, which is legally required under DOL Regulations § 2550.404a-5, is incorporated by reference into this SPD and is also part of the
Prospectus of the Plan. 11
Changing Your Investment Elections
In addition to selecting options, you have a number of choices
when you change your investments. You can specify whether your
elections apply to (1) current holdings only; (2) future contributions
only; or (3) both current holdings and future contributions.
You can rebalance your entire Plan account by electing to change
your current holdings only. Changes are generally effective on the
day of the election or the following business day depending on the
time of day that you make your election.
Default Investment
If you do not provide investment direction, your contributions
(including automatic contributions to the Plan if you have been
automatically enrolled) will be invested in the age-based Target
Retirement Date Investment Option (listed on p. 11). Your Target
Retirement Date Investment Option is based on the year closest
to the year that you will attain age 65. You can change your
investment of these contributions at any time in accordance with
the procedures described above. However, unless you provide
alternative direction, your contributions will continue to be
invested in this default investment option.
Keeping Track of Your Investments
You can log on to www.netbenefits.com or call 888.625.7747 to get
current and year-to-date investment results for all options.
You can obtain your Plan statement on-line at any time.
The statement shows the beginning and ending balance, your
vested account balance and any other transactions affecting
your account. It also shows the amount of Elective Deferrals,
After-Tax Contributions, McKesson Matching Contributions and
Discretionary Additional Matching Contributions along with the
investment options’ performance during the year.
Dividends on McKesson Stock
The dividends on the McKesson stock held in your McKesson
Employer Stock Fund and Employee Stock Fund accounts will
be automatically reinvested in shares of McKesson stock, unless
you elect to have those dividends paid directly to you in cash, in
accordance with procedures established by McKesson.
In the event of a capital adjustment resulting from a stock dividend,
stock split, reorganization merger, consolidation or a combination
or exchange of shares, shares of stock held in the McKesson
Employer Stock Fund and McKesson Employee Stock Fund will be
appropriately adjusted.
Voting and Tender of Shares of McKesson Stock
Participants in the Plan are entitled to instruct the Trustee on a
confidential basis (1) how to vote all shares of McKesson stock
allocated to their accounts under the Plan, and (2) the manner
in which the Trustee is to respond to a tender or exchange offer
with respect to any or all shares of McKesson stock allocated to
their accounts under the Plan. The Trustee votes the shares as
instructed by participants. If no instructions are received with
regard to shares of McKesson stock in a participant’s inactive
PAYSOP account, such shares will not be voted. Any other shares
of McKesson stock as to which the Trustee receives no voting
instructions are voted by the Trustee in the same proportion
as shares for which instructions are received. In the event of a
tender or exchange offer, any shares of McKesson stock allocated
to participants’ accounts as to which the Trustee receives no
instructions shall be tendered or exchanged by the Trustee.
Status as Eligible Individual Account  ERISA § 404(c) Plan
The Plan is an employee stock ownership plan (an “ESOP”) and
also an eligible individual account plan under the Employee
Retirement Income Security Act of 1974 (“ERISA”). This means
that it is specifically designed to invest in McKesson stock
and, as a result, the diversification requirement and prudence
requirement (to the extent it requires diversification) under
ERISA are not violated by the acquisition or holding of McKesson
stock. The terms of the Plan require that McKesson stock
be offered as an investment option. Participants are solely
responsible for any investment losses incurred as a result of
investments in McKesson stock.
Also, the Plan is a plan which is described in ERISA Section 404(c)
under which each participant exercises control over the assets
in his accounts and shall be provided the opportunity to choose,
from a broad range of investments, the manner in which the
assets in his or her Plan accounts are invested. No person who
is otherwise a fiduciary of Plan shall be liable for any loss which
results from such exercise of control, whether by the participant’s
affirmative direction or failure to direct an investment. For
purposes of ERISA Section 404(c), self-directed brokerage
investments are not designated investment alternatives, and no
Plan fiduciary shall have the obligation to monitor or evaluate the
prudence of such investments.
Plan Investments
12
Access to Plan Accounts While an Employee
Although the Plan is intended primarily as a vehicle for long-term
savings, you can gain access to all or portions of certain of your
sub-accounts while an active McKesson employee under specified
circumstances. Access to Plan sub-accounts is available through
loans and withdrawals.
Loans
You may borrow from your Plan account for any reason and pay
the principal, plus interest, back to your own Plan account. The
minimum you can borrow is $1,000. The maximum you can borrow
is the lowest of:
•	 50% of the total vested value of your Plan account;
•	 $50,000 less your highest outstanding loan balance in
the 12 months preceding your loan application; or
•	 The total value of your sub-accounts credited with
Elective Deferrals (including Pre-Tax, Roth and
Catch-Up contributions), After-Tax Contributions and
Rollover Contributions.
There is a $35 loan origination fee and a $15 annual loan
maintenance fee. The interest rate is the Prime rate, as published
in The Wall Street Journal on the last day of the preceding month,
plus 1%. The interest rate is fixed for the entire term of the loan. You
are allowed only one loan at a time. You can choose a repayment
term from 1 to 5 years; in the case of a residential loan, you are
permitted a 10-year repayment term.
Your loan and the interest are repaid to your Plan account through
easy, automatic payroll deductions. If you choose, you can repay
the loan in full at any time.
If you leave McKesson before your loan has been fully repaid,
you can choose to repay your loan in full, continue to repay
via automated clearing house (ACH) or have your outstanding
loan balance deducted from your Plan balance. Keep in mind
that distributions are taxable, and if your loan is considered a
distribution, you may be subject to an additional tax penalty.
Loans of Moneys From Predecessor Employers’ Plans
Certain participants who had accounts in plans of predecessor
employers which were merged into the Plan may be subject to
different rules with respect to loans from the portion of their Plan
accounts attributable to their interests in the prior plan.
Withdrawals
The special tax benefits allowed for plans like the Plan are offered
to encourage you to save for the future. To help ensure that money
is there when you are ready to retire, current tax laws restrict
withdrawals of this money during your working years.
Other than Plan loans, your access to Plan funds while you are
an employee is limited to withdrawals that are permitted under
certain circumstances. The types of withdrawals possible for
employees are:
•	 Financial hardship withdrawals;
•	 Withdrawals after age 59½;
•	 Rollover Contribution withdrawals;
•	 Qualified Reservist Distributions; and
•	 Withdrawals of legacy After-Tax Contributions.
Withdrawals shall be made from the applicable sub-accounts
available for such withdrawals in such order as prescribed
by McKesson. If a withdrawal is made from a sub-account
which is invested in more than one investment option, the
amount withdrawn shall be charged to each investment in
the same proportion as the sub-account is invested in such
investment option.
Access to Plan Accounts While an Employee
13
Hardship Withdrawals
You may withdraw amounts in your sub-accounts credited
with Elective Deferrals (including Pre-Tax, Roth and Catch-Up
Contributions), regular After-Tax Contributions, legacy After-Tax
Contributions and Rollover Contributions while you are working
if you have a financial hardship and the withdrawal is necessary
in light of your own immediate and heavy financial needs. If you
made Pre-Tax Deferrals prior to January 1, 1987, you may also
withdraw your pre-1987 earnings on those contributions.
You can withdraw only up to the amount you need to meet
the financial hardship and only to the extent the money is not
reasonably available from other sources. If you are under age 59½,
you may be required to pay a 10% federal tax penalty, in addition to
ordinary federal income taxes.
You can take a hardship withdrawal for the following purposes:
•	 The purchase of your principal residence
•	 Certain post-secondary educational expenses for you, your
spouse, your dependents and your primary beneficiary
•	 Medical expenses not covered by insurance for you, your
spouse, your dependents and your primary beneficiary
•	 Action to prevent eviction from or foreclosure on your
principal residence
•	 Burial or funeral expenses for your deceased parent, spouse,
children, dependents or primary beneficiary
•	 Expenses for the repair of damage to your principal
residence that would qualify for the casualty deduction on
your federal tax return
For these purposes, your “primary beneficiary” is an individual
named in your beneficiary designation form who has an
unconditional right to all or a portion of your account after
your death.
McKesson’s decision about your hardship withdrawal request will
specify the amount that may be withdrawn and will be final and
binding on all interested parties.
Withdrawals after Age 59½
When you reach age 59½, you may withdraw in cash all or a part
of amounts in your sub accounts credited with Elective Deferrals
(including Pre-Tax, Roth and Catch-Up Contributions), regular
After-Tax Contributions, legacy After-Tax Contributions, and
Rollover Contributions for any reason—even if you are still an
active employee of McKesson.
Qualified Reservist Distributions
If you are ordered or called to active duty for a period in excess
of 179 days or for an indefinite period of time by reason of being
a member of a reserve component (as defined in section 101
of title 37, United States Code), you may, during your period of
employment with McKesson beginning on the date of the order
or call to active duty and ending at the close of the active duty
period, withdraw in cash all or a part of amounts in your sub-
accounts credited with Elective Deferrals (including Pre-Tax, Roth
and Catch-Up Contributions), prior After-Tax Contributions, and
Rollover Contributions.
Rollover Accounts
During your employment with McKesson you may withdraw in
cash all or a part of amounts in your sub-accounts credited with
Rollover Contributions.
Withdrawal of Legacy After-Tax Contributions
Prior to September 1, 1983, participant contributions to the Plan
were made on an after-tax basis. While you are an employee, you
may withdraw all or any part of your Plan account’s Regular and
Voluntary Contributions made before September 1, 1983. The
amount available will be adjusted to account for any net losses.
You may not withdraw earnings attributable to these Regular and
Voluntary Contributions.
No Withdrawals From Certain Accounts
While you are an employee, you cannot, under any circumstances,
withdraw from amounts attributable to your McKesson Matching
Contributions, Non-Matching Employer Contributions, Additional
ESOP Matching Contributions, RSP Contributions, PAYSOP
Contributions, or the Special 1994 Allocation.
Withdrawal of Amounts Under Predecessor Employers Plans
Certain participants who had accounts in plans of predecessor
employers which were merged into the Plan may have special
protected withdrawal rights with respect to the portion of their
Plan accounts attributable to their interests in the prior plan.
Access to Plan Accounts While an Employee
14
Distributions Following Employment
A distribution of the vested portion of your Plan account is
payable if you terminate employment for any reason or if you are
disabled and receiving Social Security disability benefits. You (or
your beneficiaries, in the case of your death) may elect to receive
your Plan distribution at any time following your termination,
or, if the value of your entire Plan account balance is greater
than $1,000, you may defer payment to a later date. However, your
Plan benefits generally must begin to be paid to you as required
minimum distributions no later than the end of the calendar year
in which you reach age 70½. If your entire Plan account balance
is valued at $1,000 or less, your Plan benefits will be distributed to
you (or your beneficiaries, as applicable) in a lump sum as soon as
practicable following your termination.
Distribution Upon Death
If you die before distribution of your Plan benefits has begun,
your vested benefits will be paid in a lump sum payment to your
designated beneficiary as soon as practicable following your death.
Alternatively, your designated beneficiary may elect to receive the
distribution at a later date, provided that such distribution shall in
no event be made later than 5 years after your death.
If you elect distribution of your Plan benefits in installment
payments, and die before you receive your full benefit, your
beneficiary may choose to receive the remaining benefit either
in installment payments, or in one lump sum payment. If your
beneficiary chooses installment payments and the beneficiary is
your spouse, the payments may be made over a period of time no
longer than your spouse’s remaining life expectancy (calculated
at the time of your death). In all other cases, payments must be
completed within 5 years after your death.
If you were married and your beneficiary designation does
not provide for payment of death benefits to your spouse, that
designation will be effective only if it includes the written and
notarized consent of your spouse.
