UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Introductory Note
On September 1, 2023, Walgreens Boots Alliance, Inc. (the “Company”) filed a Current Report on Form 8-K (the “Original 8-K”) to announce, among other things, that its Board of Directors (the “Board”) and Rosalind Brewer had mutually agreed that Ms. Brewer would step down as the Company’s Chief Executive Officer and as a member of the Board and that the Board had appointed Ginger Graham as the Company’s interim Chief Executive Officer, effective September 1, 2023.
This amendment to the Original 8-K (this “Amended 8-K”) amends and supplements the Original 8-K to provide details about Ms. Graham’s salary, compensation and other benefits in connection with her appointment. No other changes have been made to the Original 8-K.
| Item 5.02. | Departure of Directors of Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
In connection with her appointment as Interim Chief Executive Officer, on September 20, 2023, the Company and Ms. Graham entered into an offer letter, effective as of September 1, 2023, pursuant to which Ms. Graham will receive a base salary payable at a monthly rate of $820,000 beginning October 1, 2023. In connection with the commencement of her service, Ms. Graham will receive a special cash payment of $2,500,000. Ms. Graham will be eligible to participate in the Company’s health, welfare and retirement benefits offered to similarly situated employees as well as use of the corporate jet for all business and personal travel pursuant to the Company’s executive security policy, and will be offered temporary housing and relocation benefits consistent with Company policy. Ms. Graham will also be bound by confidentiality, non-solicitation, and non-competition restrictive covenants.
SIGNATURE
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.
| WALGREENS BOOTS ALLIANCE, INC. | ||||||
| Date: September 22, 2023 | By: | /s/ Manmohan Mahajan | ||||
| Name: | Manmohan Mahajan | |||||
| Title: | Interim Global Chief Financial Officer | |||||
Document and Entity Information |
Aug. 31, 2023 |
|---|---|
| Document And Entity Information [Line Items] | |
| Amendment Flag | true |
| Entity Central Index Key | 0001618921 |
| Document Type | 8-K/A |
| Document Period End Date | Aug. 31, 2023 |
| Entity Registrant Name | WALGREENS BOOTS ALLIANCE, INC. |
| Entity Incorporation State Country Code | DE |
| Entity File Number | 001-36759 |
| Entity Tax Identification Number | 47-1758322 |
| Entity Address, Address Line One | 108 Wilmot Road |
| Entity Address, City or Town | Deerfield |
| Entity Address, State or Province | IL |
| Entity Address, Postal Zip Code | 60015 |
| City Area Code | (847) |
| Local Phone Number | 315-2500 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Entity Emerging Growth Company | false |
| Amendment Description | On September 1, 2023, Walgreens Boots Alliance, Inc. (the “Company”) filed a Current Report on Form 8-K (the “Original 8-K”) to announce, among other things, that its Board of Directors (the “Board”) and Rosalind Brewer had mutually agreed that Ms. Brewer would step down as the Company’s Chief Executive Officer and as a member of the Board and that the Board had appointed Ginger Graham as the Company’s interim Chief Executive Officer, effective September 1, 2023. This amendment to the Original 8-K (this “Amended 8-K”) amends and supplements the Original 8-K to provide details about Ms. Graham’s salary, compensation and other benefits in connection with her appointment. No other changes have been made to the Original 8-K. |
| Common Stock [Member] | |
| Document And Entity Information [Line Items] | |
| Security 12b Title | Common Stock, $0.01 par value |
| Trading Symbol | WBA |
| Security Exchange Name | NASDAQ |
| M 3.600 Walgreens Boots Alliance Inc . Notes Due 2025 [Member] | |
| Document And Entity Information [Line Items] | |
| Security 12b Title | 3.600% Walgreens Boots Alliance, Inc. notes due 2025 |
| Trading Symbol | WBA25 |
| Security Exchange Name | NASDAQ |
| M 2.125 Walgreens Boots Alliance Inc . Notes Due 2026 [Member] | |
| Document And Entity Information [Line Items] | |
| Security 12b Title | 2.125% Walgreens Boots Alliance, Inc. notes due 2026 |
| Trading Symbol | WBA26 |
| Security Exchange Name | NASDAQ |