FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

TYLER BRIAN S.
2. Issuer Name and Ticker or Trading Symbol

MCKESSON CORP [ MCK ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
Chief Executive Officer
(Last)          (First)          (Middle)

6555 STATE HWY 161
3. Date of Earliest Transaction (MM/DD/YYYY)

3/16/2020
(Street)

IRVING, TX 75039
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 3/16/2020  M  4063 (1)A$118.41 16255 D 
 
Common Stock 3/16/2020  S  100 (1)D$115.02 16155 D 
 
Common Stock 3/16/2020  S  200 (1)D$119.505 (2)15955 D 
 
Common Stock 3/16/2020  S  300 (1)D$120.827 (3)15655 D 
 
Common Stock 3/16/2020  S  463 (1)D$121.908 (4)15192 D 
 
Common Stock 3/16/2020  S  600 (1)D$124.005 (5)14592 D 
 
Common Stock 3/16/2020  S  400 (1)D$125.078 (6)14192 D 
 
Common Stock 3/16/2020  S  1000 (1)D$126.428 (7)13192 D 
 
Common Stock 3/16/2020  S  400 (1)D$127.294 (8)12792 D 
 
Common Stock 3/16/2020  S  500 (1)D$128.238 (9)12292 D 
 
Common Stock 3/16/2020  S  100 (1)D$129.465 12192 D 
 
Common Stock         210.0914 I By the McKesson Corporation 401(k) Retirement Savings Plan 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (Right-o-buy) $118.41 3/16/2020  M     4063 (1)  (10)5/21/2020 Common Stock 4063 $0 4063 D 
 

Explanation of Responses:
(1) Exercise and sale pursuant to a previously adopted plan dated November 4, 2019 in compliance with Rule 10b5-1
(2) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $119.24 to $119.77, inclusive.
(3) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $120.44 to $121.18, inclusive.
(4) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $121.74 to $122.11, inclusive.
(5) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $123.58 to $124.55, inclusive.
(6) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $124.72 to $125.55, inclusive.
(7) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $125.90 to $126.83, inclusive.
(8) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $126.94 to $127.65, inclusive.
(9) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $127.96 to $128.65, inclusive.
(10) This option vested 25% on May 21, 2014, 25% on May 21, 2015, 25% on May 21, 2016 and 25% on May 21, 2017.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
TYLER BRIAN S.
6555 STATE HWY 161
IRVING, TX 75039
X
Chief Executive Officer

Signatures
Laura Heiman, Attorney-in-fact3/18/2020
**Signature of Reporting PersonDate

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