Item 1. Financial Statements

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Item 1. Financial Statements

Index to Condensed Consolidated Financial Statements


			Page
Condensed Consolidated Statements of Operations (Unaudited) for the three and six months ended June 30, 2026 and 2025			2

Condensed Consolidated Statements of Comprehensive Income (Unaudited) for the three and six months ended June 30, 2026 and 2025			3

Condensed Consolidated Balance Sheets (Unaudited) as of June 30, 2026 and December 31, 2025			4

Condensed Consolidated Statements of Cash Flows (Unaudited) for the six months ended June 30, 2026 and 2025			5

Condensed Consolidated Statements of Shareholders’ Equity (Unaudited) for the three months ended June 30, 2026 and 2025 and the three months ended March 31, 2026 and 2025			7

Notes to Condensed Consolidated Financial Statements (Unaudited)			9

Report of Independent Registered Public Accounting Firm			35

Index to Condensed Consolidated Financial Statements

CVS Health Corporation

Condensed Consolidated Statements of Operations

(Unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,
In millions, except per share amounts	2026		2025		2026		2025
Revenues:
Products	$	66,219	$	60,607	$	128,445	$	118,276
Premiums	35,117		34,195		68,908		67,015
Services	4,119		3,626		7,954		7,205
Net investment income	641		487		1,215		1,007
Total revenues	106,096		98,915		206,522		193,503
Operating costs:
Cost of products sold	58,862		54,005		114,306		105,062
Health care costs	31,485		31,317		60,843		60,452
Operating expenses	11,046		11,212		21,990		22,234

Total operating costs	101,393		96,534		197,139		187,748
Operating income	4,703		2,381		9,383		5,755

Interest expense	(757)		(763)		(1,531)		(1,548)
Other income	31		29		63		57
Income before income tax provision	3,977		1,647		7,915		4,264
Income tax provision	982		634		1,963		1,469
Net income	2,995		1,013		5,952		2,795
Net (income) loss attributable to noncontrolling interests	(16)		8		(30)		5
Net income attributable to CVS Health	$	2,979	$	1,021	$	5,922	$	2,800

Net income per share attributable to CVS Health:
Basic	$	2.33	$	0.81	$	4.64	$	2.22
Diluted	$	2.31	$	0.80	$	4.61	$	2.21
Weighted average shares outstanding:
Basic	1,279		1,266		1,276		1,264
Diluted	1,287		1,270		1,283		1,267

See accompanying notes to condensed consolidated financial statements (unaudited).

Index to Condensed Consolidated Financial Statements

CVS Health Corporation

Condensed Consolidated Statements of Comprehensive Income

(Unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2026		2025		2026		2025
Net income	$	2,995	$	1,013	$	5,952	$	2,795
Other comprehensive income (loss), net of tax:
Net unrealized investment gains (losses)	(9)		187		(253)		403
Change in discount rate on long-duration insurance reserves	1		23		44		(10)
Foreign currency translation adjustments	(1)		4		(1)		4
Net cash flow hedges	(4)		(1)		(8)		(5)

Other comprehensive income (loss)	(13)		213		(218)		392
Comprehensive income	2,982		1,226		5,734		3,187
Comprehensive (income) loss attributable to noncontrolling interests	(16)		8		(30)		5
Comprehensive income attributable to CVS Health	$	2,966	$	1,234	$	5,704	$	3,192

See accompanying notes to condensed consolidated financial statements (unaudited).

Index to Condensed Consolidated Financial Statements

CVS Health Corporation

Condensed Consolidated Balance Sheets

(Unaudited)


In millions, except per share amounts	June 30, 2026		December 31, 2025
Assets:
Cash and cash equivalents	$	11,329	$	8,453
Investments	2,629		2,145
Accounts receivable, net	40,309		39,779
Inventories	17,622		19,246
Other current assets	3,457		5,091
Total current assets	75,346		74,714
Long-term investments	33,247		32,669
Property and equipment, net	13,168		13,083
Operating lease right-of-use assets	14,451		14,973
Goodwill	85,478		85,478
Intangible assets, net	24,644		25,508
Other assets	7,434		7,113
Total assets	$	253,768	$	253,538

Liabilities:
Accounts payable	$	17,167	$	17,641
Pharmacy claims and discounts payable	26,203		26,344
Health care costs payable	16,313		15,399
Accrued expenses and other current liabilities	22,477		22,387
Other insurance liabilities	1,009		1,116
Current portion of operating lease liabilities	1,914		1,737

Current portion of long-term debt	1,958		4,068
Total current liabilities	87,041		88,692
Long-term operating lease liabilities	12,982		13,643
Long-term debt	59,452		60,502
Deferred income taxes	3,766		3,832
Other long-term insurance liabilities	4,516		4,716
Other long-term liabilities	6,112		6,771
Total liabilities	173,869		178,156

Shareholders’ equity:
Preferred stock, par value $0.01: 0.1 shares authorized; none issued or outstanding	—		—
Common stock, par value $0.01: 3,200 shares authorized; 1,795 shares issued and 1,278 shares outstanding as of June 30, 2026 and 1,787 shares issued and 1,271 shares outstanding as of December 31, 2025 and capital surplus	50,968		50,402
Treasury stock, at cost: 517 and 516 shares as of June 30, 2026 and December 31, 2025	(36,852)		(36,790)
Retained earnings	65,398		61,196
Accumulated other comprehensive income	188		406
Total CVS Health shareholders’ equity	79,702		75,214
Noncontrolling interests	197		168
Total shareholders’ equity	79,899		75,382
Total liabilities and shareholders’ equity	$	253,768	$	253,538

See accompanying notes to condensed consolidated financial statements (unaudited).

Index to Condensed Consolidated Financial Statements

CVS Health Corporation

Condensed Consolidated Statements of Cash Flows

(Unaudited)


	Six Months Ended June 30,
In millions	2026		2025
Cash flows from operating activities:
Cash receipts from customers	$	198,468	$	186,500
Cash paid for inventory, prescriptions dispensed and health services rendered	(107,589)		(101,198)
Insurance benefits paid	(58,403)		(58,844)
Cash paid to other suppliers and employees	(21,315)		(18,630)
Interest and investment income received	1,021		972
Interest paid	(1,551)		(1,484)
Income taxes paid	(37)		(863)
Net cash provided by operating activities	10,594		6,453

Cash flows from investing activities:
Proceeds from sales and maturities of investments	7,483		6,866
Purchases of investments	(8,704)		(7,186)
Purchases of property and equipment	(1,540)		(1,350)
Acquisitions	(9)		(139)
Other	12		23
Net cash used in investing activities	(2,758)		(1,786)

Cash flows from financing activities:
Commercial paper borrowings (repayments), net	—		921

Repayments of long-term debt	(3,287)		(762)

Dividends paid	(1,725)		(1,706)
Proceeds from exercise of stock options	217		191
Payments for taxes related to net share settlement of equity awards	(154)		(125)
Other	(62)		(45)
Net cash used in financing activities	(5,011)		(1,526)
Net increase in cash, cash equivalents and restricted cash	2,825		3,141
Cash, cash equivalents and restricted cash at the beginning of the period	8,712		8,884
Cash, cash equivalents and restricted cash at the end of the period	$	11,537	$	12,025

Index to Condensed Consolidated Financial Statements

CVS Health Corporation

Condensed Consolidated Statements of Cash Flows

(Unaudited)


	Six Months Ended June 30,
In millions	2026		2025
Reconciliation of net income to net cash provided by operating activities:
Net income	$	5,952	$	2,795
Adjustments required to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	2,241		2,325

Stock-based compensation	442		262
Loss on sale of subsidiary	—		236

Deferred income taxes and other items	(241)		(283)
Change in operating assets and liabilities, net of effects from acquisitions:
Accounts receivable, net	(533)		(4,139)
Inventories	1,624		671
Other assets	1,355		(969)
Accounts payable and pharmacy claims and discounts payable	(344)		3,831
Health care costs payable and other insurance liabilities	665		(34)
Other liabilities	(567)		1,758
Net cash provided by operating activities	$	10,594	$	6,453

See accompanying notes to condensed consolidated financial statements (unaudited).

Index to Condensed Consolidated Financial Statements

CVS Health Corporation

Condensed Consolidated Statements of Shareholders’ Equity

(Unaudited)


			Attributable to CVS Health
	Number of shares outstanding		Common Stock and Capital Surplus (2)		Treasury Stock (1)		Retained Earnings		Accumulated Other Comprehensive Income		Total CVS Health Shareholders’ Equity		Noncontrolling Interests		Total Shareholders’ Equity

	Common Shares	Treasury Shares (1)
In millions
Balance as of December 31, 2025	1,787	(516)	$	50,402	$	(36,790)	$	61,196	$	406	$	75,214	$	168	$	75,382
Net income	—	—	—		—		2,943		—		2,943		14		2,957
Other comprehensive loss	—	—	—		—		—		(205)		(205)		—		(205)
Stock option activity, stock awards and other	1	—	277		—		—		—		277		—		277
ESPP issuances, net of purchase of treasury shares	—	1	—		84		—		—		84		—		84
Common stock dividends ($0.665 per share)	—	—	—		—		(857)		—		(857)		—		(857)
Other decreases in noncontrolling interests	—	—	—		—		—		—		—		(1)		(1)
Balance as of March 31, 2026	1,788	(515)	50,679		(36,706)		63,282		201		77,456		181		77,637
Net income	—	—	—		—		2,979		—		2,979		16		2,995
Other comprehensive loss (Note 6)	—	—	—		—		—		(13)		(13)		—		(13)
Stock option activity, stock awards and other	7	—	289		—		—		—		289		—		289
Purchase of treasury shares, net of ESPP issuances	—	(2)	—		(146)		—		—		(146)		—		(146)
Common stock dividends ($0.665 per share)	—	—	—		—		(863)		—		(863)		—		(863)

Balance as of June 30, 2026	1,795	(517)	$	50,968	$	(36,852)	$	65,398	$	188	$	79,702	$	197	$	79,899

(1)Treasury shares include 1 million shares held in trust and treasury stock includes $29 million related to shares held in trust as of June 30, 2026, March 31, 2026 and December 31, 2025.

(2)Common stock and capital surplus includes the par value of common stock of $18 million as of June 30, 2026, March 31, 2026, and December 31, 2025.

See accompanying notes to condensed consolidated financial statements (unaudited).

