UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 15
CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION
UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934
OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934.
Commission File Number: 001-36759
WALGREENS BOOTS ALLIANCE, INC.
(Exact name of registrant as specified in its charter)
108 Wilmot Road
Deerfield, Illinois 60015
(847) 315-3700
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Common Stock, $0.01 par value
3.600% Walgreens Boots Alliance, Inc. notes due 2025
2.125% Walgreens Boots Alliance, Inc. notes due 2026
3.450% Walgreens Boots Alliance, Inc. notes due 2026
8.125% Walgreens Boots Alliance, Inc. notes due 2029
3.200% Walgreens Boots Alliance, Inc. notes due 2030
4.500% Walgreens Boots Alliance, Inc. notes due 2034
4.800% Walgreens Boots Alliance, Inc. notes due 2044
4.650% Walgreens Boots Alliance, Inc. notes due 2046
4.100% Walgreens Boots Alliance, Inc. notes due 2050
4.400% Walgreen Co. notes due 2042
(Title of each class of securities covered by this Form)
None
(Titles of all
other classes of securities for which a duty to file reports under section 13(a) or 15(d) remains)
Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports:
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| Rule 12g-4(a)(1) |
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| Rule 12g-4(a)(2) |
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| Rule 12h-3(b)(1)(i) |
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| Rule 12h-3(b)(1)(ii) |
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| Rule 15d-6 |
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| Rule 15d-22(b) |
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☐ |
Approximate number of holders of record as of the certification or notice date:
Common stock, $0.01 par value per share: 1*
3.600% Walgreens
Boots Alliance, Inc. notes due 2025: 2
2.125% Walgreens Boots Alliance, Inc. notes due 2026: 2
3.450% Walgreens Boots Alliance, Inc. notes due 2026: 55
8.125%
Walgreens Boots Alliance, Inc. notes due 2029: 0
3.200% Walgreens Boots Alliance, Inc. notes due 2030: 43
4.500% Walgreens Boots Alliance, Inc. notes due 2034: 38
4.800%
Walgreens Boots Alliance, Inc. notes due 2044: 32
4.650% Walgreens Boots Alliance, Inc. notes due 2046: 23
4.100% Walgreens Boots Alliance, Inc. notes due 2050: 23
4.400%
Walgreen Co. notes due 2042: 33
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On August 28, 2025, pursuant to the Agreement and Plan of Merger, dated as of March 6, 2025 (the
“Merger Agreement”), by and among Walgreens Boots Alliance, Inc., a Delaware corporation (the “Company”), Blazing Star Parent, LLC, a Delaware limited liability company (“Parent”), Blazing Star Merger Sub, Inc., a
Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”) and the other affiliates of Parent named therein, Merger Sub merged with and into the Company (the “Merger”), with the Company surviving the Merger
as a wholly owned subsidiary of Parent. Parent is an affiliate of Sycamore Partners Management, L.P. |
Pursuant to the requirements of
the Securities Exchange Act of 1934, Walgreens Boots Alliance, Inc. has caused this certification/notice to be signed on its behalf by the undersigned duly authorized person.
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WALGREENS BOOTS ALLIANCE, INC. |
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| Date: September 8, 2025 |
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By: |
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/s/ Lanesha Minnix |
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Name: Lanesha Minnix |
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Title: Executive Vice President, Global Chief Legal Officer and Corporate Secretary |
