UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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Form 10-K

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☒	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2024

or
☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____ to _____

Commission file number: 1-10864

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UnitedHealth Group Incorporated

(Exact name of registrant as specified in its charter)

Delaware				41-1321939
(State or other jurisdiction of<br>incorporation or organization)				(I.R.S. Employer<br>Identification No.)
1 Health Drive		55344		655 New York Avenue NW		20001
Eden Prairie,	Minnesota		Washington,		DC
(Address of principal executive offices)		(Zip Code)		(Address of principal executive offices)		(Zip Code)

(800) 328-5979

(Registrant’s telephone number, including area code)

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Securities registered pursuant to Section 12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on which registeredCommon Stock, $.01 par valueUNHNew York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

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Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.   Yes ☒ No ☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.     Yes ☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☒	Accelerated filer	☐	Non-accelerated filer	☐
Smaller reporting company	☐			Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).    Yes ☐ No ☒

The aggregate market value of voting stock held by non-affiliates of the registrant as of June 30, 2024 was $468,433,146,650 (based on the last reported sale price of $509.26 per share on June 30, 2024 as reported on the New York Stock Exchange), excluding only shares of voting stock held beneficially by directors, executive officers and subsidiaries of the registrant.

As of January 31, 2025, there were 914,712,333 shares of the registrant’s Common Stock, $.01 par value per share, issued and outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

The information required by Part III of this report, to the extent not set forth herein, is incorporated by reference from the registrant’s definitive proxy statement relating to its 2025 Annual Meeting of Shareholders. Such proxy statement will be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year to which this report relates.

UNITEDHEALTH GROUP

Table of Contents

		Page
Part I
Item 1.	Business	1
Item 1A.	Risk Factors	10
Item 1B.	Unresolved Staff Comments	20
Item 1C.	Cybersecurity	21
Item 2.	Properties	22
Item 3.	Legal Proceedings	22
Item 4.	Mine Safety Disclosures	22
Part II
Item 5.	Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	22
Item 6.	Reserved	23
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	24
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	36
Item 8.	Financial Statements and Supplementary Data	37
Item 9.	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure	67
Item 9A.	Controls and Procedures	67
Item 9B.	Other Information	69
Item 9C.	Disclosure Regarding Foreign Jurisdictions That Prevent Inspections	69
Part III
Item 10.	Directors, Executive Officers and Corporate Governance	69
Item 11.	Executive Compensation	70
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	70
Item 13.	Certain Relationships and Related Transactions, and Director Independence	70
Item 14.	Principal Accountant Fees and Services	70
Part IV
Item 15.	Exhibit and Financial Statement Schedules	71
Item 16.	Form 10-K Summary	79
Signatures		80

ITEM  1.    BUSINESS

OUR BUSINESSES

Overview

The terms “we,” “our,” “us,” “its,” “UnitedHealth Group,” or the “Company” used in this report refer to UnitedHealth Group Incorporated and its subsidiaries.

UnitedHealth Group Incorporated is a health care and well-being company with a mission to help people live healthier lives and help make the health system work better for everyone. Our two distinct, yet complementary businesses — Optum and UnitedHealthcare — are working to help build a modern, high-performing health system through improved access, affordability, outcomes and experiences for the individuals and organizations we are privileged to serve.

The ability to analyze complex data and apply deep health care expertise and insights allows us to serve patients, consumers, care providers, businesses, communities and governments with more innovative products and complete, end-to-end offerings for many of the biggest challenges facing health care today.

Optum seeks to create a higher-performing, value-oriented and more connected approach to health care. Bringing together clinical expertise, technology and data to make care simpler, more effective and more affordable, we seek to advance whole-person health, creating a seamless consumer experience and supporting clinicians with insights to deliver personalized, evidence-based care. Optum serves the broad health care marketplace, including patients and consumers, payers, care providers, employers, governments and life sciences companies, through its Optum Health, Optum Insight and Optum Rx businesses. These businesses improve overall health system performance by optimizing health care quality and delivery, reducing costs and improving patient, consumer and provider experience, leveraging distinctive capabilities in data and analytics, pharmacy care services, health care operations, population health and health financial services.

UnitedHealthcare offers a full range of health benefits, designed to simplify the health care experience and make it more affordable for consumers to access high-quality care. UnitedHealthcare Employer & Individual serves consumers and employers, ranging from sole proprietorships to large, multi-site and national employers and public sector employers. UnitedHealthcare Medicare & Retirement delivers health and well-being benefits to seniors and other Medicare eligible consumers. UnitedHealthcare Community & State serves consumers who are economically disadvantaged, the medically underserved and those without the benefit of employer sponsored health benefits coverage.

We have four reportable segments:

•Optum Health;

•Optum Insight;

•Optum Rx; and

•UnitedHealthcare, which includes UnitedHealthcare Employer & Individual, UnitedHealthcare Medicare & Retirement and UnitedHealthcare Community & State.

Optum

Optum is an information and technology-enabled health services business serving the broad health care marketplace, including:

•Those who need care: patients who need the right care, information, resources, products and engagement to improve their health, achieve their health goals and receive an improved patient experience that is personalized, comprehensive and delivered in all care settings, including in-home and virtually.

•Those who provide care: physicians, hospitals, pharmacies and others seeking to improve the health system and reduce the administrative burden, allowing for providers to focus time on patients leading to the best possible patient care and experiences while achieving better health outcomes at lower costs. Improved health outcomes are achieved by utilizing our clinical expertise, data and analytics to better understand, treat and prevent consumers’ health conditions and ensure they receive the best evidence-based care.

•Those who pay for care: consumers; employers; health plans; and state, federal and municipal agencies devoted to ensuring the people they sponsor receive high-quality care, administered and delivered efficiently and effectively, all while driving health equity so that every individual, family and community has access to the care they need.

•Those who innovate for care: global life sciences organizations dedicated to developing more effective approaches to care, enabling technologies and medicines to improve care delivery and health outcomes.

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Optum operates three business segments which combine distinctive capabilities in value-based care, population health, health care operations, data and analytics and pharmacy care services:

•Optum Health delivers patient-centered care, care management, wellness and consumer engagement, and health financial services;

•Optum Insight offers data, analytics, research, consulting, technology and managed services solutions; and

•Optum Rx provides diversified pharmacy care services.

Optum Health

Optum Health provides comprehensive and patient-centered care, addressing the physical, mental, social, and financial well-being of 100 million consumers and serves more than 100 health payer partners. We engage people in the most appropriate care settings, including clinical sites, in-home and virtual. Optum Health delivers primary, specialty and surgical care; helps patients and providers navigate and address complex, chronic and behavioral health needs; offers post-acute care planning services; and serves consumers and care providers through advanced, on-demand digital health technologies, such as telehealth and remote patient monitoring, and innovative health care financial services. Optum Health works directly with patients, consumers, care delivery systems, providers, employers, payers, and public-sector entities to provide high quality, accessible and equitable care with improved health outcomes and reduced total cost of care. Optum Health enables care providers to transition from traditional fee-for-service payment models to performance-based delivery and payment models designed to improve patient health outcomes and experience through value-based care.

Optum Health offerings include fully accountable value-based arrangements, where Optum Health assumes responsibility for health care costs in exchange for a monthly premium. Offerings also include administrative fee arrangements, where Optum Health manages or administers products and services in exchange for a monthly fee, and fee-for-service arrangements, where Optum Health delivers health-related products and medical services for patients at a contracted fee.

Optum Financial, including Optum Bank, serves consumers through more than 27 million consumer accounts with $24 billion in assets under management as of December 31, 2024. Organizations across the health system rely on Optum Financial to manage and improve payment flows through its highly automated, scalable, end-to-end digital payment and financing systems and integrated card solutions. For financial services offerings, Optum Financial charges fees and earns investment income on managed funds.

Optum Health sells its products primarily through its direct sales force, strategic collaborations and external producers in three key areas: employers, including large, mid-sized and small employers; payers including health plans, third-party administrators (TPAs), underwriter/stop-loss carriers and individual product intermediaries; and public entities, including the U.S. Departments of Health and Human Services (HHS), Veterans Affairs, Defense, and other federal, state and local health care agencies.

Optum Insight

Optum Insight connects the health care system with services, analytics and platforms that make clinical, administrative and financial processes simpler and more efficient for all participants in the health care system. Hospital systems, physicians, health plans, public entities, life sciences companies and other organizations comprising the health care industry depend on Optum Insight to help them improve performance and reduce costs through administrative efficiency and payment simplification, advance care quality through evidence-based standards built directly into clinical workflows, meet compliance mandates and modernize their core operating systems to meet the changing needs of the health system.

Health Systems. Serves hospitals, physicians and other care providers to improve operating performance, better coordinate care and reduce administrative costs through technology and services to improve population health management, patient engagement, revenue cycle management and strategic growth plans.

Health Plans. Serves health plans by improving financial performance and enhancing outcomes through proactive analytics, a comprehensive payment integrity portfolio and technology-enabled and staff-supported risk and quality services. Optum Insight helps health plans navigate a dynamic environment defined by shifts in employer vs. public-sector coverage, the demand for affordable benefit plans and the need to leverage new technology to reduce complexity.

State Governments. Provides advanced technology and analytics services to modernize the administration of critical safety net programs, such as Medicaid, while improving cost predictability.

Life Sciences Companies. Combines data and analytics expertise with comprehensive technologies and health care knowledge to help life sciences companies, including those in pharmaceuticals and medical technology, adopt a more comprehensive approach to advancing therapeutic discoveries and improving clinical outcomes.

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Many of Optum Insight’s software and information products and professional services are delivered over extended periods, often several years. Optum Insight maintains an order backlog to track unearned revenues under these long-term arrangements. The backlog consists of estimated revenue from signed contracts, other legally binding agreements and anticipated contract renewals based on historical experience with Optum Insight’s customers. Optum Insight’s aggregate backlog as of December 31, 2024 was approximately $32.8 billion, of which $19.8 billion is expected to be realized within the next 12 months. The aggregate backlog includes $12.5 billion related to affiliated agreements. Optum Insight’s aggregate backlog as of December 31, 2023, was $32.1 billion, including $11.9 billion related to affiliated agreements.

Optum Insight’s products and services are sold primarily through a direct sales force. Optum Insight’s products are also supported and distributed through an array of alliances and business partnerships with other technology vendors, who integrate and interface Optum Insight’s products with their applications.

Optum Rx

Optum Rx provides a full spectrum of pharmacy care services through its network of more than 65,000 retail pharmacies, through home delivery, specialty and community health pharmacies, the provision of in-home and community-based infusion services and through rare disease and gene therapy support services. It also offers direct-to-consumer solutions.

Optum Rx manages a broad range of prescription drug spend, including widely available retail drugs as well as limited and ultra-limited distribution drugs in oncology, HIV, pain management and ophthalmology. Optum Rx serves the growing pharmacy needs of people with behavioral health and substance use disorders. In 2024, Optum Rx managed $178 billion in pharmaceutical spending, including $74 billion in specialty pharmaceutical spending.

Optum Rx serves health benefits providers, large national employer plans, unions and trusts, purchasing coalitions and public-sector entities. Optum Rx sells its services through direct sales, health insurance brokers and other health care consultants.

Optum Rx offers multiple clinical programs, digital tools and services to help clients manage overall pharmacy and health care costs in a clinically appropriate manner which are designed to deliver improved consumer experiences, better health outcomes and a lower total cost of care. Optum Rx provides various utilization management, medication management, quality assurance, adherence and counseling programs to complement each client’s plan design and clinical strategies. Optum Rx is accelerating the integration of medical, pharmacy and behavioral care and treating the whole patient by embedding our pharmacists as key members of the patient care team.

UnitedHealthcare

Through its health benefits offerings, UnitedHealthcare is enabling better health, creating a better health care experience for its customers and helping to control rising health care costs. UnitedHealthcare’s market position is built on:

•strong local-market relationships;

•the breadth of product offerings, based upon extensive expertise in distinct market segments in health care;

•service and advanced technology, including digital consumer engagement;

•competitive medical and operating cost positions;

•effective clinical engagement; and

•innovation for customers and consumers.

UnitedHealthcare arranges for discounted access to care through its extensive networks and uses Optum’s capabilities to help coordinate and provide patient care, improve affordability of medical care, analyze cost trends, manage pharmacy care services, work with care providers more effectively and create a simpler and more satisfying consumer and physician experience.

UnitedHealthcare is subject to extensive government regulation. See further discussion of our regulatory environment below under “Government Regulation” and in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

UnitedHealthcare Employer & Individual

Domestically, UnitedHealthcare Employer & Individual offers a comprehensive array of consumer-oriented health benefit plans and services for large national employers, public sector employers, mid-sized employers, small businesses, and individuals. As of December 31, 2024, UnitedHealthcare Employer & Individual provides access to medical services for 29.7 million people.

Through its risk-based product offerings, UnitedHealthcare Employer & Individual assumes the risk of both medical and administrative costs for its customers in return for a monthly premium which is typically a fixed rate per individual served for a one-year period. Through its administrative and other management services arrangements to customers who elect to self-fund the health care costs of their employees and employees’ dependents, UnitedHealthcare Employer & Individual receives a fixed

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monthly service fee per individual served. These customers retain the risk of financing medical benefits for their employees and employees’ dependents, while UnitedHealthcare Employer & Individual provides services such as coordination and facilitation of medical and related services to customers, consumers and health care professionals, administration of transaction processing and access to a contracted network of physicians, hospitals and other health care professionals, including dental and vision professionals. UnitedHealthcare Employer & Individual is focused on providing informed benefit solutions that create customized plan designs and clinical programs for employers that contribute to well-being and reduce the total cost of care along with providing simpler consumer experiences in response to market dynamics.

UnitedHealthcare Employer & Individual typically distributes its products through a variety of channels, dependent upon the specific product, including: through consultants or direct sales, in collaboration with brokers and agents, through wholesale agents or agencies who contract with health insurance carriers to distribute individual or group benefits, through professional employer organizations and associations and through both multi-carrier and its own proprietary private exchange marketplaces.

UnitedHealthcare Employer & Individual’s major product families include consumer engagement products, such as high-deductible consumer driven benefit plans and a variety of innovative consumer centric products; traditional products; clinical and pharmacy products; and specialty benefits, such as vision, dental, accident protection, critical illness, disability and hospital indemnity offerings.

UnitedHealthcare Medicare & Retirement

UnitedHealthcare Medicare & Retirement provides health and well-being services to seniors and other Medicare eligible consumers, addressing their unique needs. UnitedHealthcare Medicare & Retirement has distinct benefit designs, pricing, underwriting, clinical program management and marketing capabilities dedicated to health products and services in this market.

UnitedHealthcare Medicare & Retirement offers a selection of products allowing people choice in obtaining the health coverage and services they need as their circumstances change. These offerings include care management and health system navigator services, clinical management programs, nurse health line services, 24-hour access to health care information, access to discounted health services from a network of care providers and administrative services.

UnitedHealthcare Medicare & Retirement has extensive distribution capabilities and experience, including direct marketing to consumers on behalf of its key clients, a membership organization, and state and U.S. government agencies. Products are also offered through agents, employer groups and digital channels.

Major product categories include:

Medicare Advantage. Provides health care coverage for seniors and other eligible Medicare beneficiaries through the Medicare Advantage program administered by the Centers for Medicare & Medicaid Services (CMS), including Medicare Advantage HMO plans, Preferred Provider Organization (PPO) plans, Point-of-Service plans, Private-Fee-for-Service plans and Special Needs Plans (SNPs). Under the Medicare Advantage program, UnitedHealthcare Medicare & Retirement provides health benefits coverage in exchange for a fixed monthly premium per member from CMS plus, in some cases, monthly consumer premiums. Premium amounts received from CMS vary based on the geographic areas in which individuals reside; demographic factors such as age, gender and institutionalized status; and the health status of the individual. UnitedHealthcare Medicare & Retirement served 7.8 million people through its Medicare Advantage products as of December 31, 2024.

We have continued to enhance our offerings, focusing on more digital and physical care resources in the home, expanding our concierge navigation services and enabling the home as a safe and effective setting for care. For example, through our HouseCalls program, nurse practitioners performed 2.9 million clinical preventive home care visits in 2024 to address unmet care opportunities and close gaps in care.

Medicare Part D. Provides Medicare Part D benefits to beneficiaries through its Medicare Advantage and stand-alone Medicare Part D plans. The stand-alone Medicare Part D plans address a large spectrum of people’s needs and preferences for their prescription drug coverage, including low-cost prescription options. As of December 31, 2024, UnitedHealthcare enrolled 10.1 million people in the Medicare Part D programs, including 3.1 million individuals in stand-alone Medicare Part D plans, with the remainder in Medicare Advantage plans incorporating Medicare Part D coverage.

Medicare Supplement. Provides a full range of supplemental products at diverse price points. These products cover various levels of coinsurance and deductible gaps to which seniors are exposed in the traditional Medicare program. UnitedHealthcare Medicare & Retirement served 4.3 million seniors nationwide through various Medicare Supplement products as of December 31, 2024.

Premium revenues from CMS represented 40% of UnitedHealth Group’s total consolidated revenues for the year ended December 31, 2024, most of which were generated by UnitedHealthcare Medicare & Retirement.

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UnitedHealthcare Community & State

UnitedHealthcare Community & State is dedicated to serving state programs caring for the economically disadvantaged, the medically underserved and those without the benefit of employer-funded health care coverage, typically in exchange for a monthly premium per member from the state program. UnitedHealthcare Community & State’s primary customers oversee Medicaid plans, including Temporary Assistance to Needy Families; Children’s Health Insurance Programs (CHIP); Dual SNPs (DSNPs); Long-Term Services and Supports (LTSS); Aged, Blind and Disabled; and other federal, state and community health care programs. As of December 31, 2024, UnitedHealthcare Community & State participated in programs in 33 states and the District of Columbia, and served more than 7.4 million people; including 1.2 million people through Medicaid expansion programs in 20 states under the Patient Protection and Affordable Care Act (ACA).

States using managed care services for Medicaid beneficiaries select health plans by using a formal bid process or by awarding individual contracts. These health plans and care programs are designed to address the complex needs of the populations they serve, including the chronically ill, people with disabilities and people with a higher risk of medical, behavioral and social conditions. UnitedHealthcare Community & State administers benefits for the unique needs of children, pregnant women, adults, seniors and those who are institutionalized or are nursing home eligible. These individuals often live in medically underserved areas and are less likely to have a consistent relationship with the medical community or a care provider. They also often face significant social and economic challenges.

GOVERNMENT REGULATION

Our businesses are subject to comprehensive U.S. federal and state and international laws and regulations. We are regulated by agencies which generally have discretion to issue regulations and interpret and enforce laws and rules. U.S. federal and state and international governments continue to consider and enact various legislative and regulatory proposals which could materially impact certain aspects of the health care system. New laws, regulations and rules, or changes in the interpretation of existing laws, regulations and rules, including as a result of changes in the political environment, could adversely affect our businesses.

See Part I, Item 1A, “Risk Factors” for a discussion of the risks related to our compliance with U.S. federal and state and international laws and regulations.

U.S. Federal Laws and Regulation

When we contract with the federal government, we are subject to federal laws and regulations relating to the award, administration and performance of U.S. government contracts. CMS regulates our UnitedHealthcare businesses and certain aspects of our Optum businesses. Payments by CMS to our businesses are subject to regulations, including those governing fee-for-service and the submission of information relating to the health status of enrollees for purposes of determining the amounts of certain payments to us. CMS also has the right to audit our performance to determine our compliance with CMS contracts and regulations and the quality of care we provide to Medicare beneficiaries. Our commercial business is further subject to CMS audits related to medical loss ratios (MLRs) and risk adjustment data.

UnitedHealthcare Community & State has Medicaid and CHIP contracts, which are subject to federal regulations regarding services to be provided to Medicaid enrollees, payment for those services and other aspects of these programs. There are many regulations affecting Medicare and Medicaid compliance, and the regulatory environment with respect to these programs is complex.

Our businesses are also subject to laws and regulations relating to consumer protection, anti-fraud and abuse, anti-kickbacks, false claims, prohibited referrals, inappropriate reduction or limitation of health care services, anti-money laundering and securities and antitrust compliance.

Privacy, Security and Data Standards Regulation. Certain of our operations are subject to regulation under the administrative simplification provisions of the Health Insurance Portability and Accountability Act of 1996, as amended (HIPAA), which apply to both the group and individual health insurance markets, including self-funded employee benefit plans. Federal regulations related to HIPAA contain minimum standards for electronic transactions and code sets and for the privacy and security of protected health information.

Our businesses must comply with the Health Information Technology for Economic and Clinical Health Act (HITECH), which regulates matters relating to privacy, security and data standards. HITECH imposes requirements on uses and disclosures of health information; includes contracting requirements for HIPAA business associate agreements; extends parts of HIPAA privacy and security provisions to business associates; adds federal data breach notification requirements for covered entities and business associates and reporting requirements to HHS and the Federal Trade Commission (FTC) and, in some cases, to the local media; strengthens enforcement and imposes higher financial penalties for HIPAA violations and, in certain cases, imposes criminal penalties for individuals, including employees. In the conduct of our business, depending on the circumstances, we may act as either a covered entity or a business associate.

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The use and disclosure of individually identifiable health data by our businesses are also regulated in some instances by other federal laws, including the Gramm-Leach-Bliley Act (GLBA) or state statutes implementing GLBA. These federal laws and state statutes generally require insurers to provide customers with notice regarding how their non-public personal health and financial information is used and the opportunity to “opt out” of certain disclosures before the insurer shares such information with a third party, and generally prescribe safeguards for the protection of personal information. Neither the GLBA nor HIPAA privacy regulations preempt more stringent state laws and regulations, which may apply to us, as discussed below. Federal consumer protection laws may also apply in some instances to privacy and security practices related to personally identifiable information.

ERISA. The Employee Retirement Income Security Act of 1974, as amended (ERISA), regulates how our services are provided to or through certain types of employer-sponsored health benefit plans. ERISA is a set of laws and regulations subject to interpretation by the U.S. Department of Labor (DOL) as well as the federal courts. ERISA sets forth standards on how our business units may do business with employers who sponsor employee health benefit plans, particularly those who maintain self-funded plans. Regulations established by the DOL subject us to additional requirements for administration of benefits, claims payment and member appeals under health care plans governed by ERISA.

State Laws and Regulation

Health Care Regulation. Our insurance and HMO subsidiaries must be licensed by the jurisdictions in which they conduct business. All of the states in which our subsidiaries offer insurance and HMO products regulate those products and operations. The states require periodic financial reports and establish minimum capital or restricted cash reserve requirements. The National Association of Insurance Commissioners (NAIC) has adopted model regulations, which require expanded governance practices and risk and solvency assessment reporting. Most states have adopted these or similar measures to expand the scope of regulations relating to corporate governance and internal control activities of HMOs and insurance companies. We are required to maintain a risk management framework and file a confidential self-assessment report with state insurance regulators. We file reports annually with Connecticut, our lead regulator, and with New York, as required by the state’s regulation.

Our health plans and insurance companies are regulated under state insurance holding company regulations. Such regulations generally require registration with applicable state departments of insurance and the filing of reports describing capital structure, ownership, financial condition, certain affiliated transactions and general business operations. Most state insurance holding company laws and regulations require prior regulatory approval of acquisitions and material affiliated transfers of assets, as well as transactions between the regulated companies and their parent holding companies or affiliates. These laws may restrict the ability of our regulated subsidiaries to pay dividends to our holding companies.

Some of our business activity is subject to other health care-related regulations and requirements, including PPO, Managed Care Organization (MCO), utilization review (UR), TPA, pharmacy care services, durable medical equipment or care provider-related regulations and licensure requirements. These regulations differ from state to state and may contain network, contracting, product and rate, licensing and financial and reporting requirements. Health care-related laws and regulations set specific standards for delivery of services, appeals, grievances and payment of claims, adequacy of health care professional networks, fraud prevention, protection of consumer health information, pricing and underwriting practices and covered benefits and services. State health care anti-fraud and abuse prohibitions encompass a wide range of activities, including kickbacks for referral of members, billing for unnecessary medical services and improper marketing. Certain of our businesses are subject to state general agent, broker and sales distribution laws and regulations. UnitedHealthcare Community & State and certain of our Optum businesses are subject to regulation by state Medicaid agencies which oversee the provision of benefits to our Medicaid and CHIP beneficiaries and to our beneficiaries dually eligible for Medicare and Medicaid. We also contract with state governmental entities and are subject to state laws and regulations relating to the award, administration and performance of state government contracts.

State Privacy and Security Regulations. A number of states have adopted laws and regulations which may affect our privacy and security practices, such as state laws governing the use, disclosure and protection of social security numbers and protected health information or which are designed to implement GLBA or protect credit card account data. State and local authorities increasingly focus on the importance of protecting individuals from identity theft, with a significant number of states enacting laws requiring businesses to meet minimum cyber-security standards and notify individuals of security breaches involving personal information. State consumer protection laws may also apply to privacy and security practices related to personally identifiable information, including information related to consumers and care providers. Different approaches to state privacy and insurance regulation and varying enforcement philosophies may materially and adversely affect our ability to standardize our products and services across state lines. See Part I, Item 1A, “Risk Factors” for a discussion of the risks related to compliance with state privacy and security regulations.

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Corporate Practice of Medicine and Fee-Splitting Laws. Certain of our businesses function as direct medical service providers and, as such, are subject to additional laws and regulations. Some states have corporate practice of medicine laws prohibiting specific types of entities from practicing medicine or employing physicians to practice medicine. Moreover, some states prohibit certain entities from engaging in fee-splitting practices, which involve sharing in the fees or revenues of a professional practice. These prohibitions may be statutory or regulatory, or may be imposed through judicial or regulatory interpretation. The laws, regulations and interpretations in certain states have been subject to limited judicial and regulatory interpretation and are subject to change.

Pharmacy and Pharmacy Benefits Management (PBM) Regulations

Optum Rx’s businesses include home delivery, specialty and compounding pharmacies, as well as clinic-based pharmacies which must be licensed as pharmacies in the states in which they are located. Certain of our pharmacies must also register with the U.S. Drug Enforcement Administration (DEA) and individual state controlled substance authorities to dispense controlled substances. In addition to adhering to the laws and regulations in the states where our pharmacies are located, we also are required to comply with laws and regulations in some non-resident states where we deliver pharmaceuticals, including those requiring us to register with the board of pharmacy in the non-resident state. These non-resident states generally expect our pharmacies to follow the laws of the state in which the pharmacies are located, but some non-resident states also require us to comply with their laws where pharmaceuticals are delivered. Additionally, certain of our pharmacies which participate in programs for Medicare and state Medicaid providers are required to comply with applicable Medicare and Medicaid provider rules and regulations. Other laws and regulations affecting our pharmacies include federal and state statutes and regulations governing the labeling, packaging, advertising and adulteration of prescription drugs and dispensing of controlled substances. See Part I, Item 1A, “Risk Factors” for a discussion of the risks related to our pharmacy care services businesses.

Federal and state legislation regulating PBM activities affects both our ability to limit access to a pharmacy provider network or remove network providers. Additionally, many states limit our ability to manage and establish maximum allowable costs for generic prescription drugs. With respect to formulary services, a number of government entities, including CMS, HHS and state departments of insurance, regulate the administration of prescription drug benefits offered through federal or state exchanges. Many states also regulate the scope of prescription drug coverage, as well as the delivery channels to receive such prescriptions, for insurers, MCOs and Medicaid managed care plans. These regulations could limit or preclude (i) certain plan designs, (ii) limited networks, (iii) use of particular care providers or distribution channels, (iv) copayment differentials among providers and (v) formulary tiering practices.

Legislation seeking to regulate PBM activities introduced or enacted at the federal or state level could impact our business practices with others in the pharmacy supply chain, including pharmaceutical manufacturers and network providers. In addition, organizations like the NAIC periodically issue model regulations while credentialing organizations, like the National Committee for Quality Assurance (NCQA) and the Utilization Review Accreditation Commission (URAC), may establish standards impacting PBM pharmacy activities. Although these model regulations and standards do not have the force of law, they may influence states to adopt their recommendations and impact the services we deliver to our clients.

Consumer Protection Laws

Certain of our businesses participate in direct-to-consumer activities and are subject to regulations applicable to online communications and other general consumer protection laws and regulations such as the Federal Tort Claims Act, the Federal Postal Service Act and the FTC’s Telemarketing Sales Rule. Most states also have similar consumer protection laws.

Certain laws, such as the Telephone Consumer Protection Act, give the FTC, the Federal Communications Commission (FCC) and state attorneys general the ability to regulate, and bring enforcement actions relating to, telemarketing practices and certain automated outbound contacts such as phone calls, texts or emails. Under certain circumstances, these laws may provide consumers with a private right of action. Violations of these laws could result in substantial statutory penalties and other sanctions.

Banking Regulation

Optum Bank is subject to regulation by federal banking regulators, including the Federal Deposit Insurance Corporation (FDIC), which performs annual examinations to ensure the bank is operating in accordance with federal safety and soundness requirements, and the Consumer Financial Protection Bureau, which may perform periodic examinations to ensure the bank is in compliance with applicable consumer protection statutes, regulations and agency guidelines. Optum Bank is also subject to supervision and regulation by the Utah State Department of Financial Institutions, which carries out annual examinations to ensure the bank is operating in accordance with state safety and soundness requirements and performs periodic examinations of the bank’s compliance with applicable state banking statutes, regulations and agency guidelines. In the event of unfavorable examination results from any of these agencies, the bank could become subject to increased operational expenses and capital requirements, enhanced governmental oversight and monetary penalties.

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Non-U.S. Regulation

Certain of our businesses operate internationally and are subject to regulation in the jurisdictions in which they are organized or conduct business. These regulatory regimes vary from jurisdiction to jurisdiction. In addition, our non-U.S. businesses and operations are subject to U.S. laws regulating the conduct and activities of U.S.-based businesses operating outside the United States, such as the Foreign Corrupt Practices Act (FCPA), which prohibits offering, promising, providing or authorizing others to give anything of value to a foreign government official to obtain or retain business or otherwise secure a business advantage.

COMPETITION

As a diversified health care company, we operate in highly competitive markets across the full expanse of health care benefits and services. Our competitors include organizations ranging from startups to highly sophisticated Fortune 50 global enterprises, for-profit and non-profit companies, and private and government-sponsored entities. New entrants to our markets and business combinations among our competitors and suppliers also contribute to a dynamic and competitive environment. We compete fundamentally on the quality and value we provide to those we serve which can include elements such as product and service innovation; use of technology; consumer and provider engagement and satisfaction; and sales, marketing and pricing. See Part I, Item 1A, “Risk Factors” for additional discussion of our risks related to competition.

INTELLECTUAL PROPERTY RIGHTS

We have obtained trademark registration for the UnitedHealth Group, Optum and UnitedHealthcare names and logos. We own registrations for certain of our other trademarks in the United States and abroad. We hold a portfolio of patents and have patent applications pending from time to time. We are not substantially dependent on any single patent or group of related patents.

Unless otherwise noted, trademarks appearing in this report are trademarks owned by us. We disclaim any proprietary interest in the marks and names of others.

HUMAN CAPITAL RESOURCES

Our nearly 400,000 employees, as of December 31, 2024, including more than 140,000 clinical professionals, are guided by our mission to help people live healthier lives and help make the health system work better for everyone. Our mission and cultural values of integrity, compassion, inclusion, relationships, innovation, performance and quality align with our long-term business strategy to increase access to care, make care more affordable, enhance the care experience, improve health outcomes and advance health equity. Our mission and values attract individuals who are determined to make a difference – individuals whose talent, innovation, engagement and empowerment are critical in our ability to achieve our mission.

We are committed to developing our people and culture by creating an inclusive environment where people of diverse talents, backgrounds, experiences and perspectives make us better. Our approach is data-driven and leader-led and uses enterprise and business scorecards to ensure our leaders are accountable for a consistent focus on hiring, developing, advancing and retaining diverse talent. We have embedded inclusion and diversity throughout our culture, including in our talent acquisition and talent management practices; leadership development; careers; learning and skills; and systems and processes. We strive to maintain a skilled, sustainable and diverse talent pipeline by building strong strategic partnerships and outreach through early career programs, internships and apprenticeships. We support career coaching, mentorship and accelerated leadership development programs to ensure mobility and advancement for our diverse talent. To foster an engaged workforce and an inclusive culture, we invest in a broad array of skills-based learning and culture development programs. We rely on a shared leadership framework, which clearly and objectively defines our expectations, enables an environment where everyone has the opportunity to learn and grow, and helps us identify, develop and deploy talent to help achieve our mission.

We prioritize pay equity by objectively and regularly evaluating and reviewing our compensation practices by performance, age, experience, gender, ethnicity and race. Receiving on-going feedback from our team members is another way to strengthen and reinforce a culture of inclusion. Our Employee Experience Index measures an employee’s sense of commitment and belonging to our company and is a metric in the Stewardship section of our annual incentive plan. Our Sustainability Report, which can be accessed on our website at www.unitedhealthgroup.com, provides further information about our people and culture.

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INFORMATION ABOUT OUR EXECUTIVE OFFICERS

The following sets forth certain information regarding our executive officers as of February 27, 2025, including the business experience of each executive officer during the past five years:

Name	Age	Position
Andrew Witty	60	Chief Executive Officer
John Rex	63	President and Chief Financial Officer
Heather Cianfrocco	51	Chief Executive Officer, Optum
Erin McSweeney	60	Executive Vice President and Chief People Officer
Timothy Noel	53	Chief Executive Officer, UnitedHealthcare
Thomas Roos	52	Senior Vice President and Chief Accounting Officer
Christopher Zaetta	53	Executive Vice President and Chief Legal Officer and Corporate Secretary

Our Board of Directors elects executive officers annually. Our executive officers serve until their successors are duly elected and qualified, or until their earlier death, resignation, removal or disqualification.

Andrew Witty has served as Chief Executive Officer and a member of the Board of Directors of UnitedHealth Group since February 2021. Previously, Andrew served as Chief Executive Officer of Optum from July 2018 to April 2021, President of UnitedHealth Group from November 2019 to February 2021 and as a UnitedHealth Group director from August 2017 to March 2018. Prior to joining UnitedHealth Group, he was Chief Executive Officer and a board member of GlaxoSmithKline, a global pharmaceutical company, from 2008 to 2017.

John Rex has served as President and Chief Financial Officer of UnitedHealth Group since April 2024. Previously, John served as Chief Financial Officer of UnitedHealth Group since June 2016. From March 2012 to June 2016, he served as Executive Vice President and Chief Financial Officer of Optum. Prior to joining Optum in 2012, John was a Managing Director at JP Morgan, a global financial services firm.

Heather Cianfrocco has served as Chief Executive Officer of Optum since April 2024. Previously, Heather served as Optum's President and held numerous leadership roles since joining UnitedHealth Group from 2008 until April 2024, including serving as Chief Executive Officer of Optum Rx, Chief Executive Officer for Optum's Health Services and Chief Executive Officer of UnitedHealthcare Community & State.

Erin McSweeney has served as Executive Vice President and Chief People Officer of UnitedHealth Group since March 2022. From February 2021 to March 2022, Erin served as chief of staff to UnitedHealth Group’s Office of the Chief Executive. From January 2017 to February 2021, she served as Executive Vice President and Chief Human Resources Officer at Optum. Prior to joining UnitedHealth Group, Erin was Executive Vice President and Chief Human Resources Officer for EMC Corporation, an international technology company.

Tim Noel has served as Chief Executive Officer of UnitedHealthcare since January 2025. Previously, Tim served as Chief Executive Officer of UnitedHealthcare’s Medicare & Retirement business and held numerous leadership roles since joining UnitedHealth Group from 2007 until January 2025, including serving as Chief Financial Officer and Senior Vice President of federal products for Medicare & Retirement.

Tom Roos has served as Senior Vice President and Chief Accounting Officer of UnitedHealth Group since August 2015. Prior to joining UnitedHealth Group, Tom was a Partner at Deloitte & Touche LLP, an independent registered public accounting firm.

Chris Zaetta has served as Executive Vice President, Chief Legal Officer and Corporate Secretary of UnitedHealth Group since May 2024. Previously, Chris served as Chief Legal Officer of Optum from September 2020 until May 2024. Prior to joining Optum in 2020, Chris was Vice President at Johnson & Johnson, a pharmaceutical company. Chris also held several leadership roles at UnitedHealth Group from May 2011 to September 2019, including Head of Litigation and General Counsel of the organization’s government businesses.

ADDITIONAL INFORMATION

Our executive offices are located at 1 Health Drive, Eden Prairie, Minnesota 55344 and 655 New York Avenue, Washington, DC 20001; our telephone number is (800) 328-5979. You can access our website at www.unitedhealthgroup.com to learn more about our company. We make periodic and current reports and amendments available, free of charge, on our website, as soon as reasonably practicable after we file or furnish these reports to the Securities and Exchange Commission (SEC). Information on or linked to our website is neither part of nor incorporated by reference into this Annual Report on Form 10-K or any other SEC filings.

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ITEM 1A.    RISK FACTORS

CAUTIONARY STATEMENTS

The statements, estimates, projections or outlook contained in this Annual Report on Form 10-K include forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (PSLRA). When used in this Annual Report on Form 10-K and in future filings by us with the SEC, in our news releases, presentations to securities analysts or investors, and in oral statements made by or with the approval of one of our executive officers, the words “believe,” “expect,” “intend,” “estimate,” “anticipate,” “forecast,” “outlook,” “plan,” “project,” “should” or similar words or phrases are intended to identify such forward-looking statements. These statements are intended to take advantage of the “safe harbor” provisions of the PSLRA. These forward-looking statements involve risks and uncertainties which may cause our actual results to differ materially from the expectations expressed or implied in the forward-looking statements. Any forward-looking statement in this report speaks only as of the date of this report and, except as required by law, we undertake no obligation to update any forward-looking statement to reflect events or circumstances, including unanticipated events, after the date of this report.

The following discussion contains cautionary statements regarding our business, which investors and others should consider. We do not undertake to address in future filings with the SEC or other communications regarding our business or results of operations how any of these factors may have caused our results to differ from discussions or information contained in our previous filings or communications. In addition, any of the matters discussed below may have affected past, as well as current, forward-looking statements about future results. Any or all forward-looking statements in this Annual Report on Form 10-K and in any other SEC filings or public statements we make may turn out to be wrong. Our forward-looking statements can be affected by inaccurate assumptions we might make or by known or unknown risks and uncertainties. Many factors discussed below will be important in determining our future results. By their nature, forward-looking statements are not guarantees of future performance or results and are subject to risks, uncertainties and assumptions which are difficult to predict or quantify.

Risks Related to Our Business and Our Industry

If we fail to estimate, price for and manage our medical costs or design benefits in an effective manner, the profitability of our risk-based products and services could decline and could materially and adversely affect our results of operations, financial position and cash flows.

Through our risk-based benefit products, we assume the risk of both medical and administrative costs for our customers in return for monthly premiums. The profitability of our products depends in large part on our ability to predict and effectively price for and manage medical costs. Our Optum Health business also enters into fully accountable value-based arrangements with payers. Premium revenues from risk-based products constitute nearly 80% of our total consolidated revenues. Estimates of benefit expense payments involve extensive judgement and are subject to considerable inherent variability. Relatively small differences between predicted and actual medical costs, or utilization rates as a percentage of revenues, have resulted and in the future may result in significant changes in our financial results. If we fail to predict accurately, or effectively price for or manage, the costs of providing care under risk-based arrangements, our results of operations could be materially and adversely affected.

We manage medical costs through underwriting criteria, product design, negotiation of competitive provider contracts and care management programs. Total medical costs are affected by the number of individual services rendered, the cost of each service and the type of service rendered. Although we base the premiums we charge on our estimates of future medical costs over the fixed contract period, many factors may cause, and have previously caused, actual costs to exceed those estimated and reflected in premiums or bids. These factors may include medical cost inflation, increased use of services, business mix, unexpected differences among new customer populations, increased cost of individual services, costs to deliver care, large-scale medical emergencies, the potential effects of climate change, pandemics, the introduction of new or costly drugs or increases in drug prices, treatments and technology, new treatment guidelines, newly mandated benefits or other regulatory changes and insured population characteristics. Cost increases in excess of our forecasts typically cannot be recovered in the fixed premium period through higher premiums. For Optum Health’s fully accountable value-based care, any inability to provide higher-quality outcomes and better experiences at lower costs or to integrate our care delivery models could impact our results of operations, financial positions and cash flows.

In addition, the financial results we report for any particular period include estimates of costs incurred for which claims are still outstanding. These estimates involve an extensive degree of judgment. If these estimates prove inaccurate, our results of operations could be materially and adversely affected.

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If we fail to maintain properly the integrity or availability of our data or successfully consolidate, integrate, upgrade or expand our existing information systems, or if our technology products do not operate as intended, our business could be materially and adversely affected.

Our business depends on the integrity and timeliness of the data we use to serve our members, customers and health care professionals and to operate our business. If the data we rely upon to run our businesses is found to be inaccurate or unreliable or if we fail to effectively maintain or protect the integrity of our data and information systems, including systems powered by or incorporating artificial intelligence and machine learning (AI/ML), we could experience failures in our health, wellness and information technology products; lose existing customers; have difficulty attracting new customers; experience problems in determining medical cost estimates and establishing appropriate pricing; have difficulty preventing, detecting and controlling fraud; have disputes with customers, physicians and other health care professionals; become subject to regulatory sanctions, penalties, investigations or audits; incur increases in operating expenses; or suffer other adverse consequences.

The volume of health care data generated, and the uses of data, including electronic health records, are rapidly expanding. We depend on the integrity of the data in our information systems to implement new and innovative services, automate and deploy new technologies to simplify administrative processes and clinical decision making, price our products and services adequately, provide effective service to our customers and consumers in an efficient and uninterrupted fashion, provide timely payments to care providers, and accurately report our results of operations. In addition, increasing connectivity among technologies and recent trends toward greater consumer engagement in health care require new and enhanced technologies, including more sophisticated applications for mobile devices and new tools and products that leverage AI/ML to improve the customer experience. We anticipate that fast-evolving AI/ML technologies, including generative AI, will play an increasingly important role in our information systems and customer-facing technology products. Our ability to protect and enhance existing systems and develop new systems to keep pace with changes in information processing technology (including AI/ML), regulatory standards and changing customer preferences will require an ongoing commitment of significant development and operational resources. If these commitments fail to provide the anticipated benefits, if we are unable to successfully anticipate future technology developments, or if the cost to keep pace with the technological changes exceeds our estimates, we could be exposed to reputational harm and experience adverse effects on our business.

We may not successfully implement our initiatives to consolidate the number of systems we operate, upgrade and expand our information systems’ capabilities, integrate and enhance our systems and develop new systems to keep pace with recent regulations and changes in information processing technology. Failure to protect, consolidate and integrate our systems successfully could result in higher than expected costs.

Some of our businesses sell and install software products which may contain unexpected design defects or may encounter unexpected complications during installation or when used with other technologies utilized by the customer. A failure of our technology products to operate as intended and in a seamless fashion with other products could materially and adversely affect our results of operations, financial position and cash flows.

Uncertain and rapidly evolving U.S. federal and state, non-U.S. and international laws and regulations related to health data and health information technologies, including those powered by or incorporating AI/ML, may alter the competitive landscape or impose new compliance requirements and could materially and adversely affect the configuration of our information systems and platforms, and our ability to compete in our markets.

If we or third parties we rely on sustain cyberattacks or other privacy or data security incidents resulting in disruption to our operations or the disclosure of protected personal information or proprietary or confidential information, we could suffer a loss of revenue and increased costs, negative operational effects, exposure to significant liability, reputational harm and other serious negative consequences.

We routinely process, store and transmit large amounts of data in our operations, including protected personal information subject to privacy, security or data breach notification laws, as well as proprietary or confidential information relating to our business or third parties. Some of the data we process, store and transmit may be outside of the United States due to our information technology systems and international business operations. We are regularly the target of attempted cyberattacks and other security threats and have previously been, and may in the future be, subject to compromises of the information technology systems we use, information we hold, or information held on our behalf by third parties. For example, we previously reported our Change Healthcare business, which we had recently acquired, was subject to a cyberattack in 2024, in which the data involved contained protected health information or personally identifiable information.

While we have programs in place to detect, contain and respond to data security incidents and provide employee awareness training regarding phishing, malware and other cyber threats to protect against cybersecurity risks and incidents, we expect that we will continue to experience these incidents, some of which may negatively affect our business. Further, because the techniques used to obtain unauthorized access, disable or degrade service, or sabotage systems change frequently and are increasing in sophistication, in part due to use of evolving AI/ML technologies (including generative AI), and because our businesses are changing as well, we may be unable to anticipate these techniques and threats, timely detect data security

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incidents or implement adequate preventive measures. Threat actors and hackers have previously been, and may in the future be, able to negatively affect our operations by penetrating our security controls and causing system and operational disruptions or shutdowns, accessing, misappropriating or otherwise compromising protected personal information or proprietary or confidential information or that of third parties, and developing and deploying viruses, ransomware and other malware that can attack our systems, exploit any security vulnerabilities, and disrupt or shutdown our systems and operations. In addition, hardware, software, or applications we develop or procure from third parties may contain defects or other problems which could unexpectedly compromise our information security controls. Our systems may also be vulnerable to financial fraud schemes, misplaced or lost data, error, malicious social engineering, or other events which could negatively affect the data or financial accounts, proprietary or confidential information relating to our business or third parties, or our operations. There have previously been and may be in the future heightened vulnerabilities due to recently-acquired or non-integrated businesses. We rely in some circumstances on third-party vendors to process, store and transmit large amounts of data for our business. The operations of these vendors are subject to similar risks, but are outside our direct oversight and control.

The costs to eliminate or address the foregoing security threats and vulnerabilities before or after a cybersecurity incident could be material. We have business continuation and resiliency plans which we maintain, update and test regularly in an effort to contain and remediate potential disruptions or cybersecurity events. If our remediation efforts are not successful, we may experience operational interruptions, delays, or cessation of service and loss of existing or potential customers. In addition, compromises of our security measures or the unauthorized dissemination of sensitive personal information, proprietary information or confidential information about us, our customers or other third parties, previously and in the future, could expose us or them to the risk of financial or medical identity theft, negative operational impacts, and loss or misuse of this information, result in litigation and liability, including regulatory penalties, for us, damage our brand and reputation, or otherwise harm our business.

If we fail to develop and maintain satisfactory relationships with health care payers, physicians, hospitals and other service providers, our business could be materially and adversely affected.

We depend substantially on our continued ability to contract with health care payers (as a service provider to those payers), as well as physicians, hospitals, pharmaceutical benefit service providers, pharmaceutical manufacturers and other care and service providers at competitive prices. If we fail to develop and maintain satisfactory relationships with health care providers, whether in-network or out-of-network, our failure to do so could materially and adversely affect our business, results of operations, financial position and cash flows. In addition, some of our activities related to network design, provider participation in networks and provider payments could result in disputes, which may be costly and attract negative publicity.

In any particular market, physicians and health care providers could refuse to contract with us, demand higher payments, or take other actions which could result in higher medical costs, less desirable products for customers or difficulty meeting regulatory or accreditation requirements. In some markets, certain health care providers, particularly hospitals, physician and hospital organizations or multi-specialty physician groups, may have significant market positions which could diminish our bargaining power. In addition, Accountable Care Organizations (ACOs); physician group management services organizations (which aggregate physician practices for administrative efficiency); and other organizational structures adopted by physicians, hospitals and other care providers may change the way in which these providers do business with us and may change the competitive landscape. Such organizations or groups of physicians may compete directly with us, which could adversely affect our business, and our results of operations, financial position and cash flows by impacting our relationships with these providers or affecting the way we price our products and estimate our costs, which might require us to incur costs to change our operations in an effort to mitigate these impacts. In addition, if these providers refuse to contract with us, use their market position to negotiate favorable contracts or place us at a competitive disadvantage, our ability to market products or to be profitable in those areas could be materially and adversely affected.

Our health care benefits businesses have risk-based arrangements with some physicians, hospitals and other health care providers. These arrangements limit our exposure to the risk of increasing medical costs, but expose us to risk related to the adequacy of the financial and medical care resources of the health care providers. To the extent a risk-based health care provider organization faces financial difficulties or otherwise is unable to perform its obligations under the arrangement, we may be held responsible for unpaid health care claims which should have been the responsibility of the health care provider and for which we have already paid the provider. Further, payment or other disputes between a primary care provider and specialists with whom the primary care provider contracts could result in a disruption in the provision of services to our members or a reduction in the services available to our members. Health care providers with which we contract may not properly manage the costs of services, maintain financial solvency or avoid disputes with other providers. They may also fail to provide us with the information we need to effectively conduct our businesses, such as information enabling us to estimate costs of care. Any of these events could have a material adverse effect on the provision of services to our members and our operations.

Some providers that render services to our members do not have contracts with us. In some instances, those providers may dispute the payment for these services and may institute litigation or arbitration relying on state and federal laws that define the compensation that must be paid to out-of-network providers in some circumstances.

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The success of some of our businesses depends on maintaining satisfactory relationships with employed, affiliated, and independently contracted physicians and joint venture partners. The physicians who practice medicine or contract with our affiliated physician organizations could terminate their provider contracts or otherwise become unable or unwilling to continue practicing medicine or contracting with us. We face and will likely continue to face heightened competition to acquire or manage physician practices or to employ or contract with individual physicians. Our revenues could be materially and adversely affected if we are unable to maintain or expand satisfactory relationships with physicians, to acquire, recruit or, in some instances, employ physicians, or to retain enrollees following physician departures. In addition, our affiliated physician organizations contract with competitors of UnitedHealthcare. Our businesses could suffer if our affiliated physician organizations fail to maintain relationships with or fail to adequately price their contracts with these third-party payer competitors.

Further, physicians, hospitals, pharmaceutical benefit service providers, pharmaceutical manufacturers and certain health care providers are customers of our Optum businesses. Physicians also provide medical services at facilities owned by our Optum businesses. Given the importance of health care providers and other constituents to our businesses, failure to maintain satisfactory relationships with them could materially and adversely affect our results of operations, financial position and cash flows.

If we fail to compete effectively to maintain or increase our market share, including maintaining or increasing enrollments in businesses providing health benefits, our results of operations, financial position and cash flows could be materially and adversely affected.

Our businesses face significant competition in all of the markets in which we operate. In many geographies or product segments, our competitors have and may continue to have certain competitive advantages. Our competitive position may also be adversely affected by significant merger and acquisition activity in the industries in which we operate, among both our competitors and suppliers. Consolidation among competitors may make it more difficult for us to retain or increase our customer base, maintain or improve the terms on which we do business with our suppliers, or maintain or increase our profitability.

In addition, our success in the health care marketplace and future growth depends on our ability to develop and deliver innovative and potentially disruptive products and services to satisfy evolving market demands. If we do not continue to innovate and provide products and services which are useful and relevant to health care payers, consumers and our customers, we may not remain competitive and risk losing market share to existing competitors and disruptive new market entrants. We may face risks from new technologies and market entrants which could affect our existing relationship with health plan enrollees in the affected markets. We could sustain competitive disadvantages and loss of market share if we fail to continue developing innovative care models, including by accelerating the transition of care to value-based models that achieve higher quality outcomes and better experiences at lower costs and expand access to virtual and in-home care. If health care payers or providers are unwilling or unable to enter into value-based agreements with us, we may be unable to successfully establish or maintain the contractual or employment relationships necessary to achieve the quality and cost objectives we have for value-based contracting. Additionally, our competitive position could be adversely affected by any failure to develop and apply innovative technologies and other effective data and analytics capabilities or to provide services to our clients focused on these technologies and capabilities.

Our business, results of operations, financial position and cash flows also could be materially and adversely affected if we do not compete effectively in our markets, if our reputation suffers harm, if we set rates too high or too low in highly competitive markets, if we do not design and price our products properly and competitively, if we are unable to innovate and deliver products and services demonstrating value to our customers, if we do not provide a satisfactory level of services, if membership or demand for other services does not increase as we expect or declines, or if we lose accounts with more profitable products while retaining or increasing membership in accounts with less profitable products.

We are routinely subject to various private party and governmental legal actions and investigations, which could damage our reputation and, if resolved unfavorably, could result in substantial penalties or monetary damages and materially and adversely affect our results of operations, financial position and cash flows.

We are routinely made party to a variety of private party and governmental legal actions and investigations related to, among other matters, the design, management and delivery of our product and service offerings. Any failure by us to adhere to the laws and regulations applicable to our businesses could subject us to civil and criminal penalties.

Legal actions to which we are a party have included and in the future could include matters related to health care benefits coverage and payment of claims (including disputes with enrollees, customers and contracted and non-contracted physicians, hospitals and other health care professionals), tort claims (including claims related to the delivery of health care services, such as medical malpractice by personnel at our affiliates’ facilities, or by health care practitioners who are employed by us, have contractual relationships with us, or serve as providers to our managed care networks, including as a result of a failure to adhere to applicable clinical, quality and/or patient safety standards), antitrust claims (including as a result of changes in the

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enforcement of antitrust laws), whistleblower claims (including claims under the False Claims Act or similar statutes), matters related to our use of or alleged failure to adequately safeguard personal information or other proprietary data, claims related to alleged failure of our technology products to operate properly or fairly, contract and labor disputes, tax claims and claims related to disclosure of certain business practices. In addition, some of our pharmacy services operations are subject to clinical quality, patient safety and other risks inherent in the dispensing, packaging and distribution of drugs, including claims related to purported dispensing and other operational errors. We may also be party to certain class action lawsuits brought by health care professional groups and consumers. We operate in jurisdictions outside of the United States where contractual rights, tax positions and applicable regulations may be subject to interpretation or uncertainty to a greater degree than in the United States, and therefore subject to dispute by customers, government authorities or others.

We are largely self-insured with regard to litigation risks, including claims of medical malpractice against our affiliated physicians and us. Although we record liabilities for our estimates of the probable costs resulting from self-insured matters, it is possible the level of actual losses will significantly exceed the liabilities recorded. Additionally, physicians and other healthcare providers have become subject to an increasing number of legal actions alleging medical malpractice and general professional liabilities. Even in states that have imposed caps on damages for such actions, litigants are seeking recoveries under theories of liability that might not be subject to the caps on damages. These actions involve significant defense costs and could result in substantial monetary damages or damage to our reputation.

We cannot predict the outcome of significant legal actions in which we are involved. Even in situations where we engage external insurers, our coverage may be disputed or may not be sufficient to cover the entirety of certain claims. We incur expenses to resolve these matters and current and future legal actions could further increase our cost of doing business, require us to potentially change the way we conduct our business, and materially and adversely affect our results of operations, financial position and cash flows. Moreover, certain legal actions could result in adverse publicity which could damage our reputation and materially and adversely affect our ability to retain our current business or grow our market share in some markets and businesses.

Our business could suffer, and our results of operations, financial position and cash flows could be materially and adversely affected, if we fail to successfully manage our strategic alliances, or to complete, manage or integrate acquisitions and other significant strategic transactions or relationships.

As part of our business strategy, we frequently engage in discussions with third parties regarding possible investments, acquisitions, divestitures, strategic alliances, joint ventures and outsourcing transactions and often enter into agreements relating to such transactions. If we fail to meet the needs of our alliance or joint venture partners, including by developing additional products and services, providing high levels of service, pricing our products and services competitively or responding effectively to applicable federal and state regulatory changes, our alliances and joint ventures could be damaged or terminated, which in turn could adversely impact our reputation, business and results of operations. Further, governmental actions, such as actions by the FTC or DOJ, may affect our ability to complete strategic transactions, which could adversely affect our future growth. If we fail to identify and successfully complete transactions to meet our strategic objectives, including as a result of antitrust regulatory enforcement actions, such as those that have been brought against us in the past, we may be required to expend resources to develop products and technology internally, be placed at a competitive disadvantage or be adversely affected by negative market perceptions, any of which may have a material adverse effect on our results of operations, financial position or cash flows.

Successful acquisitions also require us to effectively integrate the acquired business into our existing operations, including our internal control environment and culture, or otherwise leveraging its operations which may present risks different from those presented by organic growth and may be difficult for us to manage. For example, we have experienced and in the future may encounter more acute information technology system vulnerabilities or different litigation risk profiles in recently acquired business than we have historically managed. We may be unable to address such vulnerabilities, inadequacies, differences, or failures soon after acquiring a business, which could undermine integration activities, delay launch of acquired products, and increase infrastructure risk. In addition, even with appropriate diligence, pre-acquisition practices of an acquired business have exposed us in the past and may expose us in the future to legal challenges and investigations that could subject us to criminal fines or reputational harm. Even if we are ultimately successful in resolving these matters, defending such claims may be costly and result in negative publicity. If we cannot successfully integrate our acquired businesses and realize contemplated revenue growth opportunities, cost savings and other synergies, our business, prospects, results of operations, financial position and cash flows could be materially and adversely affected.

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We are subject to risks associated with public health crises arising from large-scale medical emergencies, pandemics, natural disasters and other extreme events, which have had and could have an adverse effect on our business, results of operations, financial condition and financial performance.

Large-scale medical emergencies, pandemics, natural disasters, public health crises and other extreme events could have a material adverse effect on our business operations, cash flows, financial conditions and results of operations. For example, disruptions in public and private infrastructure resulting from such events could increase our operating costs and impair our ability to provide services to our clients and customers. In addition, as a result of these events, the premiums and fees we charge may not be sufficient to cover our medical and administrative costs, deferred medical care could be sought in future periods at potentially higher acuity levels, we could experience reduced demand for our services, and our clinical and non-clinical workforce could be affected and sustain a reduced capacity to handle demand for care. Public health crises arising from natural disasters, such as wildfires, hurricanes, and snowstorms, or effects of climate change could impact our business operations and result in increased medical care costs. Government enactment of emergency powers in response to public health crises could disrupt our business operations, including by restricting availability of, or our ability to deliver, pharmaceuticals or other supplies, and could increase the risk of shortages of necessary items.

Our sales performance will suffer if we do not adequately attract, retain and provide support to a network of independent producers and consultants.

Our products and services are sold in part through nonexclusive producers and consultants for whose services and allegiance we must compete. Our sales could be materially and adversely affected if we are unable to attract, retain and support independent producers and consultants or if our sales strategy is not appropriately aligned across distribution channels. Our relationships with producers could be impaired by changes in our business practices and the terms of our relationships, including commission levels.

Our businesses are subject to risks associated with unfavorable economic conditions.

Unfavorable economic conditions may have a range of impacts on the demand for our products and services. Such conditions also have caused and in future periods could continue to cause employers to stop offering certain health care coverage as an employee benefit or elect to offer particular coverage on a voluntary, employee-funded basis to reduce their operating costs. In addition, unfavorable economic conditions could adversely impact our ability to increase premiums or result in the cancellation by certain customers of our products and services. These conditions could lead to a decrease in people served and in the premium and fee revenues we generate.

A prolonged unfavorable economic environment could constrain state and federal budgets and result in reduced reimbursements or payments in our federal and state government health care coverage programs, including Medicare, Medicaid and CHIP. A reduction in state Medicaid reimbursement rates could be implemented retroactively to apply to payments already negotiated or received from the government. In addition, state and federal budgetary pressures could cause the affected governments to impose new or a higher level of taxes or assessments for our commercial programs, such as premium taxes on health insurance and surcharges or fees on select fee-for-service and capitated medical claims. Any of these developments or actions could materially and adversely affect our results of operations, financial position and cash flows.

A prolonged unfavorable economic environment could also adversely impact the financial position of hospitals and other care providers which could negatively affect our contracted rates with these parties and increase our medical costs or materially and adversely affect their ability to purchase our service offerings. Further, unfavorable economic conditions could have a material adverse effect on our financial results by impacting the customers of our Optum businesses, including health plans, hospitals, care providers, employers and others.

Our failure to attract, develop, retain, and manage the succession of key employees and executives could adversely affect our business, results of operations and future performance.

We depend on our ability to attract, develop and retain qualified employees and executives, including those with diverse talents, backgrounds, experiences and perspectives, to operate and expand our business. While we have development and succession plans in place for our key employees and executives, these plans do not guarantee that the services of our key employees and executives will continue to be available to us. If we are unable to attract, develop, retain and effectively manage the development and succession plans for key employees and executives, our business, results of operations and future performance could be adversely affected. Experienced and highly skilled employees and executives in the health care and technology industries are in high demand and the market for their services is competitive. We may have difficulty in replacing key executives because of the limited number of qualified individuals in these industries with the breadth of skills and experience required to operate and successfully expand our business. Adverse changes to our corporate culture could harm our business operations and our ability to retain key employees and executives.

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Our investment portfolio may sustain losses which could adversely affect our profitability.

Market fluctuations could impair the value of our investment portfolio and our profitability. Volatility in interest rates affects our interest income and the market value of our investments in debt securities of varying maturities which constitute the substantial majority of the fair value of our investments as of December 31, 2024. In addition, a delay in payment of principal or interest by issuers, or defaults by issuers (primarily issuers of our investments in corporate and municipal bonds), could reduce our investment income and require us to write down the value of our investments which could adversely affect our profitability and equity.

