UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549



FORM 8-K



CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 15, 2026



VIATRIS INC.
(Exact name of registrant as specified in its charter)



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

1000 Mylan Boulevard, Canonsburg, Pennsylvania, 15317
(Address of Principal Executive Offices)

Registrant’s telephone number, including area code: (724) 514-1800



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 
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)) Securities registered pursuant to Section 12(b) of the Act:

   
Trading
 
Name of each exchange
Title of each class
 
Symbol(s)
 
on which registered
Common Stock, par value $0.01 per share
 
VTRS
 
The NASDAQ Stock Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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.  ☐



Item 5.07
Submission of Matters to a Vote of Security Holders.

(a) On May 15, 2026, Viatris Inc. (“Viatris” or the “Company”) held its 2026 annual meeting of shareholders (the “2026 Annual Meeting”). At the 2026 Annual Meeting, shareholders were asked to consider and act upon the following items of business: (i) elect thirteen director nominees, each to hold office until the 2027 annual meeting of shareholders; (ii) approve, on a non-binding advisory basis, the 2025 compensation of the named executive officers of the Company; and (iii) ratify the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. With respect to each proposal below, abstentions and broker non-votes were considered for purposes of establishing a quorum but were not considered to be votes cast and therefore had no effect on the vote on any such proposal.

(b) The certified results of the matters voted on at the 2026 Annual Meeting are set forth below.

Proposal No. 1 - Election of the following thirteen director nominees, each to hold office until the 2027 annual meeting of shareholders:

Nominee
For
Against

Abstain

Broker Non-Votes
W. Don Cornwell
849,532,867
 
24,182,514
 
1,841,533
 
122,461,640
Frank D’Amelio
867,382,258
 
7,361,498
 
813,158
 
122,461,640
JoEllen Lyons Dillon
798,545,833
 
59,938,622
 
17,072,459
 
122,461,640
Elisha Finney
871,844,773
 
2,902,953
 
809,188
 
122,461,640
Leo Groothuis
854,806,833
 
19,923,045
 
827,036
 
122,461,640
Melina Higgins
870,698,982
 
4,042,667
 
815,265
 
122,461,640
James M. Kilts
856,659,003
 
18,077,659
 
820,252
 
122,461,640
Richard Mark
869,902,473
 
4,817,061
 
837,380
 
122,461,640
Mark Parrish
810,773,873
 
63,952,809
 
830,232
 
122,461,640
Michael Severino
871,428,340
 
3,309,576
 
818,998
 
122,461,640
David Simmons
857,208,158
 
17,530,423
 
818,333
 
122,461,640
Scott A. Smith
871,094,570
 
3,622,333
 
840,011
 
122,461,640
Rogério Vivaldi Coelho
871,117,588
 
3,593,152
 
846,174
 
122,461,640

Each director nominee was elected to hold office until the 2027 annual meeting of shareholders.

Proposal No. 2 – Approval, on a non-binding advisory basis, of the 2025 compensation of the named executive officers of the Company:


For

Against
 
Abstain
 
Broker Non-Votes


846,370,157

26,920,688
 
2,266,069
 
122,461,640


This proposal was approved.

Proposal No. 3 – Ratification of the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026:

 
For
 
Against
 
Abstain
 
Broker Non-Votes

 
969,259,214
 
27,657,863
 
1,101,477
 
N/A


This proposal was approved.


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.


VIATRIS INC.



Date: May 15, 2026
By:
/s/ Matthew Maletta


Matthew Maletta


Chief Legal Officer