西维斯健康 2025年度报告

Securities registered pursuant to Section 12(b) of the Act: Securities registered pursuant to Section 12(g) of the Act: Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file suchreports), and (2) has been subject to such filing requirements for the past 90 days.☒Yes☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter periodthat the registrant was required to submit such files).☒Yes☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.Large accelerated filer☒Accelerated filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complyingwith any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C 7262(b)) by the registered publicaccounting firm that prepared or issued its audit report. If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrantincluded in the filing reflect the correction of an error to previously issued financial statements Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant's executive officers during the relevant recovery period pursuant to § 240.10D-1(b).Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).☐Yes☒ The aggregate market value of the registrant’s common stock held by non-affiliates was approximately $86,382,523,283 as of June30, 2025, basedon the closing price of the common stock on the New York Stock Exchange. For purposes of this calculation, only executive officers and directors aredeemed to be affiliates of the registrant.As of February 4, 2026, the registrant had 1,272,211,063 shares of common stock outstanding. DOCUMENTS INCORPORATED BY REFERENCE The following materials are incorporated by reference into this Form 10-K: Information contained in the definitive proxy statement for CVS Health Corporation’s 2026 Annual Meeting of Stockholders, to be filed with theSecurities and Exchange Commission within 120 days after the end of the fiscal year ended December31, 2025 (the “Proxy Statement”), isincorporated by reference in Parts III and IV to the extent described therein. TABLE OF CONTENTS PartI Item1:BusinessItem1A:Risk FactorsItem1B:Unresolved Staff CommentsItem1C:CybersecurityItem2:PropertiesItem3:Legal ProceedingsItem4:Mine Safety DisclosuresInformation about our Executive Officers PartII Item5:Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities60Item6:Reserved62Item7:Management’s Discussion and Analysis of Financial Condition and Results of Operations63Item7A:Quantitative and Qualitative Disclosures About Market Risk90Item8:Financial Statements and Supplementary Data92Item9:Changes in and Disagreements With Accountants on Accounting and Financial Disclosure174Item9A:Controls and Procedures174Item9B:Other Information174Item 9C:Disclosure Regarding Foreign Jurisdictions that Prevent Inspections175 PartIII Item10:Directors, Executive Officers and Corporate Governance175Item11:Executive Compensation175Item12:Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters175Item13:Certain Relationships and Related Transactions, and Director Independence176Item14:Principal Accountant Fees and Services176 PartIV Item15:Exhibits and Financial Statement Schedules177Item 16:Form 10-K Summary182Signatures183 Unless the context otherwise requires, references to the terms “we,” “our” or “us” used throughout this Annual Report on Form 10-K(this “10-K”) refer to CVS Health Corporation (a Delaware corporation), together with its subsidiaries (collec