Our investments may not produce total positive returns and we may sell investments at prices which are less than their carrying values. Changes in the value of our investment assets, as a result of interest rate fluctuations, changes in issuer financial or market conditions, illiquidity or otherwise, could have an adverse effect on our equity. In addition, if it should become necessary for us to liquidate a material portion of our investment portfolio on an accelerated basis, such an action could have an adverse effect on our results of operations and the capital position of our regulated subsidiaries.

If the value of our intangible assets is materially impaired, our results of operations, equity and credit ratings could be materially and adversely affected.

As of December 31, 2024, our goodwill and other intangible assets had a carrying value of $130 billion, representing 44% of our total consolidated assets. We periodically evaluate our goodwill and other intangible assets to determine whether all or a portion of their carrying values may be impaired, in which case a charge to earnings may be necessary. The value of our goodwill may be materially and adversely impacted if businesses we acquire perform in a manner inconsistent with our assumptions. In addition, from time to time we divest businesses, and any such divestiture could result in significant asset impairment and disposition charges, including those related to goodwill and other intangible assets. Any future evaluations requiring an impairment of our goodwill and other intangible assets could materially and adversely affect our results of operations and equity in the period in which the impairment occurs. A material decrease in equity could, in turn, adversely affect our credit ratings.

If we are not able to protect our proprietary rights to our databases, software and related products, or other intellectual property, our ability to market our knowledge and information-related businesses could suffer.

We rely on our agreements with customers, confidentiality agreements with employees and third parties, and our trademarks, trade secrets, copyrights and patents to protect our proprietary rights. These legal protections and precautions may not prevent misappropriation of our proprietary information. In addition, intellectual property rights inherent in software are the subject of substantial litigation, and we expect our software products to be increasingly subject to third-party infringement claims as the number of products and competitors in the health care-focused software industry segment grows. Such litigation and misappropriation of our proprietary information could hinder our ability to market and sell products and services which could materially and adversely affect our results of operations, financial position and cash flows.

Any downgrades in our credit ratings could increase our borrowing and operating costs.

Claims paying ability, financial strength and debt ratings by nationally recognized statistical rating organizations are important factors in establishing the competitive position of insurance companies. Ratings information is broadly disseminated and generally used by customers and creditors. We believe our claims paying ability and financial strength ratings are important factors in marketing our products to certain of our customers. Our credit ratings impact both the cost and availability of future borrowings. Each of the credit rating agencies reviews its ratings periodically. Our ratings reflect each credit rating agency’s opinion of our financial strength, operating performance and ability to meet our debt obligations or obligations to policyholders. We may not be able to maintain our current credit ratings in the future. Any downgrades in our credit ratings could materially increase our costs of or ability to access funds in the debt capital markets and otherwise materially increase our operating costs.

Risks Related to the Regulation of Our Business

Our business activities in the United States and other countries are highly regulated and new laws or regulations or changes in existing laws or regulations or their enforcement or application could materially and adversely affect our business.

We are regulated by federal, state and local governments in the United States and other countries where we do business. Our insurance and HMO subsidiaries must be licensed by and are subject to regulation in the jurisdictions in which they conduct business. For example, states require periodic financial reports and enforce minimum capital or restricted cash reserve requirements. Health plans and insurance companies are also regulated under state insurance holding company regulations and some of our activities may be subject to other health care-related regulations and requirements, including regulations and licensure requirements related to PPOs, MCOs, UR and TPAs. Under state guaranty association laws, certain insurance companies can be assessed (up to prescribed limits) for certain obligations to the policyholders and claimants of impaired or insolvent insurance companies which write the same line or similar lines of business. Any such assessment could expose our

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insurance entities and other insurers to the risk they would be required to pay a portion of an impaired or insolvent insurance company’s claims through state guaranty associations.

Some of our businesses provide products or services to government agencies. For example, some of our Optum and UnitedHealthcare businesses hold government contracts or provide services related to government contracts and are subject to U.S. federal and state and non-U.S. self-referral, anti-kickback, medical necessity, risk adjustment, false claims and other laws and regulations governing government contractors and the use of government funds. Our relationships with these government agencies are subject to the terms of our contracts with the agencies and to laws and regulations regarding government contracts. Among others, certain laws and regulations restrict or prohibit companies from performing work for government agencies which might be viewed to involve an actual or potential conflict of interest. These laws and regulations may limit our ability to pursue and perform certain types of engagements, thereby materially and adversely affecting our results of operations, financial position and cash flows.

Some of our Optum businesses are also subject to regulations distinct from those faced by our insurance and HMO subsidiaries, some of which could impact our relationships with physicians, hospitals and customers. These regulations include state telemedicine regulations; debt collection laws; banking regulations; distributor and producer licensing requirements; state corporate practice of medicine restrictions; fee-splitting rules; and health care facility licensure and certificate of need requirements. These risks and uncertainties may materially and adversely affect our ability to market or provide our products and services, or to achieve targeted operating margins, or may increase the regulatory burdens under which we operate.

The laws and rules governing our businesses and interpretations of those laws and rules are subject to frequent and often unpredictable change. For example, legislative, administrative and public policy changes to the ACA have been and likely will continue to be considered, and we cannot predict if the ACA will be further modified. Additionally, changes in tax laws or unfavorable resolutions of exams could create additional tax liabilities.

The integration of entities we acquire into our businesses may affect the way in which existing laws and rules apply to us, including by subjecting us to laws and rules which did not previously apply to us. The broad latitude given to the agencies administering, interpreting and enforcing current and future regulations governing our businesses could compel us to change how we do business, renegotiate existing contracts and other arrangements, restrict revenue and enrollment growth, increase our health care and administrative costs and capital requirements, or expose us to increased liability in courts for coverage determinations, resolution of commercial disputes and other actions.

We also must obtain and maintain regulatory approvals to market many of our products and services, increase prices for some regulated products and services and complete or integrate strategic transactions. For example, premium rates for our health insurance and managed care products are subject to regulatory review or approval in many states and by the federal government. Additionally, we must submit data on proposed rate increases to HHS on many of our products for monitoring purposes. Geographic and product expansions of our businesses may be subject to state and federal regulatory approvals. Delays in obtaining necessary approvals or our failure to obtain or maintain adequate approvals could materially and adversely affect our results of operations, financial position and cash flows.

We also currently operate outside of the United States and in the future may acquire or commence additional businesses based outside of the United States, increasing our exposure to non-U.S. regulatory regimes. Our failure to comply with U.S. or non-U.S. laws and regulations governing our conduct outside the United States or to establish constructive relationships with non-U.S. regulators could adversely affect our ability to market our products and services or to do so at targeted operating margins, which may have a material adverse effect on our business, financial condition and results of operations. Non-U.S. regulatory regimes, which vary by jurisdiction, encompass, among other matters, local and cross-border taxation, licensing, tariffs, intellectual property, investment, capital (including minimum solvency margin and reserve requirements), management control, labor, anti-fraud, anti-corruption and privacy and data protection regulations (including requirements for cross-border data transfers). Any foreign regulator or court may take an approach to the interpretation, implementation and enforcement of industry regulations which could differ from the approach taken by U.S. regulators or courts. In addition, our non-U.S. businesses and operations are subject to U.S. laws regulating the conduct and activities of U.S.-based businesses operating outside the United States, such as the FCPA, which prohibits offering, promising, providing or authorizing others to give anything of value to a foreign government official to obtain or retain business or otherwise secure a business advantage.

The health care industry is regularly subject to negative publicity, including as a result of governmental investigations, adverse media coverage and political debate concerning industry regulation. Negative publicity may adversely affect our stock price, damage our reputation, and expose us to unexpected or unwarranted regulatory scrutiny.

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As a result of our participation in various government health care programs, both as a payer and as a service provider to payers, we are exposed to additional risks associated with program funding, enrollments, payment adjustments, audits and government investigations which could materially and adversely affect our business, results of operations, financial position and cash flows.

We participate in various federal, state and local government health care benefit programs, including as a payer in Medicare Advantage, Medicare Part D, various Medicaid programs and CHIP, and receive substantial revenues from these programs. Some of our Optum businesses also provide services to payers participating in government health care programs. A reduction or less than expected increase, or a protracted delay, in government funding for these programs or change in allocation methodologies, or termination of the contract at the option of the government, has affected and in future periods may materially and adversely affect our results of operations, financial position and cash flows.

The government health care programs in which we participate are generally subject to frequent changes, including changes which may reduce the number of persons enrolled or eligible for coverage (such as Medicaid eligibility redeterminations in certain states), reduce the amount of reimbursement or payment levels, reduce our participation in, or prevent our expansion into, certain service areas or markets, or increase our administrative or medical costs under such programs. Revenues for these programs depend on periodic funding from the federal government or applicable state governments and allocation of the funding through various payment mechanisms. Funding for these government programs depends on many factors outside of our control, including general economic conditions and budgetary constraints at the federal or applicable state level. For example, CMS in the past has reduced or frozen Medicare Advantage benchmarks and additional cuts to Medicare Advantage benchmarks are possible. In addition, from time to time, CMS makes changes to the way it calculates Medicare Advantage risk adjustment payments. Although we have adjusted members’ benefits and premiums on a selective basis, ceased to offer benefit plans in certain counties, and intensified both our medical and operating cost management in response to the benchmark reductions and other funding pressures, these or other strategies may not fully address the funding pressures in the Medicare Advantage program. In addition, payers in the Medicare Advantage program may be subject to reductions in payments from CMS as a result of decreased funding or recoupment pursuant to government audit. States have also made changes in rates and reimbursements for Medicaid members and audits can result in unexpected recoupments.

Under the Medicaid managed care program, state Medicaid agencies solicit bids from eligible health plans to continue their participation in the acute care Medicaid health programs. If we are not successful in obtaining renewals of state Medicaid managed care contracts, we risk losing the members who were enrolled in those Medicaid programs. Under the Medicare Part D program, to qualify for automatic enrollment of low income members, our bids must result in an enrollee premium below a regional benchmark, which is calculated by the government after all regional bids are submitted. If the enrollee premium is not below the government benchmark, we risk losing the members who were auto-assigned to us and will not have additional members auto-assigned to us. Chronic failure to meet the benchmarks could result in termination of these government contracts. In general, our bids are based upon certain assumptions regarding enrollment, utilization, medical costs and other factors. If any of these assumptions are materially incorrect, either as a result of unforeseen changes to the programs on which we bid, implementation of material program or policy changes after our bid submission, or submissions by our competitors at lower rates than our bids, our results of operations, financial position and cash flows could be materially and adversely affected.

Many of the government health care coverage programs we participate in are subject to the prior satisfaction of certain conditions or performance standards or benchmarks. For example, as part of the ACA, CMS has a system providing various quality bonus payments to Medicare Advantage plans meeting specified quality star ratings at the individual plan or local contract level. The star rating system considers various measures adopted by CMS, including, among others, quality of care, preventive services, chronic illness management, handling of appeals and customer satisfaction. Plans must have a rating of four stars or higher to qualify for bonus payments, and CMS has and may make changes to the star rating program that impact the ability of plans to achieve four-star or higher ratings. If we do not maintain or continue to improve our star ratings, our plans may not be eligible for quality bonuses and we may experience a negative impact on our revenues and the benefits our plans can offer, which could materially and adversely affect the marketability of our plans and the number of people we serve. Any changes in standards or care delivery models applying to government health care programs, including Medicare and Medicaid, or our inability to maintain or improve our quality scores and star ratings to meet evolving government performance requirements or to match the performance of our competitors could result in limitations to our participation in or exclusion from these or other government programs, which could materially and adversely affect our results of operations, financial position and cash flows.

CMS uses various payment mechanisms to allocate funding and adjust monthly capitation payments for Medicare programs. For Medicare Advantage plans, these adjustments are made according to the predicted health status of each beneficiary as supported by data from health care providers. For Medicare Part D plans, payment adjustments are driven by risk-sharing provisions based on a comparison of costs forecasted in our annual bids to actual prescription drug costs. Some state Medicaid programs utilize a similar process. For example, our UnitedHealthcare Medicare & Retirement and UnitedHealthcare Community & State businesses submit information relating to the health status of enrollees to CMS or state agencies for

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purposes of determining the amount of certain payments to us. CMS and the Office of Inspector General for HHS periodically perform risk adjustment data validation (RADV) audits of selected Medicare health plans to validate the coding practices of and supporting documentation maintained by health care providers. Some of our local plans have been selected for such audits, which in the past have resulted and in future periods could result in retrospective adjustments to payments made to our health plans, fines, corrective action plans or other adverse action by CMS.

We have been and in the future may become involved in routine, regular and special governmental investigations, audits, reviews and assessments. Such investigations, audits, reviews or assessments sometimes arise out of, or prompt claims by private litigants or whistleblowers regarding, among other allegations, claims that we failed to disclose certain business practices or, as a government contractor, submitted false or erroneous claims to the government. Government investigations, audits, reviews and assessments could lead to government actions, which have resulted and in future periods could result in adverse publicity, the assessment of damages, civil or criminal fines or penalties, or other sanctions, including restrictions or changes in the way we conduct business, loss of licensure or exclusion from participation in government programs, any of which could have a material adverse effect on our business, results of operations, financial position and cash flows.

Our pharmacy care services businesses face regulatory and operational risks and uncertainties which may differ from the risks of our other businesses.

We provide pharmacy care services through our Optum Rx and UnitedHealthcare businesses. Each business is subject to federal and state anti-kickback, beneficiary inducement and other laws governing the relationships of the business with pharmaceutical manufacturers, physicians, pharmacies, customers and consumers. In addition, federal and state legislatures regularly consider new regulations for the industry which could materially affect current industry practices, including potential new legislation and regulations regarding the receipt or disclosure of rebates and other fees from pharmaceutical companies, the development and use of formularies and other utilization management tools, the use of average wholesale prices or other pricing benchmarks, pricing for specialty pharmaceuticals, limited access to networks and pharmacy network reimbursement methodologies. Further, various governmental agencies have conducted and continue to conduct investigations and studies into certain PBM practices, which have resulted and in future periods may result in PBMs agreeing to civil penalties, including the payment of money and entry into corporate integrity agreements, or could materially and adversely impact the PBM business model. As a provider of pharmacy benefit management services, Optum Rx is also subject to an increasing number of licensure, registration and other laws and accreditation standards. Optum Rx conducts business through home delivery, specialty and compounding pharmacies, pharmacies located in community mental health centers and home infusion, which subjects it to extensive federal, state and local laws and regulations, including those of the DEA and individual state controlled substance authorities, the Food and Drug Administration and Boards of Pharmacy.

We could face potential claims in connection with purported errors by our home delivery, specialty or compounding or clinic-based pharmacies or the provision of home infusion services, as well as claims related to the inherent risks in the packaging and distribution of pharmaceuticals and other health care products. Disruptions from any of our home delivery, specialty pharmacy or home infusion services could materially and adversely affect our results of operations, financial position and cash flows.

In addition, our pharmacy care services businesses provide services to sponsors of health benefit plans subject to ERISA. A private party or the DOL, which is the agency that enforces ERISA, could assert that fiduciary obligations imposed by the statute apply to some or all of the services provided by our pharmacy care services businesses even where those businesses are not contractually obligated to assume fiduciary obligations. If a court were to determine such fiduciary obligations apply, we could be subject to claims for breaches of fiduciary obligations or claims we entered into prohibited transactions.

If we fail to comply with applicable privacy, security, technology and data laws, regulations and standards, including with respect to third-party service providers utilizing protected personal information on our behalf, our business, reputation, results of operations, financial position and cash flows could be materially and adversely affected.

The collection, maintenance, protection, use, transmission, disclosure and disposal of protected personal information are regulated at the federal, state, international and industry levels and addressed in requirements of our customer contracts. Additionally, legislative and regulatory action in the United States at the federal, state and local levels, as well as internationally, is emerging in the areas of AI/ML and automation. These laws, regulations and requirements are subject to change. Compliance with new privacy, security, technology and data laws, regulations and requirements may result in increased operating costs, and may constrain or require us to alter our business model or operations.

Internationally, many of the jurisdictions in which we operate have established their own data security and privacy legal framework with which we or our customers must comply. We expect there will continue to be new proposed laws, regulations and industry standards concerning privacy, data protection, information security, and AI/ML and automation in the European Union, UK, Chile, India and other jurisdictions, and we cannot yet determine the impacts such future laws, regulations and standards may have on our businesses or the businesses of our customers.

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Some of our businesses are also subject to the Payment Card Industry Data Security Standard, which is a multifaceted security standard designed to protect payment card account data.

HIPAA requires business associates as well as covered entities to comply with specified privacy and security requirements. While we provide for appropriate protections through our contracts with our third-party service providers and in certain cases assess their security controls, we have limited oversight or control over their actions and practices. Several of our businesses act as business associates to their covered entity customers and, as a result, collect, use, disclose and maintain protected personal information in order to provide services to these customers. If HHS alleges or finds noncompliance with HIPAA privacy or security requirements, the allegations or findings could damage our reputation and subject us to monetary and other sanctions.

Through our Optum businesses, we maintain a database of administrative and clinical data statistically de-identified in accordance with HIPAA standards. Noncompliance or findings of noncompliance with applicable laws, regulations or requirements, or the occurrence of any privacy or security breach involving the misappropriation, loss or other unauthorized disclosure of protected personal information, whether by us or by one of our third-party service providers, could have an adverse effect on our reputation and business and, among other consequences, could subject us to mandatory disclosure to affected customers and the media, loss of existing or new customers, significant increases in the cost of managing and remediating privacy or security incidents, and could also result in significant fines, penalties and litigation awards. Any of these consequences could have a material and adverse effect on our results of operations, financial position and cash flows.

As an enterprise, we increasingly rely on new and evolving technologies, including those powered by or incorporating AI/ML, as part of our internal operations and in the delivery of our products and services. New technologies have potential and power to improve and optimize operational processes and clinical outcomes across the healthcare system, but also present ethical, technological, legal, regulatory and other risks. With respect to AI/ML, we have developed and implemented policies and procedures intended to promote and sustain responsible design, development, and use of AI/ML, consistent with industry best practices. Any inadequacy or failure in compliance with our responsible use of AI/ML policies and procedures or emerging laws, regulations and standards governing AI/ML use could cause our technology products not to operate as intended or to produce outcomes, including possible regulatory enforcement action or litigation that could have a material and adverse effect on our business, reputation, results of operations, financial position and cash flows.

Restrictions on our ability to obtain funds from our regulated subsidiaries could materially and adversely affect our ability to reinvest in our business, service our debt and return capital to our shareholders.

Because we operate as a holding company, we are dependent on dividends and administrative expense reimbursements from our subsidiaries to fund our obligations. Many of these subsidiaries are regulated by state departments of insurance or similar regulatory authorities. We are also required by law or regulation to maintain specific prescribed minimum amounts of capital in these subsidiaries. The levels of capitalization required depend primarily on the volume of premium revenues generated by the applicable subsidiary. In most states, we are required to seek approval by state regulatory authorities before we transfer money or pay dividends from our regulated subsidiaries exceeding specified amounts. An inability of our regulated subsidiaries to pay dividends to their parent companies in the desired amounts or at the time of our choosing could adversely affect our ability to reinvest in our business through capital expenditures or business acquisitions, as well as our ability to maintain our corporate quarterly dividend payment, repurchase shares of our common stock and repay our debt. If we are unable to obtain sufficient funds from our subsidiaries to fund our obligations, our results of operations, financial position and cash flows could be materially and adversely affected.

ITEM 1B.    UNRESOLVED STAFF COMMENTS

None.

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ITEM 1C.    CYBERSECURITY

UnitedHealth Group manages cybersecurity and data protection through a continuously evolving framework. The framework allows us to identify, assess and mitigate the risks we face, and assists us in establishing policies and safeguards to protect our systems and the information of those we serve.

Our cybersecurity program is managed by our Chief Digital and Technology Officer and our Chief Security Officer. The Audit and Finance Committee of the Board of Directors has oversight of our cybersecurity program and is responsible for reviewing and assessing the effectiveness of the Company’s cybersecurity and data protection policies, procedures and resource commitment, including key risk areas and mitigation strategies. As part of this process, the Audit and Finance Committee receives regular updates from the Chief Digital and Technology Officer and the Chief Security Officer on critical issues related to our information security risks, cybersecurity strategy, supplier risk and business continuity capabilities. The Audit and Finance Committee has also added a leading cybersecurity incident and response firm to serve as its advisor on cybersecurity matters.

The Company’s framework includes an incident management and response program that continuously monitors the Company’s information systems for vulnerabilities, threats and incidents; manages and takes action to contain incidents that occur; remediates vulnerabilities; and communicates the details of significant threats and incidents to management, including the Chief Digital and Technology Officer and the Chief Security Officer, as deemed necessary or appropriate. Pursuant to the Company’s incident response plan, incidents are reported to the Audit and Finance Committee and appropriate government agencies and other authorities, as deemed necessary or appropriate, considering the actual or potential impact, significance and scope.

We require our third-party partners and contractors to handle data in accordance with our data privacy and information security requirements and applicable laws. We regularly engage with our suppliers, partners, contractors, service providers and internal development teams to identify and remediate vulnerabilities in a timely manner and monitor system upgrades to mitigate future risk, and evaluate whether they employ appropriate and effective controls and continuity plans for their systems and operations.

To ensure that our program is designed and operating effectively, our infrastructure and information systems are audited periodically by internal and external auditors. We have obtained various certifications from industry-recognized certifying organizations as a result of certain external audits. We also perform regular vulnerability assessments and penetration tests to improve system security and address emerging security threats. Our internal audit team independently assesses security controls against our enterprise policies to evaluate compliance and leverages a combination of auditing and security frameworks to evaluate how leading practices are applied throughout our enterprise. Audit results and remediation progress are reported to and monitored by senior management and the Audit and Finance Committee. We also periodically partner with industry-leading cybersecurity firms to assess our cybersecurity program. These assessments complement our other assessment work by evaluating our cybersecurity program as a whole.

We complete an enterprise information risk assessment as part of our overall enterprise information security risk management assessment, which is overseen by our Chief Security Officer. This risk assessment is a review of internal and external threats that evaluates changes to the information risk landscape to inform the investments and program enhancements to be made in the future to rapidly respond and recover from potential attacks, including rebuild and recovery protocols for key systems. We evaluate our enterprise information security risk to address unexpected or unforeseen changes in the risk environment or our systems and the resulting impacts are communicated to the Company’s overall enterprise risk management program.

We believe our Chief Digital and Technology Officer and our Chief Security Officer have the appropriate knowledge and expertise to effectively manage our cybersecurity program. The Chief Digital and Technology Officer has experience leading enterprise digital transformation efforts for a large multinational corporation and held several leadership and growth positions at a global technology consulting and services firm before joining UnitedHealth Group. Our Chief Security Officer has more than 30 years of experience as a security professional in both the private and public sectors, including in law enforcement. Prior to joining UnitedHealth Group, he served in security leadership roles at several large multinational corporations and has additionally served on cybersecurity advisory boards for some of the largest corporations in the country.

As of December 31, 2024, the Company has not identified any risks from cybersecurity threats that have materially affected or are reasonably likely to materially affect the Company, including our business strategy, results of operations or financial condition, but there can be no assurance that any such risk will not materially affect the Company in the future. For further information about the cybersecurity risks we face, and potential impacts, see Part I, Item 1A, “Risk Factors.”

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ITEM 2.    PROPERTIES

We own and lease real properties to support our business operations in the United States and other countries. Our reportable segments use these facilities for their respective business purposes, and we believe the current facilities are suitable for their respective uses and are adequate for our anticipated future needs.

ITEM 3.    LEGAL PROCEEDINGS

The information required by this Item 3 is incorporated herein by reference to the information set forth under the captions “Legal Matters” and “Government Investigations, Audits and Reviews” in Note 12 of the Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data”

ITEM 4.    MINE SAFETY DISCLOSURES

Not Applicable.

PART II

ITEM 5.    MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

MARKET AND HOLDERS

Our common stock is traded on the New York Stock Exchange (NYSE) under the symbol UNH. On January 31, 2025, there were 9,323 holders of record of our common stock.

DIVIDEND POLICY

In June 2024, our Board of Directors increased the Company’s quarterly cash dividend to shareholders to an annual rate of $8.40 compared to $7.52 per share, which the Company had paid since June 2023. Declaration and payment of future quarterly dividends is at the discretion of the Board and may be adjusted as business needs or market conditions change.

ISSUER PURCHASES OF EQUITY SECURITIES

Issuer Purchases of Equity Securities (a)

Fourth Quarter 2024

For the Month Ended	Total Number of Shares Purchased	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Maximum Number of Shares That May Yet Be Purchased Under The Plans or Programs
	(in millions)			(in millions)	(in millions)
October 31, 2024	2.6	$	568.70	2.6	39.6
November 30, 2024	0.9	593.39		0.9	38.7
December 31, 2024	5.6	513.93		5.6	33.1
Total	9.1	$	537.14	9.1

(a)    In November 1997, our Board of Directors adopted a share repurchase program, which the Board of Directors evaluates periodically. In June 2024, the Board of Directors amended our share repurchase program to authorize the repurchase of up to 35 million shares of our common stock in open market purchases or other types of transactions (including prepaid or structured repurchase programs), in addition to all remaining shares authorized to be repurchased under the Board’s 2018 renewal of the program. There is no established expiration date for the program. The Board of Directors from time to time may further amend the share repurchase program in order to increase the authorized number of shares which may be repurchased under the program.

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PERFORMANCE GRAPH

The following performance graph compares the cumulative five-year total return to shareholders on our common stock relative to the cumulative total returns of the S&P 500 Health Care Index, the Dow Jones US Industrial Average Index and the S&P 500 Index for the five-year period ended December 31, 2024. The comparisons assume the investment of $100 on December 31, 2019 in our common stock and in each index, and the reinvestment of dividends when paid.

	12/19		12/20		12/21		12/22		12/23		12/24
UnitedHealth Group	$	100.00	$	121.20	$	176.01	$	188.23	$	189.73	$	185.15
S&P 500 Health Care Index	100.00		113.45		143.09		140.29		143.18		146.87
Dow Jones US Industrial Average	100.00		109.72		132.71		123.60		143.60		165.12
S&P 500 Index	100.00		118.40		152.39		124.79		157.59		197.02

The stock price performance included in this graph is not necessarily indicative of future stock price performance. The preceding stock performance graph shall not be deemed incorporated by reference by any general statement incorporating by reference this Annual Report on Form 10-K into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except to the extent that the Company specifically incorporates such information by reference, and shall not otherwise be deemed filed under such Acts.

ITEM 6.     RESERVED

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ITEM 7.     MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion should be read together with the accompanying Consolidated Financial Statements and Notes to the Consolidated Financial Statements thereto included in Part II Item 8, “Financial Statements and Supplementary Data.” Readers are cautioned the statements, estimates, projections or outlook contained in this report, including discussions regarding financial prospects, economic conditions, trends and uncertainties contained in this Item 7, may constitute forward-looking statements within the meaning of the PSLRA. These forward-looking statements involve risks and uncertainties which may cause our actual results to differ materially from the expectations expressed or implied in the forward-looking statements. A description of some of the risks and uncertainties can be found further below in this Item 7 and in Part I, Item 1A, “Risk Factors.”

Discussions of year-over-year comparisons between 2023 and 2022 are not included in this Form 10-K and can be found in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of the Company’s Form 10-K for the fiscal year ended December 31, 2023.

EXECUTIVE OVERVIEW

General

UnitedHealth Group is a health care and well-being company with a mission to help people live healthier lives and help make the health system work better for everyone. Our two distinct, yet complementary businesses — Optum and UnitedHealthcare — are working to help build a modern, high-performing health system through improved access, affordability, outcomes and experiences for the individuals and organizations we are privileged to serve.

We have four reportable segments across our two businesses:

•Optum Health;

•Optum Insight;

•Optum Rx; and

•UnitedHealthcare, which includes UnitedHealthcare Employer & Individual, UnitedHealthcare Medicare & Retirement and UnitedHealthcare Community & State.

Further information on our business and reportable segments is presented in Part I, Item 1, “Business” and inNote 14 of the Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data.”

Change Healthcare Cyberattack

As previously announced, on February 21, 2024, we identified that cybercrime threat actors had gained access to certain Change Healthcare information technology systems. Upon detection of this outside threat, we isolated the impacted systems to protect our partners and customers.

We have substantially mitigated the impact to consumers and care providers of the unprecedented cyberattack on the U.S. health system and restored or replaced the majority of the affected Change Healthcare services. To support care providers we provided interest-free loans of more than $9 billion through December 31, 2024. For the year ended December 31, 2024, we incurred $2.2 billion of direct response costs, including costs associated with providing interest-free loans; increased medical care expenditures, as we suspended some care management activities to help care providers with their workflow processes; network restoration; and notifications of impacted persons. Optum Insight also experienced estimated business disruption impacts of $867 million for the year ended December 31, 2024, reflecting lost revenue while maintaining full readiness of the affected Change Healthcare services. We expect to continue to incur direct response costs and experience business disruption impacts at a lesser extent in 2025 as we work to bring transaction volumes back to pre-event levels and win new business.

We have determined the estimated total number of individuals impacted by the Change Healthcare cyberattack is approximately 190 million. The vast majority of those people have already been provided individual or substitute notice. The final number will be confirmed and filed with the Office for Civil Rights. Change Healthcare is not aware of any misuse of individuals’ information as a result of this incident and has not seen electronic medical record databases appear in the data during the analysis. It is possible that future risks and uncertainties resulting from the Change Healthcare cyberattack, including risks related to impacted data, litigation, reputational harm, and regulatory actions could adversely affect our financial condition or results of operations.

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Business Trends

Our businesses participate in the United States and certain other international health markets. In the United States, health care spending has grown consistently for many years and comprises 18% of gross domestic product (GDP). We expect overall spending on health care to continue to grow in the future, due to inflation, medical technology and pharmaceutical advancement, regulatory requirements, demographic trends in the population and national interest in health and well-being. The rate of market growth may be affected by a variety of factors, including macroeconomic conditions, which could impact our results of operations, including our continued efforts to control health care costs.

Pricing Trends. To price our health care benefits, products and services, we start with our view of expected future costs, including medical care patterns, inflation and labor market dynamics. We frequently evaluate and adjust our approach in each of the local markets we serve, considering relevant factors, such as product positioning, price competitiveness and environmental, competitive, legislative and regulatory considerations, including minimum medical loss ratio (MLR) thresholds and similar revenue adjustments. We will continue seeking to balance growth and profitability across all these dimensions.

The commercial risk market remains highly competitive in the small group, large group and individual segments. We expect broad-based competition to continue as the industry adapts to individual and employer needs.

Medicare Advantage funding continues to be pressured, as discussed below in “Regulatory Trends and Uncertainties” and we have observed increased care patterns as discussed below in “Medical Cost Trends.” Our 2025 benefit design approach contemplates these trends.

In Medicaid, we believe the payment rate environment creates the risk of continued downward pressure on Medicaid margin percentages. We continue to take a prudent, market-sustainable posture for both new business and maintenance of existing relationships. We continue to advocate for actuarially sound rates commensurate with our medical cost trends and we remain dedicated to partnering with those states that are committed to the long-term viability of their programs.

Medical Cost Trends. Our medical cost trends primarily relate to changes in unit costs, care activity and prescription drug costs. As expected and contemplated in our benefits design, we have continued to observe increased care patterns, which may continue in future periods. We also observed an upshift in hospital coding intensity and an acceleration in the prescribing of certain high-cost medications in early response to the Inflation Reduction Act (IRA). We expect these additional factors to continue into future periods. We endeavor to mitigate those increases by engaging hospitals, physicians and consumers with information and helping them make clinically sound choices, with the objective of helping them achieve high-quality, affordable care.

As a result of the Change Healthcare cyberattack, we incurred medical costs related to the impact of the temporary suspension of some care management activities, impacting our UnitedHealthcare and Optum Health businesses, to help care providers with their workflow processes. Early in the second quarter we resumed these activities. For the year ended December 31, 2024, medical costs related to the temporary suspension of some care management activities were approximately $640 million.

Medicaid Redeterminations. Medicaid redeterminations have impacted the number of people served through our Medicaid offerings, partially offset by an increase in consumers served through our commercial offerings as we endeavor to ensure that people and families have continued access to care. The Medicaid redetermination process has also caused a timing mismatch between the current health status of people served through Medicaid and state rate updates, which remained well short of current care activity. We expect this gap between people’s health status and rates will narrow in 2025.

Delivery System and Payment Modernization. The health care market continues to change based on demographic shifts, new regulations, political forces and both payer and patient expectations. Health plans and care providers are being called upon to work together to close gaps in care and improve overall care quality and patient experience, improve the health of populations and reduce costs. We are working to accelerate this vision through the innovation and integration of our care delivery models including in-clinic, in-home, behavioral and virtual care, and by using our data and analytics to provide clinicians with the necessary information in order to provide the best possible care in the most cost efficient setting. We continue to see a greater number of people enrolled in fully accountable value-based plans rewarding high-quality, affordable care and fostering collaboration.

This trend is creating needs for health management services which can coordinate care around the primary care physician, including new primary care channels, and for investments in new clinical and administrative information and management systems, which we believe provide growth opportunities for our Optum business platform. A key focus of our future growth is to accelerate the transition from fee-for-service care delivery and payment models to fully accountable value-based care. This transition requires initial costs such as system enhancements, integrated care coordination technology, physician training and clinical engagement. Enhanced clinical engagement is a critical step to improving the experience and health outcomes of the people we serve and should result in lower costs to the overall health system over time.

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Regulatory Trends and Uncertainties

Following is a summary of management’s view of the trends and uncertainties related to regulatory matters. For additional information regarding regulatory trends and uncertainties, see Part I, Item 1 “Business - Government Regulation” and Item 1A, “Risk Factors.”

Medicare Advantage Rates. Medicare Advantage rate notices over the years have at times resulted in industry base rates well below industry forward medical trend. For example, the Final Notice for 2024 and 2025 rates resulted in an industry base rate decrease, both of which are well short of what is an increasing industry forward medical cost trend. The Advance Notice for 2026 rates proposes an industry base rate increase also well short of forward medical cost trend, creating continued pressure in the Medicare Advantage program. Further, substantial revisions to the risk adjustment model, which serves to adjust rates to reflect a patient’s health status and care resource needs, will result in reduced funding and potentially benefits for people, especially those with some of the greatest health and social challenges.

As a result of ongoing Medicare funding pressures, there are adjustments we can make to partially offset these rate pressures and reductions for a particular period. For example, we can seek to intensify our medical and operating cost management, make changes to the size and composition of our care provider networks, adjust member benefits and implement or increase the member premiums supplementing the monthly payments we receive from the government. Additionally, we decide annually on a county-by-county basis where we will offer Medicare Advantage plans.

SELECTED OPERATING PERFORMANCE ITEMS

The following summarizes select 2024 year-over-year operating comparisons to 2023 and other financial results.

•Consolidated revenues grew 8%, UnitedHealthcare revenues grew 6% and Optum revenues grew 12%.

•UnitedHealthcare served 2.1 million more people domestically, driven by growth in commercial offerings, partially offset by the impact of Medicaid redeterminations.

•Earnings from operations of $32.3 billion compared to $32.4 billion last year.

•Diluted earnings per common share was $15.51, impacted by the loss on sale of subsidiary and subsidiaries held for sale.

•Cash flows from operations were $24.2 billion.

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RESULTS SUMMARY

The following table summarizes our consolidated results of operations and other financial information:

(in millions, except percentages and per share data)		For the Years Ended December 31,												Change
	2024				2023				2022				2024 vs. 2023
Revenues:
Premiums		$	308,810			$	290,827			$	257,157			$	17,983		6	%
Products		50,226				42,583				37,424				7,643			18
Services		36,040				34,123				27,551				1,917			6
Investment and other income		5,202				4,089				2,030				1,113			27
Total revenues		400,278				371,622				324,162				28,656			8
Operating costs:
Medical costs		264,185				241,894				210,842				22,291			9
Operating costs		53,013				54,628				47,782				(1,615)			(3)
Cost of products sold		46,694				38,770				33,703				7,924			20
Depreciation and amortization		4,099				3,972				3,400				127			3
Total operating costs		367,991				339,264				295,727				28,727			8
Earnings from operations		32,287				32,358				28,435				(71)			—
Interest expense		(3,906)				(3,246)				(2,092)				(660)			20
Loss on sale of subsidiary and subsidiaries held for sale		(8,310)				—				—				(8,310)			nm
Earnings before income taxes		20,071				29,112				26,343				(9,041)			(31)
Provision for income taxes		(4,829)				(5,968)				(5,704)				1,139			(19)
Net earnings		15,242				23,144				20,639				(7,902)			(34)
Earnings attributable to noncontrolling interests		(837)				(763)				(519)				(74)			10
Net earnings attributable to UnitedHealth Group common shareholders		$	14,405			$	22,381			$	20,120			$	(7,976)		(36)	%
Diluted earnings per share attributable to UnitedHealth Group common shareholders		$	15.51			$	23.86			$	21.18			$	(8.35)		(35)	%
Medical care ratio (a)		85.5		%		83.2		%		82.0		%		2.3		%
Operating cost ratio		13.2				14.7				14.7				(1.5)
Operating margin		8.1				8.7				8.8				(0.6)
Tax rate		24.1				20.5				21.7				3.6
Net earnings margin (b)		3.6				6.0				6.2				(2.4)
Return on equity (c)		15.9		%		27.0		%		27.2		%		(11.1)		%

________

nm = not meaningful

(a)Medical care ratio (MCR) is calculated as medical costs divided by premium revenue.

(b)Net earnings margin attributable to UnitedHealth Group common shareholders.

(c)Return on equity is calculated as net earnings attributable to UnitedHealth Group common shareholders divided by average shareholders’ equity. Average shareholders’ equity is calculated using the shareholders’ equity balance at the end of the preceding year and the shareholders’ equity balances at the end of each of the four quarters of the year presented.

2024 RESULTS OF OPERATIONS COMPARED TO 2023 RESULTS

Consolidated Financial Results

Revenues

The increases in revenues were primarily driven by growth in Optum Rx, UnitedHealthcare’s domestic offerings and Optum Health, partially offset by the sale of UnitedHealthcare’s Brazil operations.

Medical Costs and MCR

Medical costs increased primarily due to growth in people served through Medicare Advantage and domestic commercial offerings and member mix. The MCR increased as a result of the revenue effects of the Medicare funding reductions, Medicaid timing mismatch between people’s health status and rates, upshift in hospital coding intensity, specialty pharmaceutical prescribing patterns, member mix and due to incremental medical costs for accommodations made to care providers as a result of the Change Healthcare cyberattack.

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Operating Cost Ratio

The operating cost ratio decreased primarily due to operating cost management and gains related to business portfolio refinement, including strategic transactions, partially offset by the impact of our direct response efforts to the Change Healthcare cyberattack and investments to support future growth.

Loss on Sale of Subsidiary and Subsidiaries Held for Sale

On February 6, 2024, the Company completed the sale of its Brazil operations. During the year ended December 31, 2024, we recorded a loss of $7.1 billion, of which $4.1 billion related to the impact of cumulative foreign currency translation losses previously included in accumulated other comprehensive loss.

In the second quarter of 2024, the Company initiated a plan to sell its remaining South American operations, which were classified as held for sale as of December 31, 2024. During the year ended December 31, 2024, we recorded a loss of $1.2 billion, of which $855 million related to the impact of cumulative foreign currency translation losses.

Reportable Segments

See Note 14 of Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data” for more information on our segments. We utilize various metrics to evaluate and manage our reportable segments, including individuals served by UnitedHealthcare by major market segment and funding arrangement, people served by Optum Health and adjusted scripts for Optum Rx. These metrics are the main drivers of revenue, earnings and cash flows at each business. The metrics also allow management and investors to evaluate and understand business mix, including the level and scope of services provided to people and pricing trends when comparing the metrics to revenue by segment.

The following table presents a summary of the reportable segment financial information:

	For the Years Ended December 31,									Change
(in millions, except percentages)	2024			2023			2022			2024 vs. 2023
Revenues
UnitedHealthcare	$	298,208		$	281,360		$	249,741		$	16,848		6	%
Optum Health	105,358			95,319			71,174			10,039			11
Optum Insight	18,757			18,932			14,581			(175)			(1)
Optum Rx	133,231			116,087			99,773			17,144			15
Optum eliminations	(4,389)			(3,703)			(2,760)			(686)			19
Optum	252,957			226,635			182,768			26,322			12
Eliminations	(150,887)			(136,373)			(108,347)			(14,514)			11
Consolidated revenues	$	400,278		$	371,622		$	324,162		$	28,656		8	%
Earnings from operations
UnitedHealthcare	$	15,584		$	16,415		$	14,379		$	(831)		(5)	%
Optum Health	7,770			6,560			6,032			1,210			18
Optum Insight	3,097			4,268			3,588			(1,171)			(27)
Optum Rx	5,836			5,115			4,436			721			14
Optum	16,703			15,943			14,056			760			5
Consolidated earnings from operations	$	32,287		$	32,358		$	28,435		$	(71)		—	%
Operating margin
UnitedHealthcare	5.2		%	5.8		%	5.8		%	(0.6)		%
Optum Health	7.4			6.9			8.5			0.5
Optum Insight	16.5			22.5			24.6			(6.0)
Optum Rx	4.4			4.4			4.4			—
Optum	6.6			7.0			7.7			(0.4)
Consolidated operating margin	8.1		%	8.7		%	8.8		%	(0.6)		%

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UnitedHealthcare

The following table summarizes UnitedHealthcare revenues by business:

	For the Years Ended December 31,						Change
(in millions, except percentages)	2024		2023		2022		2024 vs. 2023
UnitedHealthcare Employer & Individual - Domestic	$	74,489	$	67,187	$	63,599	$	7,302	11	%
UnitedHealthcare Employer & Individual - Global	3,667		9,307		8,668		(5,640)		(61)
UnitedHealthcare Employer & Individual - Total	78,156		76,494		72,267		1,662		2
UnitedHealthcare Medicare & Retirement	139,482		129,862		113,671		9,620		7
UnitedHealthcare Community & State	80,570		75,004		63,803		5,566		7
Total UnitedHealthcare revenues	$	298,208	$	281,360	$	249,741	$	16,848	6	%

The following table summarizes the number of individuals served by our UnitedHealthcare businesses, by major market segment and funding arrangement:

	December 31,			Change
(in thousands, except percentages)	2024	2023	2022	2024 vs. 2023
Commercial - domestic:
Risk-based	8,845	8,115	8,045	730	9	%
Fee-based	20,885	19,200	18,640	1,685	9
Total commercial - domestic	29,730	27,315	26,685	2,415	9
Medicare Advantage	7,845	7,695	7,105	150	2
Medicaid	7,435	7,845	8,170	(410)	(5)
Medicare Supplement (Standardized)	4,335	4,355	4,375	(20)	—
Total community and senior	19,615	19,895	19,650	(280)	(1)
Total UnitedHealthcare - domestic medical	49,345	47,210	46,335	2,135	5
Commercial - global	1,330	5,540	5,360	(4,210)	(76)
Total UnitedHealthcare - medical	50,675	52,750	51,695	(2,075)	(4)	%
Supplemental Data:
Medicare Part D stand-alone	3,050	3,315	3,295	(265)	(8)	%

UnitedHealthcare’s revenues increased due to growth in the number of people served through Medicare Advantage and domestic commercial offerings, partially offset by decreased people served globally due to the sale of the Brazil operations and in Medicaid offerings due to redeterminations. Earnings from operations decreased due to Medicare Advantage funding reductions, the impacts of Medicaid redeterminations, member mix and incremental medical costs for accommodations to support care providers as a result of the Change Healthcare cyberattack, partially offset by gains related to business portfolio refinement, including strategic transactions, and the growth in the number of people served through Medicare Advantage and domestic commercial offerings.

Optum

Total revenues increased due to growth at Optum Rx and Optum Health. Earnings from operations increased with growth at Optum Health and Optum Rx, partially offset by decreased earnings from operations at Optum Insight. The results by segment were as follows:

Optum Health

Revenues at Optum Health increased primarily due to organic growth in patients served under value-based care arrangements. Earnings from operations increased due to gains related to business portfolio refinement, including strategic transactions, increased investment income and cost management initiatives, partially offset by Medicare Advantage funding reductions, costs associated with serving newly added patients under value-based care arrangements and medical care activity. Optum Health served approximately 100 million people as of December 31, 2024 compared to 103 million people as of December 31, 2023.

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Optum Insight

Revenues at Optum Insight decreased primarily due the business disruption impacts from the Change Healthcare cyberattack, partially offset by growth in technology services. Earnings from operations decreased primarily due to direct response costs and business disruption impacts related to the Change Healthcare cyberattack, partially offset by gains related to business portfolio refinement, including strategic transactions.

Optum Rx

Revenues and earnings from operations at Optum Rx increased due to higher script volumes from both new clients and growth in existing clients and growth in pharmacy services. Earnings from operations also increased due to operating cost efficiencies and supply chain initiatives. Optum Rx fulfilled 1,623 million and 1,542 million adjusted scripts in 2024 and 2023, respectively.

LIQUIDITY, FINANCIAL CONDITION AND CAPITAL RESOURCES

Liquidity

Introduction

We manage our liquidity and financial position in the context of our overall business strategy. We continually forecast and manage our cash, investments, working capital balances and capital structure to meet the short-term and long-term obligations of our businesses while seeking to maintain liquidity and financial flexibility. Cash flows generated from operating activities are principally derived from earnings before noncash expenses.

Our regulated subsidiaries generate significant cash flows from operations and are subject to, among other things, minimum levels of statutory capital, as defined by their respective jurisdictions, and restrictions on the timing and amount of dividends paid to their parent companies.

Our U.S. regulated subsidiaries paid their parent companies dividends of $9.2 billion and $8.0 billion in 2024 and 2023, respectively. See Note 10 of the Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data” for further detail concerning our regulated subsidiary dividends.

Our nonregulated businesses also generate significant cash flows from operations available for general corporate use. Cash flows generated by these entities, combined with dividends from our regulated entities and financing through the issuance of long-term debt as well as issuance of commercial paper or the ability to draw under our committed credit facilities, further strengthen our operating and financial flexibility. We use these cash flows to expand our businesses through acquisitions, reinvest in our businesses through capital expenditures, repay debt and return capital to our shareholders through dividends and repurchases of our common stock.

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Summary of our Major Sources and Uses of Cash and Cash Equivalents

	For the Years Ended December 31,						Change
(in millions)	2024		2023		2022		2024 vs. 2023
Sources of cash:
Cash provided by operating activities	$	24,204	$	29,068	$	26,206	$	(4,864)
Issuances of long-term debt and short-term borrowings, net of repayments	14,660		4,280		12,536		10,380
Proceeds from common share issuances	1,846		1,353		1,253		493
Customer funds administered	—		—		5,548		—
Cash received for dispositions	2,041		685		3,414		1,356
Sales and maturities of investments, net of purchases	525		—		—		525
Total sources of cash	43,276		35,386		48,957		7,890
Uses of cash:
Cash paid for acquisitions and other transactions, net of cash assumed	(13,408)		(10,136)		(21,458)		(3,272)
Common share repurchases	(9,000)		(8,000)		(7,000)		(1,000)
Cash dividends paid	(7,533)		(6,761)		(5,991)		(772)
Purchases of property, equipment and capitalized software	(3,499)		(3,386)		(2,802)		(113)
Purchases of investments, net of sales and maturities	—		(1,777)		(6,837)		1,777
Purchases of redeemable noncontrolling interests	(280)		(730)		(176)		450
Loans to care providers - cyberattack, net of repayments	(4,519)		—		—		(4,519)
Customer funds administered	(1,560)		(521)		—		(1,039)
Other	(3,312)		(2,110)		(2,737)		(1,202)
Total uses of cash	(43,111)		(33,421)		(47,001)		(9,690)
Effect of exchange rate changes on cash and cash equivalents	(61)		97		34		(158)
Net increase in cash and cash equivalents, including cash within businesses held for sale	$	104	$	2,062	$	1,990	$	(1,958)
Less: cash within businesses held for sale	(219)		—		—		(219)
Net (decrease) increase in cash and cash equivalents	$	(115)	$	2,062	$	1,990	$	(2,177)

2024 Cash Flows Compared to 2023 Cash Flows

Decreased cash flows provided by operating activities were primarily driven by CMS Medicare funding reductions, Change Healthcare cyberattack response actions, increased medical costs and changes in working capital accounts. Other significant changes in sources or uses of cash year-over-year included increased net issuances of short-term borrowings and long-term debt, net sales and maturities of investments and cash received from dispositions, offset by loans to care providers in response to the Change Healthcare cyberattack, increased cash paid for acquisitions and other transactions, decreased customer funds administered and increased share repurchases.

Financial Condition

As of December 31, 2024, our cash, cash equivalent, available-for-sale debt securities and equity securities balances of $77.1 billion included $25.3 billion of cash and cash equivalents (of which approximately $800 million was available for general corporate use), $46.9 billion of debt securities and $4.9 billion of equity securities. Given the significant portion of our portfolio held in cash equivalents, we do not anticipate fluctuations in the aggregate fair value of our financial assets to have a material impact on our liquidity or capital position. Other sources of liquidity, primarily from operating cash flows and our commercial paper program, which is fully supported by our bank credit facilities, reduce the need to sell investments during adverse market conditions. See Note 4 of the Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data” for further detail concerning our fair value measurements.

Our available-for-sale debt portfolio had a weighted-average duration of 4.2 years and a weighted-average credit rating of “Double A” as of December 31, 2024. When multiple credit ratings are available for an individual security, the average of the available ratings is used to determine the weighted-average credit rating.

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Capital Resources and Uses of Liquidity

Cash Requirements. The Company’s cash requirements within the next twelve months include medical costs payable, accounts payable and accrued liabilities, short-term borrowings and current maturities of long-term debt, other current liabilities, and purchase commitments and other obligations. We expect the cash required to meet these obligations to be primarily generated through cash flows from current operations; cash available for general corporate use; and the realization of current assets, such as accounts receivable.

Our long-term cash requirements under our various contractual obligations and commitments include:

•Debt obligations. See Note 8 of the Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statementsand Supplementary Data” for further detail of our long-term debt and the timing of expected future payments. Interest coupon payments are typically paid semi-annually.

•Operating leases. See Note 12 of the Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statementsand Supplementary Data” for further detail of our obligations and the timing of expected future payments.

•Purchase and other obligations. These include $11.5 billion, $2.4 billion of which is expected to be paid within the next twelve months, of fixed or minimum commitments under existing purchase obligations for goods and services, including agreements cancelable with the payment of an early termination penalty, and remaining capital commitments for venture capital funds, strategic transactions and other funding commitments. These amounts exclude agreements cancelable without penalty and liabilities to the extent recorded in our Consolidated Balance Sheets as of December 31, 2024.

•Other liabilities. These include other long-term liabilities reflected in our Consolidated Balance Sheets as of December 31, 2024, including obligations associated with certain employee benefit programs, unrecognized tax benefits and various long-term liabilities, which have some inherent uncertainty in the timing of these payments.

•Redeemable noncontrolling interests. See Note 2 of the Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statementsand Supplementary Data” for further detail. We do not have any material potential required redemptions in the next twelve months.

We expect the cash required to meet our long-term obligations to be primarily generated through future cash flows from operations. However, we also have the ability to generate cash to satisfy both our current and long-term requirements through the issuance of commercial paper, issuance of long-term debt, or drawing under our committed credit facilities or the ability to sell investments. We believe our capital resources are sufficient to meet future, short-term and long-term, liquidity needs.

Short-Term Borrowings. Our revolving bank credit facilities provide liquidity support for our commercial paper borrowing program, which facilitates the private placement of senior unsecured debt through independent broker-dealers, and are available for general corporate purposes. For more information on our commercial paper and bank credit facilities, see Note 8 of the Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data.”

As of December 31, 2024, we were in compliance with the various covenants under our bank credit facilities.

Long-Term Debt. Periodically, we access capital markets to issue long-term debt for general corporate purposes, such as to meet our working capital requirements, to refinance debt, to finance acquisitions or for share repurchases. For more information on our debt, see Note 8 of the Notes to the Consolidated Financial Statements included in Part II, Item 8 “Financial Statements and Supplementary Data.”

Credit Ratings. Our credit ratings as of December 31, 2024 were as follows:

	Moody’s		S&P Global		Fitch		A.M. Best
	Ratings	Outlook	Ratings	Outlook	Ratings	Outlook	Ratings	Outlook
Senior unsecured debt	A2	Stable	A+	Stable	A	Stable	A	Stable
Commercial paper	P-1	n/a	A-1	n/a	F1	n/a	AMB-1+	n/a

The availability of financing in the form of debt or equity is influenced by many factors, including our profitability, operating cash flows, debt levels, credit ratings, debt covenants and other contractual restrictions, regulatory requirements and economic and market conditions. A significant downgrade in our credit ratings or adverse conditions in the capital markets may increase the cost of borrowing for us or limit our access to capital.

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Share Repurchase Program. In June 2024, our Board of Directors amended our share repurchase program to authorize the repurchase of up to 35 million shares of Common Stock, in addition to all remaining shares authorized to be repurchased under the Board’s 2018 renewal of the program. As of December 31, 2024, we had Board of Directors’ authorization to purchase up to 33 million shares of our common stock. The Board of Directors from time to time may further amend the share repurchase program in order to increase the authorized number of shares which may be repurchased under the program. For more information on our share repurchase program, see Note 10 of the Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data.”

Dividends. In June 2024, our Board of Directors increased the Company’s quarterly cash dividend to shareholders to an annual rate of $8.40 compared to $7.52 per share. For more information on our dividend, see Note 10 of the Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data.”

Pending Acquisitions. As of December 31, 2024, we have entered into agreements to acquire companies in the health care sector, subject to regulatory approval and other customary closing conditions. The total anticipated capital required for these acquisitions, excluding the payoff of acquired indebtedness, is approximately $4 billion.

We do not have other significant contractual obligations or commitments requiring cash resources. However, we continually evaluate opportunities to expand our operations, which include internal development of new products, programs and technology applications and may include acquisitions.

CRITICAL ACCOUNTING ESTIMATES

Critical accounting estimates are those estimates requiring management to make challenging, subjective or complex judgments, often because they must estimate the effects of matters inherently uncertain and may change in subsequent periods. Critical accounting estimates involve judgments and uncertainties which are sufficiently sensitive and may result in materially different results under different assumptions and conditions.

Medical Costs Payable

Medical costs and medical costs payable include estimates of our obligations for medical care services rendered on behalf of consumers, but for which claims have either not yet been received or processed. Depending on the health care professional and type of service, the typical billing lag for services can be up to 90 days from the date of service. Approximately 90% of claims related to medical care services are known and settled within 90 days from the date of service.

In each reporting period, our operating results include the effects of more completely developed medical costs payable estimates associated with previously reported periods. If the revised estimate of prior period medical costs is less than the previous estimate, we will decrease reported medical costs in the current period (favorable development). If the revised estimate of prior period medical costs is more than the previous estimate, we will increase reported medical costs in the current period (unfavorable development). Medical costs in 2024, 2023 and 2022 included favorable medical cost development related to prior years of $700 million, $840 million and $410 million, respectively.

In developing our medical costs payable estimates, we apply different estimation methods depending on the month for which incurred claims are being estimated. For example, for the most recent two months, we estimate claim costs incurred by applying observed medical cost trend factors to the average per member per month (PMPM) medical costs incurred in prior months for which more complete claim data is available, supplemented by a review of near-term completion factors.

Completion Factors. A completion factor is an actuarial estimate, based upon historical experience and analysis of current trends, of the percentage of incurred claims during a given period adjudicated by us at the date of estimation. Completion factors are the most significant factors we use in developing our medical costs payable estimates for periods prior to the most recent two months. Completion factors include judgments in relation to claim submissions such as the time from date of service to claim receipt, claim levels and processing cycles, as well as other factors. If actual claims submission rates from providers (which can be influenced by a number of factors, including provider mix and electronic versus manual submissions), actual care activity incurred (which can be influenced by pandemics or seasonal illnesses, such as influenza), or our claim processing patterns are different than estimated, our reserve estimates may be significantly impacted.

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The following table illustrates the sensitivity of these factors and the estimated potential impact on our medical costs payable estimates for those periods as of December 31, 2024:

Completion Factors<br>(Decrease) Increase in Factors	Increase (Decrease)<br>In Medical Costs Payable
	(in millions)
(0.75)%	$	973
(0.50)	647
(0.25)	322
0.25	(321)
0.50	(640)
0.75	(958)

Medical Cost Per Member Per Month Trend Factors. Medical cost PMPM trend factors are significant factors we use in developing our medical costs payable estimates for the most recent two months. Medical cost trend factors are developed through a comprehensive analysis of claims incurred in prior months, provider contracting and expected unit costs, benefit design and a review of a broad set of health care utilization indicators. These factors include but are not limited to pharmacy utilization trends, inpatient hospital authorization data and seasonal and other incidence data from the National Centers for Disease Control. We also consider macroeconomic variables such as GDP growth, employment and disposable income. A large number of factors can cause the medical cost trend to vary from our estimates, including: our ability and practices to manage medical and pharmaceutical costs, changes in level and mix of services utilized; mix of benefits offered, including the impact of co-pays and deductibles; changes in medical practices; and catastrophes, epidemics and pandemics.

The following table illustrates the sensitivity of these factors and the estimated potential impact on our medical costs payable estimates for the most recent two months as of December 31, 2024:

Medical Cost PMPM Quarterly Trend<br>Increase (Decrease) in Factors	Increase (Decrease)<br>In Medical Costs Payable
	(in millions)
3%	$	1,264
2	843
1	421
(1)	(421)
(2)	(843)
(3)	(1,264)

The completion factors and medical costs PMPM trend factors analyses above include outcomes considered reasonably likely based on our historical experience estimating liabilities for incurred but not reported benefit claims.

Management believes the amount of medical costs payable is reasonable and adequate to cover our liability for unpaid claims as of December 31, 2024; however, actual claim payments may differ from established estimates as discussed above. Assuming a hypothetical 1% difference between our December 31, 2024 estimates of medical costs payable and actual medical costs payable, 2024 net earnings would have increased or decreased by approximately $260 million.

For more detail related to our medical cost estimates, see Note 2 of the Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data.”

Goodwill

We evaluate goodwill for impairment annually or more frequently when an event occurs or circumstances change indicating the carrying value may not be recoverable. When testing goodwill for impairment, we may first assess qualitative factors to determine if it is more likely than not the carrying value of a reporting unit exceeds its estimated fair value. During a qualitative analysis, we consider the impact of changes, if any, to the following factors: macroeconomic, industry and market factors; cost factors; changes in overall financial performance; and any other relevant events and uncertainties impacting a reporting unit. If our qualitative assessment indicates a goodwill impairment is more likely than not, we perform additional quantitative analyses. We may also elect to skip the qualitative testing and proceed directly to the quantitative testing. For reporting units where a quantitative analysis is performed, we perform a test measuring the fair values of the reporting units and comparing them to their carrying values, including goodwill. If the fair value is less than the carrying value of the reporting unit, an impairment is recognized for the difference, up to the carrying amount of goodwill.

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We estimate the fair values of our reporting units using a discounted cash flow method which includes assumptions about a wide variety of internal and external factors. Significant assumptions used in the discounted cash flow method include financial projections of free cash flow, including revenue trends, medical costs trends, operating productivity, income taxes and capital levels; long-term growth rates for determining terminal value beyond the discretely forecasted periods; and discount rates. For each reporting unit, comparative market multiples are used to corroborate the results of our discounted cash flow test.

Financial projections and long-term growth rates used for our reporting units are consistent with, and use inputs from, our internal long-term business plan and strategies. Discount rates are determined for each reporting unit and include consideration of the implied risk inherent in their forecasts. Our most significant estimate in the discount rate determinations involves our adjustments to the peer company weighted average costs of capital reflecting reporting unit-specific factors. We have not made any adjustments to decrease a discount rate below the calculated peer company weighted average cost of capital for any reporting unit. Company-specific adjustments to discount rates are subjective and thus are difficult to measure with certainty. The passage of time and the availability of additional information regarding areas of uncertainty with respect to the reporting units’ operations could cause these assumptions to change in the future. Additionally, as part of our quantitative impairment testing, we perform various sensitivity analyses on certain key assumptions, such as discount rates and cash flow projections to analyze the potential for a material impact. As of October 1, 2024, we completed our annual impairment tests for goodwill with all of our reporting units having fair values substantially in excess of their carrying values.

LEGAL MATTERS

A description of our legal proceedings is presented in Note 12 of Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data.”

CONCENTRATIONS OF CREDIT RISK

Investments in financial instruments such as marketable securities and accounts receivable may subject us to concentrations of credit risk. Our investments in marketable securities are managed under an investment policy authorized by our Board of Directors. This policy limits the amounts which may be invested in any one issuer and generally limits our investments to U.S. government and agency securities, state and municipal securities and corporate debt obligations of investment grade. Concentrations of credit risk with respect to accounts receivable are limited due to the large number of employer groups and other customers constituting our client base. As of December 31, 2024, there were no significant concentrations of credit risk.

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ITEM 7A.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Our primary market risks are exposures to changes in interest rates impacting our investment income and interest expense and the fair value of certain of our fixed-rate investments and debt.

