CVS Insider RSU Tax Withholding: 6,995 Shares Surrendered by EVP Shah

Rhea-AI Filing Summary

Prem S. Shah, EVP and Group President at CVS Health (CVS), surrendered 6,995 shares on 08/31/2025 to satisfy withholding taxes from the vesting and settlement of a restricted stock unit award. The shares were recorded at a price of $73.15 and, after the transaction, Mr. Shah beneficially owned 60,631.677 shares directly. The Form 4 was signed on 09/02/2025 and reflects a routine insider tax-withholding disposition rather than an open-market sale.

Positive

• Transaction is a tax-withholding surrender tied to RSU vesting, not an open-market sale
• Reporting includes post-transaction beneficial ownership of 60,631.677 shares, showing continued substantial ownership
• Form 4 was properly signed and filed, supporting regulatory transparency

Negative

• Beneficial ownership decreased by 6,995 shares due to the surrender for taxes
• Reported per-share price $73.15 reflects the withholding valuation and reduced the reporting person's share count

Insights

Financial Analyst

TL;DR: Routine RSU tax-withholding surrender of 6,995 shares; no open-market sale, leaving substantial direct ownership of 60,631.677 shares.

This Form 4 records a common administrative transaction where vested restricted stock units were settled and a portion of shares were surrendered to cover tax obligations. The $73.15 per-share value shown is the withholding valuation; it does not indicate an executed market sale. Because the transaction is a surrender for taxes, it is generally neutral for near-term market signals but reduces the reporting person's nominal share count by 6,995 shares.

Corporate Governance Expert

TL;DR: Administrative tax withholding via share surrender; governance disclosure appropriately filed and signed.

The filing documents a standard, disclosed method of satisfying tax withholding on vested equity awards. The report lists the reporting person, role, transaction date, and post-transaction beneficial ownership, meeting Section 16(a) transparency requirements. There are no indications of undisclosed related-party transactions or departures from typical equity compensation settlement practices in this filing.

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

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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).

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^*

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 Group President

3. Date of Earliest Transaction (Month/Day/Year)
08/31/2025

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	08/31/2025		F		6,995(1)	D	$73.15	60,631.677	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

Explanation of Responses:

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

	/s/ Prem S. Shah	09/02/2025
	** 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.

FAQ

What did Prem S. Shah report on the Form 4 for CVS (CVS)?

The Form 4 reports the surrender of 6,995 shares on 08/31/2025 to satisfy withholding taxes from vested restricted stock units.

Was the share disposition an open-market sale or tax withholding?

The filing states the shares were surrendered in payment of withholding taxes upon vesting and settlement of an RSU award, not an open-market sale.

What price is shown on the Form 4 for the surrendered shares?

The transaction is recorded at $73.15 per share.

How many CVS shares does Prem S. Shah beneficially own after the transaction?

After the reported transaction, Mr. Shah beneficially owned 60,631.677 shares (direct ownership).

When was the Form 4 signed and filed?

The Form 4 is signed by Prem S. Shah on 09/02/2025 reflecting the 08/31/2025 transaction.