Viatris Inc. filed SEC Form 8-K: Leadership Update, Regulation FD Disclosure, Financial Statements and Exhibits

Delaware	001-39695	83-4364296
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

☐	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))

Director Appointments

On May 5, 2025, the Board of Directors (the “Board”) of Viatris Inc. (the “Company”) increased the number of directors on the Board from 12 to 14 and appointed Frank D’Amelio and Michael Severino as independent (as defined in the applicable NASDAQ listing rules) members of the Board, effective immediately, with terms of office expiring at the Company’s 2025 annual meeting of shareholders (the “2025 Annual Meeting”). The Board appointed Mr. D’Amelio to the Finance Committee of the Board and Dr. Severino to the Science and Technology Committee of the Board, each appointment effective May 5, 2025. Mr. D’Amelio and Dr. Severino will each receive compensation for his role as an independent member of the Board consistent with the compensation of the Company’s other non-employee directors as disclosed in the Amendment to Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024. The Company has entered into an indemnification agreement with each of Mr. D’Amelio and Dr. Severino, the form of which appears as Exhibit 10.25 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020.

There are no arrangements or understandings between each of Mr. D’Amelio and Dr. Severino and any other persons pursuant to which he was selected as a director and Mr. D’Amelio and Dr. Severino each has no direct or indirect material interest in any transaction requiring disclosure under Item 404(a) of Regulation S-K.

Director Retirements

On May 5, 2025, Rajiv Malik and Harry Korman each notified the Company of his intention to not stand for re-election at the 2025 Annual Meeting and to retire as a member of the Board at the end of his current term, which is scheduled to expire at the 2025 Annual Meeting. Neither director’s retirement was the result of any disagreement between such director and the Company on any matter relating to the Company’s operations, policies, or practices.

Item 7.01

Regulation FD Disclosure.

On May 5, 2025, the Company issued a press release announcing the appointments of Mr. D’Amelio and Dr. Severino to the Board and the retirements of Mr. Malik and Mr. Korman from the Board. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information in this Item 7.01 (including Exhibit 99.1) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01

Financial Statements and Exhibits.

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.

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