SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Strom Carrie C (Last) (First) (Middle) 1 N. WAUKEGAN ROAD (Street) NORTH CHICAGO IL 60064 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol AbbVie Inc. [ ABBV ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) SVP & Pres Global Allerg Aesth
	3. Date of Earliest Transaction (Month/Day/Year) 05/08/2020
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $0.01 par value	05/08/2020		A		2,439	A	(1)	2,439	D
Common Stock, $0.01 par value	05/08/2020		A		37,903	A	(2)	40,342	D
Common Stock, $0.01 par value	05/11/2020		A		23,196(3)	A	$0	63,538	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Option (right to buy)(4)	$41.39	05/08/2020		A		4,184		05/08/2020	08/05/2021	Common Stock	4,184	$0	4,184	D
Option (right to buy)(4)	$47.27	05/08/2020		A		4,184		05/08/2020	02/17/2022	Common Stock	4,184	$0	4,184	D
Option (right to buy)(4)	$56.93	05/08/2020		A		7,809		05/08/2020	02/21/2023	Common Stock	7,809	$0	7,809	D
Option (right to buy)(4)	$67.25	05/08/2020		A		6,370		05/08/2020	02/21/2024	Common Stock	6,370	$0	6,370	D
Option (right to buy)(4)	$125.82	05/08/2020		A		5,729		05/08/2020	02/20/2025	Common Stock	5,729	$0	5,729	D
Option (right to buy)(4)	$133.53	05/08/2020		A		2,017		05/08/2020	03/16/2025	Common Stock	2,017	$0	2,017	D
Option (right to buy)(4)	$123.51	05/08/2020		A		2,567		05/08/2020	03/07/2026	Common Stock	2,567	$0	2,567	D
Option (right to buy)(4)	$104.04	05/08/2020		A		3,440		(5)	03/06/2027	Common Stock	3,440	$0	3,440	D
Option (right to buy)(4)	$65.45	05/08/2020		A		3,613		(6)	03/06/2028	Common Stock	3,613	$0	3,613	D

Explanation of Responses:

1. Received in exchange for 2,816 shares of Allergan plc common stock in connection with its acquisition by AbbVie Inc. Allergan shareholders received 0.8660 AbbVie shares for each Allergan share (based on the closing price of AbbVie's common stock of $84.22 on May 7, 2020).

2. Received in exchange for 16,457 restricted stock units of Allergan plc in connection with the acquisition of Allergan plc by AbbVie Inc. and previously issued pursuant to the Amended and Restated 2013 Incentive Award Plan of Allergan plc. The number of AbbVie Inc. restricted stock units was calculated pursuant to an equity award conversion ratio of 2.303. The restricted stock units vest as follows: 5,194 on 12/31/2020; 1,633 on 3/2/2021; 903 on 3/5/2021; 717 on 3/6/2021; 247 on 3/7/2021; 470 on 5/7/2021; 20,844 on 12/31/2021; 1,633 on 3/2/2022; 903 on 3/5/2022; 716 on 3/6/2022; 470 on 5/7/2022; 1,633 on 3/2/2023; 905 on 3/5/2023; and 1,635 on 3/2/2024.

3. These securities represent restricted stock units granted under the AbbVie 2013 Incentive Stock Program. They vest in four equal annual increments on the date of grant and include the right to have stock withheld for tax purposes. The options are exercisable as follows: 2,579 exercisable as of 5/8/2020 and 861 as of 3/7/2021.

4. Received in exchange for stock options of Allergan plc in connection with the acquisition of Allergan plc by AbbVie Inc. and previously issued pursuant to the Amended and Restated 2013 Incentive Award Plan of Allergan plc. The number of AbbVie Inc. stock options was calculated pursuant to an equity award conversion ratio of 2.303.

5. The options are exercisable as follows: 2,579 exercisable as of 5/8/2020 and 861 as of 3/7/2021.

6. The options are exercisable as follows: 1,804 exercisable as of 5/8/2020; 902 as of 3/6/2021; and 907 as of 3/6/2022.

	Steven L. Scrogham, attorney-in-fact for Carrie Strom	05/12/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.