Distributions Following Employment and Distribution Upon Death
15
Payment Options and How to Request a Distribution
Payment Options
You may elect a distribution of your Plan account in the form of a
single lump sum payment in cash, McKesson stock (to the extent
your Plan account is invested in McKesson stock) or a combination
of both. Alternatively, you may elect to receive a distribution of
your Plan account in installments (in cash only) over a period not
to exceed your (or you and your spouse’s, if applicable) expected
remaining lifetime.
How to Request a Distribution
To request a distribution, withdrawal or rollover to another plan
or IRA, log on to www.netbenefits.com or call 888.625.7747. You
must call the McKesson Service Center to request a distribution in
installments, a withdrawal, a required minimum distribution, or
if you want to roll over your entire distribution to another eligible
retirement plan, such as a new employer’s 401(k) plan or to an IRA.
16
Tax Consequences of Plan Payments
The Plan is intended to meet the qualification requirements of
Sections 401(a) and 401(k) and related provisions of the Internal
Revenue Code (the “Code”). As long as the Plan remains so
qualified, the federal tax consequences of payments from the Plan
will be as generally described below, subject to any changes in
applicable federal tax laws and regulations.
All payments to you from the Plan are subject to federal income tax
unless they (1) are properly rolled over to an IRA or to another plan
as described below, or (2) represent amounts on which you already
paid federal income tax such as Roth Deferrals, Roth converted
amounts, After-Tax Contributions and pre September 1983 Regular
and Voluntary Contributions. Earnings on Roth Deferrals and Roth
converted amounts are exempt from federal income tax if paid in
a Roth distribution that is qualified as described on p. 7. Under a
special tax rule, while you are employed by McKesson, you may
withdraw pre September 1983 Regular or Voluntary contributions
on a tax-free basis; earnings on such contributions are taxed when
paid after you are no longer a McKesson employee.
Prior to receiving a payment from the Plan, you have the right
to receive a detailed explanation of the federal income tax
consequences of the payment. This explanation is posted at
www.netbenefits.com. For additional information about these
tax rules that apply to Plan payments, refer to IRS Publication 575
“Pension and Annuity Income,” which is available from a
local IRS office, on the internet at www.irs.gov or by
calling 1-800-TAX-FORM.
Mandatory Income Tax Withholding
The taxable part of any payment that is an eligible rollover
distribution is subject to 20% income tax withholding. If the
payment includes McKesson stock, the amount withheld will not
exceed the amount payable in cash.
Certain states also may require additional mandatory withholding.
The amount withheld is applied to your income tax liability for
the year of the payment, like income taxes withheld from salary.
The fact that you may make a regular rollover later has no bearing
on mandatory withholding. Rollovers and direct rollovers are
discussed below.
Rollovers and Direct Rollovers
Subject to the special rules applicable to Roth Deferrals described
below, you may elect to roll over all or any portion of an eligible
payment from the Plan to an IRA, a Roth IRA, a 403(b) plan, a
governmental 457 plan or to a tax-qualified plan described in
Section 401(a) of the Code of another employer such as a 401(k)
plan that accepts rollovers (each, an “eligible retirement plan”).
Hardship distributions, installments paid over 10 years or more,
required minimum distributions and certain other payments are
not eligible for roll over. The amount rolled over will not be subject
to income tax until it is distributed from the eligible retirement
plan. But the 20% withholding tax will still apply, unless you
arrange a direct rollover as discussed below.
For example, assume that you are about to receive a taxable
distribution of $10,000. If you do not arrange for a direct rollover,
McKesson must withhold $2,000. As a result, you will have to
contribute $2,000 from other sources in order to make a rollover
of the full $10,000. Otherwise, you can only roll over $8,000, which
means that you will owe tax on the $2,000. To the extent that the
amount withheld is greater than the tax actually owed on the
distribution (for instance because a rollover was made), the amount
withheld may be applied to other income tax liabilities or will be
refunded by the IRS. However, the Plan is not required to withhold
any amount from the portion of a distribution that is made in
McKesson stock.
You must make a rollover within 60 days after receipt of a
distribution. Shares of McKesson stock may be rolled over in kind.
Alternatively, the shares may be sold and the proceeds rolled over,
in which event no gain or loss is recognized on the sale. If you make
a rollover but choose to retain a part of the distribution that would
have been eligible for inclusion in the rollover, then that part is
taxed entirely as ordinary income.
In a direct rollover, all or part of a Plan payment is paid directly
from the Plan to an eligible retirement plan (as defined above).
(The plans of other employers are not required to accept rollovers.)
You must provide McKesson with the information that it needs to
arrange the direct rollover and comply with the other procedures
adopted by McKesson. A direct rollover is the only way to
avoid 20% income tax withholding on any taxable payment from
the Plan.
The portion of your account attributable to Roth Deferrals can
only be directly rolled over to a Roth IRA or to another employer’s
tax-qualified plan such as a 401(k) plan that provides for Roth
elective deferrals.
In general, the tax treatment and rollover rules described above
that apply to payments made to you as an employee also apply
to payments to your surviving spouse upon your death or to your
spouse or former spouse who is an “alternate payee” under a
qualified domestic relations order.
Tax Consequences of Plan Payments
17
A distribution made to a beneficiary other than your surviving
or alternate payee spouse may also be rolled over, subject to the
following rules: The non-spouse beneficiary must make a direct
rollover of death benefits received from the Plan to an IRA or Roth
IRA established to receive the distribution. Rollovers to another
employer plan are not permitted. Also, the non-spouse beneficiary
cannot receive a payment and then roll over the payment him/
herself to the IRA. The IRA will be treated as an inherited IRA
and will be subject to the required minimum distribution rules
that apply to beneficiaries under the Plan and to inherited IRA
beneficiaries. Your non-spouse beneficiary should consult with
a personal tax adviser in order to understand these rules before
electing a rollover.
Net Unrealized Appreciation
That portion of a distribution which represents the difference
between the fair market value of any McKesson stock at the time
it is distributed to you and the value of the stock at the time it was
contributed to or otherwise acquired by the Trust is termed “net
unrealized appreciation.” In the case of a distribution that is either
attributable to after-tax contributions or paid in a lump sum after
separation from service (or after age 59½, disability or death), the
amount of any net unrealized appreciation with respect to any
McKesson stock distributed to you will be excluded from your
income and your cost basis for such stock will be the same as the
cost basis to the Trust. Upon the subsequent disposition of the
shares, the gain will be taxed as long-term capital gain to the extent
of the net unrealized appreciation. Any additional appreciation
realized from the disposition will be taxed as long-term or short-
term capital gains depending on the period the stock is held after
distribution from the Plan. The minimum period for which the
stock must be held to qualify for long-term capital gains treatment
is not less than 12 months.
State Taxes
The state tax rules applicable to qualified plan distributions vary
from state to state. For instance, the California rules on lump sum
distributions are different in some respects from the federal rules.
Accordingly, a participant should consult his or her own personal
tax adviser concerning the state tax consequences of a qualified
plan distribution.
Excise Tax on Early Distributions or Withdrawals
A 10% additional income tax will apply to the taxable amount
of payments made before age 59½ (including a distribution of
earnings on Roth Deferrals that is not qualified as described on
p. 7). Certain withdrawals or distributions, however, are exempt
from the additional tax. Accordingly, a participant should consult
his or her own qualified personal tax adviser concerning the 10%
additional income tax on qualified plan distributions.
Roth Conversions
The Plan gives you (or your surviving spouse beneficiary or
alternate payee who is a spouse or former spouse) the flexibility to
convert certain Plan sub-accounts (including your Pre-Tax Deferral,
Pre-Tax Catch-Up Contribution, Matching Contribution and
After-Tax Contribution sub-accounts) into after-tax Roth accounts.
Converted balances are credited to an In-Plan Roth Conversion
sub account. Roth conversions once made are irreversible. Loan
balances, unvested amounts and special types of contribution
sources are not eligible for Roth conversion.
Converted amounts will continue to be subject to the same
distribution restrictions that applied prior to conversion, if any.
Converted balances are subject to federal income tax in the year of
conversion unless they represent amounts on which you already
paid federal income tax. If converted amounts include McKesson
stock, the amount subject to tax is based on the fair market value
of the stock at the time of conversion. The favorable tax treatment
afforded to net unrealized appreciation of McKesson stock
described above may be lost if McKesson stock is included in the
conversion. Because a conversion will trigger taxable income, you
may need to increase tax withholding from other sources or make
estimated tax payments to avoid tax underpayment penalties. A
converted amount is not subject to the 10% excise tax on early
distributions unless it is distributed within five years of conversion.
If you have multiple Roth conversions, a separate five year period
is tracked for each conversion. If the conversion amount is
distributed within the five-year period, the 10% tax applies to the
distribution as if it were taxable to you unless you are exempt from
the tax at the time of distribution.
Amounts distributed from an In-Plan Roth Conversion sub-account
are exempt from federal income tax if paid in a Roth distribution
that is qualified as described on p. 7. For purposes of determining
whether the distribution is Roth qualified, the 5-year period starts
on January 1 of the first year that you either make a Roth Deferral
or complete a Roth conversion under the Plan.
Tax Advice and Changes in Tax Laws
You are encouraged to consult a professional tax advisor before
receiving a payment from the Plan and before electing a Roth
conversion. The foregoing summary does not describe all of the
complex tax rules that apply. Also, Congress may amend the Code
at any time and the IRS may issue new regulations or rulings. Such
developments could render all or any part of the foregoing tax
summary discussion obsolete. McKesson assumes no responsibility
for the continuing accuracy of the information provided above.
Tax Consequences of Plan Payments
18
Additional Information
Following is more important information that you should know
about the Plan.
Filing a Claim
If you or your beneficiary believe you are entitled to a benefit from
the Plan which you have not yet received, you may file a claim by
writing to the Senior Vice President, Total Rewards, McKesson
Corporation, 6555 North State Highway 161, Irving, Texas 75039.
You will receive written notice of the decision on your claim within
90 days of filing your request, unless special circumstances require
an extension of up to an additional 90 days.
Appealing a Claim Denial
If your claim is denied in whole or in part, you will receive notice
stating the reasons for the denial and specific Plan provisions
upon which the denial is based, and an explanation of the
Plan’s appeal procedures and the time limits applicable to such
procedures, including a statement of your right to bring a civil
action under section 502(a) of the Employee Retirement Income
Security Act of 1974 (“ERISA”) if your appeal is denied. If your
claim is denied because you did not furnish complete information
or documentation, the notice will also describe any additional
information or material required to support your claim and an
explanation of why such information is required.
You may then appeal the decision by filing a written notice of
appeal with the Senior Vice President, Total Rewards, McKesson
Corporation, 6555 North State Highway 161, Irving, Texas 75039,
within 60 days after receipt of the notice of denial. The Senior Vice
President, if good cause is shown, may extend the period during
which the appeal may be filed for another 60 days. You and/or your
authorized representative would be permitted to submit written
comments, documents, records and other information relating to
the claim for benefits. Upon request and free of charge, you and/or
your authorized representative may also receive reasonable access
to, and copies of, all documents, records or other information
relevant to your claim.
The Senior Vice President’s review shall take into account all
comments, documents, records and other information submitted
by the appellant relating to the claim, without regard to whether
such information was submitted or considered in the initial benefit
determination, and shall not be restricted to those provisions of the
Plan cited in the original denial of the claim.
The Senior Vice President will issue his written decision within 60
days after receipt of the appeal, unless special circumstances
require an extension of time for processing, in which case the
written decision shall be issued as soon as possible, but not later
than 120 days after receipt of an appeal. If such an extension is
required, written notice shall be furnished to you within the initial
60-day period. This notice will state the circumstances requiring
the extension and the date by which the Senior Vice President
expects to reach a decision on your appeal.
