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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
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McCORMICK & COMPANY, INCORPORATED (Name of Issuer) |
Common Stock (Title of Class of Securities) |
579780206 (CUSIP Number) |
Jeffery D. Schwartz c/o McCormick & Company, Incorporated, 24 Schilling Road, Suite 1 Hunt Valley, MD, 21031 (410) 771-7301 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
01/27/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 579780206 |
| 1 |
Name of reporting person
Lawrence E. Kurzius | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
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| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
2,259,911.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
12.9 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
*See Item 5.
**Based on (i) 15,636,290 shares of Common Stock outstanding as of December 31, 2024 plus (ii) 1,771,011 shares that may become issuable upon the exercise of stock options held by the Reporting Person.
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Stock |
| (b) | Name of Issuer:
McCORMICK & COMPANY, INCORPORATED |
| (c) | Address of Issuer's Principal Executive Offices:
24 Schilling Road, Suite 1, Hunt Valley,
MARYLAND
, 21031. |
| Item 2. | Identity and Background |
| (c) | The Reporting Person's present principal occupation is Former Executive Chairman of the Board of the Issuer. This Amendment No. 6 (the "Amendment") amends and supplements the Schedule 13D (the "Initial Schedule 13D") originally filed with the Securities and Exchange Commission (the "Commission") on January 29, 2020, by Lawrence E. Kurzius (the "Reporting Person"), as amended by Amendments No. 1, No. 2, No. 3, No. 4 and No. 5 to Schedule 13D filed with the Commission on February 10, 2021, February 16, 2022, and February 10, 2023, April 19, 2023 and January 11, 2024, respectively. Capitalized terms used but not otherwise defined in this Amendment shall have the meanings ascribed to such terms in the Schedule 13D. Except as otherwise provided herein, each Item of the Schedule 13D remains unchanged. |
| Item 5. | Interest in Securities of the Issuer |
| (a) | As of the date hereof, the Reporting Person beneficially owns, in aggregate, 2,259,911 shares of Common Stock, representing 12.9% of the Issuer's outstanding shares of Common Stock. The Reporting Person's beneficial ownership includes 1,771,011 shares of Common Stock that may be acquired within 60 days of the date hereof pursuant to the exercise of vested stock options. |
| (b) | Sole power to vote or direct the vote: 2,259,911
Shared power to vote or direct the vote: -0-
Sole power to dispose or direct the disposition: 2,259,911
Shared power to dispose or direct the disposition: -0- |
| (c) | The Reporting Person has effected no transactions in the Common Stock within the past sixty days, except as previously reported on Forms 4 filed with the Commission as follows: on January 27, 2025, the Reporting Person acquired 77,637 shares of Common Stock from the vesting of a performance-based equity incentive award. |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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