Form Type: 4

SEC EDGAR Link
Accession Number:0001127602-21-012256
Date:2021-03-26
Issuer: CVS HEALTH CORP (CVS)
Original Submission Date:

Reporting Person:

MERLO LARRY J
ONE CVS DRIVE
WOONSOCKET, RI 02895-

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2021-03-26 M 271,347 a $74.29 794,676 direct
COMMON STOCK 2021-03-26 S 270,650 d $74.73 524,026 direct
COMMON STOCK 2021-03-26 0 $0.00 406,634 indirect
COMMON STOCK (RESTRICTED) 2021-03-26 0 $0.00 40,701 direct
ESOP COMMON STOCK 2021-03-26 0 $0.00 7,548 indirect
STOCK UNIT 2021-03-26 0 $0.00 688,686 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
STOCK OPTION 74.29 2021-03-26 deemed execution date M 271,347 (d) 2015-04-01 2021-04-01 common stock 271,347 $74.29 0 direct
PHANTOM STOCK CREDITS 1.0 2021-03-26 deemed execution date 0 ( ) common stock 5,153 $1.00 5,153 direct
STOCK OPTION 102.26 2021-03-26 deemed execution date 0 ( ) 2016-04-01 2022-04-01 common stock 273,929 $102.26 273,929 direct
STOCK OPTION 104.82 2021-03-26 deemed execution date 0 ( ) 2017-04-01 2023-04-01 common stock 286,787 $104.82 286,787 direct
STOCK OPTION 78.05 2021-03-26 deemed execution date 0 ( ) 2018-04-03 2024-04-03 common stock 338,105 $78.05 338,105 direct
STOCK OPTION 62.21 2021-03-26 deemed execution date 0 ( ) 2019-04-01 2025-04-01 common stock 394,091 $62.21 394,091 direct
STOCK OPTION 54.19 2021-03-26 deemed execution date 0 ( ) 2020-04-01 2029-04-01 common stock 545,419 $54.19 545,419 direct
STOCK OPTION 58.34 2021-03-26 deemed execution date 0 ( ) 2021-04-01 2030-04-01 common stock 478,711 $58.34 478,711 direct
Footnotes
IDfootnote
f1 all sales were effected pursuant to a rule 10b5-1 plan. the transaction was a sell-to-cover exercise, with shares sold to cover the option exercise price and taxes, and the reporting person retaining all remaining shares.
f2 represents weighted average sale prices for this group of sales, which occurred on the same trading day. multiple sales were executed, with sales prices ranging between $74.49 and $75.73 per share.
f3 option became exercisable in four equal annual installments, commencing 4/1/2015.
f4 each share credit is equivalent to one share; 1-for-1 conversion.
f5 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.
f6 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.
f7 option became exercisable in four equal annual installments, commencing 4/1/2016.
f8 option became exercisable in four equal annual installments, commencing 4/1/2017.
f9 option became exercisable in four equal annual installments, commencing 4/3/2018.
f10 option became exercisable in four equal annual installments, commencing 4/1/2019.
f11 option became exercisable in four equal annual installments, commencing 4/1/2020.
f12 the number of shares subject to the option were calculated using a 30-day average price.
f13 option becomes exercisable in four equal annual installments, commencing 4/1/2021.
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