If the decision on the appeal denies the claim in whole or in part,
you will be provided with a written notice. The notice shall state
the reason(s) for the denial, including references to specific Plan
provisions upon which the denial was based. The notice will state
that you and/or your authorized representative are entitled to
receive, upon request and free of charge, reasonable access to, and
copies of, all documents, records, and other information relevant
to the claim for benefits, and will describe any voluntary appeal
procedures, if any, offered by the Plan and your right to obtain the
information about such procedures. The notice will also include a
statement of your right to bring a legal action under Section 502(a)
of ERISA after exhausting the claims procedure.
If you do not file a claim, follow the claims procedures, or appeal
on time, you will give up legal rights, including your right to file a
suit in federal court, as you will not have exhausted your internal
administrative appeal rights. Generally, you must exhaust your
internal administrative appeal rights before you can bring a suit in
federal court.
No legal action may be commenced or maintained against the Plan,
McKesson or the Plan Administrator more than one year after your
appeal is denied.
Losing Your Benefits
You may lose benefits under certain circumstances including:
•	 Termination of employment before completing vesting
requirements (to the extent such vesting requirements are
applicable to your McKesson contribution sub-accounts).
•	 A loss in value of your investments due to a drop in the
value of any security or market fluctuations.
•	 Your benefit may be reduced by account maintenance fees.
•	 Your benefit may be reduced by amounts that you are
ordered or required to pay under a qualified domestic
relations order. The Plan’s procedures for determining
whether a domestic relations order is a qualified domestic
relations order are available, without charge, from the
Plan Administrator.
Additional Information
19
Additional Information
•	 Your benefits may be reduced by amounts that you are
ordered or required to pay the Plan, where such order or
requirement: (1) arises under a judgment of conviction for
a crime involving the Plan or a civil judgment (including
a consent order or decree) entered by a court in an action
brought in connection with a violation of part 4 of subtitle
B of Title I of ERISA; and (2) the judgment, order, decree
or settlement provides for the offset of all or part of the
amount ordered or required to be paid to the Plan against
the benefits provided under the Plan.
Assignment or Pledge of Interest
Except pursuant to a qualified domestic relations order, your
interest in the Plan, whether before or after you retire, may not be
assigned or hypothecated by you or your beneficiary.
No Employment Contract
Nothing in the Plan or the Plan description confers any right of
continued employment on any employee or in any way prohibits
changes in the terms of, or the termination of, employment of any
employee covered by the Plan.
No Pension Insurance
The Plan is subject to the principal provisions of Titles I and II
ERISA. The Plan is not subject to the provisions of Title IV of
ERISA, which relates to plan termination insurance to be provided
by the Pension Benefit Guaranty Corporation, a government
corporation. Protections under Title IV are applicable to defined
benefit plans only, whereas the Plan is a defined contribution plan.
Termination, Amendment and Suspension
McKesson intends to continue the Plan indefinitely, but McKesson
reserves the right to amend, suspend or terminate the Plan at any
time and for any reason by resolution of its Board of Directors. The
CEO of McKesson also may, at any time, adopt any amendments
to the Plan as may be necessary to comply with applicable law
and that do not materially increase the costs of the Plan. No such
amendment, suspension or termination shall be made so as to
permit any part of the Trust to be used for any purpose except for
the exclusive benefit of participants and their beneficiaries nor to
affect adversely any right the participant or his or her beneficiary
may then have with respect to contributions previously made
except as may be necessary to obtain or retain qualification of the
Plan and the Trust under the Code.
The Plan is designed to qualify under Sections 401(a), 401(k),
409 and 4975(e) of the Internal Revenue Code. If it is ever finally
determined that the Plan as adopted by any employer no longer
satisfies these sections, such employer and its employees shall
cease to participate in the Plan at the date of such determination.
In the event that the Plan is terminated or partially terminated,
or if the contributions of any Plan Employer are completely
discontinued, the amounts credited to the accounts of all affected
employees shall be vested and non-forfeitable. McKesson shall
determine the time and method of payment of such amounts on
a uniform and nondiscriminatory basis. The Trust shall continue
until, at the direction of McKesson, the entire value of the account
of each participant has been distributed to or applied for the
benefit of each participant or his or her beneficiary.
Special Plan Provisions and Inactive Accounts
The Plan contains several provisions that are not currently in
effect, including Additional ESOP Matching Contributions, RSP
Contributions, Non-Matching Employer Contributions, special
provisions relating to the PCS Transaction, the special 1994
Allocation, PAYSOP contributions and Quarterly Contributions.
Information about these obsolete provisions may be obtained
from McKesson.
Maintenance of Plan Records
The McKesson Service Center maintains the records relating to the
Plan. A report summarizing the status of a participant’s account is
available to the participant upon request. Any such request should
be directed as follows:
McKesson Corporation Service Center
PO Box 770003
Cincinnati, OH 45277-0065
Copies of the Plan document can be requested by
calling 888.625.7747.
Account Maintenance Fees
Each Plan participant is charged a fixed per participant account
maintenance fee that will be the same regardless of contribution
level or account balance. This fee is $9.50 per quarter ($38 per year)
and is automatically deducted from accounts. The fee is subject to
change.
20
Plan Administration Information
Plan Administration Information
McKesson has full discretionary authority to administer the Plan
and to interpret its provisions. McKesson will make such rules,
regulations, computations, interpretations and decisions as
necessary to administer the Plan in a nondiscriminatory manner
for the exclusive benefit of the participants and their beneficiaries.
The conclusions and decisions of McKesson on all such matters
shall be final as to all interested parties.
McKesson has appointed Fidelity Management Trust Company
as Trustee under the Plan. As frequently as weekly, McKesson
turns over to the Trustee, and the Trustee has custody of, the
contributions made on behalf of each participant. The Trustee
is responsible for the administration of these contributions in
accordance with the provisions of the Plan. From time to time,
the Board of Directors of McKesson may appoint independent
investment advisers to invest the Core Investment Options under
the Plan. McKesson may from time to time give the Trustee such
instructions and directions as may be necessary to administer
the trust and to carry out the provisions of the Plan. Except
for investment management fees for the participant-directed
investment options, which are paid from the Plan Trust, McKesson
has complete and unfettered discretion to determine whether an
expense of the Plan is paid by McKesson or the Plan Trust.
If shares of McKesson Stock must be acquired by the Trust,
the Trustee may purchase them at the prevailing market price
established on the New York Stock Exchange or otherwise in the
open market. Shares may be purchased on the open market or
from McKesson. In addition, McKesson may contribute shares of
McKesson Stock to the Plan from authorized, but unissued shares,
or out of its treasury shares.
McKesson maintains accounts for each participant under the Plan.
McKesson is required to provide to each a participant a quarterly
statement with respect to the status of his or her account, setting
forth the value of his or her account as of the end of the calendar
quarter and the preceding calendar quarter, the amount of Elective
Deferrals (including Pre-Tax, Roth and Catch-Up Contributions),
After-Tax Contributions and Matching Contributions, and any
withdrawals made by the participant during the calendar quarter.
21
Your Rights as a Plan Participant
Your Rights as a Plan Participant
As a participant in the Plan, you are entitled to certain rights and
protections under Title I of the Employee Retirement Income
Security Act of 1974 (ERISA).
Right to Information
You may examine without charge all official Plan documents
during business hours in the McKesson Benefits Department.
These documents include the legal texts of the Plan, insurance
contracts, trust agreements, summary plan descriptions and
annual reports that McKesson files with the U.S. Department
of Labor.
You may also obtain a copy of any of these documents by writing
to the Plan Administrator. You may be charged a reasonable fee
for copies.
You have the right to receive a summary of the Plan’s annual
financial report. The Plan Administrator is required by law
to furnish each participant with a copy of this summary
annual report.
In addition to certain rights for Plan participants, ERISA imposes
duties on people responsible for the operation of the Plan. These
people, called fiduciaries, have a duty to operate the Plan prudently
and in the interest of all Plan participants and beneficiaries.
No one, including your employer, your union or any other person,
may fire you or otherwise discriminate against you in any way for
obtaining benefits or exercising your ERISA rights.
Denied Claim
If your claim for a benefit under the Plan is denied in whole or
in part, you must receive a written explanation of the reason for
denial, have the right to obtain copies of documents relating to the
decision without charge, and have the right to appeal the denial, all
within certain time schedules.
Enforcing Your Rights
Under ERISA, you can take steps to enforce these benefits rights. For
instance, if you request materials from the Plan Administrator and
do not receive them within 30 days, you may file suit in federal court
after having exhausted the internal claims procedure. The court may
require the Plan Administrator to provide the materials and pay up
to $110 a day until you receive them, unless the materials could not be
sent because of reasons beyond the Administrator’s control.
If your claim for benefits is denied or ignored in whole or in part and
if you have exhausted the Plan’s claims procedure, you may file suit
in a state or federal court. In addition, if you disagree with the Plan’s
decision or lack thereof concerning the qualified status of a domestic
relations order, you may file suit in federal court.
If the Plan’s fiduciaries misuse the Plan’s money, or if you are
discriminated against for asserting your rights, you may seek
assistance from the U.S. Department of Labor, or file suit in a federal
court. The court decides who should pay court costs and legal fees.
If you are successful, the court may order the person you sued to pay
these costs and fees. If you lose, the court may order you to pay these
costs and fees – for example, if it finds your claim is frivolous.
Questions
If you have questions about the Plan, log on to www.netbenefits.com,
call 888.625.7747 or contact the Plan Administrator. If you have any
questions about this statement or about your rights under ERISA,
or if you need assistance in obtaining documents from the Plan
Administrator, you should contact the nearest office of the Employee
Benefits Security Administration, U.S. Department of Labor, listed
in your telephone directory, or the Division of Technical Assistance
and Inquiries, Employee Benefits Security Administration, U.S.
Department of Labor, 200 Constitution Avenue N.W., Washington,
D.C. 20210. You may also obtain certain publications about your rights
and responsibilities under ERISA by calling the publications hotline
of the Employee Benefits Security Administration.
22
Administrative Facts
Administrative Facts
Name of Plan
McKesson Corporation 401(k) Retirement Savings Plan
Type of Plan
Defined Contribution Plan
Plan Number
002
Employer Identification Number
94-3207296
Plan Sponsor
McKesson Corporation
6555 North State Highway 161
Irving, TX 75039
Plan Administrator
McKesson Corporation
c/o Senior Vice President, Total Rewards
McKesson Corporation
6555 North State Highway 161
Irving, TX 75039
Telephone: (415) 983-8300
Plan Trustee
Fidelity Management Trust Co.
245 Summer Street
Boston, MA 02110
Investment Managers
Standish Mellon Asset Management Company LLC
100 Pine Street, 32nd Floor
San Francisco, CA 94111
Weatherbie Capital, LLC		
265 Franklin Street	
Boston, MA 02110
Dodge  Cox
555 California Street, 40th Floor
San Francisco, CA 94104
Eaton Vance Management
Two International Place, 10th Floor
Boston, MA 02110
Fidelity Management  Research Company
82 Devonshire St.
Boston, MA 02109
Fisher Investments
13100 Skyline Boulevard
Woodside, CA 94062
J.P. Morgan Asset Management
270 Park Ave
New York, NY 10017
Brown Advisory
901 South Bond Street
Suite 400
Baltimore, MD 21231
State Street Global Advisors
One Lincoln Street
State Street Financial Center
Boston, MA 02111-2900
The Vanguard Group, Inc.
P.O. Box 2900
Valley Forge, PA 19482-2900
Manulife
197 Clarendon St.
Boston, MA 02116
Loomis Sayles
One Financial Center
Boston, MA 02111
Voya
230 Park Avenue
New York, NY 10169
23
Administrative Facts
Type of Administration
The Plan is administered by the sponsor. Certain administrative
functions are outsourced to:
Fidelity Investments Institutional Operations Company, Inc.
82 Devonshire St.
Boston, MA 02109
Funding Medium
The Plan is funded by employee and McKesson contributions.