As of December 31, 2024, we had $33 billion of financial assets on which the interest rates received vary with market interest rates, which may significantly impact our investment income. Also as of December 31, 2024, $27 billion of our financial liabilities, which include debt and deposit liabilities, were at interest rates which vary with market rates, either directly or through the use of related interest rate swap contracts.

The fair value of our fixed-rate investments and debt also varies with market interest rates. As of December 31, 2024, $46 billion of our investments were fixed-rate debt securities and $49 billion of our debt was non-swapped fixed-rate term debt. An increase in market interest rates decreases the market value of fixed-rate investments and fixed-rate debt. Conversely, a decrease in market interest rates increases the market value of fixed-rate investments and fixed-rate debt.

We manage exposure to market interest rates by diversifying investments across different fixed-income market sectors and debt across maturities, as well as by matching a portion of our floating-rate assets and liabilities, either directly or through the use of interest rate swap contracts. Unrealized gains and losses on investments in available-for-sale debt securities are reported in comprehensive income.

The following tables summarize the impact of hypothetical changes in market interest rates across the entire yield curve by 1% point or 2% points as of December 31, 2024 and 2023 on our investment income and interest expense per annum and the fair value of our investments and debt (in millions, except percentages):

	December 31, 2024
Increase (Decrease) in Market Interest Rate	Investment<br>Income Per<br>Annum		Interest<br>Expense Per<br>Annum		Fair Value of<br>Financial Assets		Fair Value of<br>Financial Liabilities
2 %	$	666	$	537	$	(4,151)	$	(8,866)
1	333		268		(2,182)		(4,828)
(1)	(333)		(252)		2,082		5,831
(2)	(666)		(503)		4,311		12,935
	December 31, 2023
Increase (Decrease) in Market Interest Rate	Investment<br>Income Per<br>Annum		Interest<br>Expense Per<br>Annum		Fair Value of<br>Financial Assets		Fair Value of<br>Financial Liabilities
2%	$	688	$	393	$	(3,642)	$	(8,142)
1	344		196		(1,871)		(4,444)
(1)	(344)		(180)		1,954		5,391
(2)	(688)		(360)		3,964		11,992

Note: The impact of hypothetical changes in interest rates may not reflect the full 100 or 200 basis point change on interest income and interest expense or on the fair value of financial assets and liabilities as the rates are assumed to not fall below zero.

As of December 31, 2024, we had $4.9 billion of investments in equity securities, primarily consisting of venture investments and employee savings plan related investments.

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ITEM 8.    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

	Page
Report of Independent Registered Public Accounting Firm (PCAOB ID No34)	38
Consolidated Balance Sheets	40
Consolidated Statements of Operations	41
Consolidated Statements of Comprehensive Income	42
Consolidated Statements of Changes in Equity	43
Consolidated Statements of Cash Flows	44
Notes to the Consolidated Financial Statements	45
1. Description of Business	45
2. Basis of Presentation, Use of Estimates and Significant Accounting Policies	45
3. Investments	50
4. Fair Value	51
5. Property, Equipment and Capitalized Software	54
6. Goodwill and Other Intangible Assets	54
7. Medical Costs Payable	55
8. Short-Term Borrowings and Long-Term Debt	57
9. Income Taxes	58
10. Shareholders’ Equity	60
11. Share-Based Compensation	61
12. Commitments and Contingencies	63
13.Dispositions and Held for Sale	64
14. Segment Financial Information	65

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the shareholders and the Board of Directors of UnitedHealth Group Incorporated and Subsidiaries:

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of UnitedHealth Group Incorporated and Subsidiaries (the “Company”) as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive income, changes in equity and cash flows for each of the three years in the period ended December 31, 2024, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 27, 2025 expressed an unqualified opinion on the Company’s internal control over financial reporting.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the Audit and Finance Committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Medical Care Services Incurred but not Reported (IBNR) - Refer to Notes 2 and 7 to the financial statements.

Critical Audit Matter Description

Medical costs payable includes estimates of the Company’s obligations for medical care services rendered on behalf of insured consumers, for which claims have either not yet been received or processed. The Company develops estimates for medical care services incurred but not reported (IBNR) using an actuarial model that requires management to exercise certain judgments in developing its estimates. Judgments made by management include medical cost per member per month trend factors and completion factors, which include assumptions over the time from date of service to claim receipt, the impact of actual care activity, and processing cycles.

We identified medical care services IBNR as a critical audit matter because it requires significant management assumptions in estimating the liability. This required complex auditor judgment, and an increased extent of effort, including the involvement of actuarial specialists in performing procedures to evaluate the reasonableness of management’s methods, assumptions, and judgments in developing estimates for medical care services IBNR.

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How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to medical care services IBNR included the following, among others:

•We tested the effectiveness of controls over management’s estimate of the IBNR for these services, including controls over the judgments in both the completion factors and the medical cost per member per month trend factors, as well as controls over the claims and membership data used in the estimation process.

•We tested the underlying claims and membership data and other information that served as the basis for the actuarial analysis, to test that the inputs to the actuarial estimate were complete and accurate.

•With the assistance of actuarial specialists, we evaluated the reasonableness of the actuarial methods and assumptions used by management to estimate IBNR for these services by:

–Performing an overlay of the historical claims data used in management’s current year model to the data used in prior periods to validate that there were no material changes to the claims data tested in prior periods.

–Developing an independent estimate of the IBNR for these services and comparing our estimate to management’s estimate.

–Performing a retrospective review comparing management’s prior year estimate of IBNR to claims processed in 2024 with dates of service in 2023 or prior.

/S/ DELOITTE & TOUCHE LLP
Minneapolis, Minnesota
February 27, 2025

We have served as the Company's auditor since 2002.

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UnitedHealth Group

Consolidated Balance Sheets

(in millions, except per share data)	December 31,<br>2024		December 31,<br>2023
Assets
Current assets:
Cash and cash equivalents	$	25,312	$	25,427
Short-term investments	3,801		4,201
Accounts receivable, net of allowances of $985 and $1,000	22,365		21,276
Other current receivables, net of allowances of $2,864 and $2,084	26,089		17,694
Assets under management	—		3,755
Prepaid expenses and other current assets	8,212		6,084
Total current assets	85,779		78,437
Long-term investments	52,354		47,609
Property, equipment and capitalized software, net of accumulated depreciation and amortization of $6,971 and $7,039	10,553		11,450
Goodwill	106,734		103,732
Other intangible assets, net of accumulated amortization of $8,350 and $7,279	23,268		15,194
Other assets	19,590		17,298
Total assets	$	298,278	$	273,720
Liabilities, redeemable noncontrolling interests and equity
Current liabilities:
Medical costs payable	$	34,224	$	32,395
Accounts payable and accrued liabilities	34,337		31,958
Short-term borrowings and current maturities of long-term debt	4,545		4,274
Unearned revenues	3,317		3,355
Other current liabilities	27,346		27,072
Total current liabilities	103,769		99,054
Long-term debt, less current maturities	72,359		58,263
Deferred income taxes	3,620		3,021
Other liabilities	15,939		14,463
Total liabilities	195,687		174,801
Commitments and contingencies (Note 12)
Redeemable noncontrolling interests	4,323		4,498
Equity:
Preferred stock, $0.001 par value - 10 shares authorized; no shares issued or outstanding	—		—
Common stock, $0.01 par value - 3,000 shares authorized; 915 and 924 issued and outstanding	9		9
Retained earnings	96,036		95,774
Accumulated other comprehensive loss	(3,387)		(7,027)
Nonredeemable noncontrolling interests	5,610		5,665
Total equity	98,268		94,421
Total liabilities, redeemable noncontrolling interests and equity	$	298,278	$	273,720

See Notes to the Consolidated Financial Statements

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UnitedHealth Group

Consolidated Statements of Operations

	For the Years Ended December 31,
(in millions, except per share data)	2024		2023		2022
Revenues:
Premiums	$	308,810	$	290,827	$	257,157
Products	50,226		42,583		37,424
Services	36,040		34,123		27,551
Investment and other income	5,202		4,089		2,030
Total revenues	400,278		371,622		324,162
Operating costs:
Medical costs	264,185		241,894		210,842
Operating costs	53,013		54,628		47,782
Cost of products sold	46,694		38,770		33,703
Depreciation and amortization	4,099		3,972		3,400
Total operating costs	367,991		339,264		295,727
Earnings from operations	32,287		32,358		28,435
Interest expense	(3,906)		(3,246)		(2,092)
Loss on sale of subsidiary and subsidiaries held for sale	(8,310)		—		—
Earnings before income taxes	20,071		29,112		26,343
Provision for income taxes	(4,829)		(5,968)		(5,704)
Net earnings	15,242		23,144		20,639
Earnings attributable to noncontrolling interests	(837)		(763)		(519)
Net earnings attributable to UnitedHealth Group common shareholders	$	14,405	$	22,381	$	20,120
Earnings per share attributable to UnitedHealth Group common shareholders:
Basic	$	15.64	$	24.12	$	21.47
Diluted	$	15.51	$	23.86	$	21.18
Basic weighted-average number of common shares outstanding	921		928		937
Dilutive effect of common share equivalents	8		10		13
Diluted weighted-average number of common shares outstanding	929		938		950
Anti-dilutive shares excluded from the calculation of dilutive effect of common share equivalents	6		6		3

See Notes to the Consolidated Financial Statements

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UnitedHealth Group

Consolidated Statements of Comprehensive Income

	For the Years Ended December 31,
(in millions)	2024		2023		2022
Net earnings	$	15,242	$	23,144	$	20,639
Other comprehensive income (loss):
Gross unrealized gains (losses) on investment securities during the period	29		1,139		(4,292)
Income tax effect	(7)		(263)		984
Total unrealized gains (losses), net of tax	22		876		(3,308)
Gross reclassification adjustment for net realized (gains) losses included in net earnings	(369)		(90)		139
Income tax effect	92		21		(32)
Total reclassification adjustment, net of tax	(277)		(69)		107
Foreign currency translation (losses) gains	(319)		559		192
Reclassification adjustment for translation losses included in net earnings	4,214		—		—
Total foreign currency translation gains	3,895		559		192
Other comprehensive income (loss)	3,640		1,366		(3,009)
Comprehensive income	18,882		24,510		17,630
Comprehensive income attributable to noncontrolling interests	(837)		(763)		(519)
Comprehensive income attributable to UnitedHealth Group common shareholders	$	18,045	$	23,747	$	17,111

See Notes to the Consolidated Financial Statements

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UnitedHealth Group

Consolidated Statements of Changes in Equity

			Additional Paid-In Capital		Retained Earnings			Accumulated Other Comprehensive Income (Loss)					Nonredeemable<br>Noncontrolling <br>Interests		Total<br>Equity
(in millions, except per share data)	Amount						Net Unrealized Gains (Losses) on Investments			Foreign Currency Translation (Losses) Gains
Balance at January 1, 2022	$	10	$	—	$	77,134		$	423		$	(5,807)	$	3,285	$	75,045
Net earnings					20,120								406		20,526
Other comprehensive (loss) income								(3,201)			192				(3,009)
Issuances of common stock, and related tax effects	—		903												903
Share-based compensation			875												875
Common share repurchases	(1)		(1,892)		(5,107)										(7,000)
Cash dividends paid on common shares (6.40 per share)					(5,991)										(5,991)
Redeemable noncontrolling interests fair value and other adjustments			114												114
Acquisition and other adjustments of nonredeemable noncontrolling interests													374		374
Distributions to nonredeemable noncontrolling interests													(387)		(387)
Balance at December 31, 2022	9		—		86,156			(2,778)			(5,615)		3,678		81,450
Net earnings					22,381								575		22,956
Other comprehensive income								807			559				1,366
Issuances of common stock, and related tax effects	—		1,231												1,231
Share-based compensation			1,027												1,027
Common share repurchases	—		(2,057)		(6,002)										(8,059)
Cash dividends paid on common shares (7.29 per share)					(6,761)										(6,761)
Redeemable noncontrolling interests fair value and other adjustments			(201)												(201)
Acquisition and other adjustments of nonredeemable noncontrolling interests													1,928		1,928
Distributions to nonredeemable noncontrolling interests													(516)		(516)
Balance at December 31, 2023	9		—		95,774			(1,971)			(5,056)		5,665		94,421
Net earnings					14,405								663		15,068
Other comprehensive (loss) income								(255)			3,895				3,640
Issuances of common stock, and related tax effects	—		1,485												1,485
Share-based compensation			963												963
Common share repurchases	—		(2,395)		(6,610)										(9,005)
Cash dividends paid on common shares (8.18 per share)					(7,533)										(7,533)
Redeemable noncontrolling interests fair value and other adjustments			(53)												(53)
Acquisition and other adjustments of nonredeemable noncontrolling interests													26		26
Distributions to nonredeemable noncontrolling interests													(744)		(744)
Balance at December 31, 2024	$	9	$	—	$	96,036		$	(2,226)		$	(1,161)	$	5,610	$	98,268

All values are in US Dollars.

See Notes to the Consolidated Financial Statements

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UnitedHealth Group

Consolidated Statements of Cash Flows

	For the Years Ended December 31,
(in millions)	2024		2023		2022
Operating activities
Net earnings	$	15,242	$	23,144	$	20,639
Noncash items:
Depreciation and amortization	4,099		3,972		3,400
Deferred income taxes	(296)		(245)		(673)
Share-based compensation	1,018		1,059		925
Loss on sale of subsidiary and subsidiaries held for sale	8,310		—		—
Gains on dispositions and other strategic transactions	(3,333)		(489)		(588)
Other, net	(28)		(16)		257
Net change in other operating items, net of effects from acquisitions and dispositions:
Accounts receivable	(1,437)		(3,114)		(2,523)
Other assets	(4,140)		(2,444)		(1,374)
Medical costs payable	2,503		3,482		4,053
Accounts payable and other liabilities	2,463		3,516		1,964
Unearned revenues	(197)		203		126
Cash flows from operating activities	24,204		29,068		26,206
Investing activities
Purchases of investments	(27,308)		(18,314)		(18,825)
Sales of investments	18,514		7,307		5,907
Maturities of investments	9,319		9,230		6,081
Cash paid for acquisitions and other transactions, net of cash assumed	(13,408)		(10,136)		(21,458)
Purchases of property, equipment and capitalized software	(3,499)		(3,386)		(2,802)
Loans to care providers - cyberattack	(9,033)		—		—
Repayments of care provider loans - cyberattack	4,514		—		—
Cash received from dispositions and other strategic transactions, net	2,041		685		3,414
Other, net	(1,667)		(960)		(793)
Cash flows used for investing activities	(20,527)		(15,574)		(28,476)
Financing activities
Common share repurchases	(9,000)		(8,000)		(7,000)
Cash dividends paid	(7,533)		(6,761)		(5,991)
Proceeds from common stock issuances	1,846		1,353		1,253
Repayments of long-term debt	(3,000)		(2,125)		(3,015)
(Repayments of) proceeds from short-term borrowings, net	(151)		11		732
Proceeds from issuance of long-term debt	17,811		6,394		14,819
Customer funds administered	(1,560)		(521)		5,548
Purchases of redeemable noncontrolling interests	(280)		(730)		(176)
Other, net	(1,645)		(1,150)		(1,944)
Cash flows (used for) from financing activities	(3,512)		(11,529)		4,226
Effect of exchange rate changes on cash and cash equivalents	(61)		97		34
Increase in cash and cash equivalents, including cash within businesses held for sale	104		2,062		1,990
Less: cash within businesses held for sale	(219)		—		—
Net (decrease) increase in cash and cash equivalents	(115)		2,062		1,990
Cash and cash equivalents, beginning of period	25,427		23,365		21,375
Cash and cash equivalents, end of period	$	25,312	$	25,427	$	23,365
Supplemental cash flow disclosures
Cash paid for interest	$	3,594	$	3,035	$	1,945
Cash paid for income taxes	4,620		6,078		5,222

See Notes to the Consolidated Financial Statements

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UnitedHealth Group

Notes to the Consolidated Financial Statements

1.Description of Business

UnitedHealth Group Incorporated (individually and together with its subsidiaries, “UnitedHealth Group” and “the Company”) is a health care and well-being company with a mission to help people live healthier lives and help make the health system work better for everyone. The Company’s two distinct, yet complementary businesses — Optum and UnitedHealthcare — are working to help build a modern, high-performing health system through improved access, affordability, outcomes and experiences for the individuals and organizations the Company is privileged to serve.

2.Basis of Presentation, Use of Estimates and Significant Accounting Policies

Basis of Presentation

The Company has prepared the Consolidated Financial Statements according to U.S. Generally Accepted Accounting Principles (GAAP) and has included the accounts of UnitedHealth Group and its subsidiaries.

Use of Estimates

These Consolidated Financial Statements include certain amounts based on the Company’s best estimates and judgments. The Company’s most significant estimates relate to estimates and judgments for medical costs payable and goodwill. Certain of these estimates require the application of complex assumptions and judgments, often because they involve matters inherently uncertain and will likely change in subsequent periods. The impact of any change in estimates is included in earnings in the period in which the estimate is adjusted.

Revenues

Premiums

Premium revenues are primarily derived from risk-based arrangements in which the premium is typically at a fixed rate per individual served for a one-year period, and the Company assumes the economic risk of funding its customers’ health care and related administrative costs.

Premium revenues are recognized in the period in which eligible individuals are entitled to receive health care benefits. Health care premium payments received from the Company’s customers in advance of the service period are recorded as unearned revenues. Fully insured commercial products of U.S. health plans, Medicare Advantage and Medicare Prescription Drug Benefit (Medicare Part D) plans with medical loss ratios (MLRs) as calculated under the definitions in the Patient Protection and Affordable Care Act (ACA) and related federal and state regulations and implementing regulation, falling below certain targets are required to rebate ratable portions of their premiums annually. Commercial premiums within the Company’s individual and small group markets are also subject to the ACA risk adjustment program. Medicare Advantage premium revenue includes the impact of the Centers for Medicare & Medicaid Services (CMS) quality bonuses based on plans’ Star rating. Certain of the Company’s Medicaid business is also subject to state minimum MLR rebates.

Premium revenues are recognized based on the estimated premiums earned, net of projected rebates, because the Company is able to reasonably estimate the ultimate premiums of these contracts. The Company also records premium revenues for certain value-based arrangements at its Optum Health care delivery businesses. Under these value-based arrangements, the Company enters into agreements with health plans to stand ready to deliver, integrate, direct and control certain health care services for patients. In exchange, the Company receives a premium that is typically paid on a per-patient per-month basis. The Company considers these value-based arrangements to represent a single performance obligation where premium revenues are recognized in the period in which health care services are made available.

The Company’s Medicare Advantage and Medicare Part D premium revenues are subject to periodic adjustment under CMS’ risk adjustment payment methodology. CMS deploys a risk adjustment model which apportions premiums paid to all health plans according to health severity and certain demographic factors. The CMS risk adjustment model provides higher per member payments for enrollees diagnosed with certain conditions and lower payments for enrollees who are healthier. Under this risk adjustment methodology, CMS calculates the risk adjusted premium payment using diagnosis and encounter data from hospital inpatient, hospital outpatient and physician treatment settings. The Company and health care providers collect, capture and submit the necessary and available data to CMS within prescribed deadlines. The Company estimates risk adjustment premium revenues based upon the data submitted and expected to be submitted to CMS. Risk adjustment data for the Company’s plans are subject to review by the government, including audit by regulators. See Note 12 for additional information regarding these audits.

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Products and Services

For the Company’s Optum Rx pharmacy care services business, the majority of revenues are derived from products sold through a contracted network of retail pharmacies or home delivery, specialty and community health pharmacies. Product revenues include the cost of pharmaceuticals (net of rebates), a negotiated dispensing fee and customer co-payments. Pharmacy products are billed to customers based on the number of transactions occurring during the billing period. Product revenues are recognized when the prescriptions are dispensed. The Company has entered into contracts in which it is primarily obligated to pay its network pharmacy providers for benefits provided to their customers regardless of whether the Company is paid. The Company is also involved in establishing the prices charged by retail pharmacies, determining which drugs will be included in formulary listings and selecting which retail pharmacies will be included in the network offered to plan sponsors’ members and accordingly, product revenues are reported on a gross basis.

Services revenue includes a number of services and products sold through Optum. Optum Health’s service revenues include net patient service revenues recorded based upon established billing rates, less allowances for contractual adjustments, and are recognized as services are provided. For its financial services offerings, Optum Health charges fees and earns investment income on managed funds. Optum Insight provides software and information products, advisory consulting arrangements and managed services outsourcing contracts, which may be delivered over several years. Optum Insight revenues are generally recognized over time and measured for each period based on the progress to date as services are performed or made available to customers.

Services revenue also consists of fees derived from services performed for customers who self-insure the health care costs of their employees and employees’ dependents. Under service fee contracts, the Company receives a monthly fixed fee per employee, which is recognized as revenue as the Company performs, or makes available, the applicable services to the customer. The customers retain the risk of financing health care costs for their employees and employees’ dependents, and the Company administers the payment of customer funds to physicians and other health care professionals from customer-funded bank accounts. As the Company has neither the obligation for funding the health care costs, nor the primary responsibility for providing the medical care, the Company does not recognize premium revenue and medical costs for these contracts in its Consolidated Financial Statements. For these fee-based customer arrangements, the Company provides coordination and facilitation of medical services; transaction processing; customer, consumer and care professional services; and access to contracted networks of physicians, hospitals and other health care professionals. These services are performed throughout the contract period.

As of December 31, 2024 and 2023, accounts receivables related to products and services were $9.9 billion and $8.6 billion, respectively. In 2024 and 2023, the Company had no material bad-debt expense and there were no material contract assets, contract liabilities or deferred contract costs recorded on the Consolidated Balance Sheets as of December 31, 2024 or 2023.

For the years ended December 31, 2024, 2023 and 2022, revenue recognized from performance obligations related to prior periods (for example, due to changes in transaction price) was not material.

As of December 31, 2024, revenue expected to be recognized in any future year related to remaining performance obligations, excluding revenue pertaining to contracts having an original expected duration of one year or less, contracts where revenue is recognized as invoiced and contracts with variable consideration related to undelivered performance obligations, was $12.7 billion, of which approximately half is expected to be recognized in the next three years.

See Note 14 for disaggregation of revenue by segment and type.

Medical Costs and Medical Costs Payable

The Company’s estimate of medical costs payable represents management’s best estimate of its liability for unpaid medical costs as of December 31, 2024.

Each period, the Company re-examines previously established medical costs payable estimates based on actual claim submissions and other changes in facts and circumstances. As more complete claim information becomes available, the Company adjusts the amount of the estimates and includes the changes in estimates in medical costs in the period in which the change is identified. Approximately 90% of claims related to medical care services are known and settled within 90 days from the date of service and substantially all within twelve months.

Medical costs and medical costs payable include estimates of the Company’s obligations for medical care services rendered on behalf of consumers, but for which claims have either not yet been received, processed, or paid. The Company develops estimates for medical care services incurred but not reported (IBNR), which includes estimates for claims which have not been received or fully processed, using an actuarial process consistently applied, centrally controlled and automated. The actuarial models consider factors such as time from date of service to claim processing, seasonal variances in medical care consumption, health care professional contract rate changes, care activity and other medical cost trends, membership volume and

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demographics, the introduction of new technologies, benefit plan changes and business mix changes related to products, customers and geography.

In developing its medical costs payable estimates, the Company applies different estimation methods depending on which incurred claims are being estimated. For the most recent two months, the Company estimates claim costs incurred by applying observed medical cost trend factors to the average per member per month medical costs incurred in prior months for which more complete claim data are available, supplemented by a review of near-term completion factors (actuarial estimates, based upon historical experience and analysis of current trends, of the percentage of incurred claims during a given period adjudicated by the Company at the date of estimation). For months prior to the most recent two months, the Company applies the completion factors to actual claims adjudicated-to-date to estimate the expected amount of ultimate incurred claims for those months.

Cost of Products Sold

The Company’s cost of products sold includes the cost of pharmaceuticals dispensed to unaffiliated customers either directly at its home delivery, specialty and community pharmacy locations, or indirectly through its nationwide network of participating pharmacies. Rebates attributable to unaffiliated clients are accrued as rebates receivable and a reduction of cost of products sold, with a corresponding payable for the amounts of the rebates to be remitted to those unaffiliated clients in accordance with their contracts and recorded in the Consolidated Statements of Operations as a reduction of product revenue. Cost of products sold also includes the cost of personnel to support the Company’s transaction processing services, system sales, maintenance and professional services.

Cash, Cash Equivalents and Investments

Cash and cash equivalents are highly liquid investments having an original maturity of three months or less. The fair value of cash and cash equivalents approximates their carrying value because of the short maturity of the instruments. Investments with maturities of less than one year are classified as short-term. Because of regulatory requirements, certain investments are included in long-term investments regardless of their maturity date. The Company classifies these investments as held-to-maturity and reports them at amortized cost. Substantially all other investments are classified as available-for-sale and reported at fair value based on quoted market prices, where available. Equity investments are measured at fair value, with certain exceptions where the Company has elected to measure investments with unobservable inputs at cost, subject to fair value adjustments upon an impairment or a transaction of the same or similar security. Changes in fair value of equity investments are recognized in net earnings.

The Company excludes unrealized gains and losses on available-for-sale debt securities from net earnings and reports them as comprehensive income and, net of income tax effects, as a separate component of equity. To calculate realized gains and losses on the sale of debt securities, the Company specifically identifies the cost of each investment sold.

The Company evaluates an available-for-sale debt security for credit-related impairment by considering the present value of expected cash flows relative to a security’s amortized cost, the extent to which fair value is less than amortized cost, the financial condition and near-term prospects of the issuer and specific events or circumstances which may influence the operations of the issuer. Credit-related impairments are recorded as an allowance, with an offset to investment and other income. Non-credit related impairments are recorded through other comprehensive income. If the Company intends to sell an impaired security, or will likely be required to sell a security before recovery of the entire amortized cost, the entire impairment is included in net earnings.

New information and the passage of time can change these judgments. The Company manages its investment portfolio to limit its exposure to any one issuer or market sector, and largely limits its investments to investment grade quality.

Assets Under Management

In July 2024, the Company amended its Medicare Supplement Program with a membership organization (the Medicare Supplement Program). The amendments provide the Company the right to use a trade name and other intellectual property in marketing efforts for Medicare Supplement offerings. Amounts previously reported as assets under management are now included within the Company’s Consolidated Balance Sheet based upon their classification.

For periods prior to the amended Medicare Supplement Program, the Company excluded the effects of certain balance sheet amounts in its Consolidated Statements of Cash Flows, while these effects are included for periods after the amendments.

Other Current Receivables

Other current receivables include amounts due from pharmaceutical manufacturers for rebates and Medicare Part D drug discounts, loans to care providers in response to the Change Healthcare cyberattack, accrued interest and other miscellaneous amounts due to the Company.

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The Company’s pharmacy care services businesses contract with pharmaceutical manufacturers, some of which provide rebates based on use of the manufacturers’ products by its affiliated and unaffiliated clients. The Company accrues rebates as they are earned by its clients on a monthly basis based on the terms of the applicable contracts, historical data and current estimates. The pharmacy care services businesses bill these rebates to the manufacturers on a monthly or quarterly basis depending on the contractual terms and record rebates attributable to affiliated clients as a reduction to medical costs. The Company generally receives rebates two to five months after billing. As of December 31, 2024 and 2023, total pharmaceutical manufacturer rebates receivable included in other receivables in the Consolidated Balance Sheets amounted to $12.5 billion and $11.0 billion, respectively.

Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets included pharmaceutical drug and supplies inventory of $3.8 billion and $2.8 billion as of December 31, 2024 and 2023, respectively.

Property, Equipment and Capitalized Software

Property, equipment and capitalized software are stated at cost, net of accumulated depreciation and amortization. Capitalized software consists of certain costs incurred in the development of internal-use software, including external direct costs of materials and services and applicable payroll costs of employees devoted to specific software development.

The Company calculates depreciation and amortization using the straight-line method over the estimated useful lives of the assets. The useful lives for property, equipment and capitalized software are:

Furniture, fixtures and equipment	3 to 10 years
Buildings	35 to 40 years
Capitalized software	3 to 5 years

Leasehold improvements are depreciated over the shorter of the remaining lease term or their estimated useful economic life.

Operating Leases

The Company leases facilities and equipment under long-term operating leases which are non-cancelable and expire on various dates. At the lease commencement date, lease right-of-use (ROU) assets and lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term, which includes all fixed obligations arising from the lease contract. If an interest rate is not implicit in a lease, the Company utilizes its incremental borrowing rate for a period closely matching the lease term.

The Company’s ROU assets are included in other assets, and lease liabilities are included in other current liabilities and other liabilities in the Company’s Consolidated Balance Sheet.

Goodwill

To determine whether goodwill is impaired, annually or more frequently if needed, the Company performs impairment tests. The Company may first assess qualitative factors to determine if it is more likely than not the carrying value of a reporting unit exceeds its estimated fair value. If our qualitative assessment indicates a goodwill impairment is more likely than not, we perform additional quantitative analyses. The Company may also elect to skip the qualitative testing and proceed directly to the quantitative testing. When performing quantitative testing, the Company first estimates the fair values of its reporting units using discounted cash flows. To determine fair values, the Company must make assumptions about a wide variety of internal and external factors. Significant assumptions used in the impairment analysis include financial projections of free cash flow (including significant assumptions about operations, capital levels and income taxes), long-term growth rates for determining terminal value and discount rates. Comparative market multiples are used to corroborate the results of the discounted cash flow test. If the fair value is less than the carrying value of the reporting unit, an impairment is recognized for the difference, up to the carrying amount of goodwill.

There was no impairment of goodwill during the years ended December 31, 2024, 2023 and 2022.

Intangible Assets

The Company’s finite-lived intangible assets are subject to impairment tests when events or circumstances indicate an intangible asset (or asset group) may be impaired. The Company’s indefinite-lived intangible assets are also tested for impairment annually. There was no impairment of intangible assets during the years ended December 31, 2024, 2023 and 2022.

Other Current Liabilities

Other current liabilities include health savings account deposits ($13.7 billion and $13.5 billion as of December 31, 2024 and 2023, respectively), accruals for premium rebates payable, the current portion of future policy benefits and customer balances.

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Policy Acquisition Costs

The Company’s short duration health insurance contracts typically have a one-year term and may be canceled by the customer with at least 30 days’ notice. Costs related to the acquisition and renewal of short duration customer contracts are primarily charged to expense as incurred.

Redeemable Noncontrolling Interests

Redeemable noncontrolling interests in the Company’s subsidiaries whose redemption is outside of the Company’s control are classified as temporary equity. These interests primarily relate to put options on unowned shares, which are typically redeemable at fair value after a certain time period. The Company accretes changes in the redemption value to the earliest redemption date utilizing the interest method. If all interests were currently redeemable, the difference between the carrying value and the estimated redemption value is not material. The following table provides details of the Company's redeemable noncontrolling interests’ activity for the years ended December 31, 2024 and 2023:

(in millions)	2024		2023
Redeemable noncontrolling interests, beginning of period	$	4,498	$	4,897
Net earnings	174		188
Acquisitions	33		122
Redemptions	(280)		(730)
Distributions	(125)		(144)
Fair value and other adjustments	23		165
Redeemable noncontrolling interests, end of period	$	4,323	$	4,498

Share-Based Compensation

The Company recognizes compensation expense for share-based awards, including stock options and restricted stock and restricted stock units (collectively, restricted shares), on a straight-line basis over the related service period (generally the vesting period) of the award, or to an employee’s eligible retirement date under the award agreement, if earlier. Restricted shares vest ratably, primarily over four years, and compensation expense related to restricted shares is based on the share price on the date of grant. Stock options vest ratably primarily over four years and may be exercised up to 10 years from the date of grant. Compensation expense related to stock options is based on the fair value at the date of grant, which is estimated on the date of grant using a binomial option-pricing model. Under the Company’s Employee Stock Purchase Plan (ESPP), eligible employees are allowed to purchase the Company’s stock at a discounted price, which is 90% of the market price of the Company’s common stock at the end of the six-month purchase period. Share-based compensation expense for all programs is recognized in operating costs in the Consolidated Statements of Operations.

Net Earnings Per Common Share

The Company computes basic earnings per common share attributable to UnitedHealth Group common shareholders by dividing net earnings attributable to UnitedHealth Group common shareholders by the weighted-average number of common shares outstanding during the period. The Company determines diluted net earnings per common share attributable to UnitedHealth Group common shareholders using the weighted-average number of common shares outstanding during the period, adjusted for potentially dilutive shares associated with stock options, restricted shares and the ESPP (collectively, common stock equivalents), using the treasury stock method. The treasury stock method assumes a hypothetical issuance of shares to settle the share-based awards, with the assumed proceeds used to purchase common stock at the average market price for the period. Assumed proceeds include the amount the employee must pay upon exercise and the average unrecognized compensation cost. The difference between the number of shares assumed issued and number of shares assumed purchased represents the dilutive shares.

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3.    Investments

A summary of debt securities by major security type is as follows:

(in millions)	Amortized<br>Cost		Gross<br>Unrealized<br>Gains		Gross<br>Unrealized<br>Losses		Fair<br>Value
December 31, 2024
Debt securities - available-for-sale:
U.S. government and agency obligations	$	4,600	$	1	$	(274)	$	4,327
State and municipal obligations	7,357		2		(375)		6,984
Corporate obligations	24,391		56		(1,140)		23,307
U.S. agency mortgage-backed securities	10,577		1		(994)		9,584
Non-U.S. agency mortgage-backed securities	2,890		2		(175)		2,717
Total debt securities - available-for-sale	49,815		62		(2,958)		46,919
Debt securities - held-to-maturity:
U.S. government and agency obligations	444		—		(2)		442
State and municipal obligations	28		—		(2)		26
Corporate obligations	40		—		—		40
Total debt securities - held-to-maturity	512		—		(4)		508
Total debt securities	$	50,327	$	62	$	(2,962)	$	47,427
December 31, 2023
Debt securities - available-for-sale:
U.S. government and agency obligations	$	4,674	$	3	$	(234)	$	4,443
State and municipal obligations	7,636		39		(322)		7,353
Corporate obligations	23,136		67		(1,186)		22,017
U.S. agency mortgage-backed securities	8,982		22		(708)		8,296
Non-U.S. agency mortgage-backed securities	3,023		3		(240)		2,786
Total debt securities - available-for-sale	47,451		134		(2,690)		44,895
Debt securities - held-to-maturity:
U.S. government and agency obligations	506		1		(6)		501
State and municipal obligations	28		—		(2)		26
Corporate obligations	69		—		—		69
Total debt securities - held-to-maturity	603		1		(8)		596
Total debt securities	$	48,054	$	135	$	(2,698)	$	45,491

Nearly all of the Company’s investments in mortgage-backed securities were rated “Double A” or better as of December 31, 2024.

The Company held $4.9 billion of equity securities as of December 31, 2024 and 2023. The Company’s investments in equity securities primarily consist of venture investments and employee savings plan related investments. Additionally, the Company’s investments included $3.8 billion and $1.4 billion of equity method investments primarily in operating businesses in the health care sector, as of December 31, 2024 and 2023, respectively. The allowance for credit losses on held-to-maturity securities as of December 31, 2024 and 2023 was not material.

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The amortized cost and fair value of debt securities as of December 31, 2024, by contractual maturity, were as follows:

	Available-for-Sale				Held-to-Maturity
(in millions)	Amortized<br>Cost		Fair<br>Value		Amortized<br>Cost		Fair<br>Value
Due in one year or less	$	3,952	$	3,932	$	320	$	319
Due after one year through five years	14,845		14,384		161		161
Due after five years through ten years	12,110		11,213		14		13
Due after ten years	5,441		5,089		17		15
U.S. agency mortgage-backed securities	10,577		9,584		—		—
Non-U.S. agency mortgage-backed securities	2,890		2,717		—		—
Total debt securities	$	49,815	$	46,919	$	512	$	508

The fair value of available-for-sale debt securities with gross unrealized losses by major security type and length of time that individual securities have been in a continuous unrealized loss position were as follows:

	Less Than 12 Months				12 Months or Greater				Total
(in millions)	Fair<br>Value		Gross<br>Unrealized<br>Losses		Fair<br>Value		Gross<br>Unrealized<br>Losses		Fair<br>Value		Gross<br>Unrealized<br>Losses
December 31, 2024
U.S. government and agency obligations	$	1,475	$	(51)	$	2,152	$	(223)	$	3,627	$	(274)
State and municipal obligations	2,593		(58)		4,085		(317)		6,678		(375)
Corporate obligations	7,402		(213)		11,449		(927)		18,851		(1,140)
U.S. agency mortgage-backed securities	4,791		(191)		4,674		(803)		9,465		(994)
Non-U.S. agency mortgage-backed securities	416		(5)		1,863		(170)		2,279		(175)
Total debt securities - available-for-sale	$	16,677	$	(518)	$	24,223	$	(2,440)	$	40,900	$	(2,958)
December 31, 2023
U.S. government and agency obligations	$	1,270	$	(7)	$	2,077	$	(227)	$	3,347	$	(234)
State and municipal obligations	907		(7)		4,063		(315)		4,970		(322)
Corporate obligations	1,826		(17)		14,696		(1,169)		16,522		(1,186)
U.S. agency mortgage-backed securities	1,337		(12)		5,069		(696)		6,406		(708)
Non-U.S. agency mortgage-backed securities	279		(6)		2,202		(234)		2,481		(240)
Total debt securities - available-for-sale	$	5,619	$	(49)	$	28,107	$	(2,641)	$	33,726	$	(2,690)

The Company’s unrealized losses from all securities as of December 31, 2024 were generated from approximately 34,000 positions out of a total of 43,000 positions. The Company believes it will timely collect the principal and interest due on its debt securities that have an amortized cost in excess of fair value. The unrealized losses were primarily caused by interest rate increases and not by unfavorable changes in the credit quality associated with these securities which impacted the Company’s assessment on collectibility of principal and interest. At each reporting period, the Company evaluates available-for-sale debt securities for any credit-related impairment when the fair value of the investment is less than its amortized cost. The Company evaluated the expected cash flows, the underlying credit quality and credit ratings of the issuers, noting no significant credit deterioration since purchase. As of December 31, 2024, the Company did not have the intent to sell any of the securities in an unrealized loss position. Therefore, the Company believes these losses to be temporary. The allowance for credit losses on available-for-sale debt securities as of December 31, 2024 and 2023 was not material.

4.    Fair Value

Certain assets and liabilities are measured at fair value in the Consolidated Financial Statements or have fair values disclosed in the Notes to the Consolidated Financial Statements. These assets and liabilities are classified into one of three levels of a hierarchy defined by GAAP. In instances in which the inputs used to measure fair value fall into different levels of the fair value hierarchy, the fair value measurement is categorized in its entirety based on the lowest level input which is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular item to the fair value measurement in its entirety requires judgment, including the consideration of inputs specific to the asset or liability.

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The fair value hierarchy is summarized as follows:

Level 1 — Quoted prices (unadjusted) for identical assets/liabilities in active markets.

Level 2 — Other observable inputs, either directly or indirectly, including:

•Quoted prices for similar assets/liabilities in active markets;

•Quoted prices for identical or similar assets/liabilities in inactive markets (e.g., few transactions, limited information, noncurrent prices, high variability over time);

•Inputs other than quoted prices observable for the asset/liability (e.g., interest rates, yield curves, implied volatilities, credit spreads); and

•Inputs corroborated by other observable market data.

Level 3 — Unobservable inputs cannot be corroborated by observable market data.

There were no transfers in or out of Level 3 financial assets or liabilities during the years ended December 31, 2024 or 2023.

Nonfinancial assets and liabilities or financial assets and liabilities measured at fair value on a nonrecurring basis are subject to fair value adjustments only in certain circumstances, such as when the Company records an impairment. For the years ended December 31, 2024, 2023 and 2022, the Company recognized $710 million, $276 million and $211 million respectively, of unrealized gains in investment and other income related to fair value adjustments on equity securities primarily in the Company’s venture portfolio, based upon transactions of the same or similar security. The assets and liabilities within our South American operations held for sale as of December 31, 2024 were measured at the lower of carrying value or fair value less cost to sell. Fair value is measured based upon unobservable amounts, such as estimated selling price derived from Company-specific information and market conditions. There were no other significant fair value adjustments for these assets and liabilities recorded during the years ended December 31, 2024, 2023 or 2022.

The following methods and assumptions were used to estimate the fair value and determine the fair value hierarchy classification of each class of financial instrument included in the tables below:

Cash and Cash Equivalents. The carrying value of cash and cash equivalents approximates fair value as maturities are less than three months. Fair values of cash equivalent instruments which do not trade on a regular basis in active markets are classified as Level 2.

Debt and Equity Securities. Fair values of debt securities and equity securities reported at fair value on a recurring basis are based on quoted market prices, where available. The Company obtains one price for each security primarily from a third-party pricing service (pricing service), which generally uses quoted or other observable inputs for the determination of fair value. The pricing service normally derives the security prices through recently reported trades for identical or similar securities, and, if necessary, makes adjustments through the reporting date based upon available observable market information. For securities not actively traded, the pricing service may use quoted market prices of comparable instruments or discounted cash flow analyses, incorporating inputs currently observable in the markets for similar securities. Inputs often used in the valuation methodologies include, but are not limited to, benchmark yields, credit spreads, default rates, prepayment speeds and nonbinding broker quotes. As the Company is responsible for the determination of fair value, it performs quarterly analyses on the prices received from the pricing service to determine whether the prices are reasonable estimates of fair value. Specifically, the Company compares the prices received from the pricing service to prices reported by a secondary pricing source, such as its custodian, its investment consultant and third-party investment advisors. Additionally, the Company compares changes in the reported market values and returns to relevant market indices to test the reasonableness of the reported prices. The Company’s internal price verification procedures and reviews of fair value methodology documentation provided by independent pricing services have not historically resulted in adjustment to the prices obtained from the pricing service.

Fair values of debt securities which do not trade on a regular basis in active markets but are priced using other observable inputs are classified as Level 2.

Fair value estimates for Level 1 and Level 2 equity securities reported at fair value on a recurring basis are based on quoted market prices for actively traded equity securities and/or other market data for the same or comparable instruments and transactions in establishing the prices.

The fair values of Level 3 investments in corporate bonds, which are not a significant portion of our investments, are estimated using valuation techniques relying heavily on management assumptions and qualitative observations.

Throughout the procedures discussed above in relation to the Company’s processes for validating third-party pricing information, the Company validates the understanding of assumptions and inputs used in security pricing and determines the proper classification in the hierarchy based on such understanding.

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Long-Term Debt. The fair values of the Company’s long-term debt are estimated and classified using the same methodologies as the Company’s investments in debt securities.

The following table presents a summary of fair value measurements by level and carrying values for items measured at fair value on a recurring basis in the Consolidated Balance Sheets:

(in millions)	Quoted Prices<br>in Active<br>Markets<br>(Level 1)			Other<br>Observable<br>Inputs<br>(Level 2)			Unobservable<br>Inputs<br>(Level 3)			Total<br>Fair and Carrying<br>Value
December 31, 2024
Cash and cash equivalents	$	25,248		$	64		$	—		$	25,312
Debt securities - available-for-sale:
U.S. government and agency obligations	4,194			133			—			4,327
State and municipal obligations	—			6,984			—			6,984
Corporate obligations	29			22,841			437			23,307
U.S. agency mortgage-backed securities	—			9,584			—			9,584
Non-U.S. agency mortgage-backed securities	—			2,717			—			2,717
Total debt securities - available-for-sale	4,223			42,259			437			46,919
Equity securities	1,859			24			65			1,948
Total assets at fair value	$	31,330		$	42,347		$	502		$	74,179
Percentage of total assets at fair value	42		%	57		%	1		%	100		%
December 31, 2023
Cash and cash equivalents	$	25,345		$	82		$	—		$	25,427
Debt securities - available-for-sale:
U.S. government and agency obligations	4,167			276			—			4,443
State and municipal obligations	—			7,353			—			7,353
Corporate obligations	15			21,800			202			22,017
U.S. agency mortgage-backed securities	—			8,296			—			8,296
Non-U.S. agency mortgage-backed securities	—			2,786			—			2,786
Total debt securities - available-for-sale	4,182			40,511			202			44,895
Equity securities	2,468			16			69			2,553
Assets under management	1,505			2,140			110			3,755
Total assets at fair value	$	33,500		$	42,749		$	381		$	76,630
Percentage of total assets at fair value	44		%	55		%	1		%	100		%

The following table presents a summary of fair value measurements by level and carrying values for certain financial instruments not measured at fair value on a recurring basis in the Consolidated Balance Sheets:

(in millions)	Quoted Prices<br>in Active<br>Markets<br>(Level 1)		Other<br>Observable<br>Inputs<br>(Level 2)		Unobservable<br>Inputs<br>(Level 3)		Total<br>Fair<br>Value		Total Carrying Value
December 31, 2024
Debt securities - held-to-maturity	$	482	$	26	$	—	$	508	$	512
Long-term debt and other financing obligations	$	—	$	70,565	$	—	$	70,565	$	75,604
December 31, 2023
Debt securities - held-to-maturity	$	524	$	72	$	—	$	596	$	603
Long-term debt and other financing obligations	$	—	$	59,851	$	—	$	59,851	$	61,449

The carrying amounts reported on the Consolidated Balance Sheets for other current financial assets and liabilities approximate fair value because of their short-term nature. These assets and liabilities are not listed in the table above.

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5.    Property, Equipment and Capitalized Software

A summary of property, equipment and capitalized software is as follows:

(in millions)	December 31, 2024		December 31, 2023
Land and improvements	$	364	$	712
Buildings and improvements	4,215		5,573
Computer equipment	2,267		2,007
Furniture and fixtures	1,694		2,375
Less accumulated depreciation	(3,645)		(4,210)
Property and equipment, net	4,895		6,457
Capitalized software	8,984		7,822
Less accumulated amortization	(3,326)		(2,829)
Capitalized software, net	5,658		4,993
Total property, equipment and capitalized software, net	$	10,553	$	11,450

Depreciation expense for property and equipment for the years ended December 31, 2024, 2023 and 2022 was $1.0 billion, $1.1 billion, and $1.1 billion, respectively. Amortization expense for capitalized software for the years ended December 31, 2024, 2023 and 2022 was $1.4 billion, $1.2 billion and $1.0 billion, respectively.

6.    Goodwill and Other Intangible Assets

Changes in the carrying amount of goodwill, by reportable segment, were as follows:

(in millions)	UnitedHealthcare		Optum Health		Optum Insight		Optum Rx		Consolidated
Balance at January 1, 2023	$	27,395	$	29,238	$	17,244	$	19,475	$	93,352
Acquisitions	296		8,023		1,802		—		10,121
Foreign currency effects and other adjustments, net	187		(182)		261		(7)		259
Balance at December 31, 2023	27,878		37,079		19,307		19,468		103,732
Acquisitions	—		2,071		—		2,305		4,376
Dispositions, foreign currency effects and other adjustments, net	(717)		(324)		(327)		(6)		(1,374)
Balance at December 31, 2024	$	27,161	$	38,826	$	18,980	$	21,767	$	106,734

The gross carrying value, accumulated amortization and net carrying value of other intangible assets were as follows:

	December 31, 2024						December 31, 2023
(in millions)	Gross Carrying Value		Accumulated Amortization		Net Carrying Value		Gross Carrying Value		Accumulated Amortization		Net Carrying Value
Customer-related	$	17,190	$	(6,675)	$	10,515	$	16,636	$	(5,909)	$	10,727
Trademarks and technology	2,917		(1,284)		1,633		2,508		(958)		1,550
Trade names, trademarks, operating licenses and certificates and other indefinite-lived	10,454		—		10,454		2,116		—		2,116
Other	1,057		(391)		666		1,213		(412)		801
Total	$	31,618	$	(8,350)	$	23,268	$	22,473	$	(7,279)	$	15,194

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The fair values and weighted-average useful lives assigned to intangible assets as a result of transactions completed during years ended:

	2024			2023
(in millions, except years)	Fair Value		Weighted-Average Useful Life	Fair Value		Weighted-Average Useful Life
Customer-related	$	1,258	12 years	$	477	12 years
Trademarks and technology	527		6 years	226		5 years
Other	22		8 years	44		9 years
Total finite-lived	$	1,807	10 years	$	747	9 years
Total indefinite-lived - trade names, trademarks, operating licenses and certificates and other	8,795			1,427
Total intangible assets	$	10,602		$	2,174

Estimated full year amortization expense relating to intangible assets for each of the next five years ending December 31 is as follows:

(in millions)
2025	$	1,655
2026	1,503
2027	1,424
2028	1,344
2029	1,211

Amortization expense relating to intangible assets for the years ended December 31, 2024, 2023 and 2022 was $1.7 billion, $1.6 billion and $1.3 billion, respectively.

7.    Medical Costs Payable

The following table shows the components of the change in medical costs payable for the years ended December 31:

(in millions)	2024		2023		2022
Medical costs payable, beginning of period	$	32,395	$	29,056	$	24,483
Acquisitions (dispositions), net	(755)		1		308
Reported medical costs:
Current year	264,885		242,734		211,252
Prior years	(700)		(840)		(410)
Total reported medical costs	264,185		241,894		210,842
Medical payments:
Payments for current year	(231,890)		(211,380)		(184,049)
Payments for prior years	(29,532)		(27,176)		(22,528)
Total medical payments	(261,422)		(238,556)		(206,577)
Less: medical costs payable included within businesses held for sale	(179)		—		—
Medical costs payable, end of period	$	34,224	$	32,395	$	29,056

For the years ended December 31, 2024, 2023 and 2022, prior years’ medical cost reserve development included no individual factors that were significant. Medical costs payable included IBNR of $23.7 billion and $22.3 billion at December 31, 2024 and 2023, respectively. Substantially all of the IBNR balance as of December 31, 2024 relates to the current year.

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The following is information about incurred and paid medical cost development as of December 31, 2024:

	Net Incurred Medical Costs
(in millions)	For the Years Ended December 31,
Year	2023		2024
2023	$	242,734	$	242,156
2024			264,885
Total			$	507,041
	Net Cumulative Medical Payments
(in millions)	For the Years Ended December 31,
Year	2023		2024
2023	$	(211,380)	$	(240,112)
2024			(231,890)
Total			(472,002)
Net remaining outstanding liabilities prior to 2023			119
Acquisitions (dispositions), net			(755)
Medical costs payable included within businesses held for sale			(179)
Total medical costs payable			$	34,224

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8.    Short-Term Borrowings and Long-Term Debt

Short-term borrowings and senior unsecured long-term debt consisted of commercial paper and notes as follows:

	Carrying Value as of December 31,					Carrying Value as of December 31,
(in millions, except percentages)	2024		2023		(continued)	2024		2023
Commercial paper	$	1,300	$	1,088	$1,000 4.625%, Jul 2035	971		1,014
$750 3.5%, Feb 2024	—		750		$850 5.8%, Mar 2036	838		838
$1,000 0.55%, May 2024	—		999		$500 6.5%, Jun 2037	492		491
$750 2.375%, Aug 2024	—		750		$650 6.625%, Nov 2037	641		640
$500 5%, Oct 2024	—		499		$1,100 6.875%, Feb 2038	1,079		1,078
$2,000 3.75%, Jul 2025	1,999		1,997		$1,250 3.5%, Aug 2039	1,243		1,242
$750 5.15%, Oct 2025	749		748		$1,000 2.75%, May 2040	970		968
$300 3.7%, Dec 2025	300		299		$300 5.7%, Oct 2040	296		296
$500 1.25%, Jan 2026	499		498		$350 5.95%, Feb 2041	346		346
$1,000 3.1%, Mar 2026	999		998		$1,500 3.05%, May 2041	1,485		1,484
$1,000 1.15%, May 2026	953		924		$600 4.625%, Nov 2041	590		590
$500 floating rate, Jul 2026	499		—		$502 4.375%, Mar 2042	487		486
$650 4.75%, Jul 2026	648		—		$625 3.95%, Oct 2042	610		609
$750 3.45%, Jan 2027	749		748		$750 4.25%, Mar 2043	737		736
$500 4.6%, Apr 2027	496		—		$1,500 5.5%, Jul 2044	1,475		—
$625 3.375%, Apr 2027	623		622		$2,000 4.75%, Jul 2045	1,976		1,975
$600 3.7%, May 2027	598		598		$750 4.2%, Jan 2047	739		739
$950 2.95%, Oct 2027	946		944		$725 4.25%, Apr 2047	718		718
$1,000 5.25%, Feb 2028	998		1,011		$950 3.75%, Oct 2047	935		935
$1,150 3.85%, Jun 2028	1,147		1,146		$1,350 4.25%, Jun 2048	1,332		1,331
$850 3.875%, Dec 2028	847		846		$1,100 4.45%, Dec 2048	1,087		1,087
$1,250 4.25%, Jan 2029	1,221		1,238		$1,250 3.7%, Aug 2049	1,237		1,236
$400 4.7%, Apr 2029	398		—		$1,250 2.9%, May 2050	1,212		1,211
$900 4%, May 2029	854		862		$2,000 3.25%, May 2051	1,972		1,972
$1,000 2.875%, Aug 2029	902		908		$2,000 4.75%, May 2052	1,966		1,966
$1,250 4.8%, Jan 2030	1,225		—		$2,000 5.875%, Feb 2053	1,968		1,968
$1,250 5.3%, Feb 2030	1,243		1,275		$2,000 5.05%, Apr 2053	1,969		1,969
$1,250 2%, May 2030	1,240		1,238		$1,750 5.375%, Apr 2054	1,729		—
$1,000 4.9%, Apr 2031	982		—		$2,750 5.625%, Jul 2054	2,724		—
$1,500 2.3%, May 2031	1,271		1,290		$1,250 3.875%, Aug 2059	1,229		1,229
$1,500 4.95%, Jan 2032	1,489		—		$1,000 3.125%, May 2060	967		966
$1,500 4.2%, May 2032	1,372		1,412		$1,000 4.95%, May 2062	981		981
$2,000 5.35%, Feb 2033	1,966		2,046		$1,500 6.05%, Feb 2063	1,466		1,466
$1,500 4.5%, Apr 2033	1,410		1,463		$1,750 5.2%, Apr 2063	1,710		1,709
$1,250 5%, Apr 2034	1,214		—		$1,100 5.5%, Apr 2064	1,085		—
$2,000 5.15%, Jul 2034	1,959		—		$1,850 5.75%, Jul 2064	1,822		—
					Total short-term borrowings and long-term debt	$	76,180	$	61,473

The Company’s long-term debt obligations also included $0.7 billion and $1.1 billion of other financing obligations, of which $197 million and $188 million were current as of December 31, 2024 and 2023, respectively.

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Maturities of short-term borrowings and long-term debt for the years ending December 31 are as follows:

(in millions)
2025	$	4,548
2026	3,756
2027	3,531
2028	3,106
2029	3,656
Thereafter	59,908

Short-Term Borrowings

Commercial paper consists of short-duration, senior unsecured debt privately placed on a discount basis through broker-dealers. As of December 31, 2024, the Company’s outstanding commercial paper had a weighted-average annual interest rate of 4.4%.

The Company has $7.0 billion five-year, $7.0 billion three-year and $7.0 billion 364-day revolving bank credit facilities with 26 banks, which mature in December 2029, December 2027 and December 2025, respectively. These facilities provide full liquidity support for the Company’s commercial paper program and are available for general corporate purposes. As of December 31, 2024, no amounts had been drawn on any of the bank credit facilities. The annual interest rates, which are variable based on term, are calculated based on one-month term Secured Overnight Financing Rate (SOFR) plus a SOFR Adjustment of 10 basis points plus a credit spread based on the Company’s senior unsecured credit ratings. If amounts had been drawn on the bank credit facilities as of December 31, 2024, annual interest rates would have ranged from 4.9% to 7.5%.

Debt Covenants

As of December 31, 2024, the Company was in compliance with the various covenants under its bank credit facilities.

9.    Income Taxes

The current income tax provision reflects the tax consequences of revenues and expenses currently taxable or deductible on various income tax returns for the year reported. The deferred income tax provision or benefit generally reflects the net change in deferred income tax assets and liabilities during the year, excluding any deferred income tax assets and liabilities of acquired businesses.

The components of income before income taxes, based upon tax jurisdiction, for the years ended December 31 are as follows:

(in millions)	2024		2023		2022
Income before income taxes:
Domestic	$	28,264	$	29,210	$	26,685
Foreign	(8,193)		(98)		(342)
Total income before income taxes	$	20,071	$	29,112	$	26,343

The components of the provision for income taxes for the years ended December 31 are as follows:

(in millions)	2024		2023		2022
Current Provision:
Federal	$	3,453	$	4,418	$	4,842
State and local	416		716		855
Foreign	1,256		1,079		680
Total current provision	5,125		6,213		6,377
Deferred benefit	(296)		(245)		(673)
Total provision for income taxes	$	4,829	$	5,968	$	5,704

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The reconciliation of the tax provision at the U.S. federal statutory rate to the provision for income taxes and the effective tax rate for the years ended December 31 is as follows:

(in millions, except percentages)	2024				2023				2022
Tax provision at the U.S. federal statutory rate	$	4,215	21.0	%	$	6,114	21.0	%	$	5,532	21.0	%
State income taxes, net of federal benefit	343		1.7		567		2.0		621		2.4
Share-based awards - excess tax benefit	(96)		(0.5)		(75)		(0.3)		(110)		(0.4)
Non-deductible compensation	171		0.9		174		0.6		150		0.6
Foreign rate differential	(369)		(1.8)		(442)		(1.5)		(265)		(1.0)
Tax effect of dispositions and other strategic transactions	1,215		6.1		(29)		(0.1)		(215)		(0.8)
Other, net	(650)		(3.3)		(341)		(1.2)		(9)		(0.1)
Provision for income taxes	$	4,829	24.1	%	$	5,968	20.5	%	$	5,704	21.7	%

Deferred income tax assets and liabilities are recognized for the differences between the financial and income tax reporting bases of assets and liabilities based on enacted tax rates and laws. The components of deferred income tax assets and liabilities as of December 31 are as follows:

(in millions)	2024		2023
Deferred income tax assets:
Accrued expenses and allowances	$	1,055	$	754
U.S. federal and state net operating loss carryforwards	442		417
Share-based compensation	189		173
Nondeductible liabilities	343		329
Non-U.S. tax loss carryforwards	21		1,061
Lease liability	846		930
Net unrealized losses on investments	669		586
Other-domestic	597		327
Other-non-U.S.	59		484
Subtotal	4,221		5,061
Less: valuation allowances	(397)		(366)
Total deferred income tax assets	3,824		4,695
Deferred income tax liabilities:
U.S. federal and state intangible assets	(4,479)		(3,712)
Non-U.S. goodwill and intangible assets	(82)		(731)
Capitalized software	(288)		(415)
Depreciation and amortization	(400)		(371)
Prepaid expenses	(374)		(326)
Outside basis in partnerships	(960)		(811)
Lease right-of-use asset	(833)		(914)
Other-non-U.S.	(28)		(436)
Total deferred income tax liabilities	(7,444)		(7,716)
Net deferred income tax liabilities	$	(3,620)	$	(3,021)

Valuation allowances are provided when it is considered more likely than not deferred tax assets will not be realized. The valuation allowances primarily relate to future tax benefits on certain federal, state and non-U.S. net operating loss carryforwards. Substantially all of the federal net operating loss carryforwards have indefinite carryforward periods; state net operating loss carryforwards expire beginning in 2025 through 2044, with some having an indefinite carryforward period. Additionally, as of December 31, 2024, the Company has historical non-U.S. net operating loss carryforwards for which a deferred tax asset and valuation allowance of $4.1 billion are not established because realization of the loss carryforwards is remote.

As of December 31, 2024, except for subsidiaries held for sale, the Company’s undistributed earnings from non-U.S. subsidiaries are intended to be indefinitely reinvested in non-U.S. operations, and therefore no U.S. deferred taxes have been recorded. Taxes payable on the remittance of such earnings would be minimal.

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A reconciliation of the beginning and ending amount of unrecognized tax benefits as of December 31 is as follows:

(in millions)	2024		2023		2022
Gross unrecognized tax benefits, beginning of period	$	3,716	$	3,081	$	2,310
Gross increases:
Current year tax positions	578		782		586
Prior year tax positions	10		97		206
Gross decreases:
Prior year tax positions	(121)		(212)		(21)
Statute of limitations lapses and settlements	(60)		(32)		—
Gross unrecognized tax benefits, end of period	$	4,123	$	3,716	$	3,081

The Company believes it is reasonably possible its liability for unrecognized tax benefits will decrease in the next twelve months by $101 million as a result of audit settlements and the expiration of statutes of limitations.

The Company classifies net interest and penalties associated with uncertain income tax positions as income taxes within its Consolidated Statements of Operations. During the years ended December 31, 2024, 2023 and 2022, the Company recognized $210 million, $177 million and $64 million of net interest and penalties, respectively. The Company had $637 million and $430 million of accrued interest and penalties for uncertain tax positions as of December 31, 2024 and 2023, respectively. These amounts are not included in the reconciliation above. As of December 31, 2024, there were $2.0 billion of unrecognized tax benefits which, if recognized, would affect the effective tax rate.

