CVS Health (NYSE: CVS) director granted 1,544 shares as semi-annual retainer

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

BROWN C DAVID II reported acquisition or exercise transactions in this Form 4 filing.

CVS Health Corp director C. David Brown II received 1,544 shares of Common Stock as compensation. The shares were issued at a reference price of $97.15 per share as payment of a semi-annual retainer under the company’s 2017 Incentive Compensation Plan, rather than bought on the open market.

After this grant, Brown directly holds 129,316 CVS shares. This is a routine equity award tied to board service and not an open-market purchase or sale.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider BROWN C DAVID II

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,544	$97.15	$150K

Holdings After Transaction: Common Stock — 129,316 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares granted: 1,544 shares Grant price: $97.15 per share Post-transaction holdings: 129,316 shares

3 metrics

Shares granted 1,544 shares Common Stock grant on 2026-05-14

Grant price $97.15 per share Reference market price for semi-annual retainer

Post-transaction holdings 129,316 shares Shares directly owned after grant

Key Terms

2017 Incentive Compensation Plan, semi-annual retainer, Common Stock, Grant, award, or other acquisition

4 terms

2017 Incentive Compensation Plan financial

"pursuant to the 2017 Incentive Compensation Plan."

semi-annual retainer financial

"issued in payment of a semi-annual retainer, at the market price"

Common Stock financial

"Consists of common stock issued in payment of a semi-annual retainer"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Grant, award, or other acquisition financial

"transaction code description: Grant, award, or other acquisition"

Form 4 Insider Transactions: What Each Field Means →

05/15/2026 - 05:07 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^*

BROWN C DAVID II

(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)
Common Stock	05/14/2026		A⁽¹⁾		1,544	A	$97.15	129,316	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)
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)

Explanation of Responses:

1. Consists of common stock issued in payment of a semi-annual retainer, at the market price, pursuant to the 2017 Incentive Compensation Plan.

	/s/ C. David Brown II	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 C. David Brown II report in this Form 4?

C. David Brown II reported receiving 1,544 CVS common shares as a semi-annual retainer. The stock was issued under the 2017 Incentive Compensation Plan, reflecting routine director compensation rather than an open-market trade.

How many CVS (CVS) shares did the director receive and at what price?

He received 1,544 CVS common shares at a reference price of $97.15 per share. This price is used to value the equity retainer granted under the company’s 2017 Incentive Compensation Plan.

Is the CVS (CVS) director’s Form 4 transaction a market purchase or sale?

It is not a market purchase or sale. The filing shows a grant of 1,544 shares as compensation, issued directly by CVS under its 2017 Incentive Compensation Plan for a semi-annual board retainer.

What are C. David Brown II’s CVS (CVS) holdings after this transaction?

Following the award, he directly holds 129,316 CVS common shares. This total reflects his position after adding the 1,544-share semi-annual retainer grant disclosed in this Form 4.

What plan governed the CVS (CVS) stock grant to the director?

The shares were issued under CVS’s 2017 Incentive Compensation Plan. The footnote explains the stock represents payment of a semi-annual retainer at market price pursuant to this equity compensation program.