Benefits are paid from a Trust fund.
Plan Year
April 1 – March 31
Termination
If the Plan is terminated in whole or in part, the rights of all
affected participants to their accounts as of the date of termination
will be 100% vested and non-forfeitable.
Service of Process
The Plan’s agent for service of legal process is McKesson’s
Corporate Secretary at the following address:
Office of the Corporate Secretary
McKesson Corporation
6555 North State Highway 161
Irving, TX 75039
Legal process may also be served on the Plan Administrator.
24
Notes
25
Notes
26
Notes
27
August 2019

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Mc kesson 401k-spd(1)

  • 1. 401(k) Retirement Savings Plan Summary Plan Description Effective July 1, 2019
  • 2. 3 Introduction 4 Plan Highlights 6 Eligibility & Enrollment 6 Excluded Classes 6 Enrolling 6 Automatic Enrollment 6 Choosing Your Beneficiaries 6 Plan Employers 7 Your Plan Contributions 7 Elective Deferrals 7 Pre-Tax Deferrals 7 Roth Deferrals 7 After-Tax Contributions 8 Changing Your Contribution Amounts 8 Rollover Contributions 8 IRS Limits 9 Matching Contributions 10 Discretionary Additional Matching Contributions 10 Vesting 11 Plan Investments 11 The Importance of Diversifying Your Retirement Savings 11 Initial Investment Instructions 12 Changing Your Investment Elections 12 Default Investment 12 Keeping Track of Your Investments 12 Dividends on McKesson Stock 12 Voting and Tender of Shares of McKesson Stock 12 Status as Eligible Individual Account ERISA § 404(c) Plan 13 Access to Plan Accounts While an Employee 13 Loans 13 Withdrawals 15 Distributions Following Employment 15 Distribution Upon Death 16 Payment Options 16 How to Request a Distribution 17 Tax Consequences of Plan Payments 17 Mandatory Income Tax Withholding 17 Rollovers and Direct Rollovers 18 Net Unrealized Appreciation 18 State Taxes 18 Excise Tax on Early Distributions or Withdrawals 18 Roth Conversions 18 Tax Advice and Changes in Tax Laws 19 Additional Information 19 Filing a Claim 19 Appealing a Claim Denial 19 Losing Your Benefits 20 Assignment or Pledge of Interest 20 No Employment Contract 20 No Pension Insurance 20 Termination, Amendment and Suspension 20 Special Plan Provisions and Inactive Accounts 20 Maintenance of Plan Records 20 Account Maintenance Fees 21 Plan Administration Information 22 Your Rights as a Plan Participant 23 Administrative Facts Contents 2
  • 3. Introduction The McKesson Corporation 401(k) Retirement Savings Plan (the “Plan”) is intended to provide you the unique opportunity to set aside tax-deferred retirement savings through convenient payroll deductions while reducing your federal and state income taxes. With a McKesson matching contribution to supplement your own savings, the Plan can help you achieve your individual financial goals more quickly. You have significant flexibility and choice: whether or not to make contributions, how much to contribute and where to invest. The availability of loans and hardship withdrawals means that you have access to your Plan funds if your circumstances change. Your Plan account is fully portable and allows you to change jobs without a loss in retirement benefits. Provisions of the Plan are summarized in this summary plan description (SPD). This description does not state all plan terms and conditions. The information provided here does not cover every situation and is not intended to replace the plan document — or to change its meaning. In all cases, the plan document — and not this summary — will govern benefits paid under the Plan. We hope that the information provided in this SPD will answer most of the questions you have regarding your Plan benefits. When you need assistance or have specific questions, log on to www.netbenefits.com or call 888.625.7747. Introduction 3
  • 4. Plan Highlights 401(k) Retirement Savings Plan Highlights The Plan is a long-term savings plan designed to provide savings for your retirement years, but there is more. Here’s a look at what the Plan has to offer: Employee Contributions - Elective Deferrals Automatic Enrollment You may elect to contribute 1% to 75% of your eligible compensation to the Plan as Elective Deferrals subject to IRS limits. There are two types of Elective Deferrals that you can make to the Plan: Pre-Tax Deferrals and After-Tax Roth Deferrals. You can change your contribution percentage at any time. Any change that you make will be reflected in the next pay period (or as soon as administratively practicable thereafter). If you do not make an election to contribute when you are first eligible to participate in the Plan, you will be automatically enrolled in the Plan. You will have five percent (5%) of your eligible compensation for each payroll period contributed on your behalf as Pre-Tax Deferrals. At any time you can make an affirmative election to participate at a different rate (including 0%). Employee Contributions - After-Tax Contributions You may elect to contribute 1% to 25% of your eligible compensation to the Plan as After-Tax Contributions. You can change your contribution percentage at any time. Any change that you make will be reflected in the next pay period (or as soon as administratively practicable thereafter). McKesson Matching Contributions McKesson will match your Elective Deferrals by making a Matching Contribution of $1 for each $1 you contribute as Elective Deferrals up to 3% of your pay and 50¢ for each $1 you contribute as Elective Deferrals on the next 2% of your pay. Elective Deferrals of more than 5% of your pay, Catch-Up Contributions and After-Tax Contributions are not matched. Eligibility If you’re a regular full-time or part-time McKesson employee scheduled to work at least 20 hours per week, you’re eligible to participate on the first of the month after having completed 2 months of service. If you’re a casual or temporary employee, you’re eligible to participate on the first of the month after completing one year of service (generally, a 12-month period during which you are credited with 1,000 hours of service). 4
  • 5. Plan Highlights Loans While you are a McKesson employee, you may take out a loan against your Plan account. There is $35 loan origination fee and a $15 annual loan maintenance fee. You may have only one loan outstanding at any time. Administration Fee You will be charged an account maintenance fee of $9.50 per quarter ($38 per year).* This fee is automatically deducted from your account and will show as a separate line item on your quarterly statement. * The fee is subject to change. Access to Your Plan Account While Employed by McKesson To help ensure that money is there when you are ready to retire, current tax laws restrict withdrawals from the Plan. Other than Plan loans, your access to Plan funds while you are an employee is limited to withdrawals that are permitted under certain circumstances. Withdrawals and distributions are subject to income taxes and possible early withdrawal penalties if you do not roll them over to another employer’s qualified retirement plan, an IRA or a Roth IRA. Additional Information For additional information, log on to www.netbenefits.com or call 888.625.7747. Distributions After McKesson Employment When you are no longer employed by McKesson, you are entitled to receive the vested portion of your Plan account in the form of a single lump sum payment in cash, McKesson stock, a combination of both cash and McKesson stock and installments. If your account balance is $1,000 or less, your account will be automatically paid out in a lump sum. In-Plan Roth Conversion The Plan gives you the flexibility to convert certain Plan sub-accounts into After-Tax Roth accounts. Converted balances are credited to an In-Plan Roth Conversion sub account. Your Plan Account Your Elective Deferrals, After-Tax Contributions and McKesson’s Matching Contributions are credited to your Plan account. Your Plan account is made up of sub-accounts credited with contributions according to source and contribution type. Vesting Your Elective Deferrals, McKesson Matching Contributions and After-Tax Contributions are 100% vested  immediately. Investment Options You have a wide range of investment options allowing you the flexibility to create a diversified portfolio which meets your retirement goals. You may invest your Plan account among Core Investment Options, Target Retirement Date Investment Options and Fidelity BrokerageLink®. If you do not provide investment direction, your contributions will be invested in the age-based Target Retirement Date Investment Option. Rollover Contributions If you have a balance in a former employer’s retirement plan or an IRA, you may be eligible to consolidate your assets by rolling those amounts into the Plan. 5
  • 6. Eligibility Enrollment If you are a regular, full-time or part-time McKesson employee scheduled to work at least 20 hours per week and not in any of the excluded classes described below, you are eligible to participate in the Plan on the first day of the month following your completion of 2 months of service. If you are a casual or temporary employee of McKesson, you are eligible to participate in the Plan on the first day of the month following your completion of one year of service, which is a 12-month period in which you complete at least 1,000 hours of service. You may begin Plan participation with the first available paycheck coinciding with or next following the date you become eligible (or as soon as administratively practicable thereafter). Excluded Classes An individual is not eligible to participate in the Plan for any period of time that he or she is: • a seasonal or leased employee, • a member of a collective bargaining unit (unless the collective bargaining agreement provides for participation in the Plan), • a non-resident alien with no U.S. source income, • an employee of any business unit or McKesson entity that is not designated as participating in the Plan, • an employee covered by a defined contribution plan of a McKesson affiliate, or • in any other excluded class described in the Plan document. Enrolling You will be sent an enrollment package approximately one month before becoming eligible for Plan participation. If you are a casual or temporary employee, you will be sent an enrollment package after your completing one year of service. Your enrollment materials will include directions for enrolling. To enroll, you can log on to www.netbenefits.com or call 888.625.7747. You may elect to make Elective Deferrals (Pre-Tax and/ or Roth Deferrals), After-Tax Contributions, and Catch-Up Contributions (Pre-Tax and/or Roth Deferrals) if you are eligible beginning as of the payroll period coinciding with or next following the date you become eligible by authorizing a payroll deduction. To do so, you will designate the percentage of pay to be contributed to the Plan (see “Your Plan Contributions” on p. 7) and name a beneficiary (see “Choosing Your Beneficiaries” below). Your enrollment must be submitted within the time and in the manner prescribed by McKesson and described in your enrollment materials. Automatic Enrollment If you first become eligible for Plan participation on or after January 1, 2019, you will automatically be enrolled in the Plan and will have five percent (5%) of your eligible compensation for each payroll period contributed on your behalf as Pre-Tax Deferrals. Automatic Pre Tax Deferrals will start as soon as administratively feasible following the date you become eligible to participate and after you have received advance notice that you are going to be automatically enrolled. You may elect at any time not to contribute to the Plan, or to defer a different percentage of your eligible compensation. Choosing Your Beneficiaries When you become a participant, you will need to designate a beneficiary to inform McKesson who should receive payment of your Plan account in the event of your death. If you are married and you die, federal law generally entitles your spouse to receive your account. You may name someone other than your spouse as your primary beneficiary, but only if your spouse gives a written, notarized consent to your designation. If you are single, die before you retire, and have not named a beneficiary, your account will be paid to your estate. Plan Employers The employers under the Plan are McKesson Corporation and those of its subsidiaries or affiliates designated by the Board of Directors of McKesson to participate in the Plan. Unless indicated otherwise, “McKesson” refers to McKesson Corporation and each participating Plan Employer. Eligibility Enrollment 6
