MO: Leadership change

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Compensation of New Chief Executive Officer and New Chief Financial Officer As previously reported, Salvatore Mancuso was elected Chief Executive Officer (“CEO”) of Altria Group, Inc. (“Altria”) effective upon the conclusion of Altria’s Annual Meeting of Shareholders held on May 14, 2026 (the “Annual Meeting”). As a result of his election, Mr. Mancuso became a salary band A employee. On May 13, 2026, the Compensation and Talent Development Committee of Altria’s Board of Directors (the “Compensation Committee”) set his annual base salary as of May 14, 2026 at $1,350,000. Also in connection with his election, the Compensation Committee approved for Mr. Mancuso a grant of 40,634 restricted stock units (“RSUs”) and 37,246 performance stock units (“PSUs”). The RSUs and any PSUs earned will vest on May 15, 2031, five years after the grant date. The actual number of PSUs that will be earned will range between 0% and 200% of target, depending on actual performance during the 2026 - 2028 performance period. Effective May 14, 2026 as a salary band A employee, Mr. Mancuso’s annual incentive award plan target is 175% of base salary and his annual equity award target is $8.5 million. Additionally, his Long-Term Incentive Plan (“LTIP”) award target for the 2024 – 2026 plan is 260% of salary. His LTIP award targets for the 2025 – 2027 and 2026 – 2028 plans are $4.0 million and $4.0 million, respectively. The award targets were established by the Compensation Committee for salary band A employees at the beginning of each performance period. The awards under the annual incentive award plan and the LTIP will be pro-rated based on hi