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Item 7. Management’s Discussion and Analysis

2025-02-27 compared with 2024-02-29 · 315 added, 524 removed, 311 unchanged (73% of the section changed)

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Executive Overview

Liquidity and Capital Resources

Critical Accounting Estimates

Segment Reporting

Evernorth Health Services

Cigna Healthcare

Other Operations

Investment Assets

Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") is intended to provide information to assist you in better understanding and evaluating The Cigna Group's financial condition as of December 31, 2023 compared with December 31, 2022 and our results of operations for 2023 compared with 2022 and 2021 and is intended to help you understand the ongoing trends in our business.

We adopted amended accounting guidance for long-duration insurance contracts effective January 1, 2023.

This MD&A has been retrospectively adjusted to conform to the new basis of accounting.

The impact of this amended guidance is immaterial.

Additionally, during the fourth quarter of 2023, our U.S.

Commercial and U.S.

Government operating segments were merged to form the U.S.

Healthcare operating segment within the Cigna Healthcare reportable segment.

Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") is intended to provide information to assist you in better understanding and evaluating the financial condition of The Cigna Group as of December 31, 2024 compared with December 31, 2023 and our results of operations for 2024 compared with 2023 and 2022 and is intended to help you understand the ongoing trends in our business.

For comparisons of our results of operations for 2023 compared with 2022, please refer to the previously filed MD&A included in Part II, Item 7 of our Form 10-K for the year ended December 31, 2023.

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Unless otherwise indicated, financial information in this MD&A is presented in accordance with accounting principles generally accepted in the United States of America ("GAAP").

See Note 2 to the Consolidated Financial Statements in this Form 10-K for additional information regarding the Company's significant accounting policies and additional information regarding the adoption of amended accounting guidance for long-duration insurance contracts effective January 1, 2023.

See Note 2 to the Consolidated Financial Statements in this Form 10-K for additional information regarding the Company's significant accounting policies.

In some of our financial tables in this MD&A, we present either percentage changes or "N/M" when those changes are so large as to become not meaningful.

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In this MD&A, our consolidated measures "adjusted income from operations," earnings per share on that same basis and "adjusted revenues" are not determined in accordance with GAAP and should not be viewed as substitutes for the most directly comparable GAAP measures of "shareholders' net income," "earnings per share" and "total revenues." We also use pre-tax adjusted income (loss) from operations and adjusted revenues to measure the results of our segments.

The Company uses "pre-tax adjusted income (loss) from operations" and "adjusted revenues" as its principal financial measures of segment operating performance because management believes these metrics best reflect the underlying results of business operations and permit analysis of trends in underlying revenue, expenses and profitability.

We define adjusted income from operations as shareholders' net income (or income before income taxes less pre-tax income (loss) attributable to noncontrolling interests for the segment metric) excluding net realized investment results, amortization of acquired intangible assets, and special items.

The Cigna Group's share of certain realized investment results of its joint ventures reported in the Cigna Healthcare segment using the equity method of accounting are also excluded.

The Company uses "pre-tax adjusted income (loss) from operations" and "adjusted revenues" as its principal financial measures of segment operating performance because management believes these metrics reflect the underlying results of business operations and facilitate analysis of trends in underlying revenue, expenses and profitability.

We define adjusted income (loss) from operations as shareholders' net income (or income (loss) before income taxes less pre-tax income (loss) attributable to noncontrolling interests for the segment metric) excluding net investment gains/losses, amortization of acquired intangible assets and special items.

The Cigna Group's share of certain investment results of its joint ventures reported in the Cigna Healthcare segment using the equity method of accounting are also excluded.

Special items are matters that management believes are not representative of the underlying results of operations due to their nature or size.

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The Company defines adjusted revenues as total revenues excluding the following adjustments:

special items and The Cigna Group's share of certain realized investment results of its joint ventures reported in the Cigna Healthcare segment using the equity method of accounting.

special items and The Cigna Group's share of certain investment results of its joint ventures reported in the Cigna Healthcare segment using the equity method of accounting.

Special items are matters that management believes are not representative of the underlying results of operations due to their nature or size.

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EXECUTIVE OVERVIEW

The Cigna Group, together with its subsidiaries (either individually or collectively referred to as the "Company," "we," "us" or "our") is a global health company with a mission of helping those we serve improve their health and vitality.

The Cigna Group, together with its subsidiaries (either individually or collectively referred to as the "Company," "we," "us" or "our"), is a global health company committed to creating a better future for every individual and every community.

Our subsidiaries offer a differentiated set of pharmacy, medical, behavioral, dental, and related products and services.

For further information on our business and strategy, see Part 1, Item 1, "Business" of this Form 10-K.

For further information on our business and strategy, see Part I, Item 1 "Business" of this Form 10-K.

Financial Highlights

See Note 1 to the Consolidated Financial Statements for a description of our segments.

Effective January 1, 2023, we adopted amended accounting guidance for long-duration insurance contracts.

Prior period financial highlights and results of operations have been retrospectively adjusted to conform to this new basis of accounting.

The impact of this amended guidance is immaterial.

See Note 2 to the Consolidated Financial Statements for additional information.

Summarized below are certain key measures of our performance by segment:

Financial highlights by segment

For the Years Ended December 31, Increase (Decrease) Increase (Decrease)

(Dollars in millions, except per share amounts) 2023 2022 2021 2023 vs.

2022 2022 vs.