The Company currently files income tax returns in the United States, various states and localities and non-U.S. jurisdictions. The U.S. Internal Revenue Service (IRS) has completed exams on the consolidated income tax returns for fiscal years 2016 and prior. The Company’s 2017 through 2020 tax years are under review by the IRS under its Compliance Assurance Program. The Company is no longer subject to state income tax examinations prior to the 2015 tax year. The Company is subject to examination in non-U.S. jurisdictions for years 2015 and forward.

10.    Shareholders' Equity

Regulatory Capital and Dividend Restrictions

The Company’s regulated insurance and HMO subsidiaries are subject to regulations and standards in their respective jurisdictions. These standards, among other things, require these subsidiaries to maintain specified levels of statutory capital, as defined by each jurisdiction, and restrict the timing and amount of dividends and other distributions which may be paid to their parent companies. In the United States, most of these state regulations and standards are generally consistent with model regulations established by the NAIC. These standards generally permit dividends to be paid from statutory unassigned surplus of the regulated subsidiary and are limited based on the regulated subsidiary’s level of statutory net income and statutory capital and surplus. These dividends are referred to as “ordinary dividends” and generally may be paid without prior regulatory approval. If the dividend, together with other dividends paid within the preceding twelve months, exceeds a specified statutory limit or is paid from sources other than earned surplus, it is generally considered an “extraordinary dividend” and must receive prior regulatory approval.

For the year ended December 31, 2024, the Company’s domestic insurance and HMO subsidiaries paid their parent companies dividends of $9.2 billion, including $2.6 billion of extraordinary dividends. For the year ended December 31, 2023, the Company’s domestic insurance and HMO subsidiaries paid their parent companies dividends of $8.0 billion, including $4.9 billion of extraordinary dividends.

The Company's financially regulated subsidiaries had estimated aggregate statutory capital and surplus of $37.8 billion as of December 31, 2024. The estimated statutory capital and surplus necessary to satisfy regulatory requirements of the Company's financially regulated subsidiaries was approximately $20.4 billion as of December 31, 2024.

Optum Bank must meet minimum capital requirements of the FDIC under the capital adequacy rules to which it is subject. At December 31, 2024, the Company believes Optum Bank met the FDIC requirements to be considered “Well Capitalized.”

Share Repurchase Program

Under its Board of Directors’ authorization, the Company maintains a share repurchase program. The objectives of the share repurchase program are to optimize the Company’s capital structure and cost of capital, thereby improving returns to shareholders, as well as to offset the dilutive impact of share-based awards. Repurchases may be made from time to time in open market purchases or other types of transactions (including prepaid or structured share repurchase programs), subject to certain restrictions. In June 2024, the Board of Directors amended the Company’s share repurchase program to authorize the

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repurchase of up to 35 million shares of its common stock, in addition to all remaining shares authorized to be repurchased under the Board’s 2018 renewal of the program. The Board of Directors from time to time may further amend the share repurchase program in order to increase the authorized number of shares which may be repurchased under the program.

A summary of common share repurchases for the years ended December 31, 2024 and 2023 is as follows:

	Years Ended December 31,
(in millions, except per share data)	2024		2023
Common share repurchases, shares	17		16
Common share repurchases, average price per share	$	529.85	$	493.79
Common share repurchases, aggregate cost	$	8,942	$	8,000
Board authorized shares remaining	33		15

Dividends

In June 2024, the Company’s Board of Directors increased the Company’s quarterly cash dividend to shareholders to an annual rate of $8.40 compared to $7.52 per share, which the Company had paid since June 2023. Declaration and payment of future quarterly dividends is at the discretion of the Board and may be adjusted as business needs or market conditions change.

The following table provides details of the Company’s 2024 dividend payments:

Payment Date	Amount per Share		Total Amount Paid
			(in millions)
March 19	$	1.88	$	1,729
June 25	2.10		1,935
September 24	2.10		1,937
December 17	2.10		1,932

11.    Share-Based Compensation

The Company’s outstanding share-based awards consist mainly of non-qualified stock options and restricted shares. As of December 31, 2024, the Company had 48 million shares available for future grants of share-based awards under the 2020 Stock Incentive Plan. As of December 31, 2024, there were 16 million shares of common stock available for issuance under the ESPP.

Stock Options

Stock option activity for the year ended December 31, 2024 is summarized in the table below:

	Shares	Weighted-<br>Average<br>Exercise<br>Price		Weighted-<br>Average<br>Remaining<br>Contractual Life	Aggregate<br>Intrinsic Value
	(in millions)			(in years)	(in millions)
Outstanding at beginning of period	21	$	320
Granted	3	522
Exercised	(6)	253
Forfeited	(1)	480
Outstanding at end of period	17	370		5.6	$	2,338
Exercisable at end of period	10	298		4.2	2,115
Vested and expected to vest, end of period	17	368		5.5	2,335

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Restricted Shares

Restricted share activity for the year ended December 31, 2024 is summarized in the table below:

(shares in millions)	Shares	Weighted-Average<br>Grant Date<br>Fair Value<br>per Share
Nonvested at beginning of period	4	$	449
Granted	2	523
Vested	(2)	435
Nonvested at end of period	4	489

Other Share-Based Compensation Data

(in millions, except per share amounts)		For the Years Ended December 31,
	2024			2023			2022
Stock Options
Weighted-average grant date fair value of shares granted, per share		$	138		$	134		$	116
Total intrinsic value of stock options exercised		1,886			1,325			1,419
Restricted Shares
Weighted-average grant date fair value of shares granted, per share		523			493			483
Total fair value of restricted shares vested		690			803			760
Employee Stock Purchase Plan
Number of shares purchased		1			1			1
Share-Based Compensation Items
Share-based compensation expense, before tax		$	1,018		$	1,059		$	925
Share-based compensation expense, net of tax effects		896			937			836
Income tax benefit realized from share-based award exercises		216			231			207
(in millions, except years)	December 31, 2024
---	---	---
Unrecognized compensation expense related to share awards	$	1,099
Weighted-average years to recognize compensation expense	1.3

Share-Based Compensation Recognition and Estimates

The principal assumptions the Company used in calculating grant-date fair value for stock options were as follows:

	For the Years Ended December 31,
	2024	2023	2022
Risk-free interest rate	3.6% - 4.4%	3.8% - 4.6%	1.9% - 4.3%
Expected volatility	25.5% - 30.7%	29.7% - 30.6%	30.6% - 30.8%
Expected dividend yield	1.4% - 1.5%	1.3% - 1.5%	1.2%
Forfeiture rate	5.0%	5.0%	5.0%
Expected life in years	4.6	4.6	4.7

Risk-free interest rates are based on U.S. Treasury yields in effect at the time of grant. Expected volatilities are based on the historical volatility of the Company’s common stock and the implied volatility from exchange-traded options on the Company’s common stock. Expected dividend yields are based on the per share cash dividend paid by the Company. The Company uses historical data to estimate option exercises and forfeitures within the valuation model. The expected lives of options granted represent the periods of time the awards granted are expected to be outstanding based on historical exercise patterns.

Other Employee Benefit Plans

The Company offers a 401(k) plan for its employees. Compensation expense related to this plan was not material for the years ended December 31, 2024, 2023 and 2022.

In addition, the Company maintains non-qualified, deferred compensation plans, which allow certain members of senior management and executives to defer portions of their salary or bonus. The deferrals are recorded within long-term investments

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with an approximately equal amount in other liabilities in the Consolidated Balance Sheets. The total deferrals are distributable based upon termination of employment or other periods, as elected under each plan and were $2.1 billion and $1.9 billion as of December 31, 2024 and 2023, respectively.

12.    Commitments and Contingencies

Leases

Operating lease costs, including immaterial variable and short-term lease costs, were $1.4 billion, $1.4 billion and $1.3 billion for the years ended December 31, 2024, 2023 and 2022, respectively. Cash payments made on the Company’s operating lease liabilities were $1.1 billion, $1.1 billion and $1.0 billion for the years ended December 31, 2024, 2023 and 2022, respectively, which were classified within operating activities in the Consolidated Statements of Cash Flows. As of December 31, 2024, the Company’s weighted-average remaining lease term and weighted-average discount rate for its operating leases were 9.5 years and 4.7%, respectively.

As of December 31, 2024, future minimum annual lease payments under all non-cancelable operating leases were as follows:

(in millions)	Future Minimum Lease Payments
2025	$	1,014
2026	876
2027	688
2028	568
2029	583
Thereafter	2,465
Total future minimum lease payments	6,194
Less imputed interest	(1,305)
Total	$	4,889

Other Commitments

The Company provides guarantees related to its service level under certain contracts. If minimum standards are not met, the Company may be financially at risk up to a stated percentage of the contracted fee or a stated dollar amount. None of the amounts accrued, paid or charged to income for service level guarantees were material as of December 31, 2024, 2023 or 2022.

Pending Acquisitions

As of December 31, 2024, the Company has entered into agreements to acquire companies in the health care sector, subject to regulatory approval and other customary closing conditions. The total anticipated capital required for these acquisitions, excluding the payoff of acquired indebtedness, is approximately $4 billion.

Legal Matters

The Company is frequently made party to a variety of legal actions and regulatory inquiries, including class actions and suits brought by members, care providers, consumer advocacy organizations, customers and regulators, relating to the Company’s businesses, including management and administration of health benefit plans and other services. These matters include medical malpractice, employment, intellectual property, antitrust, privacy and contract claims and claims related to health care benefits coverage and other business practices.

The Company records liabilities for its estimates of probable costs resulting from these matters where appropriate. Estimates of costs resulting from legal and regulatory matters involving the Company are inherently difficult to predict, particularly where the matters: involve indeterminate claims for monetary damages or may involve fines, penalties or punitive damages; present novel legal theories or represent a shift in regulatory policy; involve a large number of claimants or regulatory bodies; are in the early stages of the proceedings; or could result in a change in business practices. Accordingly, the Company is often unable to estimate the losses or ranges of losses for those matters where there is a reasonable possibility or it is probable a loss may be incurred.

Government Investigations, Audits and Reviews

The Company has been involved or is currently involved in various governmental investigations, audits and reviews. These include routine, regular and special investigations, audits and reviews by CMS, state insurance and health and welfare departments, state attorneys general, the Office of the Inspector General, the Office of Personnel Management, the Office for Civil Rights, the Government Accountability Office, the Federal Trade Commission, U.S. Congressional committees, the U.S. Department of Justice (DOJ), the SEC, the IRS, the U.S. Drug Enforcement Administration, the U.S. Department of Labor, the

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FDIC, the Consumer Financial Protection Bureau, the Defense Contract Audit Agency, the Food and Drug Administration and other governmental authorities. Similarly, the Company’s international businesses are also subject to investigations, audits and reviews by applicable foreign governments and other non-U.S. governmental authorities. Certain of the Company’s businesses have been reviewed or are currently under review, including for, among other matters, compliance with coding and other requirements under the Medicare risk-adjustment model. CMS has selected certain of the Company’s local plans for risk adjustment data validation (RADV) audits to validate the coding practices of and supporting documentation maintained by health care providers and such audits may result in retrospective adjustments to payments made to the Company’s health plans. On February 14, 2017, the DOJ announced its decision to pursue certain claims within a lawsuit initially asserted against the Company and filed under seal by a whistleblower in 2011. The whistleblower’s complaint, which was unsealed on February 15, 2017, alleges the Company made improper risk adjustment submissions and violated the False Claims Act. On February 12, 2018, the court granted in part and denied in part the Company’s motion to dismiss. In May 2018, the DOJ moved to dismiss the Company’s counterclaims, which were filed in March 2018, and moved for partial summary judgment. In March 2019, the court denied the government’s motion for partial summary judgment and dismissed the Company’s counterclaims without prejudice. The Company cannot reasonably estimate the outcome which may result from this matter given its procedural status.

13.    Dispositions and Held for Sale

During the year ended December 31, 2024, the Company completed or initiated various business portfolio refinement and asset disposition activities. The Company recorded a loss of $7.1 billion related to the sale of its Brazil operations, of which $4.1 billion related to the impact of cumulative foreign currency translation losses previously included in accumulated other comprehensive loss, and a loss of $1.2 billion related to the reclassification of the Company’s remaining South American operations as held for sale, of which $855 million related to the impact of cumulative foreign currency translation losses.

As these losses relate to our strategic exit of South American markets and include significant losses related to foreign currency translation effects, these losses are included within loss on sale of subsidiary and subsidiaries held for sale on the Consolidated Statement of Operations. The sales of the Company’s remaining South American assets are expected to close within a year, subject to regulatory and other customary closing conditions. Assets and liabilities held for sale have been included within prepaid and other current assets and other current liabilities on the Consolidated Balance Sheet, respectively.

The assets and liabilities of the Brazil and held for sale disposal groups as of the date of the sale and as of December 31, 2024, respectively, were as follows:

(in millions)	Brazil <br>Disposition		Businesses <br>Held for Sale
Assets
Cash and cash equivalents	$	778	$	219
Accounts receivable and other current assets	515		573
Long-term investments	788		41
Property, equipment and capitalized software	1,052		641
Deferred tax assets	1,035		—
Goodwill and other intangible assets	317		413
Other long-term assets	439		231
Remeasurement of assets of businesses held for sale to fair value less cost to sell(1)	—		(1,224)
Total assets	$	4,924	$	894
Liabilities
Medical costs payable	$	701	$	179
Accounts payable and other current liabilities	834		338
Other long-term liabilities	136		504
Total liabilities	$	1,671	$	1,021

(1)      Includes the effect of $855 million of cumulative foreign currency translation losses and $56 million of noncontrolling interests.

As a result of continued portfolio refinement, the Company sold other businesses and assets and entered into strategic transactions. These transactions resulted in total consideration received of $3.0 billion and an additional $1.9 billion of equity method investments related to the valuation of our retained interests in certain transactions. The carrying value for these transactions was $1.0 billion, primarily related to goodwill. The gains from business portfolio refinement, including strategic

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transactions, were recorded within operating costs in the Consolidated Statement of Operations and contributed about 80 basis points ($3.3 billion) to the operating cost ratio, nearly half ($1.4 billion) related to Optum Health with the remainder split between UnitedHealthcare ($1.1 billion) and Optum Insight ($800 million). Certain transactions also included various put and call options, which were valued at $630 million and included in other liabilities on the Consolidated Balance Sheet. As of December 31, 2024 the total estimated future obligation under these arrangements if the Company decided or was required to repurchase these interests was up to $3.4 billion.

14.    Segment Financial Information

Factors used to determine the Company’s reportable segments include the nature of operating activities, economic characteristics, existence of separate senior management teams and the type of information used by the Company’s chief operating decision maker (CODM), which is the Chief Executive Officer, to evaluate its results of operations. Reportable segments with similar economic characteristics, products and services, customers, distribution methods and operational processes which operate in a similar regulatory environment are combined. The CODM uses consolidated expense information and segment earnings from operations to assess performance and determine allocation of resources.

The following is a description of the types of products and services from which each of the Company’s four reportable segments derives its revenues:

•UnitedHealthcare includes the combined results of operations of UnitedHealthcare Employer & Individual, UnitedHealthcare Medicare & Retirement and UnitedHealthcare Community & State. The businesses share significant common assets, including a contracted network of physicians, health care professionals, hospitals and other facilities, information technology and consumer engagement infrastructure and other resources. UnitedHealthcare Employer & Individual offers an array of consumer-oriented health benefit plans and services for employers and individuals. UnitedHealthcare Medicare & Retirement provides health care coverage and health and well-being services to individuals age 50 and older, addressing their unique needs. UnitedHealthcare Community & State provides diversified health care benefits products and services to state programs caring for the economically disadvantaged, the medically underserved and those without the benefit of employer-funded health care coverage.

•Optum Health focuses on care delivery, including value-based care; care management; wellness and consumer engagement and health financial services. Optum Health is building a comprehensive, connected health care delivery and engagement platform by directly providing high-quality care, helping people manage chronic and complex health needs, and proactively engaging consumers in managing their health through in-person, in-home, virtual and digital clinical platforms.

•Optum Insight brings together advanced analytics, technology and health care expertise to deliver integrated services and solutions. Hospital systems, physicians, health plans, governments, life sciences companies and other organizations depend on Optum Insight to help them improve performance, achieve efficiency, reduce costs, meet compliance mandates and modernize their core operating systems to meet the changing needs of the health system.

•Optum Rx offers pharmacy care services and programs, including retail network contracting, home delivery, specialty and community health pharmacy services, infusion, purchasing and clinical capabilities, and develops programs in areas such as step therapy, formulary management, drug adherence and disease and drug therapy management. Optum Rx integrates pharmacy and medical care and is positioned to serve patients with complex clinical needs and consumers looking for a better digital pharmacy experience with transparent pricing.

The Company’s accounting policies for reportable segment operations are consistent with those described in the Summary of Significant Accounting Policies (see Note 2). Transactions between reportable segments principally consist of sales of pharmacy care products and services to UnitedHealthcare customers by Optum Rx; care delivery, care management services and certain product offerings sold to UnitedHealthcare by Optum Health; and health information and technology solutions, consulting and other services sold to UnitedHealthcare by Optum Insight. These transactions are recorded at management’s estimate of fair value. Transactions with affiliated customers are eliminated in consolidation. Assets and liabilities jointly used are assigned to each reportable segment using estimates of pro-rata usage. Cash and investments are assigned so each reportable segment has working capital and/or at least minimum specified levels of regulatory capital.

As a percentage of the Company’s total consolidated revenues, premium revenues from CMS were 40%, 40% and 38% for the years ended December 31, 2024, 2023 and 2022, respectively, most of which were generated by UnitedHealthcare Medicare & Retirement and included in the UnitedHealthcare segment. U.S. customer revenue represented approximately 99%, 97% and 97% of consolidated total revenues for 2024, 2023 and 2022, respectively. Long-lived fixed assets located in the United States represented approximately 92% and 82% of the total long-lived fixed assets as of December 31, 2024 and 2023, respectively. The non-U.S. revenues and fixed assets are primarily related to UnitedHealthcare Employer & Individual’s international businesses.

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The following table presents the reportable segment financial information:

			Optum
(in millions)	UnitedHealthcare		Optum Health		Optum Insight		Optum Rx		Optum Eliminations		Optum		Corporate and<br>Eliminations		Consolidated
2024
Revenues - unaffiliated customers:
Premiums	$	286,004	$	22,806	$	—	$	—	$	—	$	22,806	$	—	$	308,810
Products	—		277		174		49,775		—		50,226		—		50,226
Services	9,791		16,153		6,466		3,630		—		26,249		—		36,040
Total revenues - unaffiliated customers	295,795		39,236		6,640		53,405		—		99,281		—		395,076
Total revenues - affiliated customers	—		63,883		11,881		79,512		(4,389)		150,887		(150,887)		—
Investment and other income	2,413		2,239		236		314		—		2,789		—		5,202
Total revenues	$	298,208	$	105,358	$	18,757	$	133,231	$	(4,389)	$	252,957	$	(150,887)	$	400,278
Total operating costs (a)	$	282,624	$	97,588	$	15,660	$	127,395	$	(4,389)	$	236,254	$	(150,887)	$	367,991
Earnings from operations	$	15,584	$	7,770	$	3,097	$	5,836	$	—	$	16,703	$	—	$	32,287
Interest expense	—		—		—		—		—		—		(3,906)		(3,906)
Loss on sale of subsidiary and subsidiaries held for sale	(8,310)		—		—		—		—		—		—		(8,310)
Earnings before income taxes	$	7,274	$	7,770	$	3,097	$	5,836	$	—	$	16,703	$	(3,906)	$	20,071
Total assets	$	119,009	$	96,472	$	34,452	$	59,086	$	—	$	190,010	$	(10,741)	$	298,278
Purchases of property, equipment and capitalized software	781		1,008		1,291		419		—		2,718		—		3,499
Depreciation and amortization	889		1,123		1,294		793		—		3,210		—		4,099
2023
Revenues - unaffiliated customers:
Premiums	$	269,052	$	21,775	$	—	$	—	$	—	$	21,775	$	—	$	290,827
Products	—		207		162		42,214		—		42,583		—		42,583
Services	10,057		14,109		7,760		2,197		—		24,066		—		34,123
Total revenues - unaffiliated customers	279,109		36,091		7,922		44,411		—		88,424		—		367,533
Total revenues - affiliated customers	—		57,696		10,896		71,484		(3,703)		136,373		(136,373)		—
Investment and other income	2,251		1,532		114		192		—		1,838		—		4,089
Total revenues	$	281,360	$	95,319	$	18,932	$	116,087	$	(3,703)	$	226,635	$	(136,373)	$	371,622
Total operating costs (a)	$	264,945	$	88,759	$	14,664	$	110,972	$	(3,703)	$	210,692	$	(136,373)	$	339,264
Earnings from operations	$	16,415	$	6,560	$	4,268	$	5,115	$	—	$	15,943	$	—	$	32,358
Interest expense	—		—		—		—		—		—		(3,246)		(3,246)
Earnings before income taxes	$	16,415	$	6,560	$	4,268	$	5,115	$	—	$	15,943	$	(3,246)	$	29,112
Total assets	$	110,943	$	89,432	$	34,173	$	51,266	$	—	$	174,871	$	(12,094)	$	273,720
Purchases of property, equipment and capitalized software	866		1,199		974		347		—		2,520		—		3,386
Depreciation and amortization	989		1,058		1,229		696		—		2,983		—		3,972
2022
Revenues - unaffiliated customers:
Premiums	$	238,783	$	18,374	$	—	$	—	$	—	$	18,374	$	—	$	257,157
Products	—		72		180		37,172		—		37,424		—		37,424
Services	10,035		10,917		4,996		1,603		—		17,516		—		27,551
Total revenues - unaffiliated customers	248,818		29,363		5,176		38,775		—		73,314		—		322,132
Total revenues - affiliated customers	—		40,883		9,288		60,936		(2,760)		108,347		(108,347)		—
Investment and other income	923		928		117		62		—		1,107		—		2,030
Total revenues	$	249,741	$	71,174	$	14,581	$	99,773	$	(2,760)	$	182,768	$	(108,347)	$	324,162
Total operating costs (a)	$	235,362	$	65,142	$	10,993	$	95,337	$	(2,760)	$	168,712	$	(108,347)	$	295,727
Earnings from operations	$	14,379	$	6,032	$	3,588	$	4,436	$	—	$	14,056	$	—	$	28,435
Interest expense	—		—		—		—		—		—		(2,092)		(2,092)
Earnings before income taxes	$	14,379	$	6,032	$	3,588	$	4,436	$	—	$	14,056	$	(2,092)	$	26,343
Total assets	$	107,094	$	68,950	$	31,090	$	47,476	$	—	$	147,516	$	(8,905)	$	245,705
Purchases of property, equipment and capitalized software	799		997		698		308		—		2,003		—		2,802
Depreciation and amortization	973		943		841		643		—		2,427		—		3,400

(a)    Total operating costs include medical costs, operating costs, cost of products sold and depreciation and amortization, as applicable for each reportable segment.

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ITEM 9.    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.

ITEM 9A.    CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

We maintain disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (Exchange Act) designed to provide reasonable assurance the information required to be disclosed by us in reports we file or submit under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in SEC rules and forms; and (ii) accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

In connection with the filing of this Annual Report on Form 10-K, management evaluated, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of the design and operation of our disclosure controls and procedures as of December 31, 2024. Based upon their evaluation, our Chief Executive Officer and Chief Financial Officer concluded our disclosure controls and procedures were effective at the reasonable assurance level as of December 31, 2024.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

There have been no changes in our internal control over financial reporting during the quarter ended December 31, 2024 which have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Report of Management on Internal Control Over Financial Reporting as of December 31, 2024

Management of UnitedHealth Group Incorporated and Subsidiaries (the Company) is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934. The Company’s internal control system is designed to provide reasonable assurance to our management and board of directors regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with generally accepted accounting principles. The Company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of consolidated financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the consolidated financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2024. In making this assessment, we used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework (2013). Based on our assessment and the COSO criteria, we believe that, as of December 31, 2024, the Company maintained effective internal control over financial reporting.

The Company’s independent registered public accounting firm has audited the Company’s internal control over financial reporting as of December 31, 2024, as stated in the Report of Independent Registered Public Accounting Firm, appearing under Item 9A.

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the shareholders and the Board of Directors of UnitedHealth Group Incorporated and Subsidiaries:

Opinion on Internal Control over Financial Reporting

We have audited the internal control over financial reporting of UnitedHealth Group Incorporated and subsidiaries (the “Company”) as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2024, of the Company and our report dated February 27, 2025, expressed an unqualified opinion on those financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Report of Management on Internal Control Over Financial Reporting as of December 31, 2024. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ DELOITTE & TOUCHE LLP
Minneapolis, Minnesota
February 27, 2025

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ITEM 9B.     OTHER INFORMATION

Trading Arrangements

During the quarter ended December 31, 2024, none of the Company’s directors or officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated any contract, instruction or written plan for the purchase or sale of Company securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act or under any non-Rule 10b5-1 trading arrangement.

ITEM 9C.    DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

Not Applicable.

PART III

ITEM  10.    DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

The following sets forth certain information regarding our directors as of February 27, 2025, including their name and principal occupation or employment:

Charles Baker	Michele Hooper
President<br>National Collegiate Athletic Association	Lead Independent Director<br>UnitedHealth Group<br>President and Chief Executive Officer<br>The Directors’ Council
Timothy Flynn	F. William McNabb III
Retired Chair<br>KPMG International	Former Chairman and Chief Executive Officer <br>The Vanguard Group, Inc.
Paul Garcia	Valerie Montgomery Rice, M.D.
Retired Chair and Chief Executive Officer<br>Global Payments Inc.	President and Chief Executive Officer<br>Morehouse School of Medicine
Kristen Gil	John Noseworthy, M.D.
Former Vice President and Business Finance Officer<br>Alphabet Inc.	Former Chief Executive Officer and President<br><br>Mayo Clinic
Stephen Hemsley	Andrew Witty
Chair<br>UnitedHealth Group	Chief Executive Officer<br>UnitedHealth Group

Pursuant to General Instruction G(3) to Form 10-K and the Instruction to Item 401 of Regulation S-K, information regarding our executive officers is provided in Part I, Item 1 under the caption “Information About our Executive Officers.”

We have adopted a code of ethics applicable to our principal executive officer and other senior financial officers, who include our principal financial officer, principal accounting officer, controller and persons performing similar functions. The code of ethics, entitled Code of Conduct: Our Principles of Ethics and Integrity, is posted on our website at www.unitedhealthgroup.com. For information about how to obtain the Code of Conduct, see Part I, Item 1, “Business.” We intend to satisfy the SEC’s disclosure requirements regarding amendments to, or waivers of, the code of ethics for our senior financial officers by posting such information on our website indicated above.

The remaining information required by Items 401, 405, 406 and 407(c)(3), (d)(4) and (d)(5) of Regulation S-K will be included under the headings “Corporate Governance” and “Proposal 1-Election of Directors” in our definitive proxy statement for our 2025 Annual Meeting of Shareholders, and such required information is incorporated herein by reference.

The information required by Item 408(b) of Regulation S-K will be included under the heading “Insider Trading Policy” in our definitive proxy statement for our 2025 Annual Meeting of Shareholders, and such required information is incorporated herein by reference. A copy of our insider trading policy is filed as Exhibit 19.1 to this Form 10-K.

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ITEM  11.    EXECUTIVE COMPENSATION

The information required by Items 402 and 407(e)(4) and (e)(5) of Regulation S-K will be included under the headings “Executive Compensation,” “Director Compensation,” “Corporate Governance - Risk Oversight” and “Compensation Committee Interlocks and Insider Participation” in our definitive proxy statement for our 2025 Annual Meeting of Shareholders, and such required information is incorporated herein by reference.

ITEM  12.    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

Equity Compensation Plan Information

The following table sets forth certain information as of December 31, 2024, concerning shares of common stock authorized for issuance under all of our equity compensation plans:

Plan category	(a)<br><br>Number of securities<br><br>to be issued upon exercise of outstanding options, warrants and rights	(b)<br><br>Weighted-average exercise price of outstanding options, warrants and rights		(c)<br><br>Number of securities<br><br>remaining available for<br><br>future issuance under<br><br>equity compensation plans (excluding securities reflected in column (a))
	(in millions)			(in millions)
Equity compensation plans approved by shareholders (1)	17	$	370	64	(3)
Equity compensation plans not approved by shareholders (2)	—			—
Total (2)	17	$	370	64

(1)Consists of the UnitedHealth Group Incorporated 2020 Stock Incentive Plan (the “2020 Stock Incentive Plan”), as amended, and the UnitedHealth Group 1993 Employee Stock Purchase Plan, as amended (the “ESPP”).

(2)Excludes 60,000 shares underlying stock options assumed by us in connection with acquisitions. These options have a weighted-average exercise price of $373 and an average remaining term of approximately 2.4 years. These options are administered pursuant to the terms of the plans under which the options originally were granted. No future awards will be granted under these acquired plans.

(3)Includes 16 million shares of common stock available for future issuance under the ESPP as of December 31, 2024, and 48 million shares available under the 2020 Stock Incentive Plan as of December 31, 2024. Shares available under the 2020 Stock Incentive Plan may become the subject of future awards in the form of stock options, stock appreciation rights, restricted stock, restricted stock units, performance awards and other stock-based awards.

The information required by Item 403 of Regulation S-K will be included under the heading “Security Ownership of Certain Beneficial Owners and Management” in our definitive proxy statement for our 2025 Annual Meeting of Shareholders, and such required information is incorporated herein by reference.

ITEM  13.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

The information required by Items 404 and 407(a) of Regulation S-K will be included under the headings “Certain Relationships and Transactions” and “Corporate Governance” in our definitive proxy statement for our 2025 Annual Meeting of Shareholders, and such required information is incorporated herein by reference.

ITEM  14.    PRINCIPAL ACCOUNTANT FEES AND SERVICES

The information required by Item 9(e) of Schedule 14A will be included under the heading “Disclosure of Fees Paid to Independent Registered Public Accounting Firm” in our definitive proxy statement for our 2025 Annual Meeting of Shareholders, and such required information is incorporated herein by reference.

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PART IV

ITEM  15.    EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)    1. Financial Statements

The financial statements are included under Item 8 of this report:

•Reports of Independent Registered Public Accounting Firm.

•Consolidated Balance Sheets as of December 31, 2024and 2023.

•Consolidated Statements of Operations for the years ended December 31, 2024, 2023, and 2022.

•Consolidated Statements of Comprehensive Income for the years ended December 31, 2024, 2023, and 2022.

•Consolidated Statements of Changes in Equity for the years ended December 31, 2024, 2023, and 2022.

•Consolidated Statements of Cash Flows for the years ended December 31, 2024, 2023, and 2022.

•Notes to the Consolidated Financial Statements.

2. Financial Statement Schedules

The following financial statement schedule of the Company is included in Item 15(c):

•Schedule I - Condensed Financial Information of Registrant (Parent Company Only).

All other schedules for which provision is made in the applicable accounting regulations of the SEC are not required under the related instructions, are inapplicable, or the required information is included in the consolidated financial statements, and therefore have been omitted.

(b)    The following exhibits are filed or incorporated by reference herein in response to Item 601 of Regulation S-K. The Company files Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K pursuant to the Securities Exchange Act of 1934 under Commission File No. 1‑10864.

EXHIBIT INDEX**

3.1	Certificate of Incorporation of UnitedHealth Group Incorporated (incorporated by reference to Exhibit 3.1 to UnitedHealth Group Incorporated’s Registration Statement on Form 8-A/A, Commission File No. 1-10864, filed on July 1, 2015)
3.2	Amended and Restated Bylaws of UnitedHealth Group Incorporated, effective February 23, 2021 (incorporated by reference to Exhibit 3.2 to UnitedHealth Group Incorporated’s Current Report on Form 8-K filed on February 26, 2021)
4.1	Amended and Restated Indenture, dated as of April 27, 2023, between UnitedHealth Group Incorporated and Wilmington Trust Company, as successor trustee (incorporated by reference to Exhibit 4.1 to UnitedHealth Group Incorporated’s Current Report on Form 8-K filed on April 28, 2023)
4.2	Indenture, dated as of February 4, 2008, between UnitedHealth Group Incorporated and U.S. Bank National Association (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-3, SEC File Number 333-149031, filed on February 4, 2008)
4.3	Supplemental Indenture, dated as of April 18, 2023, between UnitedHealth Group Incorporated and U.S. Bank Trust Company, National Association, as trustee, relating to the 6.875% Senior Notes due 2038 (incorporated by reference to Exhibit 4.1 to UnitedHealth Group Incorporated’s Current Report on Form 8-K filed on April 24, 2023)
4.4	Description of Common Stock (incorporated by reference to Exhibit 4.5 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2019)
*10.1	UnitedHealth Group 2020 Stock Incentive Plan (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-8, SEC File Number 333-238854, filed on June 1, 2020)
*10.2	Form of Agreement for Restricted Stock Unit Award to Executives under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (2024 Version) (incorporated by reference to Exhibit 10.2 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2023)
*10.3	Form of Agreement for Nonqualified Stock Option Award to Executives under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (2024 Version) (incorporated by reference to Exhibit 10.3 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2023)
*10.4	Form of Agreement for Performance-Based Restricted Stock Unit Award to Executives under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (2024 Version) (incorporated by reference to Exhibit 10.4 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2023)

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*10.5	Form of Agreement for Restricted Stock Unit Award under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (Witty) (2024 Version) (incorporated by reference to Exhibit 10.5 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2023)
*10.6	Form of Agreement for Nonqualified Stock Option Award under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (Witty) (2024 Version)https://www.sec.gov/Archives/edgar/data/731766/000073176624000081/unhex10612312023.htm(incorporated by reference to Exhibit 10.6 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2023)
*10.7	Form of Agreement for Performance-Based Restricted Stock Unit Award under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (Witty) (2024 Version)(incorporated by reference to Exhibit 10.7 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2023)
*10.8	Form of Agreement for Restricted Stock Unit Award to Executives under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (2023 Version) (incorporated by reference to Exhibit 10.2 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2022)
*10.9	Form of Agreement for Nonqualified Stock Option Award to Executives under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (2023 Version) (incorporated by reference to Exhibit 10.3 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2022)
*10.10	Form of Agreement for Performance-Based Restricted Stock Unit Award to Executives under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (2023 Version) (incorporated by reference to Exhibit 10.4 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2022)
*10.11	Form of Agreement for Restricted Stock Unit Award under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (Witty) (2023 Version) (incorporated by reference to Exhibit 10.5 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2022)
*10.12	Form of Agreement for Nonqualified Stock Option Award under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (Witty) (2023 Version) (incorporated by reference to Exhibit 10.6 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2022)
*10.13	Form of Agreement for Performance-Based Restricted Stock Unit Award under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (Witty) (2023 Version) (incorporated by reference to Exhibit 10.7 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2022)
*10.14	Form of Agreement for Restricted Stock Unit Award to Executives under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (incorporated by reference to Exhibit 10.2 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2021)
*10.15	Form of Agreement for Nonqualified Stock Option Award to Executives under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (incorporated by reference to Exhibit 10.3 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2021)
*10.16	Form of Agreement for Performance-Based Restricted Stock Unit Award to Executives under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (incorporated by reference to Exhibit 10.4 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2021)
*10.17	Form of Agreement for Restricted Stock Unit Award under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (Witty) (incorporated by reference to Exhibit 10.5 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2021)
*10.18	Form of Agreement for Nonqualified Stock Option Award under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (Witty) (incorporated by reference to Exhibit 10.6 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2021)
*10.19	Form of Agreement for Performance-Based Restricted Stock Unit Award under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (Witty) (incorporated by reference to Exhibit 10.7 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2021)
*10.20	UnitedHealth Group Incorporated 2011 Stock Incentive Plan, as amended and restated in 2018 (incorporated by reference to Exhibit 10.1 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2018)
*10.21	Form of Agreement for Non-Qualified Stock Option Award to Executives under UnitedHealth Group Incorporated’s 2011 Stock Incentive Plan, as amended and restated in 2015, for awards made after January 1, 2016 (incorporated by reference to Exhibit 10.4 to UnitedHealth Group Incorporated’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2015)
*10.22	Form of Agreement for Restricted Stock Unit Award to Executives under UnitedHealth Group Incorporated’s 2011 Stock Incentive Plan, as amended and restated in 2015, for awards made after January 1, 2016 (incorporated by reference to Exhibit 10.5 to UnitedHealth Group Incorporated’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2015)
*10.23	Form of Agreement for Performance-based Restricted Stock Unit Award to Executives under UnitedHealth Group Incorporated’s 2011 Stock Incentive Plan, as amended and restated in 2015, for awards made after January 1, 2016 (incorporated by reference to Exhibit 10.6 to UnitedHealth Group Incorporated’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2015)

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*10.24	Form of Agreement for Deferred Stock Unit Award to Non-Employee Directors under UnitedHealth Group Incorporated’s 2011 Stock Incentive Plan (incorporated by reference to Exhibit 10.6 to UnitedHealth Group Incorporated’s Current Report on Form 8-K filed on May 27, 2011)
*10.25	Form of Agreement for Deferred Stock Unit Award to Non-Employee Directors under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (incorporated by reference to Exhibit 10.11 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2021)
*10.26	Form of Indemnification Agreement (incorporated by reference to Exhibit 10.1 to UnitedHealth Group Incorporated’s Current Report on Form 8-K filed on July 1, 2015)
*10.27	Amended and Restated UnitedHealth Group Incorporated 2008 Executive Incentive Plan, effective as of December 31, 2023 (incorporated by reference to exhibit 10.30 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2023)
*10.28	UnitedHealth Group Executive Savings Plan (2024 Statement) (incorporated by reference to Exhibit 10.31 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2023)
*10.29	Executive Long-Term Disability Program, dated as of January 1, 2021 (incorporated by reference to Exhibit 10.28 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2022)
*10.30	Summary of Non-Management Director Compensation, effective as of October 1, 2022 (incorporated by reference to Exhibit 10.29 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2022)
*10.31	UnitedHealth Group Directors’ Compensation Deferral Plan (2023 Statement) (incorporated by reference to Exhibit 10.30 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2022)
*10.32	Avery Parent Holdings, Inc. 2020 Stock Option and Grant Plan (incorporated by reference to Exhibit 10.31 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2022)
*10.33	Change Healthcare Inc. 2019 Omnibus Incentive Plan (incorporated by reference to Exhibit 4.3 to UnitedHealth Group Incorporated’s Registration Statement on Form S-8, SEC File Number 333-267716, filed on October 3, 2022)
*10.34	Amended and Restated HCIT Holdings, Inc. 2009 Equity Incentive Plan (incorporated by reference to Exhibit 4.4 to UnitedHealth Group Incorporated’s Registration Statement on Form S-8, SEC File Number 333-267716, filed on October 3, 2022)
*10.35	Audax Health Solutions, Inc. 2010 Equity Incentive Plan, as amended (incorporated by reference to Exhibit 4.4 to UnitedHealth Group Incorporated’s Post-Effective Amendment No. 1 to Registration Statement on Form S-8, SEC File Number 333-205826, filed on February 15, 2017)
*10.36	Surgical Care Affiliates, Inc. 2016 Omnibus Long-Term Incentive Plan (incorporated by reference to Exhibit 4.3 to UnitedHealth Group Incorporated’s Post-Effective Amendment No. 1 on Form S-8 to Registration Statement on Form S-4, SEC File Number 333-216153, filed on March 27, 2017)
*10.37	Surgical Care Affiliates, Inc. 2013 Omnibus Long-Term Incentive Plan (incorporated by reference to Exhibit 4.4 to UnitedHealth Group Incorporated’s Post-Effective Amendment No. 1 on Form S-8 to Registration Statement on Form S-4, SEC File Number 333-216153, filed on March 27, 2017)
*10.38	Surgical Care Affiliates, Inc. Management Equity Incentive Plan (incorporated by reference to Exhibit 4.5 to UnitedHealth Group Incorporated’s Post-Effective Amendment No. 1 on Form S-8 to Registration Statement on Form S-4, SEC File Number 333-216153, filed on March 27, 2017)
*10.39	Surgical Care Affiliates, Inc. Directors and Consultants Equity Incentive Plan (incorporated by reference to Exhibit 4.6 to UnitedHealth Group Incorporated’s Post-Effective Amendment No. 1 on Form S-8 to Registration Statement on Form S-4, SEC File Number 333-216153, filed on March 27, 2017)
*10.40	The Advisory Board Company Amended and Restated 2009 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 to The Advisory Board Company’s Current Report on Form 8-K filed on June 15, 2015)
*10.41	The Advisory Board Company 2005 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 to The Advisory Board Company’s Current Report on Form 8-K filed on November 17, 2005)
*10.42	Amended and Restated Employment Agreement, effective as of June 7, 2016, between United HealthCare Services, Inc. and John Rex (incorporated by reference to Exhibit 10.1 to UnitedHealth Group Incorporated’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2016)
*10.43	Amended and Restated Employment Agreement, dated February 3, 2021, between the Company and Andrew P Witty (incorporated by reference to Exhibit 5.02 to UnitedHealth Group Incorporated’s Current Report on Form 8-K filed on February 8, 2021)
*10.44	Amended and Restated Employment Agreement, effective as of February 12, 2018, between United HealthCare Services, Inc. and Brian R. Thompson (incorporated by reference to Exhibit 10.38 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2021)
*10.45	Amended and Restated Employment Agreement, effective as of April 1, 2024, between United HealthCare Services, Inc. and Heather Cianfrocco

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*10.46	Employment Agreement, effective as of January 9, 2017, between United HealthCare Services, Inc. and Erin McSweeney
*10.47	Amendment to Employment Agreement, effective as of March 1, 2021, between United HealthCare Services, Inc. and Erin McSweeney
*10.48	Amended and Restated Employment Agreement, effective as of June 4, 2024, between United HealthCare Services, Inc. and Christopher Zaetta
19.1	Insider Trading Policy
21.1	Subsidiaries of UnitedHealth Group Incorporated
23.1	Consent of Independent Registered Public Accounting Firm
24.1	Power of Attorney
31.1	Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
97.1	UnitedHealth Group Dodd-Frank Clawback Policy, effective December 1, 2023 (incorporated by reference to Exhibit 97.1 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2023)
101.INS	XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH	Inline XBRL Taxonomy Extension Schema Document.
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104	Cover Page Interactive Data File (formatted as Inline XBRL and embedded within Exhibit 101).

________________________________________________

*	Denotes management contracts and compensation plans in which certain directors and named executive officers participate and which are being filed pursuant to Item 601(b)(10)(iii)(A) of Regulation S-K.
**	Pursuant to Item 601(b)(4)(iii) of Regulation S-K, copies of instruments defining the rights of certain holders of long-term debt are not filed. The Company will furnish copies thereof to the SEC upon request.

(c)    Financial Statement Schedule

Schedule I - Condensed Financial Information of Registrant (Parent Company Only).

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Schedule I

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the shareholders and the Board of Directors of UnitedHealth Group Incorporated and Subsidiaries:

Opinion on the Financial Statement Schedule

We have audited the consolidated financial statements of UnitedHealth Group Incorporated and Subsidiaries (the “Company”) as of December 31, 2024 and 2023, and for each of the three years in the period ended December 31, 2024, and the Company’s internal control over financial reporting as of December 31, 2024, and have issued our reports thereon dated February 27, 2025; such reports are included elsewhere in this Form 10-K. Our audits also included the financial statement schedule of the Company listed in the Index at Item 15. This financial statement schedule is the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statement schedule based on our audits. In our opinion, the financial statement schedule, when considered in relation to the consolidated financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.

/s/    DELOITTE & TOUCHE LLP
Minneapolis, Minnesota
February 27, 2025

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Schedule I

Condensed Financial Information of Registrant

(Parent Company Only)

UnitedHealth Group

Condensed Balance Sheets

(in millions, except per share data)	December 31,<br>2024		December 31,<br>2023
Assets
Current assets:
Cash and cash equivalents	$	234	$	776
Other current assets	411		570
Total current assets	645		1,346
Equity in net assets of subsidiaries	179,209		153,692
Long-term notes receivable from subsidiaries	6,062		5,693
Other assets	920		831
Total assets	$	186,836	$	161,562
Liabilities and shareholders’ equity
Current liabilities:
Accounts payable and accrued liabilities	$	1,501	$	1,116
Short-term notes payable to subsidiaries	2,016		9,887
Short-term borrowings and current maturities of long-term debt	4,348		4,086
Total current liabilities	7,865		15,089
Long-term debt, less current maturities	71,831		57,387
Long-term notes payable to subsidiaries	14,405		—
Other liabilities	77		330
Total liabilities	94,178		72,806
Commitments and contingencies (Note 4)
Shareholders’ equity:
Preferred stock, $0.001 par value -10 shares authorized; no shares issued or outstanding	—		—
Common stock, $0.01 par value - 3,000 shares authorized; 915 and 924 issued and outstanding	9		9
Retained earnings	96,036		95,774
Accumulated other comprehensive loss	(3,387)		(7,027)
Total UnitedHealth Group shareholders’ equity	92,658		88,756
Total liabilities and shareholders’ equity	$	186,836	$	161,562

See Notes to the Condensed Financial Statements of Registrant

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Schedule I

Condensed Financial Information of Registrant

(Parent Company Only)

UnitedHealth Group

Condensed Statements of Comprehensive Income

	For the Years Ended December 31,
(in millions)	2024		2023		2022
Revenues:
Investment and other income	$	368	$	312	$	255
Total revenues	368		312		255
Operating costs:
Operating costs	108		35		121
Interest expense	4,544		3,469		2,110
Total operating costs	4,652		3,504		2,231
Loss before income taxes	(4,284)		(3,192)		(1,976)
Benefit for income taxes	1,032		654		429
Loss of parent company	(3,252)		(2,538)		(1,547)
Equity in undistributed income of subsidiaries	17,657		24,919		21,667
Net earnings	14,405		22,381		20,120
Other comprehensive income (loss)	3,640		1,366		(3,009)
Comprehensive income	$	18,045	$	23,747	$	17,111

See Notes to the Condensed Financial Statements of Registrant

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Schedule I

Condensed Financial Information of Registrant

(Parent Company Only)

UnitedHealth Group

Condensed Statements of Cash Flows

	For the Years Ended December 31,
(in millions)	2024		2023		2022
Operating activities
Cash flows from operating activities	$	4,852	$	17,443	$	14,754
Investing activities
Issuances of notes to subsidiaries	(349)		(41)		(567)
Repayments of notes to subsidiaries	225		817		281
Cash paid for acquisitions and other transactions	(13,750)		(8,144)		(20,728)
Return of capital to parent company	21		639		1,424
Capital contributions to subsidiaries	—		(2,472)		(570)
Cash received from dispositions, net	2,444		624		2,787
Other, net	30		286		—
Cash flows used for investing activities	(11,379)		(8,291)		(17,373)
Financing activities
Common stock repurchases	(9,000)		(8,000)		(7,000)
Proceeds from common stock issuances	1,846		1,353		1,253
Cash dividends paid	(7,533)		(6,761)		(5,991)
(Repayments of) proceeds from short-term borrowings, net	(151)		11		732
Proceeds from issuance of long-term debt	17,811		6,394		14,819
Repayments of long-term debt	(3,000)		(2,125)		(3,015)
(Repayments of) proceeds from short-term notes from subsidiaries, net	(7,966)		1,188		594
Proceeds from long-term notes from subsidiaries	14,396		—		—
Repayments of long-term notes from subsidiaries	(28)		—		—
Other, net	(390)		(702)		(674)
Cash flows from (used for) financing activities	5,985		(8,642)		718
(Decrease) increase in cash and cash equivalents	(542)		510		(1,901)
Cash and cash equivalents, beginning of period	776		266		2,167
Cash and cash equivalents, end of period	$	234	$	776	$	266
Supplemental cash flow disclosures
Cash paid for interest	$	4,241	$	3,257	$	1,969
Cash paid for income taxes	2,450		4,426		4,298

See Notes to the Condensed Financial Statements of Registrant

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Schedule I

Condensed Financial Information of Registrant

(Parent Company Only)

UnitedHealth Group

Notes to Condensed Financial Statements

1.    Basis of Presentation

UnitedHealth Group’s parent company financial information has been derived from its consolidated financial statements and should be read in conjunction with the consolidated financial statements included in this Form 10-K. The accounting policies for the registrant are the same as those described in Note 2 of the Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data.”

2.    Subsidiary Transactions

Investment in Subsidiaries. UnitedHealth Group’s investment in subsidiaries is stated at cost plus equity in undistributed earnings of subsidiaries.

Dividends and Capital Distributions. Cash dividends received from subsidiaries and included in Cash Flows from Operating Activities in the Condensed Statements of Cash Flows were $19.3 billion, $18.5 billion and $15.6 billion in 2024, 2023 and 2022, respectively. Additionally, $21 million, $639 million and $1.4 billion in cash were received as a return of capital to the parent company during 2024, 2023 and 2022, respectively.

3.    Short-Term Borrowings and Long-Term Debt

Discussion of short-term borrowings and long-term debt can be found in Note 8 of the Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data.” Long-term debt obligations of the parent company do not include other financing obligations at subsidiaries which totaled $0.7 billion and $1.1 billion at December 31, 2024 and 2023.

Maturities of short-term borrowings and long-term debt for the years ending December 31 are as follows:

(in millions)
2025	$	4,350
2026	3,650
2027	3,425
2028	3,000
2029	3,550
Thereafter	59,802

UnitedHealth Group’s parent company had short-term notes payable to subsidiaries of $2.0 billion and $9.9 billion as of December 31, 2024 and 2023, respectively, which included on-demand features. UnitedHealth Group’s parent company had long-term notes payable to subsidiaries of $14.4 billion as of December 31, 2024.

4. Commitments and Contingencies

Certain subsidiaries are guaranteed by UnitedHealth Group’s parent company in the event of insolvency. UnitedHealth Group’s parent company also provides guarantees related to its service level under certain contracts. None of the amounts accrued, paid or charged to income for service level guarantees were material as of December 31, 2024, 2023 or 2022.

For a summary of commitments and contingencies, see Note 12 of the Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data.”

ITEM  16.    FORM 10-K SUMMARY

None.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated: February 27, 2025

UNITEDHEALTH GROUP INCORPORATED
By	/s/    ANDREW WITTY
	Andrew Witty<br>Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature	Title	Date
/s/ ANDREW WITTY	Director and Chief Executive Officer<br>(principal executive officer)	February 27, 2025
Andrew Witty
/s/ JOHN REX	President and Chief Financial Officer<br>(principal financial officer)	February 27, 2025
John Rex
/s/ THOMAS ROOS	Senior Vice President and<br>Chief Accounting Officer<br>(principal accounting officer)	February 27, 2025
Thomas Roos
*	Director	February 27, 2025
Charles Baker
*	Director	February 27, 2025
Timothy Flynn
*	Director	February 27, 2025
Paul Garcia
*	Director	February 27, 2025
Kristen Gil
*	Director	February 27, 2025
Stephen Hemsley
*	Director	February 27, 2025
Michele Hooper
*	Director	February 27, 2025
F. William McNabb III
*	Director	February 27, 2025
Valerie Montgomery Rice, M.D.
*	Director	February 27, 2025
John Noseworthy, M.D.
*By	/s/ CHRISTOPHER ZAETTA
---	---
	Christopher Zaetta<br>As Attorney-in-Fact

80

Document

Exhibit 10.45

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

This Amended and Restated Employment Agreement is between Heather Cianfrocco (“Executive”) and United HealthCare Services, Inc. (“UnitedHealth Group”), and is effective April 1, 2024 (the “Effective Date”). This Agreement’s purposes are to set forth certain terms of Executive’s employment by UnitedHealth Group or one of its affiliates and to protect UnitedHealth Group’s knowledge, expertise, customer relationships, and confidential information. Unless the context otherwise requires, “UnitedHealth Group” includes all its affiliated entities. This Agreement supersedes and replaces Executive’s Employment Agreement with UnitedHealth Group effective February 17, 2019, as amended effective June 28, 2019, and June 1, 2020.

1.Employment and Duties.

A.Employment. UnitedHealth Group hereby employs Executive, and Executive accepts employment, under this Agreement’s terms.

B.Title and Duties. Executive will be employed as Executive Vice President and Chief Executive Officer, Optum. Executive will perform such duties, and exercise such supervision and control, as are commonly associated with Executive’s position, as well as perform such other duties as are reasonably assigned to Executive. Executive will devote substantially all of Executive’s business time and energy to Executive’s duties. Executive will maintain operations in Executive’s area of responsibility, and make every reasonable effort to ensure that the employees within that area of responsibility act, in compliance with applicable law and UnitedHealth Group’s Code of Conduct, as amended from time to time. Executive is subject to all of UnitedHealth Group’s employment policies and procedures (except as specifically superseded by this Agreement).

2.Compensation and Benefits.

A.Base Salary. Executive’s initial annual base salary will be $1,000,000, less applicable withholdings and deductions, payable according to UnitedHealth Group’s regular payroll schedule. Periodic adjustments to Executive’s base salary may be made in UnitedHealth Group’s sole discretion.

B.Incentive Compensation. Executive will be eligible to participate in UnitedHealth Group’s incentive compensation plans in UnitedHealth Group’s discretion and in accordance with the plans’ terms and conditions. Executive’s initial target bonus potential will be 200% of annual base salary, subject to periodic adjustments in UnitedHealth Group’s discretion.

C.Stock Plan Award Program. Executive will be eligible to participate in UnitedHealth Group’s stock plan award program at UnitedHealth Group’s sole discretion and in accordance with the program’s terms and conditions. Executive’s initial annual stock plan award target will be $8,000,000; however, the grant value, frequency and terms of such stock plan grants, if any, are at UnitedHealth Group’s sole discretion.

D.Stock Plan Award. In accordance with guideline amounts authorized by UnitedHealth Group’s Compensation and Human Resources Committee, management will recommend that Executive be awarded a grant of (i) Performance-Based Restricted Stock Units for the 2024-2026 performance period with a value of $250,000, subject to the performance vesting criteria and other terms of the award; (ii) Restricted Stock Units with a value $125,000, which award will vest 25% on each anniversary date of the grant, over a four-year period (or such earlier vesting schedule as determined by the Committee); and (iii) Non-Qualified Stock Options with a Financial Accounting Standards (FAS) value of $125,000, which award will vest 25% on each anniversary date of the grant, over a four-year period (or such earlier vesting schedule as determined by the Committee). All stock plan awards will be subject to the terms and conditions of specific stock plan award agreements, including certain restrictive covenants, and the UnitedHealth Group Incorporated 2020 Stock Incentive Plan. In accordance with UnitedHealth Group’s governance policy, which stipulates that its Compensation and Human Resources Committee can only grant stock plan awards at regularly scheduled quarterly committee meetings, Executive’s recommended grant will be reviewed by the Committee at its next regularly scheduled quarterly meeting following the Effective Date. The number of shares comprising the recommended grant will be calculated the day of the Committee meeting using the closing price of UnitedHealth Group stock on the day the calculation is made.

E.Employee Benefits. Executive will be eligible to participate in UnitedHealth Group’s employee welfare, retirement, and stock incentive plans on the same basis as other similarly situated executives, in accordance with the terms of the plans. Executive will be eligible for Paid Time Off in accordance with UnitedHealth Group’s policies. UnitedHealth Group reserves the right to amend or discontinue any plan or policy at any time in its sole discretion. In addition to the Company’s generally available benefits, UnitedHealth Group shall provide Executive, at UnitedHealth Group’s expense during the term of Executive’s employment, a $2 million face value term life insurance policy and a long-term disability policy which covers 60% of base salary in the event of a qualifying long-term disability, subject to the policy terms.

3.Termination of Employment.

A.By Mutual Agreement. The parties may terminate Executive’s employment at any time by mutual agreement.

B.By UnitedHealth Group without Cause. UnitedHealth Group may terminate Executive’s employment without Cause upon 90 days’ prior written notice.

C.By UnitedHealth Group with Cause. UnitedHealth Group may terminate Executive’s employment at any time for Cause. “Cause” means Executive’s (a) material failure to follow UnitedHealth Group’s reasonable direction or to perform any duties reasonably required on material matters, (b) material violation of, or failure to act upon or report known or suspected violations of, UnitedHealth Group’s Code of Conduct, as amended from time to time, (c) conviction of any

felony, (d) commission of any criminal, fraudulent, or dishonest act in connection with Executive’s employment, (e) material breach of this Agreement, or (f) conduct that is materially detrimental to UnitedHealth Group’s interests. UnitedHealth Group will, within 120 days of discovery of the conduct, give Executive written notice specifying the conduct constituting Cause in reasonable detail and Executive will have 60 days to remedy such conduct, if such conduct is reasonably capable of being remedied. In any instance where the Company may have grounds for Cause, failure by the Company to provide written notice of the grounds for Cause within 120 days of discovery shall be a waiver of its right to assert the subject conduct as a basis for termination for Cause.

D.By Executive without Good Reason. Executive may terminate Executive’s employment at any time for any reason, including due to Executive’s retirement.

E.By Executive for Good Reason. Executive may terminate Executive’s employment for Good Reason, as defined below. Executive must give UnitedHealth Group written notice specifying in reasonable detail the circumstances constituting Good Reason, within 120 days of becoming aware of such circumstances, or such circumstances will not constitute Good Reason. If the circumstances constituting Good Reason are reasonably capable of being remedied, UnitedHealth Group will have 60 days to remedy such circumstances. “Good Reason” will exist if UnitedHealth Group takes any of the following actions, without Executive’s consent: (a) reduces Executive’s base salary or target bonus percentage other than in connection with a general reduction affecting a group of employees; (b) moves Executive’s primary work location more than 50 miles; or (c) makes changes that substantially diminish Executive’s duties or responsibilities.

F.Due to Executive’s Death or Disability. Executive’s employment will terminate automatically if Executive dies, effective as of the date of Executive’s death. UnitedHealth Group may terminate Executive’s employment due to Executive’s disability that renders Executive incapable of performing the essential functions of Executive’s job, with or without reasonable accommodation. Executive will not be entitled to Severance Benefits under Section 4 in the event of termination due to Executive’s death or disability.

4.Severance Benefits.

A.Circumstances under Which Severance Benefits Payable. Executive will be entitled to Severance Benefits only if Executive’s employment is terminated by UnitedHealth Group without Cause or if Executive terminates employment for Good Reason. Whether Executive has had a termination of employment will be determined in a manner consistent with the definition of “Separation from Service” under Section 409A of the Internal Revenue Code of 1986 and its accompanying regulations

(“Section 409A”) and will be referred to herein as a “Termination.” For purposes of this Agreement, Executive will be considered to have experienced a Termination as of the date that the facts and circumstances indicate that it is reasonably anticipated that Executive will provide no further services after such date or that the level of bona fide services that Executive is expected to perform permanently decreases to no more than 20% of the average level of bona fide services that Executive performed over the immediately preceding 36-month period. In consideration of the Severance Benefits in this Agreement, Executive waives any payments or benefits to which Executive otherwise might be or become entitled under any UnitedHealth Group severance plan or program.

B.Severance Benefits. Subject to Section 4.C, Executive shall be entitled to the following Severance Benefits if Executive experiences a Termination under the circumstances described in Section 4.A above:

i.Two times Executive’s annualized base salary as of Executive’s Termination.

ii.Any bonus or incentive compensation paid or payable to Executive for the two most recent calendar years (excluding stock plan-related awards, payments under any long-term or similar benefit plan, or any other special or one-time bonus or incentive compensation payments); provided, however, that if termination occurs within two years following the Effective Date, the amount payable under this paragraph will be two times Executive’s target incentive.

iii.$12,000 lump sum payment, minus applicable deductions, to offset costs of COBRA, which amount will be paid within 60 days following Termination.

iv.Outplacement services consistent with those provided to similarly situated executives provided by an outplacement firm selected by UnitedHealth Group.

The Severance Benefits in Sections 4.B.i-ii will be paid out, minus applicable deductions, including deductions for tax withholding, in equal bi-weekly payments on the regular payroll cycle over the 24-month period following Executive’s Termination. Commencement of payments shall begin on the first payroll date that is at least 60 days after the date of Executive’s Termination (the “Starting Date”), provided that Executive has satisfied the requirement in Section 4.C. The first payment on the Starting Date shall include those payments that would have been previously paid if the payments of the severance compensation had begun on the first payroll date following the date of Executive’s Termination. Executive’s entitlement to the payments of the severance compensation described in Sections 4.B.i-ii shall be treated as the entitlement to a series of separate payments for purposes of Section 409A.

If Executive is a “Specified Employee” (within the meaning of Section 409A and determined pursuant to procedures adopted by UnitedHealth Group) at the time of

Executive’s Termination and any amount that would be paid to Executive during the six-month period following Termination constitutes “Deferred Compensation” (within the meaning of Section 409A), such amount shall not be paid to Executive until the later of (i) six months after the date of Executive’s Termination, and (ii) the payment date or commencement date specified in this Agreement for such payment(s). On the first regular payroll date following the expiration of such six-month period (or if Executive dies during the six-month period, the first payroll date following the death), all payments that were delayed pursuant to the preceding sentence shall be paid to Executive in a single lump sum and thereafter all payments shall be made as if there had been no such delay. All Severance Benefits described in Sections 4.B.i-ii shall be paid by, and no further severance compensation shall be paid or payable after, December 31 of the second calendar year following the year in which Executive’s Termination occurs.

