Goodwill and Other Intangibles

9 Months Ended

Sep. 30, 2025

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

Goodwill is not amortized, but is subject to annual impairment reviews, or more frequent reviews if events or circumstances indicate there may be impairment. Goodwill is evaluated for possible impairment by comparing the fair value of a reporting unit to its carrying value, including the goodwill assigned to that reporting unit.

During the fourth quarter of 2024, the Company performed its required annual impairment tests of goodwill. The results of the impairment tests indicated that there was no impairment of goodwill as of the 2024 testing date. The fair value of the Health Care Delivery reporting unit exceeded its carrying value by approximately 8%. The Health Care Delivery reporting unit is within the Health Services segment and is primarily comprised of the Signify Health and Oak Street Health care delivery assets, which were acquired in 2023.

During 2025, the Health Care Delivery reporting unit has continued to experience challenges, including the impact of persistent elevated utilization levels. In order to best respond to these challenges, the Company made a number of changes to its Health Care Delivery management team during 2025. During the third quarter of 2025, this new management team finalized certain strategic changes, including the determination that it would reduce the number of new primary care clinics it would open in 2026 and annually thereafter. The Company also determined that it would close certain existing Oak Street Health clinics in 2026. The strategy changes were presented to CVS Health Corporation’s Board of Directors in September 2025.

These changes are expected to impact management’s ability to grow the business at the rate that was originally estimated when the Company acquired the associated care delivery assets in 2023 and when the prior year annual goodwill impairment test was performed. Accordingly, the Health Care Delivery management team updated its financial projections to reflect these changes for 2026 and beyond. Based on these updated projections, management determined that there were indicators that the Health Care Delivery reporting unit’s goodwill may be impaired and, accordingly, an interim goodwill impairment test was performed as of August 31, 2025.

The results of the impairment test showed that the fair value of the Health Care Delivery reporting unit was lower than its carrying value, resulting in a $5.7 billion goodwill impairment charge. The fair value of the Health Care Delivery reporting unit was determined using a combination of a discounted cash flow method and a market multiple method and utilized inputs that reflect the Company’s assumptions, which are categorized as Level 3 inputs within the fair value hierarchy. In addition to the lower financial projections, lower market multiples of the peer group companies contributed to the amount of the goodwill impairment charge. As of September 30, 2025, the remaining goodwill balance in the Health Care Delivery reporting unit after recording the goodwill impairment was approximately $4.2 billion. The Company also performed an impairment test of the intangible assets of the Health Care Delivery reporting unit and no intangible assets were impaired as of September 30, 2025.

At September 30, 2025 and December 31, 2024, cumulative goodwill impairments were $5.7 billion and $6.6 billion, respectively. Cumulative goodwill impairments previously recorded on the long-term care reporting unit of $6.6 billion were eliminated in connection with the deconsolidation of the Omnicare Entities during the nine months ended September 30, 2025.

Below is a summary of the changes in the carrying value of goodwill by segment for the nine months ended September 30, 2025:


In millions	Health Care Benefits		Health Services		Pharmacy & Consumer Wellness		Total
Balance at December 31, 2024	$	46,644	$	34,066	$	10,562	$	91,272
Impairment	—		(5,725)		—		(5,725)
Divestiture	—		(69)		—		(69)









Balance at September 30, 2025	$	46,644	$	28,272	$	10,562	$	85,478

Rite Aid Asset Acquisition

In May 2025, the Company reached an agreement to acquire the prescription files of certain Rite Aid pharmacies, as well as acquire and operate certain Rite Aid stores in Idaho, Oregon and Washington for total consideration of $465 million. The closings were completed during the third quarter of 2025. The Company recorded $285 million of customer relationships

intangible assets related to the prescription file acquisitions completed in the nine months ended September 30, 2025, which will be amortized over a weighted average period of 10 years.