Adjusted revenues by segment

Evernorth Health Services $ 153,499 $ 140,335 $ 131,912 9 % 6 %

Cigna Healthcare 51,205 45,037 44,643 14 1

Other Operations 596 2,263 3,989 (74) (43)

Corporate, net of eliminations (9,978) (6,991) (6,475) (43) (8)

Adjusted revenues 195,322 180,644 174,069 8 4

Net realized investment results from certain equity method investments (57) (126) — 55 N/M

Total revenues $ 195,265 $ 180,518 $ 174,069 8 % 4 %

Shareholders' net income $ 5,164 $ 6,704 $ 5,370 (23) % 25 %

Adjusted income from operations $ 7,448 $ 7,313 $ 6,982 2 % 5 %

Earnings per share (diluted)

Shareholders' net income $ 17.39 $ 21.41 $ 15.75 (19) % 36 %

Adjusted income from operations $ 25.09 $ 23.36 $ 20.48 7 % 14 %

Pre-tax adjusted income (loss) from operations by segment

Evernorth Health Services $ 6,442 $ 6,127 $ 5,818 5 % 5 %

Cigna Healthcare 4,478 4,099 3,601 9 14

Other Operations 96 509 903 (81) (44)

Corporate, net of eliminations (1,698) (1,466) (1,339) (16) (9)

Consolidated pre-tax adjusted income from operations 9,318 9,269 8,983 1 3

Income attributable to noncontrolling interests 146 84 58 74 45

Net realized investment (losses) gains (1)

(135) (613) 198 78 N/M

Amortization of acquired intangible assets (1,819) (1,876) (1,998) 3 6

Special items (1,997) 1,533 (451) N/M N/M

Income before income taxes $ 5,513 $ 8,397 $ 6,790 (34) % 24 %

(1) Includes the Company's share of certain realized investment results of its joint ventures reported in the Cigna Healthcare segment using the equity method of accounting.

For further analysis and explanation of each segment's results, see the "Segment Reporting" section of this MD&A.

Consolidated Results of Operations (GAAP basis)

For the Years Ended December 31, Increase (Decrease) Increase (Decrease)

For the Years Ended December 31, Change Change

(Dollars in millions) 2024 2023 2022 2024 vs.

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Income from operations

9,417 8,536 8,450 881 10 86 1

Interest expense and other (1,435) (1,446) (1,228) 11 (1) (218) 18

Debt extinguishment costs — — (141) — N/M 141 N/M

(Loss) gain on sale of businesses

Net gain (loss) on sale of businesses

24 (1,499) 1,662 1,523 N/M (3,161) N/M

Net realized investment (losses) gains

Net investment losses

(2,737) (78) (487) (2,659) N/M 409 (84)

Income before income taxes

Total income taxes 141 1,615 1,370 (1,474) (91) 245 18

Net income 5,372 6,782 5,420 (1,410) (21) 1,362 25

5,269 5,513 8,397 (244) (4) (2,884) (34)

Total income taxes 1,491 141 1,615 1,350 N/M (1,474) (91)

3,778 5,372 6,782 (1,594) (30) (1,410) (21)

Net income attributable to noncontrolling interests

344 208 78 136 65 130 167

Shareholders' net income

$ 3,434 $ 5,164 $ 6,704 $ (1,730) (34) % $ (1,540) (23) %

Consolidated effective tax rate 28.3 % 2.6 % 19.2 % 2,570 bps (1,660) bps

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Shareholders' net income

$ 3,434 $ 5,164 $ 6,704

Adjustments to reconcile to adjusted income from operations

Net realized investment losses (gains) (1)

Net investment losses (1)

$ 2,533 2,529 $ 135 114 $ 613 496

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Special items

Loss (gain) on sale of businesses 1,499 1,429 (1,662) (1,332) — —

Integration and transaction-related costs

275 211 45 35 135 103

Impairment of dividend receivable

182 138 — — — —

Deferred tax expenses (benefits), net

— 84 — (1,071) — —

Net (gain) loss on sale of businesses

(24) (2) 1,499 1,429 (1,662) (1,332)

Charge for organizational efficiency plan

— — 252 193 22 17

Charges (benefits) associated with litigation matters — — 201 171 (28) (20)

Integration and transaction-related costs 45 35 135 103 169 71

Deferred tax (benefits), net — (1,071) — — — —

Debt extinguishment costs — — — — 141 110

Total special items $ 433 431 $ 1,997 757 $ (1,533) (1,232)

Adjusted income from operations

(1) Includes the Company's share of certain realized investment results of its joint ventures reported in the Cigna Healthcare segment using the equity method of accounting.

$ 7,741 $ 7,448 $ 7,313

(1) Includes Net investment gains/losses as presented in our Consolidated Statements of Income, as well as the Company's share of certain investment results of its joint ventures reported in the Cigna Healthcare segment using the equity method of accounting, which are presented within Fees and other revenues in our Consolidated Statements of Income.

Reconciliation of Shareholders' Net Income (GAAP) to Adjusted Income from Operations

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Shareholders' net income

$ 12.12 $ 17.39 $ 21.41

Adjustments to reconcile to adjusted income from operations

Net realized investment losses (gains) (1)

Net investment losses (1)

$ 8.95 8.93 $ 0.45 0.38 $ 1.96 1.59

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Special items

Loss (gain) on sale of businesses 5.05 4.81 (5.31) (4.26) — —

Integration and transaction-related costs

0.97 0.75 0.15 0.12 0.43 0.33

Impairment of dividend receivable

0.64 0.49 — — — —

Deferred tax expenses (benefits), net

— 0.30 — (3.61) — —

Net (gain) loss on sale of businesses

(0.08) (0.02) 5.05 4.81 (5.31) (4.26)

Charge for organizational efficiency plan

— — 0.85 0.65 0.07 0.05

Charges (benefits) associated with litigation matters — — 0.68 0.58 (0.09) (0.06)

Integration and transaction-related costs 0.15 0.12 0.43 0.33 0.50 0.21

Deferred tax (benefits), net — (3.61) — — — —

Debt extinguishment costs — — — — 0.41 0.32

Total special items $ 1.53 1.52 $ 6.73 2.55 $ (4.90) (3.94)

Adjusted income from operations

(1) Includes the Company's share of certain realized investment results of its joint ventures reported in the Cigna Healthcare segment using the equity method of accounting.

$ 27.33 $ 25.09 $ 23.36

Financial highlights by segment

For the Years Ended December 31, Change Change

(Dollars in millions, except per share amounts) 2024 2023 2022 2024 vs.

2023 2023 vs.

