Viatris (VTRS) Form 4 Viatris / MICHAEL GOETTLER ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

GOETTLER MICHAEL

(Last) (First) (Middle)

1000 MYLAN BOULEVARD

(Street)

CANONSBURG PA 15317

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Viatris Inc [ VTRS ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/21/2022

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/21/2022		M		639(1)	A	$0.00	137,435	D
Common Stock	03/21/2022		F		280(2)	D	$10.39	137,155	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Dividend Equivalent Units	(3)	03/21/2022		A		638.0964		(3)	(3)	Common Stock	638.0964	$0.00	638.0964	D
Dividend Equivalent Units	$0.00	03/21/2022		M			638.0964	(3)	(3)	Common Stock	638.0964	$0.00	0	D
Dividend Equivalent Units	(4)	03/21/2022		A		1,418.7744		(4)	(4)	Common Stock	1,418.7744	$0.00	4,285.9901	D
Dividend Equivalent Units	(5)	03/21/2022		A		3,012.2715		(5)	(5)	Common Stock	3,012.2715	$0.00	7,070.2715	D

Explanation of Responses:

1. Fractional shares have been rounded up in connection with the settlement described in footnote 3 pursuant to the terms of the restricted stock unit (RSU) award agreement under the Viatris Inc. 2020 Stock Incentive Plan.

2. Represents withholding of shares of common stock for the tax liability associated with the vesting and settlement of the dividend equivalent units (DEUs) that accrued with respect to the RSUs previously granted on November 20, 2020.

3. Represents DEUs that accrued with respect to the 53,958 RSUs previously granted on November 20, 2020. The DEUs vested upon accrual as the underlying RSUs had previously vested.

4. Represents DEUs that accrued with respect to the 119,975 RSUs previously granted on November 20, 2020 and vest on the same schedule as the underlying RSUs.

5. Represents DEUs that accrued with respect to RSUs previously granted on March 2, 2021 and vest on the same schedule as the remaining unvested RSUs.

Remarks:

	/s/ Kevin Macikowski, by power of attorney	03/23/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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