Viatris (VTRS) CFO logs RSU vesting, tax share withholding in Form 4

Rhea-AI Filing Summary

Viatris Inc Chief Financial Officer Theodora Mistras reported equity award activity tied to previously granted restricted stock units. On March 4, 2026, restricted stock units and related dividend equivalent units granted on March 4, 2024 vested and were converted into shares of common stock.

She acquired 31,149 shares of common stock from RSUs and 2,935 shares from dividend equivalent units through exercises at $0.00 per share, and had 17,226 and 1,624 shares of common stock withheld at $14.71 per share to cover tax liabilities. After these transactions, she held 51,076 shares of Viatris common stock directly.

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Mistras Theodora

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2026

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	03/04/2026		M		31,149	A	$0	66,991	D
Common Stock	03/04/2026		F		17,226(1)	D	$14.71	49,765	D
Common Stock	03/04/2026		M		2,935(2)	A	$0	52,700	D
Common Stock	03/04/2026		F		1,624(3)	D	$14.71	51,076	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
Restricted Stock Units	$0	03/04/2026		M			31,149	(4)	(4)	Common Stock	31,149	$0	31,149	D
Dividend Equivalent Units	$0	03/04/2026		M			2,934.7972(5)	(6)	(6)	Common Stock	2,934.7972	$0	2,934(5)	D

Explanation of Responses:

1. Represents withholding of shares of common stock for the tax liability associated with the vesting and settlement of a portion of the restricted stock units (RSUs) granted on March 4, 2024.

2. Fractional shares have been rounded up in connection with the settlement described in footnote 6 pursuant to the terms of the RSU award agreement under the Viatris Inc. 2020 Stock Incentive Plan.

3. Represents withholding of shares of common stock for the tax liability associated with the vesting and settlement of a portion of the dividend equivalent units (DEUs) that accrued with respect to the RSUs previously granted on March 4, 2024.

4. Each RSU represents the right to receive one share of common stock of Viatris Inc. 31,149 of the RSUs granted on March 4, 2024 vested on each of March 4, 2025 and March 4, 2026, and 31,149 will vest on March 4, 2027.

5. Amount represents DEUs that accrued with respect to such RSUs in transactions exempt from Section 16 under Rule 16a-11.

6. Represents DEUs that accrued with respect to the RSUs previously granted on March 4, 2024 and vest on the same schedule as the underlying RSUs.

	/s/ Kevin Macikowski, by power of attorney	03/05/2026
	** 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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FAQ

What did Viatris (VTRS) CFO Theodora Mistras report in this Form 4?

Viatris CFO Theodora Mistras reported vesting and settlement of restricted stock units and related dividend equivalent units. These awards converted into common shares, with a portion of the shares withheld to satisfy tax liabilities associated with the March 4, 2026 vesting event.

How many Viatris shares did the CFO acquire through RSU vesting?

Theodora Mistras acquired 31,149 shares of Viatris common stock upon vesting of restricted stock units. These RSUs were originally granted on March 4, 2024 and vested as part of a scheduled multi-year vesting program under the Viatris Inc. 2020 Stock Incentive Plan.

What are the dividend equivalent units (DEUs) mentioned in the Viatris Form 4?

Dividend equivalent units are credits that accrue on restricted stock units in lieu of cash dividends. In this filing, DEUs that accrued on RSUs granted March 4, 2024 vested on the same schedule as the RSUs and were settled into Viatris common shares on March 4, 2026.

Were any Viatris shares sold by the CFO on the open market?

The filing shows dispositions coded as tax-withholding transactions, not open-market sales. Shares of Viatris common stock were withheld to pay tax liabilities arising from vesting and settlement of restricted stock units and related dividend equivalent units, as described in the footnotes.

How many Viatris shares were withheld to cover the CFO’s tax liabilities?

The Form 4 reports 17,226 shares of Viatris common stock withheld for taxes on vested RSUs and 1,624 shares withheld for taxes on vested dividend equivalent units. Both withholdings are priced at $14.71 per share, according to the transactional details disclosed.

What future vesting remains from the CFO’s March 4, 2024 Viatris RSU grant?

The footnotes state that 31,149 RSUs from the March 4, 2024 grant vested on March 4, 2025 and March 4, 2026, and that 31,149 RSUs remain scheduled to vest on March 4, 2027, following the same multi-year vesting structure.