Adjusted revenues by segment

Evernorth Health Services $ 202,155 $ 153,499 $ 140,335 32 % 9 %

Cigna Healthcare 52,914 51,205 45,037 3 14

Other Operations 828 596 2,263 39 (74)

Corporate, net of eliminations (8,798) (9,978) (6,991) (12) 43

Adjusted revenues 247,099 195,322 180,644 27 8

Net investment results from certain equity method investments 204 (57) (126) N/M (55)

Special item related to impairment of dividend receivable (182) — — N/M N/M

Total revenues $ 247,121 $ 195,265 $ 180,518 27 % 8 %

Shareholders' net income

$ 3,434 $ 5,164 $ 6,704 (34) % (23) %

Adjusted income from operations

$ 7,741 $ 7,448 $ 7,313 4 % 2 %

Earnings per share (diluted)

Shareholders' net income

$ 12.12 $ 17.39 $ 21.41 (30) % (19) %

Adjusted income from operations

$ 27.33 $ 25.09 $ 23.36 9 % 7 %

Pre-tax adjusted income (loss) from operations by segment

Evernorth Health Services $ 7,001 $ 6,442 $ 6,127 9 % 5 %

Cigna Healthcare 4,229 4,478 4,099 (6) 9

Other Operations (9) 96 509 N/M (81)

Corporate, net of eliminations (1,688) (1,698) (1,466) (1) 16

Consolidated pre-tax adjusted income from operations

9,533 9,318 9,269 2 1

Income attributable to noncontrolling interests

405 146 84 177 74

Net investment (losses) (1)

(2,533) (135) (613) N/M (78)

Amortization of acquired intangible assets (1,703) (1,819) (1,876) (6) (3)

Special items (433) (1,997) 1,533 (78) N/M

Income before income taxes

$ 5,269 $ 5,513 $ 8,397 (4) % (34) %

For further analysis and explanation of each segment's results, see the "Segment Reporting" section of this MD&A.

2024 versus 2023

The commentary presented below, and in the segment discussions that follow, compare results for the year ended December 31, 2023 with results for the year ended December 31, 2022.

Shareholders' net income decreased 23%, reflecting the estimated loss associated with the sale of our Medicare Advantage, Medicare Stand-Alone Prescription Drug Plans, Medicare and Other Supplemental Benefits and CareAllies businesses (the "HCSC transaction"), the absence of the gain on the sale of our life, accident and supplemental health benefits business in six countries sold on July 1, 2022 (the "Chubb transaction"), partially offset by foreign deferred tax benefits recorded in the fourth quarter of 2023 as described further under "effective tax rate" below.

Adjusted income from operations increased 2%, primarily driven by higher earnings in our Cigna Healthcare and Evernorth Health Services segments, largely offset by the absence of earnings reported in the first half of 2022 from the businesses divested in the Chubb transaction and increased interest expense and pension costs.

Medical customers increased 10%, reflecting growth in fee-based customers as well as in Individual and Family Plans and Medicare Advantage customers.

See Part I, Item 1 of this Form 10-K for definitions of Cigna Healthcare's market segments.

Pharmacy revenues increased 7%, reflecting inflation on branded drugs as well as growth in specialty.

See the "Segment Reporting - Evernorth Health Services Segment" section of this MD&A for further discussion.

Premiums increased 11% reflecting insured customer growth and higher premium rates in Cigna Healthcare due to anticipated underlying medical cost trend.

See the "Segment Reporting - Cigna Healthcare Segment" section of this MD&A for further discussion.

These favorable effects were partially offset by a decline in premiums due to the Chubb transaction.

Fees and other revenues increased 16%, primarily reflecting client growth from our continued affordability services within Evernorth Health Services.

Net investment income increased 1%, primarily due to growth in average assets, largely offset by the unfavorable impact of the Chubb transaction.

See the "Investment Assets" section of this MD&A for further discussion.

Pharmacy and other service costs increased 7%, reflecting inflation on branded drugs as well as growth in specialty.

Medical costs and other benefit expenses increased 13%, primarily reflecting insured customer growth and medical cost trend in Cigna Healthcare, partially offset by the impact of the Chubb transaction.

Selling, general and administrative expenses increased 13%, primarily driven by volume-related expenses in Cigna Healthcare due to business growth, as well as increased investments to support the onboarding of new clients and continued advancement of our digital

capabilities and care solutions in Evernorth Health Services.

Increased expenses were also driven by costs reported in 2023 for an organizational efficiency plan and litigation settlements.

These increases were partially offset by the impact of the Chubb transaction.

Interest expense and other increased 18%, primarily reflecting higher interest rates on our indebtedness and increased pension costs.

See the "Segment Reporting - Corporate" section of this MD&A for further discussion.

(Loss) / gain on sale of businesses.

The loss reported in 2023 primarily reflects asset write-downs and estimated costs related to the HCSC transaction.

In 2022, the reported gain reflects the impact of the Chubb transaction, which closed on July 1, 2022.

Realized investment results were substantially improved, primarily due to lower mark-to-market losses on investments.

See Note 12 to the Consolidated Financial Statements for further discussion.

The effective tax rate decreased substantially driven by foreign deferred tax benefits.

Also contributing to the decrease were favorable results relative to the Company's foreign operations and the release of uncertain tax positions resulting from favorable audit developments.

These favorable effects were partially offset by the impact of the valuation allowance recorded resulting from the HCSC transaction.

See Note 23 to the Consolidated Financial Statements for additional information.

Recent Events

Economic Conditions

We continue to monitor global economic conditions, including inflation, labor market dynamics and recent geopolitical events.

We continue to proactively address impacts to our pricing with third parties (including vendors, health care providers and drug providers), our investment portfolio and our workforce.

We are also monitoring the potential impact on client and customer health care needs.

Our results of operations or cash flows for the year ended December 31, 2023 were not materially impacted by inflation, labor market dynamics, or recent geopolitical events.

For further information regarding risks we encounter in our business due to economic conditions, see "Risk Factors" contained in Part I, Item 1A of this Form 10-K.

Conflict in the Middle East

The Cigna Group serves a limited number of customers and clients in the impacted regions in the Middle East.

We have not experienced significant impacts to date on our investment portfolio, financial position or results of operations.

