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 OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      
1. Name and Address of Reporting Person * Strahlman Ellen R 2. Issuer Name and Ticker or Trading Symbol ALTRIA GROUP, INC. [ MO ] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)__X__ Director                    _____ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle)
6601 W BROAD ST
3. Date of Earliest Transaction (MM/DD/YYYY)
5/19/2022
(Street)
RICHMOND, VA 23230
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)
 
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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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  5/19/2022    A    3372 (1) A $0  9145 (2) D   

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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
Phantom Stock Units   (3) 5/19/2022    A     289 (4)      (5)  (5) Common Stock  289.0  $51.90 (6) 4070 (7) D   

Explanation of Responses:
(1)  Deferred stock awarded under the 2015 Stock Compensation Plan for Non-Employee Directors.
(2)  Includes 7,145 deferred shares in the Stock Compensation Plan for Non-Employee directors, including an increase of 59 shares acquired through the reinvestment of dividends on deferred shares and one share as a result of the accumulation of fractional shares since March 31, 2022, the date of the last reportable transaction.
(3)  Phantom stock units convert to the cash value of the issuer's common stock on a 1-for-1 basis.
(4)  These units were acquired on May 19, 2022 pursuant to the Deferred Fee Plan for Non-Employee Directors.
(5)  The participant will receive distributions of phantom stock units in cash either prior to or following termination of service as a member of the issuer's board of directors, as elected by the participant.
(6)  The average of the high and low price of Altria Group, Inc. common stock on May 19, 2022.
(7)  Share equivalents held in the Deferred Fee Plan for Non-Employee Directors. This total includes the May 19, 2022 acquisition of 289 share equivalents under the Deferred Fee Plan for Non-Employee Directors and 60 share equivalents acquired through the reinvestment of dividends since March 31, 2022, the date of the last reportable transaction.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Strahlman Ellen R
6601 W BROAD ST
RICHMOND, VA 23230
X



Signatures
W. Hildebrandt Surgner, Jr. for Ellen R. Strahlman 5/23/2022
**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 4(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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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