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SEC FORM 3/A SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 		 
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1. Name and Address of Reporting Person*
Repas Gregory
(Last) (First) (Middle)
24 SCHILLING ROAD
SUITE 1
(Street)
HUNT VALLEY MD 21031
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
08/31/2021 		3. Issuer Name and Ticker or Trading Symbol
MCCORMICK & CO INC [ MKC ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
V.P.& Controller
5. If Amendment, Date of Original Filed (Month/Day/Year)
09/09/2021
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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock - Voting 890 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Options - Right to Buy 03/28/2019(1) 03/27/2028 Common Stock - Voting 1,582 52.975 D
Options - Right to Buy 03/27/2020(1) 03/27/2029 Common Stock - Voting 3,622 73.695 D
Options - Right to Buy 04/01/2021(1) 04/01/2030 Common Stock - Voting 2,452 69.31 D
Options - Right to Buy 03/31/2022(1) 03/31/2031 Common Stock - Voting 1,907 89.16 D
Options - Right to Buy (5) (5) Common Stock - Voting 14,902 93.49 D
Restricted Stock Units 03/27/2020(2) 03/27/2022 Common Stock - Voting 234 0 D
Restricted Stock Units 04/01/2021(3) 04/01/2023 Common Stock - Voting 324 0 D
Restricted Stock Units 03/31/2022(4) 03/31/2024 Common Stock - Voting 405 0 D
Explanation of Responses:
1. The option grant becomes exercisable in thirds of each of the first three (3) grant anniversaries.
2. The Restricted Stock Units vest in thirds over a three year period beginning March 15, 2020, March 15, 2021 and March 15, 2022
3. The Restricted Stock Units vest in thirds over a three year period beginning March 15, 2021, March 15, 2022 and March 15, 2023.
4. The Restricted Stock Units vest in thirds over a threeyear period beginning March 15, 2022, March 15, 2023 and March 15, 2024.
5. The option grant was granted on November 30, 2020 and vests after the third anniversary date and is only exercisable if certain stock price performance requirements are met. The performance requirements are an increase in the common stock non-voting price of 60% for 1/3 of the options, an increase in the common stock non-voting price of 80% for 1/3 of the options, and an increase in the common stock non-voting price of 100% for 1/3 of the options, in each case within five years of the grant date. Both the vesting date and perfomance requirements must be met for the portion of the grant to become exercisable.
Remarks:
Jason E. Wynn 09/09/2021
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
POWER OF ATTORNEY



 Know all by these presents, that the undersigned hereby

constitutes and appoints each of Jeffery Schwartz and Jason

Wynn, the undersigned's true and lawful attorney-in-fact:



(1) to execute for and on behalf of the undersigned, in the

undersigned's capacity as an officer and/or director of (the

"Company"), Forms 3, 4, and 5 in accordance with Section 16(a)

of the Securities Exchange Act of 1934 and the rules

thereunder, and Form 144 in accordance with the requirements

of the Securities Act of 1933;



(2) to do and perform such acts for and on behalf of the

undersigned as may be necessary or desirable to complete and

execute any such Form 3, 4, or 5, and Form 144, and timely

file such forms with the United States Securities and Exchange

Commission and any stock exchange or similar authority; and



(3) to take such other actions as such attorney-in-fact, on advice

of counsel, may deem to be of benefit to, in the best

interests of, or legally required by, the undersigned, it

being understood that the documents executed by such attorney-

in-fact on behalf of the undersigned pursuant to this Power of

Attorney shall be in such form and shall contain such terms

and conditions as such attorney-in-fact may approve in such

attorney-in-fact's discretion.



 The undersigned hereby grants to each such attorney-in-

fact full power and authority to do and perform any and every

act and thing whatsoever requisite, necessary, or proper to be

done in the exercise of any of the rights and powers herein

granted, as fully to all intents and purposes as the

undersigned might or could do if personally present, with full

power of substitution or revocation, hereby ratifying and

confirming all that such attorney-in-fact, or such attorney-

in-fact's substitute or substitutes, shall lawfully do or

cause to be done by virtue of this Power of Attorney and the

rights and powers herein granted. The undersigned acknowledges

that the foregoing attorneys-in-fact, in serving in such

capacity at the request of the undersigned, are not assuming,

nor is the Company assuming, any of the undersigned's

responsibilities to comply with Section 16 of the Securities

Exchange Act of 1934, or the undersigned?s responsibilities to

comply with the Securities Act of 1933.



 This Power of Attorney shall remain in full force and

effect until the undersigned is no longer required to file

Forms 3, 4, and 5, and/or Form 144, with respect to the

undersigned's holdings of and transactions in securities

issued by the Company, unless earlier revoked by the

undersigned in a signed writing delivered to the foregoing

attorney-in-fact.



 IN WITNESS WHEREOF, the undersigned has caused this Power

of Attorney to be executed as of this 19th day of August, 2021.





Witness:      Gregory Repas



       /:/ Gregory Repas