For a more complete discussion of the risks we encounter in our business, see "Risk Factors" contained in Part I, Item 1A of this Form 10-K.

The commentary presented below, and the segment commentaries that follow, compare results for the year ended December 31, 2024 with results for the year ended December 31, 2023.

Commentary regarding percentage changes (or bps) and dollar variances represents the driver's impact on the overall category.

Shareholders' net income decreased 34%, or $1,730 million, primarily reflecting increased net investment losses (-$2,415 million) driven by the impairment of VillageMD equity securities, as well as the absence of the foreign deferred tax benefits recorded in 2023 (-$1,155 million).

These unfavorable items were partially offset by lower net losses on sale of businesses (+$1,431 million) and higher adjusted income from operations (+$293 million).

See further discussion of these drivers below.

Adjusted income from operations increased 4%, primarily reflecting higher earnings in Evernorth Health Services, partially offset by lower earnings in Cigna Healthcare.

Medical customers decreased 3%, primarily reflecting a decrease in Individual and Family Plans ("IFP") customers.

Pharmacy revenues increased 35%, primarily reflecting higher utilization of prescription drugs from customer growth in Evernorth Health Services.

Premiums increased 4%, primarily reflecting higher premium rates in our U.S.

Healthcare operating segment.

Fees and other revenues increased 17%, primarily reflecting growth in affordability services within our Pharmacy Benefit Services operating segment.

Net investment income decreased 17%, primarily due to a $182 million impairment of dividend receivable in the third quarter of 2024 related to VillageMD accrued dividends.

Pharmacy and other service costs increased 36%, primarily reflecting higher utilization of prescription drugs from customer growth in Evernorth Health Services.

Medical costs and other benefit expenses increased 7%, primarily reflecting higher medical costs in our U.S.

Healthcare operating segment.

Selling, general and administrative ("SG&A") expenses were flat, primarily reflecting increases in strategic investments to support both business growth and continued advancement of our digital capabilities and solutions (3%), offset by the absence of costs reported in 2023 for an organizational efficiency plan (-2%) and litigation settlements (-1%).

Net gain (loss) on sale of businesses.

The gain reported in 2024 reflects the sale of a portion of an equity method investment, partially offset by an estimated loss on sale (primarily goodwill impairment) related to the HCSC transaction (defined below).

The loss reported in 2023 primarily reflects a goodwill impairment related to the HCSC transaction.

See Note 5 and Note 14 to the Consolidated Financial Statements for further discussion of the HCSC transaction and the equity method investment sale, respectively.

Investment results primarily reflect the impairment of VillageMD equity securities in 2024.

See Note 11 to the Consolidated Financial Statements for further discussion of the impairment of VillageMD equity securities.

The effective tax rate increased, primarily driven by the absence of foreign deferred tax benefits recorded in 2023 and a valuation allowance related to the impairment of VillageMD equity securities, partially offset by the absence of the impact of the valuation allowance resulting from the HCSC transaction recorded in 2023.

See Note 20 to the Consolidated Financial Statements for further discussion of these matters.

Key Transactions and Business Developments

Sale of Medicare Advantage and Related Businesses

In January 2024, the Company entered into a definitive agreement to sell the Medicare Advantage, Medicare Stand-Alone Prescription Drug Plans, Medicare and Other Supplemental Benefits and CareAllies businesses within the U.S.

Healthcare operating segment to Health Care Service Corporation ("HCSC") for $3.3 billion cash, subject to applicable regulatory approvals and other customary closing conditions.

See Note 6 to the Consolidated Financial Statements for further information.

Organizational Efficiency Plan

During the fourth quarter of 2023, the Company approved a strategic realignment to drive greater operating effectiveness and efficiency.

This plan positions us to be more efficient and focused to deliver differentiated value and services to our clients and customers.

The Company recognized a charge in Selling, general and administrative expenses of $252 million, pre-tax ($193 million, after-tax).

We expect substantially all of the accrued liability to be paid by the end of 2024.

We expect to realize annualized after-tax savings of approximately $280 million.

A significant portion of the savings is expected to be recognized in 2024.

In January 2024, the Company entered into a definitive agreement to sell the Medicare Advantage, Medicare Individual Stand-Alone Prescription Drug Plans, Medicare and Other Supplemental Benefits, and CareAllies businesses within the U.S.

Healthcare operating segment to Health Care Service Corporation ("HCSC") ("HCSC transaction").

The initial $3.3 billion purchase price is anticipated to increase at closing, reflecting higher statutory surplus for the legal entities that will convey to HCSC.

The transaction is expected to close in the first quarter of 2025.

See Note 5 to the Consolidated Financial Statements for further information.

CarepathRx Health System Solutions

In July 2023, Evernorth Health, Inc.

acquired a minority interest in CarepathRx Health Systems Solutions ("CHSS").

CHSS provides integrated hospital pharmacy solutions to support patients across their complete health care journey.

By pairing Evernorth Health Services' diverse specialty and care expertise with CHSS' robust pharmacy and infusion management capabilities, technology solutions and health system relationships, we can further improve, expand and accelerate pharmacy care delivery for the growing

number of patients with chronic and complex care needs.

See Note 5 to the Consolidated Financial Statements for further discussion of this investment.

In 2023, the Company became a minority owner in VillageMD by investing $2.7 billion in VillageMD preferred equity.

VillageMD (majority-owned by Walgreens Boots Alliance, Inc.) provides health care services for individuals and communities across the United States, with primary, multi-specialty and urgent care providers serving patients in traditional clinic settings, in patients' homes and online appointments.

VillageMD and its subsidiaries operate in 26 markets and are responsible for millions of patients.

See Note 12 to the Consolidated Financial Statements for further discussion of this investment.

Centene Corporation

Effective January 1, 2024, Evernorth Health Services and Centene Corporation ("Centene") have a multi-year agreement to manage pharmacy benefit services and make prescription medications more accessible and affordable for Centene's approximately 20 million customers.

In addition to greater savings on prescription drugs, Centene customers will also have access to Express Scripts' extensive national network of retail pharmacies.

