---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-24-260405"
form_type: "8-K"
ticker: "CVS"
cik: "0000064803"
company_name: "CVS HEALTH Corp"
filed_at: "2024-11-18T23:59:59+00:00"
generated_at: "2026-05-29T23:25:46.971917+00:00"
event_type: "other_material"
sentiment: "positive"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# CVS Health adds four directors, enters pact with Glenview Capital; CEO pay raised

## Summary
- Board expanded from 12 to 16 with appointments of Leslie Norwalk, Larry Robbins, Guy Sansone, Doug Shulman.
- Glenview Capital (Larry Robbins) gets board seats; standstill until 30 days before 2026 director nomination window.
- CEO David Joyner's total direct compensation raised to $19M/yr ($1.5M base, $3M bonus target, $14.5M LTI).
- Prem Shah (EVP Group President) gets $1.1M base, $1.925M bonus target, $9M LTI; one-time option award $6M.
- Tilak Mandadi receives $3M in time-vesting RSUs as retention award; vests over three years.

## SEC filing metadata
- accession: 0001193125-24-260405
- form_type: 8-K
- ticker: CVS
- cik: 0000064803
- company_name: CVS HEALTH Corp
- filed_at: 2024-11-18T23:59:59+00:00
- event_type: other_material
- sentiment: positive
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 5.02, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/64803/000119312524260405/0001193125-24-260405-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/64803/000119312524260405/d828431d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-24-260405
- JSON: https://secwatch.observer/filing/0001193125-24-260405.json
- Plain text: https://secwatch.observer/filing/0001193125-24-260405.txt

## Key facts
- Executive change
  Larry Robbins was appointed as Director at CVS HEALTH Corp.
  - Action: appointed
  - Role: Director
  source text: On November 17, 2024, Ms. Norwalk, Mr. Robbins, Mr. Sansone and Mr. Shulman were appointed to the Board.
  evidence_url: https://www.sec.gov/Archives/edgar/data/64803/000119312524260405/0001193125-24-260405-index.htm
- Executive change
  Doug Shulman was appointed as Director at CVS HEALTH Corp.
  - Action: appointed
  - Role: Director
  source text: On November 17, 2024, Ms. Norwalk, Mr. Robbins, Mr. Sansone and Mr. Shulman were appointed to the Board.
  evidence_url: https://www.sec.gov/Archives/edgar/data/64803/000119312524260405/0001193125-24-260405-index.htm
- Executive change
  Guy Sansone was appointed as Director at CVS HEALTH Corp.
  - Action: appointed
  - Role: Director
  source text: On November 17, 2024, Ms. Norwalk, Mr. Robbins, Mr. Sansone and Mr. Shulman were appointed to the Board.
  evidence_url: https://www.sec.gov/Archives/edgar/data/64803/000119312524260405/0001193125-24-260405-index.htm
- Executive change
  Leslie Norwalk was appointed as Director at CVS HEALTH Corp.
  - Action: appointed
  - Role: Director
  source text: On November 17, 2024, Ms. Norwalk, Mr. Robbins, Mr. Sansone and Mr. Shulman were appointed to the Board.
  evidence_url: https://www.sec.gov/Archives/edgar/data/64803/000119312524260405/0001193125-24-260405-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.