C.Separation Agreement and Release Required. In order to receive any Severance Benefits under this Agreement, Executive must timely sign a separation agreement and release of claims in a form determined by UnitedHealth Group in its discretion. UnitedHealth Group shall provide to Executive a form of separation agreement and release of claims no later than three (3) days following Executive’s date of Termination. If Executive does not timely execute and deliver to UnitedHealth Group such separation agreement and release, or if Executive does so, but then revokes it if permitted by and within the time required by applicable law, UnitedHealth Group will have no obligation to pay severance compensation to Executive.

5.Property Rights, Confidentiality, Non-Disparagement, and Restrictive Covenants.

A.UnitedHealth Group’s Property.

i.Assignment. Executive hereby agrees to assign (both during and after his/her employment) and hereby assigns to UnitedHealth Group all rights, titles and interests Executive may have in any invention, computer program, discovery, idea, writing, improvement, process, technique or other works (collectively called "Intellectual Property") whether or not patentable or registrable under copyright or similar statutes, created or conceived by Executive, either alone or jointly with others, during Executive’s employment that:

(a)Relates in any manner to the actual or anticipated business, research, or development of UnitedHealth Group;

(b)Results from work assigned to or performed by Executive for UnitedHealth Group; and/or

(c)Is conceived of or made with the use of UnitedHealth Group systems, equipment, supplies, materials, facilities, computer programs, confidential information and/or trade secret information.

ii.Disclosure of Intellectual Property. Executive agrees to promptly disclose in writing to UnitedHealth Group (both during and after Executive’s employment) any interest Executive may have in any Intellectual Property created or conceived by Executive, either alone or jointly with others, during his/her employment. Executive will also promptly disclose in writing to UnitedHealth Group any interest Executive may have in any Intellectual Property created or conceived by Executive, either alone or jointly with others, prior to employment that relates to the actual or anticipated business, research, or development of UnitedHealth Group.

iii.Assignment/Transfer of Web Properties. Executive agrees to transfer and assign (both during and after employment), and does hereby assign to UnitedHealth Group all rights, titles, and interests in and to any domain name or social media account (collectively called “Web Properties”) registered or owned by Executive that:

(a)Was registered with the intent to be used by UnitedHealth Group; and/or

(b)Relates in any manner to, or is used to comment on, the actual or anticipated business of UnitedHealth Group; and/or

(c)Contains a registered or common law trademark of UnitedHealth Group.

iv.Perfection of Assignment. Executive will at all times, even after termination of employment, do anything reasonably requested of Executive to enable UnitedHealth Group to access, patent, copyright or obtain any other form of protection for the Intellectual Property or Web Properties created, conceived, or registered by Executive, either alone or jointly with others.

v.Exclusions. Sections 5.A.i.-iv do not apply to Intellectual Property that meets all of the following criteria:

(a)No UnitedHealth Group equipment, supplies, facilities, proprietary or trade secret information was used in its creation;

(b)The Intellectual Property was developed entirely on Executive’s own time;

(c)At the time of conception or reduction to practice the Intellectual Property does not relate directly to UnitedHealth Group’s business, actual or anticipated research or development; and

(d)The Intellectual Property does not result from any work performed by Executive for UnitedHealth Group.

vi.No Removal of Property. Executive may not remove from UnitedHealth Group’s premises any UnitedHealth Group records, documents, data or other property, in either original or duplicate form, except as necessary in the ordinary course of UnitedHealth Group’s business.

vii.Return of Property. Executive must immediately deliver to UnitedHealth Group, upon termination of employment, or at any other time at UnitedHealth Group’s request, all UnitedHealth Group property, including records, documents, data, and equipment, and all copies of any such property, including any records or data Executive prepared during employment.

B.Confidential Information. Executive will be given access to and provided with sensitive, confidential, proprietary and trade secret information (“Confidential Information”) in the course of Executive’s employment. Examples of Confidential Information include: inventions; new product or marketing plans; business strategies and plans; merger and acquisition targets; financial and pricing information; computer programs, source codes, models and databases; analytical models; customer lists and information; and supplier and vendor lists and other information which is not generally available to the public. Subject to Section 5.D below, Executive agrees not to disclose or use Confidential Information, either during or after Executive’s employment with UnitedHealth Group, except as necessary to perform Executive’s UnitedHealth Group duties or as UnitedHealth Group may consent in writing.

C.Non-Disparagement. Subject to Sections 5.D and 6.E below, Executive agrees not to criticize, make any negative comments about or otherwise disparage UnitedHealth Group or those associated with it, whether orally, in writing or otherwise, directly or by implication, to any person or entity, including UnitedHealth Group customers or agents.

D.Defend Trade Secrets Act Disclosure. Executive acknowledges that, by this Agreement, UnitedHealth Group has provided Executive with written notice that, pursuant to the DTSA, 18 U.S.C. § 1833(b), an individual will not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that (i) is made (A) in confidence to a federal, state, or local government official, either directly or indirectly, or to the individual’s attorney and (B) solely for the purpose of reporting or investigating a suspected violation of law; or (ii) is made in a complaint or other document that is filed under seal in a lawsuit or other proceeding. Moreover, if an individual files a lawsuit for retaliation for reporting a suspected violation of law, the individual may disclose the trade secret to the individual’s attorney and use the trade secret information in the court proceeding, if the individual files any document containing the trade secret under seal and does not disclose the trade secret except under court order.

E.Restrictive Covenants. Executive agrees to the restrictive covenants in this Section in consideration of Executive’s employment and UnitedHealth Group’s promises in this Agreement, including providing Executive access to Confidential Information.

The restrictive covenants in this Section apply during Executive’s employment and for 24 months following termination of employment for any reason. Executive agrees that he/she will not, without UnitedHealth Group's prior written consent, directly or indirectly, for Executive or for any other person or entity, as agent, employee, officer, director, consultant, owner, principal, partner or shareholder, or in any other individual or representative capacity, engage in any of the following activities:

i.Non-Solicitation. Executive will not:

(a)Solicit or conduct business with any business competitive with UnitedHealth Group from any person or entity: (1) who was a UnitedHealth Group provider or customer within the 12 months before Executive’s employment termination and with whom Executive had contact regarding UnitedHealth Group’s activity, products or services, or for whom Executive provided services or supervised employees who provided those services, or about whom Executive learned Confidential Information during employment related to UnitedHealth Group’s provision of products and services to such person or entity, or (2) was a prospective provider or customer UnitedHealth Group solicited within the 12 months before Executive’s employment termination and with whom Executive had contact for the purposes of soliciting the person or entity to become a provider or customer of UnitedHealth Group, or supervised employees who had those contacts, or about whom Executive learned Confidential Information during employment related to UnitedHealth Group’s provision of products and services to such person or entity;

(b)Raid, hire, employ, recruit or solicit any UnitedHealth Group employee or consultant who possesses Confidential Information of UnitedHealth Group to leave UnitedHealth Group to join a competitor;

(c)Induce or influence any UnitedHealth Group employee, consultant, or provider who possesses Confidential Information of UnitedHealth Group to terminate his, her or its employment or other relationship with UnitedHealth Group; or

(d)Assist anyone in any of the activities listed above.

ii.Non-Competition. Executive will not:

(a)Engage in or participate in any activity that competes, directly or indirectly, with any UnitedHealth Group activity, product or service that Executive engaged in, participated in, or had Confidential Information about during Executive’s last 24 months of employment with UnitedHealth Group; or

(b)Assist anyone in any of the activities listed above.

iii.Geographic Scope.

(a)Executive’s obligations under this “Restrictive Covenants” section shall apply on a nationwide basis anywhere in the United States.

(b)Executive’s obligations under this “Restrictive Covenants” section shall also apply in any country outside the United States with respect to which Executive had responsibility for any UnitedHealth Group activity, product or service in that country.

iv.To the extent Executive and UnitedHealth Group agree at any time to enter into separate agreements containing restrictive covenants with different or inconsistent terms than those contained herein, Executive and UnitedHealth Group acknowledge and agree that such different or inconsistent terms shall not in any way affect or have relevance to the Restrictive Covenants contained herein.

Executive agrees that the provisions of this Section 5 are reasonable and necessary to protect the legitimate interests of UnitedHealth Group.

F.Cooperation and Indemnification. Executive agrees to cooperate fully (i) with UnitedHealth Group in the investigation, prosecution or defense of any potential claims or concerns regarding UnitedHealth Group’s business about which Executive has relevant knowledge, including by providing truthful information and testimony as reasonably requested by UnitedHealth Group, and (ii) with all government authorities on matters pertaining to any investigation, litigation or administrative proceeding concerning UnitedHealth Group. UnitedHealth Group will reimburse Executive for any reasonable travel and out-of-pocket expenses incurred by Executive in providing such cooperation. UnitedHealth Group will indemnify Executive, in accordance with applicable law, for all claims and other covered matters arising in connection with Executive’s employment.

G.Injunctive Relief. Executive agrees that (a) legal remedies (money damages) for any breach of Section 5 will be inadequate, (b) UnitedHealth Group will suffer immediate and irreparable harm from any such breach, and (c) UnitedHealth Group will be entitled to injunctive relief from a court in addition to any legal remedies UnitedHealth Group may seek in arbitration. If an arbitrator or court determines that Executive has breached any provision of Section 5, Executive agrees to pay to UnitedHealth Group its reasonable costs and attorney’s fees incurred in enforcing that provision.

6.Miscellaneous.

A.Tax Withholding. All compensation payable under this Agreement will be subject to applicable tax withholding and other required or authorized deductions.

B.Assignment. Executive may not assign this Agreement. UnitedHealth Group may assign this Agreement. Any successor to UnitedHealth Group will be deemed to be UnitedHealth Group under this Agreement.

C.Entire Agreement; Amendment. This Agreement contains the parties’ entire agreement regarding its subject matter and may only be amended in a writing signed by the parties. This Agreement supersedes and replaces any and all prior oral or written employment agreements (including letters and memoranda) between Executive and UnitedHealth Group or its predecessors, including, but not limited to, Executive’s Employment Agreement with UnitedHealth Group effective February 17, 2019, as amended effective June 28, 2019, and June 1, 2020. This Agreement does not supersede the terms of any stock option, restricted stock, or stock appreciation rights plan or award.

D.Choice of Law. Delaware law governs this Agreement.

E.Waivers; Other Rights. No party’s failure to exercise, or delay in exercising, any right or remedy under this Agreement will be a waiver of such right or remedy, nor will any single or partial exercise of any right or remedy preclude any other or further exercise of such right or remedy. Nothing in this Agreement prohibits Executive from making disclosures that are protected under law or reporting violations of state or federal law or regulation to governmental agencies or entities.

F.Narrowed Enforcement and Severability. If a court or arbitrator decides that any provision of this Agreement is invalid or overbroad, the parties agree that the court or arbitrator should narrow such provision so that it is enforceable or, if narrowing is not possible or permissible, such provision should be considered severed and the other provisions of this Agreement should be unaffected.

G.Dispute Resolution and Remedies. Except for injunctive relief under Section 5.G, any dispute between the parties relating to this Agreement or to Executive’s employment will be resolved by binding arbitration under UnitedHealth Group’s Employment Arbitration Policy, as it may be amended from time to time. The arbitrator(s) may not vary this Agreement’s terms and must apply applicable law.

H.Payment of Deferred Compensation – Section 409A. To the extent applicable, it is intended that the compensation arrangements under this Agreement be in full compliance with Section 409A. This Agreement shall be construed in a manner to give effect to such intention. In no event whatsoever shall UnitedHealth Group be liable for any tax, interest or penalties that may be imposed on Executive under Section 409A. UnitedHealth Group shall have no obligation to indemnify or otherwise hold Executive harmless from any such taxes, interest or penalties, or from liability for any damages related thereto.

I.Electronic Transmission/Counterparts. The executed version of this Agreement may be delivered by facsimile or email, and upon receipt, such transmission shall be deemed delivery of an original. This Agreement may be executed in two or

more counterparts, each of which shall be deemed to be an original, and all of which together will constitute one document.

United HealthCare Services, Inc.	Executive
By /s/ Erin L. McSweney	By /s/ Heather R. Cianfrocco
Its EVP Chief People Officer
Date April 24, 2024	Date April 24, 2024

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Document

Exhibit 10.46

EMPLOYMENT AGREEMENT

This Agreement is between Erin McSweeney (“Executive”) and United HealthCare Services, Inc. (“UnitedHealth Group”), and is effective as of Executive’s first day of employment with UnitedHealth Group (the “Effective Date”). This Agreement’s purposes are to set forth certain terms of Executive’s employment by UnitedHealth Group or one of its affiliates and to protect UnitedHealth Group’s knowledge, expertise, customer relationships, and confidential information. Unless the context otherwise requires, “UnitedHealth Group” includes all its affiliated entities.

1.Employment and Duties.

A.Employment. UnitedHealth Group hereby employs Executive, and Executive accepts employment, under this Agreement’s terms.

B.Title and Duties. Executive will be employed as Executive Vice President, Chief Human Resources Officer of Optum. Executive will perform such duties, and exercise such supervision and control, as are commonly associated with Executive’s position, as well as perform such other duties as are reasonably assigned to Executive. Executive will devote substantially all of Executive’s business time and energy to Executive’s duties. Executive will maintain operations in Executive’s area of responsibility, and make every reasonable effort to ensure that the employees within that area of responsibility act, in compliance with applicable law and UnitedHealth Group’s Code of Conduct, as amended from time to time. Executive is subject to all of UnitedHealth Group’s employment policies and procedures (except as specifically superseded by this Agreement).

2.Compensation and Benefits.

A.Base Salary. Executive’s initial annual base salary will be $575,000, less applicable withholdings and deductions, payable according to UnitedHealth Group’s regular payroll schedule. Periodic increases to Executive’s base salary may be made in UnitedHealth Group’s sole discretion.

B.Incentive Compensation. Executive will be eligible to participate in UnitedHealth Group’s incentive compensation plans in UnitedHealth Group’s discretion and in accordance with the plans’ terms and conditions. Executive’s initial target bonus potential will be 75% of annual base salary, subject to periodic increases in UnitedHealth Group’s discretion.

C.Sign-On Bonus. UnitedHealth Group agrees to pay Executive a sign-on bonus of $1,500,000, less withholdings and deductions. Provided that Executive has signed Executive’s Agreement to Repay Sign-On Bonus, the terms of which are incorporated herein by reference, $500,000 will be paid on the first regular payroll cycle following thirty days after the Effective Date, and the remaining $1,000,000 will be paid on the first regular payroll cycle following three (3) months after the Effective Date.

D.Non-Qualified Stock Options. In accordance with guideline amounts authorized by UnitedHealth Group’s Compensation and Human Resources Committee, management will recommend that Executive be awarded an initial, sign-on grant of Non-Qualified Stock Options (Options) with a Financial Accounting Standards (FAS) value of $1,000,000. This award will vest 33 1/3% on each anniversary date of the grant, over a three-year period and will be subject to the terms and conditions of the specific Option award agreement, including certain restrictive covenants, and the UnitedHealth Group Incorporated 2011 Stock Incentive Plan.

UnitedHealth Group’s governance policy stipulates that its Compensation and Human Resources Committee can only grant equity awards at regularly scheduled quarterly committee meetings. Accordingly, Executive’s recommended grant will be reviewed by the Committee at its next regularly scheduled quarterly meeting following the Effective Date. The number of shares comprising the Options award will be calculated the day of the Committee meeting using the closing price of UnitedHealth Group stock on the day the calculation is made. The actual grant price of the Option award will be the closing price of UnitedHealth Group stock on the day of the Committee meeting.

E.Restricted Stock Units. In accordance with guideline amounts authorized by UnitedHealth Group’s Compensation and Human Resources Committee, management will recommend that Executive be awarded an initial, sign-on grant of Restricted Stock Units with a value of $1,000,000. This award will vest 33 1/3% on each anniversary date of the grant, over a three-year period (or such earlier vesting schedule as determined by the Committee) and will be subject to the terms and conditions of the certificate governing the award, including certain restrictive covenants, and the UnitedHealth Group Incorporated 2011 Stock Incentive Plan.

UnitedHealth Group’s governance policy stipulates that its Compensation and Human Resources Committee can only grant equity awards at regularly scheduled quarterly committee meetings. Accordingly, Executive’s recommended grant will be reviewed by the Committee at its next regularly scheduled quarterly meeting following the Effective Date. The number of shares comprising the recommended grant will be calculated the day of the Committee meeting using the closing price of UnitedHealth Group stock on the day the calculation is made.

F.Employee Benefits. Executive will be eligible to participate in UnitedHealth Group’s employee welfare, retirement, and stock incentive plans on the same basis as other similarly situated executives, in accordance with the terms of the plans. Executive will be eligible for Paid Time Off in accordance with UnitedHealth Group’s policies on the same basis as other similarly situated employees. UnitedHealth Group reserves the right to amend or discontinue any plan or policy at any time in its sole discretion. In addition to the Company’s generally available benefits, UnitedHealth Group shall provide Executive, at UnitedHealth Group’s expense during the term of Executive’s employment, a $2 million face value term life insurance policy and a long term disability policy which covers 60% of base salary in the event of a qualifying long term disability, subject to the policy terms.

3.Termination of Employment.

A.By Mutual Agreement. The parties may terminate Executive’s employment at any time by mutual agreement.

B.By UnitedHealth Group without Cause. UnitedHealth Group may terminate Executive’s employment without Cause upon 90 days’ prior written notice.

C.By UnitedHealth Group with Cause. UnitedHealth Group may terminate Executive’s employment at any time for Cause. “Cause” means Executive’s (a) material failure to follow UnitedHealth Group’s reasonable valid and lawful direction or to perform any duties consistent with Executive’s position and reasonably required on material matters, (b) material violation of, or failure to act upon or report known or suspected violations of, UnitedHealth Group’s Code of Conduct, as amended from time to time, (c) conviction of any felony, (d) commission of any criminal, fraudulent, or dishonest act in connection with Executive’s employment, (e) material breach of this Agreement, or (f) conduct that is materially detrimental to UnitedHealth Group’s interests. UnitedHealth Group will, within 120 days of discovery of the conduct, give Executive written notice specifying the conduct constituting Cause and the steps needed to cure such Cause in reasonable detail and Executive will have 60 days to remedy such conduct, if such conduct is reasonably capable of being remedied. In any instance where the Company may have grounds for Cause, failure by the Company to provide written notice of the grounds for Cause within 120 days of discovery shall be a waiver of its right to assert the subject conduct as a basis for termination for Cause.

D.By Executive without Good Reason. Executive may terminate Executive’s employment at any time for any reason, including due to Executive’s retirement.

E.By Executive for Good Reason. Executive may terminate Executive’s employment for Good Reason, as defined below. Executive must give UnitedHealth Group written notice specifying in reasonable detail the circumstances constituting Good Reason, within 120 days of becoming aware of such circumstances, or such circumstances will not constitute Good Reason. If the circumstances constituting Good Reason are reasonably capable of being remedied, UnitedHealth Group will have 60 days to remedy such circumstances. “Good Reason” will exist if UnitedHealth Group takes any of the following actions, without Executive’s consent: (a) reduces Executive’s base salary or target bonus percentage other than in connection with a general reduction affecting similarly situated employees; (b) moves Executive’s primary work location more than 50 miles from offices other than Minneapolis, MN, or Boston, MA; or (c) makes changes that substantially diminish Executive’s duties or responsibilities.

F.Due to Executive’s Death or Disability. Executive’s employment will terminate automatically if Executive dies, effective as of the date of Executive’s death. UnitedHealth Group may terminate Executive’s employment due to Executive’s permanent disability that renders Executive incapable of performing the essential

functions of Executive’s job, with or without reasonable accommodation. Executive will not be entitled to Severance Benefits under Section 4 in the event of termination due to Executive’s death or disability.

4.Severance Benefits.

A.Circumstances under Which Severance Benefits Payable. Executive will be entitled to Severance Benefits only if Executive’s employment is terminated by UnitedHealth Group without Cause or if Executive terminates employment for Good Reason. Whether Executive has had a termination of employment will be determined in a manner consistent with the definition of “Separation from Service” under Section 409A of the Internal Revenue Code of 1986 and its accompanying regulations (“Section 409A”) and will be referred to herein as a “Termination.” For purposes of this Agreement, Executive will be considered to have experienced a Termination as of the date that the facts and circumstances indicate that it is reasonably anticipated that Executive will provide no further services after such date or that the level of bona fide services that Executive is expected to perform permanently decreases to no more than 20% of the average level of bona fide services that Executive performed over the immediately preceding 36-month period In consideration of the Severance Benefits in this Agreement, Executive waives any payments or benefits to which Executive otherwise might be or become entitled under any UnitedHealth Group severance plan or program.

B.Severance Benefits. Subject to Section 4.C, Executive shall be entitled to the following Severance Benefits if Executive experiences a Termination under the circumstances described in Section 4.A above:

(i) Two times Executive’s annualized base salary as of Executive’s Termination.

(ii) Any bonus or incentive compensation paid or payable to Executive for the two most recent calendar years (excluding equity-related awards, payments under any long-term or similar benefit plan, or any other special or one-time bonus or incentive compensation payments); provided, however, that if termination occurs within two years following the Effective Date, the amount payable under this paragraph will be two times Executive’s target incentive.

(iii) $12,000 lump sum payment, minus applicable deductions, to offset costs of COBRA, which amount will be paid within 60 days following Termination.

(iv) Outplacement services consistent with those provided to similarly situated executives provided by an outplacement firm selected by UnitedHealth Group.

The Severance Benefits in Sections 4.B.(i)-(ii) will be paid out, minus applicable deductions, including deductions for tax withholding, in equal bi-weekly payments on the regular payroll cycle over the 24-month period following Executive’s Termination. Commencement of payments shall begin on the first payroll date that is at least 60 days after the date of Executive’s Termination (the “Starting Date”), provided that Executive has satisfied the requirement in Section 4.C. The first

payment on the Starting Date shall include those payments that would have been previously paid if the payments of the severance compensation had begun on the first payroll date following the date of Executive’s Termination. Executive’s entitlement to the payments of the severance compensation described in Sections 4.B(i)-(ii) shall be treated as the entitlement to a series of separate payments for purposes of Section 409A.

If Executive is a “Specified Employee” (within the meaning of Section 409A and determined pursuant to procedures adopted by UnitedHealth Group) at the time of Executive’s Termination and any amount that would be paid to Executive during the six-month period following Termination constitutes “Deferred Compensation” (within the meaning of Section 409A), such amount shall not be paid to Executive until the later of (i) six months after the date of Executive’s Termination, and (ii) the payment date or commencement date specified in this Agreement for such payment(s). On the first regular payroll date following the expiration of such six-month period (or if Executive dies during the six-month period, the first payroll date following the death), all payments that were delayed pursuant to the preceding sentence shall be paid to Executive in a single lump sum and thereafter all payments shall be made as if there had been no such delay. All Severance Benefits described in Section 4.B shall be paid by, and no further severance compensation shall be paid or payable after, December 31 of the second calendar year following the year in which Executive’s Termination occurs.

C.Separation Agreement and Release Required. In order to receive any Severance Benefits under this Agreement, Executive must timely sign a separation agreement and release of claims in a form determined by UnitedHealth Group in its discretion. UnitedHealth Group shall provide to Executive a form of separation agreement and release of claims no later than three (3) days following Executive’s date of Termination. If Executive does not timely execute and deliver to UnitedHealth Group such separation agreement and release, or if Executive does so, but then revokes it if permitted by and within the time required by applicable law, UnitedHealth Group will have no obligation to pay severance compensation to Executive.

5.Property Rights, Confidentiality, Non-Disparagement, and Restrictive Covenants.

A.UnitedHealth Group’s Property.

i.Assignment of Property Rights. Executive must promptly disclose in writing to UnitedHealth Group all inventions, discoveries, processes, procedures, methods and works of authorship, whether or not patentable or copyrightable, that Executive alone or jointly conceives, makes, discovers, writes or creates, during working hours or on Executive’s own time, during this Agreement’s term (the “Works”). Executive hereby assigns to UnitedHealth Group all Executive’s rights, including copyrights and patent rights, to all Works. Executive must assist UnitedHealth Group as it reasonably requires to perfect, protect, and use its rights to the Works. This provision does not apply to any

Work for which no UnitedHealth Group equipment, supplies, facility or trade secret information was used and: (1) which does not relate directly to UnitedHealth Group’s business or actual or demonstrably anticipated research or development, or (2) which does not result from any work performed for UnitedHealth Group.

ii.No Removal of Property. Executive may not remove from UnitedHealth Group’s premises any UnitedHealth Group records, documents, data or other property, in either original or duplicate form, except as necessary in the ordinary course of UnitedHealth Group’s business.

iii.Return of Property. Executive must immediately deliver to UnitedHealth Group, upon termination of employment, or at any other time at UnitedHealth Group’s request, all UnitedHealth Group property, including records, documents, data, and equipment, and all copies of any such property, including any records or data Executive prepared during employment.

B.Confidential Information. Executive will be given access to and provided with sensitive, confidential, proprietary and trade secret information (“Confidential Information”) in the course of Executive’s employment. Examples of Confidential Information include: inventions; new product or marketing plans; business strategies and plans; merger and acquisition targets; financial and pricing information; computer programs, source codes, models and databases; analytical models; customer lists and information; and supplier and vendor lists and other information which is not generally available to the public. Executive agrees not to disclose or use Confidential Information, either during or after Executive’s employment with UnitedHealth Group, except as necessary to perform Executive’s UnitedHealth Group duties or as UnitedHealth Group may consent in writing.

C.Non-Disparagement. Executive agrees not to criticize, make any negative comments about or otherwise disparage UnitedHealth Group or those associated with it, whether orally, in writing or otherwise, directly or by implication, to any person or entity, including UnitedHealth Group customers or agents.

D.Restrictive Covenants. Executive agrees to the restrictive covenants in this Section in consideration of Executive’s employment and UnitedHealth Group’s promises in this Agreement, including providing Executive access to Confidential Information. The restrictive covenants in this Section apply during Executive’s employment and for 24 months following termination of employment for any reason. Executive agrees that he/she will not, without UnitedHealth Group's prior written consent, directly or indirectly, for Executive or for any other person or entity, as agent, employee, officer, director, consultant, owner, principal, partner or shareholder, or in any other individual or representative capacity, engage in any of the following activities:

i.Non-Solicitation. Executive will not:

(a)Solicit or conduct business on behalf of any business competitive with UnitedHealth Group from any person or entity: (1) who was a UnitedHealth Group provider or customer within the 12 months before Executive’s employment termination and with whom Executive had contact regarding UnitedHealth Group’s activity, products or services, or for whom Executive provided services or supervised employees who provided those services, or about whom Executive learned Confidential Information during employment related to UnitedHealth Group’s provision of products and services to such person or entity, or (2) was a prospective provider or customer UnitedHealth Group solicited within the 12 months before Executive’s employment termination and with whom Executive had contact for the purposes of soliciting the person or entity to become a provider or customer of UnitedHealth Group, or supervised employees who had those contacts, or about whom Executive learned Confidential Information during employment related to UnitedHealth Group’s provision of products and services to such person or entity;

(b)Raid, hire, employ, recruit or solicit any UnitedHealth Group employee or consultant who possesses Confidential Information of UnitedHealth Group to leave UnitedHealth Group to join a competitor, provided, however, that general advertisements for employment will not be considered solicitations, and employment of persons solely responding to such advertisements will not be deemed a violation of this provision;

(c)Induce or influence any UnitedHealth Group employee, consultant, or provider who possesses Confidential Information of UnitedHealth Group to terminate his, her or its employment or other relationship with UnitedHealth Group, except as part of Executive’s duties and responsibilities during her employment with UnitedHealth Group; or

(d)Assist anyone in any of the activities listed above.

ii.Non-Competition. Executive will not:

(a)Engage in or participate in any activity that competes, directly or indirectly, with any UnitedHealth Group activity, product or service that Executive engaged in, participated in, or had Confidential Information about during Executive’s last 36 months of employment with UnitedHealth Group; or

(b)Assist anyone in any of the activities listed above.

iii.Because UnitedHealth Group’s business competes on a nationwide basis, the Executive’s obligations under this “Restrictive Covenants” section shall apply on a nationwide basis anywhere in the United States.

iv.To the extent Executive and UnitedHealth Group agree at any time to enter into separate agreements containing restrictive covenants with different or inconsistent terms than those contained herein, Executive and UnitedHealth Group acknowledge and agree that such different or inconsistent terms shall not in any way affect or have relevance to the Restrictive Covenants contained herein.

Executive agrees that the provisions of this Section 5 are reasonable and necessary to protect the legitimate interests of UnitedHealth Group.

E.Cooperation and Indemnification. Executive agrees to cooperate fully (i) with UnitedHealth Group in the investigation, prosecution or defense of any potential claims or concerns regarding UnitedHealth Group’s business about which Executive has relevant knowledge, including by providing truthful information and testimony as reasonably requested by UnitedHealth Group, and (ii) with all government authorities on matters pertaining to any investigation, litigation or administrative proceeding concerning UnitedHealth Group. UnitedHealth Group will reimburse Executive for any reasonable travel and out-of-pocket expenses incurred by Executive in providing such cooperation. UnitedHealth Group will indemnify Executive consistent with UnitedHealth Group’s by-laws and the Minnesota Business Corporation Act, for all claims and other covered matters arising in connection with Executive’s employment.

F.Injunctive Relief. Executive agrees that (a) legal remedies (money damages) for any breach of Section 5 will be inadequate, (b) UnitedHealth Group will suffer immediate and irreparable harm from any such breach, and (c) UnitedHealth Group will be entitled to injunctive relief from a court in addition to any legal remedies UnitedHealth Group may seek in arbitration. If an arbitrator or court determines that either party has breached any provision of Section 5, the breaching party agrees to pay to the non-breaching party its reasonable costs and attorney’s fees incurred in enforcing that provision.

6.Miscellaneous.

A.Tax Withholding. All compensation payable under this Agreement will be subject to applicable tax withholding and other required or authorized deductions.

B.Assignment. Executive may not assign this Agreement. UnitedHealth Group may assign this Agreement. Any successor to UnitedHealth Group will be deemed to be UnitedHealth Group under this Agreement.

C.Entire Agreement; Amendment. This Agreement contains the parties’ entire agreement regarding its subject matter and may only be amended in a writing signed by the parties. This Agreement supersedes any and all prior oral or written employment agreements (including letters and memoranda) between Executive and UnitedHealth Group or its predecessors. This Agreement does not supersede the terms of any stock option, restricted stock, or stock appreciation rights plan or award.

D.Choice of Law. Minnesota law governs this Agreement.

E.Waivers; Other Rights. No party’s failure to exercise, or delay in exercising, any right or remedy under this Agreement will be a waiver of such right or remedy, nor will any single or partial exercise of any right or remedy preclude any other or further exercise of such right or remedy. Nothing in this Agreement prohibits Executive from making disclosures that are protected under law or reporting violations of state or federal law or regulation to governmental agencies or entities.

F.Narrowed Enforcement and Severability. If a court or arbitrator decides that any provision of this Agreement is invalid or overbroad, the parties agree that the court or arbitrator should narrow such provision so that it is enforceable or, if narrowing is not possible or permissible, such provision should be considered severed and the other provisions of this Agreement should be unaffected.

G.Dispute Resolution and Remedies. Except for injunctive relief under Section 5.F, any dispute between the parties relating to this Agreement or to Executive’s employment will be resolved by binding arbitration under UnitedHealth Group’s Employment Arbitration Policy, as it may be amended from time to time. The arbitrator(s) may not vary this Agreement’s terms and must apply applicable law.

H.Payment of Deferred Compensation – Section 409A. To the extent applicable, it is intended that the compensation arrangements under this Agreement be in full compliance with Section 409A. This Agreement shall be construed in a manner to give effect to such intention. In no event whatsoever shall UnitedHealth Group be liable for any tax, interest or penalties that may be imposed on Executive under Section 409A. UnitedHealth Group shall have no obligation to indemnify or otherwise hold Executive harmless from any such taxes, interest or penalties, or from liability for any damages related thereto.

I.Electronic Transmission/Counterparts. The executed version of this Agreement may be delivered by facsimile or email, and upon receipt, such transmission shall be deemed delivery of an original. This Agreement may be executed in two or more counterparts, each of which shall be deemed to be an original, and all of which together will constitute one document.

United HealthCare Services, Inc.	Executive
By /s/ D. Ellen Wilson	By /s/ Erin L. McSweney
Its EVP, Human Capital, UnitedHealth Group
Date 11/7/2016	Date 11/4/2016

Document

Exhibit 10.47

AMENDMENT TO EMPLOYMENT AGREEMENT

This AMENDMENT TO EMPLOYMENT AGREEMENT (the “Amendment”) modifies certain terms and conditions of the Employment Agreement effective January 9, 2017 between Erin McSweeney and United HealthCare Services, Inc. (the “Employment Agreement”). Accordingly, Executive’s Employment Agreement is amended effective March 1, 2021 as follows:

Section 3.E is deleted and replaced with the following:

By Executive for Good Reason. Executive may terminate Executive’s employment for Good Reason, as defined below. Executive must give UnitedHealth Group written notice specifying in reasonable detail the circumstances constituting Good Reason, within 120 days of becoming aware of such circumstances, or such circumstances will not constitute Good Reason. If the circumstances constituting Good Reason are reasonably capable of being remedied, UnitedHealth Group will have 60 days to remedy such circumstances. “Good Reason” will exist if UnitedHealth Group takes any of the following actions, without Executive’s consent: (a) reduces Executive’s base salary or target bonus percentage other than in connection with a general reduction affecting a group of employees; (b) moves Executive’s primary work location more than 50 miles from offices other than Minneapolis, MN, or Boston, MA; or (c) makes changes that substantially diminish Executive’s duties or responsibilities.

Notwithstanding, Executive may, no later than March 1, 2022, give UnitedHealth Group written notice of Executive’s intent to terminate employment for Good Reason as a result of UnitedHealth Group’s March 1, 2021 notice to Executive of changes that substantially diminish Executive’s duties and responsibilities. If Executive does not give UnitedHealth Group such written notice during the timeframe referenced immediately above, those changes to Executive’s duties and responsibilities will no longer constitute Good Reason.

Except as expressly set forth in this Amendment, the Employment Agreement remains in full force and effect according to its terms.

United HealthCare Services, Inc.	Executive
By /s/ David Stauss	By /s/ Erin L. McSweney
Its SVP Total Rewards, HCS
Date 4/15/21	Date 4/15/21

Document

Exhibit 10.48

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

This Amended and Restated Employment Agreement is between Christopher Zaetta (“Executive”) and United HealthCare Services, Inc. (“UnitedHealth Group”), and is effective June 4, 2024 (the “Effective Date”). This Agreement’s purposes are to set forth certain terms of Executive’s employment by UnitedHealth Group or one of its affiliates and to protect UnitedHealth Group’s knowledge, expertise, customer relationships, and confidential information. Unless the context otherwise requires, “UnitedHealth Group” includes all its affiliated entities. This Agreement supersedes and replaces Executive’s Employment Agreement with UnitedHealth Group effective September 14, 2020.

1.Employment and Duties.

A.Employment. UnitedHealth Group hereby employs Executive, and Executive accepts employment, under this Agreement’s terms.

B.Title and Duties. Executive will be employed as Executive Vice President, Chief Legal Officer, and Corporate Secretary, UnitedHealth Group. Executive will perform such duties, and exercise such supervision and control, as are commonly associated with Executive’s position, as well as perform such other duties as are reasonably assigned to Executive. Executive will devote substantially all of Executive’s business time and energy to Executive’s duties. Executive will maintain operations in Executive’s area of responsibility and make every reasonable effort to ensure that the employees within that area of responsibility act in compliance with applicable law and UnitedHealth Group’s Code of Conduct, as amended from time to time. Executive is subject to all of UnitedHealth Group’s employment policies and procedures (except as specifically superseded by this Agreement).

2.Compensation and Benefits.

A.Base Salary. Executive’s initial annual base salary will be $825,000, less applicable withholdings and deductions, payable according to UnitedHealth Group’s regular payroll schedule. Periodic adjustments to Executive’s base salary may be made in UnitedHealth Group’s sole discretion.

B.Incentive Compensation. Executive will be eligible to participate in UnitedHealth Group’s incentive compensation plans in UnitedHealth Group’s discretion and in accordance with the plans’ terms and conditions. Executive’s initial target bonus potential will be 125% of annual base salary, subject to periodic adjustments in UnitedHealth Group’s discretion.

C.Stock Plan Award Program. Executive will be eligible to participate in UnitedHealth Group’s stock plan award program at UnitedHealth Group’s sole discretion and in accordance with the program’s terms and conditions. Executive’s initial annual stock plan award target will be $5,000,000; however, the grant value, frequency, and terms of such stock plan grants, if any, are at UnitedHealth Group’s sole discretion.

D.Stock Plan Award. In accordance with guideline amounts authorized by UnitedHealth Group’s Compensation and Human Resources Committee, management will recommend that Executive be awarded a grant of (i) Performance-Based Restricted Stock Units for the 2024-2026 performance period with a value of $1,000,000, subject to the performance vesting criteria and other terms of the award; (ii) Restricted Stock Units with a value $500,000, which award will vest 25% on each anniversary date of the grant, over a four-year period (or such earlier vesting schedule as determined by the Committee); and (iii) Non-Qualified Stock Options with a Financial Accounting Standards (FAS) value of $500,000, which award will vest 25% on each anniversary date of the grant, over a four-year period (or such earlier vesting schedule as determined by the Committee). All stock plan awards will be subject to the terms and conditions of specific stock plan award agreements, including certain restrictive covenants, and the UnitedHealth Group Incorporated 2020 Stock Incentive Plan. In accordance with UnitedHealth Group’s governance policy, which stipulates that its Compensation and Human Resources Committee can only grant stock plan awards at regularly scheduled quarterly committee meetings, Executive’s recommended grant will be reviewed by the Committee at its June 3, 2024 quarterly meeting. The number of shares comprising the recommended grant will be calculated the day of the Committee meeting using the closing price of UnitedHealth Group stock on the day the calculation is made.

E.Employee Benefits. Executive will be eligible to participate in UnitedHealth Group’s employee welfare, retirement, and stock incentive plans on the same basis as other similarly situated executives, in accordance with the terms of the plans. Executive will be eligible for Paid Time Off in accordance with UnitedHealth Group’s policies. UnitedHealth Group reserves the right to amend or discontinue any plan or policy at any time in its sole discretion. In addition to the Company’s generally available benefits, UnitedHealth Group shall provide Executive, at UnitedHealth Group’s expense during the term of Executive’s employment, a $2 million face value term life insurance policy and a long-term disability policy which covers 60% of base salary in the event of a qualifying long-term disability, subject to the policy terms.

3.Termination of Employment.

A.By Mutual Agreement. The parties may terminate Executive’s employment at any time by mutual agreement.

B.By UnitedHealth Group without Cause. UnitedHealth Group may terminate Executive’s employment without Cause upon 90 days’ prior written notice.

C.By UnitedHealth Group with Cause. UnitedHealth Group may terminate Executive’s employment at any time for Cause. “Cause” means Executive’s (a) material failure to follow UnitedHealth Group’s reasonable direction or to perform any duties reasonably required on material matters, (b) material violation of, or failure to act upon or report known or suspected violations of, UnitedHealth Group’s Code of Conduct, as amended from time to time, (c) conviction of any felony, (d) commission of any criminal, fraudulent, or dishonest act in connection

with Executive’s employment, (e) material breach of this Agreement, or (f) conduct that is materially detrimental to UnitedHealth Group’s interests. UnitedHealth Group will, within 120 days of discovery of the conduct, give Executive written notice specifying the conduct constituting Cause in reasonable detail and Executive will have 60 days to remedy such conduct, if such conduct is reasonably capable of being remedied. In any instance where the Company may have grounds for Cause, failure by the Company to provide written notice of the grounds for Cause within 120 days of discovery shall be a waiver of its right to assert the subject conduct as a basis for termination for Cause.

D.By Executive without Good Reason. Executive may terminate Executive’s employment at any time for any reason, including due to Executive’s retirement.

E.By Executive for Good Reason. Executive may terminate Executive’s employment for Good Reason, as defined below. Executive must give UnitedHealth Group written notice specifying in reasonable detail the circumstances constituting Good Reason, within 120 days of becoming aware of such circumstances, or such circumstances will not constitute Good Reason. If the circumstances constituting Good Reason are reasonably capable of being remedied, UnitedHealth Group will have 60 days to remedy such circumstances. “Good Reason” will exist if UnitedHealth Group takes any of the following actions, without Executive’s consent: (a) reduces Executive’s base salary or target bonus percentage other than in connection with a general reduction affecting a group of employees; (b) moves Executive’s primary work location more than 50 miles; or (c) makes changes that substantially diminish Executive’s duties or responsibilities.

F.Due to Executive’s Death or Disability. Executive’s employment will terminate automatically if Executive dies, effective as of the date of Executive’s death. UnitedHealth Group may terminate Executive’s employment due to Executive’s disability that renders Executive incapable of performing the essential functions of Executive’s job, with or without reasonable accommodation. Executive will not be entitled to Severance Benefits under Section 4 in the event of termination due to Executive’s death or disability.

4.Severance Benefits.

A.Circumstances under Which Severance Benefits Payable. Executive will be entitled to Severance Benefits only if Executive’s employment is terminated by UnitedHealth Group without Cause or if Executive terminates employment for Good Reason. Whether Executive has had a termination of employment will be determined in a manner consistent with the definition of “Separation from Service” under Section 409A of the Internal Revenue Code of 1986 and its accompanying regulations (“Section 409A”) and will be referred to herein as a “Termination.” For purposes of this Agreement, Executive will be considered to have experienced a Termination as of the date that the facts and circumstances indicate that it is reasonably anticipated that Executive will provide no further services after such date or that the level of bona fide services that Executive is expected to perform permanently decreases to no more

than 20% of the average level of bona fide services that Executive performed over the immediately preceding 36-month period. In consideration of the Severance Benefits in this Agreement, Executive waives any payments or benefits to which Executive otherwise might be or become entitled under any UnitedHealth Group severance plan or program.

B.Severance Benefits. Subject to Section 4.C, Executive shall be entitled to the following Severance Benefits if Executive experiences a Termination under the circumstances described in Section 4.A above:

i.Two times Executive’s annualized base salary as of Executive’s Termination.

ii.Any bonus or incentive compensation paid or payable to Executive for the two most recent calendar years (excluding stock plan-related awards, payments under any long-term or similar benefit plan, or any other special or one-time bonus or incentive compensation payments); provided, however, that if termination occurs within two years following the Effective Date, the amount payable under this paragraph will be two times Executive’s target incentive.

iii.$12,000 lump sum payment, minus applicable deductions, to offset costs of COBRA, which amount will be paid within 60 days following Termination.

iv.Outplacement services consistent with those provided to similarly situated executives provided by an outplacement firm selected by UnitedHealth Group.

The Severance Benefits in Sections 4.B.i-ii will be paid out, minus applicable deductions, including deductions for tax withholding, in equal bi-weekly payments on the regular payroll cycle over the 24-month period following Executive’s Termination. Commencement of payments shall begin on the first payroll date that is at least 60 days after the date of Executive’s Termination (the “Starting Date”), provided that Executive has satisfied the requirement in Section 4.C. The first payment on the Starting Date shall include those payments that would have been previously paid if the payments of the severance compensation had begun on the first payroll date following the date of Executive’s Termination. Executive’s entitlement to the payments of the severance compensation described in Sections 4.B.i-ii shall be treated as the entitlement to a series of separate payments for purposes of Section 409A.

If Executive is a “Specified Employee” (within the meaning of Section 409A and determined pursuant to procedures adopted by UnitedHealth Group) at the time of Executive’s Termination and any amount that would be paid to Executive during the six-month period following Termination constitutes “Deferred Compensation” (within the meaning of Section 409A), such amount shall not be paid to Executive until the later of (i) six months after the date of Executive’s Termination, and (ii) the payment date or commencement date specified in this Agreement for such

payment(s). On the first regular payroll date following the expiration of such six-month period (or if Executive dies during the six-month period, the first payroll date following the death), all payments that were delayed pursuant to the preceding sentence shall be paid to Executive in a single lump sum and thereafter all payments shall be made as if there had been no such delay. All Severance Benefits described in Sections 4.B.i-ii shall be paid by, and no further severance compensation shall be paid or payable after, December 31 of the second calendar year following the year in which Executive’s Termination occurs.

C.Separation Agreement and Release Required. In order to receive any Severance Benefits under this Agreement, Executive must timely sign a separation agreement and release of claims in a form determined by UnitedHealth Group in its discretion. UnitedHealth Group shall provide to Executive a form of separation agreement and release of claims no later than three (3) days following Executive’s date of Termination. If Executive does not timely execute and deliver to UnitedHealth Group such separation agreement and release, or if Executive does so, but then revokes it if permitted by and within the time required by applicable law, UnitedHealth Group will have no obligation to pay severance compensation to Executive.

5.Property Rights, Confidentiality, Non-Disparagement, and Restrictive Covenants.

A.UnitedHealth Group’s Property.

i.Assignment. Executive hereby agrees to assign (both during and after his/her employment) and hereby assigns to UnitedHealth Group all rights, titles and interests Executive may have in any invention, computer program, discovery, idea, writing, improvement, process, technique or other works (collectively called "Intellectual Property") whether or not patentable or registrable under copyright or similar statutes, created or conceived by Executive, either alone or jointly with others, during Executive’s employment that:

(a)Relates in any manner to the actual or anticipated business, research, or development of UnitedHealth Group;

(b)Results from work assigned to or performed by Executive for UnitedHealth Group; and/or

(c)Is conceived of or made with the use of UnitedHealth Group systems, equipment, supplies, materials, facilities, computer programs, confidential information and/or trade secret information.

ii.Disclosure of Intellectual Property. Executive agrees to promptly disclose in writing to UnitedHealth Group (both during and after Executive’s employment) any interest Executive may have in any Intellectual Property created or conceived by Executive, either alone or jointly with others, during his/her employment. Executive will also promptly disclose in writing to UnitedHealth Group any interest Executive may have in any Intellectual

Property created or conceived by Executive, either alone or jointly with others, prior to employment that relates to the actual or anticipated business, research, or development of UnitedHealth Group.

iii.Assignment/Transfer of Web Properties. Executive agrees to transfer and assign (both during and after employment), and does hereby assign to UnitedHealth Group all rights, titles, and interests in and to any domain name or social media account (collectively called “Web Properties”) registered or owned by Executive that:

(a)Was registered with the intent to be used by UnitedHealth Group; and/or

(b)Relates in any manner to, or is used to comment on, the actual or anticipated business of UnitedHealth Group; and/or

(c)Contains a registered or common law trademark of UnitedHealth Group.

iv.Perfection of Assignment. Executive will at all times, even after termination of employment, do anything reasonably requested of Executive to enable UnitedHealth Group to access, patent, copyright or obtain any other form of protection for the Intellectual Property or Web Properties created, conceived, or registered by Executive, either alone or jointly with others.

v.Exclusions. Sections 5.A.i.-iv do not apply to Intellectual Property that meets all of the following criteria:

(a)No UnitedHealth Group equipment, supplies, facilities, proprietary or trade secret information was used in its creation;

(b)The Intellectual Property was developed entirely on Executive’s own time;

(c)At the time of conception or reduction to practice the Intellectual Property does not relate directly to UnitedHealth Group’s business, actual or anticipated research or development; and

(d)The Intellectual Property does not result from any work performed by Executive for UnitedHealth Group.

vi.No Removal of Property. Executive may not remove from UnitedHealth Group’s premises any UnitedHealth Group records, documents, data or other property, in either original or duplicate form, except as necessary in the ordinary course of UnitedHealth Group’s business.

vii.Return of Property. Executive must immediately deliver to UnitedHealth Group, upon termination of employment, or at any other time at UnitedHealth

Group’s request, all UnitedHealth Group property, including records, documents, data, and equipment, and all copies of any such property, including any records or data Executive prepared during employment.

B.Confidential Information. Executive will be given access to and provided with sensitive, confidential, proprietary and trade secret information (“Confidential Information”) in the course of Executive’s employment. Examples of Confidential Information include: inventions; new product or marketing plans; business strategies and plans; merger and acquisition targets; financial and pricing information; computer programs, source codes, models and databases; analytical models; customer lists and information; and supplier and vendor lists and other information which is not generally available to the public. Subject to Section 5.D below, Executive agrees not to disclose or use Confidential Information, either during or after Executive’s employment with UnitedHealth Group, except as necessary to perform Executive’s UnitedHealth Group duties or as UnitedHealth Group may consent in writing.

C.Non-Disparagement. Subject to Sections 5.D and 6.E below, Executive agrees not to criticize, make any negative comments about or otherwise disparage UnitedHealth Group or those associated with it, whether orally, in writing or otherwise, directly or by implication, to any person or entity, including UnitedHealth Group customers or agents.

D.Defend Trade Secrets Act Disclosure. Executive acknowledges that, by this Agreement, UnitedHealth Group has provided Executive with written notice that, pursuant to the DTSA, 18 U.S.C. § 1833(b), an individual will not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that (i) is made (A) in confidence to a federal, state, or local government official, either directly or indirectly, or to the individual’s attorney and (B) solely for the purpose of reporting or investigating a suspected violation of law; or (ii) is made in a complaint or other document that is filed under seal in a lawsuit or other proceeding. Moreover, if an individual files a lawsuit for retaliation for reporting a suspected violation of law, the individual may disclose the trade secret to the individual’s attorney and use the trade secret information in the court proceeding, if the individual files any document containing the trade secret under seal and does not disclose the trade secret except under court order.

E.Restrictive Covenants. Executive agrees to the restrictive covenants in this Section in consideration of Executive’s employment and UnitedHealth Group’s promises in this Agreement, including providing Executive access to Confidential Information. The restrictive covenants in this Section apply during Executive’s employment and for 24 months following termination of employment for any reason. Executive agrees that he/she will not, without UnitedHealth Group's prior written consent, directly or indirectly, for Executive or for any other person or entity, as agent, employee, officer, director, consultant, owner, principal, partner or shareholder, or in any other individual or representative capacity, engage in any of the following activities:

i.Non-Solicitation. Executive will not:

(a)Solicit or conduct business with any business competitive with UnitedHealth Group from any person or entity: (1) who was a UnitedHealth Group provider or customer within the 12 months before Executive’s employment termination and with whom Executive had contact regarding UnitedHealth Group’s activity, products or services, or for whom Executive provided services or supervised employees who provided those services, or about whom Executive learned Confidential Information during employment related to UnitedHealth Group’s provision of products and services to such person or entity, or (2) was a prospective provider or customer UnitedHealth Group solicited within the 12 months before Executive’s employment termination and with whom Executive had contact for the purposes of soliciting the person or entity to become a provider or customer of UnitedHealth Group, or supervised employees who had those contacts, or about whom Executive learned Confidential Information during employment related to UnitedHealth Group’s provision of products and services to such person or entity;

(b)Raid, hire, employ, recruit or solicit any UnitedHealth Group employee or consultant who possesses Confidential Information of UnitedHealth Group to leave UnitedHealth Group to join a competitor;

(c)Induce or influence any UnitedHealth Group employee, consultant, or provider who possesses Confidential Information of UnitedHealth Group to terminate his, her or its employment or other relationship with UnitedHealth Group; or

(d)Assist anyone in any of the activities listed above.

ii.Non-Competition. Executive will not:

(a)Engage in or participate in any activity that competes, directly or indirectly, with any UnitedHealth Group activity, product or service that Executive engaged in, participated in, or had Confidential Information about during Executive’s last 24 months of employment with UnitedHealth Group; or

(b)Assist anyone in any of the activities listed above.

Notwithstanding the foregoing, this Section 5.E.ii will apply only to the extent permissible under the ABA Model Rules of Professional Conduct’s provisions regarding restrictions on the right to practice law or any applicable state counterpart.

iii.Geographic Scope.

(a)Executive’s obligations under this “Restrictive Covenants” section shall apply on a nationwide basis anywhere in the United States.

(b)Executive’s obligations under this “Restrictive Covenants” section shall also apply in any country outside the United States with respect to which Executive had responsibility for any UnitedHealth Group activity, product or service in that country.

iv.To the extent Executive and UnitedHealth Group agree at any time to enter into separate agreements containing restrictive covenants with different or inconsistent terms than those contained herein, Executive and UnitedHealth Group acknowledge and agree that such different or inconsistent terms shall not in any way affect or have relevance to the Restrictive Covenants contained herein.

Executive agrees that the provisions of this Section 5 are reasonable and necessary to protect the legitimate interests of UnitedHealth Group.

F.Cooperation and Indemnification. Executive agrees to cooperate fully (i) with UnitedHealth Group in the investigation, prosecution or defense of any potential claims or concerns regarding UnitedHealth Group’s business about which Executive has relevant knowledge, including by providing truthful information and testimony as reasonably requested by UnitedHealth Group, and (ii) with all government authorities on matters pertaining to any investigation, litigation or administrative proceeding concerning UnitedHealth Group. UnitedHealth Group will reimburse Executive for any reasonable travel and out-of-pocket expenses incurred by Executive in providing such cooperation. UnitedHealth Group will indemnify Executive, in accordance with applicable law, for all claims and other covered matters arising in connection with Executive’s employment.

G.Injunctive Relief. Executive agrees that (a) legal remedies (money damages) for any breach of Section 5 will be inadequate, (b) UnitedHealth Group will suffer immediate and irreparable harm from any such breach, and (c) UnitedHealth Group will be entitled to injunctive relief from a court in addition to any legal remedies UnitedHealth Group may seek in arbitration. If an arbitrator or court determines that Executive has breached any provision of Section 5, Executive agrees to pay to UnitedHealth Group its reasonable costs and attorney’s fees incurred in enforcing that provision.

6.Miscellaneous.

A.Tax Withholding. All compensation payable under this Agreement will be subject to applicable tax withholding and other required or authorized deductions.

B.Assignment. Executive may not assign this Agreement. UnitedHealth Group may assign this Agreement. Any successor to UnitedHealth Group will be deemed to be UnitedHealth Group under this Agreement.

C.Entire Agreement; Amendment. This Agreement contains the parties’ entire agreement regarding its subject matter and may only be amended in a writing signed by the parties. This Agreement supersedes and replaces any and all prior oral or written employment agreements (including letters and memoranda) between Executive and UnitedHealth Group or its predecessors, including, but not limited to, Executive’s Employment Agreement with UnitedHealth Group effective September 14, 2020. This Agreement does not supersede the terms of any stock option, restricted stock, or stock appreciation rights plan or award. Executive and UnitedHealth Group acknowledge and agree that for purposes of calculating years of service for retirement eligibility, Executive received eight and one-half years of service credit as of September 14, 2020, and UnitedHealth Group agreed that this revised retirement eligibility definition would be reflected in and become part of Executive’s future issued equity award certificates.

D.Choice of Law. Delaware law governs this Agreement.

E.Waivers; Other Rights. No party’s failure to exercise, or delay in exercising, any right or remedy under this Agreement will be a waiver of such right or remedy, nor will any single or partial exercise of any right or remedy preclude any other or further exercise of such right or remedy. Nothing in this Agreement prohibits Executive from making disclosures that are protected under law or reporting violations of state or federal law or regulation to governmental agencies or entities.

F.Narrowed Enforcement and Severability. If a court or arbitrator decides that any provision of this Agreement is invalid or overbroad, the parties agree that the court or arbitrator should narrow such provision so that it is enforceable or, if narrowing is not possible or permissible, such provision should be considered severed and the other provisions of this Agreement should be unaffected.

G.Dispute Resolution and Remedies. Except for injunctive relief under Section 5.G, any dispute between the parties relating to this Agreement or to Executive’s employment will be resolved by binding arbitration under UnitedHealth Group’s Employment Arbitration Policy, as it may be amended from time to time. The arbitrator(s) may not vary this Agreement’s terms and must apply applicable law.

H.Payment of Deferred Compensation – Section 409A. To the extent applicable, it is intended that the compensation arrangements under this Agreement be in full compliance with Section 409A. This Agreement shall be construed in a manner to give effect to such intention. In no event whatsoever shall UnitedHealth Group be liable for any tax, interest or penalties that may be imposed on Executive under Section 409A. UnitedHealth Group shall have no obligation to indemnify or otherwise hold Executive harmless from any such taxes, interest or penalties, or from liability for any damages related thereto.

I.Electronic Transmission/Counterparts. The executed version of this Agreement may be delivered by facsimile or email, and upon receipt, such transmission shall be deemed delivery of an original. This Agreement may be executed in two or

more counterparts, each of which shall be deemed to be an original, and all of which together will constitute one document.

United HealthCare Services, Inc.	Executive
By /s/ Erin L. McSweney	By /s/ Christopher R. Zaetta
Its EVP Chief People Officer
Date May 29, 2024	Date May 27, 2024

Document

Exhibit 19.1

UnitedHealth Group Incorporated

Insider Trading Policy

Last updated: November 2024

Policy1

Federal Securities laws prohibit trading in (i) UnitedHealth Group Securities or another public company’s Securities while you are aware of Material Non-Public Information relating to UnitedHealth Group or the other company, or (ii) the disclosure of such Material Non-Public Information to others who might trade in UnitedHealth Group Securities or the other company’s Securities. This policy applies to directors, employees and consultants of UnitedHealth Group and its affiliates and its and their family members, contractors, employees and those individuals who live in the same household with such persons or whose trading transactions are directed or influenced by such persons. Additional restrictions apply to those employees who are Restricted Insiders, as set forth in this policy.

If you are aware of (i) Material Non-Public Information relating to UnitedHealth Group or (ii) Material Non-Public Information relating to another company (which you obtained as a result of your association with UnitedHealth Group), do not, directly or indirectly through family members or other persons or entities (such as trusts, limited partnerships and corporations over which you have or share voting or investment control):

•purchase, sell, pledge (including use in a margin account), gift or contribute (charitable or otherwise) UnitedHealth Group Securities or, if applicable, the other company's Securities;

•engage in any action to take personal advantage of the Material Non-Public Information, including electing to participate in a dividend reinvestment or trading plan; or

•disclose the Material Non-Public Information, or pass on rumors, tips or recommendations, to others inside of UnitedHealth Group whose jobs do not require them to have such information or to others outside of UnitedHealth Group, including family and friends, business associates and expert consulting firms (“tipping”).

A violation of this policy may result in disciplinary action by UnitedHealth Group, and a violation of insider trading laws can result in significant civil and criminal penalties. Federal Securities laws may also impose liability on companies and other "controlling persons" if they fail to take reasonable steps to prevent insider trading by company personnel. If you are not sure if you can trade in UnitedHealth Group or other company Securities in compliance with these laws, do not trade until you are certain you can do so. Immediately notify the Compliance & Ethics HelpCenter if you believe you or someone else may have violated this policy. Consult with the Governance legal team (“Corporate Legal”) if you have questions.

Guidelines

Section 16 Considerations. Sales and purchases of UnitedHealth Group equity Securities by directors and certain officers of UnitedHealth Group (“Section 16 Officers”) are subject to Section 16 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which, among other things, (i) restricts certain transactions, (ii) requires certain persons to disgorge profits and losses avoided in certain situations, and (iii) generally requires that transactions be reported to the Securities and Exchange Commission within two business days.

—————————————

1Capitalized terms are defined in the “Definitions” section.

Legitimate Disclosures. UnitedHealth Group may need to disclose Material Non-Public Information to third parties for legitimate business reasons, such as with regard to joint ventures, material contracts, acquisitions, dispositions or other significant business relationships. If you are involved in these situations, you should have a valid confidentiality agreement covering this Material Non-Public Information before making any such disclosures to the counterparty, unless Corporate Legal advises it is not necessary. The confidentiality agreement must provide that Material Non-Public Information cannot be used for trading purposes and may not be further disclosed within the counterparty’s organization except as necessary for legitimate business purposes.

Transactions by Family Members and Related Persons and Entities. This policy applies to family members who reside with you, anyone else who lives in your household, and any family members who do not live in your household but whose transactions in UnitedHealth Group Securities are directed by you or are subject to your influence or control (such as parents or children who consult with you before they trade in UnitedHealth Group Securities). This policy also applies to entities (such as trusts, limited partnerships and corporations) over which you have or share voting or investment control. You are responsible for the transactions of these persons and entities and therefore should make them aware of the need to confer with you before they trade in UnitedHealth Group Securities. This policy also applies to your activities as an executor of an estate if you have or share authority to direct the disposition of an estate that includes UnitedHealth Group Securities.

Post-Termination Transactions. If you are no longer employed by UnitedHealth Group, or have ceased serving as a director or consultant, but have Material Non-Public Information about UnitedHealth Group or another company (which you obtained as a result of your association with UnitedHealth Group), you are prohibited from trading in UnitedHealth Group Securities (or the other company’s Securities, as applicable) until the Material Non-Public Information about UnitedHealth Group (or the other company, as applicable) in your possession has become public or is no longer material.