Medicare Star Quality Ratings ("Star Ratings")

The Centers for Medicare and Medicaid Services ("CMS") uses a Star Rating system to measure how well Medicare Advantage ("MA") plans perform.

Categories of measurement include quality of care and customer service.

Star Ratings range from one to five stars.

CMS recognizes plans with Star Ratings of four stars or greater with quality bonus payments and the ability to offer enhanced benefits.

On October 13, 2023, CMS announced Medicare Star Ratings for bonus payments to be received in 2025.

We estimate 67% of our MA customers to be in four star or greater plans for bonus payments to be received in 2024 and 2025 (based upon the current customer mix associated with the announced Star Ratings).

See Part I, Item I, "Business - Regulation" section of this Form 10-K for further discussion of Star Ratings.

Medicare Advantage Rates

On March 31, 2023, CMS released the final Calendar Year 2024 Medicare Advantage Program and Part D Payment Policies (the "2024 Final Notice").

On January 31, 2024, CMS released the Calendar Year 2025 Advance Notice for Medicare Advantage and Part D Prescription Drug Programs (the "Advance Notice").

CMS will accept comments on the Advance Notice through March 1, 2024, before publishing the final rate announcement by April 1, 2024.

The Advance Notice is subject to the required notice and comment period, and we cannot predict when or to what extent CMS will adopt the proposals in the Advance Notice.

We are in the process of analyzing the potential implications of the Advance Notice.

LIQUIDITY AND CAPITAL RESOURCES

Financial Summary

For the Years Ended December 31,

(In millions) 2023 2022 2021

Short-term investments $ 206 $ 139 $ 428

Cash and cash equivalents $ 7,822 $ 5,924 $ 5,081

Short-term debt $ 2,775 $ 2,993 $ 2,545

Long-term debt $ 28,155 $ 28,100 $ 31,125

Shareholders' equity $ 46,223 $ 44,675 $ 46,958

We maintain liquidity at two levels:

the subsidiary level and the parent company level.

Cash requirements at the subsidiary level generally consist of:

• pharmacy, medical costs and other benefit payments;

Subsidiary Level.

Cash requirements at the subsidiary level generally consist of pharmacy, medical costs and other benefit payments;

expense requirements, primarily for employee compensation and benefits, information technology and facilities costs;

income taxes;

• debt service.

Our subsidiaries normally meet their liquidity requirements by:

• maintaining appropriate levels of cash, cash equivalents and short-term investments;

and debt service.

Our subsidiaries normally meet their liquidity requirements by maintaining appropriate levels of cash, cash equivalents and short-term investments;

using cash flows from operating activities;

• matching investment durations to those estimated for the related insurance and contractholder liabilities;

matching durations of investments to estimated durations for the related insurance and contractholder liabilities;

selling investments;

• borrowing from affiliates, subject to applicable regulatory limits.

Cash requirements at the parent company level generally consist of:

• debt service;

and borrowing from affiliates, subject to applicable regulatory limits.

Parent Level.

Cash requirements at the parent company level generally consist of debt service;

payment of declared dividends to shareholders;

lending to subsidiaries as needed;

• pension plan funding.

The parent company normally meets its liquidity requirements by:

• maintaining appropriate levels of cash and various types of marketable investments;

and pension plan funding.

The parent company normally meets its liquidity requirements by maintaining appropriate levels of cash and various types of marketable investments;

collecting dividends from its subsidiaries;

using proceeds from issuing debt and common stock;

• borrowing from its subsidiaries, subject to applicable regulatory limits.

and borrowing from its subsidiaries, subject to applicable regulatory limits.

Regulatory Restrictions.

Dividends from our insurance, Health Maintenance Organization ("HMO") and certain foreign subsidiaries are subject to regulatory restrictions.

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Most of the Evernorth Health Services segment operations are not subject to regulatory restrictions regarding dividends and therefore provide significant financial flexibility to The Cigna Group.

With respect to our investment portfolio, we support the liquidity needs of our businesses by managing the duration of assets to be consistent with the duration of liabilities.

Investment Portfolio.

We support the liquidity needs of our businesses by managing the duration of invested assets to be consistent with the duration of liabilities.

We manage the portfolio to both optimize returns in the current economic environment and meet our liquidity needs.

Cash flows were as follows:

Cash flows for the years ended December 31 were as follows:

For the Years Ended December 31,

(In millions) 2024 2023 2022

Net cash provided by operating activities $ 11,813 $ 8,656 $ 7,191

Net cash (used in) provided by investing activities:

Cash proceeds from sales of businesses, net of cash sold 13 4,835 (61)

Acquisitions (447) — (1,833)

Net investment purchases (2,835) (272) (660)

Purchases of property and equipment, net (1,573) (1,295) (1,154)

Other, net (332) (170) 97

Net investing activities (5,174) 3,098 (3,611)

Net cash (used in) financing activities:

Debt (repayments) issuances (278) (2,559) 521

Stock repurchase (2,284) (7,607) (7,742)

Dividend payments (1,450) (1,384) (1,341)

Other, net (282) 310 350

Net financing activities (4,294) (11,240) (8,212)

Foreign currency effect on cash 16 (86) (65)

Change in cash, cash equivalents and restricted cash $ 2,361 $ 428 $ (4,697)

Operating activities $ 10,363 $ 11,813 $ 8,656

Investing activities $ (2,102) $ (5,174) $ 3,098

Financing activities $ (7,647) $ (4,294) $ (11,240)

The following discussion explains variances in the various categories of cash flows for the year ended December 31, 2024 compared with the same period in 2023.

For comparisons of liquidity and capital resources for the year ended December 31, 2022 compared with the year ended December 31, 2021, please refer to the previously filed MD&A included in Part II, Item 7 of our 2022 Form 10-K.

Operating Activities.

Cash flows from operating activities consist principally of cash receipts and disbursements for pharmacy revenues and costs, premiums, fees, investment income, taxes, benefit costs and other expenses.

Operating cash flows increased for the year ended December 31, 2023 due to higher insurance related liabilities, acceleration of cash proceeds from the accounts receivable factoring facility, lower income tax payments and higher CMS Part D annual settlement.

