Walgreens Boots Alliance (WBA) Form 3 Walgreens Boots Alliance / Manmohan Mahajan ownership change

SEC Form 3

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^*

Mahajan Manmohan

(Last) (First) (Middle)

C/O WALGREENS BOOTS ALLIANCE

108 WILMOT ROAD

(Street)

DEERFIELD IL 60015

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/14/2021

3. Issuer Name and Ticker or Trading Symbol
Walgreens Boots Alliance, Inc. [ WBA ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SVP, Global Controller and CAO

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
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	3,425(1)(2)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)	11/01/2019	11/01/2026	Common Stock	7,335	82.46	D
Employee Stock Option (Right to Buy)	(3)	11/01/2027	Common Stock	8,579	67.01	D
Employee Stock Option (Right to Buy)	(4)	11/01/2028	Common Stock	6,789	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

Explanation of Responses:

1. Reflects 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 "Plan"), and shares underlying restricted stock units issued in lieu of dividends (through July 15, 2021) on outstanding restricted stock units. (continued in footnote 2)

2. (continued from footnote 1) RSUs were granted and vest as follows (a) 1,118 RSUs granted on November 1, 2019 that vest with respect to 558 shares on November 1, 2021 and with respect to 560 shares on November 1, 2022; and (b) 2,160 RSUs granted on November 1, 2020 that vest with respect to 719 shares on November 1, 2021, with respect to 719 shares on November 1, 2022 and with respect to 722 shares on November 1, 2023.

3. The option vests with respect to 2,856 shares on November 1, 2018, with respect to 2,857 shares on November 1, 2019, and with respect to 2,866 shares on November 1, 2020, subject to acceleration or forfeiture in certain circumstances in accordance with the terms and conditions of the Plan.

4. The option vests with respect to 2,260 shares on November 1, 2019, with respect to 2,261 shares on November 1, 2020, and with respect to 2,268 shares on November 1, 2021, subject to acceleration or forfeiture in certain circumstances in accordance with the terms and conditions of the 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 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 Plan.

Remarks:

	/s/ Manmohan Mahajan by Cherita Thomas, Attorney-in-Fact	07/26/2021
	** 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).
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