Index to Condensed Consolidated Financial Statements

CVS Health Corporation

Condensed Consolidated Statements of Shareholders’ Equity

(Unaudited)


			Attributable to CVS Health
	Number of shares outstanding		Common Stock and Capital Surplus (2)		Treasury Stock (1)		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total CVS Health Shareholders’ Equity		Noncontrolling Interests		Total Shareholders’ Equity

	Common Shares	Treasury Shares (1)
In millions
Balance as of December 31, 2024	1,778	(518)	$	49,661	$	(36,818)	$	62,837	$	(120)	$	75,560	$	170	$	75,730
Net income	—	—	—		—		1,779		—		1,779		3		1,782
Other comprehensive income	—	—	—		—		—		179		179		—		179
Stock option activity, stock awards and other	1	—	176		—		—		—		176		—		176
ESPP issuances, net of purchase of treasury shares	—	1	—		83		—		—		83		—		83
Common stock dividends ($0.665 per share)	—	—	—		—		(848)		—		(848)		—		(848)
Other increases in noncontrolling interests	—	—	—		—		—		—		—		8		8
Balance as of March 31, 2025	1,779	(517)	49,837		(36,735)		63,768		59		76,929		181		77,110
Net income	—	—	—		—		1,021		—		1,021		(8)		1,013
Other comprehensive income (Note 6)	—	—	—		—		—		213		213		—		213
Stock option activity, stock awards and other	6	—	183		—		—		—		183		—		183
Purchase of treasury shares, net of ESPP issuances	—	(1)	—		(114)		—		—		(114)		—		(114)
Common stock dividends ($0.665 per share)	—	—	—		—		(853)		—		(853)		—		(853)
Other decreases in noncontrolling interests	—	—	—		—		—		—		—		(1)		(1)
Balance as of June 30, 2025	1,785	(518)	$	50,020	$	(36,849)	$	63,936	$	272	$	77,379	$	172	$	77,551

(1)Treasury shares include 1 million shares held in trust and treasury stock includes $29 million related to shares held in trust as of June 30, 2025, March 31, 2025 and December 31, 2024.

(2)Common stock and capital surplus includes the par value of common stock of $18 million as of June 30, 2025, March 31, 2025 and December 31, 2024.

See accompanying notes to condensed consolidated financial statements (unaudited).

Index to Condensed Consolidated Financial Statements

Notes to Condensed Consolidated Financial Statements (Unaudited)

**1.**Significant Accounting Policies

Description of Business

CVS Health Corporation, together with its subsidiaries (collectively, “CVS Health” or the “Company”), is a leading health solutions company simplifying health care one person, one family and one community at a time. As of June 30, 2026, the Company had approximately 9,000 retail locations, more than 1,000 walk-in and primary care medical clinics and a leading pharmacy benefits manager with approximately 87 million plan members and expanding specialty pharmacy solutions. The Company also serves an estimated 37 million people through a broad range of health insurance products and related services. The Company is creating new sources of value through its integrated model, allowing it to expand into personalized, technology driven care delivery and health services, increasing access to quality care, delivering better health outcomes and lowering overall health care costs.

The Company has four reportable segments: Health Care Benefits, Health Services, Pharmacy & Consumer Wellness and Corporate/Other, which are described below.

Health Care Benefits Segment

The Health Care Benefits segment operates as one of the nation’s leading diversified health care benefits providers through its Aetna® operations. The Health Care Benefits segment has the information and resources to help members, in consultation with their health care professionals, make more informed decisions about their health care. The Health Care Benefits segment offers a broad range of health insurance products and related services, including medical, pharmacy, dental and behavioral health plans, medical management capabilities, Medicare Advantage and Medicare Supplement plans, prescription drug plans (“PDPs”) and Medicaid health care management services. The Health Care Benefits segment’s primary customers, its members, primarily access the segment’s products and services through employer groups, government-sponsored plans or individually. The Health Care Benefits segment also serves customers who purchase products and services that are ancillary to its health insurance products. The Company refers to insurance products (where it assumes all or a majority of the risk for medical and dental care costs) as “Insured” and administrative services contract products (where the plan sponsor assumes all or a majority of the risk for medical and dental care costs) as “ASC.”

Health Services Segment

The Health Services segment provides a full range of pharmacy benefit management (“PBM”) solutions through its CVS Caremark® operations and delivers health care services in its medical clinics, virtually, and in the home. PBM solutions include plan design offerings and administration, formulary management, retail pharmacy network management services, and specialty and mail order pharmacy services. In addition, the Company provides clinical services, disease management services, medical spend management and pharmacy and/or other administrative services for providers and federal 340B drug pricing program covered entities (“Covered Entities”). The Company operates a group purchasing organization that negotiates pricing for the purchase of pharmaceuticals and rebates with pharmaceutical manufacturers on behalf of its participants and provides various administrative, management and reporting services to pharmaceutical manufacturers. The segment also works directly with pharmaceutical manufacturers to commercialize and/or co-produce high quality biosimilar products through its Cordavis® subsidiary. The Health Services segment’s health care delivery assets include Signify Health, Inc. (“Signify Health”), a leader in health risk assessments, and Oak Street Health, Inc. (“Oak Street Health”), a leading multi-payor operator of value-based primary care centers serving Medicare eligible patients. The Health Services segment’s clients and customers are primarily employers, insurance companies, unions, government employee groups, health plans, PDPs, Medicaid managed care plans, the U.S. Centers for Medicare & Medicaid Services (“CMS”), plans offered on public and private health insurance exchanges and other sponsors of health benefit plans throughout the U.S., patients who receive care in the Health Services segment’s medical clinics, virtually or in the home, as well as Covered Entities.

Pharmacy & Consumer Wellness Segment

The Pharmacy & Consumer Wellness segment dispenses prescriptions in its CVS Pharmacy® retail locations and through its infusion operations, provides ancillary pharmacy services including pharmacy patient care programs and vaccination administration, and sells a wide assortment of health and wellness products and general merchandise. The segment also provides pharmacy fulfillment services to support the Health Services segment’s specialty and mail order pharmacy offerings. As of June 30, 2026, the Pharmacy & Consumer Wellness segment operated approximately 9,000 retail locations, as well as online retail pharmacy websites, retail specialty pharmacy stores, compounding pharmacies and branches for infusion and enteral nutrition services.

Corporate/Other Segment

The Company presents the remainder of its financial results in the Corporate/Other segment, which primarily consists of:

Management and administrative expenses to support the Company’s overall operations, which include certain aspects of executive management and the corporate relations, legal, compliance, human resources and finance departments, information technology, digital, data and analytics, as well as acquisition-related integration costs; and
Products for which the Company no longer solicits or accepts new customers, such as its large case pensions and long-term care insurance products.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of CVS Health and its subsidiaries have been prepared in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. In accordance with such rules and regulations, certain information and accompanying note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been omitted, although the Company believes the disclosures included herein are adequate to make the information presented not misleading. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto which are included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Form 10-K”).

In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results for the interim periods presented. Because of the influence of various factors on the Company’s operations, including business combinations, certain holidays and other seasonal influences, net income for any interim period may not be comparable to the same interim period in previous years or necessarily indicative of income for the full year.

Principles of Consolidation

The unaudited condensed consolidated financial statements include the accounts of the Company and its majority-owned subsidiaries and variable interest entities (“VIEs”) for which the Company is the primary beneficiary. All material intercompany balances and transactions have been eliminated.

The Company continually evaluates its investments to determine if they represent variable interests in a VIE. If the Company determines that it has a variable interest in a VIE, the Company then evaluates if it is the primary beneficiary of the VIE. The evaluation is a qualitative assessment as to whether the Company has the ability to direct the activities of a VIE that most significantly impact the entity’s economic performance. The Company consolidates a VIE if it is considered to be the primary beneficiary.

Assets and liabilities of VIEs for which the Company is the primary beneficiary were not significant to the Company’s unaudited condensed consolidated financial statements. VIE creditors do not have recourse against the general credit of the Company.

Reclassifications

Certain prior year amounts within the unaudited condensed consolidated balance sheet have been reclassified to conform with the current year presentation.

Restricted Cash

Restricted cash included in other current assets on the unaudited condensed consolidated balance sheets primarily represents funds held on behalf of members. Restricted cash included in other assets on the unaudited condensed consolidated balance sheets represents amounts held in a trust in one of the Company’s captive insurance companies to satisfy collateral requirements associated with the assignment of certain insurance policies. All restricted cash is invested in demand deposits, time deposits and money market funds.

The following is a reconciliation of cash and cash equivalents on the unaudited condensed consolidated balance sheets to total cash, cash equivalents and restricted cash on the unaudited condensed consolidated statements of cash flows:


In millions	June 30, 2026		December 31, 2025
Cash and cash equivalents	$	11,329	$	8,453
Restricted cash (included in other current assets)	—		59
Restricted cash (included in other assets)	208		200
Total cash, cash equivalents and restricted cash in the statements of cash flows	$	11,537	$	8,712

Accounts Receivable

Accounts receivable are stated net of allowances for credit losses, customer credit allowances, contractual allowances and estimated terminations. Accounts receivable, net as of June 30, 2026 and December 31, 2025 was composed of the following:


In millions	June 30, 2026		December 31, 2025
Trade receivables	$	12,985	$	10,563
Vendor and manufacturer receivables	14,818		15,564
Premium receivables	6,395		5,753
Other receivables	6,111		7,899
Total accounts receivable, net	$	40,309	$	39,779

The Company’s allowance for credit losses was $169 million and $182 million as of June 30, 2026 and December 31, 2025, respectively. When developing an estimate of the Company’s expected credit losses, the Company considers all available relevant information regarding the collectability of cash flows, including historical information, current conditions and reasonable and supportable forecasts of future economic conditions over the contractual life of the receivable. The Company’s accounts receivable are short duration in nature and typically settle in less than 30 days.

Premium Deficiency Reserves

The Company evaluates its short-duration insurance contracts to determine if it is probable that a loss will be incurred. For purposes of determining premium deficiency losses, contracts are grouped consistent with the Company’s method of acquiring, servicing and measuring the profitability of such contracts. For each contract grouping, a premium deficiency reserve is recognized when it is probable that expected future incurred claims, including costs to maintain the contract grouping, exceed anticipated future premiums and reinsurance recoveries. Anticipated investment income is not considered in the calculation of premium deficiency reserves. A premium deficiency is first recognized by charging any unamortized acquisition costs to operating expenses, and to the extent the premium deficiency is greater than the unamortized acquisition costs, a premium deficiency reserve liability is established and reflected in health care costs payable on the unaudited condensed consolidated balance sheets. Losses recognized as a premium deficiency reserve result in a beneficial effect in subsequent periods as subsequent costs under these contracts are then charged to this previously established liability.

