Walgreens Boots Alliance (WBA) moves to deregister stock and notes

Rhea-AI Filing Summary

Walgreens Boots Alliance, Inc. filed a Form 15 to terminate the registration of certain securities under Section 12(g) of the Securities Exchange Act of 1934 and to suspend its duty to file ongoing reports under Sections 13 and 15(d). The filing covers the company’s common stock with a par value of $0.01 per share and multiple series of Walgreens Boots Alliance, Inc. and Walgreen Co. notes maturing between 2025 and 2050. The certification is signed on behalf of the company by Lanesha Minnix, Executive Vice President, Global Chief Legal Officer and Corporate Secretary.

Positive

• None.

Negative

• Termination of SEC registration and suspension of reporting for Walgreens Boots Alliance common stock and multiple long-dated note issues, reducing mandated public disclosure for these securities.

Insights

Equity & Credit Markets Analyst

Walgreens Boots Alliance moves to end SEC registration and reporting for key securities.

Walgreens Boots Alliance, Inc. has submitted a Form 15 to terminate registration of its common stock and several series of notes under Section 12(g) and to suspend its reporting obligations under Sections 13 and 15(d) of the Exchange Act. This step typically means those securities will no longer be subject to the same level of public disclosure and Exchange Act reporting.

The affected securities include the company’s $0.01 par value common stock and multiple debt issues with maturities ranging from 2025 through 2050. The action may affect trading venue, liquidity, and transparency for these securities, though the specific post-deregistration arrangements are not detailed in the excerpt.

The certification is executed by the Executive Vice President, Global Chief Legal Officer and Corporate Secretary as of September 8, 2025, indicating the company’s senior legal leadership is formally attesting to the conditions required for deregistration and suspension of reporting. Market impact will depend on how holders of the common stock and notes respond once the change in reporting status takes effect.

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:

Rule 12g-4(a)(1)		☒
Rule 12g-4(a)(2)		☐
Rule 12h-3(b)(1)(i)		☒
Rule 12h-3(b)(1)(ii)		☐
Rule 15d-6		☐
Rule 15d-22(b)		☐

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

* 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.

				WALGREENS BOOTS ALLIANCE, INC.
Date: September 8, 2025				By:		/s/ Lanesha Minnix
						Name: Lanesha Minnix
						Title: Executive Vice President, Global Chief Legal Officer and Corporate Secretary

FAQ

What did Walgreens Boots Alliance (WBA) file with the SEC?

Walgreens Boots Alliance, Inc. filed a Form 15 to certify the termination of registration of certain securities under Section 12(g) of the Exchange Act and to suspend its duty to file reports under Sections 13 and 15(d).

Which Walgreens Boots Alliance (WBA) securities are covered by this Form 15?

The Form 15 covers common stock with $0.01 par value per share and several series of Walgreens Boots Alliance, Inc. and Walgreen Co. notes maturing between 2025 and 2050, including 3.600% notes due 2025 and 4.400% Walgreen Co. notes due 2042.

What is the purpose of a Form 15 for Walgreens Boots Alliance (WBA)?

A Form 15 is used to terminate the registration of securities under Section 12(g) of the Exchange Act or to suspend ongoing reporting obligations under Sections 13 and 15(d), once certain criteria are met.

Does this Form 15 mean Walgreens Boots Alliance (WBA) will stop filing SEC reports?

The Form 15 seeks to suspend the duty to file reports under Sections 13 and 15(d) for the covered securities. This generally means those securities will no longer require the same periodic SEC reports, subject to the effectiveness of the Form 15.

Who signed Walgreens Boots Alliance’s Form 15?

The Form 15 was signed on behalf of Walgreens Boots Alliance, Inc. by Lanesha Minnix, who is the Executive Vice President, Global Chief Legal Officer and Corporate Secretary.

When did Walgreens Boots Alliance (WBA) execute this Form 15?

The certification was dated September 8, 2025, as indicated next to the company’s signature block on the Form 15.