UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A
FOR REGISTRATION
OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934
Cencora, Inc.
(Exact Name of Registrant as Specified in Its Charter)
| Delaware | 23-3079390 |
| (State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification No.) |
| 1 West First Avenue | |
| Conshohocken, PA | 19428-1800 |
| (Address of Principal Executive Offices) | (Zip Code) |
|
Title of Each Class 2.875% Senior Notes due 2028 3.625% Senior Notes due 2032 |
Name of Each Exchange on Which New York Stock Exchange |
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. x
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d) or (e), check the following box. ¨
If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box. ¨
Securities Act registration statement file number to which this form relates:
333-283481
(if applicable)
Securities to be registered pursuant to Section 12(g) of the Act:
None
Item 1. Description of Registrant's Securities to be Registered.
The titles of the securities to be registered hereunder are “2.875% Senior Notes due 2028” and “3.625% Senior Notes due 2032” (collectively, the “Notes”). For a description of the securities to be registered hereunder, reference is made to the information under the heading “Description of Notes” in the prospectus supplement, dated May 15, 2025, which was filed with the Securities and Exchange Commission (the “Commission”) on May 19, 2025, pursuant to Rule 424(b)(2) under the Securities Act of 1933, and under the heading “Description of Debt Securities” in the prospectus, dated November 26, 2024, contained in our effective registration statement on Form S-3 (Registration No. 333-283481), which registration statement was filed with the Commission on November 26, 2024, which information is incorporated herein by reference and made part of this registration statement in its entirety.
Item 2. Exhibits.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
| Cencora, Inc. | |||
| May 22, 2025 | By: | /s/ James F. Cleary | |
| Name: | James F. Cleary | ||
| Title: | Executive Vice President and Chief Financial Officer | ||