SCHEDULE: Major Shareholder Exits Walgreens Boots Alliance

Alliance Sante Participations Ltd. and Stefano Pessina have ceased beneficial ownership of Walgreens Boots Alliance, Inc. common stock following a completed transaction.

Summary

• Alliance Sante Participations Ltd. (ASP Cayman) and Stefano Pessina (the Reporting Persons) have filed Amendment No. 11 to Schedule 13D.
• This amendment serves as an exit filing for ASP Cayman and Mr. Pessina, confirming they no longer beneficially own any shares of Walgreens Boots Alliance, Inc. (the Issuer) common stock.
• As of August 28, 2025, the Reporting Persons hold 0.00 shares, representing 0% of the Issuer's common stock.
• The cessation of beneficial ownership is a result of the completion of a previously announced 'Transaction' pursuant to a 'Merger Agreement' on August 28, 2025.
• In connection with the transaction, the Voting Agreement and the Interim Investors Agreement were terminated, and the transactions contemplated by the Reinvestment Agreement were completed.
• A new Joint Filing Agreement, dated August 28, 2025, has been executed, revoking the prior agreement dated April 29, 2025.

Sentiment

Score: 5

Explanation: The filing is a factual report of a change in beneficial ownership following a completed transaction. It does not contain information that is inherently positive or negative for the issuer's operational performance, thus a neutral sentiment is assigned.

Positives

• The completion of the 'Transaction' and associated agreements (Voting Agreement, Interim Investors Agreement, Reinvestment Agreement) indicates the successful execution of a strategic initiative for the Reporting Persons.

Negatives

• The Reporting Persons, Alliance Sante Participations Ltd. and Stefano Pessina, no longer hold any beneficial ownership in Walgreens Boots Alliance, Inc.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the future operations or financial performance of Walgreens Boots Alliance, Inc. It primarily reports a past event concerning beneficial ownership.

Management Comments

• Stefano Pessina, as a director of Alliance Sante Participations Ltd. and a reporting person, signed the Joint Filing Agreement and the Schedule 13D Amendment.

Industry Context

This filing primarily concerns a change in the major shareholder structure of Walgreens Boots Alliance, Inc. rather than broader industry trends. The exit of a historically significant beneficial owner like Stefano Pessina could be interpreted by the market as a shift in long-term strategic alignment or investor confidence, though the filing itself does not provide such commentary.

Corporate Governance

Stakeholder Impact

• Shareholders: The exit of a significant beneficial owner, Stefano Pessina, and Alliance Sante Participations Ltd., alters the ownership structure of Walgreens Boots Alliance, Inc. This could influence market perception and trading dynamics.
• Management: The change in major shareholder structure may affect future strategic decisions or governance dynamics, though the filing does not provide details.

Next Steps

• The Joint Filing Agreement confirms that future amendments to the Schedule 13D, if any, will continue to be filed jointly by the named reporting persons.

Key Dates

Recommendation

This filing is a procedural update detailing the completion of a previously announced transaction and the subsequent exit of a significant beneficial owner, Stefano Pessina, and Alliance Sante Participations Ltd. It does not provide new operational or financial performance data for Walgreens Boots Alliance, Inc. to warrant a change in investment recommendation. Investors should consider this information in the context of the company's overall strategic direction and financial health, which are not detailed in this specific filing.

Keywords

Walgreens Boots Alliance, WBA, Schedule 13D, Stefano Pessina, Alliance Sante Participations, beneficial ownership, exit filing, common stock, merger agreement