During the second quarter of 2026, the Company recorded a premium deficiency reserve of $15 million to health care costs related to one state in its Medicaid product line. The Company did not establish any other premium deficiency reserves during the three and six months ended June 30, 2026.

During the first quarter of 2025, the Company determined it had a premium deficiency in its individual exchange product line related to the remainder of the 2025 coverage year and, accordingly, recorded a premium deficiency reserve of $448 million. The premium deficiency reserve consisted of a $17 million write-off of unamortized acquisition costs, which was recorded in operating expenses, and $431 million recorded in health care costs. Additionally, during the second quarter of 2025, the Company recorded a premium deficiency reserve of $471 million to health care costs related to its Group Medicare Advantage product line for the remainder of the 2025 coverage year. The premium deficiency reserves were subsequently utilized throughout the remainder of 2025. The Company did not establish any other premium deficiency reserves during the three and six months ended June 30, 2025.

Revenue Recognition

Disaggregation of Revenue

The following tables disaggregate the Company’s revenue by major source in each segment for the three and six months ended June 30, 2026 and 2025:


In millions	Health Care Benefits		Health Services		Pharmacy & Consumer Wellness		Corporate/ Other		Intersegment Eliminations		Consolidated Totals
Three Months Ended June 30, 2026
Major goods/services lines:
Pharmacy	$	—	$	49,194	$	27,781	$	—	$	(16,149)	$	60,826
Front Store	—		—		5,407		—		—		5,407
Premiums	35,119		—		—		11		(13)		35,117
Net investment income (loss)	508		(1)		—		134		—		641
Other	1,911		2,602		628		2		(1,038)		4,105
Total	$	37,538	$	51,795	$	33,816	$	147	$	(17,200)	$	106,096

Health Services distribution channel:
Pharmacy network (1)			$	26,617
Mail & specialty (2)			22,577
Net investment income (loss)			(1)
Other			2,602

Total			$	51,795

Three Months Ended June 30, 2025
Major goods/services lines:
Pharmacy	$	—	$	44,276	$	27,631	$	—	$	(16,558)	$	55,349
Front Store	—		—		5,368		—		—		5,368
Premiums	34,184		—		—		11		—		34,195
Net investment income (loss)	407		(3)		—		83		—		487
Other	1,667		2,180		582		2		(915)		3,516
Total	$	36,258	$	46,453	$	33,581	$	96	$	(17,473)	$	98,915

Health Services distribution channel:
Pharmacy network (1)			$	24,665
Mail & specialty (2)			19,611
Net investment income (loss)			(3)
Other			2,180
Total			$	46,453


In millions	Health Care Benefits		Health Services		Pharmacy & Consumer Wellness		Corporate/ Other		Intersegment Eliminations		Consolidated Totals
Six Months Ended June 30, 2026
Major goods/services lines:
Pharmacy	$	—	$	94,849	$	53,904	$	—	$	(30,988)	$	117,765
Front Store	—		—		10,666		—		—		10,666
Premiums	68,911		—		—		23		(26)		68,908
Net investment income (loss)	970		(1)		—		246		—		1,215
Other	3,628		5,184		1,235		4		(2,083)		7,968
Total	$	73,509	$	100,032	$	65,805	$	273	$	(33,097)	$	206,522

Health Services distribution channel:
Pharmacy network (1)			$	51,766
Mail & specialty (2)			43,083
Net investment income (loss)			(1)
Other			5,184

Total			$	100,032

Six Months Ended June 30, 2025
Major goods/services lines:
Pharmacy	$	—	$	85,458	$	53,707	$	—	$	(31,309)	$	107,856
Front Store	—		—		10,611		—		—		10,611
Premiums	66,992		—		—		23		—		67,015
Net investment income	794		11		—		202		—		1,007
Other	3,282		4,446		1,175		4		(1,893)		7,014
Total	$	71,068	$	89,915	$	65,493	$	229	$	(33,202)	$	193,503

Health Services distribution channel:
Pharmacy network (1)			$	47,779
Mail & specialty (2)			37,679
Net investment income			11
Other			4,446
Total			$	89,915

(1)Health Services pharmacy network is defined as claims filled at retail and specialty retail pharmacies, including pharmacies owned by the Company, as well as activity associated with Maintenance Choice®, which permits eligible client plan members to fill their maintenance prescriptions through mail order delivery or at a CVS pharmacy retail store for the same price as mail order.

(2)Health Services mail & specialty is defined as specialty mail claims inclusive of Specialty Connect® claims picked up at a retail pharmacy, as well as mail order and specialty claims fulfilled by the Pharmacy & Consumer Wellness segment.

ACO REACH and MSSP Exit

Prior to the first quarter of 2025, the Company’s Health Services segment provided enablement services to health systems primarily through two programs administered by CMS: the Accountable Care Organization Realizing Equity, Access and Community Health (“ACO REACH”) program and the Medicare Shared Savings Program (“MSSP”). During the first quarter of 2025, the Company determined that it would substantially exit both the ACO REACH program and the MSSP as further described below. In connection with these actions, during the three and six months ended June 30, 2025, the Company recorded expenses of $41 million and $288 million, respectively, which were included in the loss on Accountable Care assets and reflected in operating expenses within the Health Services segment.

ACO REACH

In February 2025, the Company informed CMS of its plans to voluntarily terminate substantially all of its participation in the ACO REACH program effective March 31, 2025. In connection with the process of winding down its ACO REACH operations, the Company incurred costs of $41 million and $52 million during the three and six months ended June 30, 2025, respectively.

MSSP

In March 2025, the Company also divested its MSSP operations to Wellvana Health, LLC. The Company recorded a pre-tax loss on the divestiture of $236 million during the six months ended June 30, 2025, which included the removal of intangible assets and goodwill totaling $342 million. The consideration received related to this agreement was not material.

New Accounting Pronouncements Not Yet Adopted

Disaggregation of Income Statement Expenses

In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. The standard requires the Company to provide further disaggregated information of relevant expense captions within its consolidated statements of operations, including the purchases of inventory, employee compensation, depreciation and intangible asset amortization, as well as the inclusion of other specific expenses, gains and losses required by existing GAAP. The new standard also requires the Company to disclose its total selling expenses and, on an annual basis, provide a qualitative description of its selling expenses. The standard is effective for fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The standard may be applied prospectively or retrospectively. While the standard will require additional disclosures related to certain expenses included in the consolidated statements of operations, the standard is not expected to have any impact on the Company’s consolidated operating results, financial condition or cash flows.

Internal-Use Software

In September 2025, the FASB issued ASU 2025-06, Targeted Improvements to the Accounting for Internal-Use Software. This standard is intended to modernize the accounting for internal-use software. Under the new standard, the Company will capitalize eligible costs when (i) management has authorized and committed to funding the software project, and (ii) it is probable that the project will be completed and the software will be used to perform the function intended. The standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2027, with early adoption permitted as of the beginning of a fiscal year. The standard may be applied prospectively, retrospectively or using a modified transition approach. The Company is currently evaluating the impact that this standard will have on the Company’s consolidated operating results, cash flows, financial condition and related disclosures.

**2.**Investments

Total investments as of June 30, 2026 and December 31, 2025 were as follows:


	June 30, 2026						December 31, 2025
In millions	Current		Long-term		Total		Current		Long-term		Total
Debt securities available for sale	$	2,416	$	26,933	$	29,349	$	1,997	$	26,721	$	28,718
Mortgage loans	213		1,315		1,528		148		1,376		1,524
Other investments	—		4,999		4,999		—		4,572		4,572
Total investments	$	2,629	$	33,247	$	35,876	$	2,145	$	32,669	$	34,814

Debt Securities

Debt securities available for sale as of June 30, 2026 and December 31, 2025 were as follows:


In millions	Amortized Cost (1)		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
June 30, 2026
Debt securities:
U.S. government securities	$	2,579	$	9	$	(14)	$	2,574
States, municipalities and political subdivisions	253		2		(6)		249
U.S. corporate securities	15,947		123		(292)		15,778
Foreign securities	3,146		51		(34)		3,163
Residential mortgage-backed securities	1,186		7		(34)		1,159
Commercial mortgage-backed securities	1,975		7		(34)		1,948
Other asset-backed securities	4,464		8		(8)		4,464
Redeemable preferred securities	14		—		—		14
Total debt securities (2)	$	29,564	$	207	$	(422)	$	29,349

December 31, 2025
Debt securities:
U.S. government securities	$	2,691	$	39	$	(8)	$	2,722
States, municipalities and political subdivisions	296		3		(7)		292
U.S. corporate securities	14,657		262		(231)		14,688
Foreign securities	2,981		78		(31)		3,028
Residential mortgage-backed securities	1,065		14		(29)		1,050
Commercial mortgage-backed securities	1,974		28		(23)		1,979
Other asset-backed securities	4,921		25		(2)		4,944
Redeemable preferred securities	15		—		—		15
Total debt securities (2)	$	28,600	$	449	$	(331)	$	28,718

(1)There was no allowance for expected credit losses recorded on available-for-sale debt securities as of June 30, 2026 or December 31, 2025.

(2)Investment risks associated with the Company’s experience-rated products generally do not impact the Company’s consolidated operating results. As of June 30, 2026, debt securities with a fair value of $444 million, gross unrealized capital gains of $7 million and gross unrealized capital losses of $17 million, and as of December 31, 2025, debt securities with a fair value of $475 million, gross unrealized capital gains of $10 million and gross unrealized capital losses of $16 million were included in total debt securities, but support experience-rated products. Changes in net unrealized capital gains (losses) on these securities are not reflected in accumulated other comprehensive income.

The amortized cost and fair value of debt securities as of June 30, 2026 are shown below by contractual maturity. Actual maturities may differ from contractual maturities because securities may be restructured, called or prepaid, or the Company intends to sell a security prior to maturity.


