CVS HEALTH Corp — Director's Dealing 2011

May 13, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CVS CAREMARK CORP (CVS)
CIK: 0000064803
Period of Report: 2011-05-12

Reporting Person: MERLO LARRY J (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-05-12	Common Stock	M	80000	$12.5625	Acquired	227285.8541	Direct
2011-05-12	Common Stock	S	80000	$38.0116	Disposed	147285.8541	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-05-12	Stock Option	$12.5625	M	80000	Disposed	2013-01-09	Common Stock (80000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	328448.7693	Indirect
Common Stock (restricted)	234469	Direct
ESOP Common Stock	6171.6477	Indirect
Stock Unit	204432.9091	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Phantom Stock Credits	$1.00		Common Stock (5220.6072)	5220.6072	Direct
Stock Option	$30.035	2013-04-03	Common Stock (161359)	161359	Direct
Stock Option	$34.42	2014-04-02	Common Stock (136089)	136089	Direct
Stock Option	$41.17	2015-04-01	Common Stock (144144)	144144	Direct
Stock Option	$28.10	2016-04-01	Common Stock (185572)	185572	Direct
Stock Option	$36.23	2017-04-01	Common Stock (152988)	152988	Direct
Stock Option	$34.96	2018-04-01	Common Stock (241150)	241150	Direct

Footnotes

F1: The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan.

F2: Represents weighted average sale price for this trading day. Multiple sales were executed, with sales prices ranging between $38.00 and $38.05 per share.

F3: Each share credit is equivalent to one share; 1-for-1 conversion.

F4: Reflects 2002 and 2003 year end company match share credits of 33 and 27, respectively, under a non-qualified deferred compensation plan; share credits are payable in cash only, at such time as has been elected by the reporting person.

F5: Reflects year end company match share credits under a non-qualified deferred compensation plan; share credits are payable in cash only, at such timee as has been elected by the reporting person.

F6: Option became exercisable in three equal annual installments, commencing 4/3/2007.

F7: Option became exercisable in three equal annual installments, commencing 4/2/2008.

F8: Option became exercisable in three equal annual installments, commencing 4/1/2009.

F9: Option became exercisable in three equal annual installments, commencing 4/1/2010.

F10: Option became exercisable in three equal annual installments, commencing 4/1/2011.

F11: Option becomes exercisable in four equal annual installments, commencing 4/1/2012.