Walgreens Boots Alliance (WBA) Form 3 Walgreens Boots Alliance / Kevin M. Ban 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^*

Ban Kevin M.

(Last) (First) (Middle)

C/O WALGREENS BOOTS ALLIANCE, INC.

108 WILMOT ROAD

(Street)

DEERFIELD IL 60015

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/20/2022

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)
EVP, Chief Medical Officer

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	4,964(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)	(3)	11/01/2030	Common Stock	15,470	34.04	D
Employee Stock Option (Right to Buy)	(4)	11/01/2031	Common Stock	15,644	47.32	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 "2013 Plan"), RSUs granted 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") and shares underlying restricted stock units issued in lieu of dividends (through September 15, 2022) on the outstanding restricted stock units. (continued in footnote 2)

2. (continued from footnote 1) RSUs were granted and vest as follows (a) 2,059 RSUs granted on November 1, 2020 that vest with respect to 1,028 units on November 1, 2022, and with respect to 1,031 units on November 1, 2023; and (b) 2,607 RSUs granted on November 1, 2021 that vest with respect to 868 units on November 1, 2022, with respect to 868 units on November 1, 2023, and with respect to 871 units on November 1, 2024.

3. The option vests with respect to 5,151 shares on November 1, 2021, with respect to 5,152 shares on November 1, 2022, and with respect to 5,167 shares on November 1, 2023, subject to acceleration or forfeiture in certain circumstances in accordance with the terms and conditions of the 2013 Plan.

4. The option vests with respect to 5,209 shares on November 1, 2022, with respect to 5,209 shares on November 1, 2023, and with respect to 5,226 shares on November 1, 2024, subject to acceleration or forfeiture in certain circumstances in accordance with the terms and conditions of the 2021 Plan.

Remarks:

	/s/ Kevin M. Ban by Cherita Thomas, Attorney-in-Fact	09/29/2022
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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