Operating cash flows decreased for the year ended December 31, 2024 due to higher insurance claims and related payments as well as higher accounts receivable as a result of organic business growth and timing.

These decreases were partially offset by the favorable net cash flow impacts of new clients in Evernorth Health Services, higher pharmacy and service costs payable, and lower income tax payments.

Investing Activities.

The Company invested $2.7 billion in VillageMD in 2023.

This, combined with the absence of the net $4.9 billion proceeds received from the Chubb transaction in 2022, resulted in an increase in cash used in investing activities.

The decrease in cash used in investing activities during the year ended December 31, 2024 was primarily due to lower purchases of equity securities.

Financing Activities.

The Company had lower share repurchases and lower net debt outflows in 2023.

These factors resulted in a decrease in cash used in financing activities in 2023.

The Company had higher share repurchases, including the completed ASR Agreements (described below), partially offset by net cash provided by debt financing activities in 2024.

Capital Resources

Our capital resources consist primarily of cash, cash equivalents and investments maintained at regulated subsidiaries required to underwrite insurance risks, cash flows from operating activities, our commercial paper program, credit agreements and the issuance of long-term debt and equity securities.

Our businesses generate significant cash flow from operations, some of which is subject to regulatory restrictions relative to the amount and timing of dividend payments to the parent company.

Dividends received from U.S.

regulated subsidiaries were $1.2 billion for the year ended December 31, 2023 and $1.9 billion for the year ended December 31, 2022.

This decrease was due in part to lower statutory earnings in 2022 and additional capital held at subsidiaries to support business growth, which is in line with our capital planning.

Non-regulated subsidiaries also generate significant cash flow from operating activities, which is typically available immediately to the parent company for general corporate purposes.

We prioritize our use of capital resources to:

• invest in capital expenditures, primarily related to technology to support innovative solutions for our clients and customers, provide the capital necessary to maintain or improve the financial strength ratings of subsidiaries and to repay debt and fund pension obligations if necessary;

• pay dividends to shareholders;

• consider acquisitions and investments that are strategically and economically advantageous;

• return capital to shareholders through share repurchases.

Our businesses generate significant cash flows from operations, some of which is subject to regulatory restrictions relative to the amount and timing of dividend payments to the parent company.

Dividends received from U.S.- regulated subsidiaries were $2.4 billion for the year ended December 31, 2024 and $1.2 billion for the year ended December 31, 2023.

Non-regulated subsidiaries also generate significant cash flows from operating activities, which is typically available immediately to the parent company for general corporate purposes.

We prioritize our use of capital resources to (i) invest in capital expenditures (primarily related to technology to support innovative solutions for our clients and customers), provide the capital necessary to maintain or improve the financial strength ratings of subsidiaries, and to repay debt and fund pension obligations if necessary;

(ii) pay dividends to shareholders;

(iii) consider acquisitions and investments that are strategically and economically advantageous;

and (iv) return capital to shareholders through share repurchases.

Funds Available

Commercial Paper Program .

The Cigna Group maintains a commercial paper program and may issue short-term, unsecured commercial paper notes privately placed on a discount basis through certain broker-dealers at any time not to exceed an aggregate amount of $5.0 billion.

The net proceeds of issuances have been and are expected to be used for general corporate purposes.

The commercial paper program had approximately $0.9 billion outstanding at December 31, 2024.

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Our revolving credit agreements provide us with the ability to borrow amounts for general corporate purposes, including for the purpose of providing liquidity support if necessary under our commercial paper program discussed above.

As of December 31, 2023, The Cigna Group's revolving credit agreements include:

a $4.0 billion five-year revolving credit and letter of credit agreement that expires in April 2028;

and a $1.0 billion 364-day revolving credit agreement that expires in April 2024.

As of December 31, 2023, we had $5.0 billion of undrawn committed capacity under our revolving credit agreements (these amounts are available for general corporate purposes, including providing liquidity support for our commercial paper program), $3.8 billion of remaining capacity under our commercial paper program and $8.0 billion in cash and short-term investments, approximately $0.8 billion of which was held by the parent company or certain non-regulated subsidiaries.

See Note 7 to the Consolidated Financial Statements for further information on our credit agreements and commercial paper program.

Our debt-to-capitalization ratio was 40.1% at December 31, 2023 and 41.0% at December 31, 2022.

As of December 31, 2024, we had $6.5 billion of undrawn committed capacity under our revolving credit agreements (these amounts are available for general corporate purposes, including providing liquidity support for our commercial paper program), $5.6 billion of

remaining capacity under our commercial paper program and $7.6 billion in cash and short-term investments, approximately $0.8 billion of which was held by the parent company or certain nonregulated subsidiaries.

Our debt-to-capitalization ratio (calculated as Short-term debt and Long-term debt ("Total debt") as a percentage of Total shareholders' equity and Total debt ("Total capitalization")) was 43.8% and 40.1% at December 31, 2024 and 2023, respectively.

We actively monitor our debt obligations and engage in issuance or redemption activities as needed in accordance with our capital management strategy.

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Use of Capital Resources

Long-term debt.

In July 2023, we repaid $2.9 billion of senior notes at maturity.

Capital Expenditures .

Capital expenditures for property, equipment and computer software were $1.4 billion in 2024 compared to $1.6 billion in the year ended December 31, 2023.

This increase reflects our continued strategic investment in technology for future growth.

We expect to deploy approximately $1.5 billion in capital expenditures in 2024.

Anticipated capital expenditures will be funded primarily from operating cash flow.

The Cigna Group declared and paid quarterly cash dividends of $1.23 per share of its common stock during 2023, compared to quarterly cash dividends of $1.12 per share during 2022.

See Note 9 to the Consolidated Financial Statements for further information on our dividend payments.

On February 2, 2024, the Board of Directors declared the first quarter cash dividend of $1.40 per share of The Cigna Group common stock to be paid on March 21, 2024 to shareholders of record on March 6, 2024.