In millions	Amortized Cost		Fair Value
Due to mature:
Less than one year	$	1,165	$	1,168
One year through five years	11,735		11,752
After five years through ten years	5,898		5,880
Greater than ten years	3,141		2,978
Residential mortgage-backed securities	1,186		1,159
Commercial mortgage-backed securities	1,975		1,948
Other asset-backed securities	4,464		4,464
Total	$	29,564	$	29,349

Summarized below are the debt securities the Company held as of June 30, 2026 and December 31, 2025 that were in an unrealized capital loss position, aggregated by the length of time the investments have been in that position:


	Less than 12 months					Greater than 12 months					Total
In millions, except number of securities	Number of Securities	Fair Value		Unrealized Losses		Number of Securities	Fair Value		Unrealized Losses		Number of Securities	Fair Value		Unrealized Losses
June 30, 2026
Debt securities:
U.S. government securities	277	$	995	$	9	68	$	122	$	5	345	$	1,117	$	14
States, municipalities and political subdivisions	29	57		1		55	77		5		84	134		6
U.S. corporate securities	3,956	6,833		92		1,171	1,640		200		5,127	8,473		292
Foreign securities	676	1,227		12		171	243		22		847	1,470		34
Residential mortgage-backed securities	242	468		5		276	215		29		518	683		34
Commercial mortgage-backed securities	392	1,176		15		74	159		19		466	1,335		34
Other asset-backed securities	522	1,585		7		16	19		1		538	1,604		8
Redeemable preferred securities	4	6		—		—	—		—		4	6		—
Total debt securities	6,098	$	12,347	$	141	1,831	$	2,475	$	281	7,929	$	14,822	$	422

December 31, 2025
Debt securities:
U.S. government securities	50	$	156	$	2	80	$	168	$	6	130	$	324	$	8
States, municipalities and political subdivisions	16	28		—		89	136		7		105	164		7
U.S. corporate securities	1,045	1,634		23		1,541	2,149		208		2,586	3,783		231
Foreign securities	180	310		2		303	449		29		483	759		31
Residential mortgage-backed securities	67	124		1		303	272		28		370	396		29
Commercial mortgage-backed securities	84	290		1		126	269		22		210	559		23
Other asset-backed securities	136	314		1		19	27		1		155	341		2
Redeemable preferred securities	—	—		—		4	6		—		4	6		—
Total debt securities	1,578	$	2,856	$	30	2,465	$	3,476	$	301	4,043	$	6,332	$	331

The Company reviewed the securities in the table above and concluded that they are performing assets generating investment income to support the needs of the Company’s business. In performing this review, the Company considered factors such as the quality of the investment security based on research performed by the Company’s internal credit analysts and external rating agencies and the prospects of realizing the carrying value of the security based on the investment’s current prospects for recovery. Unrealized capital losses as of June 30, 2026 were generally caused by interest rate increases and not by unfavorable changes in the credit quality associated with these securities. As of June 30, 2026, the Company did not intend to sell these securities, and did not believe it was more likely than not that it would be required to sell these securities prior to the anticipated recovery of their amortized cost basis.

Net Investment Income

Sources of net investment income for the three and six months ended June 30, 2026 and 2025 were as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2026		2025		2026		2025
Debt securities	$	359	$	324	$	710	$	647
Mortgage loans	22		21		44		42
Other investments	285		180		515		389
Gross investment income	666		525		1,269		1,078
Investment expenses	(12)		(11)		(25)		(23)
Net investment income (excluding net realized capital losses)	654		514		1,244		1,055
Net realized capital losses	(13)		(27)		(29)		(48)
Net investment income	$	641	$	487	$	1,215	$	1,007

Excluding amounts related to experience-rated products, proceeds from the sale of available-for-sale debt securities and the related gross realized capital gains and losses for the three and six months ended June 30, 2026 and 2025 were as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2026		2025		2026		2025
Proceeds from sales	$	1,943	$	2,623	$	4,893	$	4,808
Gross realized capital gains	18		10		45		22
Gross realized capital losses	23		48		51		87

**3.**Fair Value

The preparation of the Company’s unaudited condensed consolidated financial statements in accordance with GAAP requires certain assets and liabilities to be reflected at their fair value and others to be reflected on another basis, such as an adjusted historical cost basis. The Company’s assets and liabilities carried at fair value have been classified within one of three levels of a hierarchy established by GAAP. The following are the levels of the hierarchy and a brief description of the type of valuation information (“valuation inputs”) that qualifies a financial asset or liability for each level:

Level 1 – Unadjusted quoted prices for identical assets or liabilities in active markets.
Level 2 – Valuation inputs other than Level 1 that are based on observable market data. These include: quoted prices for similar assets in active markets, quoted prices for identical assets in inactive markets, valuation inputs that are observable that are not prices (such as interest rates and credit risks) and valuation inputs that are derived from or corroborated by observable markets.
Level 3 – Developed from unobservable data, reflecting the Company’s assumptions.

For a description of the methods and assumptions that are used to estimate the fair value and determine the fair value hierarchy classification of each class of financial instrument, see Note 5 ‘‘Fair Value’’ in the 2025 Form 10-K.

There were no financial liabilities measured at fair value on a recurring basis on the unaudited condensed consolidated balance sheets as of June 30, 2026 or December 31, 2025. Financial assets measured at fair value on a recurring basis on the unaudited condensed consolidated balance sheets as of June 30, 2026 and December 31, 2025 were as follows:


In millions	Level 1		Level 2		Level 3		Total
June 30, 2026
Cash and cash equivalents	$	3,746	$	7,583	$	—	$	11,329
Debt securities:
U.S. government securities	2,564		10		—		2,574
States, municipalities and political subdivisions	—		249		—		249
U.S. corporate securities	—		15,775		3		15,778
Foreign securities	—		3,163		—		3,163
Residential mortgage-backed securities	—		1,159		—		1,159
Commercial mortgage-backed securities	—		1,948		—		1,948
Other asset-backed securities	—		4,464		—		4,464
Redeemable preferred securities	—		14		—		14
Total debt securities	2,564		26,782		3		29,349
Equity securities	8		217		199		424
Total	$	6,318	$	34,582	$	202	$	41,102

December 31, 2025
Cash and cash equivalents	$	4,030	$	4,423	$	—	$	8,453
Debt securities:
U.S. government securities	2,713		9		—		2,722
States, municipalities and political subdivisions	—		292		—		292
U.S. corporate securities	—		14,682		6		14,688
Foreign securities	—		3,028		—		3,028
Residential mortgage-backed securities	—		1,050		—		1,050
Commercial mortgage-backed securities	—		1,979		—		1,979
Other asset-backed securities	—		4,944		—		4,944
Redeemable preferred securities	—		15		—		15
Total debt securities	2,713		25,999		6		28,718
Equity securities	105		30		198		333
Total	$	6,848	$	30,452	$	204	$	37,504

During the three and six months ended June 30, 2026 and 2025, transfers into or out of Level 3 were not material.

The carrying value and estimated fair value classified by level of fair value hierarchy for financial instruments carried on the unaudited condensed consolidated balance sheets at adjusted cost or contract value as of June 30, 2026 and December 31, 2025 were as follows:


	Carrying Value			Estimated Fair Value
In millions			Level 1			Level 2			Level 3			Total
June 30, 2026
Assets:
Mortgage loans	$	1,528		$	—		$	—		$	1,514		$	1,514
Equity securities (1)	625			N/A			N/A			N/A			N/A
Liabilities:
Long-term debt	61,410			58,638			—			—			58,638

December 31, 2025
Assets:
Mortgage loans	$	1,524		$	—		$	—		$	1,524		$	1,524
Equity securities (1)	555			N/A			N/A			N/A			N/A
Liabilities:
Long-term debt	64,570			62,321			—			—			62,321

(1)It was not practical to estimate the fair value of these investments as they represent shares of unlisted companies.

Separate Accounts

Separate accounts assets relate to the Company’s large case pensions products and represent funds maintained to meet specific objectives of contract holders. Since contract holders bear the investment risk of these assets, a corresponding separate accounts liability has been established equal to the assets. Separate accounts assets and liabilities are carried at fair value and are included in other assets and other long-term liabilities, respectively, on the unaudited condensed consolidated balance sheets. During the six months ended June 30, 2026, changes in separate accounts assets and liabilities were not material. Separate accounts assets as of June 30, 2026 and December 31, 2025 were as follows:


	June 30, 2026								December 31, 2025
In millions	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Cash and cash equivalents	$	1	$	145	$	—	$	146	$	1	$	155	$	—	$	156








Debt securities	11		368		1		380		30		361		2		393

Common/collective trusts	—		1,448		—		1,448		—		1,445		—		1,445
Total (1)	$	12	$	1,961	$	1	$	1,974	$	31	$	1,961	$	2	$	1,994

(1)Excludes $40 million of other receivables as of June 30, 2026.

**4.**Insurance Liabilities

Health Care Costs Payable

The following table shows the components of the change in health care costs payable during the six months ended June 30, 2026 and 2025:


	Six Months Ended June 30,
In millions	2026		2025
Health care costs payable, beginning of the period	$	15,399	$	15,064
Less: Reinsurance recoverables	90		81
Less: Impact of discount rate on long-duration insurance reserves (1)	(20)		(1)
Health care costs payable, beginning of the period, net	15,329		14,984

Add: Components of incurred health care costs
Current year	61,927		61,345
Prior years	(1,242)		(1,900)
Total incurred health care costs (2)	60,685		59,445
Less: Claims paid
Current year	48,007		48,791
Prior years	11,804		11,342
Total claims paid	59,811		60,133


Health care costs payable, end of the period, net	16,203		14,296
Add: Premium deficiency reserves	15		902
Add: Reinsurance recoverables	112		103
Add: Impact of discount rate on long-duration insurance reserves (1)	(17)		(30)
Health care costs payable, end of the period	$	16,313	$	15,271

(1)Reflects the difference between the current discount rate and the locked-in discount rate on long-duration insurance reserves which is recorded within accumulated other comprehensive income on the unaudited condensed consolidated balance sheets.

(2)Total incurred health care costs for the six months ended June 30, 2026 and 2025 in the table above exclude $53 million and $19 million, respectively, of health care costs recorded in the Health Care Benefits segment that are included in other insurance liabilities on the unaudited condensed consolidated balance sheets and $90 million and $86 million, respectively, of health care costs recorded in the Corporate/Other segment that are included in other insurance liabilities on the unaudited condensed consolidated balance sheets. Total incurred health care costs for the six months ended June 30, 2026 also exclude a $15 million premium deficiency reserve related to one state in the Company’s Medicaid product line. Total incurred health care costs for the six months ended June 30, 2025 also exclude $902 million for premium deficiency reserves related to the Company’s individual exchange and Group Medicare Advantage product lines.

