Additional Proxy Soliciting Materials (definitive) (defa14a)
March 31 2017 - 4:19PM
Edgar (US Regulatory)
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. )
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Filed by the Registrant
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Filed by a Party other
than the Registrant
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CHECK THE APPROPRIATE BOX:
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Preliminary Proxy Statement
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Confidential, For Use of the Commission Only
(as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material Under Rule
14a-12
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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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No fee
required.
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Fee computed on table below per Exchange Act Rules
14a-6(i)(4) and 0-11.
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1)
Title of each class of securities to which transaction
applies:
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2)
Aggregate number of securities to which transaction applies:
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3)
Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
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4)
Proposed maximum aggregate value of transaction:
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5) Total fee paid:
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Fee paid previously with
preliminary materials:
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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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1)
Amount previously paid:
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2)
Form, Schedule or Registration Statement No.:
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3)
Filing Party:
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4) Date
Filed:
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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
C/O WELLS FARGO SHAREOWNER
SERVICES
P.O. BOX
64945
ST. PAUL, MN 55164-0945
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Meeting Information
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Meeting
Type:
Annual Meeting
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For
holders as of:
March 14, 2017
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Date:
May 10,
2017
Time:
9:00 AM, EDT
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Location:
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CVS Health Corporation
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Customer Support Center
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One CVS Drive
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Woonsocket, RI 02895
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Directions:
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www.cvshealth.com/contact or
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call
401-765-1500
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You are receiving this
communication because you hold shares in the company named
above.
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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).
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We encourage you to access and
review all of the important information contained in the proxy materials
before voting.
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See the
reverse side of this notice to obtain proxy materials and voting
instructions.
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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:
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1)
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BY
INTERNET
:
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www.proxyvote.com
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2)
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BY
TELEPHONE
:
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1-800-579-1639
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3)
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BY
E-MAIL*
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sendmaterial@proxyvote.com
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*
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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.
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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
Please
Choose One of the Following Voting Methods
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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.
The Board of
Directors recommends you vote FOR the following proposal:
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1.
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Election of
Directors
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Nominees:
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1a.
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Richard M. Bracken
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1b.
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C. David Brown II
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1c.
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Alecia A. DeCoudreaux
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1d.
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Nancy-Ann M. DeParle
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1e.
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David W. Dorman
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1f.
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Anne M. Finucane
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1g.
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Larry J. Merlo
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1h.
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Jean-Pierre Millon
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1i.
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Mary L. Schapiro
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1j.
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Richard J. Swift
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1k.
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William C. Weldon
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1l.
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Tony L.
White
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The Board of Directors
recommends you vote FOR the following proposals:
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2.
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Proposal to ratify independent public
accounting firm for 2017.
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3.
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Say on Pay - An advisory vote on the
approval of executive compensation.
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The Board of Directors
recommends you vote 1 year on the following proposal:
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4.
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To recommend, by non-binding vote, the
frequency of executive compensation votes.
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The Board of Directors
recommends you vote FOR the following proposal:
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5.
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Proposal to approve the 2017 Incentive
Compensation Plan.
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The Board of Directors
recommends you vote AGAINST the following proposals:
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6.
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Stockholder proposal regarding the ownership
threshold for calling special meetings of stockholders.
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7.
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Stockholder proposal regarding a report on
executive pay.
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8.
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Stockholder proposal regarding a report on
renewable energy targets.
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NOTE:
In their discretion, the
proxies may vote on such other business as may properly come before the
meeting or any adjournment thereof.
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