Form 8-K Walgreens Boots Alliance, Inc.

Current report, item 5.02

Published: 2019-09-20 17:15:57
Submitted: 2019-09-20
Period Ending In: 2019-09-17
d34871d8k.htm 8-K

> ENT> 8-K 1 d34871d8k.htm 8-K





Washington, D.C. 20549







Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 17, 2019




(Exact name of registrant as specified in its charter)




Delaware   001-36759   47-1758322

(State or other jurisdiction

of incorporation)

  (Commission File

(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





Name of each exchange

on which registered

Common Stock, $0.01 par value   WBA   The Nasdaq Stock Market LLC
2.875% Walgreens Boots Alliance, Inc. notes due 2020   WBA20   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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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.  ☐




Item 5.02(b). Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 17, 2019, Leonard D. Schaeffer tendered his resignation as a director of Walgreens Boots Alliance, Inc. (the “Company”) effective as of September 30, 2019. Mr. Schaeffer informed the Company that he is resigning to focus on other professional responsibilities and that his resignation is not the result of a disagreement with the Company on any matter relating to its operations, policies or practices. Mr. Schaeffer has served as a director of the Company since 2015.

The size of the Company’s Board of Directors is expected to be reduced from 11 to 10 directors effective upon Mr. Schaeffer’s resignation.


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.


Date: September 20, 2019     By:   /s/ Joseph B. Amsbary, Jr.
    Title:   Vice President and Corporate Secretary

Additional Files
0001193125-19-250794.txt   Complete submission text file   17841

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SEC CFR Title 17 of the Code of Federal Regulations.