Sec Form 4 Filing - COURY ROBERT J @ Viatris Inc - 2023-03-02

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
COURY ROBERT J
2. Issuer Name and Ticker or Trading Symbol
Viatris Inc [ VTRS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Executive Chairman
(Last) (First) (Middle)
1000 MYLAN BOULEVARD
3. Date of Earliest Transaction (MM/DD/YY)
03/02/2023
(Street)
CANONSBURG, PA15317
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 03/02/2023 M 100,770 A $ 0 1,162,429 D
Common Stock 03/02/2023 F 52,851 ( 1 ) D $ 11.13 1,109,578 D
Common Stock 03/02/2023 M 7,969 ( 2 ) A $ 0 1,117,547 D
Common Stock 03/02/2023 F 4,124 ( 3 ) D $ 11.13 1,113,423 D
Common Stock 03/04/2023 M 123,529 A $ 0 1,236,952 D
Common Stock 03/04/2023 F 64,557 ( 4 ) D $ 11.13 1,172,395 D
Common Stock 03/04/2023 M 4,441 ( 5 ) A $ 0 1,176,836 D
Common Stock 03/04/2023 F 2,321 ( 6 ) D $ 11.13 1,174,515 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
Restricted Stock Units $ 0 03/02/2023 M 100,770 ( 7 ) ( 7 ) Common Stock 100,770 $ 0 100,770 D
Dividend Equivalent Units $ 0 03/02/2023 M 7,968.3174 ( 8 ) ( 9 ) ( 9 ) Common Stock 7,968.3174 $ 0 7,969 ( 8 ) D
Restricted Stock Units $ 0 03/03/2023 A 367,925 ( 10 ) ( 10 ) Common Stock 367,925 $ 0 367,925 D
Restricted Stock Units $ 0 03/04/2023 M 123,529 ( 11 ) ( 11 ) Common Stock 123,529 $ 0 247,060 D
Dividend Equivalent Units $ 0 03/04/2023 M 4,440.4284 ( 12 ) ( 13 ) ( 13 ) Common Stock 4,440.4284 $ 0 8,881 ( 12 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
COURY ROBERT J
1000 MYLAN BOULEVARD
CANONSBURG, PA15317
X Executive Chairman
Signatures
/s/ Kevin Macikowski, by power of attorney 03/06/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents withholding of shares of common stock for the tax liability associated with the vesting and settlement of a portion of the restricted stock units (RSUs) granted on March 2, 2021.
( 2 )Fractional shares have been rounded up in connection with the settlement described in footnote 9 pursuant to the terms of the RSU award agreement under the Viatris Inc. 2020 Stock Incentive Plan.
( 3 )Represents withholding of shares of common stock for the tax liability associated with the vesting and settlement of a portion of the dividend equivalent units (DEUs) that accrued with respect to the RSUs previously granted on March 2, 2021.
( 4 )Represents withholding of shares of common stock for the tax liability associated with the vesting and settlement of a portion of the RSUs granted on March 4, 2022.
( 5 )Fractional shares have been rounded up in connection with the settlement described in footnote 13 pursuant to the terms of the RSU award agreement under the Viatris Inc. 2020 Stock Incentive Plan.
( 6 )Represents withholding of shares of common stock for the tax liability associated with the vesting and settlement of a portion of the DEUs that accrued with respect to the RSUs previously granted on March 4, 2022.
( 7 )Each RSU represents the right to receive one share of common stock of Viatris Inc. (Viatris). 100,770 of the RSUs granted on March 2, 2021 vested on each of March 2, 2022 and March 2, 2023 and 100,770 will vest on March 2, 2024.
( 8 )On May 6, 2022, Viatris filed a registration statement on Form S-3 with respect to its Dividend Reinvestment and Share Purchase Plan; amount includes DEUs that subsequently accrued with respect to such RSUs in June 2022, September 2022 and December 2022 in transactions exempt from Section 16 under Rule 16a-11.
( 9 )Represents DEUs that accrued with respect to the RSUs previously granted on March 2, 2021 and vest on the same schedule as the underlying RSUs.
( 10 )Each RSU represents the right to receive one share of common stock of Viatris. 122,642 of the RSUs granted on March 3, 2023 will vest on March 3, 2024, 122,641 will vest on March 3, 2025 and 122,642 will vest on March 3, 2026.
( 11 )Each RSU represents the right to receive one share of common stock of Viatris. 123,529 of the RSUs granted on March 4, 2022 vested on March 4, 2023 and 123,530 will vest on each of March 4, 2024 and March 4, 2025.
( 12 )On May 6, 2022, Viatris filed a registration statement on Form S-3 with respect to its Dividend Reinvestment and Share Purchase Plan; amount represents DEUs that subsequently accrued with respect to such RSUs in June 2022, September 2022 and December 2022 in transactions exempt from Section 16 under Rule 16a-11.
( 13 )Represents DEUs that accrued with respect to the RSUs previously granted on March 4, 2022 and vest on the same schedule as the underlying RSUs.

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