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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 04/20/2023 |
3. Issuer Name and Ticker or Trading Symbol
Walgreens Boots Alliance, Inc. [ WBA ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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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 | 26,202.3(1)(2) | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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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 | ||||
Employee Stock Option (Right to Buy) | 11/01/2016 | 11/01/2023 | Common Stock | 3,227 | $60.52 | D | |
Employee Stock Option (Right to Buy) | 11/01/2017 | 11/01/2024 | Common Stock | 2,552 | $64.22 | D | |
Employee Stock Option (Right to Buy) | 11/01/2018 | 11/01/2025 | Common Stock | 2,742 | $84.68 | D | |
Employee Stock Option (Right to Buy) | 11/01/2019 | 11/01/2026 | Common Stock | 3,814 | $82.46 | D | |
Employee Stock Option (Right to Buy) | (3) | 11/01/2027 | Common Stock | 7,065 | $67.01 | D | |
Employee Stock Option (Right to Buy) | (4) | 11/01/2028 | Common Stock | 9,073 | $79.9 | D | |
Employee Stock Option (Right to Buy) | (5) | 11/01/2029 | Common Stock | 9,191 | $57.38 | D | |
Employee Stock Option (Right to Buy) | (6) | 11/01/2030 | Common Stock | 10,829 | $34.04 | D | |
Employee Stock Option (Right to Buy) | (7) | 11/01/2031 | Common Stock | 10,951 | $47.32 | D |
Explanation of Responses: |
1. Includes shares underlying restricted stock units ("RSUs") granted under the amended and restated Walgreens Boots Alliance, Inc. 2013 Omnibus Incentive Plan (together with the related award agreement and the applicable election forms thereunder, the "2013 Plan"), RSUs granted under the Walgreens Boots Alliance, Inc. 2021 Omnibus Incentive Plan (together with the related award agreement and the applicable election forms thereunder, the "2021 Plan") and shares underlying RSUs issued in lieu of dividends (through April 30, 2023) on the outstanding RSUs. (continued in footnote 2) |
2. (continued from footnote 1) RSUs were granted and vest as follows (a) 722 RSUs granted on November 1, 2020 and vest on November 1, 2023; (b) 1,217.5 RSUs granted on November 1, 2021 that vest with respect to 607.5 units on November 1, 2023 and with respect to 610 units on November 1, 2024; and (c) 9,058 RSUs granted on November 1, 2022 that vest with respect to 3,016 units on November 1, 2023, with respect to 3,016 units on November 1, 2024, and with respect 3,026 units on November 1, 2025. |
3. The option vests with respect to 2,352 shares on November 1, 2018, with respect to 2,353 shares on November 1, 2019, and with respect to 2,360 shares on November 1, 2020, subject to acceleration or forfeiture in certain circumstances in accordance with the terms and conditions of the 2013 Plan. |
4. The option vests with respect to 3,021 shares on November 1, 2019, with respect to 3,021 shares on November 1, 2020, and with respect to 3,031 shares on November 1, 2021, subject to acceleration or forfeiture in certain circumstances in accordance with the terms and conditions of the 2013 Plan. |
5. The option vests with respect to 3,060 shares on November 1, 2020, with respect to 3,061 shares on November 1, 2021, and with respect to 3,070 shares on November 1, 2022, subject to acceleration or forfeiture in certain circumstances in accordance with the terms and conditions of the 2013 Plan. |
6. The option vests with respect to 3,606 shares on November 1, 2021, with respect to 3,606 shares on November 1, 2022, and with respect to 3,617 shares on November 1, 2023, subject to acceleration or forfeiture in certain circumstances in accordance with the terms and conditions of the 2013 Plan. |
7. The option vests with respect to 3,646 shares on November 1, 2022, with respect to 3,647 shares on November 1, 2023, and with respect to 3,658 shares on November 1, 2024, subject to acceleration or forfeiture in certain circumstances in accordance with the terms and conditions of the 2021 Plan. |
Remarks: |
/s/ Richard Gates by Cherita Thomas, Attorney-in-Fact | 05/01/2023 | |
** 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. |