MO

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ALTRIA GROUP, INC.

(Exact name of registrant as specified in its charter)

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Virginia

1-08940

13-3260245

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

6601 West Broad Street,			Richmond,			Virginia			23230
(Address of principal executive offices)									(Zip Code)

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☐			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))

Title of each class			Trading Symbols			Name of each exchange on which registered
Common Stock, $0.33 1/3 par value			MO			New York Stock Exchange
1.000% Notes due 2023			MO23A			New York Stock Exchange
1.700% Notes due 2025			MO25			New York Stock Exchange
2.200% Notes due 2027			MO27			New York Stock Exchange
3.125% Notes due 2031			MO31			New York Stock Exchange

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. o

Item 8.01.    Other Events.

On October 26, 2022, the United States District Court for the Eastern District of Virginia (the “Court”) entered an order granting preliminary approval of the settlement of the shareholder derivative action captioned In re Altria Group, Inc. Derivative Litigation, Case No. 3:20-cv-00772-DJN (the “Federal Action”). The complaint in the Federal Action, as well as other related shareholder derivative actions pending in Virginia state courts (collectively with the Federal Action, the “Actions”), alleges various claims, including breach of fiduciary duty claims, against certain Altria Group, Inc. (“Altria”) current and former directors and officers relating to Altria’s investment in JUUL Labs, Inc. (“JLI”). The complaints in the Actions also allege various claims against JLI, its founders and some of its current and former executives. The Actions were resolved pursuant to an Amended Stipulation and Agreement of Settlement (the “Stipulation”), a copy of which is attached as Exhibit 99.1.

(d)			Exhibits
			99.1						Amended Stipulation and Agreement of Settlement
			99.2						Notice of Pendency and Proposed Settlement of Derivative Actions
			104						The cover page from this Current Report on Form 8-K, formatted in Inline XBRL (included as Exhibit 101)

			ALTRIA GROUP, INC.
			By:			/s/ W. HILDEBRANDT SURGNER, JR.
			Name:			W. Hildebrandt Surgner, Jr.
			Title:			Vice President, Corporate Secretary and
						Associate General Counsel