0000899243-20-031559.txt : 20201118
0000899243-20-031559.hdr.sgml : 20201118
20201118194544
ACCESSION NUMBER: 0000899243-20-031559
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20201116
FILED AS OF DATE: 20201118
DATE AS OF CHANGE: 20201118
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Malik Rajiv
CENTRAL INDEX KEY: 0001388111
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39695
FILM NUMBER: 201326696
MAIL ADDRESS:
STREET 1: BUILDING 4, TRIDENT PLACE
STREET 2: MOSQUITO WAY
CITY: HATFIELD, HERTFORDSHIRE
STATE: X0
ZIP: AL10 9UL
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Viatris Inc
CENTRAL INDEX KEY: 0001792044
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 834364296
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1000 MYLAN BOULEVARD
CITY: CANONSBURG
STATE: PA
ZIP: 15317
BUSINESS PHONE: (724) 514-1465
MAIL ADDRESS:
STREET 1: 1000 MYLAN BOULEVARD
CITY: CANONSBURG
STATE: PA
ZIP: 15317
FORMER COMPANY:
FORMER CONFORMED NAME: Upjohn Inc
DATE OF NAME CHANGE: 20191023
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2020-11-16
0
0001792044
Viatris Inc
VTRS
0001388111
Malik Rajiv
1000 MYLAN BOULEVARD
CANONSBURG
PA
15317
1
1
0
0
President
Common Stock
2020-11-16
4
A
0
459699
A
460319
D
Common Stock
2020-11-16
4
A
0
88365
A
88365
I
By Grantor Retained Annuity Trust
Employee Stock Option - Right to Buy
55.84
2020-11-16
4
A
0
34389
A
2024-03-05
Common Stock
34389
34389
D
Employee Stock Option - Right to Buy
50.66
2020-11-16
4
A
0
41637
A
2025-11-17
Common Stock
41637
41637
D
Employee Stock Option - Right to Buy
46.27
2020-11-16
4
A
0
50168
A
2026-02-17
Common Stock
50168
50168
D
Employee Stock Option - Right to Buy
45.18
2020-11-16
4
A
0
65574
A
2027-03-03
Common Stock
65574
65574
D
Employee Stock Option - Right to Buy
40.97
2020-11-16
4
A
0
71600
A
2028-03-02
Common Stock
71600
71600
D
Restricted Stock Units
0.00
2020-11-16
4
A
0
14645
A
Common Stock
14645
14645
D
Restricted Stock Units
0.00
2020-11-16
4
A
0
73225
A
Common Stock
73225
73225
D
Employee Stock Option - Right to Buy
27.45
2020-11-16
4
A
0
60053
A
2029-03-01
Common Stock
60053
60053
D
Restricted Stock Units
0.00
2020-11-16
4
A
0
67031
A
Common Stock
67031
67031
D
Restricted Stock Units
0.00
2020-11-16
4
A
0
125684
A
Common Stock
125684
125684
D
Employee Stock Option - Right to Buy
17.48
2020-11-16
4
A
0
84871
A
2030-03-02
Common Stock
84871
84871
D
Restricted Stock Units
0.00
2020-11-16
4
A
0
157895
A
Common Stock
157895
157895
D
Restricted Stock Units
0.00
2020-11-16
4
A
0
197369
A
Common Stock
197369
197369
D
On November 16, 2020, Mylan N.V. ("Mylan") completed the transaction pursuant to which Mylan combined with Pfizer Inc.'s ("Pfizer") Upjohn business (the "Upjohn Business") in a Reverse Morris Trust transaction (the "Combination") and Upjohn Inc. ("Upjohn") became the parent entity of the combined Upjohn Business and Mylan business and was renamed "Viatris Inc." ("Viatris"). Pursuant to the terms of the Business Combination Agreement (as amended), dated July 29, 2019, by and among Mylan, Pfizer, Upjohn and certain other affiliated entities, Upjohn and Mylan effected the Combination through a series of transactions, including that each holder of Mylan ordinary shares received one share of Viatris common stock for each Mylan ordinary share held by such holder (subject to any required withholding tax).
Represents shares of Viatris common stock acquired in connection with the Combination on a one-for-one basis in exchange for ordinary shares of Mylan. On the effective date of the Combination, the closing price of a Mylan ordinary share was $15.85 per share.
Includes 620 shares of common stock acquired in the distribution on November 16, 2020 by Pfizer to its stockholders of all of the issued and outstanding shares of Upjohn common stock held by Pfizer by way of pro rata dividend.
Received in exchange for, and having substantially the same terms as, stock options to acquire Mylan ordinary shares in connection with the Combination.
These options vested on March 5, 2017.
These options vested on March 4, 2018.
These options vested on February 17, 2019.
These options vested on March 3, 2020.
23,867 of these options vested on March 2, 2019, 23,866 vested on March 2, 2020 and 23,867 will vest on March 2, 2021.
Received in exchange for, and having substantially the same terms as, restricted stock units ("RSUs") of Mylan in connection with the Combination.
Each RSU represents the right to receive one share of common stock of Viatris. The RSUs will vest on March 2, 2021.
Received in exchange for, and having substantially the same terms as (other than no longer being subject to the performance-based vesting conditions), performance restricted stock units of Mylan in connection with the Combination.
20,018 of these options vested on March 2, 2020, 20,017 will vest on March 2, 2021 and 20,018 will vest on March 2, 2022.
Each RSU represents the right to receive one share of common stock of Viatris. 33,515 of the RSUs will vest on March 2, 2021 and 33,516 will vest on March 2, 2022.
Each RSU represents the right to receive one share of common stock of Viatris. The RSUs will vest on March 2, 2022.
28,291 of these options will vest on March 2, 2021 and 28,290 will vest on each of March 2, 2022 and March 2, 2023.
Each RSU represents the right to receive one share of common stock of Viatris. 52,632 of the RSUs will vest on March 2, 2021, 52,631 will vest on March 2, 2022 and 52,632 will vest on March 2, 2023.
Each RSU represents the right to receive one share of common stock of Viatris. The RSUs will vest on March 2, 2023.
/s/ Kevin Macikowski, by power of attorney
2020-11-18