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 Rule 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 THE APPROPRIATE BOX): | |||
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| ☐ | Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. | ||
| 1) Title of each class of securities to which transaction applies: | |||
| 2) Aggregate number of securities to which transaction applies: | |||
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| ☐ | Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the form or schedule and the date of its filing. | ||
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*** Exercise Your
Right to Vote
***
Important Notice Regarding the
Availability of Proxy Materials for the
Stockholder Meeting to Be Held on May
10, 2017.
|
CVS HEALTH
CORPORATION  CVS HEALTH CORPORATION C/O WELLS FARGO SHAREOWNER SERVICES P.O. BOX 64945 ST. PAUL, MN 55164-0945  |
| Meeting Information | |
| Meeting Type: Annual Meeting | |
| For holders as of: March 14, 2017 | |
| Date: May 10, 2017 Time: 9:00 AM, EDT | |
| Location: | CVS Health Corporation |
| Customer Support Center | |
| One CVS Drive | |
| Woonsocket, RI 02895 | |
| Directions: | www.cvshealth.com/contact or |
| call 401-765-1500 | |
|
You are receiving this communication because you hold shares in the company named above. |
|
This is not a ballot. You
cannot use this notice to vote these shares. This communication presents
only an overview of the more complete proxy materials that are available
to you on the Internet. You may view the proxy materials online at
www.proxyvote.com, scan the QR Barcode on the reverse side, or
easily request a paper copy (see reverse side). |
|
We encourage you to access and
review all of the important information contained in the proxy materials
before voting. |
|
See the
reverse side of this notice to obtain proxy materials and voting
instructions. |
Before You
Vote
How to
Access the Proxy Materials
Proxy Materials Available to VIEW or RECEIVE:
NOTICE AND PROXY STATEMENT ANNUAL REPORT
How to View
Online:
Have the information that is
printed in the box marked by the arrow ➔XXXX XXXX XXXX XXXX (located on the following page) and visit:
www.proxyvote.com, or scan the QR Barcode below.
How to Request and Receive a PAPER
or E-MAIL Copy:
If you want to receive a
paper or e-mail copy of these documents, you must request one. There is NO
charge for requesting a copy. Please choose one of the following methods to make
your request:
| 1) | BY INTERNET: | www.proxyvote.com | |
| 2) | BY TELEPHONE: | 1-800-579-1639 | |
| 3) | BY E-MAIL*: | sendmaterial@proxyvote.com |
* |
If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow ➔XXXX XXXX XXXX XXXX (located on the following page) in the subject line. |
Requests,
instructions and other inquiries sent to this e-mail address will NOT be
forwarded to your investment advisor.
Please make the request as instructed
above on or before April 26, 2017 to facilitate timely
delivery.
|
How To
Vote |
 |
Vote In Person: Many stockholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares.
Vote By Internet: Go to www.proxyvote.com or from a smart phone, scan the QR Barcode above. Have the information that is printed in the box marked by the arrow ➔XXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions.
Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.
| Voting Items |
| The Board of Directors recommends you vote FOR the following proposal: | ||||
| 1. | Election of Directors | |||
| Nominees: | ||||
| 1a. | Richard M. Bracken | |||
| 1b. | C. David Brown II | |||
| 1c. | Alecia A. DeCoudreaux | |||
| 1d. | Nancy-Ann M. DeParle | |||
| 1e. | David W. Dorman | |||
| 1f. | Anne M. Finucane | |||
| 1g. | Larry J. Merlo | |||
| 1h. | Jean-Pierre Millon | |||
| 1i. | Mary L. Schapiro | |||
| 1j. | Richard J. Swift | |||
| 1k. | William C. Weldon | |||
| 1l. | Tony L. White | |||
| The Board of Directors recommends you vote FOR the following proposals: | ||
| 2. | Proposal to ratify independent public accounting firm for 2017. | |
| 3. | Say on Pay - An advisory vote on the approval of executive compensation. | |
| The Board of Directors recommends you vote 1 year on the following proposal: | ||
| 4. | To recommend, by non-binding vote, the frequency of executive compensation votes. | |
| The Board of Directors recommends you vote FOR the following proposal: | ||
| 5. | Proposal to approve the 2017 Incentive Compensation Plan. | |
| The Board of Directors recommends you vote AGAINST the following proposals: | ||
| 6. | Stockholder proposal regarding the ownership threshold for calling special meetings of stockholders. | |
| 7. | Stockholder proposal regarding a report on executive pay. | |
| 8. | Stockholder proposal regarding a report on renewable energy targets. | |
| NOTE: In their discretion, the proxies may vote on such other business as may properly come before the meeting or any adjournment thereof. | ||
