Walgreens Boots Alliance faces two active shareholder securities fraud class actions and has resolved two earlier ones. The pending WBA class action lawsuits involve the failed VillageMD healthcare strategy and the company’s opioid dispensing practices; the settled cases covered generic drug pricing disclosures ($105 million) and the collapsed Rite Aid merger ($192.5 million). Both pending cases remain in federal court in the Northern District of Illinois even after Sycamore Partners took the company private in August 2025.
The VillageMD Securities Fraud Case
Shareholders filed this action in September 2024 in the U.S. District Court for the Northern District of Illinois, case number 1:24-cv-05907, before Judge Mary M. Rowland. The class period runs from October 13, 2022, through June 26, 2024.1Saxena White P.A. Walgreens Boots Alliance, Inc.
The complaint alleges that Walgreens executives made false and misleading statements about the “Village Medical at Walgreens” clinic rollout, publicly describing the initiative as on track even after the company had internally decided to abandon it. Plaintiffs contend the strategy produced billions in losses and the company’s first annual losses in 123 years.1Saxena White P.A. Walgreens Boots Alliance, Inc.
Lead plaintiffs are Christopher G. Collins and the Fire & Police Employees’ Retirement System of the City of Baltimore, represented by Saxena White P.A.1Saxena White P.A. Walgreens Boots Alliance, Inc. Six current and former executives were named individually: former CEO Rosalind Brewer, former Global CFO James Kehoe, former U.S. Healthcare President John Driscoll, current CEO Tim Wentworth, current Global CFO Manmohan Mahajan, and former Executive Vice President John Standley (later voluntarily dismissed).2Skadden, Arps, Slate, Meagher & Flom LLP. In Re Walgreens Boots Alliance Securities Litigation
Specific allegations target Wentworth, who took over as CEO in October 2023. According to the complaint, he told investors in January 2024 that VillageMD had “put themselves on a good path” toward becoming “meaningfully growing and profitable,” and a March 2024 press release quoted him calling VillageMD’s progress an “important milestone” toward positive adjusted EBITDA.2Skadden, Arps, Slate, Meagher & Flom LLP. In Re Walgreens Boots Alliance Securities Litigation The lawsuit alleges the executives knew adverse facts about VillageMD were being concealed.3AccessNewswire. Walgreens Complaint
Where the VillageMD Case Stands
On January 5, 2026, Judge Rowland granted the defendants’ motion to dismiss in part and denied it in part. Securities fraud claims against the company and individual executives for statements made beginning October 13, 2022, survived and moved into discovery.1Saxena White P.A. Walgreens Boots Alliance, Inc. The ruling dismissed most of the claims, with Judge Rowland cautioning shareholders against “wasting judicial resources” by characterizing straightforward statements as misleading without a coherent argument.4Law360. Ill. Judge Trims Most of Walgreens Shareholder Suit Post-ruling scheduling orders have not been publicly reported.
The Opioid-Related Securities Fraud Case
A second shareholder action was filed on January 30, 2025, also in the Northern District of Illinois, as case number 1:25-cv-01058.5D&O Diary. Walgreens Boots Alliance Hit With Opioid-Related Securities Suit The class period is much longer than in the VillageMD case: April 2, 2020, through January 16, 2025.6Rosen Law Firm. Walgreens Boots Alliance, Inc.
The complaint alleges Walgreens told investors it was committed to improved regulatory compliance while actually engaging in widespread violations of federal law governing prescription dispensing and reimbursement. Plaintiffs contend the violations exposed the company to regulatory scrutiny, civil liability, and reputational damage, and that resulting prescription drug revenues were unsustainable because they stemmed from unlawful conduct.7ZLK. Walgreens Boots Alliance, Inc. Class Action Lawsuit
Individual defendants include four current and former CEOs and two CFOs who served during the nearly five-year class period: Stefano Pessina, Rosalind Brewer, interim CEO Ginger Graham, Timothy Wentworth, James Kehoe, and Manmohan Mahajan.8D&O Diary. Walgreens Opioid Securities Complaint
The DOJ enforcement action that triggered the suit came on January 17, 2025. The department alleged Walgreens knowingly filled millions of unlawful opioid prescriptions from August 2012 through March 2023 in violation of the Controlled Substances Act, and submitted false claims to Medicare and other federal programs in violation of the False Claims Act.9Fierce Healthcare. DOJ Alleges Walgreens Filled, Billed Millions of Unlawful Opioid Prescriptions in New Lawsuit On April 21, 2025, Walgreens settled the DOJ’s claims for $300 million, with an additional $50 million owed if the company was sold, merged, or transferred before fiscal year 2032. The company also entered a seven-year DEA compliance agreement and a five-year Corporate Integrity Agreement with the HHS Office of Inspector General.10U.S. Department of Justice. Walgreens Agrees to Pay $350M for Illegally Filling Unlawful Opioid Prescriptions and Submitting False Claims The DOJ emphasized the claims were allegations and that there had been no determination of liability.
Where the Opioid Securities Case Stands
The deadline to move for appointment as lead plaintiff was March 31, 2025. As of mid-2026, no class had been certified, and the case remained at an earlier procedural stage than the VillageMD action.6Rosen Law Firm. Walgreens Boots Alliance, Inc.
Prior Settled Shareholder Class Actions
$105 Million Generic Drug Pricing Settlement (2022)
In 2022, Walgreens agreed to a $105 million all-cash settlement resolving claims brought by shareholders who held stock between April 17, 2014, and August 5, 2014. The suit accused the company of misleading investors about the impact of rising generic drug prices and reimbursement pressures, allegedly to inflate its stock price in connection with the pending merger with Alliance Boots GmbH.11Program Business. Walgreens Reaches $105M Settlement With Shareholders
$192.5 Million Rite Aid Merger Settlement (2024)
A federal court in Pennsylvania approved a $192.5 million settlement on February 9, 2024, in Chabot v. Walgreens Boots Alliance, Inc. The plaintiffs were Rite Aid investors rather than Walgreens shareholders. They alleged Walgreens misrepresented the regulatory risks of the proposed Rite Aid merger, announced in October 2015. When the deal collapsed in June 2017 under FTC opposition, Rite Aid’s stock fell and its shareholders suffered losses. The recovery worked out to roughly $0.22 per damaged share before fees and was the largest securities class action recovery in the Middle District of Pennsylvania.12Robbins Geller Rudman & Dowd LLP. $192 Million Settlement With Walgreens Approved by Court Walgreens denied the allegations in both settlements.
What the Sycamore Deal Means for Shareholders and the Cases
Walgreens is no longer public. On August 28, 2025, Sycamore Partners completed its acquisition of Walgreens Boots Alliance, and WBA common stock stopped trading on the Nasdaq.13Healthcare Dive. Sycamore Walgreens Acquisition Closes Shareholders received $11.45 per share in cash, plus one non-transferable right to receive up to an additional $3.00 per share tied to the future sale of VillageMD interests.14Fierce Healthcare. Sycamore Partners Closes Acquisition of Walgreens
The going-private transaction also triggered the $50 million contingency payment embedded in the April 2025 DOJ opioid settlement, because the deal closed well before fiscal year 2032.10U.S. Department of Justice. Walgreens Agrees to Pay $350M for Illegally Filling Unlawful Opioid Prescriptions and Submitting False Claims Both pending shareholder class actions remain active in federal court. The VillageMD case is in discovery on the surviving claims after Judge Rowland’s partial ruling; the opioid-related case is at an earlier stage with no class yet certified. Recovery in either case, if any, would flow to shareholders who held WBA stock during the relevant class periods, not to owners of the private company that exists today.