Item 8.01 Other Events.

On August 9, 2021, CVS Health Corporation, a Delaware corporation (the "Company" or "CVS Health"), entered into an Underwriting Agreement (the "Underwriting Agreement") with Barclays Capital Inc., BofA Securities, Inc. and J.P. Morgan Securities LLC, as representatives of the several underwriters named in Schedule I thereto (collectively, the "Underwriters"), pursuant to which the Company agreed to issue and sell to the Underwriters $1,000,000,000 aggregate principal amount of the Company's 2.125% Senior Notes due 2031 (the "Notes"). The Notes were offered pursuant to the Company's Registration Statement on Form S-3ASR, File No. 333-238506, dated May 19, 2020 (the "Registration Statement").

The closing of the sale of the Notes is expected to occur on August 18, 2021, subject to the satisfaction of customary closing conditions contained in the Underwriting Agreement. The net proceeds to the Company from the sale of the Notes, after deducting the Underwriters' discounts and the estimated offering expenses payable by the Company, are approximately $987,162,000. A copy of the Underwriting Agreement is filed as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated by reference into the Registration Statement.

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