CVS HEALTH Corp

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 14A

**PROXY STATEMENT PURSUANT TO SECTION 14(a)

OF THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. )

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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 ss.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)

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Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

Our Ambition

To be America’s most trusted health care company

Our Purpose

To simplify health care one person, one family and one community at a time

Our Values

We care.

We show up with compassion and empathy for our customers and our colleagues.

We innovate with purpose.

We listen, adapt and collaborate to develop leading solutions.

We are accountable.

We operate with transparency and integrity to fulfill our commitments.

We prioritize safety and quality.

We set a high bar, with safety and quality at the center of all we do.

This proxy statement contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Please see the “Cautionary Statement Concerning Forward-Looking Statements” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, most recently filed Quarterly Report on Form 10-Q and Current Reports on Form 8-K, for a discussion on forward-looking statements.