Form 8-K/A - Current report: [Amend]

VIATRIS INC.

Date: December 15, 2023

/s/ Brian Roman

Brian Roman

Global General Counsel

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K/A

(Amendment No. 1)

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 19, 2023

VIATRIS INC.

(Exact name of registrant as specified in its charter)

Delaware

001-39695

83-4364296

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

1000 Mylan Boulevard, Canonsburg, Pennsylvania, 15317

(Address of Principal Executive Offices)

Registrant’s telephone number, including area code: (724) 514-1800

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2 (b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4 (c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Common Stock, par value $0.01 per share

VTRS

The NASDAQ Stock Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

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 13(a) of the Exchange Act. ☐

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 22, 2023, Viatris Inc. (the “Company”) filed a Current Report on Form 8-K (the “Initial 8-K”) to report the appointment of Leo Groothuis to the Board of Directors of the Company (the “Board”). At the time of the Initial 8-K, the Board had not determined the committee(s) to which Mr. Groothuis would be named. This Amendment No. 1 to the Initial 8-K is being filed to report that on December 14, 2023, the Board appointed Mr. Groothuis to serve on the Compliance and Risk Oversight Committee, Executive Committee and Governance and Sustainability Committee, effective immediately after the 2023 annual meeting of shareholders. On December 14, 2023, the Board also consolidated the Compliance Committee and Risk Oversight Committee to be the Compliance and Risk Oversight Committee and renamed the Governance and Nominating Committee to be the Governance and Sustainability Committee, in each case effective immediately after the 2023 annual meeting of shareholders.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Document and Entity Information	May 19, 2023
Cover [Abstract]
Entity Registrant Name	Viatris Inc
Amendment Flag	true
Entity Central Index Key	0001792044
Document Type	8-K/A
Document Period End Date	May 19, 2023
Entity Incorporation State Country Code	DE
Entity File Number	001-39695
Entity Tax Identification Number	83-4364296
Entity Address, Address Line One	1000 Mylan Boulevard
Entity Address, City or Town	Canonsburg
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	15317
City Area Code	(724)
Local Phone Number	514-1800
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common Stock, par value $0.01 per share
Trading Symbol	VTRS
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Amendment Description	On May 22, 2023, Viatris Inc. (the “Company”) filed a Current Report on Form 8-K (the “Initial 8-K”) to report the appointment of Leo Groothuis to the Board of Directors of the Company (the “Board”). At the time of the Initial 8-K, the Board had not determined the committee(s) to which Mr. Groothuis would be named. This Amendment No. 1 to the Initial 8-K is being filed to report that on December 14, 2023, the Board appointed Mr. Groothuis to serve on the Compliance and Risk Oversight Committee, Executive Committee and Governance and Sustainability Committee, effective immediately after the 2023 annual meeting of shareholders. On December 14, 2023, the Board also consolidated the Compliance Committee and Risk Oversight Committee to be the Compliance and Risk Oversight Committee and renamed the Governance and Nominating Committee to be the Governance and Sustainability Committee, in each case effective immediately after the 2023 annual meeting of shareholders.