Prem S Shah Form 4 CVS HEALTH / Prem S Shah 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

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^*

Shah Prem S

(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 and Co-President of Retail

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2023

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	04/01/2023		F		3,221(1)	D	$74.31	49,364.3199	D
Common Stock (pep)								4,520.5661	D
Common Stock (Restricted)								29,649	D
ESOP Common Stock								4,667.2023	D
Stock Unit (deferred)(2)								7,758.8513	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
Phantom Stock Credits	$1							(3)	(4)	Common Stock	12,232.5318		12,232.5318	D
Stock Option(5)	$104.82							04/01/2017	04/01/2023	Common Stock	2,935		2,935	D
Stock Option(6)	$62.21							04/01/2019	04/01/2025	Common Stock	846		846	D
Stock Option(7)	$54.19							04/01/2020	04/01/2029	Common Stock	9,469		9,469	D
Stock Option(8)	$58.34							04/01/2021	04/01/2030	Common Stock	28,596		28,596	D
Stock Option(9)	$75.24							08/31/2021	08/31/2028	Common Stock	26,580		26,580	D
Stock Option(10)	$74.3							04/01/2022	04/01/2031	Common Stock	28,723		28,723	D
Stock Option(11)	$101.09							04/01/2023	04/01/2032	Common Stock	41,580		41,580	D
Stock Option(12)	$74.31	04/01/2023		A		89,073		04/01/2024	04/01/2033	Common Stock	89,073	$74.31	89,073	D

Explanation of Responses:

1. Surrender of shares in payment of withholding taxes due upon the vesting and settlement of a restricted stock unit award.

2. Consists of Stock Units awarded pursuant to Issuer's 2010 & 2017 Incentive Compensation Plans, the receipt of which the reporting person has elected to defer.

3. Reflects year-end company-match share credits under a non-qualified deferred compensation plan; share credits are payable in cash only, at such time as has been elected by the reporting person.

4. Reflects year-end company-match share credits under a non-qualified deferred compensation plan; share credits are payable in cash only, at such time as has been elected by the reporting person.

5. Option became exercisable in four equal installments commencing 04/01/2017.

6. Option became exercisable in four equal installments commencing 04/01/2019. Additional options from this award have been exercised.

7. Option became exercisable in four equal installments commencing 04/01/2020. Additional options from this award have been exercised

8. Option became exercisable in four equal installments commencing 04/01/2021. Additional options from this award have been exercised.

9. Option vests in three equal installments, on 8/31/2021, 8/31/2022 and 8/31/2023.

10. Option became exercisable in three equal installments commencing 04/01/2022.

11. Option became exercisable in four equal installments, commencing 4/1/2023.

12. Option becomes exercisable in four equal annual installments, commencing 4/1/2024.

	/s/ Prem S. Shah	04/04/2023
	** 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.