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CVS (CVS) EVP Tilak Mandadi receives stock options, RSUs and surrenders shares for taxes

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

CVS Health EVP and Chief Experience & Technology Officer Tilak Mandadi reported routine equity compensation moves. He received a grant of 143,712 stock options for Common Stock at an exercise price of $71.82 per share, exercisable in three equal annual installments beginning on 3/31/2027, and expiring on 3/31/2036.

Mandadi was also awarded 22,277 restricted stock units of Common Stock at $71.82 per share under CVS Health’s 2017 Incentive Compensation Plan, with restrictions lapsing in three equal installments starting on 3/31/2027. In a related tax-withholding event, 3,634 shares of Common Stock were surrendered at $72.49 per share to cover taxes due upon the vesting and settlement of restricted stock units. After these transactions, he directly holds 79,684 shares of CVS Health Common Stock.

Positive

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Negative

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Insider Mandadi Tilak
Role EVP, Chief Exp & Tech Officer
Type Security Shares Price Value
Tax Withholding Common Stock 3,634 $72.49 $263K
Grant/Award Stock Option 143,712 $71.82 $10.32M
Grant/Award Common Stock (RSUs) 22,277 $71.82 $1.60M
Holdings After Transaction: Common Stock — 79,684 shares (Direct); Stock Option — 143,712 shares (Direct); Common Stock (RSUs) — 88,543 shares (Direct)
Footnotes (1)
  1. Consists of restricted stock units awarded pursuant to Issuer's 2017 Incentive Compensation Plan. Restrictions lapse in three equal installments, commencing 3/31/2027. Surrender of shares in payment of withholding taxes due upon the vesting and settlement of restricted stock units. Option becomes exercisable in three equal annual installments, commencing 3/31/2027.
Tax-withheld shares 3,634 shares Common Stock surrendered for tax withholding at $72.49 per share
Tax-withholding price $72.49/share Value used for 3,634-share tax-withholding disposition
Stock options granted 143,712 options Options on Common Stock granted at $71.82 exercise price
Option exercise price $71.82/share Exercise price for 143,712 stock options, exercisable from March 31, 2027
RSUs granted 22,277 units Restricted stock units of Common Stock awarded at $71.82 per share
Option expiration March 31, 2036 Expiration date of the 143,712 stock options
Shares held after 79,684 shares Common Stock directly owned by Tilak Mandadi after transactions
Option vesting start March 31, 2027 First vesting date for both options and RSUs, in three equal installments
restricted stock units financial
"Consists of restricted stock units awarded pursuant to Issuer's 2017 Incentive Compensation Plan."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
2017 Incentive Compensation Plan financial
"restricted stock units awarded pursuant to Issuer's 2017 Incentive Compensation Plan."
withholding taxes financial
"Surrender of shares in payment of withholding taxes due upon the vesting and settlement of restricted stock units."
Withholding taxes are amounts a payer or government takes out of payments — such as wages, interest, or dividends — before the recipient gets the money, functioning like a cashier keeping part of a bill to pay taxes on your behalf. For investors this matters because it reduces the cash they actually receive, affects net returns and yield calculations, and may require additional paperwork or treaty claims to recover or offset the withheld amount against final tax bills.
tax-withholding disposition financial
"transaction_action: tax-withholding disposition"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
stock option financial
"Option becomes exercisable in three equal annual installments, commencing 3/31/2027."
A stock option is a contract that gives you the right to buy or sell a company's stock at a specific price within a certain time frame. People use them to potentially make money if the stock's price moves favorably or to protect against losses. It's like holding a coupon that can be used to buy or sell stock at a set price later on.
grant, award, or other acquisition financial
"transaction_code_description: Grant, award, or other acquisition"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Mandadi Tilak
(Last)(First)(Middle)
ONE CVS DRIVE
(Street)
WOONSOCKET RHODE ISLAND 02895
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
CVS HEALTH Corp [ CVS ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, Chief Exp & Tech Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock (RSUs)03/31/2026A(1)22,277A$71.8288,543D
Common Stock04/01/2026F(2)3,634D$72.4979,684D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option(3)$71.8203/31/2026A143,71203/31/202703/31/2036Common Stock143,712$71.82143,712D
Explanation of Responses:
1. Consists of restricted stock units awarded pursuant to Issuer's 2017 Incentive Compensation Plan. Restrictions lapse in three equal installments, commencing 3/31/2027.
2. Surrender of shares in payment of withholding taxes due upon the vesting and settlement of restricted stock units.
3. Option becomes exercisable in three equal annual installments, commencing 3/31/2027.
/s/ Tilak Mandadi04/02/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What equity awards did CVS (CVS) executive Tilak Mandadi receive?

Tilak Mandadi received 143,712 stock options and 22,277 restricted stock units in CVS Health Common Stock. The options have a $71.82 exercise price, and both awards vest in three equal annual installments starting on March 31, 2027, under the 2017 Incentive Compensation Plan.

How do Tilak Mandadi’s new CVS stock options vest and when do they expire?

Mandadi’s 143,712 CVS stock options become exercisable in three equal annual installments beginning March 31, 2027. The options carry a $71.82 per share exercise price and expire on March 31, 2036, providing a long-dated incentive aligned with future company performance and tenure.

What are the vesting terms of Tilak Mandadi’s CVS restricted stock units (RSUs)?

Mandadi’s 22,277 CVS restricted stock units were awarded under the 2017 Incentive Compensation Plan. The restrictions lapse in three equal installments, starting March 31, 2027. As each installment vests, the RSUs settle into Common Stock, subject to applicable tax withholding at that time.

Why were 3,634 CVS shares surrendered in Tilak Mandadi’s Form 4 filing?

The 3,634 CVS shares were surrendered at $72.49 per share solely to pay withholding taxes due upon the vesting and settlement of restricted stock units. This is coded as a tax-withholding disposition, not an open-market sale, and helps the executive satisfy tax obligations automatically.

How many CVS shares does Tilak Mandadi hold after these transactions?

Following the reported transactions, Mandadi directly holds 79,684 shares of CVS Health Common Stock. This figure reflects his position after the tax-withholding surrender of 3,634 shares and the recognition of additional RSU-related shares, as shown in the Form 4 ownership table.

What is the overall signal from Tilak Mandadi’s recent CVS equity transactions?

The filing mainly reflects routine compensation and tax events. Mandadi received stock options and RSUs that vest over time starting in 2027, while 3,634 shares were surrendered only to cover tax withholding. There were no open-market purchases or sales reported in this Form 4.