Item 5.02 Departure of Directors or Certain Officers; Election of Directors;

Appointment of Certain Officers; Compensatory Arrangements of Certain

Officers.

On June 29, 2020, the Board of Directors (the "Board") of Arvinas, Inc. (the "Company") elected Wendy Dixon, Ph.D. as a director of the Company, effective immediately. Dr. Dixon was appointed as a Class III director and will serve in accordance with the Amended and Restated Bylaws of the Company until the 2021 annual meeting of stockholders and thereafter until her successor is duly elected and qualified or until her earlier death, resignation or removal. Dr. Dixon was also appointed to serve on the Nominating and Corporate Governance Committee of the Board. Following Dr. Dixon's appointment, the Nominating and Corporate Governance Committee is now comprised of Dr. Dixon, Edward Kennedy, Jr., and Briggs Morrison, M.D. (Chair).

In accordance with the Company's director compensation program (the "Program"), Dr. Dixon will receive (i) annual cash compensation of $35,000 for her service as a director, (ii) additional annual cash compensation of $5,000 as a member of the Nominating and Corporate Governance Committee and (iii) reimbursement for reasonable travel and other expenses incurred in connection with attending meetings of the Board and committees thereof. In addition, in accordance with the Program, Dr. Dixon was granted a stock option to purchase up to 24,000 shares of the Company's common stock at a per share exercise price of $31.95, which was the closing price of the Company's common stock on June 29, 2020, the date of grant. The option will vest monthly in equal amounts over a three-year period following the date of grant, subject to continued service with the Company.

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