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John Lederer granted 16,820.86 phantom stock units at Walgreens (WBA)

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

John Anthony Lederer, a director of Walgreens Boots Alliance, received an annual grant of 16,820.86 phantom stock units dated 08/13/2025 as non-employee director compensation under the company's 2021 Omnibus Incentive Plan. Each unit is economically equivalent to one share of common stock and the grant is paid in arrears for prior-year services. The phantom units vest to be settled following termination of director service and include additional units issued in lieu of dividends. The filing reports 125,173.95 common stock equivalents beneficially owned after the grant. The Form 4 was signed on behalf of Mr. Lederer by an attorney-in-fact on 08/15/2025.

Positive

  • Annual director compensation granted: 16,820.86 phantom stock units reflect ongoing board remuneration under the company's omnibus plan
  • Increased beneficial ownership: Reported total of 125,173.95 common stock equivalents after the grant
  • Includes dividend-equivalent units: The grant incorporates phantom units issued in lieu of dividends, maintaining economic parity with actual shares

Negative

  • None.

Insights

TL;DR Routine annual director compensation issued as phantom stock increases reported beneficial ownership but is non-cash until settlement.

The filing documents a standard annual phantom stock award of 16,820.86 units for a non-employee director, issued under the 2021 Omnibus Incentive Plan and payable in arrears. Phantom units mirror economic exposure to common shares but do not represent immediate share issuance and will be settled only after the director leaves service. For modeling equity dilution or outstanding-equivalent share counts, include the incremental 16,820.86 units and the total reported equivalent of 125,173.95 shares. No cash purchase or option exercise is reported.

TL;DR This is a routine, plan-based director award reflecting standard governance compensation practices.

The grant is described as annual non-employee director compensation paid in arrears and includes units issued in lieu of dividends, consistent with common phantom stock arrangements. Settlement is deferred until termination of service, indicating the award aligns director pay with long-term shareholder alignment without immediate share issuance. The filing was executed by an attorney-in-fact, with no amendments or irregularities noted within the provided content.

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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
Lederer John Anthony

(Last) (First) (Middle)
C/O WALGREENS BOOTS ALLIANCE, INC.
108 WILMOT ROAD

(Street)
DEERFIELD IL 60015

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Walgreens Boots Alliance, Inc. [ WBA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/13/2025
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
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
Phantom Stock Units (1) 08/13/2025 A 16,820.86 (2) (2) Common Stock 16,820.86 $11.89 125,173.95(3) D
Explanation of Responses:
1. The annual phantom stock grant is issued as non-employee director compensation under the Amended and Restated Walgreens Boots Alliance, Inc. 2021 Omnibus Incentive Plan (including the applicable election forms thereunder, the "Plan") in arrears with respect to services rendered over the course of the prior year, and each unit of phantom stock is the economic equivalent of one share of the company's common stock.
2. To be settled following termination of service as a director in accordance with the terms and conditions of the Plan.
3. Includes phantom stock units that were issued in lieu of dividends on outstanding phantom stock units.
Remarks:
/s/ John Lederer by Paul Ingram, Attorney-in-Fact 08/15/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did John Lederer report on the Form 4 for WBA?

He reported an award of 16,820.86 phantom stock units dated 08/13/2025, increasing his beneficial ownership to 125,173.95 common stock equivalents.

Are the phantom stock units immediately settled into WBA common stock?

No. The units are to be settled following termination of director service in accordance with the Plan.

Under what plan were the phantom stock units granted?

The units were granted under the Amended and Restated Walgreens Boots Alliance, Inc. 2021 Omnibus Incentive Plan.

Did the Form 4 report a purchase price or cash transaction for the grant?

No cash purchase was reported; the grant lists a price of $11.89 as the economic reference but the units are phantom and payable after termination.

When was the Form 4 signed and by whom?

The Form 4 was signed on 08/15/2025 by Paul Ingram, Attorney-in-Fact, on behalf of John Lederer.
Walgreen Boots

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Pharmaceutical Retailers
Retail-drug Stores and Proprietary Stores
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United States
DEERFIELD