Jonathan E. Mayhew Form 4 CVS HEALTH / Jonathan E. Mayhew ownership change

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

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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^*

Mayhew Jonathan E.

(Last) (First) (Middle)

ONE CVS DRIVE

(Street)

WOONSOCKET RI 02895

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CVS HEALTH Corp [ CVS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP - Transformation

3. Date of Earliest Transaction (Month/Day/Year)
12/02/2020

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	12/02/2020		F		926(1)	D	$69.63	6,855	D
Common Stock (restricted)								7,543	D
CVS Health Future Fund 401(k) Common Stock								505	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
Stock Appreciation Rights	$37.91							(2)	02/18/2026	Common Stock	6,634		6,634	D
Stock Appreciation Rights	$45.91							(3)	02/16/2027	Common Stock	11,333		11,333	D
Stock Appreciation Rights	$52.42							(4)	05/09/2027	Common Stock	3,067		3,067	D
Stock Option	$54.19							(5)	04/01/2029	Common Stock	44,037		44,037	D
Stock Option	$58.34(6)							04/01/2021(7)	04/01/2030	Common Stock	28,159		28,159	D

Explanation of Responses:

1. Surrender of shares in payment of withholding taxes due upon the vesting of restricted stock awards.

2. SARs became exercisable on 2/19/2019.

3. SARs became exercisable in two equal annual installments beginning on 2/17/2019.

4. SARs became exercisable in two equal annual installments beginning on 5/10/2019.

5. Options became exercisable in four equal annual installments, commencing 4/1/2020.

6. The number of shares subject to the option were calculated using a 30-day average price.

7. Option becomes exercisable in four equal annual installments, commencing 4/1/2021.

	/s/ Jonathan E. Mayhew	12/04/2020
	** 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).
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