Sec Form 4 Filing - Strom Carrie C @ AbbVie Inc. - 2023-02-16

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Strom Carrie C
2. Issuer Name and Ticker or Trading Symbol
AbbVie Inc. [ ABBV]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP & PRES GLOBAL ALLERG AESTH
(Last) (First) (Middle)
1 N. WAUKEGAN ROAD
3. Date of Earliest Transaction (MM/DD/YY)
02/16/2023
(Street)
NORTH CHICAGO, IL60064
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Common Stock, $0.01 par value 02/16/2023 A 6,546 ( 1 ) A $ 0 47,209 D
Common Stock, $0.01 par value 02/16/2023 A 5,074 ( 2 ) A $ 0 52,283 D
Common Stock, $0.01 par value 02/21/2023 M 7,809 A $ 56.93 60,092 D
Common Stock, $0.01 par value 02/21/2023 M 6,370 A $ 67.25 66,462 D
Common Stock, $0.01 par value 02/21/2023 S 5,615 D $ 150.71 ( 3 ) 60,847 D
Common Stock, $0.01 par value 02/21/2023 S 7,780 D $ 151.28 ( 4 ) 53,067 D
Common Stock, $0.01 par value 02/21/2023 S 6,533 D $ 150.74 ( 5 ) 46,534 D
Common Stock, $0.01 par value 02/21/2023 S 7,646 D $ 151.29 ( 6 ) 38,888 D
Common Stock, $0.01 par value 02/21/2023 S 567 D $ 150.78 ( 7 ) 38,321 D
Common Stock, $0.01 par value 02/21/2023 S 400 D $ 151.34 ( 8 ) 37,921 D
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Option (Right to Buy) ( 9 ) $ 149.62 02/16/2023 A 16,205 02/16/2024 02/15/2033 Common Stock 16,205 $ 0 16,205 D
Option (Right to Buy) ( 10 ) $ 56.93 02/21/2023 M 7,809 02/21/2014 02/21/2023 Common Stock 7,809 $ 56.93 0 D
Option (Right to Buy) ( 10 ) $ 67.25 02/21/2023 M 6,370 02/21/2015 02/20/2024 Common Stock 6,370 $ 67.25 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Strom Carrie C
1 N. WAUKEGAN ROAD
NORTH CHICAGO, IL60064
SVP & PRES GLOBAL ALLERG AESTH
Signatures
Steven L. Scrogham, attorney-in-fact for Carrie Strom 02/21/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents shares of AbbVie common stock issued under a performance vesting restricted stock unit award granted to the reporting person on February 18, 2021. The award is subject to performance-vesting restrictions based on a relative return on equity measure. The performance-vesting restrictions with respect to these shares were released on the date reported in Column 2 above upon certification of performance goal attainment by the Compensation Committee of AbbVie's Board of Directors. The shares will be issued to the reporting person on February 28, 2023.
( 2 )Represents shares of AbbVie common stock issued under a performance vesting restricted stock unit award granted to the reporting person on February 17, 2022. The award is subject to performance-vesting restrictions based on a relative return on equity measure. The performance-vesting restrictions with respect to these shares were released on the date reported in Column 2 above upon certification of performance goal attainment by the Compensation Committee of AbbVie's Board of Directors. The shares will be issued to the reporting person on February 28, 2023.
( 3 )The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $150.12 to $151.11, inclusive. The reporting person undertakes to provide AbbVie Inc., any security holder of AbbVie Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 4 )The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices rang ing from $151.12 to $151.51, inclusive. The reporting person undertakes to provide AbbVie Inc., any security holder of AbbVie Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 5 )The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $150.12 to $151.11, inclusive. The reporting person undertakes to provide AbbVie Inc., any security holder of AbbVie Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 6 )The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $151.12 to $151.51, inclusive. The reporting person undertakes to provide AbbVie Inc., any security holder of AbbVie Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 7 )The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $150.12 to $151.10, inclusive. The reporting person undertakes to provide AbbVie Inc., any security holder of AbbVie Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 8 )The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $151.15 to $151.42, inclusive. The reporting person undertakes to provide AbbVie Inc., any security holder of AbbVie Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
( 9 )Employee stock option granted pursuant to the AbbVie Amended and Restated 2013 Incentive Stock Program in a transaction exempt from Section 16 under Rule 16b-3. The option becomes exercisable in annual increments of 5,402 on February 16, 2024, 5,402 on February 16, 2025, and 5,401 on February 16, 2026.
( 10 )Employee stock option granted pursuant to the AbbVie 2013 Incentive Stock Program in a transaction exempt from Section 16 under Rule 16b-3.

Remarks:
The option exercise and sale transactions were made pursuant to a previously adopted plan complying with Rule 10b5-1(c).

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