Short Sales and Hedging. UnitedHealth Group prohibits all of its directors, officers and employees from engaging in short sales, hedging or monetization transactions relating to UnitedHealth Group Securities. A short sale includes a sale of a security that you do not own or a sale that you settle with borrowed Securities. By engaging in short sales of UnitedHealth Group Securities, you are betting that the price of UnitedHealth Group Securities will go down. Section 16(c) of the Exchange Act prohibits short sales by UnitedHealth Group directors and Section 16 Officers.

Hedging or monetization transactions, which are prohibited by this policy, generally allow a person to lock in much of the value of his or her Securities, often in exchange for all or part of the potential upside appreciation in the Securities. These transactions include, but are not limited to, zero-cost collars, forward sale contracts, purchase or sale of options (puts, calls or straddles, whether covered or uncovered) or equity swaps or other derivatives that are directly linked to UnitedHealth Group Securities. These transactions allow the person to continue to own the covered Securities, but without the full risks and rewards of ownership. When that occurs, the person may no longer have the same objectives as other owners of the Securities.

Margin Accounts and Pledging. Securities held in a margin account may be sold by the broker without the customer’s consent if the customer fails to meet a margin call. Similarly, Securities pledged (or hypothecated) as collateral for a loan may be sold in foreclosure if the borrower defaults on the loan. Because a margin sale or foreclosure sale may occur at a time when the pledgor is aware of Material Non-Public Information—potentially resulting in an insider trading violation—we discourage you from holding UnitedHealth Group Securities in a margin account or pledging UnitedHealth Group Securities as collateral for a loan. In addition, you may not engage in such a

transaction if you are aware of Material Non-Public Information relating to UnitedHealth Group, since such transactions may be deemed to constitute sales of Securities under the federal Securities laws.

Section 16 Officers and the members of UnitedHealth Group’s Board of Directors are prohibited from pledging UnitedHealth Group Securities (including depositing such Securities in a margin account).

Equity Awards and Employee Stock Purchase Plan Shares. This policy does not apply to (i) the purchase of UnitedHealth Group Securities pursuant to our Employee Stock Purchase Plan (ESPP), (ii) an exercise and hold of Securities underlying stock options and SARs (whether the exercise price is paid in cash or via a net exercise with no market sale) or (iii) the relinquishment of UnitedHealth Group shares to UnitedHealth Group to satisfy tax withholding requirements upon the vesting of certain equity awards. This policy does apply, however, to (i) any sale of UnitedHealth Group Securities as part of a broker-assisted cashless exercise of an equity award or any other market sale for the purpose of generating the cash needed to pay for the exercise price of, or taxes associated with, an equity award (ii) any modification, change or termination of an election to participate in the ESPP, and (iii) any sale of UnitedHealth Group Securities purchased pursuant to our ESPP.

Brokerage Dividend Reinvestment Elections. This policy applies to your election to participate in a broker-sponsored dividend reinvestment plan with respect to Securities, and to any sale of such Securities purchased pursuant to any such plan.

Written Trading Plan Exception. Subject to certain restrictions, you can purchase or sell UnitedHealth Group Securities at any time pursuant to the terms of a written trading plan, if the plan:

•is established outside of a restricted period when you do not have Material Non-Public Information about UnitedHealth Group; and

•has been reviewed and confirmed in advance by Corporate Legal as compliant with this policy.

Any amendment or modification to a written trading plan must be reviewed and confirmed by Corporate Legal prior to execution. To discuss the process of establishing, amending or modifying a trading plan, contact Corporate Legal.

Standing or Limit Orders. A standing or limit order is not exempt from the insider trading rules or this policy. There is no control over the timing of purchases or sales that result from standing instructions to a broker, and as a result a broker could execute your transaction while you are aware of Material Non-Public Information. Therefore, we discourage you from placing standing orders to purchase or sell Securities.

Restricted Insiders

This policy prohibits Restricted Insiders from trading during certain periods and requires Trade Pre-Clearance Insiders to obtain clearance prior to transacting in UnitedHealth Group Securities.

Restricted Trading Periods. During four periods each year, Restricted Insiders may not engage in (i) any purchase, sale, pledge (including use in a margin account), gift or contribution (charitable or otherwise) of UnitedHealth Group Securities, (ii) an election to participate in a broker-sponsored dividend reinvestment plan, or (iii) any adoption, modification or termination of a written trading plan relating to UnitedHealth Group Securities (collectively, the “Securities Transactions”). These “restricted trading periods” begin on March 25, June 25, September 25 and December 25 of each year, and continue through the close of trading of UnitedHealth Group common stock on the New York Stock Exchange on the first full trading day following release to the public of UnitedHealth

Group’s earnings for the prior fiscal quarter. Restricted Insiders may apply to Corporate Legal for an exception from this prohibition, but permission to trade during a restricted trading period will not normally be granted absent extenuating circumstances.

UnitedHealth Group’s practice is to release earnings before or shortly after the New York Stock Exchange opens for trading. Consequently, the day of release is considered a trading day. For example, if earnings are released before the open of trading on the New York Stock Exchange on a Tuesday, Restricted Insiders can purchase or sell UnitedHealth Group Securities on that following Wednesday as long as all other requirements of this policy are satisfied.

If earnings are released after the open of trading on the New York Stock Exchange on a Tuesday, however, the first full trading day after earnings release would be that following Wednesday and Restricted Insiders would be prohibited from trading through Wednesday.

Event-Specific Trading Restrictions. From time to time, an event (such as acquisition or disposition of a significant business or the execution of a large contract) may be expected to occur that could be material to UnitedHealth Group and/or the counterparty and is known only by a limited number of individuals. Such individuals aware of the prospective event may not trade in UnitedHealth Group Securities (or, if the proposed counterparty to a transaction is a public company, Securities of that company) so long as the event could be Material Non-Public Information with respect to either party. The existence of an event-specific trading restriction period will not be announced to UnitedHealth Group as a whole and should not be communicated to any other person.

Pre-Clearance. Trade Pre-Clearance Insiders must contact Corporate Legal before engaging in any Securities transaction. Trade Pre-Clearance Insiders must not inform anyone of the approval or denial of the pre-clearance request because such information could be indicative of or constitute Material Non-Public Information.

Interpretation and Additional Restrictions

The Chief Legal Officer of UnitedHealth Group, or his or her designee, has sole discretion to interpret this policy, permit or prohibit trades or grant or deny waivers of this policy. In consultation with the Chief Executive Officer and the President & Chief Financial Officer of UnitedHealth Group, the Chief Legal Officer may, at any time and in his or her sole discretion, place additional restrictions on the purchase and sale of UnitedHealth Group Securities by Restricted Insiders and all other persons and entities that are subject to this policy.

Consequences

Any person who violates this policy is subject to discipline by UnitedHealth Group by any appropriate means, up to and including dismissal for cause. Even an investigation that does not result in a finding of a violation can damage your reputation and that of UnitedHealth Group. Thus, if you have any questions about specific transactions, you should obtain additional guidance from Corporate Legal and your legal counsel.

In addition to disciplinary action by UnitedHealth Group, federal law imposes severe penalties for those who, in violation of the law, either purchase or sell Securities while aware of Material Non-Public Information, or who engage in tipping. Potential penalties include:

•Damages equal to the profit gained or loss avoided;

•Civil penalties up to three times the profit gained or the loss avoided;

•A criminal fine up to $5 million (no matter how small the profit); and

•A jail term of up to 20 years.

In addition, an individual can be barred from serving as an officer or director of a public company, or in the case of a licensed professional such as an attorney or accountant, from serving in a professional capacity before the Securities and Exchange Commission. Professional licensing organizations separately may revoke a licensed professional’s right to practice in such profession.

Federal law may also impose “controlling person” liability on UnitedHealth Group in the event that any director or employee violates the insider trading laws.

Individual Responsibility and Consulting Your Own Legal Counsel

You are responsible for determining whether you are in possession of Material Non-Public Information. You are also responsible to make sure that your family members, household members or any relevant entity controlled by you complies with this policy, and for taking appropriate actions to protect any Material Non-Public Information you may be aware of or have. As any Securities law violations create personal liability, you should consult your own legal counsel regarding any personal exposure you may have regarding any purchases or sales of Securities.

Definitions

Material Non-Public Information

Material: Material information is any information that a reasonable investor would consider important in determining whether to purchase, hold or sell securities. Any information that could be expected to affect UnitedHealth Group's stock price, whether it is positive or negative, should be considered material. Regulatory authorities and courts have historically given a broad interpretation to what is deemed "material information.” While it is not possible to identify in advance all information that may be considered material information, some examples of information that may be material include:

•Financial results or guidance, including updates to or reaffirmation of such guidance	•Significant regulatory developments
•News of a pending or proposed merger, acquisition or significant partnership	•Impending bankruptcy or financial liquidity problems
•Changes in dividend policy	•Significant new product or service offerings
•Gain or loss of a substantial customer or supplier	•Significant pricing changes
•Stock splits	•Equity or debt offerings
•Acquisitions or dispositions of significant assets	•Certain changes in senior management or the board of directors
•Significant litigation exposure due to actual or threatened litigation	•Information regarding significant corporate strategic matters
•Significant cybersecurity incidents	•Change in auditor or auditor notification that the Company may no longer rely on its audit report
---	---

Non-Public: Non-public information is any information that has not been disclosed to the general public by means of a widely distributed press release, Securities and Exchange Commission filing or other media for broad public access. Information received about a company under circumstances that indicate the information is not yet in general circulation should be considered non-public information. Following disclosure, information remains non-public until the general public has had time to absorb the information fully.

Trade Pre-Clearance Insiders

Trade Pre-Clearance Insiders include the members of UnitedHealth Group’s Board of Directors, its Section 16 Officers and certain other management members.

Restricted Insiders

Restricted Insiders include the Trade Pre-Clearance Insiders and other employees designated from time to time by management or Corporate Legal as persons who may have routine or event-specific access to Material Non-Public Information about UnitedHealth Group or another public company.

Securities

“Securities” means all Securities of UnitedHealth Group or, if otherwise specified, other companies, including common stock, preferred stock, debt Securities, options (including listed options), warrants and other derivative Securities whose value is related to any of the foregoing (regardless of which person actually issues the derivatives).

6

Document

Exhibit 21.1

Subsidiaries of the Company

Listed below are subsidiaries of UnitedHealth Group Incorporated as of December 31, 2024. Those subsidiaries not listed would not, in the aggregate, constitute a “significant subsidiary” of UnitedHealth Group Incorporated, as that term is defined in Rule 1-02(w) of Regulation S-X.

