Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

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Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

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Certain information concerning securities authorized for issuance under equity compensation plans is contained in the discussion entitled “Equity Compensation Plan Information” in Item 12 of Part III of the Original Filing.

Security Ownership of Directors, NEOs and Executive Officers

The following table sets forth information regarding the beneficial ownership of common stock of Viatris Inc. as of April 24, 2024 by (i) each Viatris Director, (ii) each NEO, and (iii) all Directors and executive officers of

Viatris Inc. as a group (based on 1,190,662,399 shares of common stock of Viatris Inc. outstanding as of such date). For purposes of this table, and in accordance with the rules of the SEC, shares are considered “beneficially owned” if the person, directly or indirectly, has sole or shared voting or investment power over such shares. A person also is considered to beneficially own shares that he or she has the right to acquire within 60 days of April 24, 2024. To Viatris’ knowledge, the persons in the following table have sole voting and investment power, either directly or through one or more entities controlled by such person, with respect to all the shares shown as beneficially owned by them, unless otherwise indicated in the footnotes below. The address for each beneficial owner listed in the table below is c/o Viatris Inc., 1000 Mylan Boulevard, Canonsburg, PA, 15317. As noted above, each Non-Employee Director has five years from their start date to attain compliance with our Stock Ownership Guidelines. In addition, each of our covered employees has five years to achieve minimum ownership requirements, as discussed in more detail in the Compensation Discussion & Analysis section of this document.


Name of Beneficial Owner	Amount and Nature of Beneficial Ownership			Options Exercisable and Restricted Shares Vesting within 60 days			Percent of Class
W. Don Cornwell		61,365			—			*
Robert J. Coury(1)		632,447			4,307,776	(2)		*
JoEllen Lyons Dillon		58,732	(3)		21,806			*
Elisha Finney		18,855			—			*
Michael Goettler(4)		321,653			—			*
Leo Groothuis		22,146			—			*
Melina Higgins		176,236	(5)		21,806			*
James Kilts		117,445			—			*
Harry Korman		89,806			13,949			*
Rajiv Malik		1,455,798	(6)		373,903			*
Richard Mark		72,333			12,260			*
Anthony Mauro(7)		248,618	(8)		169,899			*
Sanjeev Narula(9)		216,007			—			*
Mark Parrish		121,418			21,806			*
Brian Roman		157,142			36,806
Scott A. Smith		85,350			—			*
All directors and executive officers as a group (15 persons)(10)		2,590,770			541,118			*

***	Less than 1%.

(1)	As previously disclosed, Mr. Coury ceased to be a director and to serve as an officer and employee of the Company, in each case, effective as of the conclusion of the 2023 Annual Meeting.

(2)	Includes RSUs that are vested and will be settled on or about June 17, 2024.

(3)	Includes 18 shares held by Ms. Dillon’s spouse.

(4)	Mr. Goettler ceased to serve as the Company’s CEO and ceased to serve on the Board, in each case, effective as of April 1, 2023.

(5)	Includes 74,000 shares held by Ms. Higgins’ spouse.

(6)	Includes 460,319 shares held in an irrevocable trust for the benefit of Mr. Malik’s spouse and children.

(7)	Mr. Mauro departed from the Company effective as of April 1, 2024.

(8)	Includes 5,574 shares held in Mr. Mauro’s 401(k) account.

(9)	Mr. Narula ceased to serve as the Company’s CFO effective as of March 1, 2024.

(10)	Includes the 12 individuals other than Messrs. Coury, Goettler, Mauro and Narula set forth above as well as Mses. Mistras and Le Goff and Mr. Campbell.

Security Ownership of Certain Beneficial Owners

The following table lists the names and addresses of shareholders known to management to own beneficially more than five percent of the shares of common stock of Viatris as of April 24, 2024 (based on 1,190,662,399 shares of common stock of Viatris Inc. outstanding as of such date):


Name and Address of Beneficial Owner	Amount and Nature of Beneficial Ownership			Percent of Class
The Vanguard Group, 100 Vanguard Blvd., Malvern, PA 19355		142,262,690	(1)		11.9%
BlackRock, Inc., 50 Hudson Yards, New York, NY 10001		92,337,568	(2)		7.8%
Davis Selected Advisers, L.P. 2949 East Elvira Road, Suite 101, Tucson, Arizona 85756		62,661,728	(3)		5.3%
State Street Corporation State Street Financial Center, One Congress Street, Suite 1, Boston, MA 02114-2016		61,969,119	(4)		5.2%

(1)	Based on the Schedule 13G/A filed by The Vanguard Group with the SEC on February 13, 2024, The Vanguard Group has sole voting power over 0 shares of common stock, shared voting power over 1,620,666 shares of common stock, sole dispositive power over 136,880,832 shares of common stock and shared dispositive power over 5,381,858 shares of common stock.

(2)	Based on the Schedule 13G/A filed by BlackRock, Inc. with the SEC on January 26, 2024, BlackRock, Inc. has sole voting power over 82,732,122 shares of common stock, shared voting power over 0 shares of common stock, sole dispositive power over 92,337,568 shares of common stock and shared dispositive power over 0 shares of common stock.

(3)

Based on a Schedule 13G filed by Davis Selected Advisers, L.P. with the SEC on February 9, 2024, Davis Selected Advisors, L.P. has sole voting power of 61,054,564 shares of common stock, shared voting power over 0 shares of common stock and no voting power over 1,607,164 shares of common stock, sole dispositive voting power of 62,661,728 shares of common stock and shared dispositive voting power of 0 shares of common stock.

(4)	Based on the Schedule 13G/A filed by State Street Corporation with the SEC on January 30, 2024, State Street Corporation has sole voting power over 0 shares of common stock, shared voting power over 40,564,300 shares of common stock, sole dispositive power over 0 shares of common stock and shared dispositive power over 61,923,920 shares of common stock.

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