UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section
14(a) of the
Securities Exchange Act of 1934 (Amendment No. )
| ☑ | Filed by the Registrant | ☐ | Filed by a party other than the Registrant |
| CHECK THE APPROPRIATE BOX: | ||
| ☐ | Preliminary Proxy Statement | |
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) | |
| ☐ | Definitive Proxy Statement | |
| ☑ | Definitive Additional Materials | |
| ☐ | Soliciting Material under §240.14a-12 | |
CVS Health Corporation
(Name of Registrant as Specified In Its
Charter)
(Name of Person(s) Filing Proxy
Statement, if other than the Registrant)
| PAYMENT OF FILING FEE (CHECK ALL BOXES THAT APPLY): | ||
| ☑ | No fee required | |
| ☐ | Fee paid previously with preliminary materials | |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 | |
| Your Vote Counts! | ||||
| CVS HEALTH CORPORATION | ||||
CVS HEALTH CORPORATION |
2023 Annual Meeting May 18, 2023 at 8:00 A.M., ET Vote by May 17, 2023 at 11:59 P.M., ET |
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| V05261-P88235-Z84480 |
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You invested in CVS HEALTH CORPORATION and it’s time to vote!
You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy material for the Annual Meeting of Stockholders to be held on May 18, 2023.
Get informed before you vote
View the Notice of 2023 Annual Meeting of Stockholders, Proxy Statement and 2022 Annual Report online OR you can receive a free paper or email copy of the material(s) by requesting prior to May 4, 2023. If you would like to request a copy of the material(s) for this and/or future stockholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.
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For complete information and to vote, visit www.ProxyVote.com | |
| Control # |  | |
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Smartphone users
Point your camera here and |
 We urge you to vote in advance, but you may also vote virtually at the Annual Meeting*
May 18, 2023
Virtually at: www.virtualshareholdermeeting.com/CVS2023 | ||
| * | Please check the meeting materials for any special requirements for meeting attendance. |
| Vote at www.ProxyVote.com |
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THIS IS NOT A VOTABLE BALLOT
This is an overview of the proposals being presented at the upcoming stockholder meeting. Please follow the instructions on the reverse side to vote these important matters. |
| Voting Items | Board Recommends | |||||||
| 1. | Election of Directors | |||||||
| Nominees: | ||||||||
| 1a. | Fernando Aguirre |  For | ||||||
| 1b. | Jeffrey R. Balser, M.D., Ph.D. | For | ||||||
| 1c. | C. David Brown II | For | ||||||
| 1d. | Alecia A. DeCoudreaux | For | ||||||
| 1e. | Nancy-Ann M. DeParle | For | ||||||
| 1f. | Roger N. Farah | For | ||||||
| 1g. | Anne M. Finucane | For | ||||||
| 1h. | Edward J. Ludwig | For | ||||||
| 1i. | Karen S. Lynch | For | ||||||
| 1j. | Jean-Pierre Millon | For | ||||||
| 1k. | Mary L. Schapiro | For | ||||||
| 2. | Ratification of the Appointment of Our Independent Registered Public Accounting Firm for 2023 | For | ||||||
| 3. | Say on Pay, a Proposal to Approve, on an Advisory Basis, the Company’s Executive Compensation | For | ||||||
| 4. | Proposal to Recommend, on an Advisory Basis, the Frequency of Advisory Votes on Executive Compensation Votes |  Year | ||||||
| 5. | Stockholder Proposal Requesting Paid Sick Leave for All Employees |  Against | ||||||
| 6. | Stockholder Proposal for Reducing our Ownership Threshold to Request a Special Stockholder Meeting | Against | ||||||
| 7. | Stockholder Proposal Regarding “Fair Elections” and Requiring Stockholder Approval of Certain Types of By-law Amendments | Against | ||||||
| 8. | Stockholder Proposal Requesting a Report on a “Worker Rights Assessment” | Against | ||||||
| 9. | Stockholder Proposal to Prevent Company Directors from Simultaneously Sitting on the Boards of Directors of Any Other Company | Against | ||||||
| NOTE: In their discretion, the proxies may vote on such other business as may properly come before the meeting or any adjournment thereof. | ||||||||
| Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Delivery Settings”. | ||||||||
| V05262-P88235-Z84480 | ||||||||