Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of Manmohan Mahajan as Executive Vice President and Global Chief Financial Officer
On February 6, 2024, the Board of Directors (the “Board”) of Walgreens Boots Alliance, Inc. (the “Company”) appointed Manmohan Mahajan, who currently serves as Senior Vice President and Interim Global Chief Financial Officer of the Company, as Executive Vice President and Global Chief Financial Officer of the Company, effective as of March 1, 2024. Mr. Mahajan will continue to serve as the Company’s principal financial officer.
Mr. Mahajan, 45, has served as the Company’s Senior Vice President and Interim Global Chief Financial Officer since July 2023. Prior to such interim appointment, Mr. Mahajan served as Senior Vice President, Global Controller and Chief Accounting Officer from July 2021 to July 2023. Previously, Mr. Mahajan served as Vice President, Assistant Global Controller from October 2019 to July 2021 and Vice President, Global Reporting and Technical Accounting from February 2016 to September 2019. Prior to joining the Company, Mr. Mahajan served in positions of increasing responsibility with GE Capital, a financial services company and former subsidiary of General Electric Company, most recently serving as Controller at GE Capital Americas from March 2011 until January 2016.
In connection with his promotion, Mr. Mahajan and the Company entered into an Offer Letter, pursuant to which, Mr. Mahajan will be paid an annual base salary of $900,000, and be eligible for a target annual bonus equal to 125% of his annual base salary. He will also be eligible for annual long-term incentive awards under the terms and conditions of the WBA 2021 Omnibus Incentive Plan at a target annual value equal to $4,000,000. In addition, Mr. Mahajan will be granted a special one-time promotional restricted stock unit (“RSU”) award on March 1, 2024, which will have a target value of $2,175,000, and which will vest in three equal installments on each of the first three anniversaries of the grant date, subject to his continued employment through each vesting date. Mr. Mahajan will also be eligible for severance benefits under the Walgreens Boots Alliance, Inc. Executive Severance and Change in Control Plan (the “Severance Plan”) commensurate with his status as an Executive Vice President.
Mr. Mahajan does not have any family relationship with any director or executive officer of the Company, or any person nominated or chosen to become a director or executive officer of the Company, and there are no arrangements or understandings with any persons pursuant to which Mr. Mahajan has been appointed to his position. In addition, there have been no transactions directly or indirectly involving Mr. Mahajan that would require disclosure under Item 404(a) of Regulation S-K under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
Appointment of Todd Heckman as Senior Vice President, Global Controller and Chief Accounting Officer
On February 6, 2024, the Board appointed Todd Heckman, who currently serves as Vice President, Interim Global Controller and Chief Accounting Officer of the Company, as Senior Vice President, Global Controller and Chief Accounting Officer of the Company, effective March 1, 2024. Mr. Heckman will continue to serve as the Company’s principal accounting officer.
Mr. Heckman, 50, has served as the Company’s Vice President, Interim Global Controller and Chief Accounting Officer since July 2023. Prior to such interim appointment, Mr. Heckman served as Vice President, Assistant Global Controller from July 2021 until July 2023, and Vice President, Controller Walgreen Co. from September 2016 until July 2021. Prior to joining the Company, Mr. Heckman held various roles with Exelon Corporation, a Chicago-based energy supplier; Ernst & Young LLP, a business management consultant and accounting firm; and Grant Thornton LLP, an accounting firm.
In connection with his promotion, Mr. Heckman’s annual base salary was set at $494,000, his target annual bonus was set at 70% of his annual base salary and the target value of his annual long-term incentive awards was set at $750,000. In addition, Mr. Heckman will be granted a special one-time promotional RSU award on March 1, 2024, which will have a target value of $267,760, and which will vest in three equal installments on each of the first three anniversaries of the grant date, subject to his continued employment through each vesting date. Mr. Heckman will also be eligible for severance benefits under the Severance Plan commensurate with his status as a Senior Vice President.
