UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
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| ITEM 8.01 | Other Events. |
On August 13, 2025, Cardinal Health, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Goldman Sachs & Co. LLC, BofA Securities, Inc. and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein, for the sale by the Company of $600,000,000 aggregate principal amount of its 4.500% Notes due 2030 and $400,000,000 aggregate principal amount of its 5.150% Notes due 2035. The offering was made pursuant to the Company’s effective registration statement on Form S-3ASR (Registration Statement No. 333-289513) previously filed with the Securities and Exchange Commission.
A copy of the Underwriting Agreement is filed as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference. The foregoing summary of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by reference to full text of the Underwriting Agreement.
| ITEM 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit Number. |
Description | |
| 1.1 | Underwriting Agreement, dated as of August 13, 2025, among Cardinal Health, Inc. and Goldman Sachs & Co. LLC, BofA Securities, Inc. and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| CARDINAL HEALTH, INC. | ||||||
| Date: August 14, 2025 | By: | /s/ Aaron E. Alt | ||||
| Name: | Aaron E. Alt | |||||
| Title: | Chief Financial Officer | |||||