Third Quarter 2026 Q3 2026 Non-GAAP Reconciliation

CVS Health Corporation (the "Company") uses non-GAAP financial measures to analyze underlying business performance and trends. The Company believes that providing these non-GAAP financial measures enhances the Company's and investors' ability to compare the Company's past financial performance with its current performance. These non-GAAP financial measures are provided as supplemental information to the financial measures the Company discloses that are calculated and presented in accordance with GAAP. Non-GAAP financial measures should not be considered a substitute for, or superior to, financial measures determined or calculated in accordance with GAAP. The Company's definitions of its non-GAAP financial measures may not be comparable to similarly titled measurements reported by other companies.

‌Non-GAAP financial measures such as consolidated adjusted operating income, adjusted earnings per share ("EPS") and adjusted income attributable to CVS Health exclude from the relevant GAAP metrics, as applicable: 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 Company defines Leverage Ratio as Adjusted Net Debt divided by adjusted earnings before interest, tax, depreciation and amortization (Adjusted EBITDA). Adjusted Net Debt is defined as short-term debt and total long-term debt, including the current portion of long-term debt (GAAP measure), less a fifty percent equity credit for junior subordinated notes outstanding, plus the current and long-term portion of operating lease liabilities (GAAP measure) reported on the Company's unaudited condensed consolidated balance sheets, plus the present value of payments related to agreements to resolve substantially all opioid claims against the Company (the "opioid litigation liabilities"), less cash and cash equivalents held by the parent company or nonrestricted subsidiaries. Adjusted EBITDA is defined as the trailing twelve months of (i) net income (GAAP measure) plus income taxes, interest, depreciation and amortization plus (ii) operating lease costs, and (iii) other items, if any, that neither relate to the ordinary course of the Company's business nor reflect the Company's underlying business performance such as acquisition-related integration costs, the Omnicare guarantee, goodwill impairment charges, Health Care Delivery clinic closure charges, opioid litigation charges, certain legacy litigation charges, losses on Accountable Care assets, office real estate optimization charges, the gain on deconsolidation of subsidiary and any other items specifically identified herein.

The following are reconciliations of total debt to Adjusted Net Debt and net income to Adjusted EBITDA as well as a calculation of Adjusted Net Debt to Adjusted EBITDA as of September 30, 2026 and December 31, 2025:

As of

The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements made by or on behalf of the Company. The information on the following pages of this document is forward-looking. By their nature, all forward-looking statements are not guarantees of future performance or results and are subject to risks and uncertainties that are difficult to predict and/or quantify. Actual results may differ materially from those contemplated by the forward-looking statements due to the risks and uncertainties described in our Securities and Exchange Commission ("SEC") filings, including those set forth in the Risk Factors section and under the heading "Cautionary Statement Concerning Forward-Looking Statements" in the Company's most recently filed Annual Report on Form 10-K, its most recently filed Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2026 and its Current Reports on Form 8-K.

You are cautioned not to place undue reliance on the Company's forward-looking statements. The Company's forward-looking statements are and will be based upon management's then-current views and assumptions regarding future events and operating performance, and are applicable only as of the dates of such statements. The Company does not assume any duty to update or revise forward-looking statements, whether as a result of new information, future events, uncertainties or otherwise.

‌FULL-YEAR 2026

GAAP diluted EPS and Adjusted EPS, respectively, are calculated by dividing net income attributable to CVS Health and adjusted income attributable to CVS Health by the Company's weighted average diluted shares outstanding. The Company defines adjusted income attributable to CVS Health as net income attributable to CVS Health (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, such as acquisition-related integration costs, the Omnicare guarantee, goodwill impairment charges, Health Care Delivery clinic closure charges, opioid litigation charges, certain legacy litigation charges, losses on Accountable Care assets, office real estate optimization charges, the gain on deconsolidation of subsidiary, the tax benefit from a worthless stock deduction and the corresponding tax benefit or expense related to the items excluded from adjusted income attributable to CVS Health, as well as any other items specifically identified herein.

