CVS Health (CVS) Proxy filing summary

Executive summary

• Annual Meeting scheduled for May 14, 2026, at 8:00 A.M. ET, to be held virtually for shareholder participation.

• Shareholders are encouraged to vote in advance or during the virtual meeting, with materials available online or by request.

Voting matters and shareholder proposals

• Election of 13 directors is up for shareholder vote, with all nominees recommended by the board.

• Ratification of the appointment of the independent registered public accounting firm for 2026 is proposed.

• Advisory vote on executive compensation (Say on Pay) and approval of the 2026 Incentive Compensation Plan are included.

• Shareholder proposal to reduce the threshold for the right to act by written consent is presented, with the board recommending against it.

Board of directors and corporate governance

• Board recommends all director nominees for election, reflecting ongoing governance and oversight priorities.