Name of Entity	State of Jurisdiction or Domicile	Doing Business As
1070715 B.C. Unlimited Liability Company	British Columbia
310 Canyon Medical, LLC	California
4C MSO LLC	Delaware
5995 Minnetonka, LLC	Delaware
7139 Red Bug Oviedo RE, LLC	Florida
8923 Soper Hill Marysville, LLC	Delaware
A Better Way Therapy, L.L.C.	Nebraska
A+ Learning and Development Centers LLC	Ohio	A+ Solutions
AAA Home Health, Inc.	Louisiana	Nursing Care Home Health
Able Home Health, Inc.	Alabama
Able Home Health, Inc.	Mississippi	Mississippi HomeCare of Bruce<br>Mississippi HomeCare of Columbus<br>Mississippi HomeCare of Eupora<br>Mississippi HomeCare of Grenada<br>Mississippi HomeCare of Kosciusko<br>Mississippi HomeCare of Starkville
AbleTo, Inc.	Delaware
Acadian Home Health Care Services, L.L.C.	Louisiana	Southern Home Health
Acadian HomeCare of New Iberia, LLC	Louisiana
Acadian HomeCare, L.L.C.	Louisiana	Acadian HomeCare / Acadia Parish<br>Kaplan HomeCare<br>Ville Platte Home Health Agency
Acadian Physical Therapy Services, LLC	Louisiana
Access Hospice, LLC	Missouri	Access Hospice Care
ACF Group, Inc.	Delaware
ACHC ACO, LLC	Kentucky
ACN Group IPA of New York, Inc.	New York
ACN Group of California, Inc.	California	OptumHealth Physical Health of California
ACO Clinical Partners, LLC	Kentucky
Administradora Clínica La Colina S.A.S.	Colombia
Administradora Country S.A.S.	Colombia
Administradora Médica Centromed S.A.	Chile
Adult Day Care of America, Inc.	Delaware	Almost Family
Advanced Care House Calls of Alabama, LLC	Alabama
Advanced Care House Calls of California, LLC	California
Advanced Care House Calls of Colorado, LLC	Colorado
Advanced Care House Calls of Connecticut, LLC	Connecticut
Advanced Care House Calls of Florida, LLC	Florida
Advanced Care House Calls of Georgia, LLC	Georgia
Advanced Care House Calls of Idaho, LLC	Idaho
Advanced Care House Calls of Illinois, LLC	Illinois
Advanced Care House Calls of Michigan, LLC	Michigan
Advanced Care House Calls of Mississippi, LLC	Mississippi
---	---	---
Advanced Care House Calls of New Hampshire, LLC	New Hampshire
Advanced Care House Calls of New Mexico, LLC	New Mexico
Advanced Care House Calls of Oregon, LLC	Oregon
Advanced Care House Calls of Pennsylvania, LLC	Pennsylvania
Advanced Care House Calls of Rhode Island, LLC	Rhode Island
Advanced Care House Calls of South Carolina, LLC	South Carolina
Advanced Care House Calls of Tennessee, LLC	Tennessee
Advanced Care House Calls of Texas, LLC	Texas
Advanced Care House Calls of Virginia, LLC	Virginia
Advanced Care House Calls of Washington, LLC	Washington
Advanced Care House Calls of Wisconsin, LLC	Wisconsin
Advanced Clinical Partners, LLC	Kentucky
Advanced Geriatric Education & Consulting, LLC	Ohio
Advanced Surgery Center of Carlsbad, LLC	California
Advanced Surgery Center of Clifton, LLC	New Jersey
Advanced Surgical Center, LLC	Texas
Advanced Surgical Hospital, LLC	Pennsylvania
Advanced Therapy Associates LLC	Oklahoma
Advocate Condell Ambulatory Surgery Center, LLC	Illinois	Advocate Surgery Center - Libertyville
Advocate Southwest Ambulatory Surgery Center, L.L.C.	Illinois	Tinley Woods Surgery Center
Advocate-SCA Partners, LLC	Delaware
Aesthetic Plastic Surgery Institute of Louisville, LLC	Kentucky	Louisville Surgery Center, LLC
AFAM Acquisition, LLC	Kentucky
AFAM Holding Co II, LLC	Delaware
AFAM Holding Co III, LLC	Delaware
AFAM Holding Co IV, LLC	Oklahoma
AFAM Holding Co V, LLC	Delaware
AFAM Holding Co VI, LLC	North Carolina
AFAM Holding Co VII, LLC	Delaware
AFAM Holding Co VIII, LLC	Delaware
AFAM Holding Co, LLC	Delaware
AFAM Sub I, LLC	Delaware
AF-CH-HH, LLC	Delaware
Affirmations Psychological Services, LLC	Ohio	Tomorrow Begins Today Consulting
AHCG Management, LLC	Arkansas
AHN Central Services, LLC	Indiana
AHN Target Holdings, LLC	Delaware	Optum Health Networks Indiana
Alabama Health Care Group, LLC	Alabama
Alabama Homecare of Montgomery, LLC	Alabama	Alabama Homecare of Montgomery
Alabama Physical Therapy Services of Birmingham, LLC	Alabama	Alabama Physical Therapy Services of Birmingham
Alabama Physical Therapy Services of Foley, LLC	Alabama
Alaska Health Care Group, LLC	Alaska
Aliansalud Entidad Promotora de Salud S.A.	Colombia
All Savers Insurance Company	Indiana
All Savers Life Insurance Company of California	California
Allina Health Surgery Center - Lakeville, LLC	Minnesota
---	---	---
Allina Health Surgery Center - Vadnais Heights, LLC	Minnesota
Almost Family ACO Services of Kentucky, LLC	Kentucky
Almost Family ACO Services of South Florida, LLC	Florida
Almost Family ACO Services of Tennessee, LLC	Tennessee
Almost Family PC of Ft. Lauderdale, LLC	Florida	Almost Family
Almost Family PC of Kentucky, LLC	Kentucky	Almost Family of Fort Wright
Almost Family PC of SW Florida, LLC	Florida
Almost Family PC of West Palm, LLC	Florida	Almost Family
Almost Family Personal Care, LLC	Wisconsin	Almost Family Personal Care
Almost Family, Inc.	Delaware
Aloha Surgical Center, LLC	Tennessee
Altus Hospice of Georgia, LLC	Delaware	Heart of Hospice Atlanta<br>Heart of Hospice West Atlanta
Ambient Healthcare, Inc.	Florida
Ambient Holdings, Inc.	Delaware
Ambulatory Center for Endoscopy, L.L.C.	New Jersey
American Health Network of Indiana II, LLC	Indiana	HealthCare Network
American Health Network of Kentucky, LLC	Kentucky
American Health Network of Ohio Care Organization, LLC	Ohio
American Health Network of Ohio II, LLC	Ohio
American Health Network of Ohio, LLC	Ohio
AmeriChoice Corporation	Delaware
AmeriChoice of New Jersey, Inc.	New Jersey	UnitedHealthcare Community Plan
AMG Health, LLC	Delaware
Amigo Family Counseling, LLC	Ohio
Análisis Clínicos ML S.A.C.	Peru
Antelope Valley Surgery Center, L.P.	California
Apex Clinical Partners, LLC	Kentucky
Apothecary Holdings, Inc.	Delaware
AppleCare Medical Management, LLC	Delaware	Optum
Aquitania Chilean Holding SpA	Chile
Arcadia JV Holdings, LLC	Delaware
Arise Physician Group	Texas
Arizona Cardiovascular Institute, LLC	Arizona
Arizona Health Care Group, LLC	Arizona
Arizona In-Home Healthcare Partnership-I, LLC	Arizona
Arizona In-Home Healthcare Partnership-II, LLC	Arizona
Arizona In-Home Healthcare Partnership-III, LLC	Arizona
Arizona In-Home Partner-I, LLC	Arizona	Havasu Regional Medical Center Home Health
Arizona In-Home Partner-II, LLC	Arizona	Valley View Home Health
Arizona In-Home Partner-III, LLC	Arizona	Casa de la Paz Hospice
Arizona Physical Therapy Services of Cottonwood, LLC	Arizona	Arizona Physical Therapy Services of Cottonwood
Arizona Physical Therapy Services of Mesa, LLC	Arizona
Arizona Physical Therapy Services of Phoenix, LLC	Arizona
Arizona Physical Therapy Services of Scottsdale, LLC	Arizona
---	---	---
Arizona Physicians IPA, Inc.	Arizona	UnitedHealthcare Community Plan
Arkansas Extended Care, LLC	Arkansas	Arkansas Community-Based Services
Arkansas Health Care Group, LLC	Arkansas
Arkansas Healthcare Partners, LLC	Arkansas
Arkansas Home Health Providers-III, LLC	Arkansas	Arkansas Home Health Providers-West Memphis<br>Elite Home Health
Arkansas Home Health Providers-IV, LLC	Arkansas	Elite Home Health
Arkansas Home Hospice, LLC	Arkansas	Arkansas Home Health & Hospice Providers<br>Arkansas Home Hospice Providers<br>Elite Hospice
Arkansas HomeCare of Forrest City, LLC	Arkansas	ACMC Family Home Health<br>Arkansas Homecare of Forrest City<br>Elite Home Health<br>Northeast Arkansas Homecare
Arkansas HomeCare of Fulton, LLC	Arkansas	Arkansas Homecare of Fulton<br>Elite Home Health<br>North Arkansas Homecare
Arkansas HomeCare of Hot Springs, LLC	Arkansas	Central Arkansas Homecare<br>Elite Home Health
Arkansas In-Home Healthcare Partnership-I, LLC	Arkansas
Arkansas In-Home Healthcare Partnership-II, LLC	Arkansas
Arkansas In-Home Partner-I, LLC	Arkansas	Saline Memorial Home Health
Arkansas In-Home Partner-II, LLC	Arkansas	Saline Memorial Hospice
Arkansas Nursing Providers, LLC	Arkansas
Arkansas Physical Therapy Services of Conway, LLC	Arkansas	Arkansas Physical Therapy Services of Conway
Arkansas Physical Therapy Services of Hot Springs, LLC	Arkansas	Arkansas Physical Therapy Services of Hot Springs
Arkansas Physical Therapy Services of Rogers, LLC	Arkansas	Arkansas Physical Therapy Services of Rogers
Arlington Surgery Center, LLC	Texas
Arusha LLC	Pennsylvania	The Surgery Center of Chester County
ASC Computer Software (NZ) Limited	Auckland
ASC Computer Software Pty. Ltd.	New South Wales
ASC Holdings of New Jersey, LLC	New Jersey
ASC Network, LLC	Delaware
ASC PEO, LLC	Delaware
Ascribe Limited	Nairobi
Ascribe Limited	United Kingdom
Assisted Care by Black Stone of Central Ohio, LLC	Ohio	Comfort Home Care
Assisted Care by Black Stone of Cincinnati, LLC	Ohio	Home Care by Black Stone
Assisted Care by Black Stone of Dayton, LLC	Ohio	Home Care by Black Stone<br>Home Care by Black Stone Springfield
Assisted Care by Black Stone of Northwest Ohio, LLC	Ohio
Assisted Care by Black Stone of Toledo, LLC	Ohio
Assured Capital Partners, Inc.	Nevada
ASV-HOPCo-SCA Cornerstone, LLC	Florida
Athens-Limestone HomeCare, LLC	Alabama	Athens-Limestone HomeCare
Atlanta Outpatient Surgery Center, Inc.	Georgia
Atlanta Surgery Center, Ltd. (L.P.)	Georgia	Atlanta Outpatient Surgery Center
---	---	---
Atlantic Gastro Surgicenter, LLC	New Jersey	ACCESS
Atlantic Homeaid, Inc.	Georgia	SunCrest Companion Services
Atlantic Homecare, Inc.	Georgia
Atrius MSO, LLC	Delaware
Augusta Home Care Services, LLC	Delaware	Trinity Home Health<br>Trinity Home Health of Aiken<br>Trinity Hospice<br>Trinity Hospice of Aiken
Aventura Medical Tower Surgery Center, LLC	Florida
Avery Parent Holdings, Inc.	Delaware
Aveta Inc.	Delaware
Awesome MSO, LLC	Minnesota
AxelaCare Intermediate Holdings, LLC	Delaware	Alaska Business License #2143943
AxelaCare, LLC	Delaware
Azina, LLC	Delaware	Azina Specialty Pharmacy, LLC
Banmédica Colombia S.A.S.	Colombia
Banmédica Internacional SpA	Chile
Banmédica SpA	Chile
Baton Rouge HomeCare, L.L.C.	Louisiana	Feliciana Home Health South
Bayfront HMA Home Health LLC	Florida	Bayfront Health St. Petersburg - Home Care
Beach Surgical Holdings III, LLC	California
Beacon Orthopaedic Partners HoldCo, LLC	Delaware
Beacon Parent, LLC	Delaware
Beaumont ASC, LP	Texas	Beaumont Heart & Vascular Surgery Center
Beauregard Memorial Hospital HomeCare, L.L.C.	Louisiana	Beauregard Home Health<br>Beauregard Memorial Hospital Home Health Agency
Behavioral Healthcare Options, Inc.	Nevada
Beltway Surgery Centers, L.L.C.	Indiana
Benefit Administration for the Self Employed, L.L.C.	Iowa
Benefitter Insurance Solutions, Inc.	Delaware	Benefitter Insurance Services, Inc.<br>Benefitter Solutions
Berwick Home Care Services, LLC	Delaware	Commonwealth Home Health & Hospice of Berwick<br>Commonwealth Hospice of Berwick
BGR Acquisition, LLC	Florida	Apex Home Healthcare
BHC Services, Inc.	New York	Willcare
Bind Benefits, Inc.	Delaware	BIND<br>Surest<br>Surest Administrator Services<br>Surest, Inc.
Birmingham Home Care Services, LLC	Delaware
Birmingham Outpatient Surgical Center, LLC	Delaware
Black Stone of Central Ohio, LLC	Ohio
Black Stone of Cincinnati, LLC	Ohio
Black Stone of Dayton, LLC	Ohio
Black Stone of Northeast Ohio, LLC	Ohio
Black Stone of Northwest Ohio, LLC	Ohio
Black Stone Operations, LLC	Ohio	Assisted Care by Black Stone<br>Home Care by Black Stone<br>Home Healthcare by Black Stone
---	---	---
Blackstone Group, LLC	Ohio
Blackstone Health Care, LLC	Ohio
Bloomfield ASC, LLC	Connecticut
Blue Island Home Care Services, LLC	Delaware	LHC Illinois Home Health
Blue Ridge GP, LLC	North Carolina
Bluegrass Accountable Care, LLC	Kentucky
B-NWI2, LLC	Nevada
Body Image Therapy Center Intensive LLC	Maryland
Boone Memorial HomeCare, LLC	West Virginia	Boone Memorial HomeCare
Bordeaux (Barbados) Holdings I, SRL	Barbados
Bordeaux (Barbados) Holdings II, SRL	Barbados
Bordeaux Holding SpA	Chile
Bordeaux Holdings, LLC	Delaware
Bordeaux International Financing, Inc.	Delaware
Bordeaux International Holdings, Inc.	Delaware
Bordeaux UK Holdings I Limited	United Kingdom
Bordeaux UK Holdings II Limited	United Kingdom
Bordeaux UK Holdings III Limited	United Kingdom
Bracor, Inc.	New York	Willcare
Brevard HMA Home Health, LLC	Florida	Mederi Caretenders<br>Wuesthoff Health System Home Health
Brevard HMA Hospice, LLC	Florida	Mederi Caretenders Hospice<br>Wuesthoff Health System Brevard Hospice and Palliative Care
Brighter Financial, Inc.	Delaware
BriovaRx Infusion Services 102, LLC	Delaware
BriovaRx of Florida, Inc.	Delaware
BriovaRx of Maine, Inc.	Maine
Bryan/College Station ASC, LP	Texas	The Heart & Vascular Surgery Center
B-VV1, LLC	Utah
CAI NCP East Mesa JV, LLC	Delaware
California Health Care Group, LLC	California
California Medical Group Insurance Company, Risk Retention Group	Arizona
Cambridge Home Health Care Holdings, Inc.	Delaware
Cambridge Home Health Care, Inc.	Ohio	Cambridge Caretenders<br>Cambridge Home Health Care<br>Home Care by Black Ston
Cambridge Home Health Care, Inc./Private	Ohio	Cambridge Home Health Care Private - Ontario<br>Cambridge Home Health Care Private - Sandusky<br>Cambridge Home Health Care Private - Sheffield Village<br>Cambridge Home Health Care Private - The Plains<br>Cambridge Home Health Care Private - Wooster
Cambridge Personal Care, LLC	Ohio	Cambridge Personal Care
Camden HomeCare, LLC	Alabama	Alabama HomeCare
---	---	---
Camp Hill-SCA Centers, LLC	Delaware
Cape Fear Valley HomeCare and Hospice, LLC	North Carolina	Cape Fear Valley Home Health<br>Cape Fear Valley Hospice and Palliative Care
Capital City Medical Group, L.L.C.	Louisiana	Primary Care Plus
Capstone Behavioral Health, Inc.	Nebraska
Cardiac Cath Lab of Alexandria GP, LLC	Texas
Cardiac Cath Lab of Alexandria, LP	Texas
Cardiac Cath Lab of Beaumont GP, LLC	Texas
Cardiac Cath Lab of Beaumont, LP	Texas
Cardiac Cath Lab of Bryan/College Station GP, LLC	Texas
Cardiac Cath Lab of Bryan/College Station, LP	Texas	The Heart & Vascular Center
Cardiac Cath Lab of Collin County GP, LLC	Texas
Cardiac Cath Lab of Conroe GP, LLC	Texas
Cardiac Cath Lab of Conroe, LP	Texas	College Park Heart & Vascular Center
Cardiac Cath Lab of Dallas GP, LLC	Texas
Cardiac Cath Lab of Fort Worth GP, LLC	Texas
Cardiac Cath Lab of Fort Worth, LP	Texas	Heart and Vascular Center of Fort Worth
Cardiac Cath Lab of Lake Charles GP, LLC	Texas
Cardiac Cath Lab of Mid Cities GP, LLC	Texas
Cardiac Cath Lab of Mid Cities, LP	Texas
Cardiac Cath Lab of Phoenix GP, LLC	Delaware
Cardiac Cath Lab of Phoenix, LP	Delaware
Cardiac Cath Lab of Tyler GP, LLC	Texas
Cardiac Cath Lab of Waco GP, LLC	Texas
Cardiac Cath Lab of Waco, LP	Texas
Cardiac Cath Lab of Wichita GP, LLC	Texas
Cardiac Cath Lab of Wichita, LP	Delaware
Cardiovascular Consultants, Ltd.	Arizona
Care Advisors by Black Stone, LLC	Ohio
Care Improvement Plus of Texas Insurance Company	Texas	Care Improvement Plan
Care Improvement Plus South Central Insurance Company	Nebraska
Care Improvement Plus Wisconsin Insurance Company	Wisconsin	UnitedHealthcare Community Plan
CareMount Dental Member, LLC	Delaware
CareMount Health Solutions, LLC	Delaware	Optum Medical Management
CareMount Value Partners IPA, LLC	New York	Optum IPA of New York
Caretenders of Cleveland, Inc.	Kentucky	Caretenders
Caretenders of Columbus, Inc.	Kentucky
Caretenders of Jacksonville, LLC	Florida	Apex Health and Rehab Center<br>Apex Home Healthcare<br>Florida Physical Therapy Services at LPGA
Caretenders Visiting Services Employment Company, Inc.	Kentucky
Caretenders Visiting Services of District 6, LLC	Kentucky	Florida Home Health<br>Mederi Caretenders
Caretenders Visiting Services of District 7, LLC	Kentucky	Mederi Caretenders
Caretenders Visiting Services of Gainesville, LLC	Florida	Mederi Caretenders<br>Mederi Caretenders Health & Rehab
---	---	---
Caretenders Visiting Services of Hernando County, LLC	Florida	Better @ Home<br>Mederi Caretenders
Caretenders Visiting Services of Kentuckiana, LLC	Kentucky	Almost Family<br>Angels of Mercy Homecare<br>Caretenders
Caretenders Visiting Services of Ocala, LLC	Florida	Better @ Home
Caretenders Visiting Services of Orlando, LLC	Kentucky
Caretenders Visiting Services of Pinellas County, LLC	Florida	Mederi Caretenders
Caretenders Visiting Services of Southern Illinois, LLC	Illinois	Mederi Caretenders of Fairview Heights
Caretenders Visiting Services of St. Augustine, LLC	Florida	Apex Companion Care<br>Community Home Health Care
Caretenders Visiting Services of St. Louis, LLC	Missouri
Caretenders VNA of Ohio, LLC	Ohio
Caretenders VS of Boston, LLC	Massachusetts	Caretenders
Caretenders VS of Central KY, LLC	Kentucky	Caretenders - Lexington<br>Caretenders of Northern KY
Caretenders VS of Lincoln Trail, LLC	Kentucky	Caretenders
Caretenders VS of Louisville, LLC	Kentucky	Caretenders - Louisville
Caretenders VS of Ohio, LLC	Ohio	Caretenders Fairfield VNA<br>Caretenders VNA<br>Fairfield County Area Visiting Nurse Association<br>Fairfield Home Health Care Agency<br>Fairfield Home Health Care Association<br>Fairfield Visiting Nurse Association<br>Fairfield VNA<br>Home Care by Black Stone<br>Home Healthcare by Black Stone
Caretenders VS of SE Ohio, LLC	Ohio	Caregivers<br>Caregivers Health Network<br>Home Care by Blck Stone<br>Home Healthcare by Black Stone
Caretenders VS of Western KY, LLC	Kentucky	Caldwell County Home Health<br>Caretenders - Owensboro
Castle Hills Surgicare, LLC	Texas
Castle Rock SurgiCenter, LLC	Colorado
Catalyst360, LLC	Delaware	Alaska Business License #2183585<br>CATALYST360 INSURANCE SERVICES, LLC
Catamaran S.á.r.l.	Luxembourg
CDC Holdings Colombia S.A.S.	Colombia
Cedar Creek Home Health Care Agency, LLC	Tennessee	Deaconess HomeCare
Celebration Surgery Center, LLC	Florida
Center for Advanced Surgical Specialists, LLC	Florida
Center for Cardiovascular Research and Education, LLC	Arizona
Center for Quality Improvement, LLC	Delaware
Central Florida Partnership, LLC	Florida
Central Jersey Ambulatory Surgical Center, L.L.C.	New Jersey
Central Park Surgery Center, LLC	Texas
Centre Home Care LLC	Alabama	Cherokee Home Health
CentrifyHealth, LLC	Delaware
Centro de Entrenamiento Capacitación en Reanimación SpA	Chile
---	---	---
Centro de Servicios Compartidos Banmédica SpA	Chile
Centro Odontológico Americano S.A.C.	Peru
Centromed Quilpué S.A.	Chile
Centros Médicos y Dentales Multimed Ltda.	Chile
Centurion Casualty Company	Nebraska
Chalfont HoldCo, LLC	Pennsylvania
Chandler Lake Elizabeth Estates, LLC	Nevada
Change Encircle, LLC	Delaware
Change Healthcare Advocates, LLC	Delaware	Altegra Health Connections, LLC
Change Healthcare Business Fulfillment, LLC	Delaware
Change Healthcare Canada Company	Nova Scotia
Change Healthcare Communications, LLC	Delaware	Express Bill LLC
Change Healthcare Correspondence Services, Inc.	Texas	Adminisource Communications, Inc.
Change Healthcare Engagement Solutions, Inc.	Delaware	Change Healthcare Corporation
Change Healthcare eRx Canada, Inc.	British Columbia
Change Healthcare Finance, Inc.	Delaware
Change Healthcare HealthQx, LLC	Pennsylvania	Change Healthcare HealthQX, LLC
Change Healthcare Holdco Inc.	Delaware
Change Healthcare Holdings, Inc.	Delaware
Change Healthcare Holdings, LLC	Delaware
Change Healthcare Imaging Australia Pty Limited	Australia
Change Healthcare Inc.	Delaware
Change Healthcare Intermediate Holdings, Inc.	Delaware
Change Healthcare Intermediate Holdings, LLC	Delaware
Change Healthcare Ireland Limited	Ireland
Change Healthcare Ireland Solutions Limited	Ireland
Change Healthcare LLC	Delaware
Change Healthcare Operations, LLC	Delaware
Change Healthcare Payer Payment Integrity, LLC	Delaware
Change Healthcare Performance, Inc.	Delaware
Change Healthcare Pharmacy Solutions, Inc.	Maine	DBA Goold Health Systems Inc.<br>GHS Data Management<br>GHS Data Processing Services, Inc.<br>GHS II<br>Goold Health Systems<br>Goold Health Systems, (INC.)<br>Goold Health Systems, Inc.<br>Goold Health Systems, Inc. a/k/a Goold Health Systems
Change Healthcare Philippines, Inc.	Phillipines
Change Healthcare Practice Management Solutions Group, Inc.	Delaware
Change Healthcare Practice Management Solutions Investments, Inc.	Delaware
Change Healthcare Practice Management Solutions, Inc.	Delaware
Change Healthcare Puerto Rico, LLC	Delaware	Coding Source Puerto Rico LLC, The
Change Healthcare Resources Holdings, Inc.	Delaware
Change Healthcare Resources IPA, LLC	Delaware
Change Healthcare Resources LLC	Delaware	Altegra Health Operating Company LLC
---	---	---
Change Healthcare Solutions, LLC	Delaware	EBS Envoy LLC<br>Envoy Corporation<br>Envoy LLC
Change Healthcare Technologies, LLC	Delaware	Change Healthcare Technologies, LLC<br>McKesson Technologies Inc
Change Healthcare Technology Enabled Services, LLC	Georgia	Change Healthcare Technology Enabled Services, LLC<br>Change Healthcare Technology Services, LLC<br>Medaphis Physician Services Corporation<br>PST Services, Inc.
Change Healthcare UK Holdings Limited	United Kingdom
Channel Islands Surgicenter Properties, LLC	Delaware
Charlotte-SC, LLC	Delaware
Chester River Home Care & Hospice, LLC	Maryland	VNA of Maryland-Chestertown
Chesterfield Visiting Nurses Service, Inc.	South Carolina
Christiana Spine Ambulatory Surgical Center, L.L.C.	Delaware
Citrus Regional Surgery Center, L.P.	Tennessee	Citrus Surgery Center
Claims Management Systems, Inc.	Florida	Health Solutions Systems
Clarksville Home Care Services, LLC	Delaware	Tennova Home Health - Clarksville<br>Tennova Hospice - Clarskville<br>Tennova Home Health - Cleveland
Clay County Hospital Home Care, LLC	Alabama
Clear Health Holdings, Inc.	Delaware
Clear Health Strategies, LLC	Florida
Cleburne Surgical Center, LLC	Texas
Cleveland Home Care Services, LLC	Delaware
Clínica Alameda SpA	Chile
Clínica Bío Bío SpA	Chile
Clínica Ciudad del Mar S.A.	Chile
Clínica Dávila y Servicios Médicos S.p.A.	Chile
Clínica San Felipe S.A.	Peru
Clínica Sánchez Ferrer S.A.	Peru
Clínica Santa María S.p.A.	Chile
Clínica Vespucio S.A.	Chile
Clinical Partners of Colorado Springs, LLC	Colorado
Clinton Home Health & Hospice, LLC	Oklahoma	Alliance Oklahoma Home Health & Hospice Western Oklahoma<br>Alliance Oklahoma Home Health Western Oklahoma<br>Assured Home Health of Clinton
CMC Home Health and Hospice, LLC	Arkansas	CMC Home Health<br>CMC Hospice<br>Elite Home Health<br>Elite Hospice<br>Hospice of North Arkansas<br>North Arkansas Homecare
Coalition for Advanced Pharmacy Services, Inc.	Delaware
Coastal Counseling Center, Inc.	Virginia
Cobranzas Banmédica SpA	Chile
Collaborative Care Holdings, LLC	Delaware
Collaborative Care Services, Inc.	Delaware
Collaborative Realty, LLC	New York
---	---	---
Colmedica Medicina Prepagada S.A.	Colombia
Colonial Outpatient Surgery Center, LLC	Florida
Colonial Practice Management, LLC	Delaware
Colorado Clinical Partners, LLC	Colorado
Colorado Health Care Group, LLC	Colorado
Colorado In-Home Healthcare Partnership-I, LLC	Colorado
Colorado In-Home Partner-I, LLC	Colorado	Colorado Plains Medical Center Home Care
Colorado Innovative Physician Solutions, Inc.	Colorado
Colorado Springs Surgery Center, Ltd.	Colorado	Colorado Springs Surgery Center
Comfort Care Transportation, LLC	Texas
Community Hospice, LLC	Mississippi	Community Hospice
Compassionate Healthcare Management Group, Inc.	Georgia	Heart of Hospice North Atlanta
Compassionate Hospice of Georgia, Inc.	Delaware
Comprehensive Purchasing Alliance, LLC	Tennessee
Connecticut Health Care Group Holdings, LLC	Connecticut
Connecticut Home Health Care, Incorporated	Connecticut	Patient Care
Connecticut Surgery Center, Limited Partnership	Connecticut
Connecticut Surgery Properties, LLC	Delaware
Connecticut Surgical Center, LLC	Delaware
ConnectYourCare, Inc.	Delaware
ConnectYourCare, LLC	Maryland
Conroe ASC, LP	Delaware
Constructora Inmobiliaria Magapoq S.A.	Chile
Consumer Wellness Solutions, LLC	Delaware
Coosa Valley HomeCare, LLC	Alabama	Coosa Valley HomeCare
Cornerstone Palliative and Hospice LLC	Mississippi	Baptist Hospice
Country Scan S.A.S.	Colombia
Covenant Palliative and Hospice, LLC	Mississippi	Halcyon Hospice - Philadelphia
CPS Group Holdings, Inc.	Delaware
CPS Intermediate Holdings, Inc.	Delaware
CPS Puerto Rico, Inc.	Puerto Rico
CPS Rehabilitation Services, LLC	Ohio
CPS Solutions, LLC	Delaware	CPS Services, LLC<br>CPS Solutions DE, LLC
CPS Supply Chain Solutions, LLC	Ohio
CPS Telepharmacy, Inc.	Tennessee
Cross Timbers Surgery Center, LLC	Texas
Crossroads Home Care Services, LLC	Delaware	Crossroads Community Home Health<br>Mederi Caretenders<br>Regional Home Care, Crossroads<br>Regional Home Care, Marion<br>Regional Hospice, Marion
Crystal Run Healthcare ACO, LLC	New York
Crystal Run Transformation Services, LLC	New York
CTVSA Holdings, LLC	Delaware
CTVSA Management, LLC	Delaware
Cypress Care, Inc.	Delaware	Optum Workers Compensation Services of Georgia
---	---	---
Dallas County Medical Center HomeCare, L.L.C.	Arkansas	Elite Home Health
Database Solutions II, LLC	Delaware
Daybreak Real Estate, LLC	Tennessee
Day-Op Surgery Consulting Company, LLC	Delaware
DBP Services of New York IPA, Inc.	New York
Delaware Health Care Group, LLC	Delaware
Delaware Surgery Center, LLC	Delaware
Delta Intermediate Holdings, Inc.	Delaware
Delta Parent, Inc.	Delaware
Deming Home Care Services, LLC	Delaware
Dental Benefit Providers of California, Inc.	California
Dental Benefit Providers, Inc.	Delaware	DBP Services<br>DBP Services Inc.
Denton Endoscopy Surgery Center, LLC	Texas
Denton Surgery Center, LLC	Texas
Derry Surgical Center, LLC	New Hampshire	SURGICAL CENTER OF NEW HAMPSHIRE AT DERRY
Diagnóstico Ecotomográfico Centromed Ltda.	Chile
Diasnóstico por Imágenes Centromed Ltda.	Chile
Digestive Health Specialists Endoscopy Center - Arizona, LLC	Arizona
Diplomat Blocker, LLC	Delaware
Diplomat Pharmacy, Inc.	Michigan	Diplomat Specialty Pharmacy
Discovery Counseling & Consulting, LLC	Virginia
Distance Learning Network, Inc.	Delaware	i3CME<br>OptumHealth Education
divvyMED, LLC	Delaware	DIVVY DOSE<br>divvyDOSE<br>DIVVYDOSE<br>DIVVYDOSE LLC
DocASAP US, LLC	Delaware
DocASAP, Inc.	Delaware
Doctor + S.A.C.	Peru
Dovetail Digital Limited	United Kingdom
Dry Creek Surgery Center, LLC	Colorado
DSP Flint Real Estate, LLC	Michigan
DSP-Building C, LLC	Michigan
DTC Surgery Center, LLC	Colorado	OCC Convalescent Center at Inverness<br>OCC Surgery Center at Inverness
Durable Investment Return Terra, LLC	Delaware
DWIC of Tampa Bay, Inc.	Florida	Doctor's Walk-In Clinics<br>MedExpress<br>MedExpress Urgent Care - Brandon<br>MedExpress Urgent Care - Cape Coral, SW Pine Island Rd<br>MedExpress Urgent Care - Carrollwood<br>MedExpress Urgent Care - Clearwater<br>MedExpress Urgent Care - Clewiston, W Sugarland Hwy<br>MedExpress Urgent Care - Deland, N Woodland Blvd<br>MedExpress Urgent Care - Fort Meyers, S Cleveland Ave<br>MedExpress Urgent Care - Golden Gate, Collier Blvd.<br>MedExpress Urgent Care - Hudson, State Road 52<br>MedExpress Urgent Care - Jacksonville, Atlantic Blvd.<br>MedExpress Urgent Care - Jacksonville, Merrill Rd<br>MedExpress Urgent Care - Lakeland, N Road 98<br>MedExpress Urgent Care - Largo<br>MedExpress Urgent Care - Lehigh Acres, Homestead Rd N<br>MedExpress Urgent Care - Lutz<br>MedExpress Urgent Care - Mylan - Fountainbleau Aviation<br>MedExpress Urgent Care - Mylan - Rectrix Aerodrome Centers<br>MedExpress Urgent Care - New Tampa<br>MedExpress Urgent Care - North Port, Tuscola Blvd<br>MedExpress Urgent Care - Northside<br>MedExpress Urgent Care - Palm Beach Gardens<br>MedEpress Urgen Care - Port Charlotte, Tamiami Trl<br>MedExpress Urgent Care - Vero Beach, US Highway 1<br>MedExpress Urgent Care - West Tampa
---	---	---
E Street Endoscopy, LLC	Florida	West Coast Endoscopy Center
Ear Professional International LLC	Delaware	UnitedHealthcare Hearing
East Alabama Medical Center HomeCare, LLC	Alabama	HomeCare of East Alabama Medical Center
East Arkansas Health Holdings, LLC	Arkansas
East Brunswick Surgery Center, LLC	New Jersey	University SurgiCenter
East Valley Phoenix ASC, LLC	Delaware
Eastern Georgia Partnership, LLC	Georgia
ECBC General Partner, LLC	Pennsylvania
eCode Solutions, LLC	Delaware
Edelson and Associates, Inc.	Kentucky
Edwards Plainfield RE, LLC	Delaware
Egan Health Care Corporation	Louisiana	Egan - Ochsner Home Health River Parishes
Egan Healthcare of Northshore, Inc.	Louisiana	Egan - Ochsner Home Health Northshore
Egan Healthcare of Plaquemines, Inc.	Louisiana	Egan - Ochsner Home Health New Orleans<br>Egan Home Health & Hospice
Egan Hospice Services of the Northshore, LLC	Louisiana	Egan Hospice
Egton Medical Information Systems Limited	United Kingdom
El Dorado Home Care Services, LLC	Delaware	South Arkansas Home Health
---	---	---
Electronic Network Systems, Inc.	Delaware
Elite Physical Therapy Services, LLC	Arkansas	Elite Physical Therapy Services
Elk Valley Health Services, LLC	Tennessee
Elk Valley Home Health Care Agency, LLC	Tennessee
Elk Valley Professional Affiliates, Inc.	Tennessee	SunCrest Home Health of Ooltewah
Emerald Coast Surgery Center, L.P.	Florida	Emerald Coast Surgery Center
EMIS Group Limited	United Kingdom
EMIS Health India Private Limited	Tamil Nadu
Emisar Pharma Services LLC	Delaware
Emporia Home Care Services, LLC	Delaware	Southern Virginia Regional Home Health
Empremédica S. A.	Peru
Endo Parent, Inc.	Delaware
Endoscopy Associates of Valley Forge, LLC	Pennsylvania
Endoscopy Center Affiliates, Inc.	Delaware
Endoscopy Center of Bucks County, LP	Pennsylvania
Englewood Cliffs Surgery Center, LLC	New Jersey	Precision Surgery Center of Englewood Cliffs
Enterprise Life Insurance Company	Texas
EP Campus I, LLC	Delaware
EPIC Health Plan	California
EPIC Management Services, LLC	Delaware
Episource LLC	California
Equian Parent Corp.	Delaware
Equian, LLC	Indiana
eRx Network Holdings, Inc.	Delaware
eRx Network, LLC	Delaware
Eureka Springs Hospital HomeCare, LLC	Arkansas	Arkansas Homecare of Fayetteville<br>Elite Home Health<br>Eureka Springs Hospital Home Health and Hospice<br>Northwest Arkansas Homecare
Eureka Springs Hospital Hospice, LLC	Arkansas	Elite Hospice<br>Hospice of North Arkansas<br>Patient's Choice Hospice
Everett MSO, Inc.	Washington	The Everett Clinic
Excel MSO, LLC	California
Excelsior Insurance Brokerage, Inc.	Delaware	Excelsior Benefits Insurance Services<br>Excelsior Benefits Insurance Services, Inc.
Executive Health Resources, Inc.	Pennsylvania
Executive Surgery Center, L.L.C.	Texas
Fairhaven Holdings, LLC	Tennessee
Fairhaven Real Estate, LLC	Tennessee
Fallsgrove Endoscopy Center, LLC	Maryland
Family Health Care Services	Nevada	Southwest Medical Associates Home Health
Family Home Hospice, Inc.	Nevada	OptumCare Palliative Care<br>Southwest Medical Associates Hospice and Palliative Care
Fayette Medical Center HomeCare, LLC	Alabama	Fayette Medical Center HomeCare
Feliciana Physical Therapy Services, LLC	Louisiana	Louisiana Physical Therapy Services of Baton Rouge
---	---	---
First Family Insurance, LLC	Delaware	First Family Insurance Agency LLC<br>First Family Insurance Agency, LLC
First Hill Surgery Center, LLC	Washington
First Risk Advisors, Inc.	Pennsylvania
Florence Home Care Services, LLC	Delaware	Carolinas Home Health
Florence Visiting Nurses Service, Inc.	South Carolina
Florida Physical Therapy Services of Fort Myers, LLC	Florida
Florida Physical Therapy Services of Gainesville, LLC	Florida
Florida Physical Therapy Services of Miramar, LLC	Florida	Florida Physical Therapy Services of Miramar
Florida Physical Therapy Services of Ocala, LLC	Florida
Florida Physical Therapy Services of Orange City, LLC	Florida	Apex Health and Rehab
Florida Physical Therapy Services of Orlando, LLC	Florida
Florida Physical Therapy Services of Ormond Beach, LLC	Florida
Florida Physical Therapy Services of Panama City, LLC	Florida	Florida Physical Therapy Services of Panama City
Florida Physical Therapy Services of Pensacola, LLC	Florida	Florida Physical Therapy Services of Pensacola
Florida Physical Therapy Services of Sarasota II, LLC	Florida	Florida Physical Therapy Services of Sarasota II
Florida Physical Therapy Services of Sarasota, LLC	Florida	Florida Physical Therapy Services of Sarasota
Florida Physical Therapy Services of Sun City, LLC	Florida
Floyd HomeCare, LLC	Georgia	Floyd HomeCare<br>Floyd HomeCare of Cartersville<br>Floyd HomeCare of Cedartown<br>Floyd HomeCare of Summerville
FMG Holdings, LLC	Delaware
Foothills Surgery Center, LLC	Colorado
Footman Walker Associates Limited	United Kingdom
For Health of Arizona, Inc.	Arizona	Geriatrix of Arizona<br>INSPIRIS of Arizona
For Health, Inc.	Delaware
Fort Payne Home Care, LLC	Alabama	Alabama HomeCare of Fort Payne
Fort Smith HMA Home Health, LLC	Arkansas	Access Home Health<br>Advantage Home Health<br>Sparks Health System Home Health<br>Sparks Regional Medical Center Home Health
Fort Worth Endoscopy Centers, LLC	Texas
Fort Worth Surgical Center GP, LLC	Texas
Fort Worth Surgical Center, LP	Delaware
Franklin Home Care Services, LLC	Delaware	Southampton Memorial Home Health<br>Southampton Memorial Home Health & Hospice<br>Southampton Memorial Hospice
Franklin Surgical Center LLC	New Jersey
Freedom Data Systems, Inc.	New Hampshire
Freedom Life Insurance Company of America	Texas
Freeway Surgicenter of Houston, LLC	Texas	Surgery Center of Southwest Houston
Frontier Healthcare Billing Services LLC	New York
---	---	---
Frontier Healthcare Management Services, LLC	New York
Frontier Medex Tanzania Limited	Tanzania
FrontierMEDEX US, Inc.	Delaware
FrontierMEDEX, Inc.	Minnesota	UnitedHealthcare Global
Fulton Home Care Services, LLC	Delaware
Fundación Banmédica	Chile
Gadsden Home Care Services, LLC	Delaware	Alabama HomeCare of Gadsden
Galesburg Home Care, LLC	Delaware	LHC - Illinois Home Health Care of Galesburg
Gamma Acquisition Inc.	Delaware	Lifeline Home Health of Western KY
Genoa Healthcare LLC	Pennsylvania	Alaska Business License #1073614
Genoa Healthcare, Inc.	Delaware
Genoa of Arkansas, LLC	Arkansas
Genoa Telepsychiatry, Inc.	Delaware	1DocWay, Inc.
Genoa, QoL Wholesale, LLC	Delaware
Georgia Health Care Group, L.L.C.	Georgia
Georgia HomeCare of Harris, LLC	Georgia	Georgia Home Health<br>Georgia HomeCare
Gericare, LLC	Tennessee	Deaconess HomeCare II
gethealthinsurance.com Agency Inc.	Indiana	UnitedOne Insurance Agency
Gladiolus Surgery Center, L.L.C.	Florida
Glenwood Surgical Center, L.P.	California	Glenwood Surgical Center
Glenwood-SC, Inc.	Tennessee
Global Land, LLC	Nevada
Global One Ventures, LLC	California	G1<br>G1 Administrator<br>G1 Surgery<br>Global 1<br>Global One<br>Global One Administrator
Global Traveler Organization (Cayman) SPC Limited	Grand Cayman
Golden Outlook, Inc.	California	Golden Outlook<br>Golden Outlook Insurance Services
Golden Rule Financial Corporation	Delaware
Golden Rule Insurance Company	Indiana
Golden Triangle Surgicenter, L.P.	California
Grace Hospice, LLC	Georgia	Heart of Hospice Valdosta
Granite City Home Care Services, LLC	Delaware	Gateway Regional Home Health & Hospice, Granite City<br>Gateway Regional Home Health, Granite City<br>Gateway Regional Hospice, Granite City<br>Red Bud Regional Hospice
Grant Memorial HomeCare and Hospice, LLC	West Virginia	Grant Memorial HomeCare<br>Grant Memorial Hospice
Grants Pass Surgery Center, LLC	Oregon
Greensboro Specialty Surgery Center, LLC	North Carolina	Greensboro Specialty Surgical Center
Greenville Surgery Center, LLC	Texas
Greenway Surgical Suites, LLC	Minnesota
Grove Place Surgery Center, L.L.C.	Florida
GS Campus ASC, LLC	Colorado
---	---	---
GSHS Home Health, LLC	Texas	CHRISTUS Good Shepherd
Guilford Surgery Center, LLC	Connecticut
Gulf Homecare, Inc.	Alabama
H&W Indemnity (SPC), Ltd.	Grand Cayman
H.I. Investments Holding Company, LLC	Delaware
Halcyon Healthcare, LLC	Delaware
Halcyon Hospice of Aiken, LLC	Florida
Harken Health Insurance Company	Wisconsin
Hattiesburg Home Care Services, LLC	Delaware	HomeChoice Health Services - Hattiesburg<br>Wesley Home Care<br>Wesley Lifeline
Hays Surgery Center, LLC	Texas
HCAT Acquisition Inc.	Delaware
hCentive, Inc.	Delaware
HCI Acquisition Corp.	New York
HCP ACO California, LLC	California	HCP ACO California, LLC<br>Optum California ACO
Health at Home - Seattle Metro, LLC	Delaware	Assured Home Health
Health at Home Holdings - Alabama, LLC	Delaware
Health at Home Holdings - Albuquerque, LLC	Delaware
Health at Home Holdings - Arizona, LLC	Delaware
Health at Home Holdings - Boston, LLC	Delaware
Health at Home Holdings - Charlotte, LLC	Delaware
Health at Home Holdings - Chicago, LLC	Delaware
Health at Home Holdings - Detroit, LLC	Delaware
Health at Home Holdings - Durham, LLC	Delaware
Health at Home Holdings - Edmond, LLC	Delaware
Health at Home Holdings - High Point, LLC	Delaware
Health at Home Holdings - Indianapolis, LLC	Delaware
Health at Home Holdings - Ohio, LLC	Delaware
Health at Home Holdings - Philadelphia, LLC	Delaware
Health at Home Holdings - Portland, LLC	Delaware
Health at Home Holdings - Seattle Metro, LLC	Delaware
Health at Home Holdings - Sonoma, LLC	Delaware
Health at Home Holdings - St. Louis, LLC	Delaware
Health at Home Holdings - Tulsa, LLC	Delaware
Health at Home Holdings, LLC	Delaware
Health at Home Hospice - Chicago, LLC	Delaware	Caretenders Hospice
Health at Home Hospice - Cleveland, LLC	Delaware	Caretenders Hospice
Health at Home Hospice - Columbus, LLC	Delaware	Caretenders Hospice
Health at Home Hospice - Dayton, LLC	Delaware
Health at Home Hospice - Detroit, LLC	Delaware	Caretenders Hospice
Health at Home Hospice - Indianapolis, LLC	Delaware	Caretenders Hospice
Health at Home Hospice - Minnesota, LLC	Delaware	Caretenders Hospice
Health at Home Hospice - Phoenix, LLC	Delaware
Health at Home Hospice - Portland, LLC	Delaware	Assured Hospice
Health at Home Therapy - Atlanta, LLC	Delaware	Apex Health and Rehab
Health at Home Therapy - Greenville, LLC	Delaware
---	---	---
Health at Home Therapy - Knoxville, LLC	Delaware	Apex Health and Rehab
Health at Home Therapy - New Jersey, LLC	Delaware	Apex Health and Rehab
Health Care-ONE Insurance Agency, Inc.	California
Health Inventures Employment Solutions, LLC	Delaware
Health Inventures, LLC	Delaware
Health Payroll Services, LLC	Delaware
Health Plan of Nevada, Inc.	Nevada	Health Plan of Nevada HPN<br>UnitedHealthcare Health Plan of Nevada Medicaid
Healthcare Associates of Irving PLLC	Texas
Healthcare Associates of Texas LLC	Delaware
Healthcare Gateway Limited	United Kingdom
HealthCare Partners ASC-LB, LLC	California	Optum Surgery Center
HealthCare Partners Management Services California, LLC	Delaware	HealthCare Partners Services, LLC
HealthCare Partners RE, LLC	Delaware	HealthCare Partners RE, LLC
Healthcare Solutions, Inc.	Delaware	Optum Healthcare Solutions of Georgia<br>Optum Healthcare Solutions of Georgia, Inc.
Healthgrades Marketplace, LLC	Delaware
Healthline Group, LLC	Delaware
Healthline Holdings, LLC	Delaware
Healthline Intermediate Holdings, LLC	Delaware
Healthline Media UK Limited	England
Healthline Media, LLC	Delaware
Healthline UK Holdings Limited	England
HealthMarkets Group, Inc.	Delaware
HealthMarkets Insurance Agency, Inc.	Delaware	HealthMarkets Insurance Agency<br>Insphere Insurance Solutions, Inc.<br>Insphere Solutions<br>Insphere Solutions, Inc.
HealthMarkets Services, Inc.	Delaware	HM Services (Delaware)
HealthMarkets, Inc.	Delaware	HealthMarkets, Inc.<br>UICI, Inc.
HealthMarkets, LLC	Delaware
Healthplex I.P.A., Inc.	New York
Healthplex Insurance Company	New York
Healthplex of CT, Inc.	Connecticut
Healthplex, Inc.	New York	Healthplex Management Services, Inc.
HealthSCOPE Benefits, Inc.	Delaware	HEALTHSCOPE BENEFIT ADMINISTRATORS
HealthSCOPE Holdings, Inc.	Delaware
HealthSmart Benefit Solutions, Inc.	Illinois	HealthSmart Casualty Claims Solutions<br>Smart Casualty Claims
HealthSmart Benefits Management, LLC	Texas
HealthSmart Care Management Solutions, L.P.	Texas
HealthSmart Preferred Care II, L.P.	Texas
HealthSmart Preferred Network II, Inc.	Delaware
HealthSmart Primary Care Clinics, LP	Texas
Heart 'n Home Hospice and Palliative Care, LLC	Idaho	Heart 'n Home Hospice and Palliative Care
---	---	---
Heart of Hospice, LLC	South Carolina
Heartland Heart and Vascular, LLC	Delaware
Helena Home Care Services LLC	Delaware	Regional Home Care, Forreset City<br>Regional Home Care, Helena
Help Seguros de Vida S.A.	Chile
Help Service S.A.	Chile
Help SpA	Chile
HGA HomeCare, LLC	Alabama	Decatur Morgan HomeCare<br>Huntsville Hospital HomeCare<br>Huntsville Hospital HomeCare - Madison
HH Health System-Jackson, LLC	Alabama
HHA of Wisconsin, LLC	Wisconsin	Almost Family
Highlands Ranch Healthcare, LLC	Colorado	MedExpress Urgent Care<br>MedExpress Urgent Care Fort Collins Boardwalk Dr<br>MedExpress Urgent Care Glendale Leetsdale Dr<br>MedExpress Urgent Care Longmont S Main St<br>Optum Everycare Now<br>Optum Virtual Care
HL Greatist, LLC	Delaware
HMC Home Health, LLC	Tennessee
HNH Birdie One, LLC	Idaho	Idaho Home Health & Hospice of Treasure Valley
Home Care Connections, Inc.	Texas	Home Care Connections
Home Care Plus, Inc.	West Virginia	Home Care Plus Medical Equipment<br>Home Care Plus/Summersville
Home Health Agency - Central Pennsylvania, LLC	Florida	OMNI Home Health
Home Health Agency - Collier, LLC	Florida	Mederi Caretenders
Home Health Agency - Hillsborough, LLC	Florida
Home Health Agency - Indiana, LLC	Florida	OMNI Home Care
Home Health Agency - Pennsylvania, LLC	Florida	OMNI Home Care
Home Health Agency - Pinellas, LLC	Florida	Mederi Caretenders
Home Health Care by Black Stone of Central Ohio, LLC	Ohio	Caretenders
Home Health Care by Black Stone of Cincinnati, LLC	Ohio	Caretenders<br>Home Healthcare by Black Stone
Home Health Care by Black Stone of Dayton, LLC	Ohio	Caretenders
Home Health Care by Black Stone of Northwest Ohio, LLC	Ohio	Caretenders
Home Health of Jefferson Co, LLC	Kentucky	Norton Home Health - Louisville
Home Medical S.A.	Chile
HomeCall, LLC	Maryland	HomeCall
Honodav SpA	Chile
Hood Home Health Service, L.L.C.	Louisiana	Baton Rouge General Home Health
Hospice of Central Arkansas, LLC	Arkansas	Elite Hospice<br>Hospice of Central Arkansas
Hospice Promise Thrift Store, L.L.C.	Louisiana
Housecalls Home Health and Hospice, LLC	West Virginia	Housecalls Home Health<br>Housecalls Hospice
Humedica, Inc.	Delaware
Hygeia Corporation	Delaware
---	---	---
Hygeia Corporation (Ontario)	Ontario
Idaho Health Care Group, LLC	Idaho
Idaho In-Home Healthcare Partnership-I, LLC	Idaho
Idaho In-Home Partner-I, LLC	Idaho	Heart 'n Home Hospice
IHD Holdings, LLC	Delaware	Home & Community Care Transitions
Illinois Health Care Group, LLC	Illinois
Illinois Home Care Holdings, LLC	Delaware
Illinois Home Health Care, LLC	Illinois
Illinois Independent Care Network, LLC	Delaware
Illinois LIV, LLC	Illinois	Northwestern Illinois Home Health
Impel Consulting Experts, L.L.C.	Texas
Impel Management Services, L.L.C.	Texas
Imperium Clinical Partner III, LLC	Kentucky
Imperium Clinical Partners II, LLC	Kentucky
Imperium Clinical Partners, LLC	Kentucky
Imperium Health Management, LLC	Kentucky
IN HomeCare Network Central, LLC	Indiana	Angels of Mercy Home Care Plus - South<br>Angels of Mercy Homecare
IN Homecare Network North, LLC	Indiana	Angels of Mercy Homecare<br>Angels of Mercy Homecare Plus<br>Indiana Homecare<br>Indiana Homecare Network
Indiana Care Organization, LLC	Indiana
Indiana Health Care Group, LLC	Indiana
Infirmary Home Health Agency, Inc.	Alabama	Infirmary HomeCare
Ingenios Health Co.	Delaware
Ingenios Health Holdings, Inc.	Delaware
In-Home Healthcare Partnership of Texas-I, LLC	Texas
In-Home Healthcare Partnership, LLC	Delaware
In-Home Partner of Texas-I, LLC	Texas	Palestine Regional Home Health
Inland Surgery Center, L.P.	California
Inmobiliaria Apoquindo 3001 S.A.	Chile
Inmobiliaria Apoquindo 3600 Ltda.	Chile
Inmobiliaria Apoquindo S.A.	Chile
Inmobiliaria Clínica Santa María S.A.	Chile
Inmobiliaria e Inversiones Alameda S.A.	Chile
Inmobiliaria e Inversiones Nueva Apoquindo SpA	Chile
Inmobiliaria Viñamed Ltda.	Chile
Innovative Senior Care Home Health of Alabama, LLC	Delaware	Alabama HomeCare of Oneonta
Innovative Senior Care Home Health of Albuquerque, LLC	Delaware
Innovative Senior Care Home Health of Boston, LLC	Delaware
Innovative Senior Care Home Health of Charlotte, LLC	Delaware	SunCrest Home Health
Innovative Senior Care Home Health of Chicago, LLC	Delaware	Apex Health and Rehab<br>LHC - Illinois Home Health Care of Naperville
Innovative Senior Care Home Health of Detroit, LLC	Delaware	Apex Health and Rehab<br>Brookdale Home Health Detroit<br>Caretenders<br>Innovative Senior Care Home Health
---	---	---
Innovative Senior Care Home Health of Durham, LLC	Delaware	Apex Health and Rehab<br>Brookdale Therapy North Raleigh<br>SunCrest Home Health
Innovative Senior Care Home Health of Edmond, LLC	Delaware	Assured Home Health of Oklahoma City<br>Innovative Senior Care Home Health
Innovative Senior Care Home Health of Hartford, LLC	Delaware	Patient Care
Innovative Senior Care Home Health of High Point, LLC	Delaware	Suncrest Home Health
Innovative Senior Care Home Health of Indianapolis, LLC	Delaware	Brookdale Home Health Indianapolis<br>Caretenders<br>Innovative Senior Care Home Health<br>Nurse On Call
Innovative Senior Care Home Health of Minneapolis, LLC	Delaware	Almost Family
Innovative Senior Care Home Health of Ohio, LLC	Delaware	Apex Health and Rehab<br>Caretenders
Innovative Senior Care Home Health of Philadelphia, LLC	Delaware
Innovative Senior Care Home Health of Portland, LLC	Delaware	Assured Home Health<br>Brookdale Home Health Portland
Innovative Senior Care Home Health of Rhode Island, LLC	Delaware	Brookdale Home Health Road Island<br>Nurse On Call
Innovative Senior Care Home Health of St. Louis, LLC	Delaware	Elite Home Health
Innovative Senior Care Home Health of Tulsa, LLC	Delaware	Assured Home Health<br>Innovative Senior Care Home Health
INOV8 Surgical at Memorial City, LLC	Texas	INOV8 Surgical
inPharmative, Inc.	Nevada
Insight Surgery Center LLC	Colorado
INSPIRIS of Texas Physician Group	Texas	Optum Clinic<br>Optum Clinic + Medical Spa<br>Optum Clinic + Urgent Care
Inspiris, Inc.	Delaware
Integrated Behavioral Health, LLC	Louisiana
Integrity Clinical Partners, LLC	Minnesota
Inter-Hospital Physicians Association, Inc.	Oregon	Success-Rx<br>The Portland IPA
International Healthcare Services, Inc.	New Jersey
Inverclinco S.A.S.	Colombia
Inversiones Clínicas Santa María SpA	Chile
IPN Optum Care Network, LLC	Delaware
Isapre Banmédica S.A.	Chile
ISCHH of Minneapolis Holdings, LLC	Delaware
Jackson County Home Health, LLC	West Virginia	Jackson Home Health
Jackson Home Care Services, LLC	Delaware
Jefferson Regional HomeCare, LLC	Arkansas	Jefferson HomeCare
Jordan Ridge Family Medicine, LLC	Delaware	Optum Idaho<br>Optum Primary Care - Jordan Ridge<br>Optum Utah
Jourdanton Home Care Services, LLC	Delaware	Elite Home Health
Joyable, Inc.	Delaware
Kalamazoo Endo Center, LLC	Michigan
---	---	---
Kambros, LLC	Idaho
Katy ASC, LP	Texas	Advanced Cardiovascular<br>Surgery Center at Methodist West Houston
Katy Cardiovascular Services GP, LLC	Texas
Katy Cardiovascular Services, LP	Texas	Advanced Cardiovascular Center at Houston Methodist West<br>Katy Cardiovascular & Surgery Center at Houston Methodist West
KelseyCare Administrators LLC	Texas
Kentuckiana Clinical Partners, LLC	Kentucky
Kentucky Accountable Care, LLC	Kentucky
Kentucky Clinical Partners, LLC	Kentucky
Kentucky Health Care Group, LLC	Kentucky
Kentucky Home Health Care, LLC	Kentucky
Kentucky HomeCare of Henderson, LLC	Kentucky	Caretenders Home Health of Henderson
Kentucky In-Home Healthcare Partnership-I, LLC	Kentucky
Kentucky In-Home Healthcare Partnership-II, LLC	Kentucky
Kentucky In-Home Partner-I, LLC	Kentucky	Home Health Plus of Kentucky<br>Lifeline of Jackson Purchase Home Health
Kentucky In-Home Partner-II, LLC	Kentucky	Lifeline Health Care of Logan
Kentucky LV, LLC	Kentucky	Commonwealth Home Health - Richmond
Kentucky Physical Therapy Services at Richmond Place LLC	Kentucky	Kentucky Physical Therapy Services at Richmond Place
Kentucky Physical Therapy Services of Lexington LLC	Kentucky	Kentucky Physical Therapy Services of Lexington
Kentucky Physical Therapy Services of Somerset, LLC	Kentucky	Kentucky Physical Therapy Services of Somerset
Key West HHA, LLC	Florida	Island Home Care
Key West PD, LLC	Florida
Keystone Healthcare Partnership, LLC	Pennsylvania
Kirksville Home Care Services, LLC	Missouri	Northeast Regional Home Health
Knoxville Home Care Services, LLC	Delaware	Tennova Healthcare Home Health<br>Tennova Healthcare Hospice
KS Management Services, L.L.C.	Texas
KS Plan Administrators, LLC	Texas
KU Medwest Ambulatory Surgery Center, L.L.C.	Kansas
La Esperanza del Perú S.A.	Peru
La Jolla Orthopaedic Surgery Center, L.P.	California
La Porte Home Care Services, LLC	Delaware	Indiana Home Care Northwest<br>La Porte Home Health<br>La Porte Home Health & Private Duty<br>La Porte Private Duty
Laboratorio ROE S.A.	Peru
Laboratorios Médicos Amed Quilpué S.A.	Chile
Lakeland Home Care Services, LLC	Delaware	Mederi Caretenders
Lakeside Ambulatory Surgical Center, LLC	Nebraska
Lancaster Home Care Services, LLC	Delaware	Home Care of Lancaster
Landmark Group Holdings, LLC	Delaware
Landmark Health NY IPA, LLC	New York
Landmark Health NY PO, LLC	Delaware
Landmark Health of California, LLC	Delaware
---	---	---
Landmark Health of Massachusetts, LLC	Delaware
Landmark Health of North Carolina, LLC	North Carolina
Landmark Health of Oregon, LLC	Delaware
Landmark Health of Pennsylvania, LLC	Delaware
Landmark Health of Washington, LLC	Delaware
Landmark Health, LLC	Delaware
Landmark India, LLC	Delaware
Landmark MSO, LLC	Delaware
Landmark Primary Care, LLC	Delaware
Laser Acquisition Holdings III, LLC	Delaware
Laurus Healthcare GP, LLC	Texas
Laurus Healthcare Management Company	Texas
Laurus Healthcare, L.P.	Texas
Laurus High Plains Surgery Center, LP	Texas
LDI Holding Company, LLC	Delaware	LDI Diplomat Holding Company, LLC
Leaf River Home Health Care, LLC	Mississippi	Mississippi HomeCare / Hattiesburg<br>Mississippi HomeCare / Laurel<br>Mississippi HomeCare of Richton
Leehar Distributors, LLC	Delaware
Level2 Health Holdings, Inc.	Delaware
Level2 Health Management, LLC	Delaware
LHC California Home Health I, LLC	Delaware	Blossom Ridge Home Health Agency<br>Blossom Ridge Hospice
LHC Group Employee Hardship Relief Fund	Louisiana
LHC Group Health Clinic, LLC	Louisiana
LHC Group Pharmaceutical Services II, LLC	Louisiana
LHC Group Pharmaceutical Services III, LLC	Louisiana	St. Landry Pharmacy
LHC Group Recruiting & Training Center, LLC	Delaware	LHC Group Orientation & Training Center
LHC Group, Inc.	Delaware
LHC Health Care Group of Florida, LLC	Florida
LHC Home Health Care Group of Michigan, LLC	Michigan
LHC HomeCare - Lifeline, LLC	Kentucky
LHC HomeCare of Tennessee, LLC	Tennessee	Home Care Solutions
LHC HomeCare of West Virginia, LLC	West Virginia
LHC Loveland Home Health I, LLC	Delaware	At Home Healthcare
LHC Lufkin Home Health I, LLC	Texas	CHRISTUS HomeCare
LHC Onalaska Home Health I, LLC	Texas	CHRISTUS HomeCare
LHC Physician Services, LLC	Louisiana	Acadian Physician Services
LHC Real Estate I, LLC	Louisiana
LHC Real Estate II, LLC	Louisiana
LHCG C, LLC	Mississippi	Baptist Hospice - Golden Triangle
LHCG CCI, LLC	Virginia	Cavalier Home Healthcare Services
LHCG CCII, LLC	Arizona	Casa de la Luz Palliative Care
LHCG CCIII, LLC	Louisiana	CHRISTUS Palliative Care Shreveport-Bossier
LHCG CCIV, LLC	Virginia	Freda H. Gordon Palliative Care
LHCG CCIX, LLC	New Jersey
LHCG CCV, LLC	Louisiana
---	---	---
LHCG CCVI, LLC	Alabama
LHCG CCVII, LLC	Ohio	Willcare Home Care
LHCG CCVIII, LLC	Ohio
LHCG CCX, LLC	Florida	Brevard Palliative Care<br>Mederi Caretenders Palliative Care
LHCG CCXI, LLC	New Jersey
LHCG CCXII, LLC	New Jersey
LHCG CCXIII, LLC	Louisiana	CHRISTUS Palliative Care St. Frances Cabrini
LHCG CCXIV, LLC	Rhode Island
LHCG CCXV, LLC	New Jersey	New Jersey Personal Care
LHCG CCXVI, LLC	Louisiana
LHCG CCXVII, LLC	New Jersey
LHCG CCXVIII, LLC	New Jersey
LHCG CCXX, LLC	Arizona
LHCG CCXXI, LLC	Arizona
LHCG CCXXII, LLC	Georgia	Archbold Home Health Services
LHCG CCXXIV, LLC	Maryland	HomeCall of Baltimore
LHCG CCXXV, LLC	Maryland	VNA of Maryland-Easton
LHCG CCXXVI, LLC	Georgia	Three Rivers Home Health Services
LHCG CCXXVII, LLC	Georgia	Three Rivers Home Health Services
LHCG CCXXVIII, LLC	Georgia
LHCG CCXXX, LLC	Tennessee
LHCG CCXXXI, LLC	Delaware	HomeCall
LHCG CCXXXIII, LLC	Texas	CHRISTUS Homecare
LHCG CCXXXIV, LLC	Texas
LHCG CCXXXV, LLC	Texas
LHCG CII, LLC	Arkansas	Elite Community-Based Services
LHCG CIV, LLC	Arkansas	Elite Community-Based Services
LHCG CIX, LLC	Louisiana	CHRISTUS Hospice Shreveport-Bossier
LHCG CL, LLC	Maryland
LHCG CLI, LLC	Texas	CHRISTUS Hospice - Central Texas
LHCG CLII, LLC	Nevada
LHCG CLIII, LLC	Florida	Mederi Caretenders
LHCG CLIV, LLC	Florida	Mederi Caretenders
LHCG CLIX, LLC	Texas
LHCG CLV, LLC	Florida	Mederi Caretenders
LHCG CLVI, LLC	Florida	Mederi Caretenders
LHCG CLVII, LLC	Florida	Mederi Caretenders
LHCG CLVIII, LLC	Georgia
LHCG CLX, LLC	Florida	Mederi Private Care
LHCG CLXI, LLC	Georgia	Northeast Georgia Home Health
LHCG CLXII, LLC	Tennessee	Baptist Trinity Palliative Care
LHCG CLXIII, LLC	Colorado	At Home Hospice
LHCG CLXIV, LLC	Georgia
LHCG CLXV, LLC	Georgia	University Home Health Services
LHCG CLXVI, LLC	South Carolina	University Home Health Services
---	---	---
LHCG CLXVII, LLC	Arkansas	Elite Community-Based Services
LHCG CLXVIII, LLC	Arkansas	Elite Community-Based Services
LHCG CLXX, LLC	Oklahoma	Grace Hospice
LHCG CLXXI, LLC	Arizona	Casa de la Luz East Valley
LHCG CLXXII, LLC	Arizona
LHCG CLXXIII, LLC	Wyoming
LHCG CLXXIV, LLC	Wyoming
LHCG CLXXIX, LLC	North Carolina	Access Community-Based Services
LHCG CLXXV, LLC	Wyoming
LHCG CLXXVI, LLC	Wyoming
LHCG CLXXVII, LLC	Wyoming
LHCG CLXXVIII, LLC	Wyoming
LHCG CLXXX, LLC	Alaska
LHCG CLXXXI, LLC	Alaska
LHCG CLXXXIX, LLC	Rhode Island
LHCG CLXXXV, LLC	Washington
LHCG CLXXXVI, LLC	Washington
LHCG CLXXXVIII, LLC	Colorado
LHCG CV, LLC	Arkansas	Elite Community-Based Services<br>North Arkansas Community-Based Services
LHCG CVI, LLC	Louisiana	CHRISTUS Homecare St. Patrick
LHCG CVII, LLC	Louisiana	CHRISTUS Hospice and Palliative Care St. Patrick
LHCG CVIII, LLC	Louisiana	CHRISTUS Homecare Shreveport-Bossier
LHCG CX, LLC	Louisiana	CHRISTUS Hospice St. Frances Cabrini
LHCG CXC, LLC	Tennessee
LHCG CXCI, LLC	Missouri	Central Missouri Palliative Care
LHCG CXCII, LLC	Massachusetts
LHCG CXCIII, LLC	Texas
LHCG CXCIV, LLC	Texas	DFW Home Care
LHCG CXCIX, LLC	Virginia	Freda H. Gordon Hospice
LHCG CXCV, LLC	Mississippi	Deaconess Palliative Care
LHCG CXCVI, LLC	Arizona	Casa de la Luz Hospice<br>Casa Hospice at the Hacienda
LHCG CXCVII, LLC	Indiana	OMNI Hospice
LHCG CXCVIII, LLC	Virginia	Generations Home Health
LHCG CXI, LLC	Texas	CHRISTUS St. Michael Home Health Atlanta
LHCG CXII, LLC	Texas	CHRISTUS Homecare
LHCG CXIII, LLC	Texas	CHRISTUS Homecare SPOHN
LHCG CXIV, LLC	Texas	CHRISTUS Hospice and Palliative Care SPOHN
LHCG CXL, LLC	Pennsylvania	Geisinger Hospice
LHCG CXLI, LLC	Pennsylvania	Geisinger Home Health
LHCG CXLII, LLC	Pennsylvania	Geisinger Home Health
LHCG CXLIII, LLC	Pennsylvania	Geisinger Home Health
LHCG CXLIV, LLC	New Jersey
LHCG CXLIX, LLC	Maryland	VNA of Maryland
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LHCG CXLV, LLC	New Jersey	Patient Care
LHCG CXLVI, LLC	Missouri	Central Missouri Home Health
LHCG CXLVII, LLC	Missouri
LHCG CXLVIII, LLC	Missouri	Central Missouri Hospice
LHCG CXV, LLC	Texas	CHRISTUS Homecare
LHCG CXVI, LLC	Texas	CHRISTUS VNA Homecare San Antonio
LHCG CXVII, LLC	Texas	CHRISTUS VNA Hospice San Antonio
LHCG CXXII, LLC	Texas	d/b/a Dubuis Hospital of Paris
LHCG CXXIII, LLC	Georgia
LHCG CXXIV, LLC	Texas	CHRISTUS VNA Community Care San Antonio
LHCG CXXV, LLC	Arkansas	Elite Community-Based Services
LHCG CXXVI, LLC	Louisiana	Palliative Care of New Orleans
LHCG CXXVII, LLC	Virginia
LHCG CXXVIII, LLC	Alabama
LHCG CXXX, LLC	Texas
LHCG CXXXI, LLC	Texas	CHRISTUS VNA Palliative Care San Antonio
LHCG CXXXII, LLC	Tennessee	University of TN Medical Center Palliative Care Services
LHCG CXXXIII, LLC	Tennessee
LHCG CXXXIV, LLC	Tennessee
LHCG CXXXIX, LLC	Nevada
LHCG CXXXV, LLC	Tennessee	Erlanger Continucare Home Health<br>SunCrest Home Health V
LHCG CXXXVI, LLC	Tennessee	Erlanger Continucare Home Health I<br>SunCrest Home Health VI
LHCG CXXXVII, LLC	Texas	DFW Home Health<br>DFW Home Health Arlington<br>DFW Home Health McKinney
LHCG CXXXVIII, LLC	Nevada	Saint Mary's Home Care Services
LHCG CXXXX, LLC	Arkansas
LHCG CXXXXI, LLC	Arkansas	Unity Health HomeCare
LHCG CXXXXII, LLC	Arkansas	Unity Health HomeCare
LHCG CXXXXIII, LLC	Missouri	Capital Region Home Health
LHCG CXXXXIV, LLC	Nevada	Saint Mary's Hospice of Northern Nevada
LHCG CXXXXV, LLC	District of Columbia	HomeCall
LHCG CXXXXVI, LLC	North Carolina
LHCG L, LLC	North Carolina	Access Community-Based Services
LHCG LI, LLC	Alabama	EAMC - Lanier Home Health
LHCG LII, LLC	West Virginia	St. Joseph's Hospice<br>West Virginia Home Health<br>West Virginia Hospice
LHCG LIX, LLC	Rhode Island
LHCG LVI, LLC	Arizona
LHCG LVII, LLC	Colorado	At Home Healthcare
LHCG LVIII, LLC	Massachusetts
LHCG LX, LLC	Utah
LHCG LXII, LLC	Tennessee	Tennessee Home Health
LHCG LXIII, LLC	Washington	Assured Home Health
---	---	---
LHCG LXIV, LLC	Alabama	Troy Regional Medical Center Home Health
LHCG LXIX, LLC	Missouri	Missouri Delta Hospice
LHCG LXV, LLC	Missouri	Missouri Delta Home Health
LHCG LXVII, LLC	Louisiana	Lourdes Hospice
LHCG LXVIII, LLC	Arkansas
LHCG LXX, LLC	Kentucky	Commonwealth Home Health
LHCG LXXI, LLC	Kentucky	Lifeline Home Health of Northern Kentucky
LHCG LXXII, LLC	Louisiana	Acadian HomeCare / Abbeville
LHCG LXXIII, LLC	Oregon
LHCG LXXIV, LLC	Georgia	Heartlite Hospice
LHCG LXXIX, LLC	Alabama	Heartlite Hospice
LHCG LXXV, LLC	Georgia
LHCG LXXVI, LLC	Louisiana	Acadian Palliative Care
LHCG LXXVII, LLC	Arizona	Northern Arizona Home Health<br>Northern Arizona Hospice
LHCG LXXVIII, LLC	Louisiana	Jeff Davis MD Homecare
LHCG LXXX, LLC	Virginia	PHR Home Health of Annandale<br>PHR Hospice of Annandale
LHCG LXXXII, LLC	Florida	Parrish Home Health
LHCG LXXXIII, LLC	Arkansas	Elite Hospice
LHCG LXXXIV, LLC	Alabama	Atmore Community Home Care<br>D.W. McMillan Home Health
LHCG LXXXIX, LLC	West Virginia
LHCG LXXXV, LLC	Arkansas	Elite Palliative Care Services
LHCG LXXXVI, LLC	Arkansas
LHCG LXXXVII, LLC	West Virginia
LHCG LXXXVIII, LLC	Tennessee
LHCG New York Holdings, LLC	Delaware
LHCG Partner II, LLC	Texas
LHCG Partner, LLC	Delaware
LHCG V, L.L.C.	Louisiana	Glenwood Home Health Services<br>Louisiana HomeCare of West Monroe
LHCG VI, L.L.C.	Louisiana
LHCG VIII, L.L.C.	Louisiana	Bunkie HomeCare
LHCG X, L.L.C.	Louisiana
LHCG XC, LLC	West Virginia
LHCG XCI, LLC	Ohio	Pleasant Valley Home Health
LHCG XCII, LLC	Ohio	Pleasant Valley Hospice
LHCG XCIII, LLC	Tennessee	Baptist Trinity Home Care & Hospice I
LHCG XCIV, LLC	Tennessee	Baptist Memorial Home Care & Hospice I
LHCG XCIX, LLC	Mississippi	Baptist Home Care & Hospice - North Mississippi
LHCG XCV, LLC	Tennessee	Baptist Reynolds Hospice House I<br>Baptist Trinity Home Care & Hospice III
LHCG XCVI, LLC	Tennessee	Baptist Memorial Home Care & Hospice
LHCG XCVII, LLC	Tennessee	Baptist Hospice Union City
LHCG XCVIII, LLC	Mississippi	Baptist Home Care & Hospice - North Mississippi<br>Baptist Home Care & Hospice - Oxford<br>Baptist Home Care & Hospice - Southaven<br>Baptist Home Care & Hospice - Tupelo
---	---	---
LHCG XII, L.L.C.	Louisiana	Acadia Extended Care Hospital<br>Louisiana Extended Care Hospital of Lafayette
LHCG XIII, L.L.C.	Louisiana	Lourdes Home Health
LHCG XIV, L.L.C.	Louisiana	Acadian Hospice<br>Acadian Hospice and Palliative Care
LHCG XIX, LLC	Florida	Baptist Home Health Care
LHCG XL, LLC	Georgia	Georgia Home Health
LHCG XLI, LLC	South Carolina	Heart of Hospice Upstate Region
LHCG XLII, LLC	Arkansas	Arkansas Home Care<br>Elite Home Health
LHCG XLIII, LLC	Louisiana
LHCG XLIV, LLC	Louisiana
LHCG XLVI, LLC	Kentucky	Lifeline Home Health
LHCG XLVII, LLC	Wisconsin	Wisconsin Home Health
LHCG XLVIII, LLC	Minnesota
LHCG XV, LLC	Louisiana	St. Landry Homecare
LHCG XVI, LLC	Louisiana	Feliciana Home Health
LHCG XVII, LLC	Idaho	Idaho Home Health & Hospice
LHCG XXI, LLC	Idaho	North Idaho Home Health
LHCG XXII, LLC	Alabama	Alabama Hospice Care of Birmingham<br>Alabama Hospice Care of East Alabama<br>Alabama Hospice Care of Jasper<br>Alabama Hospice Care of Tuscaloosa
LHCG XXIII, LLC	Kentucky	Marshall County Hospital Home Health
LHCG XXIX, LLC	Alabama	Alabama Hospice of the Shoals<br>Keller Home Care
LHCG XXV, LLC	Missouri	Community Loving Care Hospice
LHCG XXVI, LLC	Mississippi
LHCG XXVII, LLC	Pennsylvania	Pennsylvania Home Health
LHCG XXXIII, LLC	Texas	DFW Home Health
LHCG XXXIV, LLC	Alabama	Alabama Hospice Care of Mobile
LHCG XXXIX, LLC	Nevada
LHCG XXXVII, LLC	Illinois	LHC-Illinois Home Health Care<br>LHC-Illinois Home Health Care - Effingham
LHCG XXXVIII, LLC	California	Assured Home Health
Lifeline Home Health Care of Bowling Green, LLC	Kentucky	Lifeline Health Care of Hart<br>Lifeline Health Care of Simpson<br>Lifeline Health Care of Warren<br>Lifeline Home Health of Owensboro
Lifeline Home Health Care of Fulton, LLC	Kentucky	Lifeline Health Care of Fulton
Lifeline Home Health Care of Hopkinsville, LLC	Kentucky
Lifeline Home Health Care of Lady Lake, LLC	Florida
Lifeline Home Health Care of Lakeland, LLC	Florida
Lifeline Home Health Care of Lexington, LLC	Kentucky	Lifeline Health Care of Fayette
Lifeline Home Health Care of Marathon, LLC	Florida
Lifeline Home Health Care of Port Charlotte, LLC	Florida
---	---	---
Lifeline Home Health Care of Russellville, LLC	Kentucky	Lifeline Health Care of Logan
Lifeline Home Health Care of Somerset, LLC	Kentucky	Lifeline Health Care of Casey<br>Lifeline Health Care of Clinton<br>Lifeline Health Care of Cumberland<br>Lifeline Health Care of Lincoln<br>Lifeline Health Care of McCreary<br>Lifeline Health Care of Pulaski<br>Lifeline Health Care of Russell<br>Lifeline Health Care of Taylor<br>Lifeline Health Care of Wayne
Lifeline Home Health Care of Springfield, LLC	Tennessee	Lifeline Home Health Care
Lifeline Home Health Care of Union City, LLC	Tennessee	Extendicare Home Health of Western Tennessee
Lifeline HomeCare of Salem, LLC	Kentucky
Lifeline of West Tennessee, LLC	Tennessee	Extendicare Home Health of West Tennessee
Lifeline Private Duty Services of Kentucky, LLC	Kentucky	Lifeline Rockcastle Home Health
Lifeline Rockcastle Home Health, LLC	Kentucky
Lifeprint Accountable Care Organization, LLC	Delaware	Optum Accountable Care, Arizona
Lindenhurst Holding, LLC	Delaware
Litson Certified Care, Inc.	New York	Willcare
Litson Health Care, Inc.	New York	Willcare
LLC-II, L.L.C.	Louisiana	St. Landry Extended Care Hospital
Logan Surgical Suites, LLC	Utah	Advanced Surgery Center of Northern Utah
Long Term Solutions, Inc.	Massachusetts
Louisa Home Care Holdings, LLC	Delaware
Louisa Home Care Services, LLC	Delaware	Three Rivers Home Care
Louisiana Extended Care Hospital of Kenner, LLC	Louisiana	Ochsner Extended Care Hospital<br>Ochsner Extended Care Hospital of Kenner
Louisiana Health Care Group, L.L.C.	Louisiana
Louisiana Home Health of Feliciana, LLC	Louisiana	Ochsner Home Health of Baton Rouge
Louisiana Home Health of Hammond, L.L.C.	Louisiana	Ochsner Home Health of Covington
Louisiana Home Health of Houma, L.L.C.	Louisiana	Ochsner Home Health-West Bank
Louisiana HomeCare of Delhi, L.L.C.	Louisiana	Delhi HomeCare
Louisiana HomeCare of Kenner, L.L.C.	Louisiana	Ochsner Home Health of New Orleans
Louisiana HomeCare of Lutcher, L.L.C.	Louisiana	Ochsner Home Health of Lutcher
Louisiana HomeCare of Minden, L.L.C.	Louisiana	Louisiana Homecare / Springhill
Louisiana HomeCare of Miss-Lou, L.L.C.	Louisiana
Louisiana HomeCare of Monroe, L.L.C.	Louisiana	St. Francis Medical Center Home Health
Louisiana HomeCare of North Louisiana, L.L.C.	Louisiana	Louisiana HomeCare of Alexandria
Louisiana HomeCare of Northwest Louisiana, L.L.C.	Louisiana	Louisiana HomeCare<br>Louisiana HomeCare / Shreveport<br>Louisiana Homecare/Zwolle
Louisiana HomeCare of Plaquemine, LLC	Louisiana
Louisiana HomeCare of Raceland, L.L.C.	Louisiana	Ochsner Home Health of Raceland
Louisiana HomeCare of Slidell, L.L.C.	Louisiana	Slidell Memorial Hospital Home Health<br>SMH-Ochsner Home Health of Slidell
Louisiana Hospice & Palliative Care, L.L.C.	Louisiana	Louisiana Hospice and Palliative Care
Louisiana Hospice Group, LLC	Louisiana
Louisiana In-Home Healthcare Partnership-I, LLC	Louisiana
Louisiana In-Home Healthcare Partnership-II, LLC	Louisiana
---	---	---
Louisiana In-Home Healthcare Partnership-III, LLC	Louisiana
Louisiana In-Home Partner-I, LLC	Louisiana	Louisiana Home Health
Louisiana In-Home Partner-II, LLC	Louisiana
Louisiana In-Home Partner-III, LLC	Louisiana
Louisiana Physical Therapy Services of Bossier City, LLC	Louisiana	Louisiana Physical Therapy Services of Bossier City
Louisiana Physical Therapy Services of Harahan, LLC	Louisiana	Louisiana Physical Therapy Services of Harahan
Louisiana Physical Therapy Services of Lafayette, LLC	Louisiana	Louisiana Physical Therapy Services of Lafayette
Louisiana Physical Therapy, L.L.C.	Louisiana
Louisville S.C., Ltd.	Kentucky	Surgecenter of Louisville KY
Louisville-SC Properties, Inc.	Kentucky
Loveland Endoscopy Center, LLC	Colorado
LTS At Home, LLC	Delaware
Lutheran Campus ASC, LLC	Colorado
MAMSI Life and Health Insurance Company	Maryland
Managed Care of North America, Inc.	Florida	MCNA Dental Plans
Managed Physical Network, Inc.	New York
Mansfield Endoscopy Center, LLC	Texas
March Holdings, Inc.	California
March Vision Care, Inc.	California
Marietta Surgical Center, Inc.	Georgia
Marin Surgery Holdings, Inc.	Delaware
Marion Regional HomeCare, LLC	Alabama	Alabama HomeCare of Hamilton
Marlin Holding Company LLC	Delaware
Marshall HomeCare, LLC	Texas	CHRISTUS Good Sheperd
Maryland Ambulatory Centers, LLC	Maryland
Maryland Health Care Group, LLC	Maryland
Maryland Healthcare Partnership, LLC	Maryland
Maryland Intermediary-I, LLC	Maryland
Maryland Intermediary-II, LLC	Maryland
Maryland Intermediary-III, LLC	Maryland
Maryland Intermediary-IV, LLC	Maryland
Maryland Physical Therapy Services of Frederick, LLC	Maryland	Maryland Physical Therapy Services of Frederick
Maryland-SCA Centers, LLC	Delaware
Massachusetts Assurance Company, Ltd. PIC	Grand Cayman
Massachusetts Avenue Surgery Center, LLC	Maryland
Massachusetts Health Care Group, LLC	Massachusetts
Massachusetts Physical Therapy Services of Framingham, LLC	Massachusetts
Massachusetts Physical Therapy Services of Quincy Bay, LLC	Massachusetts
Mayes County HMA Home Health LLC	Oklahoma	Alliance Oklahoma Home Health Northeast
McKenzie Surgery Center, L.P.	Tennessee
MCNA Health Care Holdings, LLC	Florida
MCNA Insurance Company	Texas	MCNA Dental Plans
---	---	---
MCNA Systems Corp.	Florida
MD Ops, Inc.	California	CHIEF<br>Community Health Information Exchange Foundation
MD-Individual Practice Association, Inc.	Maryland
MED 3000 Health Solutions of the Virginias, L.L.C.	Virginia
MED3000 Health Solutions Southeast	Florida
Med-Den Funding, LLC	Nebraska	Proceed Finance
Mederi Caretenders VS of Broward, LLC	Florida	Mederi Caretenders
Mederi Caretenders VS of SE FL, LLC	Florida	Mederi Caretenders
Mederi Caretenders VS of SW FL, LLC	Florida	Mederi Caretenders
Mederi Caretenders VS of Tampa, LLC	Florida	Mederi Caretenders
Mederi Private Care, LLC	Florida	Mederi Private Care
MedExpress Development, LLC	Florida
MedExpress Urgent Care Alabama, LLC	Alabama
MedExpress Urgent Care Maine, Inc.	Maine	Optum Everycare Now<br>Optum Virtual Care
MedExpress Urgent Care New Hampshire, Inc.	New Hampshire
MedExpress Urgent Care of Boynton Beach, LLC	Florida	MedExpress Urgent Care - Boca Raton<br>MedExpress Urgent Care - Coral Springs<br>MedExpress Urgent Care - Palm Beach Gardens<br>MedExpress Urgent Care - Royal Palm Beach
MedExpress Urgent Care, Inc. - Ohio	Ohio
Medical Center Home Health, LLC	Tennessee
Medical Centers HomeCare, LLC	Alabama	Medical Centers HomeCare
Medical Clinic of North Texas PLLC	Texas	Specialist for Health<br>USMD Physician Services<br>WellMed<br>WellMed at Arlington North<br>WellMed at Arlington South<br>WellMed at Burleson<br>WellMed at Carrollton<br>WellMed at Central Cleburne<br>WellMed at Clearfork<br>WellMed at Denton North<br>WellMed at Flower Mound<br>WellMed at Fort Worth Southwest<br>WellMed at Frisco<br>WellMed at Irving<br>WellMed at Keller<br>WellMed at Lake Worth<br>WellMed at Las Colinas<br>WellMed at Mid- Cities<br>WellMed at Midlothian<br>WellMed at North Fort Worth<br>WellMed at North Richland Hills<br>WellMed at Park Springs<br>WellMed at Plano<br>WellMed at Weatherford<br>WellMed NTX Lab
Medical Hilfe S.A.	Chile
Medical Support Los Angeles, Inc.	California	Medical Support Los Angeles, A Medical Corporation
Medical Surgical Centers of America, Inc.	Delaware
MedSynergies, LLC	Delaware
Melbourne Surgery Center, LLC	Georgia	Melbourne Surgery Center
---	---	---
Memorial City Holdings, LLC	Delaware
Memorial City Partners, LLC	Delaware
Memorial Houston Surgery Center, LLC	Texas
Mena Medical Center Home Health, L.L.C.	Arkansas	Elite Home Health<br>Mena Regional Home Health<br>West Arkansas Homecare
Mena Medical Center Hospice, L.L.C.	Arkansas	Elite Hospice<br>Mena Regional Hospice<br>Ouachita Regional Hospice
Mercy South ASC LLC	Missouri
Mesquite Liberty, LLC	Nevada
MGH/SCA, LLC	California
MHC Real Estate Holdings, LLC	California
Miami Surgery Center, LLC	Delaware	The Surgery Center of Doral
Michigan In-Home Healthcare Partnership-I, LLC	Michigan
Michigan In-Home Healthcare Partnership-II, LLC	Michigan
Michigan In-Home Healthcare Partnership-III, LLC	Michigan
Michigan In-Home Healthcare Partnership-IV, LLC	Michigan
Michigan In-Home Partner-I, LLC	Michigan	UP Health System Home Care & Hospice
Michigan In-Home Partner-II, LLC	Michigan	UP Health System Home Care & Hospice
Michigan In-Home Partner-III, LLC	Michigan
Michigan In-Home Partner-IV, LLC	Michigan
Midwest Center for Day Surgery, LLC	Illinois
Midwest Hospice, LLC	Arkansas
Midwest JV Holdings, LLC	Delaware
Mid-West National Life Insurance Company of Tennessee	Texas
Midwest Surgery Center Holdings, LLC	Delaware
Mile High SurgiCenter, LLC	Colorado
Minnesota Health Care Group, LLC	Minnesota
Mirage Endoscopy Center, LP	California
Mississippi Health Care Group, LLC	Mississippi
Mississippi HomeCare of Jackson II, LLC	Mississippi	Mississippi HomeCare / Clinton<br>Mississippi HomeCare / Jackson<br>Mississippi HomeCare / Madison<br>Mississippi HomeCare / Magee<br>Mississippi HomeCare / Yazoo City<br>Mississippi HomeCare of Carthage<br>Mississippi HomeCare of Crystal Springs<br>Mississippi HomeCare/Flowood
Mississippi HomeCare, L.L.C.	Mississippi
Mississippi Physical Therapy Services of Biloxi, LLC	Mississippi	Mississippi Physical Therapy Services of Biloxi
Missouri Health Care Group, LLC	Missouri
Missouri Physical Therapy Services of Creve Coeur, LLC	Missouri	Missouri Physical Therapy Services of Creve Coeur
Mizell Memorial Hospital HomeCare, LLC	Alabama	LHC HomeCare of South Alabama<br>LHC HomeCare of South Alabama - Andalusia
MJ Nursing at Black Stone, LLC	Ohio
Monarch Management Services, Inc.	Delaware	Advanced Geriatric Care & Family Practice Associates<br>Optum
---	---	---
Montgomery Surgery Center Limited Partnership	Maryland	Montgomery Surgery Center
Mooresville Home Care Services, LLC	Delaware	Lake Norman Home Health
Morristown-Hamblen HomeCare and Hospice, LLC	Tennessee	University of TN Medical Center Home Health Services<br>University of TN Medical Center Hospice Services
Mountaineer HomeCare, LLC	West Virginia	Mountaineer HomeCare
MSLA Management LLC	Delaware
Mt. Pleasant Surgery Center, L.P.	Tennessee
Munroe Regional HomeCare, LLC	Florida	Munroe Regional HomeCare
Murrells Inlet ASC, LLC	South Carolina	Carolina Coast Surgery Center
My Wellness Solutions, LLC	Delaware
NAMM Holdings, Inc.	Delaware
National Cardiovascular Partners GP, LLC	Texas
National Cardiovascular Partners, LP	Texas
National Decision Support Company, LLC	Delaware
National Foundation Life Insurance Company	Texas
National Health Industries, Inc.	Kentucky
National Health Information Network, Inc.	Texas
National Pacific Dental, Inc.	Texas
National Surgery Centers, LLC	Delaware
Nationwide ASC Holdings, LLC	Florida
Nationwide Cass Holdings, LLC	Florida
Nationwide Celebration Holdings, LLC	Florida
Nationwide Midtown Holdings, LLC	Florida
Nationwide Mohawk Holdings, LLC	Florida
Nationwide Ocala Holdings, LLC	Florida
Nationwide SFLJRC Holdings, LLC	Florida
Navigator Health, Inc.	Delaware
Naviguard, Inc.	Delaware
naviHealth Care at Home, LLC	Delaware
naviHealth Coordinated Care, LLC	Delaware
naviHealth Holdings, LLC	Delaware
naviHealth SM Holdings, Inc.	Delaware
naviHealth, Inc.	Delaware	Home & Community Care Transitions
NCP Cardiac Cath Lab of Alexandria, LP	Texas
NCP Cardiac Cath Lab of Beaumont, LP	Texas
NCP Cardiac Cath Lab of Bryan/College Station, LP	Texas
NCP Cardiac Cath Lab of Collin County, LP	Texas
NCP Cardiac Cath Lab of Conroe, LP	Texas
NCP Cardiac Cath Lab of Dallas, LP	Texas
NCP Cardiac Cath Lab of East Fort Lauderdale, LLC	Delaware
NCP Cardiac Cath Lab of Fort Worth, LP	Texas
NCP Cardiac Cath Lab of Lake Charles, LP	Texas
NCP Cardiac Cath Lab of Mid Cities, LP	Texas
NCP Cardiac Cath Lab of Phoenix, LLC	Delaware
---	---	---
NCP Cardiac Cath Lab of Tyler, LP	Texas
NCP Cardiac Cath Lab of Waco, LP	Texas
NCP Cardiac Cath Lab of Wichita, LP	Texas
NCP East Mesa, LLC	Delaware
NCP East Valley Phoenix ASC, LLC	Delaware
NCP Healthcare Holdings, Inc.	Delaware
NCP Healthcare Management Company	Texas
NCP Investment Holdings, Inc.	Delaware
NCP Philadelphia, LLC	Delaware
NCP Phoenix Cardiac Cath and Surgical Center, LLC	Delaware
NCP Phoenix Cardiovascular Practice, LLC	Delaware
NCP Port Arthur Cardiac Cath Lab, LP	Texas
Nebraska Health Care Group, LLC	Nebraska
Neighborhood Health Partnership, Inc.	Florida
Netwerkes, LLC	Tennessee
Nevada Health Care Group, LLC	Nevada
Nevada Pacific Dental	Nevada
New Hampshire Health Care Group, LLC	New Hampshire
New Hampshire Physical Therapy Services of Hanover, LLC	New Hampshire
New Jersey Health Care Group, LLC	New Jersey
New Mexico Health Care Group, LLC	New Mexico
New Mexico Physical Therapy Services of Albuquerque, LLC	New Mexico
New Orleans Regional Physician Hospital Organization, L.L.C.	Louisiana	Peoples Health<br>Peoples Health Network
Nomad Buyer, Inc.	Delaware
North American Medical Management California, Inc.	Tennessee	Optum
North Carolina Health Care Group, LLC	North Carolina
North Carolina In-Home Healthcare Partnership-I, LLC	North Carolina
North Carolina In-Home Healthcare Partnership-II, LLC	North Carolina
North Carolina In-Home Healthcare Partnership-III, LLC	North Carolina
North Carolina In-Home Healthcare Partnership-IV, LLC	North Carolina
North Carolina In-Home Healthcare Partnership-IX, LLC	North Carolina
North Carolina In-Home Healthcare Partnership-V, LLC	North Carolina
North Carolina In-Home Healthcare Partnership-VI, LLC	North Carolina
North Carolina In-Home Healthcare Partnership-VII, LLC	North Carolina
North Carolina In-Home Healthcare Partnership-VIII, LLC	North Carolina
North Carolina In-Home Partner-I, LLC	North Carolina	Harris Home Health
North Carolina In-Home Partner-II, LLC	North Carolina	Harris Palliative Care and Hospice
North Carolina In-Home Partner-III, LLC	North Carolina	Home Care Services of Haywood Regional Medical Center
North Carolina In-Home Partner-IV, LLC	North Carolina	Haywood Hospice & Palliative Care
North Carolina In-Home Partner-IX, LLC	North Carolina	Guardian Home Health
North Carolina In-Home Partner-V, LLC	North Carolina	Carolina Home Care
North Carolina In-Home Partner-VI, LLC	North Carolina	Maria Parham Regional Home Health
North Carolina In-Home Partner-VII, LLC	North Carolina	Hospice of Wilson Medical Center
---	---	---
North Carolina In-Home Partner-VIII, LLC	North Carolina	Home Health of Wilson
North Dallas Surgical Center, LLC	Delaware
North Kitsap Ambulatory Surgery Center, LLC	Washington	Pacific Surgery Center
North Okaloosa Home Health LLC	Florida	Gulf Coast Home Health
North Puget Sound Oncology Equipment Leasing Company, LLC	Washington
Northampton Home Care, LLC	Delaware	Easton Home Health Services
Northeast Arkansas Partnership, LLC	Arkansas
Northeast Washington Home Health, Inc.	Washington	Assured Home Health
Northern Nevada Health Network, Inc.	Nevada
Northern New Jersey Center for Advanced Endoscopy, LLC	New Jersey
Northern New Jersey Endoscopy Holdings, LLC	New Jersey
Northern Rockies Surgicenter, Inc.	Montana
Northern Westchester Facility Project LLC	Delaware
Northlake Real Estate Holdings, LLC	Georgia
Northlake Surgicare, Inc.	Georgia
Northshore Extended Care Hospital, LLC	Louisiana	Northshore Extended Care Hospital
Northwest Georgia Home Health, LLC	Georgia	Home Care Solutions
Northwest Healthcare Alliance, Inc.	Washington	Assured Home Health & Hospice
Northwest Spine and Laser Surgery Center LLC	Oregon	NW Spine and Laser Surgery Center
Northwest Surgicare, LLC	Delaware
NP Services of IN, LLC	Indiana	Advanced Care House Calls
NP Services of KY, LLC	Kentucky	Advanced Care House Calls
NP Services of NC, LLC	North Carolina
NP Services of OH, LLC	Ohio	Assured Care House Calls
NSC Greensboro, LLC	Delaware
NSC Lancaster, LLC	Delaware
NSC Seattle, Inc.	Washington
NSC Upland, LLC	Delaware
Nurse on Call of Arizona, LLC	Delaware	At Home Healthcare I
Nuvaila US, LLC	Delaware
Oak Shadows of Jennings, L.L.C.	Louisiana
Oakbrook Subsidiary, Inc.	Illinois
OC Cardiology Practice Partners, LLC	Delaware
OCC MSO, LLC	Delaware
Ohio Health Care Group, LLC	Ohio
Ohio HomeCare, LLC	Ohio	Housecalls Home Health
Ohio In-Home Healthcare Partnership-I, LLC	Ohio
Ohio In-Home Partner-I, LLC	Ohio	CMH Home Health Care
Ohio Physical Therapy Services of Mayfield Heights, LLC	Ohio	Ohio Physical Therapy Services of Richmond Heights
Ohio Physical Therapy Services of Richmond Heights, LLC	Ohio
Ohio Physical Therapy Services of Xenia, LLC	Ohio
OhioSolutions.org LLC	Ohio	A+ Solutions
Oklahoma City Home Care Services LLC	Delaware	Alliance Oklahoma Home Health OKC
Oklahoma Health Care Group, LLC	Oklahoma
---	---	---
Oklahoma Physical Therapy Services of Norman, LLC	Oklahoma	Oklahoma Physical Therapy Services of Norman
Omesa SpA	Chile
OMNI Health Management, LLC	Florida
OMNI Home Health - District 1, LLC	Florida	SunCrest OMNI
OMNI Home Health - District 2, LLC	Florida	SunCrest OMNI
OMNI Home Health - District 4, LLC	Florida	Apex Home Healthcare
OMNI Home Health - Hernando, LLC	Florida	SunCrest OMNI
OMNI Home Health - Jacksonville, LLC	Florida	Apex Home Healthcare
OMNI Home Health Holdings, Inc.	Delaware
OMNI Home Health Services, LLC	Delaware
OmniClaim, LLC	Delaware
Oncocare S.A.C.	Peru
One Pass Solutions, Inc.	Delaware
One World Surgery	Illinois
OPA MSO, LLC	Delaware
OPA Ortho Holdings, LLC	Washington
OPA Ortho, PLLC	Washington
Ophthalmology Surgery Center of Dallas, LLC	Texas
Optimum Choice, Inc.	Maryland	UnitedHealthcare
Optum Aviator Investor, LLC	Delaware	EverCare<br>Evercare Hospice<br>Evercare Hospice and Palliative Care<br>Evercare Hospice and Palliative Care of Colorado Springs<br>Evercare Hospice and Palliative Care of Denver<br>Evercare Palliative Care<br>Evercare Palliative Services<br>Evercare Palliative Services of Colorado Springs<br>Evercare Palliative Services of Denver<br>Evercare Palliative Services of Dover<br>Evercare Palliative Services of Vienna
Optum Bank, Inc.	Utah
Optum Behavioral Care of Delaware, Inc.	Delaware	Behavioral Health of Delaware<br>Family Counseling Associates of New Hampshire<br>Optum Behavioral Care of Maine<br>Optum Behavioral Care of New Hampshire<br>Optum Behavioral Care of Vermont
Optum Behavioral Care of Ohio, Inc.	Ohio	A Better Way Therapy of Nebraska<br>A Plus Solutions of Ohio<br>Affirmations Psychological Services of Ohio<br>Amigo Family Counseling of Ohio<br>Arbor Counseling of Ohio<br>Capstone Behavioral Health of Nebraska<br>Optum Behavioral Care of Alaska<br>Optum Behavioral Care of Hawaii<br>Optum Behavioral Care of Idaho<br>Optum Behavioral Care of Iowa<br>Optum Behavioral Care of Missouri<br>Optum Behavioral Care of Nebraska<br>Optum Behavioral Care of New Mexico, Inc.<br>Optum Behavioral Care of South Dakota<br>Optum Behavioral Care of Utah<br>Optum Behavioral Care of Wyoming<br>Sundance Behavioral Resources of Utah<br>The Center for Cognitive and Behavioral Therapy of Ohio<br>Tomorrow Begins Today Counseling of Ohio
---	---	---
Optum Behavioral Care of Virginia, Inc.	Virginia	Coastal Counseling Center of Virginia<br>Comprehensive MedPsych Systems of Alabama<br>Discovery Counseling and Consulting of Virginia<br>Integrated Behavioral Health of Louisiana<br>Optum Advanced Therapy Associates of Oklahoma<br>Optum Behavioral Care of Alabama<br>Optum Behavioral Care of Louisiana<br>Optum Behavioral Care of Oklahoma
Optum Biometrics, Inc.	Illinois
Optum Care Network of Indiana, LLC	Indiana
Optum Care Networks, Inc.	Delaware	Optum Care Network of Ohio<br>Optum Care Network of Oregon<br>Optum Care Network of Pennsylvania<br>Optum Care Networks of Kentucky<br>OptumCare Network of Connecticut
Optum Care of New York Management, Inc.	New York
Optum Care Services Company	Tennessee	Inspiris Services Company
Optum Care, Inc.	Delaware	MedExpress Payroll Arkansas
Optum Clinics Holding Company, Inc.	Delaware
Optum Compounding Services, LLC	Arizona
Optum Digital Health Holdings, LLC	Delaware
Optum Direct To Consumer, LLC	Delaware
Optum Financial, Inc.	Delaware
Optum Frontier Therapies Commercial Services, Inc.	Delaware
Optum Frontier Therapies Holdings, LLC	Delaware
Optum Frontier Therapies II, LLC	Nevada
Optum Frontier Therapies Specialty Distribution, LLC	Nevada
Optum Frontier Therapies, LLC	Michigan	Alaska Business License #2143853
Optum Genomics, Inc.	Delaware
Optum Global Employees' Gratuity Trust	Telangana
Optum Global Solutions (India) Private Limited	Telangana
Optum Global Solutions (Philippines), Inc.	Phillipines
Optum Global Solutions International B.V.	Netherlands
Optum Government Solutions, Inc.	Delaware
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Optum Growth Partners, LLC	Delaware
Optum Health & Technology (Hong Kong) Limited	Hong Kong
Optum Health & Technology (India) Private Limited	Karnataka
Optum Health & Technology (Singapore) Pte. Ltd.	Singapore
Optum Health & Technology (US), LLC	Missouri
Optum Health & Technology Holdings (US), Inc.	Missouri
Optum Health & Technology Serviços do Brasil Ltda.	Brazil
Optum Health Networks, Inc.	Delaware	Optum<br>Optum Care Network of New York<br>Optum Care Network-Arizona<br>Optum Care Newtwork-Arizona<br>Optum Community Center Layton<br>Optum Community Center Sandy<br>Optum Community Center West Valley<br>Optum Health Networks Illinois<br>Optum Health Networks Iowa<br>Optum Health Networks Kansas/Missouri<br>Optum Health Networks Nebraska<br>Optum Health Networks of Wisconsin<br>Optum Utah<br>OptumCare Medical Network<br>Optumcare Network of Indiana<br>OptumCare Network of Ohio
Optum Health Plan of California	Delaware
Optum Health Services (Canada) Ltd.	British Columbia	Interlock Employee and Family Assistance<br>Optum International
Optum Health Solutions (Australia) Pty Ltd	Victoria	Optum<br>Optum International<br>OptumInsight
Optum Health Solutions (Ireland) Limited	Ireland
Optum Health Solutions (UK) Limited	United Kingdom
Optum Healthcare of Illinois, Inc.	Georgia
Optum Heart and Vascular Center, LLC	Nevada
Optum Hospice Pharmacy Services, LLC	Delaware	HospiScript Services<br>Optum Hospice Pharmacy Services<br>Optum Hospice Pharmacy Services Administrator
Optum Infusion Clinic, LLC	Arizona
Optum Infusion Services 100, Inc.	New York	Advanced Care of New Jersey Inc.
Optum Infusion Services 101, Inc.	New York
Optum Infusion Services 103, LLC	Delaware
Optum Infusion Services 200, Inc.	South Carolina
Optum Infusion Services 201, Inc.	Florida
Optum Infusion Services 202, Inc.	Florida
Optum Infusion Services 203, Inc.	Florida
Optum Infusion Services 204, Inc.	Florida
Optum Infusion Services 205, Inc.	Florida
Optum Infusion Services 206, Inc.	Alabama
Optum Infusion Services 207, Inc.	Alabama
Optum Infusion Services 209, Inc.	Georgia	AxelaCare
Optum Infusion Services 301, LP	Oklahoma	AxelaCare
Optum Infusion Services 302, LLC	Nebraska
Optum Infusion Services 305, LLC	Delaware	Optum Services 305, LLC
Optum Infusion Services 308, LLC	Arizona	AxelaCare
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Optum Infusion Services 401, LLC	California
Optum Infusion Services 402, LLC	California
Optum Infusion Services 404, LLC	Oregon
Optum Infusion Services 500, Inc.	Delaware	Alaska Business License #2120394<br>Optum Infusion Services 500<br>Optum Services 500, Inc.
Optum Infusion Services 501, Inc.	Delaware
Optum Infusion Services 550, LLC	Delaware	Optum Services 550, LLC
Optum Infusion Services 553, LLC	North Carolina	Diplomat Specialty Infusion Group
Optum Insurance of Ohio, Inc.	Ohio
Optum Ireland Health Services Limited	Ireland
Optum KS Holdings, LLC	Delaware
Optum Labs Topaz, Inc.	Delaware
Optum Labs, Inc.	Phillipines
Optum Labs, LLC	Delaware	UnitedHealth Group Research & Development
Optum Life Sciences (Canada) Inc.	Ontario
Optum Networks of New Jersey, Inc.	Delaware	Optum Care Network-New Jersey<br>OptumCare Network of New Jersey<br>OrthoNet of the Mid-Atlantic
Optum of New York, Inc.	New York
Optum Operations (Ireland) Unlimited Company	Ireland
Optum Oregon MSO, LLC	Delaware
Optum Peak Endoscopy Center, LLC	Delaware	Optum Peak Endoscopy
Optum Perks LLC	Delaware
Optum Pharma Services Holdings, Inc.	Delaware
Optum Pharmacy 700, LLC	Delaware
Optum Pharmacy 701, LLC	Delaware	Alaska Business License #2143945
Optum Pharmacy 702, LLC	Indiana
Optum Pharmacy 704, Inc.	Texas
Optum Pharmacy 705, LLC	Alabama
Optum Pharmacy 706, Inc.	New York
Optum Pharmacy 707, Inc.	California
Optum Pharmacy 801, Inc.	Arizona
Optum Public Sector Solutions, Inc.	Delaware	OptumServe Community Care Services
Optum Rocket, LLC	Delaware
Optum SCA CS JV Holdings, LLC	Delaware
Optum Select Management, Inc.	Delaware
Optum Senior Services, LLC	Alabama	SeniorScript
Optum Serve, LLC	Delaware
Optum Services (Ireland) Limited	Ireland
Optum Services (Puerto Rico) LLC	Puerto Rico
Optum Services, Inc.	Delaware	Alaska Business License 2186405
Optum Solutions UK Holdings Limited	United Kingdom
Optum Specialty Distribution Holdings, LLC	Nevada
Optum Specialty Distribution, LLC	Delaware	Alaska Business License
Optum Specialty Services, LLC	Delaware
Optum Technology, LLC	Delaware
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Optum UK Solutions Group Limited	United Kingdom
Optum Washington Network, LLC	Washington
Optum Women's and Children's Health, LLC	Delaware
Optum, Inc.	Delaware
Optum360 Services, Inc.	Delaware
Optum360 Solutions, LLC	Delaware
Optum360, LLC	Delaware
OptumCare ACO New Mexico, LLC	Delaware	NM Care ACO, LLC
OptumCare ACO West, LLC	Delaware
OptumCare Clinical Trials, LLC	Delaware	HCP Clinical Research<br>HCP Clinical Research, LLC
OptumCare Colorado ASC, LLC	Colorado	Digestive Disease Endoscoopy<br>Optum Digestive Disease<br>Optum Endoscopy
OptumCare Colorado Medical Group, LLC	Colorado	Colorado Springs Health Partners, LLC<br>Digestive Disease Clinic<br>Mountain View Medical Group<br>Mountain View Medical Group, Part of Optum<br>New West Physicians<br>Optum<br>Optum Digestive Disease
OptumCare Colorado, LLC	Colorado	HealthCare Partners Colorado, LLC
OptumCare Endoscopy Center New Mexico, LLC	New Mexico
OptumCare Florida CI, LLC	Delaware
OptumCare Florida, LLC	Delaware	Optum
OptumCare Holdings Colorado, LLC	Colorado
OptumCare Holdings, LLC	California
OptumCare Management, LLC	California	HealthCare Partners<br>HealthCare Partners, LLC<br>Magan Medical Clinic<br>Optum
OptumCare New Mexico, LLC	Delaware	ABQ Health Partners, LLC
OptumCare New York IPA, Inc.	New York
OptumCare Specialty Practices Investments, LLC	Delaware
OptumCare Specialty Practices, LLC	Delaware
OptumHealth Care Solutions, LLC	Delaware
OptumHealth Holdings, LLC	Delaware
OptumHealth International B.V.	Netherlands
OptumInsight Holdings, LLC	Delaware
OptumInsight Life Sciences, Inc.	Delaware
OptumInsight Provider Value Network ACO - NY, LLC	New York
OptumInsight Provider Value Network ACO, LLC	Delaware
OptumInsight, Inc.	Delaware	Ingenix, Inc.<br>Optum
OptumRx Administrative Services, LLC	Texas	Alaska Business License #2143946
OptumRx Discount Card Services, LLC	Delaware	Alaska Business License #1039765 (qualification)
OptumRx Group Holdings, Inc.	Delaware
OptumRx Health Solutions, LLC	Delaware
OptumRx Holdings I, LLC	Delaware
OptumRx Holdings, LLC	Delaware
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OptumRx Home Delivery of Ohio, LLC	Ohio	OptumRx at Nationwide<br>OptumRx of Ohio
OptumRx NY IPA, Inc.	New York
OptumRx of Pennsylvania, LLC	Delaware	FutureScripts Secure
OptumRx PBM of Illinois, Inc.	Delaware
OptumRx PBM of Maryland, LLC	Nevada	Alaska Business License #1048672<br>OptumRx PBM Administrator of Maryland
OptumRx PBM of Pennsylvania, LLC	Pennsylvania	FutureScripts
OptumRx PBM of Wisconsin, LLC	Wisconsin	OptumRx PBM Administrator of Wisconsin
OptumRx PD of Pennsylvania, LLC	Pennsylvania
OptumRx Pharmacy of Nevada, Inc.	Nevada	Culinary Pharmacy
OptumRx, Inc.	California	Alaska Business License #2084085 FirstLine Medical<br>Alaska Business License #2108686 FirstLine Benefits<br>Alaska Business License 2084037 (qualification)<br>Alaska Business License 969517 (OptumRx)<br>FirstLine Benefits<br>FirstLine Medical<br>Optum Personal Care Benefits<br>OptumRx<br>OptumRx PBM Administrator of California<br>OptumRx Pharmacy at Collins Aerospace
OptumServe Health Services, Inc.	Wisconsin	LHI<br>Logistics Health<br>Logistics Health, Inc.<br>OptumServe Health Services, Inc.
OptumServe Technology Services, Inc.	Maryland	Optum<br>Optum, Inc.<br>QSSI<br>Quality Software Services<br>Quality Software Services, Inc.
Oquirrh West II, LLC	Utah
Oregon Health Care Group, LLC	Oregon
Oren Meyers, Ph.D., LLC	Ohio
Orlando Center for Outpatient Surgery, L.P.	Georgia
OrthoAlliance MSO, LLC	Delaware	OrthoAlliance
OrthoNet Holdings, Inc.	Delaware
OrthoNet LLC	New York	OrthoNet of New York
OrthoNet New York IPA, Inc.	New York
OrthoNet of the South, Inc.	Delaware
OrthoNet West, Inc.	Delaware
Orthopedic Center of Louisville, LLC	Kentucky
OrthoWest MSO, LLC	Delaware
OrthoWest, a California general partnership	California
Osprey JV, LP	Delaware
Ovations, Inc.	Delaware
Oxford Health Insurance, Inc.	New York
Oxford Health Plans (CT), Inc.	Connecticut
Oxford Health Plans (NJ), Inc.	New Jersey
Oxford Health Plans (NY), Inc.	New York
---	---	---
Oxford Health Plans LLC	Delaware	Oxford Agency - Oxford Health Plans Inc.
P2P Link, LLC	Delaware
Pacific Casualty Company, Inc.	Hawaii
PacifiCare Life and Health Insurance Company	Indiana	UnitedHealthOne
PacifiCare Life Assurance Company	Colorado	UnitedHealthOne
PacifiCare of Arizona, Inc.	Arizona	PacifiCare<br>Secure Horizons
Pacífico S.A. Entidad Prestadora de Salud	Peru
Palliative Care At Heart, LLC	South Carolina
Palmetto Express Company, LLC	Delaware
Palmetto Express, L.L.C.	Louisiana
Panama City Surgery Center, LLC	Florida
Panther Blocker I Merger Sub Inc.	Delaware
Panther Blocker II Merger Sub Inc.	Delaware
Panther Company Merger Sub LLC	Delaware
Panther DE Inc.	Delaware
Park Hill Surgery Center, LLC	Texas
Parker LP, LLC	Nevada
Parkway Surgery Center, LLC	Delaware	WellSpan Parkway Surgery Center
Partial Hospital Systems, Inc.	Tennessee	Daybreak Treatment Center
Patient Care Associates, L.L.C.	New Jersey
Patient Care Connecticut, LLC	Connecticut
Patient Care HHA, LLC	Connecticut	TotalCare HomeCare
Patient Care Hospice, LLC	Delaware	Patient Care Hospice of Wayne
Patient Care Medical Services, Inc.	New Jersey
Patient Care New Jersey, Inc.	Delaware
Patient Care of Hudson County, LLC	New Jersey
Patient Care Pennsylvania II, LLC	Pennsylvania	OMNI Personal Care Services
Patient Care Pennsylvania, Inc.	Delaware	OMNI Personal Care Services<br>Patient Care
Patient Care, Inc.	Delaware
Patient's Choice Homecare, LLC	Connecticut
Patient's Choice Hospice and Palliative Care of Louisiana, L.L.C.	Louisiana	Louisiana Hospice and Palliative Care I
Patient's Choice Hospice, LLC	Arkansas	Elite Hospice
Patrimonio Autónomo Nueva Clínica	Colombia
Payment Resolution Services, LLC	Tennessee	AIM HEALTHCARE SERVICES
PDX, Inc.	Texas
PE Gastro Management, LLC	Delaware
PE Gastro MSO Holdings, LLC	Delaware
PE New Jersey Holdco, LLC	New Jersey
PE North Ridgeville Holdings, LLC	Ohio
Peak One Surgery Center, LLC	Colorado
Pearland Pkwy RE, LLC	Delaware
Pennsylvania Health Care Group Holdings, LLC	Pennsylvania
Pennsylvania In-Home Healthcare Partnership-I, LLC	Pennsylvania
Pennsylvania In-Home Healthcare Partnership-II, LLC	Pennsylvania
Pennsylvania In-Home Healthcare Partnership-III, LLC	Pennsylvania
---	---	---
Pennsylvania In-Home Partner-I, LLC	Pennsylvania
Pennsylvania In-Home Partner-II, LLC	Pennsylvania	Conemaugh Regional Hospice
Pennsylvania In-Home Partner-III, LLC	Pennsylvania	Nason Hospital Home Health Agency
Penzo Enterprises, LLC	Delaware
Peoples Health, Inc.	Louisiana
Perimeter Center for Outpatient Surgery, L.P.	Georgia	Perimeter Surgery Center of Atlanta
Petersburg Home Care Services, LLC	Delaware	Southside Regional Home Health
PF2 IP LLC	Delaware
PF2 PST Services LLC	Delaware
PGC Acquisition Holdings, LLC	Pennsylvania
PGC Endoscopy Center for Excellence, LLC	Pennsylvania
PGH Global (Cayman) Limited	Grand Cayman
PGH Global, LLC	Delaware
PGT Medical Group, Inc.	Texas
PharmScript Holdco, LLC	Delaware
PharmScript of CT LLC	Connecticut
PharmScript of Florida, LLC	Florida	PharmScript of Florida South
PharmScript of GA LLC	Delaware
PharmScript of IA, LLC	Delaware
PharmScript of IL, LLC	Delaware
PharmScript of IN LLC	Indiana
PharmScript of KS LLC	Delaware	PharmScript of MO, LLC
PharmScript of MA LLC	Delaware
PharmScript of MD LLC	Delaware
PharmScript of MN LLC	Delaware
PharmScript of NC LLC	Delaware
PharmScript of NE LLC	Delaware
PharmScript of OH LLC	Delaware
PharmScript of PA LLC	Pennsylvania
PharmScript of Texas LLC	Texas	PharmScript of Texas North
PharmScript of TN LLC	Delaware
PharmScript of West Texas, LLC	Delaware
PharmScript, L.L.C.	New Jersey	PHARMSCRIPT OF NY, LLC
Phoenix ASC, LP	Delaware
Phoenix Cardiac Cath and Surgical Center, LLC	Delaware
Phoenix Mental Health and Wellness PLLC	Arizona
Physician Alliance of the Rockies, LLC	Colorado	Optum Care Network
Physicians Accountable Care of Kentucky LLC	Kentucky
Physicians Accountable Care, LLC	Kentucky
Physicians Day Surgery Center, LLC	Florida
Physicians Endoscopy Intermediate Holdco, Inc.	Delaware
Physicians Endoscopy, L.L.C.	Delaware
Physicians Group of Texas, LLC	Texas
Physicians Health Choice of Texas, LLC	Texas	Physicians Health Choice
Physicians Health Plan of Maryland, Inc.	Maryland
Physicians' Medical Center, LLC	Indiana	PMC Regional Hospital
Picayune HomeCare, LLC	Mississippi	Mississippi HomeCare / Wiggins<br>Mississippi HomeCare of Bay St. Louis<br>Mississippi HomeCare of Gulfport<br>Mississippi HomeCare of Picayune
---	---	---
Pinnacle Health Partnership LLP	United Kingdom
Pinnacle III, LLC	Colorado
Platejoy, LLC	Delaware
Plus One Health Management Puerto Rico, Inc.	Puerto Rico
Plus One Holdings, Inc.	Delaware
PMC-SCA Holdings, LLC	Delaware
PMI Acquisition, LLC	Delaware
PMSI, LLC	Florida	Optum<br>Optum Workers Compensation Services of Florida
Polar II Fundo de Investimento em Participações Multiestratégia	Brazil
Polo Holdco, LLC	Delaware
POMCO Network, Inc.	New York
POMCO, Inc.	New York	EM Risk Management<br>Pomco<br>Pomco Group Benefit Administrators
Pomerado Outpatient Surgical Center, Inc.	California	Rancho Bernardo Surgery Center
Pomerado Outpatient Surgical Center, L.P.	California	Palomar Surgical Center Escondido<br>Rancho Bernardo Surgery Center
Ponca City Home Care Services, LLC	Oklahoma	Alliance Oklahoma Home Health North Central<br>Assured Home Health of Ponca City
Port Arthur Cardiac Cath Lab GP, LLC	Texas
Port Arthur Cardiac Cath Lab, LP	Delaware
Port Arthur Surgical Center, LLC	Delaware
Post-Acute Care Center for Research, LLC	Delaware
Pottstown Home Care Services, LLC	Delaware	Tri County Home Health<br>Tri County Home Health & Hospice
PPH Holdings, LLC	Delaware
PPH Management Company, L.L.C.	Delaware
PPH-Columbia, Inc.	Delaware
PPS Holdings, Inc.	Tennessee
Practice Partners in Healthcare, LLC	Delaware
Prairieland Outpatient Diagnostic Center, LLC	Illinois	Digestive Disease Endoscopy Center
Preferred Care Network, Inc.	Florida
Preferred Care Partners Holding, Corp.	Florida
Preferred Care Partners, Inc.	Florida
PreferredOne Administrative Services, Inc.	Minnesota	PreferredOne
PreferredOne Insurance Company	Minnesota
Premier Choice ACO, Inc.	California
Premier Surgery Center of Louisville, L.P.	Tennessee
Premiere Medical Resources, LLC	Delaware
Preston Memorial HomeCare, LLC	West Virginia	Preston Memorial HomeCare
Prevention Healthcare Holdings, LLC	Delaware
Primary Care at Home of Louisiana II, LLC	Louisiana
Primary Care at Home of Louisiana III, LLC	Louisiana
Primary Care at Home of Louisiana IV, LLC	Louisiana
---	---	---
Primary Care at Home of Louisiana, LLC	Louisiana
Primary Care at Home of Tennessee, LLC	Tennessee
Primary Care at Home of West Virginia, LLC	West Virginia
Prime Health, Inc.	Nevada	Med One Works
PrimeCare Medical Network, Inc.	California
PrimeCare of Citrus Valley, Inc.	California	Optum<br>Optum Care Network–Citrus Valley
PrimeCare of Corona, Inc.	California	Optum<br>Optum Care Network-Corona
PrimeCare of Hemet Valley, Inc.	California	Optum<br>Optum Care Network-Hemet Valley
PrimeCare of Inland Valley, Inc.	California	Optum<br>Optum Care Network–Inland Valley
PrimeCare of Moreno Valley, Inc.	California	Optum<br>Optum Care Network–Moreno Valley
PrimeCare of Redlands, Inc.	California	Optum<br>Optum Care- Redlands
PrimeCare of Riverside, Inc.	California
PrimeCare of San Bernardino, Inc.	California	Optum<br>Optum Care Network-San Bernardino
PrimeCare of Sun City, Inc.	California	Optum<br>Optum Care Network–Sun City
PrimeCare of Temecula, Inc.	California	Optum Network Temecula
Princeton Community HomeCare, LLC	West Virginia	PCH Home Health
Princeton Endoscopy Center, LLC	Delaware
Princeton Home Health, LLC	Alabama
Priority Care, Inc.	Connecticut	Patient Care
PRO Surgery Center, LLC	Delaware
Procura Management, Inc.	Delaware	Optum Managed Care Services
Progressive Medical, LLC	Ohio	Optum Workers Compensation Services of Ohio<br>PMI Medical Solutions, LLC<br>PMI Solutions, LLC<br>Progressive Medical Solutions, LLC<br>Progressive Medical, LLC of Ohio
ProHEALTH Medical Management, LLC	Delaware
ProHealth Physicians ACO, LLC	Connecticut
ProHealth Physicians, Inc.	Connecticut
ProHealth Proton Center Management, LLC	Delaware
Pronounced Health Solutions, Inc.	Delaware
Prosemedic S.A.C.	Peru
Prospero Benefits Management, LLC	Delaware
Prospero Care Management, LLC	Delaware
Prospero Management Services, LLC	Delaware
Proxemis Limited	United Kingdom
PS Intermediate Holdco I, LLC	Delaware
PS Intermediate Holdco II, LLC	Delaware
PS Management Services, LLC	Delaware	Pharmscript Management Services, LLC
PS OF MI, LLC	Michigan
PS Payroll Inc.	Delaware	PharmScript Payroll Co.
QoL Acquisition Holdings Corp.	Delaware
---	---	---
R Cubed, Inc.	Tennessee	SeniorMetrix
Rally Health, Inc.	Delaware
Reagan Street Surgery Center, LLC	California
Real Appeal, LLC	Delaware
Red Bud Home Care Services, LLC	Delaware	Red Bud Regional Home Care
Red River HomeCare, L.L.C.	Texas	Elite Home Health
Redlands Ambulatory Surgery Center	California
Redlands-SCA Surgery Centers, Inc.	California
Refresh Intermediate Holdings, Inc.	Delaware
Refresh Kentucky, LLC	Kentucky
Refresh Management, LLC	Delaware
Refresh Mental Health, Inc.	Delaware
Refresh New Jersey Psych Health LLC	New Jersey
Refresh Parent Holdings, Inc.	Delaware
Reliant MSO, LLC	Delaware
Research Surgical Center LLC	Colorado	Surgical Center of the Rockies
Restore OMH Holdings, Inc.	Delaware
Restore OMH Intermediate Holdings, Inc.	Delaware
Rhode Island Health Care Group, LLC	Rhode Island
Richardson Medical Center HomeCare, L.L.C.	Louisiana
Ridges Surgery Center, LLC	Minnesota
River West Home Care, LLC	Delaware
Rivercrest Home Health Care, Inc.	Texas	Elite Home Health
Riverside Medical Management, LLC	Delaware
Riverside Surgical Center of Meadowlands, LLC	New Jersey	Riverside Surgical Center of Rutherford
RLS Katy Cardiovascular Services, LP	Texas
Roane HomeCare, LLC	West Virginia	Roane HomeCare
Rockville Eye Surgery Center, LLC	Maryland	Palisades Eye Surgery Center
Rocky Mountain Health Maintenance Organization, Incorporated	Colorado	Rocky Mountain Health Plans<br>Rocky Mountain HMO
Roma Plaza II, LLC	Nevada
RVO Health, LLC	Delaware
RX Systems Limited	United Kingdom
S&B Health Care, LLC	Ohio
Saber Holdco, LLC	Delaware
Saden S.A.	Chile
Sage Medical, Prof. LLC	South Dakota
Salem Home Care, LLC	Oregon	Assured Home Health - Salem
Salem JV Holdings, LLC	Delaware
Salem Surgery Center, LLC	Oregon	Northbank Surgical Center
Salveo Specialty Pharmacy, Inc.	Delaware
Sand Lake SurgiCenter, LLC	Florida	Sand Lake Surgery Center
Sanvello Health Holdings, LLC	Delaware
Sanvello Health Inc.	Delaware
SC Affiliates, LLC	Delaware
SCA AHN JV Holdings II, LLC	Delaware
SCA AHN JV Holdings, LLC	Delaware
---	---
SCA Austin Holdings, LLC	Delaware
SCA Aventura Holdings, LLC	Delaware
SCA Avon Holdings, LLC	Delaware
SCA Bloomfield Holdings, LLC	Delaware
SCA BOSC Holdings, LLC	Delaware
SCA Cedar Park Holdings, LLC	Delaware
SCA Clifton, LLC	Delaware
SCA Colorado Springs Holdings, LLC	Delaware
SCA Cottonwood Holdings, LLC	Delaware
SCA Danbury Surgical Center, LLC	Delaware
SCA Denver Holdings, LLC	Delaware
SCA Development, LLC	Delaware
SCA Duluth Holdings, LLC	Delaware
SCA Duncanville Holdings, LLC	Delaware
SCA Duncanville MSO, LLC	Texas
SCA East Bay Holdings, LLC	Delaware
SCA eCode Solutions Private Limited	Uttar Pradesh
SCA Englewood Health Holdings, LLC	Delaware
SCA Englewood Holdings, LLC	Delaware
SCA ESSC Holdings, LLC	Delaware
SCA Global One Holdings, LLC	Delaware
SCA Grove Creek Holdings, LLC	Delaware
SCA Guilford Holdings II, LLC	Delaware
SCA Guilford Holdings, LLC	Delaware
SCA Hays Holdings, LLC	Delaware
SCA Health Anesthesia - Kentucky, LLC	Delaware
SCA Health Anesthesia, LLC	Delaware
SCA Health Value Enterprise, LLC	Delaware
SCA Health, LLC	Delaware
SCA Heartland Holdings, LLC	Delaware
SCA HoldCo, Inc.	Delaware
SCA Holding Company, Inc.	Delaware
SCA Holdings, Inc.	California
SCA Houston Holdings, LLC	Delaware
SCA HRH Holdings, LLC	Delaware
SCA IEC Holdings, LLC	Delaware
SCA Indiana Holdings, LLC	Delaware
SCA Jacksonville Holdings, LLC	Delaware
SCA Louisville, LLC	Delaware
SCA Lutheran Holdings, LLC	Delaware
SCA Murrells Inlet, LLC	Delaware
SCA Northern Utah Holdings, LLC	Delaware
SCA Northwest Holdings, LLC	Delaware
SCA Outside New Jersey, LLC	Delaware
SCA Pacific Holdings, Inc.	California
SCA Pacific Surgery Holdings, LLC	Delaware
SCA Palisades Holdings, LLC	Delaware
---	---
SCA Pinehurst Holdings, LLC	Delaware
SCA Pinnacle Holdings, LLC	Delaware
SCA Premier Surgery Center of Louisville, LLC	Delaware
SCA Providence Holdings, LLC	Delaware
SCA Rockledge JV, LLC	Delaware
SCA ROCS Holdings, LLC	Delaware
SCA Rush Oak Brook Holdings, LLC	Delaware
SCA Sage Medical, LLC	Delaware
SCA San Diego Holdings, LLC	Delaware
SCA South Ogden Holdings, LLC	Delaware
SCA Southwest Fort Wayne Holdings, LLC	Delaware
SCA Southwestern PA, LLC	Delaware
SCA Specialists of Florida, LLC	Delaware
SCA SSSC Holdings, LLC	Delaware
SCA Stonegate Holdings, LLC	Delaware
SCA Surgery Holdings, LLC	Delaware
SCA Surgicare of Laguna Hills, LLC	Delaware
SCA Teammate Support Network	Alabama
SCA Total Holdings, LLC	Delaware
SCA Waterloo Holdings, LLC	Delaware
SCA West Health Holdings, LLC	Delaware
SCA Westgreen Holdings, LLC	Delaware
SCA-Albuquerque Surgery Properties, Inc.	New Mexico
SCA-Anne Arundel, LLC	Delaware
SCA-AppleCare Partners, LLC	Delaware
SCA-Bethesda, LLC	Delaware
SCA-Blue Ridge, LLC	Delaware
SCA-Bonita Springs, LLC	Delaware
SCA-Boynton Beach, LLC	Delaware
SCA-Carlsbad Holdings, LLC	Delaware
SCA-Castle Rock, LLC	Delaware
SCA-Charleston, LLC	Delaware
SCA-Chatham, LLC	Delaware
SCA-Chevy Chase, LLC	Delaware
SCA-Citrus, LLC	Tennessee
SCA-Colonial Partners, LLC	Delaware
SCA-Colorado Springs, LLC	Delaware
SCA-Davenport, LLC	Delaware
SCA-Denver Physicians Holdings, LLC	Colorado
SCA-Denver, LLC	Delaware
SCA-Derry, LLC	Delaware
SCA-Doral, LLC	Delaware
SCA-Downey, LLC	Delaware
SCA-Dry Creek, LLC	Delaware
SCA-Dublin, LLC	Delaware
SCA-Encinitas, Inc.	Delaware
SCA-Eugene, LLC	Tennessee
---	---
SCA-First Coast, LLC	Delaware
SCA-Florence, LLC	Delaware
SCA-Fort Collins, Inc.	Colorado
SCA-Fort Walton, Inc.	Tennessee
SCA-Franklin, LLC	Delaware
SCA-Frederick, LLC	Delaware
SCA-Freeway Holdings, LLC	Delaware
SCA-Ft. Myers, LLC	Delaware
SCA-Gainesville, LLC	Delaware
SCA-Gladiolus, LLC	Delaware
SCA-Glenwood Holdings, LLC	Delaware
SCA-Grants Pass, LLC	Delaware
SCA-Grove Place, LLC	Delaware
SCA-Hagerstown, LLC	Delaware
SCA-Hilton Head, LLC	Delaware
SCA-Houston Executive, LLC	Delaware
SCAI Holdings, LLC	Delaware
SCA-Illinois, LLC	Delaware
SCA-Insight Holdings, LLC	Delaware
SCA-JPM Holdings, LLC	Delaware
SCA-Kissing Camels Holdings, LLC	Delaware
SCA-Louisville Ortho, LLC	Delaware
SCA-Mecklenburg Development Corp.	North Carolina
SCA-Memorial City, LLC	Delaware
SCA-Memorial, LLC	Texas
SCA-Merritt, LLC	Delaware
SCA-Midlands, LLC	Delaware
SCA-Mirage Holdings, LLC	Delaware
SCA-Mobile, LLC	Delaware
SCA-Mokena, LLC	Delaware
SCA-Morris County, LLC	Delaware
SCA-Mt. Pleasant, LLC	Delaware
SCA-Naperville, LLC	Delaware
SCA-Naples, LLC	Delaware
SCA-New Jersey, LLC	Delaware
SCA-Newport Beach, LLC	California
Scanner Centromed S.A.	Chile
SCA-Optum Nevada Holdings, LLC	Delaware
SCA-Palm Beach MSO Holdings, LLC	Delaware
SCA-Palm Beach, LLC	Delaware
SCA-Palomar Holdings, LLC	Delaware
SCA-Panama City Holdings, LLC	Delaware
SCA-Pocono, LLC	Delaware
SCA-Portland, LLC	Delaware
SCA-Practice Partners Holdings, LLC	Delaware
SCA-Pro Holdings, LLC	Delaware
SCA-Riverside Partners, LLC	Delaware
---	---	---
SCA-Riverside, LLC	Delaware
SCA-RWJBH TSC Holdings, LLC	Delaware
SCA-Sacred Heart Holdings, LLC	Delaware
SCA-San Diego, Inc.	Delaware
SCA-San Luis Obispo, LLC	Delaware
SCA-Sand Lake, LLC	Delaware
SCA-Santa Rosa, Inc.	Nevada
SCA-Seattle, LLC	Delaware
SCA-Somerset, LLC	Delaware
SCA-Spartanburg Holdings, LLC	Delaware
SCA-St. Cloud Holdings, LLC	Delaware
SCA-St. Louis Holdings, LLC	Delaware
SCA-St. Louis, LLC	Delaware
SCA-St. Lucie, LLC	Delaware
SCA-Surgicare, LLC	Delaware
SCA-UTH Holdings, LLC	Texas
SCA-Verta, LLC	Delaware
SCA-VLR Holdings Company, LLC	Delaware
SCA-Wake Forest, LLC	Delaware
SCA-Western Connecticut, LLC	Delaware
SCA-Winston-Salem, LLC	Delaware
SCA-Winter Park, Inc.	Tennessee
SCA-Woodlands Holdings, LLC	Delaware
SCLHS-SCA Holdings, LLC	Delaware
SCP Specialty Infusion, LLC	Delaware
Scranton Quincy Home Care Services, LLC	Delaware	Commonwealth Home Health of Moses Taylor
SD IV/Co-Invs Pharm Blocker Corp.	Delaware
Seattle Surgery Center LLC	Washington
Senior Benefits, L.L.C.	Arizona
Senior Care Network of Connecticut, LLC	Delaware	Advantage Plus Network -Connecticut
Serquinox Holdings LLC	Delaware
Servicios de Entrenamiento en Competencias Clínicas SpA	Chile
Servicios Integrados de Salud Ltda.	Chile
Servicios Médicos Amed Quilpué S.A.	Chile
Servicios Médicos Bío Bío Ltda.	Chile
Servicios Médicos Ciudad del Mar Ltda.	Chile
Servicios Médicos Santa María Ltda.	Chile
Servicios Médicos Vespucio Ltda.	Chile
Sharon Home Care Services, LLC	Delaware	Sharon Regional Health System Home Health<br>Sharon Regional Health System Home Health & Hospice<br>Sharon Regional Health System Hospice and Palliative Care
SHC Atlanta, LLC	Delaware
SHC Austin, Inc.	Georgia
SHC Hawthorn, Inc.	Georgia
---	---	---
SHC Melbourne, Inc.	Georgia
Shelbyville Home Care Services, LLC	Delaware
Sierra Health and Life Insurance Company, Inc.	Nevada	UnitedHealthcare Insurance Company USA
Sierra Health Services, Inc.	Nevada
Sierra Health-Care Options, Inc.	Nevada
Sierra Home Medical Products, Inc.	Nevada	Southwest Medical Pharmacy & Home Medical Equipment<br>Southwest Medical Pharmacy & Home Medical Equipment, Inc.<br>THC of Nevada
Sierra Nevada Administrators, Inc.	Nevada
Sistema de Administración Hospitalaria S.A.C.	Peru
SJ East Campus ASC, LLC	Colorado	Denver Convalescent & Recovery Center<br>Denver Surgery Center
SJ Home Care, LLC	Delaware	Lutheran Health Network Home Health<br>Lutheran Health network Home Health, Bluffton<br>Lutheran Home Health<br>Lutheran Home Health, Bluffton<br>Lutheran Lifeline<br>St. Joseph Home Care<br>Summit Home Health<br>Summit Home Health, Bluffton<br>Summit Lifeline
Small Business Insurance Advisors, Inc.	Texas
Sociedad de Inversiones Santa María SpA	Chile
Solaris JV Holdings, Inc.	Delaware
Solstice Administration Services, Inc.	Florida
Solstice Administrators of Alabama, Inc.	Alabama
Solstice Administrators of Missouri, Inc.	Missouri
Solstice Administrators of North Carolina Inc.	North Carolina
Solstice Administrators, Inc.	California
Solstice Benefit Services, Inc.	Florida
Solstice Benefits, Inc.	Florida
Solstice Health Insurance Company	New York
Solstice Healthplans of Arizona, Inc.	Arizona
Solstice Healthplans of Colorado, Inc.	Colorado
Solstice Healthplans of Ohio, Inc.	Ohio
Solstice Healthplans of Texas, Inc.	Texas
Solstice Healthplans, Inc.	Florida
Solstice of Illinois, Inc.	Illinois
Solstice of Minnesota, Inc.	Minnesota
Solstice of New York, Inc.	New York
Soluciones en Salud SpA	Chile
Solutran, LLC	Delaware	Alaska Business License #2184150
Somerset Outpatient Surgery, L.L.C.	New Jersey	Raritan Valley Surgery Center
Sonus JV LP	Delaware
SOSCCA Holdings, LLC	Delaware
South Arlington Surgical Providers, LLC	Texas
South Carolina Health Care Group, LLC	South Carolina
South Carolina In-Home Healthcare Partnership-I, LLC	South Carolina
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South Carolina In-Home Healthcare Partnership-II, LLC	South Carolina
South Carolina In-Home Healthcare Partnership-III, LLC	South Carolina
South Carolina In-Home Partner-I, LLC	South Carolina	Providence Home Health
South Carolina In-Home Partner-II, LLC	South Carolina
South Carolina In-Home Partner-III, LLC	South Carolina
South Florida Joint Replacement Center, LLC	Florida
South Mississippi Home Health, Inc.	Mississippi	Deaconess Hospice
South Mississippi Home Health, Inc. - Region I	Mississippi	Deaconess HomeCare
South Mississippi Home Health, Inc. - Region II	Mississippi	Deaconess HomeCare
South Mississippi Home Health, Inc. - Region III	Mississippi
Southeast Alabama HomeCare, LLC	Alabama	Southeast Alabama HomeCare<br>Southeast Alabama HomeCare of Eufaula
Southeast Louisiana HomeCare, L.L.C.	Louisiana
Southern California Physicians Managed Care Services, LLC	California
Southern Georgia Partnership, LLC	Georgia
Southwest Arkansas HomeCare, LLC	Arkansas	Elite Home Health<br>Southwest Arkansas Homecare
Southwest Medical Associates, Inc.	Nevada	COU, Inc.<br>OptumCare<br>OptumCare Community Center<br>Southwest Hospitalist Services Group<br>Southwest Medical Specialties Pharmacy
Southwest Michigan Health Network Inc.	Michigan
Southwest Missouri HomeCare, LLC	Missouri	Access Community-Based Services
Southwest Post-Acute Care Partnership, LLC	Texas
Southwest Surgery Center, LLC	Illinois	Center for Minimally Invasive Surgery
Southwest Surgical Center, LLC	Minnesota	Orthopaedic Institute Surgery Center
SP GE VIII-B Pharm Blocker Corp.	Delaware
Space Coast Surgical Center, Ltd.	Florida	Merritt Island Surgery Center
Specialists in Urology Surgery Center, LLC	Florida	Sunergy Outpatient Surgery Center - Naples
Specialized Outpatient Surgery Center for Children and Adults, LLC	Florida
Specialized Pharmaceuticals, Inc.	Pennsylvania
Specialty Benefits, LLC	Delaware
Specialty Billing Solutions, LLC	Colorado
Specialty Pharmacy Blocker, LLC	Delaware
Specialty Surgical Center, LLC	New Jersey
Spectera of New York, IPA, Inc.	New York
Spectera, Inc.	Maryland	CARE Programs, a division of Spectera, Inc<br>Health Benefit Sevices, Inc.<br>Spectera<br>United Optical
Spokane Home Care Services, LLC	Delaware
Springdale Home Care Services, LLC	Delaware	Northwest Arkansas Home Health<br>Northwest Home Health
SRPS, LLC	Delaware
St. Cloud MSO, LLC	Delaware
St. Cloud Surgical Center, LLC	Delaware
---	---	---
St. James HomeCare, L.L.C.	Louisiana
St. Louis Cardiovascular Institute, LLC	Missouri
St. Louis Specialty Surgical Center, LLC	Missouri
St. Mary's Medical Center Home Health Services, LLC	West Virginia	St. Mary's Home Health Service
Steamboat Surgery Center, LLC	Colorado
Stonegate Surgery Center, L.P.	Texas
Summit Cardiovascular Group, LLC	Delaware
Suncoast Healthcare Partnership, LLC	Florida
Suncoast Partner-1, LLC	Florida
Suncoast Partner-II, LLC	Florida
Suncoast Partner-III, LLC	Florida
Suncoast Partnership-I, LLC	Florida
Suncoast Partnership-II, LLC	Florida
Suncoast Partnership-III, LLC	Florida
SunCrest Companion Services, LLC	Tennessee	SunCrest Companion Services of Clarksville<br>SunCrest Companion Services of Hendersonville<br>SunCrest Companion Services of Manchester<br>SunCrest Companion Services of Memphis<br>SunCrest Companion Services of Smithville
SunCrest Healthcare of East Tennessee, LLC	Tennessee	SunCrest Home Health
SunCrest Healthcare of Middle TN, LLC	Tennessee	SunCrest Home Health I
SunCrest Healthcare of West Tennessee, LLC	Tennessee	Homechoice Health Services<br>Homechoice Health Services - Hernando
SunCrest Healthcare, Inc.	Georgia
Suncrest Home Health of AL, Inc.	Alabama	SunCrest Home Health
SunCrest Home Health of Claiborne County, Inc.	Tennessee
SunCrest Home Health of Georgia, Inc.	Georgia	SunCrest Home Health
SunCrest Home Health of Manchester, Inc.	Tennessee	SunCrest Home Health II
SunCrest Home Health of MO, Inc.	Missouri
SunCrest Home Health of Nashville, Inc.	Tennessee	SunCrest Home Health III
SunCrest Home Health of South GA, Inc.	Georgia	SunCrest Home Health
SunCrest Home Health of Tampa, LLC	Florida	SunCrest OMNI
SunCrest LBL Holdings, Inc.	Tennessee
SunCrest Outpatient Rehab Services of TN, LLC	Tennessee
SunCrest Outpatient Rehab Services, LLC	Tennessee
SunCrest Telehealth Services, Inc.	Tennessee
Sundance Behavioral Resources, LLC	Utah
SunSurgery, LLC	Delaware
Surgery Center at Cherry Creek, LLC	Colorado
Surgery Center at Cottonwood, LLC	Utah
Surgery Center at Grove Creek, LLC	Utah
Surgery Center at Kissing Camels, LLC	Colorado
Surgery Center at South Ogden, LLC	Utah
Surgery Center Holding, LLC	Delaware
Surgery Center of Boca Raton, Inc.	Florida
Surgery Center of Colorado Springs, LLC	Delaware
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Surgery Center of Des Moines, LLC	Delaware
Surgery Center of Easton, LLC	Delaware
Surgery Center of Ellicott City, Inc.	Delaware
Surgery Center of Highlands Ranch, LLC	Colorado
Surgery Center of Louisville, LLC	Delaware
Surgery Center of Maui, LLC	Delaware
Surgery Center of Southern Pines, LLC	Delaware
Surgery Center of The Woodlands, LLC	Texas	Creekside Surgery Center
Surgery Centers of Des Moines, Ltd., an Iowa Limited Partnership	Iowa	Surgery Center of Des Moines
Surgery Centers-West Holdings, LLC	Delaware
Surgical Care Affiliates Political Action Committee	Alabama
Surgical Care Affiliates, LLC	Delaware	SCA Health
Surgical Care Partners of Melbourne, LLC	Delaware
Surgical Caregivers of Fort Worth, LLC	Texas
Surgical Center of San Diego, LLC	California
Surgical Center of Tuscaloosa Holdings, LLC	Alabama
Surgical Center of TVH, LLC	Idaho
Surgical Health Of Orlando, LLC	Florida
Surgical Health, LLC	Delaware
Surgical Management Solutions, LLC	Delaware	Specialist Management Solutions<br>Surgical Management Solutions
Surgicare of Jackson, LLC	Delaware
Surgicare of Joliet, Inc.	Illinois
Surgicare of La Veta, Inc.	California
Surgicare of Minneapolis, LLC	Delaware
Surgicare of Mobile, LLC	Delaware
Surgicare of Oceanside, Inc.	California
Surgicare of Owensboro, LLC	Delaware
Surgicare of Salem, LLC	Delaware
Surgicenters of Southern California, Inc.	California
SWF Home Care Services, LLC	Florida
Tampa Bay Surgery Center Midtown, LLC	Florida
Tecnología de Información en Salud S.A.	Chile
Tennessee Health Care Group, LLC	Tennessee
Tennessee In-Home Healthcare Partnership-I, LLC	Tennessee
Tennessee In-Home Healthcare Partnership-II, LLC	Tennessee
Tennessee In-Home Healthcare Partnership-III, LLC	Tennessee
Tennessee In-Home Healthcare Partnership-IV, LLC	Tennessee
Tennessee In-Home Partner-I, LLC	Tennessee	HighPoint Homecare I
Tennessee In-Home Partner-II, LLC	Tennessee	HighPoint Hospice I
Tennessee In-Home Partner-III, LLC	Tennessee	Deaconess HomeCare I
Tennessee In-Home Partner-IV, LLC	Tennessee
Tennessee Nursing Services of Morristown, Inc.	Tennessee	SunCrest Home Health IV<br>SunCrest Hospice
Tennessee Physical Therapy Services of Kingsport, LLC	Tennessee
Tennessee Physical Therapy Services of Knoxville, LLC	Tennessee
Tennessee Physical Therapy Services of Memphis, LLC	Tennessee
---	---	---
Tennessee Physical Therapy Services of Mt. Juliet, LLC	Tennessee
Texas Health Care Group Holdings, LLC	Louisiana
Texas Health Care Group of Texarkana, L.L.C.	Texas	CHRISTUS HomeCare - St. Michael
Texas Health Care Group of The Golden Triangle, LLC	Texas	Southern Home Health
Texas Health Care Group, L.L.C.	Texas
Texas Health Craig Ranch Surgery Center, LLC	Texas
Texas Health Flower Mound Orthopedic Surgery Center, LLC	Texas
Texas Health Orthopedic Surgery Center Alliance, LLC	Texas
Texas Health Surgery Center Alliance, LLC	Texas
Texas Health Surgery Center Bedford, LLC	Texas
Texas Health Surgery Center Chisholm Trail, LLC	Texas
Texas Health Surgery Center Forney, LLC	Texas
Texas Health Surgery Center Irving, LLC	Texas
Texas Health Surgery Center Las Colinas, LLC	Texas
Texas Health Surgery Center Preston Plaza, LLC	Texas
Texas Health Surgery Center Rockwall, LLC	Texas
Texas Health Surgery Center Royse City, LLC	Texas
Texas Health Surgery Center Southwest Fort Worth, LLC	Texas
Texas Health Surgery Center Waxahachie, LLC	Texas
Texas Health Surgery Center Willow Park, LLC	Texas
Texas Physical Therapy Services of Baytown, LLC	Texas
Texas Physical Therapy Services of Burleson, LLC	Texas	Texas Physical Therapy Services of Burleson
Texas Physical Therapy Services of Tyler, LLC	Texas	Texas Physical Therapy Services of Tyler
The Advisory Board Company	Delaware	The Delaware Advisory Board Company
The Ambulatory Cardiovascular Center of Pennsylvania ASC, LLC	Delaware
The Center for Cognitive and Behavioral Therapy of Greater Columbus, Inc.	Ohio	CCBT<br>THE CENTER FOR COGNITIVE AND BEHAVIORAL THERAPY OF GREATER COLUMBUS, INC.
The Center for Eating Disorders Management, Inc.	New Hampshire	The Better Brain Center
The Chesapeake Life Insurance Company	Oklahoma
The Endoscopy Center of West Central Ohio, LLC	Ohio	The Endoscopy Center
The Hospice Promise Foundation	Louisiana
The Lewin Group, Inc.	North Carolina	Lewin<br>Lewin Group, Inc. (The)
The Polyclinic MSO, LLC	Delaware
The Surgery Center of Easton, L.P.	Tennessee
The Surgical Center of the Treasure Coast, L.L.C.	Florida
Therigy, LLC	Florida
Thomas Home Health, LLC	Alabama	Coastal Home Health<br>Thomas Home Health
Thomas Johnson Surgery Center, LLC	Maryland
Three Rivers Holdings, Inc.	Delaware
Three Rivers HomeCare, LLC	Oregon	Southern Oregon Home Health<br>Three Rivers HomeCare
THR-SCA Holdings, LLC	Texas
---	---	---
Tmesys, LLC	Florida
Tomball Texas Home Care Services, LLC	Delaware	Elite Home Health
Total Surgery Center, LLC	Florida
Trails Edge Surgery Center, LLC	Florida
Transformer TX Holdings, LLC	Texas
Travel Express Incorporated	Maryland
Trellis Rx, LLC	Delaware	Specialty Pharmacy Venture Opco, LLC<br>Trellis Rx
Trigg County Home Health, Inc.	Kentucky	Caretenders - Cadiz
Trinity Cardiovascular Care, PLLC	Texas
Tri-Parish Community HomeCare, L.L.C.	Louisiana	Eunice Community Home Health
TTCP-SR Holdings, Inc.	Delaware
Tucson Home Care Services, LLC	Delaware	At Home Healthcare Northwest<br>Northwest Healthcare Home Health
Tuscaloosa Anesthesia Associates, LLC	Delaware
Twin Lakes Home Health Agency, LLC	Kentucky	Twin Lakes Home Health
U.S. Behavioral Health Plan, California	California	OptumHealth Behavioral Solutions of California
UCHealth HRH-SCA Holdings, LLC	Delaware
UHC Finance (Ireland) Limited	Ireland
UHC International Services, Inc.	Delaware
UHC of California	California	PacifiCare<br>PacifiCare of California<br>Secure Horizons<br>UnitedHealthcare of California
UHCG - FZE	Dubai
UHCG Holdings (Ireland) Limited	Ireland
UHCG Services (Ireland) Limited	Ireland	UnitedHealthcare Global
UHG Holdings 1 (Ireland) Unlimited Company	Ireland
UHG Holdings 2 (Ireland) Unlimited Company	Ireland
UHG Holdings 3 (Ireland) Unlimited Company	Ireland
UHG Holdings 4 (Ireland) Unlimited Company	Ireland
UHG Holdings 5 (Ireland) Unlimited Company	Ireland
UHG Holdings UK IV Limited	United Kingdom
UHG Holdings UK V Limited	England
UHG Holdings UK VI Limited	United Kingdom
UHG Holdings UK VII Limited	United Kingdom
UHG International (Ireland) Unlimited Company	Ireland
UHIC Holdings, Inc.	Delaware	OneNet PPO
UMR, Inc.	Delaware	Administrative Services Group<br>Fiserv Health - Wausau Benefits
Unidad Médica y de Diagnóstico S.A.	Colombia
Unimerica Insurance Company	Wisconsin	Unimerica Life Insurance Company
Unimerica Life Insurance Company of New York	New York
United Behavioral Health	California	Life Strategies<br>Optum Idaho<br>Optum Salt Lake County<br>Optum Tooele County<br>OptumHealth Behavioral Solutions<br>Plan 21, INCORPORATED<br>Plan 21, Incorporated<br>U.S. Behavioral Health<br>U.S. Behavioral Health, Inc.<br>United Behavioral Health (Inc.)<br>United Behavioral Health, Inc.<br>United Behavioral Systems, Inc.
---	---	---
United Behavioral Health of New York, I.P.A., Inc.	New York
United Group Reinsurance, Inc.	Grand Turk
United Health Foundation	Minnesota	United Health Hospice Foundation
United HealthCare Services, Inc.	Minnesota	AmeriChoice<br>EverCare<br>Health Professionals Review<br>Healthmarc<br>HealthPro<br>Institute for Human Resources<br>UHC Management Company<br>UHC Management Company, Inc.<br>United Health Care<br>United HealthCare<br>United HealthCare Corporation<br>United HealthCare Management Company, Inc.<br>United HealthCare Management Services<br>United HealthCare Services of Minnesota<br>United HealthCare Services of Minnesota, Inc.<br>United Resource Networks<br>United Resource Networks, Inc.<br>UnitedHealthcare<br>UnitedHealthcare Medicare Customer Service Center<br>UnitedHealthcare MedicareStore
United Medical Park ASC, LLC	Iowa
United Optum Real Estate, LLC	Delaware
United Resource Networks IPA of New York, Inc.	New York
UnitedHealth Advisors, LLC	Maine
UnitedHealth Group Incorporated	Delaware	UnitedHealth Group
UnitedHealth Group International Finance (Ireland) Unlimited Company	Ireland
UnitedHealth International, Inc.	Delaware
UnitedHealth Military & Veterans Services, LLC	Delaware
UnitedHealthcare Benefits of Texas, Inc.	Texas	UnitedHealthcare Health Plan of Texas, Inc.
UnitedHealthcare Benefits Plan of California	California
UnitedHealthcare Children's Foundation, Inc.	Maryland
UnitedHealthcare Community Plan of Ohio, Inc.	Ohio	UnitedHealthcare Community Plan
UnitedHealthcare Community Plan of Texas, L.L.C.	Texas
UnitedHealthcare Community Plan, Inc.	Michigan
UnitedHealthcare Europe S.á r.l.	Luxembourg
UnitedHealthcare Freedom Insurance Company	New Hampshire	Tufts Health Freedom Plan<br>UnitedHealthcare Freedom Plans
UnitedHealthcare Freedom Plans, Inc.	Delaware
UnitedHealthcare Global Medical (UK) Limited	United Kingdom
UnitedHealthcare Insurance Company	Connecticut	UnitedHealthcare Community Plan
---	---	---
UnitedHealthcare Insurance Company of America	Illinois
UnitedHealthcare Insurance Company of Illinois	Illinois
UnitedHealthcare Insurance Company of New York	New York
UnitedHealthcare Insurance Company of the River Valley	Illinois
UnitedHealthcare Insurance Designated Activity Company	Dublin
UnitedHealthcare Integrated Services, Inc.	Arizona
UnitedHealthcare International Finance S.à r.l.	Luxembourg
UnitedHealthcare International I B.V.	Netherlands
UnitedHealthcare International II S.á r.l.	Luxembourg
UnitedHealthcare International III B.V.	Netherlands
UnitedHealthcare International III S.á r.l.	Luxembourg
UnitedHealthcare International IV S.á r.l.	Luxembourg
UnitedHealthcare International VIII S.à r.l.	Luxembourg
UnitedHealthcare International X S.à r.l.	Luxembourg
UnitedHealthcare Life Insurance Company	Wisconsin
UnitedHealthcare of Alabama, Inc.	Alabama
UnitedHealthcare of Arizona, Inc.	Arizona
UnitedHealthcare of Arkansas, Inc.	Arkansas	Complete Health
UnitedHealthcare of Colorado, Inc.	Colorado	MetraHealth Care Plan
UnitedHealthcare of Florida, Inc.	Florida	Community and State Plan of Florida<br>UnitedHealthcare Community Plan<br>UnitedHealthcare Community Plan of Florida
UnitedHealthcare of Georgia, Inc.	Georgia	United HealthCare of Georgia
UnitedHealthcare of Illinois, Inc.	Illinois	UnitedHealthcare Community Plan of Minnesota
UnitedHealthcare of Kentucky, Ltd.	Kentucky	United HealthCare of Kentucky, L.P.
UnitedHealthcare of Louisiana, Inc.	Louisiana	UnitedHealthcare Community Plan
UnitedHealthcare of Mississippi, Inc.	Mississippi
UnitedHealthcare of New England, Inc.	Rhode Island
UnitedHealthcare of New Mexico, Inc.	New Mexico
UnitedHealthcare of New York, Inc.	New York	UnitedHealthcare Community Plan
UnitedHealthcare of North Carolina, Inc.	North Carolina
UnitedHealthcare of Ohio, Inc.	Ohio
UnitedHealthcare of Oklahoma, Inc.	Oklahoma	PacifiCare<br>PacifiCare Health Options<br>PacifiCare of Oklahoma<br>Secure Horizons<br>UnitedHealthcare Community Plan of Oklahoma
UnitedHealthcare of Oregon, Inc.	Oregon
UnitedHealthcare of Pennsylvania, Inc.	Pennsylvania	UnitedHealthcare Community Plan<br>UnitedHealthcare Community Plan for Families<br>UnitedHealthcare Community Plan for Kids<br>UnitedHealthcare Community Plan of Pennsylvania<br>UnitedHealthcare Dual Complete
UnitedHealthcare of South Carolina, Inc.	South Carolina
UnitedHealthcare of Texas, Inc.	Texas
---	---	---
UnitedHealthcare of the Mid-Atlantic, Inc.	Maryland	UnitedHealthcare Community Plan of Virginia
UnitedHealthcare of the Midlands, Inc.	Nebraska
UnitedHealthcare of the Midwest, Inc.	Missouri
UnitedHealthcare of the Rockies, Inc.	Utah
UnitedHealthcare of Utah, Inc.	Utah	UnitedHealthcare of Idaho, Inc.
UnitedHealthcare of Washington, Inc.	Washington	PacifiCare<br>Secure Horizons<br>UnitedHealthcare<br>UnitedHealthcare Community Plan
UnitedHealthcare of Wisconsin, Inc.	Wisconsin
UnitedHealthcare Plan of the River Valley, Inc.	Illinois
UnitedHealthcare Service LLC	Delaware
UnitedHealthcare Specialty Benefits, LLC	Maine	DCG RESOURCE OPTIONS ADMINISTRATORS, LLC<br>UnitedHealthcare Specialty Benefits<br>WorkUp, LLC
UnitedHealthcare, Inc.	Delaware
Unity Health Network, LLC	Delaware	Summit Dermatology<br>Western Reserve Orthopedic and Upper Extremity Surgery
University of TN Medical Center Home Care Services, LLC	Tennessee	University of TN Medical Center Home Care Services - Home Health<br>University of TN Medical Center Home Care Services - Hospice
Upland Holdings, LLC	California
Upland Outpatient Surgical Center, L.P.	California	Ontario Advanced Surgery Center
Urgent Care Holdings, LLC	Delaware
Urgent Care MSO, LLC	Delaware
USHEALTH Administrators, LLC	Delaware
USHEALTH Advisors, LLC	Texas
USHEALTH Funding, Inc.	Delaware
USHEALTH Group, Inc.	Delaware
USMD Administrative Services, L.L.C.	Texas
USMD Affiliated Services	Texas	USMD Physician Services
USMD Holdings, Inc.	Delaware
USMD Inc.	Texas
USMD PPM, LLC	Texas
Utah Health Care Group, LLC	Utah
UTHealth Ambulatory Surgery Center Bellaire Station, LLC	Texas
Valley Physicians Network, Inc.	California	Optum<br>Optum Care Network–Valley Physicians
Valparaiso Home Care Services, LLC	Delaware	Indiana Home Care Northwest<br>Porter Health Care System Home Health<br>Porter Home Health
Vascular Labs of the Rockies ASC, LLC	Delaware
Vascular Labs of the Rockies, PLLC	Colorado
Venice Home Care Services, LLC	Delaware
Verta Management Services, LLC	Delaware
Via Vitae MSO, LLC	Delaware
Victoria Texas Home Care Services, LLC	Delaware	Elite Home Health
---	---	---
Vida Integra S.p.A.	Chile
Vida Tres S.A.	Chile
Vieosoft, Inc.	Washington
Virginia Health Care Group, LLC	Virginia
Virginia HomeCare, LLC	Virginia	Advanced Health Services<br>Advanced health Services
Virginia In-Home Healthcare Partnership-I, LLC	Virginia
Virginia In-Home Healthcare Partnership-II, LLC	Virginia
Virginia In-Home Healthcare Partnership-III, LLC	Virginia
Virginia In-Home Healthcare Partnership-IV, LLC	Virginia
Virginia In-Home Healthcare Partnership-IX, LLC	Virginia
Virginia In-Home Healthcare Partnership-V, LLC	Virginia
Virginia In-Home Healthcare Partnership-VI, LLC	Virginia
Virginia In-Home Healthcare Partnership-VII, LLC	Virginia
Virginia In-Home Healthcare Partnership-VIII, LLC	Virginia
Virginia In-Home Healthcare Partnership-X, LLC	Virginia
Virginia In-Home Healthcare Partnership-XI, LLC	Virginia
Virginia In-Home Healthcare Partnership-XII, LLC	Virginia
Virginia In-Home Partner-I, LLC	Virginia	Wythe Circle Home Care
Virginia In-Home Partner-II, LLC	Virginia	Wythe Hospice of Southwest Virginia
Virginia In-Home Partner-III, LLC	Virginia	Commonwealth Heathcare at Home<br>Savoh Home Health of Danville
Virginia In-Home Partner-IV, LLC	Virginia	Commonwealth Hospice<br>Legacy Hospice of the Piedmont<br>Savoh Hospice<br>Sovah Hospice
Virginia In-Home Partner-IX, LLC	Virginia
Virginia In-Home Partner-V, LLC	Virginia	Fauquier Health Home Care Services
Virginia In-Home Partner-VI, LLC	Virginia	Commonwealth Healthcare at Home<br>Home Care of Memorial Hospital<br>Savah Home Health of Martinsville
Virginia In-Home Partner-VII, LLC	Virginia
Virginia In-Home Partner-VIII, LLC	Virginia	Twin County Regional Home Health
Virginia In-Home Partner-X, LLC	Virginia
Virginia In-Home Partner-XI, LLC	Virginia	Commonwealth Home and Community-Based Services
Virginia In-Home Partner-XII, LLC	Virginia	Wythe Palliative Care of Southwest Virginia
Vision NewCo, LLC	Delaware
Vital Hospice, Inc.	Louisiana
Vivify Health, Inc.	Delaware
VPay Benefits Corporation	Texas
VPay Intermediate Holdings, LLC	Delaware
VPay, Inc.	Texas
Waco Ambulatory Surgery Center, LP	Texas	Waco Cardiology Cath Lab & Surgery Center
Walnut Hill Surgery Center, LLC	Texas
Ware Visiting Nurses Service, Inc.	Georgia	SunCrest Home Health
Washington D.C. Health Care Group, LLC	District of Columbia
Washington Health Care Group, LLC	Washington
---	---	---
Washington HomeCare and Hospice of Central Basin, LLC	Washington	Assured Home Health<br>Assured Hospice
Washington Physical Therapy Services of Mill Creek, LLC	Washington
Waukegan Hospice, LLC	Delaware	LHC-Illinois Home Health Care of Gurnee<br>Star Hospice
Wauwatosa Outpatient Surgery Center, LLC	Delaware
Wayland Square Surgicare GP, Inc.	Rhode Island
Weatherford Home Care Services, LLC	Delaware
WellMed Medical Management of Florida, Inc.	Florida	Optum of Hialeah<br>Optum of Little Havana<br>Optum of Westchester<br>WellMed at 9th Ave North<br>WellMed at Alafaya<br>WellMed at Apopka<br>WellMed at Bartow<br>WellMed at Bay Area<br>WellMed at Bayside<br>WellMed at Brandon Regional<br>WellMed at Carrollwood<br>WellMed at Central<br>WellMed at Clermont<br>WellMed at Collier<br>WellMed at Davenport<br>WellMed at Deltona<br>WellMed at Dr. Phillips<br>WellMed at Elk Mountain<br>WellMed at Flamingo<br>WellMed at Sheldon Rd.<br>WellMed at South Stuart<br>WellMed at Sun Lake<br>WellMed at Tarpon Springs<br>WellMed at The Villages<br>WellMed at Trinity<br>WellMed at Tyrone Gardens<br>WellMed at Wesley Chapel<br>wellMed at West Sanford<br>WellMed Medical Group<br>WellMed at Fort Pierce<br>WellMed at Haines City<br>WellMed at Haverford<br>WellMed at Hillmoor<br>WellMed at Holiday<br>WellMed at International Center<br>WellMed at Lake Copeland<br>WellMed at Lakeshore<br>WellMed at Lakewood<br>WellMed at Lawnwood<br>WellMed at Linebaugh<br>WellMed at Longwood<br>WellMed at N. Tamiami Trail<br>WellMed at New Tampa<br>WellMed at Oak Commons<br>WellMed at Pelican<br>WellMed at Piper<br>WellMed at Plant City - Family Practice Center<br>WellMed at Port St. Lucie West<br>WellMed at Sandlake Commons<br>WellMed at Sanford<br>WellMed at SE Lakeland<br>WellMed at Sebastian<br>WellMed at Semoran
WellMed Medical Management, Inc.	Texas
West Coast Endoscopy Holdings, LLC	Delaware
---	---	---
West Grove Home Care, LLC	Delaware	Brandywine River Valley Home Health<br>Brandywine River Valley Home Health & Hospice<br>Brandywine River Valley Hospice
West Tennessee HomeCare, LLC	Tennessee
West Virginia Health Care Group, LLC	West Virginia
West Virginia HomeCare, LLC	West Virginia	Care Partners Home Health
West Virginia Physical Therapy Services of Charleston, LLC	West Virginia
Western Arizona Regional Home Health and Hospice, LLC	Arizona
Western Region Health Corporation	New York	Willcare
Westgreen Surgical Center, LLC	Texas	Houston Orthopedic & Spine Surgery Center
WESTMED Practice Partners LLC	Delaware
Wetzel County HomeCare, LLC	West Virginia	Wetzel County HomeCare
Wichita ASC, LP	Delaware
Wichita Falls Texas Home Care, LLC	Texas
Wilkes-Barre Home Care Services, LLC	Delaware	Commonwealth Home Health and Hospice of Wilkes-Barre
Willcare Consumer Directed, Inc.	New York
Willcare, Inc.	New York	Willcare
Willow Park Endoscopy Center, LLC	Texas
Wilson Creek Surgical Center, LLC	Texas
Wisconsin Health Care Group, LLC	Wisconsin
Woods Home Health, LLC	Tennessee
Woodward Home Care Services, LLC	Delaware	Alliance Oklahoma Home Health Woodward<br>Assured Home Health of Woodward
Wyoming Health Care Group, LLC	Wyoming
XLHealth Corporation	Maryland	XLHealth
XLHealth Corporation India Private Limited	Karnataka
Xplor Counseling, LLC	Hawaii	Divorce Solutions Hawaii
York Home Care Services, LLC	Delaware	Memorial White Rose Home Health<br>Memorial White Rose Home Health and Hospice<br>Memorial White Rose Hospice
Youngstown Home Care Services, LLC	Delaware	Ohio's Choice Home Health

