CVS HEALTH CORPORATION (NYSE:CVS) Files An 8-K Submission of Matters to a Vote of Security Holders

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CVS HEALTH CORPORATION (NYSE:CVS) Files An 8-K Submission of Matters to a Vote of Security Holders

Item5.07.

Submission of Matters to a Vote of Security
Holders.

The following are the voting results on each matter submitted to
the stockholders of CVS Health Corporation (the Company) at the
Annual Meeting of Stockholders held on May10, 2017 (the Annual
Meeting). The proposals below are described in detail in the
proxy statement filed by the Company on March31, 2017 (the Proxy
Statement).

At the Annual Meeting, the 12 nominees for director were elected
to the Companys Board of Directors for a term of one year
(Proposal 1). In addition, management proposals regarding the
ratification of the appointment of Ernst Young LLP as the
Companys independent registered public accounting firm for 2017
(Proposal 2), a non-binding resolution regarding approval of the
compensation of the Companys named executive officers as
disclosed in the Proxy Statement (Proposal 3), and approval of
the Companys 2017 Incentive Compensation Plan (Proposal 5), were
approved. A non-binding resolution recommending the frequency of
future stockholder advisory votes on executive compensation
resulted in a recommendation of every (1)year (Proposal 4), and
the Company has therefore determined to hold such votes on an
annual basis. In addition, a stockholder proposal requesting a
reduction in the ownership threshold required for stockholders to
call special meetings of stockholders (Proposal 6) received a
majority of votes in favor, a stockholder proposal requesting a
report on executive pay (Proposal 7) was rejected, and a
stockholder proposal requesting a report on renewable energy
targets (Proposal 8) was withdrawn at the meeting.

For Against Abstained BrokerNon-Votes

1.

The election, for one-year terms, of persons nominated for
directors, all as set forth in the Companys Proxy
Statement, was approved by the following votes:

Richard M. Bracken

797,941,022 4,884,938 1,404,336 101,479,483

C. David Brown II

780,757,944 22,053,442 1,418,910 101,479,483

Alecia A. DeCoudreaux

798,073,076 4,739,997 1,417,223 101,479,483

Nancy-Ann M. DeParle

798,522,221 4,375,604 1,332,471 101,479,483

David W. Dorman

779,442,430 23,391,705 1,396,161 101,479,483

Anne M. Finucane

517,275,532 284,795,815 2,158,949 101,479,483

Larry J. Merlo

797,215,796 5,734,454 1,280,046 101,479,483

Jean-Pierre Millon

795,713,706 7,149,118 1,367,472 101,479,483

Mary L. Schapiro

797,806,007 5,140,188 1,284,101 101,479,483

Richard J. Swift

716,676,102 85,737,951 1,816,243 101,479,483

William C. Weldon

782,844,427 19,965,118 1,420,751 101,479,483

Tony L. White

782,808,179 20,002,450 1,419,667 101,479,483

2.

Ratification of the appointment of Ernst Young LLP as the
Companys independent registered public accounting firm for
the 2017 fiscal year, as set forth in the Companys Proxy
Statement, was approved by the following vote:

887,791,011 15,560,069 2,358,699

3.

Company proposal to approve, by a non-binding vote, the
compensation of the Companys named executive officers, as
set forth in the Companys Proxy Statement, was approved by
the following vote:

491,213,451 310,656,613 2,360,232 101,479,483

4.

Company proposal seeking a recommendation regarding the
frequency of future stockholder votes on executive
compensation resulted in a recommendation of every one
(1)year, with the following votes recorded:

One year:

779,521,399

Two years:

2,068,989

Threeyears:

20,602,651

Abstain:

2,001,027

5.

Company proposal to approve the Companys 2017 Incentive
Compensation Plan was approved by the following vote:

750,144,703 51,580,855 2,504,738 101,479,483

6.

Stockholder proposal requesting a a reduction in the
ownership threshold required for stockholders to call a
special meeting of stockholders was approved by the
following vote:

419,689,081 381,708,195 2,833,020 101,479,483

7.

Stockholder proposal requesting a report on the Companys

executive pay was rejected by the following vote:

56,460,743 704,635,126 43,134,052 101,479,483

8.

Stockholder proposal requesting a report on the feasibility
of renewable energy targets was withdrawn at the time of
the meeting and therefore no vote was recorded.


About CVS HEALTH CORPORATION (NYSE:CVS)

CVS Health Corporation, together with its subsidiaries (CVS Health), is a pharmacy company. The Company operates through three business segments: Pharmacy Services, Retail/LTC and Corporate. The Company offers a range of products and services, such as advising patients on their medications at its CVS Pharmacy locations, introducing programs to help control costs for its clients at CVS Caremark, how care is delivered to its patients with conditions through CVS Specialty, pharmacy care for the senior community through Omnicare. The Pharmacy Services Segment provides a range of pharmacy benefit management (PBM) solutions. The Retail Pharmacy segment includes retail drugstores, online retail pharmacy Websites and its retail healthcare clinics.

CVS HEALTH CORPORATION (NYSE:CVS) Recent Trading Information

CVS HEALTH CORPORATION (NYSE:CVS) closed its last trading session down -2.09 at 80.21 with 6,495,976 shares trading hands.