Viatris Inc

VTRS

Form 4 • Statement of Changes in Beneficial Ownership

SEC Accession Number: 0001140361-26-008118
Filing date: Mar 5, 2026
Earliest execution date: Mar 3, 2026
Reporting Owners: Enrietti Andrew (Officer)

Summary

Type

Sell

Net shares

-60,409

% of shares

-6.36%

Amount (USD)

$898,327

Insider confidence score

40.0 out of 100

Positive

  • Tax withholding obligation

Negative

  • Large tax withholding sell (≥1% of shares)
  • Large sell amount ($250K+)

Stock transactions

Transaction 1

Security

Common Stock

Action

Exercise

Date

2026-03-03

Code

X

Net shares

+11,531.0

Acquired/Disposed

Acquired

Shares Owned Before

130,000.0

Shares Owned After

141,531.0

Transaction 2

Security

Common Stock

Action

Tax_withhold

Date

2026-03-03

Code

F

Net shares

-5,094.0

Price per Share

$14.89

Amount (USD)

$75,849.66

Acquired/Disposed

Disposed

Shares Owned Before

141,531.0

Shares Owned After

136,437.0

Transaction 3

Security

Common Stock

Action

Exercise

Date

2026-03-03

Code

X

Net shares

+1,709.0

Acquired/Disposed

Acquired

Shares Owned Before

136,437.0

Shares Owned After

138,146.0

Transaction 4

Security

Common Stock

Action

Tax_withhold

Date

2026-03-03

Code

F

Net shares

-744.0

Price per Share

$14.89

Amount (USD)

$11,078.16

Acquired/Disposed

Disposed

Shares Owned Before

138,146.0

Shares Owned After

137,402.0

Transaction 5

Security

Common Stock

Action

Exercise

Date

2026-03-03

Code

M

Net shares

+110,630.0

Acquired/Disposed

Acquired

Shares Owned Before

137,402.0

Shares Owned After

248,032.0

Transaction 6

Security

Common Stock

Action

Tax_withhold

Date

2026-03-03

Code

F

Net shares

-48,113.0

Price per Share

$14.89

Amount (USD)

$716,402.57

Acquired/Disposed

Disposed

Shares Owned Before

248,032.0

Shares Owned After

199,919.0

Transaction 7

Security

Common Stock

Action

Exercise

Date

2026-03-04

Code

X

Net shares

+13,568.0

Acquired/Disposed

Acquired

Shares Owned Before

199,919.0

Shares Owned After

213,487.0

Transaction 8

Security

Common Stock

Action

Tax_withhold

Date

2026-03-04

Code

F

Net shares

-5,901.0

Price per Share

$14.71

Amount (USD)

$86,803.71

Acquired/Disposed

Disposed

Shares Owned Before

213,487.0

Shares Owned After

207,586.0

Transaction 9

Security

Common Stock

Action

Exercise

Date

2026-03-04

Code

X

Net shares

+1,279.0

Acquired/Disposed

Acquired

Shares Owned Before

207,586.0

Shares Owned After

208,865.0

Transaction 10

Security

Common Stock

Action

Tax_withhold

Date

2026-03-04

Code

F

Net shares

-557.0

Price per Share

$14.71

Amount (USD)

$8,193.47

Acquired/Disposed

Disposed

Shares Owned Before

208,865.0

Shares Owned After

208,308.0

Derivative Transactions

Transaction 1

Security

Restricted Stock Units

Action

Exercise

Date

2026-03-03

Code

X

Net shares

-11,531.0

Acquired/Disposed

Disposed

Shares Owned Before

11,531.0

Shares Owned After

0.0

Transaction 2

Security

Dividend Equivalent Units

Action

Exercise

Date

2026-03-03

Code

X

Net shares

-1,708.1145

Acquired/Disposed

Disposed

Shares Owned Before

1,708.1145

Shares Owned After

0.0

Transaction 3

Security

Performance Restricted Stock Units (11)

Action

Grant

Date

2026-03-03

Code

A

Net shares

+110,630.0

Acquired/Disposed

Acquired

Shares Owned Before

0.0

Shares Owned After

110,630.0

Transaction 4

Security

Performance Restricted Stock Units

Action

Exercise

Date

2026-03-03

Code

M

Net shares

-110,630.0

Acquired/Disposed

Disposed

Shares Owned Before

110,630.0

Shares Owned After

0.0

Transaction 5

Security

Restricted Stock Units

Action

Exercise

Date

2026-03-04

Code

X

Net shares

-13,568.0

Acquired/Disposed

Disposed

Shares Owned Before

27,137.0

Shares Owned After

13,569.0

Transaction 6

Security

Dividend Equivalent Units

Action

Exercise

Date

2026-03-04

Code

X

Net shares

-1,278.2776

Acquired/Disposed

Disposed

Shares Owned Before

2,556.2776

Shares Owned After

1,278.0

Filing's footnotes

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 3, 2023.

2. Fractional shares have been rounded up in connection with the settlement described in footnote 10 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 3, 2023.

4. Represents withholding of shares of common stock for the tax liability associated with the vesting and settlement of the performance restricted stock units (PRSUs) granted on March 3, 2023.

5. 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, 2024.

6. Fractional shares have been rounded up in connection with the settlement described in footnote 14 pursuant to the terms of the RSU award agreement under the Viatris Inc. 2020 Stock Incentive Plan.

7. 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, 2024.

8. Each RSU represents the right to receive one share of common stock of Viatris Inc. (Viatris). 11,531 of the RSUs granted on March 3, 2023 vested on March 3, 2024, 11,530 vested on March 3, 2025, and 11,531 vested on March 3, 2026.

9. Amount represents DEUs that accrued with respect to such RSUs in transactions exempt from Section 16 under Rule 16a-11.

10. Represents DEUs that accrued with respect to the RSUs previously granted on March 3, 2023 and vest on the same schedule as the underlying RSUs.

11. Amount includes DEUs that accrued with respect to the PRSUs previously granted on March 3, 2023 and vest on the same schedule as the underlying PRSUs. Fractional shares with respect to such DEUs were rounded up pursuant to the terms of the PRSU award agreement under the Viatris Inc. 2020 Stock Incentive Plan.

12. Each PRSU represents the right to receive one share of common stock of Viatris. The PRSUs were initially granted on March 3, 2023, subject to the attainment of previously established three-year performance goals and a vesting period. The PRSUs vested on March 3, 2026.

13. Each RSU represents the right to receive one share of common stock of Viatris. 13,569 of the RSUs granted on March 4, 2024 vested on March 4, 2025, 13,568 vested on March 4, 2026, and 13,569 will vest on March 4, 2027.

14. Represents DEUs that accrued with respect to the RSUs previously granted on March 4, 2024 and vest on the same schedule as the underlying RSUs.

This page is for informational purposes only. While we strive for accuracy, the summary may contain inaccuracies or omissions. Please refer to the official SEC filing for authoritative information. Open the SEC filing.