The Company’s estimates of prior years’ health care costs payable decreased by $1.2 billion and $1.9 billion, respectively, in the six months ended June 30, 2026 and 2025, because claims were settled for amounts less than originally estimated (i.e., the amount of claims incurred was lower than originally estimated), primarily due to lower health care cost trends as well as the actual claim submission time being faster than originally assumed (i.e., the Company’s completion factors were higher than originally assumed) in estimating health care costs payable at the end of the prior year.

As of June 30, 2026, the Company’s liabilities for the ultimate cost of (i) services rendered to the Company’s Insured members but not yet reported to the Company and (ii) claims which have been reported to the Company but not yet paid (collectively, “IBNR”) plus expected development on reported claims totaled approximately $10.6 billion. Substantially all of the Company’s liabilities for IBNR plus expected development on reported claims as of June 30, 2026 related to the current year.

Future Policy Benefits

Future policy benefits consist primarily of reserves for products for which the Company no longer solicits or accepts new customers, including limited payment pension and annuity contracts (referred to as “large case pensions”) and long-term care insurance contracts. Contracts are grouped into cohorts by contract type and issue year. The liability for future policy benefits is adjusted for differences between actual and expected experience. During the six months ended June 30, 2026 and 2025, changes in the liability for future policy benefits were not material.

The weighted-average interest rates used in the measurement of the long-duration insurance liabilities as of June 30, 2026 and 2025 were as follows:


	June 30, 2026	June 30, 2025
Large case pensions
Interest accretion rate	4.21%	4.20%
Current discount rate	5.37%	5.24%

Long-term care
Interest accretion rate	5.11%	5.11%
Current discount rate	5.65%	5.59%

The weighted-average durations (in years) of the long-duration insurance liabilities as of June 30, 2026 and 2025 were as follows:


	June 30, 2026	June 30, 2025
Large case pensions	7.2	7.2
Long-term care	11.1	11.4

**5.**Shareholders’ Equity

Share Repurchase Programs

The following share repurchase programs have been authorized by CVS Health Corporation’s Board of Directors (the “Board”):


In billions Authorization Date	Authorized		Remaining as of June 30, 2026
November 17, 2022 (“2022 Repurchase Program”)	$	10.0	$	10.0
December 9, 2021 (“2021 Repurchase Program”)	10.0		1.5

Each of the share repurchase programs was effective immediately and permit the Company to effect repurchases from time to time through a combination of open market repurchases, privately negotiated transactions, accelerated share repurchase (“ASR”) transactions, and/or other derivative transactions. Both the 2022 and 2021 Repurchase Programs can be modified or terminated by the Board at any time.

During the six months ended June 30, 2026 and 2025, the Company did not repurchase any shares of its common stock.

Dividends

The quarterly cash dividend declared by the Board was $0.665 per share in both the three months ended June 30, 2026 and 2025. Cash dividends declared by the Board were $1.33 per share in both the six months ended June 30, 2026 and 2025. CVS Health Corporation has paid cash dividends every quarter since becoming a public company. Future dividend payments will depend on the Company’s earnings, capital requirements, financial condition and other factors considered relevant by the Board.

**6.**Other Comprehensive Income (Loss)

Shareholders’ equity included the following activity in accumulated other comprehensive income (loss) for the three and six months ended June 30, 2026 and 2025:


	Three Months Ended June 30,				Six Months Ended June 30,
In millions	2026		2025		2026		2025
Net unrealized investment gains (losses):
Beginning of period balance	$	(38)	$	(183)	$	206	$	(399)

Other comprehensive income (loss) before reclassifications ($(24), $136, $(353), $324 pretax)	(17)		136		(271)		323
Amounts reclassified from accumulated other comprehensive income (loss) ($10, $55, $23, $87 pretax) (1)	8		51		18		80
Other comprehensive income (loss)	(9)		187		(253)		403
End of period balance	(47)		4		(47)		4

Change in discount rate on long-duration insurance reserves:
Beginning of period balance	258		232		215		265

Other comprehensive income (loss) before reclassifications ($2, $29, $56, $(12) pretax)	1		23		44		(10)
Other comprehensive income (loss)	1		23		44		(10)
End of period balance	259		255		259		255

Foreign currency translation adjustments:
Beginning of period balance	7		(4)		7		(4)
Other comprehensive income (loss) before reclassifications	(1)		4		(1)		4

Other comprehensive income (loss)	(1)		4		(1)		4
End of period balance	6		—		6		—

Net cash flow hedges:
Beginning of period balance	212		225		216		229
Other comprehensive income before reclassifications ($0, $5, $0, $5 pretax)	—		3		—		3
Amounts reclassified from accumulated other comprehensive income ($(6), $(6), $(11), $(12) pretax) (2)	(4)		(4)		(8)		(8)
Other comprehensive loss	(4)		(1)		(8)		(5)
End of period balance	208		224		208		224

Pension and other postretirement benefits:
Beginning of period balance	(238)		(211)		(238)		(211)


Other comprehensive income	—		—		—		—
End of period balance	(238)		(211)		(238)		(211)

Total beginning of period accumulated other comprehensive income (loss)	201		59		406		(120)

Total other comprehensive income (loss)	(13)		213		(218)		392
Total end of period accumulated other comprehensive income	$	188	$	272	$	188	$	272

(1)Amounts reclassified from accumulated other comprehensive income (loss) for specifically identified debt securities are included in net investment income in the unaudited condensed consolidated statements of operations.

(2)Amounts reclassified from accumulated other comprehensive income for specifically identified cash flow hedges are included in interest expense in the unaudited condensed consolidated statements of operations. The Company expects to reclassify approximately $16 million, net of tax, in net gains associated with its cash flow hedges into net income within the next 12 months.

**7.**Earnings Per Share

Earnings per share is computed using the treasury stock method. Stock options and stock appreciation rights to purchase 2 million and 3 million shares of common stock were outstanding, but were excluded from the calculation of diluted earnings per share for the three and six months ended June 30, 2026, respectively, because their exercise prices were greater than the average market price of the common shares and, therefore, the effect would be antidilutive. For the same reason, stock options and stock appreciation rights to purchase 9 million and 10 million shares of common stock were outstanding, but were excluded from the calculation of diluted earnings per share for the three and six months ended June 30, 2025, respectively.

The following is a reconciliation of basic and diluted earnings per share for the three and six months ended June 30, 2026 and 2025:


	Three Months Ended June 30,				Six Months Ended June 30,
In millions, except per share amounts	2026		2025		2026		2025
Numerator for earnings per share calculation:



Net income attributable to CVS Health	$	2,979	$	1,021	$	5,922	$	2,800

Denominator for earnings per share calculation:
Weighted average shares, basic	1,279		1,266		1,276		1,264
Restricted stock units and performance stock units	6		2		6		2
Stock options and stock appreciation rights	2		2		1		1
Weighted average shares, diluted	1,287		1,270		1,283		1,267

Earnings per share:
Basic	$	2.33	$	0.81	$	4.64	$	2.22
Diluted	$	2.31	$	0.80	$	4.61	$	2.21

**8.**Commitments and Contingencies

Lease Guarantees

Between 1995 and 1997, the Company sold or spun off a number of subsidiaries, including Linens ‘n Things and Marshalls. In many cases, when a former subsidiary leased a store, the Company provided a guarantee of the former subsidiary’s lease obligations for the initial lease term and any extension thereof pursuant to a renewal option provided for in the lease prior to the time of the disposition. When the subsidiaries were disposed of and accounted for as discontinued operations, the Company’s guarantees remained in place, although each initial purchaser agreed to indemnify the Company for any lease obligations the Company was required to satisfy. If any of the purchasers or any of the former subsidiaries fail to make the required payments under a store lease, the Company could be required to satisfy those obligations. As of June 30, 2026, the Company guaranteed 58 such store leases (excluding the lease guarantees related to Linens ‘n Things, which have been recorded as a liability on the unaudited condensed consolidated balance sheets), with the maximum remaining lease term extending through 2036.

Guaranty Fund Assessments, Market Stabilization and Other Non-Voluntary Risk Sharing Pools

Under guaranty fund laws existing in all states, insurers doing business in those states can be assessed (in most states up to prescribed limits) for certain obligations of insolvent insurance companies to policyholders and claimants. The life and health insurance guaranty associations in which the Company participates that operate under these laws respond to insolvencies of long-term care insurers and life insurers as well as health insurers. The Company’s assessments generally are based on a formula relating to the Company’s health care premiums in the state compared to the premiums of other insurers. Certain states allow assessments to be recovered over time as offsets to premium taxes. Some states have similar laws relating to health maintenance organizations (“HMOs”) and/or other payors such as not-for-profit consumer-governed health plans established under the Patient Protection and Affordable Care Act and the Health Care and Education Reconciliation Act of 2010. It is reasonably possible that in the future the Company may record a liability and expense relating to insolvencies which could have a material adverse effect on the Company’s operating results, financial condition and cash flows. While historically the Company has ultimately recovered more than half of guaranty fund assessments through statutorily permitted premium tax offsets, significant increases in assessments could lead to legislative and/or regulatory actions that limit future offsets.

HMOs in certain states in which the Company does business are subject to assessments, including market stabilization and other risk-sharing pools, for which the Company is assessed charges based on incurred claims, demographic membership mix and other factors. The Company establishes liabilities for these assessments based on applicable laws and regulations. In certain states, the ultimate assessments the Company pays are dependent upon the Company’s experience relative to other entities subject to the assessment, and the ultimate liability is not known at the financial statement date. While the ultimate amount of the assessment is dependent upon the experience of all pool participants, the Company believes it has adequate reserves to cover such assessments.

Litigation and Regulatory Proceedings

The Company has been involved or is currently involved in numerous legal and regulatory proceedings, which may include claims of or relating to bad faith, medical or professional malpractice, breach of fiduciary duty, claims processing and billing, dispensing of medications, the use of medical testing devices in the in-home evaluation setting, non-compliance with state and federal regulatory regimes, marketing misconduct, denial of or failure to timely or appropriately pay or administer claims and benefits, provider network structure (including the use of performance-based networks and termination of provider contracts), rescission of insurance coverage, improper disclosure or use of personal information, anticompetitive practices, including antitrust violations, the Company’s participation in the 340B program, general contractual matters, product liability, intellectual property litigation, and discrimination and employment litigation. Some of these other legal proceedings are or are purported to be class actions or derivative claims. The Company is defending itself against the claims brought in these matters.

