SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Ashworth Richard M (Last) (First) (Middle) WALGREENS BOOTS ALLIANCE, INC. 108 WILMOT ROAD (Street) DEERFIELD IL 60015 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 01/30/2020	3. Issuer Name and Ticker or Trading Symbol Walgreens Boots Alliance, Inc. [ WBA ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) SVP, President of Walgreen Co.	5. If Amendment, Date of Original Filed (Month/Day/Year) 02/06/2020
			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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	39,617(1)(2)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Includes shares underlying restricted stock units ("RSUs") granted under the amended and restated Walgreens Boots Alliance, Inc. 2013 Omnibus Incentive Plan (together with the related award agreement and the applicable election forms thereunder, the "Plan"), and shares underlying restricted stock units issued in lieu of dividends (through January 30, 2020) on outstanding restricted stock units. (continued in footnote 2)

2. (continued from footnote 1) RSUs were granted and vest as follows (a) 19,535 RSUs granted on September 1, 2019 that vest with respect to 9,767 shares on September 1, 2020 and with respect to 9,768 shares on September 1, 2021: (b) 7,657 RSUs granted on November 1, 2019 that vest with respect to 2,549 shares on November 1, 2020, with respect to 2,550 shares on November 1, 2021 and with respect to 2,558 shares on November 1, 2022: and (c) 4,782 RSUs granted on January 29, 2020 that vest with respect to 1,592 shares on January 29, 2021, with respect to 1,592 shares on January 29, 2022 and with respect to 1,598 shares on January 29, 2023. Updated total reflects shares beneficially owned directly as of January 30, 2020; refer to the Form 3 filed on February 6, 2020 for information regarding other holdings of the reporting person as of January 30, 2020, including derivative securities granted under the Plan.

Remarks:

	/s/ Kelsey Chin, attorney-in-fact	04/23/2020
	** 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 5 (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).
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