SEC Comment Letter 0000000000-23-005019 to CVS HEALTH Corp (CVS) (CIK 0000064803) (CVS)
CVS HEALTH Corp (CVS) (CIK 0000064803)
Date: May 11, 2023 · CIK: 0000064803 · Accession: 0000000000-23-005019
AI Filing Summary & Sentiment
File numbers found in text: 001-01011
Letter
United States securities and exchange commission logo May 11, 2023 Shawn M. Guertin Executive Vice President and Chief Financial Officer CVS Health Corporation One CVS Drive Woonsocket, Rhode Island 02895 Re:CVS Health Corp Form 10-K for the Fiscal Year Ended December 31, 2022 Filed February 8, 2023 File No. 001-01011 Dear Shawn M. Guertin: We have reviewed your filing and have the following comment. In our comment, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this comment within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this comment, we may have additional comments. Form 10-K for the Fiscal Year Ended December 31, 2022 Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations Segment Analysis Health Care Benefits Segment, page 79 1.Your disclosure in the last paragraph on page 80 indicates that "[b]ased on the Company's membership at December 31, 2022, 21% of the Company's Medicare Advantage members were in plans with 2023 star ratings of at least 4.0 stars, compared to 87% of the Company's Medicare Advantage members being in plans with 2022 star ratings of at least 4.0 stars based on the Company's membership at December 31, 2021." We also note that your 2023 star ratings will be used to determine which of your Medicare Advantage plans have four stars or higher and qualify for bonus payments in 2024. Please revise to quantify, if material, the impact that the significant decline in your plans with four stars or higher could have on your bonus payments in future periods.
FirstName LastNameShawn M. Guertin Comapany NameCVS Health Corporation May 11, 2023 Page 2 FirstName LastName Shawn M. Guertin CVS Health Corporation May 11, 2023 Page 2 We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. You may contact Linda Cvrkel at (202) 551-3813 or Suying Li at (202) 551-3335 if you have any questions. Sincerely, Division of Corporation Finance Office of Trade & Services
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United States securities and exchange commission logo
May 11, 2023
Shawn M. Guertin
Executive Vice President and Chief Financial Officer
CVS Health Corporation
One CVS Drive
Woonsocket, Rhode Island 02895
Re:CVS Health Corp
Form 10-K for the Fiscal Year Ended December 31, 2022
Filed February 8, 2023
File No. 001-01011
Dear Shawn M. Guertin:
We have reviewed your filing and have the following comment. In our comment, we
may ask you to provide us with information so we may better understand your disclosure.
Please respond to this comment within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe our
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this comment, we may have additional comments.
Form 10-K for the Fiscal Year Ended December 31, 2022
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
Segment Analysis
Health Care Benefits Segment, page 79
1.Your disclosure in the last paragraph on page 80 indicates that "[b]ased on the Company's
membership at December 31, 2022, 21% of the Company's Medicare Advantage members
were in plans with 2023 star ratings of at least 4.0 stars, compared to 87% of the
Company's Medicare Advantage members being in plans with 2022 star ratings of at least
4.0 stars based on the Company's membership at December 31, 2021." We also note that
your 2023 star ratings will be used to determine which of your Medicare Advantage plans
have four stars or higher and qualify for bonus payments in 2024. Please revise to
quantify, if material, the impact that the significant decline in your plans with four stars or
higher could have on your bonus payments in future periods.
FirstName LastNameShawn M. Guertin
Comapany NameCVS Health Corporation
May 11, 2023 Page 2
FirstName LastName
Shawn M. Guertin
CVS Health Corporation
May 11, 2023
Page 2
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
You may contact Linda Cvrkel at (202) 551-3813 or Suying Li at (202) 551-3335 if you
have any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services