Ornella Barra - Aug 28, 2025 Form 4 Insider Report for Walgreens Boots Alliance, Inc. (WBA)

Signature
Benjamin S.J. Burman, attorney-in-fact
Stock symbol
WBA
Transactions as of
Aug 28, 2025
Transactions value $
-$30,766,803
Form type
4
Date filed
8/28/2025, 02:42 PM
Previous filing
Nov 4, 2024

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Barra Ornella Chief Operating Officer, Int'l 24 BOULEVARD DU TENAO, MONTE CARLO, MONACO Benjamin S.J. Burman, attorney-in-fact 2025-08-28 0001628619

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 Disposed to Issuer -$11.1M -969K -100% $11.45 0 Aug 28, 2025 Direct F1, F2, F3
transaction WBA Common Stock, par value $0.01 per share Disposed to Issuer -$19.7M -1.72M -100% $11.45 0 Aug 28, 2025 By OLB F2, F4

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
transaction WBA Employee Stock Options (right to buy) Disposed to Issuer $0 -84.5K -100% $0.00 0 Aug 28, 2025 Common Stock 84.5K $84.68 Direct F5
transaction WBA Employee Stock Options (right to buy) Disposed to Issuer $0 -141K -100% $0.00 0 Aug 28, 2025 Common Stock 141K $82.46 Direct F5
transaction WBA Employee Stock Options (right to buy) Disposed to Issuer $0 -162K -100% $0.00 0 Aug 28, 2025 Common Stock 162K $67.01 Direct F5
transaction WBA Employee Stock Options (right to buy) Disposed to Issuer $0 -133K -100% $0.00 0 Aug 28, 2025 Common Stock 133K $79.90 Direct F5
transaction WBA Employee Stock Options (right to buy) Disposed to Issuer $0 -142K -100% $0.00 0 Aug 28, 2025 Common Stock 142K $57.38 Direct F5
transaction WBA Employee Stock Options (right to buy) Disposed to Issuer $0 -139K -100% $0.00 0 Aug 28, 2025 Common Stock 139K $34.04 Direct F5
transaction WBA Employee Stock Options (right to buy) Disposed to Issuer $0 -139K -100% $0.00 0 Aug 28, 2025 Common Stock 139K $47.32 Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Ornella Barra is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Includes 525,167 shares of Common Stock of Walgreens Boots Alliance, Inc. (the "Issuer") underlying restricted stock units ("Issuer RSUs") granted to the Reporting Person (including Issuer RSUs issued in lieu of dividends on outstanding Issuer RSUs granted to the Reporting Person).
F2 On August 28, 2025, the Issuer consummated the previously announced transaction pursuant to the Agreement and Plan of Merger, dated as of March 6, 2025, by and among the Issuer, Blazing Star Parent, LLC ("Parent"), Blazing Star Merger Sub., Inc. ("Merger Sub") and certain other affiliates of Parent named therein, whereby Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each share of Common Stock of the Issuer ("Common Stock") was canceled and converted into the right to receive (a) cash in an amount equal to $11.45 (the "Per Share Cash Consideration"), without interest and subject to all applicable withholding taxes, and (b) one divested asset proceed right issued by Parent or one of its affiliates subject to and in accordance with the divested asset proceed rights agreement (a "Divested Asset Proceed Right").
F3 At the Effective Time, each Issuer RSU that was not vested at or before the Effective Time was canceled and converted into the contingent right to receive (a) cash in an amount equal to the product of (i) the Per Share Cash Consideration and (ii) the aggregate number of shares of Common Stock subject to such Issuer RSU (including any shares subject to dividend equivalent units credited thereon), without interest and subject to all applicable withholding taxes, and (b) one Divested Asset Proceed Right (together, the "Per RSU Merger Consideration"). Payment of the aggregate Per RSU Merger Consideration payable to the Reporting Person is subject to the Reporting Person remaining in continuous service to the surviving corporation as an employee or consultant until the date on which the original vesting conditions applicable to the underlying Issuer RSUs immediately prior to the Effective Time (including any accelerated vesting provisions therein) are satisfied.
F4 Shares of Common Stock are held of record by a corporation, OLB Holdings Ltd. ("OLB"), which is 100% owned by the Reporting Person.
F5 At the Effective Time, each Issuer stock option with a per share exercise price equal or greater than the Per Share Cash Consideration was cancelled for no consideration.