Date of Report (Date of earliest event reported):
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May 19, 2020
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(
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May 14, 2020
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)
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Delaware
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001-01011
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05-0494040
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(State or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $0.01 per share
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CVS
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New York Stock Exchange
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Emerging growth company
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☐
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
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☐
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Item
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For
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Against
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Abstained
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Broker Non-Votes
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1.
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The election, for one-year terms, of persons nominated for election as directors of the Company, as set forth in the Company’s Proxy Statement, was approved by the following votes:
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Fernando Aguirre
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927,436,686
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6,800,689
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2,967,402
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176,013,454
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C. David Brown II
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798,344,960
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135,958,319
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2,901,498
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176,013,454
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Alecia A. DeCoudreaux
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928,638,313
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5,866,382
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2,700,082
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176,013,454
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Nancy-Ann M. DeParle
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926,448,706
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8,003,794
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2,752,277
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176,013,454
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David W. Dorman
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770,572,396
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161,439,168
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5,193,213
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176,013,454
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Roger N. Farah
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914,079,428
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20,179,269
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2,946,080
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176,013,454
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Anne M. Finucane
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914,613,125
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19,869,282
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2,722,370
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176,013,454
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Edward J. Ludwig
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925,003,333
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9,073,557
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3,127,887
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176,013,454
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Larry J. Merlo
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928,484,883
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6,294,027
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2,425,867
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176,013,454
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Jean-Pierre Millon
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904,833,770
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29,490,043
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2,880,964
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176,013,454
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Mary L. Schapiro
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928,721,756
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5,773,221
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2,709,800
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176,013,454
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William C. Weldon
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913,776,099
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20,499,980
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2,928,698
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176,013,454
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Tony L. White
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914,169,823
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19,970,622
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3,064,332
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176,013,454
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2.
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Company proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2020, as set forth in the Company’s Proxy Statement, was approved by the following vote:
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1,083,560,532
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26,829,570
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2,828,129
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None
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3.
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Company proposal to approve, on an advisory basis, the compensation of the Company’s named executive officers, as set forth in the Company’s Proxy Statement, was not approved by the following vote:
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228,024,137
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704,936,247
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4,244,393
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176,013,454
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4.
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Company proposal to amend the Company's
2017 Incentive Compensation Plan to increase the number of shares authorized to be issued under the Plan, as set forth in the Company's Proxy Statement, was approved by the following vote:
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872,351,068
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61,186,087
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3,667,622
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176,013,454
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5.
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Company proposal to amend the Company's 2007 Employee Stock Purchase Plan to increase the number of shares available for sale under the Plan, as set forth in the Company's Proxy Statement, was approved by the following vote:
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920,350,792
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14,135,547
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2,718,438
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176,013,454
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6.
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Stockholder proposal for reducing the ownership threshold to request a stockholder action by written consent, as set forth in the Company's Proxy Statement, was not approved by the following vote:
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146,907,477
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784,993,928
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5,303,372
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176,013,454
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7.
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Stockholder proposal regarding the Company's independent Board Chair, as set forth in the Company's Proxy Statement, was not approved by the following vote:
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192,111,770
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739,573,865
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5,519,142
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176,013,454
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104
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Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
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CVS HEALTH CORPORATION
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Date: May 19, 2020
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By:
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/s/ Colleen M. McIntosh
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Colleen M. McIntosh
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Senior Vice President, Corporate Secretary
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and Chief Governance Officer
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