CVS (CVS) director Mahoney awarded 1,737 deferred stock units as retainer pay

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

CVS Health Corp director Michael F. Mahoney reported receiving a grant of deferred stock units as part of his non-employee director compensation. On May 14, 2026, he was awarded 1,737.0046 deferred stock units, valued at $97.15 per unit, for deferral of a semi-annual retainer under the company’s 2017 Incentive Compensation Plan.

Each deferred stock unit is scheduled to convert into one share of CVS common stock and be issued in the future, according to his election. After this grant, Mahoney holds a total of 6,428.8174 deferred stock units directly, reflecting routine, compensation-related equity accrual rather than an open-market purchase or sale.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Mahoney Michael F

Role null

Type	Security	Shares	Price	Value
Grant/Award	Deferred Stock Units	1,737.005	$97.15	$169K

Holdings After Transaction: Deferred Stock Units — 6,428.817 shares (Direct, null)

Footnotes (1)

Consists of deferred stock units issued for deferral of a semi-annual retainer in connection with the Issuer's non-employee director compensation policy, valued at the market price, pursuant to the Issuer's 2017 Incentive Compensation Plan. Consists of deferred stock units, each to be converted into one share of common stock and issued in the future, as elected by the Reporting Person.

Key Figures

Deferred stock units granted: 1,737.0046 units Grant valuation price: $97.15 per unit Total deferred stock units after grant: 6,428.8174 units +2 more

5 metrics

Deferred stock units granted 1,737.0046 units Grant on May 14, 2026 for semi-annual retainer

Grant valuation price $97.15 per unit Market price used to value deferred stock units

Total deferred stock units after grant 6,428.8174 units Mahoney’s direct deferred stock unit holdings post-transaction

Underlying common shares 1,737.0046 shares Each deferred stock unit converts into one CVS common share

Conversion/exercise price $0.00 Deferred stock units convert to common stock without additional payment

Key Terms

Deferred Stock Units, semi-annual retainer, non-employee director compensation policy, 2017 Incentive Compensation Plan, +1 more

5 terms

Deferred Stock Units financial

"Consists of deferred stock units issued for deferral of a semi-annual retainer"

Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.

semi-annual retainer financial

"issued for deferral of a semi-annual retainer in connection with the Issuer's non-employee director compensation policy"

non-employee director compensation policy financial

"in connection with the Issuer's non-employee director compensation policy, valued at the market price"

2017 Incentive Compensation Plan financial

"pursuant to the Issuer's 2017 Incentive Compensation Plan"

Form 4 Insider Transactions: What Each Field Means →

05/15/2026 - 05:23 PM

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).

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^*

Mahoney Michael F

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/14/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Deferred Stock Units	$0	05/14/2026		A⁽¹⁾		1,737.0046		⁽²⁾	⁽²⁾	Common Stock	1,737.0046	$97.15	6,428.8174	D

Explanation of Responses:

1. Consists of deferred stock units issued for deferral of a semi-annual retainer in connection with the Issuer's non-employee director compensation policy, valued at the market price, pursuant to the Issuer's 2017 Incentive Compensation Plan.

2. Consists of deferred stock units, each to be converted into one share of common stock and issued in the future, as elected by the Reporting Person.

	/s/ Michael F. Mahoney	05/15/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did CVS (CVS) director Michael F. Mahoney report in this Form 4?

Michael F. Mahoney reported an acquisition of deferred stock units as compensation. He received 1,737.0046 units on May 14, 2026, under CVS’s non-employee director compensation policy and 2017 Incentive Compensation Plan, increasing his total deferred stock unit holdings.

How many deferred stock units did Mahoney receive from CVS (CVS)?

Mahoney received 1,737.0046 deferred stock units from CVS Health. The units were issued for deferral of a semi-annual director retainer, valued at the market price of $97.15 per unit, consistent with CVS’s 2017 Incentive Compensation Plan terms.

What is the total number of deferred stock units Mahoney holds at CVS (CVS)?

Following this grant, Mahoney holds 6,428.8174 deferred stock units at CVS Health. These units represent deferred director compensation that will convert into an equal number of CVS common shares and be issued at a future time he has elected.

Are Mahoney’s CVS (CVS) deferred stock units open-market purchases or part of compensation?

Mahoney’s deferred stock units are part of non-employee director compensation, not open-market purchases. They arise from deferral of a semi-annual retainer, issued at market value under CVS’s 2017 Incentive Compensation Plan as routine equity-based pay.

How will Mahoney’s CVS (CVS) deferred stock units be settled?

Each deferred stock unit will convert into one CVS common share. The shares will be issued in the future according to a schedule elected by Mahoney, turning his accumulated deferred compensation units into an equivalent number of common stock shares.