SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
RYAN THOMAS M
(Last) (First) (Middle)
ONE CVS DRIVE
(Street)
WOONSOCKET RI 02895
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CVS CAREMARK CORP [ CVS ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chairman of the Board and CEO
3. Date of Earliest Transaction (Month/Day/Year)
12/07/2010
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/07/2010 M 1,012,124 A $14.9625 1,776,806.8778 D
Common Stock 12/07/2010 S(1) 1,012,124 D $33.0574(2) 764,682.8778 D
Common Stock 12/07/2010 M 400,000 A $22.445 1,164,682.8778 D
Common Stock 12/07/2010 S(1) 400,000 D $33.0574(3) 764,682.8778 D
Common Stock 801,291 I By Trust As Beneficiary
Common Stock (restricted) 614,722.4102 D
ESOP Common Stock 8,315.5382 I By ESOP
Stock Unit 1,083,265.3043 D
Common Stock 37,000 I By Foundation
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option $14.9625 12/07/2010 M 1,012,124 01/02/2003 01/02/2012 Common Stock 1,012,124 $0 0 D
Stock Option $22.445 12/07/2010 M 400,000 01/05/2006 01/05/2012 Common Stock 400,000 $0 0 D
Phantom Stock Credits $1(4) (5)(6)(7) (5)(6)(7) Common Stock 17,156 17,156 D
Stock Option $25 03/10/2001 03/10/2009 Common Stock 298,300 298,300 D
Stock Option $12.5625 01/09/2005 01/09/2013 Common Stock 900,000 900,000 D
Stock Option $30.035 04/03/2007(8) 04/03/2013 Common Stock 491,761 491,761 D
Stock Option $34.42 04/02/2008(9) 04/02/2014 Common Stock 403,226 403,226 D
Stock Option $41.17 04/01/2009(10) 04/01/2015 Common Stock 634,233 634,233 D
Stock Option $28.1 04/01/2010(11) 04/01/2016 Common Stock 660,205 660,205 D
Stock Option $36.23 04/01/2011(12) 04/01/2017 Common Stock 446,215 446,215 D
Explanation of Responses:
1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.
2. Represents weighted average sale price for this trading day. Multiple sales were executed, with sales prices ranging between $33.00 and $33.08 per share.
3. Represents weighted average sale price for this trading day. Multiple sales were executed, with sales prices ranging between $33.00 and $33.08 per share.
4. Each share credit is equivalent to one share; 1-for-1 conversion.
5. Reflects 2002 and 2003 year end company match share credits of 33 and 581, 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.
6. Reflects employee contribution share credits and year end company match share credits, 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.
7. Reflects year end company match share credits 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.
8. Option becomes exercisable in three equal annual installments, commencing 4/3/2007.
9. Option becomes exercisable in three equal annual installments, commencing 4/2/2008.
10. Option becomes exercisable in three equal annual installments, commencing 4/1/2009.
11. Option becomes exercisable in three equal annual installments, commencing 4/1/2010.
12. Option becomes exercisable in three equal annual installments, commencing 4/1/2011.
Thomas M. Ryan 12/09/2010
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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