Viatris Inc

The following table summarizes certain specific compensation-related governance practices adopted by the Compensation Committee and Board with respect to 2023 compensation. We note that implementation of many of these practices was responsive to comments from shareholders or otherwise endorsed by shareholders during our robust shareholder engagement program or prior Say-on-Pay votes.

What We Do

✓ Maintain a significant portion of compensation aligned with shareholder interests and tied to share price or financial and operational business performance.

✓ Employ metrics for annual and long-term incentives that support both short- and long-term strategies and align with shareholder interests, including a non-financial metric in the annual program tied to important product development initiatives.

✓ Base long-term incentives heavily on performance-based metrics and short-term incentives entirely on performance-based metrics.

✓ Set rigorous and measurable performance goals and periodically review and discuss our executives’ performance.

✓ Use double-trigger vesting for annual long-term incentive awards upon a change in control.

✓ Retain independent compensation consultants that report directly to the Compensation Committee.

✓ Maintain strong share ownership guidelines.

✓ Maintain a robust clawback policy.

✓ Engage with shareholders on compensation and governance matters.

✓ Consider peer groups and market data in determining compensation.

✓ Annual Say-on-Pay vote.

What We Don’t Do

X New fixed-term NEO employment agreements.

X Excise tax gross-ups.

X Modified single-trigger severance arrangements.

X Supplemental retirement agreements.

X Exercise positive discretion in determining annual incentive compensation or LTI payouts.

X Re-pricing of stock options without shareholder approval.

X Hedging or pledging of shares.

X New cash-based retention awards for NEOs without performance vesting conditions except in extraordinary situations or in connection with new hires.