  • 7. Your Plan Contributions Elective Deferrals You may contribute 1% to 75% of your eligible compensation to the Plan as Elective Deferrals. There are two types of Elective Deferrals that you can make: Pre-Tax Deferrals and Roth Deferrals. A single IRS limit ($19,500 for 2019 and as adjusted in later years by the IRS) applies to Elective Deferrals (Pre-Tax Deferrals, Roth Deferrals or a combination of both) for each calendar year. If you are age 50 or older at any time during a calendar year, you can contribute up to an additional $6,000 in Catch-Up Contributions (as Pre- Tax Deferrals, Roth Deferrals or a combination of both) for that calendar year. Your Elective Deferrals are put into one of the 4 following sub- accounts: (1) Pre-Tax Deferral sub-account; (2) Roth Deferral sub- account; (3) Pre-Tax Catch-Up Contribution sub-account; and (4) Roth Deferral Catch-Up Contribution sub-account. Generally, your eligible compensation includes all cash wages reported on your Form W-2 except (1) reimbursements and expense allowances, (2) fringe benefits (cash and noncash), such as amounts realized from the exercise of stock options, moving expenses, welfare benefits, imputed interest from below-market-rate loans and compensation previously deferred, (3) payments under a McKesson long-term incentive plan, (4) extraordinary payments not made under McKesson’s regular bonus program such as signing and retention bonus payments, and (5) amounts paid after your termination of employment with McKesson, e.g., severance payments (except as described below). Your eligible compensation includes the following amounts paid within certain time frames after you terminate employment with McKesson: • regular compensation for services during your regular working hours, or compensation for services outside your regular working hours (such as overtime or shift differentials), commissions, bonuses (e.g., payments under the McKesson Corporation Management Incentive Plan) or similar payments provided that such payments would have been paid to you in the absence of your termination; and • accrued bona fide sick leave, vacation or other leave, but only if you would have been able to use the leave if your employment had continued. Pre-Tax Deferrals Pre-Tax Deferrals are not subject to current income tax and are exempt from federal and state income tax withholding.* As a result, your current taxable income – the amount on which you pay taxes – is reduced, saving you current tax dollars. Your Pre- Tax Deferrals and earnings on these deferrals are tax-deferred and are not subject to income tax until a later time when they are distributed to you. For example, if you earn $40,000 in a particular year and elect to make Pre-Tax Deferrals to the Plan of $4,000, you only recognize $36,000 in income on that year’s tax return. This would represent a $1,000 current tax savings.** You ultimately pay income taxes on your Pre-Tax Deferrals and earnings when they are distributed to you, generally during retirement when your income tax rates may be lower. Roth Deferrals Roth Deferrals are subject to federal and state income tax and employment taxes at the time they are contributed. Their tax treatment when coming out of the Plan is different from that of distributions of Pre-Tax Deferrals. A Roth distribution is qualified if it is made after the five-year period beginning on January 1 of the first year that you made either a Roth Deferral or a Roth conversion (see p. 18) under the Plan and is either (1) made on or after the date you attain age 59½, (2) made after your death, or (3) attributable to your being disabled. If the distribution is qualified, no income tax is due on either the Roth Deferrals or earnings distributed from the Roth account. If the distribution is not qualified, income tax will be due on the portion attributable to earnings. After-Tax Contributions You may elect to contribute 1% to 25% of your eligible compensation to the Plan as After-Tax Contributions. After-Tax Contributions are subject to federal and state income tax and employment taxes at the time they are contributed. Earnings on After-Tax Contributions are tax deferred and are not subject to income tax until a later time when they are distributed to you. If you convert your After-Tax Account into an In Plan Roth Conversion sub-account, earnings on your contributions are distributed tax-free if paid in a Roth qualified distribution. Under special IRS nondiscrimination rules, the maximum amount you may contribute may be a lower percentage. In order to meet these rules, After-Tax Contributions may be returned to you. You will be notified if your contributions will be returned. Your Plan Contributions * Pre-Tax Deferrals may be subject to income tax in certain states, e.g., Pennsylvania. ** This assumes single filing status, a 25% income tax rate and no other adjustments/deductions. 7
  • 8. The decision whether to make Pre-Tax Deferrals, Roth Deferrals or After-Tax Contributions is complex. You may wish to consult a personal tax adviser. There are a number of factors to consider such as your current income tax rates relative to your projected income tax rates when you retire (or whenever you expect to receive a distribution from the Plan), the amount of investment earnings you expect to accumulate, how long you expect to keep your Elective Deferrals in the Plan and whether you expect to keep Roth Deferrals in the Plan until you are eligible for a Roth qualified distribution. Changing Your Contribution Amounts You may change, suspend or renew at any time the percentage of pay you are contributing. Any change that you make will be reflected in the next available pay period (or as soon as administratively practicable thereafter). Rollover Contributions Keeping your retirement savings in a single plan can help simplify paperwork and investment performance tracking. If you have taxable amounts in a traditional IRA or in a former employer’s pension, 401(k), 403(b) or governmental 457(b) plan, you may consolidate your assets by rolling these amounts into the Plan. Nontaxable amounts (e.g., after-tax and Roth 401(k) contributions) from other employer plans may be accepted by the Plan if they are directly rolled over from the other plan. Roth IRAs and nontaxable amounts in traditional IRAs may not be rolled into the Plan. With the exception of the distribution tax rules applicable to Roth Deferrals, these rolled over amounts will be treated in the same manner as other rollover contributions. IRS Limits In addition to the IRS limitation on Elective Deferrals described above, the maximum amount of a participant’s annual compensation that may be taken into account under the Plan in any Plan Year (April 1 through March 31) is subject to a specified limit ($280,000 for 2019; this limit may also be adjusted annually to reflect changes in the cost of living). The aggregate amount of contributions (including Elective Deferrals, After- Tax Contributions, Matching Contributions and Discretionary Additional Matching Contributions) that may be added to your Plan account in any Plan Year is limited to $56,000 for 2019 (this limit may also be adjusted annually to reflect changes in the cost of living). These IRS limits may require a reduction in the contributions elected by or provided to you as a Plan participant. McKesson calculates all of these contribution limits annually and monitors them throughout the year. If you are found to have exceeded any of these limits, you will be contacted and appropriate action will be taken in accordance with the Plan’s provisions and applicable law. However, if you participate in more than one employer’s plan during the year, it is your responsibility to make sure you stay within the legal limits described above.   Your Plan Contributions 8
  • 9. Matching Contributions On your behalf, McKesson will allocate to the Plan an amount equal to 100% of the first 3% of your pay that you contribute as Elective Deferrals and 50% of the next 2% of your pay that you contribute as Elective Deferrals. This means that McKesson makes a Matching Contribution of up to 4% of pay to your account when you contribute at least 5% of your pay as Elective Deferrals to the Plan. For example, assume your eligible compensation is $2,000 per pay period and you elect to make Elective Deferrals at the rate of 5% of pay. For each pay period, you will make Elective Deferrals of $100 ($2,000 x 5%). For the first 3% of your pay that you contribute, your account is credited with a Matching Contribution of $60 ($2,000 x 3%). For the next 2% of your pay that you contribute, your account is credited with a Matching Contribution of $20 ($2,000 x 2% x 50%). For each payroll period, you are credited with a total Matching Contribution of $80 (or 4% of pay). Elective Deferrals in excess of 5% of pay and After-Tax Contributions are not matched. Also, Catch-Up Contributions are not matched unless they are later reclassified as regular Elective Deferrals. Catch-Up Contributions may be reclassified as regular Elective Deferrals if they do not exceed a limit under the terms of the Plan or an IRS limit (e.g., the $19,000 IRS limit described on p. 8). The Matching Contribution will be allocated to your Plan account as soon as administratively practicable following each pay period or such other period as determined by McKesson. McKesson may make a Matching Contribution after the end of the Plan Year (April 1 to March 31) in order for you to receive your full match based on the 4% annual limit (called a “true-up” contribution). The true-up contribution will be made to your account if your Matching Contribution determined on an annual basis exceeds the Matching Contribution already made to your account during the Plan Year. Any true-up contribution that you receive for a particular Plan Year will be credited to your Additional Matching Contribution sub-account and is treated in the same manner under the Plan as other Matching Contributions. For example, assume your annual pay is $50,000. You elect to make Elective Deferrals at a rate of 10% for the first half of the Plan Year and then elect to make Elective Deferrals at the rate of 0% for the second half of the Plan Year. During the first 6 months, your Elective Deferrals are $2,500 ($25,000 x 10%) and your account is credited with a Matching Contribution of $1,000 ($25,000 x 4%). During the second 6 months of the Plan Year, your Elective Deferrals are $0 and your account is credited with a Matching Contribution of $0. In this case, you make total Elective Deferrals of $2,500 and are credited a total Matching Contribution of $1,000. At the end of the Plan Year, your Elective Deferral rate for the year is 5% ($2,500/$50,000) and the Matching Contribution determined on an annualized basis is $2,000 ($50,000 x 4%). The annual Matching Contribution ($2,000) exceeds the Matching Contribution of $1,000 already credited to your account during the Plan Year. Your account is credited with a true-up contribution of $1,000 so that your account is credited with a Matching Contribution based on your total annual compensation for the Plan Year. Matching Contributions are made in cash and are invested in accordance with the same investment instructions that apply to your Elective Deferrals. Matching Contributions 9
  • 10. Discretionary Additional Matching Contributions Following the end of the Plan Year, a Discretionary Additional Matching Contribution may be allocated to your Plan account. The amount of this Discretionary Additional Matching Contribution for any given Plan Year (April 1 through March 31) will be determined by the McKesson Board of Directors in its sole discretion. Any Discretionary Additional Matching Contribution will be communicated and calculated as a percentage of your Elective Deferrals that are eligible for Matching Contributions for that Plan Year. McKesson does not make any Discretionary Additional Matching Contributions as a result of Elective Deferrals in excess of 5% of pay or Catch-Up Contributions (unless such contributions are reclassified as regular Elective Deferrals as described on p. 7). Discretionary Additional Matching Contributions are made in cash that is invested in accordance with the same investment instructions that apply to your Elective Deferrals.  Vesting Being “vested” in contributions under the Plan means you have an unconditional guaranteed right to those contributions, subject to any applicable distribution and/or withdrawal restrictions. Elective Deferrals, After-Tax Contributions and McKesson Matching Contributions made under the Plan are 100% vested at all times. If you had an account balance under an acquired company’s 401(k) plan that was merged into the Plan, that account may continue to vest under the Plan according to the vesting schedule that applied under the prior plan.   Discretionary Additional Matching Contributions and Vesting 10
  • 11. Plan Investments To help you make the most of your retirement savings, the Plan offers a wide range of investment options. This flexibility provides you with the opportunity to create a diversified investment portfolio that’s right for you based on your investment objectives and tolerance for risk, your knowledge and experience with investments, and your time available to monitor your investments. Log on to www.netbenefits.com or call 888.625.7747 to review the participant disclosure notice* and other materials that contain the latest, up-to-date information about investment options available under the Plan. As of the date of this SPD, the Plan’s investment options are the following: Core Investment Options: • BNY Mellon Stable Value Portfolio • McKesson Bond Portfolio • Dodge Cox Large Cap Value Portfolio • State Street SP 500 Index Fund • McKesson Large Cap Growth Portfolio • Fisher Investments Small Cap Value Portfolio • McKesson Small Cap Growth Portfolio • McKesson International Equity Portfolio • McKesson Employee Stock Fund The McKesson Employee Stock Fund was frozen to new investments effective August 31, 2018 (the “Freeze Date”). As of the Freeze Date, no new contributions, loan repayments, or investment exchanges were allowed into this Fund. Any existing balances you had in this Fund on the Freeze Date can remain in the Fund or you may exchange all or a part of your balance in the Fund into one or more of the other investment options. • Target Retirement Date Investment Options: • Vanguard® Target Retirement Income Trust Plus • Vanguard® Target Retirement 2015 Trust Plus • Vanguard® Target Retirement 2020 Trust Plus • Vanguard® Target Retirement 2025 Trust Plus • Vanguard® Target Retirement 2030 Trust Plus • Vanguard® Target Retirement 2035 Trust Plus • Vanguard® Target Retirement 2040 Trust Plus • Vanguard® Target Retirement 2045 Trust Plus • Vanguard® Target Retirement 2050 Trust Plus • Vanguard® Target Retirement 2055 Trust Plus • Vanguard® Target Retirement 2060 Trust Plus • Vanguard® Target Retirement 2065 Trust Plus • Fidelity BrokerageLink® Fidelity BrokerageLink® allows you to choose from investments in addition to the Core Investment Options and Target Retirement Date Investment Options, such as mutual funds, stocks, corporate bonds and U.S. Treasury Securities. This feature is intended for investors who are comfortable actively managing a portfolio of expanded investment choices. McKesson does not provide any management oversight with respect to Fidelity BrokerageLink®. The Importance of Diversifying Your Retirement Savings To help achieve long-term retirement security, you should give careful consideration to the benefits of a well-balanced and diversified investment portfolio. Spreading your assets among different types of investment options can help you achieve a favorable rate of return, while minimizing your overall risk of losing money. This is because market or other economic conditions that cause one category of assets, or one particular security, to perform very well often cause another asset category, or another particular security, to perform poorly. If you invest more than 20% of your retirement savings in any one category or industry, your savings may not be properly diversified. Although diversification is not a guarantee against loss, it is an effective strategy to help you manage investment risk. In deciding how to invest your retirement savings, you should take into account all of your assets, including any retirement savings outside of the Plan. No single approach is right for everyone because, among other factors, individuals have different financial goals, different time horizons for meeting their goals, and different tolerances for risk. Therefore, you should carefully consider the rights described in this SPD and how these rights affect the amount of money that you keep invested in the McKesson Employer and McKesson Employee Stock Funds. It is also important to periodically review your investment portfolio, your investment objectives, and the investment options under the Plan to help ensure that your retirement savings will meet your retirement goals. You may wish to log onto www.netbenefits.com to review available investment education tools. Initial Investment Instructions You can make your initial investment choices by logging onto www.netbenefits.com or calling 888.625.7747. You may invest your savings in any percentage increment, as long as the combination adds up to 100%. For example, you may put 25% in one option, 33% in a second, and 42% in a third. Plan Investments * The Participant Disclosure Notice, which is legally required under DOL Regulations § 2550.404a-5, is incorporated by reference into this SPD and is also part of the Prospectus of the Plan. 11
