Stefano Pessina - Oct 25, 2023 Form 4 Insider Report for Walgreens Boots Alliance, Inc. (WBA)

Role: Executive Chairman of Board, Director, More than 10% owner
Signature: Benjamin S.J. Burman, attorney-in-fact
Stock symbol: WBA
Transactions as of: Oct 25, 2023
Transactions value $: $0
Form type: 4
Date filed: 10/27/2023, 06:53 AM
Previous filing: Nov 3, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	Price $	Shares After	Date	Ownership	Footnotes
transaction	WBA	Common Stock, par value $0.01 per share	+Grant/Award	$0	+207,039	+24.35%	$0.00	1,057,265	Oct 25, 2023	Direct	F1, F2
holding	WBA	Common Stock, par value $0.01 per share						144,788,821	Oct 25, 2023	By ASP	F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	WBA	Employee Stock Option (right to buy)						263,273	Oct 25, 2023	Common Stock	263,273	$77.08	Direct	F4
holding	WBA	Employee Stock Option (right to buy)						410,798	Oct 25, 2023	Common Stock	410,798	$82.46	Direct	F5
holding	WBA	Employee Stock Option (right to buy)						504,710	Oct 25, 2023	Common Stock	504,710	$67.01	Direct	F6
holding	WBA	Employee Stock Option (right to buy)						395,061	Oct 25, 2023	Common Stock	395,061	$79.90	Direct	F7
holding	WBA	Employee Stock Option (right to buy)						420,168	Oct 25, 2023	Common Stock	420,168	$57.38	Direct	F8

Explanation of Responses:

Id	Content
F1	On October 25, 2023, the Compensation and Leadership Performance Committee determined that the performance criteria applicable to this restricted stock award granted on November 1, 2022 (not a derivative security within the meaning of Rule 16a-1(c)) 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") had been satisfied. The shares underlying these restricted stock awards will vest on November 1, 2025, subject to forfeiture in certain circumstances in accordance with the terms and conditions of the 2021 Plan.
F2	Includes 22,809 shares underlying restricted stock units issued in lieu of dividends on outstanding restricted stock units (from date of last filing on November 3, 2022 through October 26, 2023).
F3	Shares of Common Stock are held of record by a corporation, Alliance Sante Participations S.A. ("ASP") which is 100% owned by another corporation, NewCIP II S.a r.l., which is 100% controlled by the Reporting Person.
F4	The option vested on February 12, 2019, subject to forfeiture in certain circumstances in accordance with the terms and conditions of the Walgreens Boots Alliance, Inc. 2013 Omnibus Incentive Plan, as amended (together with the related award agreement and the applicable election forms thereunder, the "2013 Plan").
F5	The option vested on November 1, 2019, subject to forfeiture in certain circumstances in accordance with the terms and conditions of the 2013 Plan.
F6	The option vested with respect to 168,068 shares on November 1, 2018, with respect to a further 168,068 shares on November 1, 2019, and with respect to 168,574 shares on November 1, 2020, subject to forfeiture in certain circumstances in accordance with the terms and conditions of the 2013 Plan.
F7	The option vested with respect to 131,555 shares on November 1, 2019, with respect to a further 131,555 shares on November 1, 2020, and with respect to 131,951 shares on November 1, 2021, subject to forfeiture in certain circumstances in accordance with the terms and conditions of the 2013 Plan.
F8	The option vested with respect to 139,916 shares on November 1, 2020, with respect to a further 139,916 shares on November 1, 2021, and with respect to 140,336 shares on November 1, 2022, subject to acceleration or forfeiture in certain circumstances in accordance with the terms and conditions of the 2013 Plan.