The Company is also a party to government investigations, audits, reviews, claims enforcement actions and litigation. These include routine, regular and special investigations, audits, subpoenas, civil investigative demands (“CIDs”) and reviews by CMS, state insurance and health and welfare departments, the U.S. Department of Justice (the “DOJ”), state Attorneys General, the U.S. Drug Enforcement Administration (the “DEA”), the U.S. Federal Trade Commission (the “FTC”) and other governmental authorities.

Legal proceedings, in general, and securities, class action and multi-district litigation, in particular, and governmental special investigations, audits, reviews, litigation and enforcement proceedings can be expensive and disruptive. Some of the litigation matters may purport or be determined to be class actions, mass actions and/or involve parties seeking large and/or indeterminate amounts, including punitive or exemplary damages, and may remain unresolved for several years. The Company also may be named from time to time in qui tam actions initiated by private third parties that could also be separately pursued by a governmental body. The results of legal proceedings, including government investigations, are often uncertain and difficult to predict, and the costs incurred in these matters can be substantial, regardless of the outcome.

The Company records accruals for outstanding legal matters when it believes it is probable that a loss will be incurred and the amount can be reasonably estimated. The Company evaluates, on a quarterly basis, developments in legal matters that could affect the amount of any accrual and developments that would make a loss contingency both probable and reasonably estimable. If a loss contingency is not both probable and reasonably estimable, the Company does not establish an accrued liability. Other than the controlled substances litigation accruals described below and as otherwise noted, none of the Company’s accruals for outstanding legal matters are material individually or in the aggregate to the Company’s unaudited condensed consolidated balance sheets. The Company recognizes gain contingencies when the contingency becomes realizable. Refunds requested and received in 2026 from the U.S. Customs and Border Protection for International Emergency Economic Powers Act tariffs paid on imports were not material to the Company’s consolidated operating results, financial condition or cash flows.

Except as otherwise noted, the Company cannot predict with certainty the timing or outcome of the legal matters described below, and the Company is unable to reasonably estimate a possible loss or range of possible loss in excess of amounts already accrued for these matters. The Company believes that its defenses and assertions in pending legal proceedings have merit and does not believe that any of these pending matters, after consideration of applicable reserves and rights to indemnification, will have a material adverse effect on the Company’s financial position. Substantial unanticipated verdicts, fines and rulings, however, do sometimes occur, which could result in judgments against the Company, entry into settlements or a revision to its expectations regarding the outcome of certain matters, and such developments could have a material adverse effect on its results of operations. In addition, as a result of governmental investigations or proceedings, the Company may be subject to damages, civil or criminal fines or penalties, or other sanctions including possible suspension or loss of licensure and/or exclusion from participating in government programs. The outcome of such governmental investigations or proceedings could be material to the Company.

Usual and Customary Pricing Litigation

The Company is named as a defendant in a number of lawsuits that allege that the Company’s retail pharmacies overcharged for prescription drugs by not submitting the correct usual and customary price during the claims adjudication process. These actions are brought by a number of different types of plaintiffs, including private payors and government payors, and are based on different legal theories. Some of these cases are brought as putative class actions in which classes have been certified, and one of the cases asserts state false claims act claims by several state attorneys general in an intervened complaint filed in April 2025 and unsealed in May 2025. The Company is defending itself against these claims.

PBM Litigation and Investigations

The Company is named as a defendant in a number of lawsuits and is subject to a number of investigations concerning its PBM practices.

The Company is facing multiple lawsuits, including by state Attorneys General, governmental subdivisions, private parties and several putative class actions, regarding drug pricing and its rebate arrangements with drug manufacturers. These complaints, brought by a number of different types of plaintiffs under a variety of legal theories, generally allege that rebate agreements between the drug manufacturers and PBMs caused inflated prices for certain drug products. The majority of these cases have now been transferred into a multi-district litigation in the U.S. District Court for the District of New Jersey. The Company is defending itself against these claims. The Company is also facing multiple lawsuits brought by hospital systems regarding reimbursement under the 340B program. The Company has also received subpoenas, CIDs, and other requests for documents and information from, and is being investigated by, the DOJ, the U.S. Department of Health and Human Services (“HHS”), the FTC and Attorneys General of several states and the District of Columbia regarding its PBM practices, including pharmacy contracting practices and reimbursement, pricing and rebates. The Company has been providing documents and information in response to these subpoenas, CIDs and requests for information. In September 2024, the FTC filed an administrative complaint against the three largest PBMs (the “PBM Group”) and their affiliated group purchasing organizations, including subsidiaries of the Company. The complaint alleged that the PBM Group and their affiliated group purchasing organizations engaged in anti-competitive and unfair practices that “artificially” increased insulin costs. In July 2026, the Company and the FTC announced a proposed settlement agreement that would resolve all of the FTC’s outstanding investigations related to the Company’s PBM and affiliated pharmacy businesses, including rebate, pharmacy network, contract, and vertical integration issues. The proposed settlement is subject to a public comment period after which the FTC will decide whether to issue a final order approving the settlement. The FTC has halted its litigation against the Company pending the outcome of this process.

United States ex rel. Behnke v. CVS Caremark Corporation, et al. (U.S. District Court for the Eastern District of Pennsylvania). In April 2018, the Court unsealed a complaint filed in February 2014. The government has declined to intervene in this case. The relator alleges that the Company submitted, or caused to be submitted, to Part D of the Medicare program Prescription Drug Event data and/or Direct and Indirect Remuneration reports that misrepresented true prices paid by the Company’s PBM to pharmacies for drugs dispensed to Part D beneficiaries with prescription benefits administered by the Company’s PBM. Following a two-week trial, the Court issued a split decision and ruled that the Company was liable under the False Claims Act as to certain claims. After trebling damages and assessing penalties, the court entered judgment for $291 million, for which the Company recorded a litigation reserve in the year ended December 31, 2025. The Company has appealed to the Third Circuit Court of Appeals.

Roofers Union Welfare Trust Fund v. CaremarkPCS Health, LLC, et al. (U.S. District Court for the Northern District of Illinois). In March 2026, a putative class of Caremark clients filed a new complaint alleging that Caremark breached the parties’ contracts, unjustly enriched itself and violated the federal Racketeer Influenced and Corrupt Organizations (“RICO”) Act when it failed to pass through to clients certain payments received by Zinc Health Services, LLC from manufacturers. This complaint was initially filed in the U.S. District Court for the District of Rhode Island, but has since been transferred to the U.S. District Court for the Northern District of Illinois.

Controlled Substances Litigation, Audits and Subpoenas

Forty-five states, the District of Columbia, and all eligible United States territories are participating in a settlement resolving substantially all opioid claims against Company entities by participating states and political subdivisions but not private plaintiffs. A high percentage of eligible subdivisions within the participating states also have elected to join the settlement. The settlement agreement is available at nationalopioidsettlement.com. The Company has separately entered into settlement agreements with four states – Florida, West Virginia, New Mexico and Nevada – and a high percentage of eligible subdivisions

within those states also have elected to participate. The Company has also reached an agreement to resolve claims by third-party payors; that agreement remains subject to a class approval process.

The final settlement agreements contain certain contingencies related to payment obligations. Because these contingencies are inherently unpredictable, the assessment requires judgments about future events. As of June 30, 2026, the Company’s remaining accrual related to these opioid litigation matters was approximately $3.4 billion. The amount of ultimate loss may differ from the amount accrued by the Company.

The State of Maryland has elected not to participate, and thus subdivisions within the State of Maryland may not participate, in the settlement. The State of Maryland has issued a civil subpoena for information from the Company, and litigation is pending with certain subdivisions within the State of Maryland as well as other non-participating subdivisions in other geographies, including the City of Philadelphia, and private parties such as hospitals. In May 2026, a Florida state court entered a directed verdict in favor of the Company and other defendants in a case brought by a group of Florida hospitals; a trial in that matter had concluded in December 2025 when the Court declared a mistrial due to a deadlocked jury. The plaintiffs have filed a notice of appeal. The Company is defending itself against the claims made in these cases.

Because of the many uncertainties associated with any settlement arrangement or other resolution of opioid-related litigation matters, and because the Company continues to actively defend ongoing litigation for which it believes it has defenses and assertions that have merit, the Company is not able to reasonably estimate the range of ultimate possible loss for all opioid-related litigation matters at this time. The outcome of these legal matters could have a material effect on the Company’s business, financial condition, operating results and/or cash flows.

In December 2024, the DOJ intervened in a previously sealed qui tam action and filed an amended complaint in the U.S. District Court for the District of Rhode Island, alleging, among other claims, violations of the federal Controlled Substances Act and the federal False Claims Act based on the filling of opioid and other controlled substance prescriptions at CVS Pharmacy locations nationwide. The Company is defending itself against the claims made in this case. Separately, the Company has been served with subpoenas issued by the U.S. Attorney’s Office for the Western District of Virginia, seeking records related to, among other things, commercial arrangements between the Company’s PBM and opioid manufacturers.

Prescription Processing Litigation and Investigations

The Company is named as a defendant in a number of lawsuits and is subject to a number of investigations concerning its prescription processing practices, including related to billing government payors for prescriptions, and the following:

U.S. ex rel. Bassan et al. v. Omnicare, Inc. and CVS Health Corp. (U.S. District Court for the Southern District of New York). In December 2019, the U.S. Attorney’s Office for the Southern District of New York filed a complaint-in-intervention in this previously sealed qui tam case. The complaint alleges that for certain non-skilled nursing facilities, Omnicare, LLC (“Omnicare”) improperly filled prescriptions where a valid prescription did not exist and that these dispensing events violated the federal False Claims Act. In April 2025, the jury found both Omnicare and CVS Health Corporation liable. The jury awarded approximately $136 million due to Omnicare’s conduct. This amount is automatically required to be tripled by statute to approximately $407 million. Accordingly, a litigation reserve was recorded related to this matter in the three months ended March 31, 2025. The jury found no damages attributable to CVS Health Corporation. In July 2025, the Court awarded penalties against Omnicare for $542 million, for which the Company recorded an incremental litigation reserve in the three months ended June 30, 2025. The Court also found CVS Health Corporation to be jointly and severally liable for $165 million of the $542 million in penalties. The Company has filed an appeal to the Second Circuit. On September 22, 2025, Omnicare initiated a voluntary court-supervised Chapter 11 bankruptcy process and was deconsolidated in the three months ended September 30, 2025. The litigation reserve of $165 million that CVS Health Corporation was jointly and severally liable for remained as a liability on the unaudited condensed consolidated balance sheet as of June 30, 2026. In July 2026, CVS Health Corporation entered into agreements with the DOJ and the Unsecured Creditors’ Committee which remain subject to Bankruptcy Court approval and the closing of the sale of Omnicare’s assets, among other conditions. These agreements provide that the DOJ will receive a minimum of $440 million from Omnicare and CVS Health Corporation. CVS Health Corporation will pay $130 million to the DOJ within two weeks of the agreements’ effective date, at which point CVS Health Corporation’s and Omnicare’s appeals will be dismissed. Omnicare will transfer to the DOJ any proceeds from the sale or liquidation of assets in its estate that remain after payment of all senior claims. In the event the DOJ does not receive at least $310 million in payments from Omnicare by March 15, 2028, CVS Health Corporation will guarantee the DOJ’s collection of any portion of the $310 million that is not satisfied by March 31, 2028.