  • 12. Changing Your Investment Elections In addition to selecting options, you have a number of choices when you change your investments. You can specify whether your elections apply to (1) current holdings only; (2) future contributions only; or (3) both current holdings and future contributions. You can rebalance your entire Plan account by electing to change your current holdings only. Changes are generally effective on the day of the election or the following business day depending on the time of day that you make your election. Default Investment If you do not provide investment direction, your contributions (including automatic contributions to the Plan if you have been automatically enrolled) will be invested in the age-based Target Retirement Date Investment Option (listed on p. 11). Your Target Retirement Date Investment Option is based on the year closest to the year that you will attain age 65. You can change your investment of these contributions at any time in accordance with the procedures described above. However, unless you provide alternative direction, your contributions will continue to be invested in this default investment option. Keeping Track of Your Investments You can log on to www.netbenefits.com or call 888.625.7747 to get current and year-to-date investment results for all options. You can obtain your Plan statement on-line at any time. The statement shows the beginning and ending balance, your vested account balance and any other transactions affecting your account. It also shows the amount of Elective Deferrals, After-Tax Contributions, McKesson Matching Contributions and Discretionary Additional Matching Contributions along with the investment options’ performance during the year. Dividends on McKesson Stock The dividends on the McKesson stock held in your McKesson Employer Stock Fund and Employee Stock Fund accounts will be automatically reinvested in shares of McKesson stock, unless you elect to have those dividends paid directly to you in cash, in accordance with procedures established by McKesson. In the event of a capital adjustment resulting from a stock dividend, stock split, reorganization merger, consolidation or a combination or exchange of shares, shares of stock held in the McKesson Employer Stock Fund and McKesson Employee Stock Fund will be appropriately adjusted. Voting and Tender of Shares of McKesson Stock Participants in the Plan are entitled to instruct the Trustee on a confidential basis (1) how to vote all shares of McKesson stock allocated to their accounts under the Plan, and (2) the manner in which the Trustee is to respond to a tender or exchange offer with respect to any or all shares of McKesson stock allocated to their accounts under the Plan. The Trustee votes the shares as instructed by participants. If no instructions are received with regard to shares of McKesson stock in a participant’s inactive PAYSOP account, such shares will not be voted. Any other shares of McKesson stock as to which the Trustee receives no voting instructions are voted by the Trustee in the same proportion as shares for which instructions are received. In the event of a tender or exchange offer, any shares of McKesson stock allocated to participants’ accounts as to which the Trustee receives no instructions shall be tendered or exchanged by the Trustee. Status as Eligible Individual Account ERISA § 404(c) Plan The Plan is an employee stock ownership plan (an “ESOP”) and also an eligible individual account plan under the Employee Retirement Income Security Act of 1974 (“ERISA”). This means that it is specifically designed to invest in McKesson stock and, as a result, the diversification requirement and prudence requirement (to the extent it requires diversification) under ERISA are not violated by the acquisition or holding of McKesson stock. The terms of the Plan require that McKesson stock be offered as an investment option. Participants are solely responsible for any investment losses incurred as a result of investments in McKesson stock. Also, the Plan is a plan which is described in ERISA Section 404(c) under which each participant exercises control over the assets in his accounts and shall be provided the opportunity to choose, from a broad range of investments, the manner in which the assets in his or her Plan accounts are invested. No person who is otherwise a fiduciary of Plan shall be liable for any loss which results from such exercise of control, whether by the participant’s affirmative direction or failure to direct an investment. For purposes of ERISA Section 404(c), self-directed brokerage investments are not designated investment alternatives, and no Plan fiduciary shall have the obligation to monitor or evaluate the prudence of such investments. Plan Investments 12
  • 13. Access to Plan Accounts While an Employee Although the Plan is intended primarily as a vehicle for long-term savings, you can gain access to all or portions of certain of your sub-accounts while an active McKesson employee under specified circumstances. Access to Plan sub-accounts is available through loans and withdrawals. Loans You may borrow from your Plan account for any reason and pay the principal, plus interest, back to your own Plan account. The minimum you can borrow is $1,000. The maximum you can borrow is the lowest of: • 50% of the total vested value of your Plan account; • $50,000 less your highest outstanding loan balance in the 12 months preceding your loan application; or • The total value of your sub-accounts credited with Elective Deferrals (including Pre-Tax, Roth and Catch-Up contributions), After-Tax Contributions and Rollover Contributions. There is a $35 loan origination fee and a $15 annual loan maintenance fee. The interest rate is the Prime rate, as published in The Wall Street Journal on the last day of the preceding month, plus 1%. The interest rate is fixed for the entire term of the loan. You are allowed only one loan at a time. You can choose a repayment term from 1 to 5 years; in the case of a residential loan, you are permitted a 10-year repayment term. Your loan and the interest are repaid to your Plan account through easy, automatic payroll deductions. If you choose, you can repay the loan in full at any time. If you leave McKesson before your loan has been fully repaid, you can choose to repay your loan in full, continue to repay via automated clearing house (ACH) or have your outstanding loan balance deducted from your Plan balance. Keep in mind that distributions are taxable, and if your loan is considered a distribution, you may be subject to an additional tax penalty. Loans of Moneys From Predecessor Employers’ Plans Certain participants who had accounts in plans of predecessor employers which were merged into the Plan may be subject to different rules with respect to loans from the portion of their Plan accounts attributable to their interests in the prior plan. Withdrawals The special tax benefits allowed for plans like the Plan are offered to encourage you to save for the future. To help ensure that money is there when you are ready to retire, current tax laws restrict withdrawals of this money during your working years. Other than Plan loans, your access to Plan funds while you are an employee is limited to withdrawals that are permitted under certain circumstances. The types of withdrawals possible for employees are: • Financial hardship withdrawals; • Withdrawals after age 59½; • Rollover Contribution withdrawals; • Qualified Reservist Distributions; and • Withdrawals of legacy After-Tax Contributions. Withdrawals shall be made from the applicable sub-accounts available for such withdrawals in such order as prescribed by McKesson. If a withdrawal is made from a sub-account which is invested in more than one investment option, the amount withdrawn shall be charged to each investment in the same proportion as the sub-account is invested in such investment option. Access to Plan Accounts While an Employee 13
  • 14. Hardship Withdrawals You may withdraw amounts in your sub-accounts credited with Elective Deferrals (including Pre-Tax, Roth and Catch-Up Contributions), regular After-Tax Contributions, legacy After-Tax Contributions and Rollover Contributions while you are working if you have a financial hardship and the withdrawal is necessary in light of your own immediate and heavy financial needs. If you made Pre-Tax Deferrals prior to January 1, 1987, you may also withdraw your pre-1987 earnings on those contributions. You can withdraw only up to the amount you need to meet the financial hardship and only to the extent the money is not reasonably available from other sources. If you are under age 59½, you may be required to pay a 10% federal tax penalty, in addition to ordinary federal income taxes. You can take a hardship withdrawal for the following purposes: • The purchase of your principal residence • Certain post-secondary educational expenses for you, your spouse, your dependents and your primary beneficiary • Medical expenses not covered by insurance for you, your spouse, your dependents and your primary beneficiary • Action to prevent eviction from or foreclosure on your principal residence • Burial or funeral expenses for your deceased parent, spouse, children, dependents or primary beneficiary • Expenses for the repair of damage to your principal residence that would qualify for the casualty deduction on your federal tax return For these purposes, your “primary beneficiary” is an individual named in your beneficiary designation form who has an unconditional right to all or a portion of your account after your death. McKesson’s decision about your hardship withdrawal request will specify the amount that may be withdrawn and will be final and binding on all interested parties. Withdrawals after Age 59½ When you reach age 59½, you may withdraw in cash all or a part of amounts in your sub accounts credited with Elective Deferrals (including Pre-Tax, Roth and Catch-Up Contributions), regular After-Tax Contributions, legacy After-Tax Contributions, and Rollover Contributions for any reason—even if you are still an active employee of McKesson. Qualified Reservist Distributions If you are ordered or called to active duty for a period in excess of 179 days or for an indefinite period of time by reason of being a member of a reserve component (as defined in section 101 of title 37, United States Code), you may, during your period of employment with McKesson beginning on the date of the order or call to active duty and ending at the close of the active duty period, withdraw in cash all or a part of amounts in your sub- accounts credited with Elective Deferrals (including Pre-Tax, Roth and Catch-Up Contributions), prior After-Tax Contributions, and Rollover Contributions. Rollover Accounts During your employment with McKesson you may withdraw in cash all or a part of amounts in your sub-accounts credited with Rollover Contributions. Withdrawal of Legacy After-Tax Contributions Prior to September 1, 1983, participant contributions to the Plan were made on an after-tax basis. While you are an employee, you may withdraw all or any part of your Plan account’s Regular and Voluntary Contributions made before September 1, 1983. The amount available will be adjusted to account for any net losses. You may not withdraw earnings attributable to these Regular and Voluntary Contributions. No Withdrawals From Certain Accounts While you are an employee, you cannot, under any circumstances, withdraw from amounts attributable to your McKesson Matching Contributions, Non-Matching Employer Contributions, Additional ESOP Matching Contributions, RSP Contributions, PAYSOP Contributions, or the Special 1994 Allocation. Withdrawal of Amounts Under Predecessor Employers Plans Certain participants who had accounts in plans of predecessor employers which were merged into the Plan may have special protected withdrawal rights with respect to the portion of their Plan accounts attributable to their interests in the prior plan. Access to Plan Accounts While an Employee 14
  • 15. Distributions Following Employment A distribution of the vested portion of your Plan account is payable if you terminate employment for any reason or if you are disabled and receiving Social Security disability benefits. You (or your beneficiaries, in the case of your death) may elect to receive your Plan distribution at any time following your termination, or, if the value of your entire Plan account balance is greater than $1,000, you may defer payment to a later date. However, your Plan benefits generally must begin to be paid to you as required minimum distributions no later than the end of the calendar year in which you reach age 70½. If your entire Plan account balance is valued at $1,000 or less, your Plan benefits will be distributed to you (or your beneficiaries, as applicable) in a lump sum as soon as practicable following your termination. Distribution Upon Death If you die before distribution of your Plan benefits has begun, your vested benefits will be paid in a lump sum payment to your designated beneficiary as soon as practicable following your death. Alternatively, your designated beneficiary may elect to receive the distribution at a later date, provided that such distribution shall in no event be made later than 5 years after your death. If you elect distribution of your Plan benefits in installment payments, and die before you receive your full benefit, your beneficiary may choose to receive the remaining benefit either in installment payments, or in one lump sum payment. If your beneficiary chooses installment payments and the beneficiary is your spouse, the payments may be made over a period of time no longer than your spouse’s remaining life expectancy (calculated at the time of your death). In all other cases, payments must be completed within 5 years after your death. If you were married and your beneficiary designation does not provide for payment of death benefits to your spouse, that designation will be effective only if it includes the written and notarized consent of your spouse. Distributions Following Employment and Distribution Upon Death 15
