Stefano Pessina - Oct 23, 2024 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 23, 2024
Transactions value $: $0
Form type: 4
Date filed: 10/25/2024, 06:22 AM
Previous filing: Oct 27, 2023
Next filing: Nov 5, 2024

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	+375K	+33.6%	$0.00	1.49M	Oct 23, 2024	Direct	F1, F2
holding	WBA	Common Stock, par value $0.01 per share						145M	Oct 23, 2024	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)						263K	Oct 23, 2024	Common Stock	263K	$77.08	Direct	F4
holding	WBA	Employee Stock Option (right to buy)						411K	Oct 23, 2024	Common Stock	411K	$82.46	Direct	F5
holding	WBA	Employee Stock Option (right to buy)						505K	Oct 23, 2024	Common Stock	505K	$67.01	Direct	F6
holding	WBA	Employee Stock Option (right to buy)						395K	Oct 23, 2024	Common Stock	395K	$79.90	Direct	F7
holding	WBA	Employee Stock Option (right to buy)						420K	Oct 23, 2024	Common Stock	420K	$57.38	Direct	F8

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

Explanation of Responses:

Id	Content
F1	On October 23, 2024, the Compensation and Leadership Performance Committee determined that the performance criteria applicable to this restricted stock award granted on November 1, 2023 (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, 2026, subject to forfeiture in certain circumstances in accordance with the terms and conditions of the 2021 Plan.
F2	Includes 58,413 shares underlying restricted stock units issued in lieu of dividends on outstanding restricted stock units (from date of last filing on October 27,2023 through October 25, 2024).
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.