As filed with the Securities and Exchange Commission on August 28, 2025
Registration No. 333-201327
Registration No. 333-198768
Registration No. 333-252782
Registration No. 333-286829
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective Amendment No. 2 to Form S-8 Registration Statement No. 333-201327
Post-Effective Amendment No. 3 to Form
S-8 Registration Statement No. 333-198768
Post-Effective Amendment No. 1 to Form S-8 Registration Statement
No. 333-252782
Post-Effective Amendment No. 1 to Form S-8 Registration Statement No. 333-286829
UNDER
THE SECURITIES ACT OF 1933
WALGREENS BOOTS ALLIANCE, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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47-1758322 |
(State or other Jurisdiction of
Incorporation or Organization) |
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(I.R.S. Employer
Identification No.) |
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108 Wilmot Road
Deerfield, Illinois |
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60015 |
(Address of Principal Executive Offices) |
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(Zip Code) |
Walgreens Boots Alliance, Inc. 2013 Omnibus Incentive Plan
Walgreens Boots Alliance, Inc. Employee Stock Purchase Plan
Walgreens Boots Alliance, Inc. Executive Deferred Profit Sharing Plan
Walgreen Co. Executive Stock Option Plan, as assumed by Walgreens Boots Alliance, Inc.
Walgreen Co. Long-Term Performance Incentive Plan, as assumed by Walgreens Boots Alliance, Inc.
Share Walgreens Walgreen Co. Stock Purchase/Option Plan, as assumed by Walgreens Boots Alliance, Inc.
drugstore.com, inc. 2008 Equity Incentive Plan, as assumed by Walgreens Boots Alliance, Inc.
drugstore.com, inc. 1998 Stock Plan, as assumed by Walgreens Boots Alliance, Inc.
Walgreens Boots Alliance, Inc. 2021 Omnibus Incentive Plan
Walgreens Boots Alliance, Inc. Amended and Restated 2021 Omnibus Incentive Plan
Walgreens Boots Alliance, Inc. Employee Stock Purchase Plan, as amended and restated
(Full title of the plans)
Lanesha Minnix
Executive Vice President,
Global Chief Legal Officer and Corporate Secretary
Walgreens Boots Alliance, Inc.
108 Wilmot Road
Deerfield, Illinois 60015
(Name and address of agent for service)
Telephone: (847) 315-3700
(Telephone Number, including area code, of agent for service)
With a copy to:
Joshua N. Korff, P.C.
Katherine Shaia
Kirkland & Ellis LLP
601 Lexington Avenue
New
York, New York 10022
(212) 446-4800
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated
filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in
Rule 12b-2 of the Exchange Act.
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Large accelerated filer |
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☒ |
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Accelerated filer |
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☐ |
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Non-accelerated filer |
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☐ |
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Smaller reporting company |
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☐ |
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Emerging growth company |
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☐ |
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 7(a)(2)(B) of the Securities Act. ☐