  • 16. Payment Options and How to Request a Distribution Payment Options You may elect a distribution of your Plan account in the form of a single lump sum payment in cash, McKesson stock (to the extent your Plan account is invested in McKesson stock) or a combination of both. Alternatively, you may elect to receive a distribution of your Plan account in installments (in cash only) over a period not to exceed your (or you and your spouse’s, if applicable) expected remaining lifetime. How to Request a Distribution To request a distribution, withdrawal or rollover to another plan or IRA, log on to www.netbenefits.com or call 888.625.7747. You must call the McKesson Service Center to request a distribution in installments, a withdrawal, a required minimum distribution, or if you want to roll over your entire distribution to another eligible retirement plan, such as a new employer’s 401(k) plan or to an IRA. 16
  • 17. Tax Consequences of Plan Payments The Plan is intended to meet the qualification requirements of Sections 401(a) and 401(k) and related provisions of the Internal Revenue Code (the “Code”). As long as the Plan remains so qualified, the federal tax consequences of payments from the Plan will be as generally described below, subject to any changes in applicable federal tax laws and regulations. All payments to you from the Plan are subject to federal income tax unless they (1) are properly rolled over to an IRA or to another plan as described below, or (2) represent amounts on which you already paid federal income tax such as Roth Deferrals, Roth converted amounts, After-Tax Contributions and pre September 1983 Regular and Voluntary Contributions. Earnings on Roth Deferrals and Roth converted amounts are exempt from federal income tax if paid in a Roth distribution that is qualified as described on p. 7. Under a special tax rule, while you are employed by McKesson, you may withdraw pre September 1983 Regular or Voluntary contributions on a tax-free basis; earnings on such contributions are taxed when paid after you are no longer a McKesson employee. Prior to receiving a payment from the Plan, you have the right to receive a detailed explanation of the federal income tax consequences of the payment. This explanation is posted at www.netbenefits.com. For additional information about these tax rules that apply to Plan payments, refer to IRS Publication 575 “Pension and Annuity Income,” which is available from a local IRS office, on the internet at www.irs.gov or by calling 1-800-TAX-FORM. Mandatory Income Tax Withholding The taxable part of any payment that is an eligible rollover distribution is subject to 20% income tax withholding. If the payment includes McKesson stock, the amount withheld will not exceed the amount payable in cash. Certain states also may require additional mandatory withholding. The amount withheld is applied to your income tax liability for the year of the payment, like income taxes withheld from salary. The fact that you may make a regular rollover later has no bearing on mandatory withholding. Rollovers and direct rollovers are discussed below. Rollovers and Direct Rollovers Subject to the special rules applicable to Roth Deferrals described below, you may elect to roll over all or any portion of an eligible payment from the Plan to an IRA, a Roth IRA, a 403(b) plan, a governmental 457 plan or to a tax-qualified plan described in Section 401(a) of the Code of another employer such as a 401(k) plan that accepts rollovers (each, an “eligible retirement plan”). Hardship distributions, installments paid over 10 years or more, required minimum distributions and certain other payments are not eligible for roll over. The amount rolled over will not be subject to income tax until it is distributed from the eligible retirement plan. But the 20% withholding tax will still apply, unless you arrange a direct rollover as discussed below. For example, assume that you are about to receive a taxable distribution of $10,000. If you do not arrange for a direct rollover, McKesson must withhold $2,000. As a result, you will have to contribute $2,000 from other sources in order to make a rollover of the full $10,000. Otherwise, you can only roll over $8,000, which means that you will owe tax on the $2,000. To the extent that the amount withheld is greater than the tax actually owed on the distribution (for instance because a rollover was made), the amount withheld may be applied to other income tax liabilities or will be refunded by the IRS. However, the Plan is not required to withhold any amount from the portion of a distribution that is made in McKesson stock. You must make a rollover within 60 days after receipt of a distribution. Shares of McKesson stock may be rolled over in kind. Alternatively, the shares may be sold and the proceeds rolled over, in which event no gain or loss is recognized on the sale. If you make a rollover but choose to retain a part of the distribution that would have been eligible for inclusion in the rollover, then that part is taxed entirely as ordinary income. In a direct rollover, all or part of a Plan payment is paid directly from the Plan to an eligible retirement plan (as defined above). (The plans of other employers are not required to accept rollovers.) You must provide McKesson with the information that it needs to arrange the direct rollover and comply with the other procedures adopted by McKesson. A direct rollover is the only way to avoid 20% income tax withholding on any taxable payment from the Plan. The portion of your account attributable to Roth Deferrals can only be directly rolled over to a Roth IRA or to another employer’s tax-qualified plan such as a 401(k) plan that provides for Roth elective deferrals. In general, the tax treatment and rollover rules described above that apply to payments made to you as an employee also apply to payments to your surviving spouse upon your death or to your spouse or former spouse who is an “alternate payee” under a qualified domestic relations order. Tax Consequences of Plan Payments 17
  • 18. A distribution made to a beneficiary other than your surviving or alternate payee spouse may also be rolled over, subject to the following rules: The non-spouse beneficiary must make a direct rollover of death benefits received from the Plan to an IRA or Roth IRA established to receive the distribution. Rollovers to another employer plan are not permitted. Also, the non-spouse beneficiary cannot receive a payment and then roll over the payment him/ herself to the IRA. The IRA will be treated as an inherited IRA and will be subject to the required minimum distribution rules that apply to beneficiaries under the Plan and to inherited IRA beneficiaries. Your non-spouse beneficiary should consult with a personal tax adviser in order to understand these rules before electing a rollover. Net Unrealized Appreciation That portion of a distribution which represents the difference between the fair market value of any McKesson stock at the time it is distributed to you and the value of the stock at the time it was contributed to or otherwise acquired by the Trust is termed “net unrealized appreciation.” In the case of a distribution that is either attributable to after-tax contributions or paid in a lump sum after separation from service (or after age 59½, disability or death), the amount of any net unrealized appreciation with respect to any McKesson stock distributed to you will be excluded from your income and your cost basis for such stock will be the same as the cost basis to the Trust. Upon the subsequent disposition of the shares, the gain will be taxed as long-term capital gain to the extent of the net unrealized appreciation. Any additional appreciation realized from the disposition will be taxed as long-term or short- term capital gains depending on the period the stock is held after distribution from the Plan. The minimum period for which the stock must be held to qualify for long-term capital gains treatment is not less than 12 months. State Taxes The state tax rules applicable to qualified plan distributions vary from state to state. For instance, the California rules on lump sum distributions are different in some respects from the federal rules. Accordingly, a participant should consult his or her own personal tax adviser concerning the state tax consequences of a qualified plan distribution. Excise Tax on Early Distributions or Withdrawals A 10% additional income tax will apply to the taxable amount of payments made before age 59½ (including a distribution of earnings on Roth Deferrals that is not qualified as described on p. 7). Certain withdrawals or distributions, however, are exempt from the additional tax. Accordingly, a participant should consult his or her own qualified personal tax adviser concerning the 10% additional income tax on qualified plan distributions. Roth Conversions The Plan gives you (or your surviving spouse beneficiary or alternate payee who is a spouse or former spouse) the flexibility to convert certain Plan sub-accounts (including your Pre-Tax Deferral, Pre-Tax Catch-Up Contribution, Matching Contribution and After-Tax Contribution sub-accounts) into after-tax Roth accounts. Converted balances are credited to an In-Plan Roth Conversion sub account. Roth conversions once made are irreversible. Loan balances, unvested amounts and special types of contribution sources are not eligible for Roth conversion. Converted amounts will continue to be subject to the same distribution restrictions that applied prior to conversion, if any. Converted balances are subject to federal income tax in the year of conversion unless they represent amounts on which you already paid federal income tax. If converted amounts include McKesson stock, the amount subject to tax is based on the fair market value of the stock at the time of conversion. The favorable tax treatment afforded to net unrealized appreciation of McKesson stock described above may be lost if McKesson stock is included in the conversion. Because a conversion will trigger taxable income, you may need to increase tax withholding from other sources or make estimated tax payments to avoid tax underpayment penalties. A converted amount is not subject to the 10% excise tax on early distributions unless it is distributed within five years of conversion. If you have multiple Roth conversions, a separate five year period is tracked for each conversion. If the conversion amount is distributed within the five-year period, the 10% tax applies to the distribution as if it were taxable to you unless you are exempt from the tax at the time of distribution. Amounts distributed from an In-Plan Roth Conversion sub-account are exempt from federal income tax if paid in a Roth distribution that is qualified as described on p. 7. For purposes of determining whether the distribution is Roth qualified, the 5-year period starts on January 1 of the first year that you either make a Roth Deferral or complete a Roth conversion under the Plan. Tax Advice and Changes in Tax Laws You are encouraged to consult a professional tax advisor before receiving a payment from the Plan and before electing a Roth conversion. The foregoing summary does not describe all of the complex tax rules that apply. Also, Congress may amend the Code at any time and the IRS may issue new regulations or rulings. Such developments could render all or any part of the foregoing tax summary discussion obsolete. McKesson assumes no responsibility for the continuing accuracy of the information provided above. Tax Consequences of Plan Payments 18
  • 19. Additional Information Following is more important information that you should know about the Plan. Filing a Claim If you or your beneficiary believe you are entitled to a benefit from the Plan which you have not yet received, you may file a claim by writing to the Senior Vice President, Total Rewards, McKesson Corporation, 6555 North State Highway 161, Irving, Texas 75039. You will receive written notice of the decision on your claim within 90 days of filing your request, unless special circumstances require an extension of up to an additional 90 days. Appealing a Claim Denial If your claim is denied in whole or in part, you will receive notice stating the reasons for the denial and specific Plan provisions upon which the denial is based, and an explanation of the Plan’s appeal procedures and the time limits applicable to such procedures, including a statement of your right to bring a civil action under section 502(a) of the Employee Retirement Income Security Act of 1974 (“ERISA”) if your appeal is denied. If your claim is denied because you did not furnish complete information or documentation, the notice will also describe any additional information or material required to support your claim and an explanation of why such information is required. You may then appeal the decision by filing a written notice of appeal with the Senior Vice President, Total Rewards, McKesson Corporation, 6555 North State Highway 161, Irving, Texas 75039, within 60 days after receipt of the notice of denial. The Senior Vice President, if good cause is shown, may extend the period during which the appeal may be filed for another 60 days. You and/or your authorized representative would be permitted to submit written comments, documents, records and other information relating to the claim for benefits. Upon request and free of charge, you and/or your authorized representative may also receive reasonable access to, and copies of, all documents, records or other information relevant to your claim. The Senior Vice President’s review shall take into account all comments, documents, records and other information submitted by the appellant relating to the claim, without regard to whether such information was submitted or considered in the initial benefit determination, and shall not be restricted to those provisions of the Plan cited in the original denial of the claim. The Senior Vice President will issue his written decision within 60 days after receipt of the appeal, unless special circumstances require an extension of time for processing, in which case the written decision shall be issued as soon as possible, but not later than 120 days after receipt of an appeal. If such an extension is required, written notice shall be furnished to you within the initial 60-day period. This notice will state the circumstances requiring the extension and the date by which the Senior Vice President expects to reach a decision on your appeal. If the decision on the appeal denies the claim in whole or in part, you will be provided with a written notice. The notice shall state the reason(s) for the denial, including references to specific Plan provisions upon which the denial was based. The notice will state that you and/or your authorized representative are entitled to receive, upon request and free of charge, reasonable access to, and copies of, all documents, records, and other information relevant to the claim for benefits, and will describe any voluntary appeal procedures, if any, offered by the Plan and your right to obtain the information about such procedures. The notice will also include a statement of your right to bring a legal action under Section 502(a) of ERISA after exhausting the claims procedure. If you do not file a claim, follow the claims procedures, or appeal on time, you will give up legal rights, including your right to file a suit in federal court, as you will not have exhausted your internal administrative appeal rights. Generally, you must exhaust your internal administrative appeal rights before you can bring a suit in federal court. No legal action may be commenced or maintained against the Plan, McKesson or the Plan Administrator more than one year after your appeal is denied. Losing Your Benefits You may lose benefits under certain circumstances including: • Termination of employment before completing vesting requirements (to the extent such vesting requirements are applicable to your McKesson contribution sub-accounts). • A loss in value of your investments due to a drop in the value of any security or market fluctuations. • Your benefit may be reduced by account maintenance fees. • Your benefit may be reduced by amounts that you are ordered or required to pay under a qualified domestic relations order. The Plan’s procedures for determining whether a domestic relations order is a qualified domestic relations order are available, without charge, from the Plan Administrator. Additional Information 19
