8-K/A
0001618921 0001618921 2023-07-27 2023-07-27 0001618921 us-gaap:CommonStockMember 2023-07-27 2023-07-27 0001618921 wba:M3.600WalgreensBootsAllianceInc.NotesDue2025Member 2023-07-27 2023-07-27 0001618921 wba:M2.125WalgreensBootsAllianceInc.NotesDue2026Member 2023-07-27 2023-07-27

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K/A

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 27, 2023

 

 

WALGREENS BOOTS ALLIANCE, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-36759   47-1758322

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification Number)

 

108 Wilmot Road, Deerfield, Illinois   60015
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (847) 315-2500

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange

on which registered

Common Stock, $0.01 par value   WBA   The Nasdaq Stock Market LLC
3.600% Walgreens Boots Alliance, Inc. notes due 2025   WBA25   The Nasdaq Stock Market LLC
2.125% Walgreens Boots Alliance, Inc. notes due 2026   WBA26   The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 


Introductory Note

On July 27, 2023, Walgreens Boots Alliance, Inc. (the “Company”) filed a Current Report on Form 8-K to announce, among other things, that the Company had appointed Manmohan Mahajan as the Company’s Interim Global Chief Financial Officer and principal financial officer and Todd Heckman as the Company’s Interim Global Controller and principal accounting officer, in each case, effective July 27, 2023.

 

Item5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

In connection with Mr. Mahajan’s appointment as the Company’s Interim Global Chief Financial Officer and principal financial officer and Mr. Heckman’s appointment as the Company’s Interim Global Controller and principal accounting officer, on October 25, 2023, the Compensation and Leadership Performance Committee of the Company’s Board of Directors approved incremental cash payments to be paid to them while they serve in such positions in the amounts of $300,000 and $60,000 per month, respectively, in each case, retroactive to July 27, 2023.

 

Item9.01.

Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit    Description
104    Cover Page Interactive Data File (formatted as inline XBRL)

 


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    WALGREENS BOOTS ALLIANCE, INC.
Date: October 27, 2023     By:  

/s/ Joseph B. Amsbary Jr.

   

Name:

Title:

 

Joseph B. Amsbary, Jr.

Senior Vice President and Corporate Secretary