Document

Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We consent to the incorporation by reference in Registration Statement No. 333-270279 on Form S-3, No. 333-105877 on Form S-4, Nos. 333-174437, 333-205826, 333-221642, 333-224253, 333-224254, 333-234018, 333-236349, 333-238854, 333-260604, 333-260606, 333-266949, 333-267716, 333-269920 and 333-270278 on Form S-8 and Post-Effective Amendment on Form S-8 to Registration Statement File No. 333-216153 on Form S-4 of our reports dated February 27, 2025, relating to the financial statements of UnitedHealth Group Incorporated and the effectiveness of UnitedHealth Group’s internal control over financial reporting, appearing in this Annual Report on Form 10-K for the year ended December 31, 2024.

/S/ DELOITTE & TOUCHE LLP
Minneapolis, Minnesota
February 27, 2025

Document

Exhibit 24.1

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Christopher R. Zaetta, Kuai H. Leong and Faraz A. Choudhry, and each of them, his or her true and lawful attorneys-in-fact and agents, each acting alone, with full power of substitution and resubstitution, to sign, execute and file with the Securities and Exchange Commission (or any other governmental or regulatory authority), for us and in our names in the capacities indicated below, an Annual Report on Form 10-K for the year ended December 31, 2024 for UnitedHealth Group Incorporated, and any and all amendments thereto, with all exhibits and any and all documents required to be filed with respect thereto, granting unto said attorneys-in-fact and agents and each of them, full power and authority to do and to perform each and every act and thing necessary or desirable to be done in and about the premises in order to effectuate the same as fully to all intents and purposes as he or she might or could do if personally present, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, may lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, the undersigned have executed this Power of Attorney as of the date set forth below.

/s/ Charles D. Baker	/s/ Michele J. Hooper
Charles D. Baker	Michele J. Hooper
Director	Director
Dated: February 27, 2025	Dated: February 27, 2025
/s/ Timothy P. Flynn	/s/ F. William McNabb III
Timothy P. Flynn	F. William McNabb III
Director	Director
Dated: February 27, 2025	Dated: February 27, 2025
/s/ Paul R. Garcia	/s/ Valerie C. Montgomery Rice, M.D.
Paul R. Garcia	Valerie C. Montgomery Rice, M.D.
Director	Director
Dated: February 27, 2025	Dated: February 27, 2025
/s/ Kristen L. Gil	/s/ John H. Noseworthy, M.D.
Kristen L. Gil	John H. Noseworthy, M.D.
Director	Director
Dated: February 27, 2025	Dated: February 27, 2025
/s/ Stephen J. Hemsley
Stephen J. Hemsley
Director
Dated: February 27, 2025

Document

EXHIBIT 31.1

CERTIFICATIONS PURSUANT TO SECTION 302 OF THE

SARBANES-OXLEY ACT OF 2002

Certification of Principal Executive Officer

I, Andrew P. Witty, certify that:

1.I have reviewed this report on Form 10-K of UnitedHealth Group Incorporated (the “registrant”);

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

February 27, 2025	/s/ ANDREW P. WITTY
	Andrew P. Witty<br>Chief Executive Officer

Certification of Principal Financial Officer

I, John F. Rex, certify that:

1.I have reviewed this report on Form 10-K of UnitedHealth Group Incorporated (the “registrant”);

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

February 27, 2025	/s/ JOHN F. REX
	John F. Rex<br>President and Chief Financial Officer

Document

EXHIBIT 32.1

CERTIFICATIONS PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Certification of Principal Executive Officer

In connection with the report of UnitedHealth Group Incorporated (the “Company”) on Form 10-K for the period ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Andrew P. Witty, certify pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

February 27, 2025	/s/ ANDREW P. WITTY
	Andrew P. Witty<br>Chief Executive Officer

Certification of Principal Financial Officer

In connection with the report of UnitedHealth Group Incorporated (the “Company”) on Form 10-K for the period ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, John F. Rex, certify pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

February 27, 2025	/s/ JOHN F. REX
	John F. Rex<br>President and Chief Financial Officer