CVS Health (CVS) 8-KCVS Health Announces Leadership Appointments

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): November 6, 2024

CVS HEALTH CORPORATION

(Exact Name of Registrant as Specified in Charter)

One CVS Drive

Woonsocket, Rhode Island 02895

(Address of Principal Executive Offices, and Zip Code)

(401) 765-1500

Registrant’s Telephone Number, Including Area Code

N/A

(Former name, former address and former fiscal year, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

On November 6, 2024, CVS Health Corporation (the “Company”) appointed Prem S. Shah as Executive Vice President and Group President, a newly created position within the Company. As Group President, Mr. Shah will be responsible for the operational performance and integrated value creation from CVS Caremark, CVS Pharmacy, and the Company’s Health Care Delivery businesses, including Oak Street Health and Signify Health. Mr. Shah, age 44, has most recently served as Executive Vice President, Chief Pharmacy Officer and President of Pharmacy & Consumer Wellness, the Company’s retail and pharmacy segment, since January 2023. Previously he served as Executive Vice President and Chief Pharmacy Officer of the Company beginning in November 2022, and as Co-President of Pharmacy & Consumer Wellness from January 2022 until January 2023. From June 2018 until November 2022 Mr. Shah was Executive Vice President of CVS Specialty, the Company’s specialty pharmacy business, and from January 2013 until June 2018 he was Vice President of CVS Specialty.

Mr. Shah has no family relationships with any of the Company’s directors or executive officers, and he has no interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K promulgated under the Securities Exchange Act of 1934, as amended. There is no arrangement or understanding between Mr. Shah and any other person pursuant to which Mr. Shah was appointed as an officer of the Company.

On November 6, 2024, the Company appointed Steven H. Nelson to the position of Executive Vice President and President of Aetna.

On November 6, 2024, the Company issued a press release announcing the appointment of Mr. Shah as Executive Vice President and Group President and the appointment of Mr. Nelson as Executive Vice President and President of Aetna. A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information in this Item 7.01 shall not be incorporated by reference into any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.

(d) Exhibits

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

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