The Cigna Group currently intends to pay regular quarterly dividends, with future declarations subject to approval by its Board of Directors and the Board's determination that the declaration of dividends remains in the best interests of the Company and its shareholders.

The decision of whether to pay future dividends and the amount of any such dividends will be based on the Company's financial position, results of operations, cash flows, capital requirements, the requirements of applicable law and any other factors the Board may deem relevant.

We expect to deploy approximately $1.4 billion in capital expenditures in 2025, which will be funded primarily from operating cash flows.

The Company currently intends to pay regular quarterly dividends, with future declarations subject to approval by its Board of Directors and the Board's determination that the declaration of dividends remains in the best interests of The Cigna Group and its shareholders.

See Note 8 to the Consolidated Financial Statements for further information regarding the dividend payments declared and paid during 2024, as well as the first quarter 2025 declared cash dividend.

Share Repurchases .

We maintain a share repurchase program authorized by our Board of Directors, under which we may repurchase shares of our common stock from time to time.

The Company maintains a share repurchase program authorized by the Board of Directors, under which it may repurchase shares of its common stock from time to time.

The timing and actual number of shares repurchased will depend on a variety of factors, including price, general business and market conditions, and alternate uses of capital.

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The program may be suspended or discontinued at any time.

We repurchased 7.8 million shares for approximately $2.3 billion during the year ended December 31, 2023, compared to 27.4 million shares for approximately $7.6 billion during the year ended December 31, 2022.

In December 2023, the Board increased repurchase authority by an additional $10.0 billion.

We expect to repurchase $5.0 billion of common stock in the first half of 2024.

A portion of this repurchase was executed in February 2024 via an Accelerated Share Repurchase ("ASR") as described below.

In February 2024, as part of our existing share repurchase program, we entered into separate ASR agreements ("2024 ASR agreements") with Deutsche Bank AG and Bank of America, N.A.

(collectively, the "2024 Counterparties") to repurchase $3.2 billion of common stock in aggregate.

We remitted $3.2 billion to the 2024 Counterparties and received an initial delivery of approximately 7.6 million shares of our common stock on February 15, 2024 representing $2.6 billion of the total remitted.

We expect final settlement under the 2024 ASR agreements to occur in the second quarter of 2024.

See Note 9 to the Consolidated Financial Statements for further information on our 2024 ASR agreements.

Including the impact of the 2024 ASR agreements, from January 1, 2024 through February 28, 2024, we repurchased 10.1 million shares for approximately $4.0 billion.

Including the Accelerated Share Repurchase agreements (discussed further in Note 8 to the Consolidated Financial Statements) (the "ASR Agreements"), we repurchased 20.9 million shares for approximately $7.0 billion during the year ended December 31, 2024, compared to 7.8 million shares for approximately $2.3 billion during the year ended December 31, 2023.

In December 2024, the Board of Directors approved an increase of $6.0 billion in incremental share repurchase authorization, bringing the company's total share repurchase authority to $10.3 billion as of December 31, 2024.

From January 1, 2025 through February 26, 2025, we repurchased 3.0 million shares for approximately $901 million.

Share repurchase authority was $9.4 billion as of February 26, 2025.

Strategic investments.

In 2023, we became a minority owner in VillageMD by investing $2.7 billion in VillageMD preferred equity.

See Note 12 to the Consolidated Financial Statements for further discussion of this investment.

In July 2023, Evernorth Health, Inc.

acquired a minority interest in CHSS.

See Note 5 to the Consolidated Financial Statements for further discussion of this investment.

Pension plans.

Our pension plans were overfunded by $204 million and $238 million as of December 31, 2023 and December 31, 2022, respectively, and reported in Other assets in our Consolidated Balance Sheets.

In 2023, we made immaterial contributions to the qualified pension plans as required under the Pension Protection Act of 2006 and we expect the required contributions for 2024 to be immaterial.

See Note 18 to the Consolidated Financial Statements for additional information.

Other Sources of Funds and Uses of Capital Resources

In January 2024, we entered into a definitive agreement to sell the Medicare Advantage, Medicare Stand-Alone Prescription Drug Plans, Medicare and Other Supplemental Benefits and CareAllies businesses within the U.S.

Healthcare operating segment to HCSC, subject to applicable regulatory approvals and other customary closing conditions.

The transaction is expected to close in the first quarter of 2025 and provide approximately $3.7B in transaction proceeds, which consists primarily of cash proceeds.

Following the completion of the sale, we anticipate use of the proceeds in alignment with our capital deployment priorities, with the majority allocated to share repurchases.

Debt Issuance and Debt Tender Offers.

On February 5, 2024, we issued $4.5 billion of new senior notes.

The proceeds from this debt were used to pay the consideration for the cash tender offers as described below.

We intend to use the remaining net proceeds to fund the repayment of our senior notes maturing in March 2024 and for general corporate purposes, which may include repayment of indebtedness and repurchases of shares of our common stock.

Concurrent with the debt issuance, we commenced tender offers to purchase for cash up to $2.25 billion in aggregate principal amount of outstanding notes, which included any and all of the $1.0 billion senior notes due June 2024.

Following the early tender results, we increased the tender offers to up to $2.55 billion aggregate principal amount.

On February 22, 2024, we purchased $1.8 billion principal amount of notes at early settlement of the tender offers.

The tender offers will expire on March 5, 2024.

As discussed in the "Key Transactions and Business Developments" section above, the HCSC transaction is expected to close in the first quarter of 2025.

We anticipate use of the proceeds in alignment with our capital deployment priorities, with the majority allocated to share repurchases.

Risks to Liquidity and Capital Resources

Risks to our liquidity and capital resources outlook include cash projections that may not be realized, and the demand for funds could exceed available cash if our ongoing businesses experience unexpected shortfalls in earnings or we experience material adverse effects from one or more risks or uncertainties described more fully in the "Risk Factors" section of this Form 10-K.

Though we believe we have adequate sources of liquidity, significant disruption or volatility in the capital and credit markets could affect our ability to access those markets for additional borrowings or increase costs.

Guarantees and Contractual Obligations

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See Note 21 to the Consolidated Financial Statements for discussion of various guarantees.