The following are reconciliations of projected GAAP diluted EPS to projected Adjusted EPS:

The Company defines adjusted operating income as operating income (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, such as acquisition-related integration costs, the Omnicare guarantee, goodwill impairment charges, Health Care Delivery clinic closure charges, opioid litigation charges, certain legacy litigation charges, losses on Accountable Care assets and office real estate optimization charges,. The Company's chief operating decision maker ("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. The consolidated measure is not determined in accordance with GAAP and should not be considered a substitute for, or superior to, the most directly comparable GAAP measure, consolidated operating income.

The following are reconciliations of projected operating income to projected adjusted operating income:

CONSOLIDATED

The following are reconciliations of the projected effective income tax rate to the projected adjusted effective income tax rate:

Year Ending December 31,

1. Represents short-term debt and total long-term debt as of September 30, 2026 and December 31, 2025.

2. Represents a 50% equity credit related to the Company's issuance of $3.0 billion of junior subordinated notes in December 2024.

3. Represents the current and long-term portion of operating lease liabilities reported on the Company's unaudited condensed consolidated balance sheets as of September 30, 2026 and December 31, 2025.

4. Represents the net present value of payments related to agreements to resolve substantially all opioid claims against the Company by certain states and governmental entities as of September 30, 2026 and December 31, 2025.

5. Represents operating lease cost for the trailing twelve-month periods ended September 30, 2026 and December 31, 2025.

6. The acquisition-related integration costs relate to the acquisitions of Signify Health, Inc. and Oak Street Health, Inc.

7. The Omnicare guarantee relates to an estimated contingent guarantee liability recorded in connection with agreements to resolve certain litigation and Chapter 11 bankruptcy matters involving Omnicare, LLC ("Omnicare"). Following bankruptcy court approval of the agreements in August 2026 and the determination that the sale of Omnicare's assets is probable of occurring in the fourth quarter of 2026, the Company recorded an estimated contingent guarantee liability in the third quarter of 2026.

8. The goodwill impairment charge relates to the Health Care Delivery reporting unit within the Health Services segment.

9. The Health Care Delivery clinic closure charge primarily relates to the write down of long-lived assets in connection with the planned closure of certain existing Oak Street Health clinics in 2026, as well as associated severance and employee-related costs expected to be incurred.

10. The opioid litigation charge relates to changes in the Company's accrual related to ongoing opioid litigation matters.

11. The legacy litigation charges relate to two court decisions associated with the Company's past business practices.

12. The loss on Accountable Care assets represents the pre-tax loss on the divestiture of the Company's Medicare Shared Savings Program ("MSSP") operations, as well as costs incurred in connection with the wind down of the Company's ACO REACH operations.

13. 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.

14. The gain on deconsolidation of subsidiary relates to Omnicare, a wholly-owned indirect subsidiary of CVS Health Corporation, and certain of its subsidiary entities (collectively, the "Omnicare Entities"). In September 2025, the Omnicare Entities voluntarily initiated Chapter 11 proceedings under the U.S. Bankruptcy Code, at which time the Company determined that it no longer retained control of the Omnicare Entities and deconsolidated the subsidiaries.

15. Following the voluntarily initiation of Chapter 11 proceedings described above, it was determined that the Company's investment in a subsidiary became worthless in 2025. Consequently, the Company recognized a related net tax benefit of approximately $1.9 billion in the aggregate during the year ended December 31, 2025.

16. Represents the corresponding tax benefit or expense related to the items excluded from Adjusted EPS above and excludes the impact of certain discrete tax items. The nature of each non-GAAP adjustment is evaluated to determine whether a discrete adjustment should be made to the adjusted income tax provision. During the year ended December 31, 2025, the Company's adjusted income tax provision also excludes the impact of the net tax benefit from worthless stock deduction described above.

17. In order to enhance the Company's and investors' ability to set growth expectations for future periods, the Company adjusted its projected full-year 2026 Adjusted EPS to remove certain items that it cannot project for future periods and certain items not expected to reoccur in future periods including: (i) changes in prior years' health care costs estimates; and (ii) certain changes in estimates related to prior period revenue recorded in 2026. For baseline Adjusted EPS, the corresponding tax benefit or expense per share related to the items excluded from baseline Adjusted EPS above has also been removed. When determining the income tax impact of the baseline Adjusted EPS adjustments, the nature of the total baseline adjustments were evaluated to determine whether a discrete adjustment should be made to the baseline income tax provision.