U.S. ex rel. Gill et al. v. CVS Health Corp. et al. (U.S. District Court for the Northern District of Illinois). In July 2022, the Delaware Attorney General’s Office moved for partial intervention as to allegations under the Delaware false claims act related to not escheating alleged overpayments in this previously sealed qui tam case. The federal government and the remaining states declined to intervene on other additional theories in the relator’s complaint, except that the federal government filed a notice of intervention for the limited purpose of defending the constitutionality of the qui tam provisions of the False Claims Act. The Company is defending itself against all of the claims.

Provider Proceedings

The Company is named as a defendant in purported class actions and individual lawsuits arising out of its practices related to the payment of claims for services rendered to its members by providers with whom the Company has a contract and with whom the Company does not have a contract (“out-of-network providers”). Among other things, these lawsuits allege that the Company paid too little to its health plan members and/or providers for out-of-network services (including COVID-19 testing) and/or otherwise allege that the Company failed to timely or appropriately pay or administer claims and benefits (including the Company’s post payment audit and collection practices).

The Company also has received subpoenas and/or requests for documents and other information from, and been investigated by, the DOJ, state Attorneys General and other state and/or federal regulators, legislators and agencies relating to claims payments, and the Company is involved in other litigation regarding its out-of-network benefit payment and administration practices. It is reasonably possible that others could initiate additional litigation or additional regulatory action against the Company with respect to its out-of-network benefit payment and/or administration practices.

The Company is facing multiple lawsuits, including by state Attorneys General, private parties and putative class action plaintiffs, regarding Aetna’s use of third-party vendors, including Claritev (formerly MultiPlan), for the repricing of claims for reimbursement by out-of-network providers. These complaints, brought by a number of different types of plaintiffs under a variety of legal theories, generally allege that Claritev engages in a price-fixing conspiracy among Claritev and health insurers to set artificially low reimbursement rates for facilities and professionals not participating in the insurers’ networks. The majority of these cases have now been transferred into a multi-district litigation in the U.S. District Court for the Northern District of Illinois. The Company is defending itself against these claims.

CMS Actions

CMS regularly audits the Company’s performance to determine its compliance with CMS’s regulations and its contracts with CMS and to assess the quality of services it provides to Medicare beneficiaries. CMS uses various payment mechanisms to allocate and adjust premium payments to the Company’s and other companies’ Medicare plans by considering the applicable health status of Medicare members as supported by information prepared, maintained and provided by providers. The Company collects claim and encounter data from providers and generally relies on providers to appropriately code their submissions to the Company and document their medical records, including the diagnosis data submitted to the Company with claims. CMS pays increased premiums to Medicare Advantage plans and Medicare PDP plans for members who have certain medical conditions identified with specific diagnosis codes. Federal regulators review and audit the providers’ medical records to determine whether those records support the related diagnosis codes that determine the members’ health status and the resulting risk-adjusted premium payments to the Company. In that regard, CMS has instituted risk adjustment data validation (“RADV”) audits of various Medicare Advantage plans, including the Company’s plans, to validate coding practices and supporting medical record documentation maintained by providers and the resulting risk-adjusted premium payments to the plans. CMS may require the Company to refund premium payments if the Company’s risk-adjusted premiums are not properly supported by medical record data. The Office of the Inspector General of the U.S. Department of Health and Human Services (the “OIG”) also is auditing the Company’s risk adjustment-related data and that of other companies. The Company expects CMS and the OIG to continue these types of audits. CMS has announced its intention to audit all contracts as a standard practice. CMS’ auditing methodology is subject to pending litigation, so the Company is not able to determine the methodology, and potential extrapolation, that would be used for future audits.

Medicare and Medicaid Litigation and Investigations

The Company has received CIDs from the Civil Division of the DOJ in connection with investigations of the Company’s identification and/or submission of diagnosis codes related to risk adjustment payments, including patient chart review processes, under Parts C and D of the Medicare program. The Company is cooperating with the government and providing documents and information in response to these CIDs.

In May 2017, the Company received a CID from the U.S. Attorney’s Office for the Southern District of New York requesting documents and information concerning possible false claims submitted to Medicare in connection with reimbursements for prescription drugs under the Medicare Part D program. The Company has been cooperating with the government and providing documents and information in response to this CID.

U.S. ex rel. Andrew Shea v. Aetna Life Insurance Company, et al. (U.S. District Court for the District of Massachusetts). In May 2025, the U.S. Attorney’s Office for the District of Massachusetts filed a complaint-in-intervention in this previously sealed qui tam case. The complaint alleges that the Company and two other large health insurance companies paid kickbacks to insurance brokers to induce them to direct patients to their Medicare Advantage plans and, as a result, claims made to the government in connection with those plans violated the federal False Claims Act and Anti-Kickback Statute. The complaint also alleges that the Company engaged in discriminatory conduct. The Company is defending itself against these claims.

In addition, awards to the Company and others of certain government contracts, particularly Medicaid contracts and other contracts with government customers in the Company’s Health Care Benefits segment, frequently are subject to protests by unsuccessful bidders. These protests may result in awards to the Company being reversed, delayed, or modified. The loss or delay in implementation of any government contract could adversely affect the Company’s operating results. The Company will continue to defend contract awards it receives.

Stockholder Matters

The Company has received several demands for inspection of books and records pursuant to Delaware General Corporation Law Section 220 (“Section 220 demands”). Section 220 demands generally relate to potential breaches of fiduciary duties by the Board in relation to its oversight of certain matters, such as opioids and PBM and retail practices. While responding to Section 220 demands may consume Company resources, Section 220 demands themselves are not material to the Company unless they lead to formal complaints or legal actions.

Beginning in February 2019, multiple class action complaints, as well as a derivative complaint, were filed by putative plaintiffs against the Company and certain current and former officers and directors. The plaintiffs in these cases assert a variety of causes of action under federal securities laws that are premised on allegations that the defendants made certain omissions and misrepresentations relating to the performance of the Company’s former LTC business unit. Since filing, several of the cases have been consolidated, and three have resolved. In February 2025, the District of Rhode Island granted the Company’s motion to dismiss In re CVS Health Corp. Securities Act Litigation (formerly known as Waterford) and in March 2025 plaintiffs filed a notice of appeal of that decision to the First Circuit. A derivative case in the District of Rhode Island, Lovoi v. Aguirre, had been stayed pending the outcome of the Waterford case, and will remain stayed pending the resolution of the appeal. The Company and its current and former officers and directors are defending themselves against remaining claims.

Beginning in July 2024, two purported class action complaints, as well as multiple derivative complaints, were filed by putative plaintiffs against the Company and certain current and former officers and directors. The plaintiffs in these cases assert a variety of causes of action under federal securities laws and state law that are premised on allegations that the defendants made certain omissions and misrepresentations relating to the profitability of the Health Care Benefits segment. Two purported class actions were filed and have been consolidated in the U.S. District Court for the Southern District of New York. In May 2025, the defendants filed a motion to dismiss the amended consolidated class action complaint captioned as Louisiana Sheriffs’ Pension and Relief Fund, et al. v. CVS Health Corp., et al. Two derivative cases were also filed in the Southern District of New York and have been consolidated as In re CVS Health Corporation Derivative Litigation. Two derivative cases filed in the District of Rhode Island have been consolidated as In re CVS Health Corporation Stockholder Derivative Litigation. The consolidated derivative actions have been stayed pending the outcome of any motion to dismiss in the consolidated Louisiana Sheriffs’ securities class action. Three additional derivative cases were filed in Rhode Island Superior Court: two have been consolidated as In re CVS Health Corporation Stockholder Derivative Litigation and the third is Davidow v. Lynch, et al., and these cases have also been stayed on similar terms as the other actions. The Company and the individual defendants are defending themselves against these claims. In January 2025, the Board received a stockholder demand containing allegations substantially similar to those made in the class action and derivative matters, and requesting that it take certain actions, including investigating whether any Board members or officers breached their fiduciary duties related to those allegations, and bringing litigation to recover the Company’s damages if any such misconduct is found. The Board has determined to defer a decision on the demand pending developments in the related litigation.

**9.**Segment Reporting

The Company has four reportable segments: Health Care Benefits, Health Services, Pharmacy & Consumer Wellness and Corporate/Other. The Company’s segments maintain separate financial information, and the Chief Operating Decision Maker (the “CODM”), the Company’s Chief Executive Officer, evaluates the segments’ operating results on a regular basis in deciding how to allocate resources among the segments and in assessing segment performance. The CODM evaluates the performance of the Company’s segments based on adjusted operating income. Total assets by segment are not used by the CODM to assess the performance of, or allocate resources to, the Company’s segments, therefore total assets by segment are not disclosed.

Adjusted operating income (loss) is defined as operating income (loss) (GAAP measure) excluding the impact of amortization of intangible assets, net realized capital gains or losses and other items, if any, that neither relate to the ordinary course of the Company’s business nor reflect the Company’s underlying business performance. The CODM uses adjusted operating income as its principal measure of segment performance as it enhances the CODM’s ability to compare past financial performance with current performance and analyze underlying business performance and trends. Non-GAAP financial measures the Company discloses, such as consolidated adjusted operating income, should not be considered a substitute for, or superior to, financial measures determined or calculated in accordance with GAAP.