  • 20. Additional Information • Your benefits may be reduced by amounts that you are ordered or required to pay the Plan, where such order or requirement: (1) arises under a judgment of conviction for a crime involving the Plan or a civil judgment (including a consent order or decree) entered by a court in an action brought in connection with a violation of part 4 of subtitle B of Title I of ERISA; and (2) the judgment, order, decree or settlement provides for the offset of all or part of the amount ordered or required to be paid to the Plan against the benefits provided under the Plan. Assignment or Pledge of Interest Except pursuant to a qualified domestic relations order, your interest in the Plan, whether before or after you retire, may not be assigned or hypothecated by you or your beneficiary. No Employment Contract Nothing in the Plan or the Plan description confers any right of continued employment on any employee or in any way prohibits changes in the terms of, or the termination of, employment of any employee covered by the Plan. No Pension Insurance The Plan is subject to the principal provisions of Titles I and II ERISA. The Plan is not subject to the provisions of Title IV of ERISA, which relates to plan termination insurance to be provided by the Pension Benefit Guaranty Corporation, a government corporation. Protections under Title IV are applicable to defined benefit plans only, whereas the Plan is a defined contribution plan. Termination, Amendment and Suspension McKesson intends to continue the Plan indefinitely, but McKesson reserves the right to amend, suspend or terminate the Plan at any time and for any reason by resolution of its Board of Directors. The CEO of McKesson also may, at any time, adopt any amendments to the Plan as may be necessary to comply with applicable law and that do not materially increase the costs of the Plan. No such amendment, suspension or termination shall be made so as to permit any part of the Trust to be used for any purpose except for the exclusive benefit of participants and their beneficiaries nor to affect adversely any right the participant or his or her beneficiary may then have with respect to contributions previously made except as may be necessary to obtain or retain qualification of the Plan and the Trust under the Code. The Plan is designed to qualify under Sections 401(a), 401(k), 409 and 4975(e) of the Internal Revenue Code. If it is ever finally determined that the Plan as adopted by any employer no longer satisfies these sections, such employer and its employees shall cease to participate in the Plan at the date of such determination. In the event that the Plan is terminated or partially terminated, or if the contributions of any Plan Employer are completely discontinued, the amounts credited to the accounts of all affected employees shall be vested and non-forfeitable. McKesson shall determine the time and method of payment of such amounts on a uniform and nondiscriminatory basis. The Trust shall continue until, at the direction of McKesson, the entire value of the account of each participant has been distributed to or applied for the benefit of each participant or his or her beneficiary. Special Plan Provisions and Inactive Accounts The Plan contains several provisions that are not currently in effect, including Additional ESOP Matching Contributions, RSP Contributions, Non-Matching Employer Contributions, special provisions relating to the PCS Transaction, the special 1994 Allocation, PAYSOP contributions and Quarterly Contributions. Information about these obsolete provisions may be obtained from McKesson. Maintenance of Plan Records The McKesson Service Center maintains the records relating to the Plan. A report summarizing the status of a participant’s account is available to the participant upon request. Any such request should be directed as follows: McKesson Corporation Service Center PO Box 770003 Cincinnati, OH 45277-0065 Copies of the Plan document can be requested by calling 888.625.7747. Account Maintenance Fees Each Plan participant is charged a fixed per participant account maintenance fee that will be the same regardless of contribution level or account balance. This fee is $9.50 per quarter ($38 per year) and is automatically deducted from accounts. The fee is subject to change. 20
  • 21. Plan Administration Information Plan Administration Information McKesson has full discretionary authority to administer the Plan and to interpret its provisions. McKesson will make such rules, regulations, computations, interpretations and decisions as necessary to administer the Plan in a nondiscriminatory manner for the exclusive benefit of the participants and their beneficiaries. The conclusions and decisions of McKesson on all such matters shall be final as to all interested parties. McKesson has appointed Fidelity Management Trust Company as Trustee under the Plan. As frequently as weekly, McKesson turns over to the Trustee, and the Trustee has custody of, the contributions made on behalf of each participant. The Trustee is responsible for the administration of these contributions in accordance with the provisions of the Plan. From time to time, the Board of Directors of McKesson may appoint independent investment advisers to invest the Core Investment Options under the Plan. McKesson may from time to time give the Trustee such instructions and directions as may be necessary to administer the trust and to carry out the provisions of the Plan. Except for investment management fees for the participant-directed investment options, which are paid from the Plan Trust, McKesson has complete and unfettered discretion to determine whether an expense of the Plan is paid by McKesson or the Plan Trust. If shares of McKesson Stock must be acquired by the Trust, the Trustee may purchase them at the prevailing market price established on the New York Stock Exchange or otherwise in the open market. Shares may be purchased on the open market or from McKesson. In addition, McKesson may contribute shares of McKesson Stock to the Plan from authorized, but unissued shares, or out of its treasury shares. McKesson maintains accounts for each participant under the Plan. McKesson is required to provide to each a participant a quarterly statement with respect to the status of his or her account, setting forth the value of his or her account as of the end of the calendar quarter and the preceding calendar quarter, the amount of Elective Deferrals (including Pre-Tax, Roth and Catch-Up Contributions), After-Tax Contributions and Matching Contributions, and any withdrawals made by the participant during the calendar quarter. 21
  • 22. Your Rights as a Plan Participant Your Rights as a Plan Participant As a participant in the Plan, you are entitled to certain rights and protections under Title I of the Employee Retirement Income Security Act of 1974 (ERISA). Right to Information You may examine without charge all official Plan documents during business hours in the McKesson Benefits Department. These documents include the legal texts of the Plan, insurance contracts, trust agreements, summary plan descriptions and annual reports that McKesson files with the U.S. Department of Labor. You may also obtain a copy of any of these documents by writing to the Plan Administrator. You may be charged a reasonable fee for copies. You have the right to receive a summary of the Plan’s annual financial report. The Plan Administrator is required by law to furnish each participant with a copy of this summary annual report. In addition to certain rights for Plan participants, ERISA imposes duties on people responsible for the operation of the Plan. These people, called fiduciaries, have a duty to operate the Plan prudently and in the interest of all Plan participants and beneficiaries. No one, including your employer, your union or any other person, may fire you or otherwise discriminate against you in any way for obtaining benefits or exercising your ERISA rights. Denied Claim If your claim for a benefit under the Plan is denied in whole or in part, you must receive a written explanation of the reason for denial, have the right to obtain copies of documents relating to the decision without charge, and have the right to appeal the denial, all within certain time schedules. Enforcing Your Rights Under ERISA, you can take steps to enforce these benefits rights. For instance, if you request materials from the Plan Administrator and do not receive them within 30 days, you may file suit in federal court after having exhausted the internal claims procedure. The court may require the Plan Administrator to provide the materials and pay up to $110 a day until you receive them, unless the materials could not be sent because of reasons beyond the Administrator’s control. If your claim for benefits is denied or ignored in whole or in part and if you have exhausted the Plan’s claims procedure, you may file suit in a state or federal court. In addition, if you disagree with the Plan’s decision or lack thereof concerning the qualified status of a domestic relations order, you may file suit in federal court. If the Plan’s fiduciaries misuse the Plan’s money, or if you are discriminated against for asserting your rights, you may seek assistance from the U.S. Department of Labor, or file suit in a federal court. The court decides who should pay court costs and legal fees. If you are successful, the court may order the person you sued to pay these costs and fees. If you lose, the court may order you to pay these costs and fees – for example, if it finds your claim is frivolous. Questions If you have questions about the Plan, log on to www.netbenefits.com, call 888.625.7747 or contact the Plan Administrator. If you have any questions about this statement or about your rights under ERISA, or if you need assistance in obtaining documents from the Plan Administrator, you should contact the nearest office of the Employee Benefits Security Administration, U.S. Department of Labor, listed in your telephone directory, or the Division of Technical Assistance and Inquiries, Employee Benefits Security Administration, U.S. Department of Labor, 200 Constitution Avenue N.W., Washington, D.C. 20210. You may also obtain certain publications about your rights and responsibilities under ERISA by calling the publications hotline of the Employee Benefits Security Administration. 22
  • 23. Administrative Facts Administrative Facts Name of Plan McKesson Corporation 401(k) Retirement Savings Plan Type of Plan Defined Contribution Plan Plan Number 002 Employer Identification Number 94-3207296 Plan Sponsor McKesson Corporation 6555 North State Highway 161 Irving, TX 75039 Plan Administrator McKesson Corporation c/o Senior Vice President, Total Rewards McKesson Corporation 6555 North State Highway 161 Irving, TX 75039 Telephone: (415) 983-8300 Plan Trustee Fidelity Management Trust Co. 245 Summer Street Boston, MA 02110 Investment Managers Standish Mellon Asset Management Company LLC 100 Pine Street, 32nd Floor San Francisco, CA 94111 Weatherbie Capital, LLC 265 Franklin Street Boston, MA 02110 Dodge Cox 555 California Street, 40th Floor San Francisco, CA 94104 Eaton Vance Management Two International Place, 10th Floor Boston, MA 02110 Fidelity Management Research Company 82 Devonshire St. Boston, MA 02109 Fisher Investments 13100 Skyline Boulevard Woodside, CA 94062 J.P. Morgan Asset Management 270 Park Ave New York, NY 10017 Brown Advisory 901 South Bond Street Suite 400 Baltimore, MD 21231 State Street Global Advisors One Lincoln Street State Street Financial Center Boston, MA 02111-2900 The Vanguard Group, Inc. P.O. Box 2900 Valley Forge, PA 19482-2900 Manulife 197 Clarendon St. Boston, MA 02116 Loomis Sayles One Financial Center Boston, MA 02111 Voya 230 Park Avenue New York, NY 10169 23
  • 24. Administrative Facts Type of Administration The Plan is administered by the sponsor. Certain administrative functions are outsourced to: Fidelity Investments Institutional Operations Company, Inc. 82 Devonshire St. Boston, MA 02109 Funding Medium The Plan is funded by employee and McKesson contributions. Benefits are paid from a Trust fund. Plan Year April 1 – March 31 Termination If the Plan is terminated in whole or in part, the rights of all affected participants to their accounts as of the date of termination will be 100% vested and non-forfeitable. Service of Process The Plan’s agent for service of legal process is McKesson’s Corporate Secretary at the following address: Office of the Corporate Secretary McKesson Corporation 6555 North State Highway 161 Irving, TX 75039 Legal process may also be served on the Plan Administrator. 24