Stefano Pessina - Oct 26, 2022 Form 4 Insider Report for Walgreens Boots Alliance, Inc. (WBA)

Role: Executive Chairman of Board, Director, 10%+ Owner
Signature: Benjamin S.J. Burman, attorney-in-fact
Stock symbol: WBA
Transactions as of: Oct 26, 2022
Transactions value $: -$1,191,254
Form type: 4
Date filed: 10/28/2022, 06:39 PM
Previous filing: Nov 3, 2021
Next 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	Award	$0	+204K	+41.37%	$0.00	699K	Oct 26, 2022	Direct	F1, F2
transaction	WBA	Common Stock, par value $0.01 per share	Disposed to Issuer	-$1.19M	-33.5K	-4.8%	$35.51	665K	Oct 26, 2022	Direct	F3
transaction	WBA	Common Stock, par value $0.01 per share	Award	$0	+167K	+25.09%	$0.00	832K	Oct 26, 2022	Direct	F4
holding	WBA	Common Stock, par value $0.01 per share						145M	Oct 26, 2022	By ASP	F5

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)						263K	Oct 26, 2022	Common Stock	263K	$77.08	Direct	F6
holding	WBA	Employee Stock Option (right to buy)						411K	Oct 26, 2022	Common Stock	411K	$82.46	Direct	F7
holding	WBA	Employee Stock Option (right to buy)						505K	Oct 26, 2022	Common Stock	505K	$67.01	Direct	F8
holding	WBA	Employee Stock Option (right to buy)						395K	Oct 26, 2022	Common Stock	395K	$79.90	Direct	F9
holding	WBA	Employee Stock Option (right to buy)						420K	Oct 26, 2022	Common Stock	420K	$57.38	Direct	F10

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Shares issued upon settlement of performance share award (not a derivative security within the meaning of Rule 16a-1(c)) granted on November 1, 2019 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 "Plan")
F2	Includes shares underlying restricted stock units issued in lieu of dividends (through October 28, 2022) on outstanding restricted stock units, including 7,491 shares with respect to the restricted stock unit award described in Note (4) below.
F3	Disposition relating to the satisfaction of tax withholding obligations upon the vesting of performance share award granted in accordance with Rule 16b-3.
F4	On October 26, 2022, the Compensation and Leadership Performance Committee determined that the performance criteria applicable to this restricted stock award granted on November 1, 2021 (not a derivative security within the meaning of Rule 16a-1(c)) under the Plan had been satisfied. The shares underlying these restricted stock units will vest on November 1, 2024, subject to forfeiture in certain circumstances in accordance with the terms and conditions of the Plan.
F5	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.
F6	The option vested on February 12, 2019, subject to forfeiture in certain circumstances in accordance with the terms and conditions of the Plan.
F7	The option vested on November 1, 2019, subject to forfeiture in certain circumstances in accordance with the terms and conditions of the Plan.
F8	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 Plan.
F9	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 Plan.
F10	The option vested with respect to 139,916 shares on November 1, 2020 and with respect to a further 139,916 shares on November 1, 2021, and vests 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 Plan.