The following are reconciliations of financial measures of the Company’s segments to the consolidated totals:


	Three Months Ended June 30, 2026
In millions	Health Care Benefits		Health Services (1)		Pharmacy & Consumer Wellness		Corporate/ Other		Consolidated Totals
Revenues from external customers	$	36,999	$	45,389	$	23,054	$	13	$	105,455
Intersegment revenues	31		6,407		10,762		—		17,200
Net investment income (loss)	508		(1)		—		134		641
Total revenues	37,538		51,795		33,816		147		123,296
Intersegment eliminations (2)									(17,200)
Total consolidated revenues									$	106,096
Less: Net realized capital gains (losses)	2		—		—		(15)
Cost of products sold	—		47,908		27,282		—
Health care costs	30,692		1,350		—		44
Operating expenses, excluding other segment items (3)	4,418		804		5,059		595
Adjusted operating income (loss)	$	2,426	$	1,733	$	1,475	$	(477)	$	5,157

Reconciliation of principal measure of segment performance to consolidated operating income:
Amortization of intangible assets (4)									431
Net realized capital losses (5)									13
Acquisition-related integration costs (6)									10

Operating income (GAAP measure)									4,703
Interest expense									(757)
Other income									31
Income before income tax provision									$	3,977

Depreciation and amortization	$	348	$	251	$	415	$	112	$	1,126


	Three Months Ended June 30, 2025
In millions	Health Care Benefits		Health Services (1)		Pharmacy & Consumer Wellness		Corporate/ Other		Consolidated Totals
Revenues from external customers	$	35,831	$	40,118	$	22,466	$	13	$	98,428
Intersegment revenues	20		6,338		11,115		—		17,473
Net investment income (loss)	407		(3)		—		83		487
Total revenues	36,258		46,453		33,581		96		116,388
Intersegment eliminations (2)									(17,473)
Total consolidated revenues									$	98,915
Less: Net realized capital losses	(13)		—		—		(14)
Cost of products sold	—		43,080		27,554		—
Health care costs	30,740		1,101		—		40
Operating expenses, excluding other segment items (3)	4,223		697		4,689		483
Adjusted operating income (loss)	$	1,308	$	1,575	$	1,338	$	(413)	$	3,808

Reconciliation of principal measure of segment performance to consolidated operating income:
Amortization of intangible assets (4)									494
Net realized capital losses (5)									27
Acquisition-related integration costs (6)									28
Legacy litigation charges (7)									833
Loss on Accountable Care assets (8)									41
Office real estate optimization charges (9)									4
Operating income (GAAP measure)									2,381
Interest expense									(763)
Other income									29
Income before income tax provision									$	1,647

Depreciation and amortization	$	419	$	260	$	389	$	103	$	1,171


	Six Months Ended June 30, 2026
In millions	Health Care Benefits		Health Services (1)		Pharmacy & Consumer Wellness		Corporate/ Other		Consolidated Totals
Revenues from external customers	$	72,476	$	87,998	$	44,806	$	27	$	205,307
Intersegment revenues	63		12,035		20,999		—		33,097
Net investment income (loss)	970		(1)		—		246		1,215
Total revenues	73,509		100,032		65,805		273		239,619
Intersegment eliminations (2)									(33,097)
Total consolidated revenues									$	206,522
Less: Net realized capital gains (losses)	3		—		—		(32)
Cost of products sold	—		92,627		53,072		—
Health care costs	59,271		2,652		—		90
Operating expenses, excluding other segment items (3)	8,768		1,531		10,061		1,269
Adjusted operating income (loss)	$	5,467	$	3,222	$	2,672	$	(1,054)	$	10,307

Reconciliation of principal measure of segment performance to consolidated operating income:
Amortization of intangible assets (4)									873
Net realized capital losses (5)									29
Acquisition-related integration costs (6)									22

Operating income (GAAP measure)									9,383
Interest expense									(1,531)
Other income									63
Income before income tax provision									$	7,915

Depreciation and amortization	$	688	$	509	$	821	$	223	$	2,241


	Six Months Ended June 30, 2025
In millions	Health Care Benefits		Health Services (1)		Pharmacy & Consumer Wellness		Corporate/ Other		Consolidated Totals
Revenues from external customers	$	70,236	$	78,214	$	44,019	$	27	$	192,496
Intersegment revenues	38		11,690		21,474		—		33,202
Net investment income	794		11		—		202		1,007
Total revenues	71,068		89,915		65,493		229		226,705
Intersegment eliminations (2)									(33,202)
Total consolidated revenues									$	193,503
Less: Net realized capital gains (losses)	(34)		15		—		(29)
Cost of products sold	—		83,195		53,358		—
Health care costs	59,377		2,148		—		86
Operating expenses, excluding other segment items (3)	8,424		1,379		9,484		915
Adjusted operating income (loss)	$	3,301	$	3,178	$	2,651	$	(743)	$	8,387

Reconciliation of principal measure of segment performance to consolidated operating income:
Amortization of intangible assets (4)									993
Net realized capital losses (5)									48
Acquisition-related integration costs (6)									73
Legacy litigation charges (7)									1,220
Loss on Accountable Care assets (8)									288
Office real estate optimization charges (9)									10
Operating income (GAAP measure)									5,755
Interest expense									(1,548)
Other income									57
Income before income tax provision									$	4,264

Depreciation and amortization	$	824	$	521	$	773	$	207	$	2,325

(1)Total revenues of the Health Services segment include approximately $2.8 billion and $2.7 billion of retail co-payments for the three months ended June 30, 2026 and 2025, respectively. Total revenues of the Health Services segment include approximately $6.6 billion and $6.4 billion of retail co-payments for the six months ended June 30, 2026 and 2025, respectively.

(2)Intersegment revenue eliminations relate to intersegment revenue generating activities that occur between the Health Care Benefits segment, the Health Services segment, and/or the Pharmacy & Consumer Wellness segment.

(3)Other segment items for each reportable segment consist of the impact of amortization of intangible assets and other items, if any, that neither relate to the ordinary course of the Company’s business nor reflect the Company’s underlying business performance.

(4)The Company’s acquisition activities have resulted in the recognition of intangible assets as required under the acquisition method of accounting which consist primarily of trademarks, customer contracts/relationships, covenants not to compete, technology, provider networks and value of business acquired. Definite-lived intangible assets are amortized over their estimated useful lives and are tested for impairment when events indicate that the carrying value may not be recoverable. The amortization of intangible assets is reflected in operating expenses within each segment. Although intangible assets contribute to the Company’s revenue generation, the amortization of intangible assets does not directly relate to the underwriting of the Company’s insurance products, the services performed for the Company’s customers or the sale of the Company’s products or services. Additionally, intangible asset amortization expense typically fluctuates based on the size and timing of the Company’s acquisition activity. Accordingly, the Company believes excluding the amortization of intangible assets enhances the Company’s and investors’ ability to compare the Company’s past financial performance with its current performance and to analyze underlying business performance and trends. Intangible asset amortization excluded from the related non-GAAP financial measure represents the entire amount recorded within the Company’s GAAP financial statements, and the revenue generated by the associated intangible assets has not been excluded from the related non-GAAP financial measure. Intangible asset amortization is excluded from the related non-GAAP financial measure because the amortization, unlike the related revenue, is not affected by operations of any particular period unless an intangible asset becomes impaired or the estimated useful life of an intangible asset is revised.

(5)The Company’s net realized capital gains and losses arise from various types of transactions, primarily in the course of managing a portfolio of assets that support the payment of insurance liabilities. Net realized capital gains and losses are reflected in net investment income (loss) within each segment. These capital gains and losses are the result of investment decisions, market conditions and other economic developments that are unrelated to the performance of the Company’s business, and the amount and timing of these capital gains and losses do not directly relate to the underwriting of the Company’s insurance products, the services performed for the Company’s customers or the sale of the Company’s products or services. Accordingly, the Company believes excluding net realized capital gains and losses enhances the Company’s and investors’ ability to compare the Company’s past financial performance with its current performance and to analyze underlying business performance and trends.

(6)During the three and six months ended June 30, 2026 and 2025, the acquisition-related integration costs relate to the acquisitions of Signify Health and Oak Street Health. The acquisition-related integration costs are reflected in operating expenses within the Corporate/Other segment.

(7)During the three and six months ended June 30, 2025, the Company recorded legacy litigation charges related to two court decisions associated with its past business practices. The legacy litigation charges were reflected in operating expenses within the Pharmacy & Consumer Wellness and Health Services segments.

(8)During the three and six months ended June 30, 2025, the loss on the wind down and sale of Accountable Care assets represents the pre-tax loss on the divestiture of the Company’s MSSP operations, as well as costs incurred in connection with the wind down of the Company’s ACO REACH operations. The loss on Accountable Care assets was reflected in operating expenses within the Health Services segment.

(9)During the three and six months ended June 30, 2025, the office real estate optimization charges primarily relate to the abandonment of leased real estate and the related right-of-use assets and property and equipment in connection with the Company’s evaluation of corporate office real estate space. The office real estate optimization charges were reflected in operating expenses within each segment.

Index to Condensed Consolidated Financial Statements

Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of CVS Health Corporation

Results of Review of Interim Financial Statements

We have reviewed the accompanying condensed consolidated balance sheet of CVS Health Corporation (the Company) as of June 30, 2026, the related condensed consolidated statements of operations and comprehensive income for the three-month and six-month periods ended June 30, 2026 and 2025, the related condensed consolidated statements of shareholders’ equity for the three-month periods ended March 31, 2026 and 2025 and June 30, 2026 and 2025, the related condensed consolidated statements of cash flows for the six-month periods ended June 30, 2026 and 2025, and the related notes (collectively referred to as the “condensed consolidated interim financial statements”). Based on our reviews, we are not aware of any material modifications that should be made to the condensed consolidated interim financial statements for them to be in conformity with U.S. generally accepted accounting principles.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheet of the Company as of December 31, 2025, the related consolidated statements of operations, comprehensive income, shareholders’ equity and cash flows for the year then ended, and the related notes (not presented herein); and in our report dated February 10, 2026, we expressed an unqualified audit opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, 2025, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it was derived.

Basis for Review Results

These financial statements are the responsibility of the Company’s management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the SEC and the PCAOB. We conducted our review in accordance with the standards of the PCAOB. A review of interim financial statements consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

/s/ Ernst & Young LLP

Boston, Massachusetts

August 5, 2026

Form 10-Q Table of Contents

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