The Company adopted amended accounting guidance for long-duration insurance contracts effective January 1, 2023, which impacted the amounts presented in our Consolidated Balance Sheets.

Within our Consolidated Financial Statements, see Note 2 to the Consolidated Financial Statements for a summary of this accounting change and Note 10 to the Consolidated Financial Statements for a summary of the insurance liabilities in our Consolidated Balance Sheets as well as future expected cash flow information.

With the adoption of amended accounting guidance for long-duration insurance contracts and enhanced disclosure within Note 10 to the Consolidated Financial Statements, we will no longer present additional information regarding insurance liabilities within this section.

On Balance Sheet :

Long-Term Debt.

◦ Total scheduled payments on long-term debt are $44.8 billion, which include scheduled interest payments and maturities of long-term debt.

This excludes any impact from our February 2024 debt issuance and debt tender offers transactions as described above.

◦ We expect $2.8 billion of long-term debt payments (including scheduled interest payments) to be paid within the next twelve months beginning January 1, 2024.

◦ Finance leases are included in Long-term debt and primarily represent obligations for information technology network storage, servers and equipment.

See Note 21 to the Consolidated Financial Statements for information regarding finance leases.

Total scheduled payments on long-term debt are $48.5 billion (of which $3.5 billion relate to the fiscal year ending December 31, 2025), which include scheduled interest payments and maturities of long-term debt.

See Note 7 to the Consolidated Financial Statements for information regarding principal maturities of long-term debt.

Other Non-Current Liabilities.

◦ These include approximately $335 million of estimated payments (of which we expect $52 million to be paid in the next twelve months beginning January 1, 2024) for other postretirement and postemployment benefit obligations, reinsurance liabilities, supplemental and deferred compensation plans and interest rate and foreign currency swap contracts.

◦ In connection with our equity method investment in CarepathRx Health Systems Solutions ("CHSS"), we guaranteed CHSS's credit facilities.

See Note 5 to the Consolidated Financial Statements for further information.

◦ See Note 18 to the Consolidated Financial Statements for further information on pension obligations and funded status.

• Operating leases

◦ These include operating lease payments of $497 million (of which we expect $110 million of operating lease payments to be due within the next twelve months beginning January 1, 2024).

◦ See Note 21 to the Consolidated Financial Statements for additional information.

These include other long-term liabilities reflected in our Consolidated Balance Sheets as of December 31, 2024, including obligations associated with other postretirement and postemployment benefit obligations, reinsurance liabilities, supplemental and deferred compensation plans, and interest rate and foreign currency swap contracts.

Uncertain Tax Positions.

◦ In the event we are unable to sustain all of our $1.4 billion of uncertain tax positions, it could result in future tax payments of approximately $950 million.

In the event we are unable to sustain all of our $1.5 billion of uncertain tax positions, it could result in future tax payments of approximately $1.0 billion.

We are adequately reserved for such positions.

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Purchase obligations exclude contracts that are cancellable without penalty and those that do not contractually require minimum levels of goods or services to be purchased.

◦ As of December 31, 2023, purchase obligations consisted of a total of $4.3 billion of estimated payments required under contractual arrangements (of which we expect $1.3 billion of purchase obligations to be paid within the next twelve months beginning January 1, 2024).

This includes:

As of December 31, 2024, purchase obligations consisted of a total of $4.2 billion of estimated payments required under contractual arrangements (of which we expect $1.6 billion of purchase obligations to be paid within the next 12 months beginning January 1, 2025).

This includes the following:

• $2.7 billion of investment commitments (of which we expect $0.9 billion of the committed amounts to be disbursed in 2025).

▪ $1.5 billion of future service commitments (of which we expect $0.6 billion of the committed amounts to be disbursed in 2024), primarily comprised of contracts for certain outsourced business processes and information technology maintenance and support.

See Note 11 of the Consolidated Financial Statements for additional information on investment commitments.

• $1.5 billion of future service commitments (of which we expect $0.7 billion of the committed amounts to be disbursed in 2025), primarily comprised of contracts for certain outsourced business processes and information technology maintenance and support.

CRITICAL ACCOUNTING ESTIMATES

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We regularly evaluate items that may impact critical accounting estimates.

In addition to the estimates presented in the following tables, the Notes to the Consolidated Financial Statements describe other estimates that management has made in preparation of the financial statements.

In addition to the estimates described below, the Notes to the Consolidated Financial Statements describe other estimates that management has made in preparation of the financial statements.

Management believes the current assumptions used to estimate amounts reflected in our Consolidated Financial Statements are appropriate.

However, if actual experience significantly differs from the assumptions used in estimating amounts reflected in our Consolidated Financial Statements, the resulting changes could have a material adverse effect on our consolidated results of operations and, in certain situations, could have a material adverse effect on liquidity and our financial condition.

The tables below present the adverse impacts of certain possible changes in assumptions.

The information below presents the adverse impacts of certain possible changes in assumptions.

The effect of assumption changes in the opposite direction would be a positive impact to our consolidated results of operations, liquidity or financial condition, except for assessing impairment of goodwill.

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Nature of Critical Accounting Estimate Effect if Different Assumptions Used

Goodwill and Other Intangible Assets

Nature of Critical Accounting Estimate.

Goodwill represents the excess of the cost of businesses acquired over the fair value of their net assets at the acquisition date.

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Projections of future cash flows differ by reporting unit and are consistent with our ongoing strategic projections.

Future cash flows for Evernorth Health Services are primarily driven by the forecasted gross margins of the business, as well as operating expenses and long-term growth rates.

Future cash flows for our other reporting units are primarily driven by forecasted revenues, benefit expenses, operating expenses and long-term growth rates.

Future cash flows for the Evernorth Health Services reporting units are primarily driven by the forecasted gross margins of the business, as well as operating expenses and long-term growth rates.

Future cash flows for our other reporting units are primarily driven by forecasted revenues, benefit expenses, operating expenses and long-

term growth rates.

The fair value of intangibles and the amortization method were determined using an income approach that relies on projected future cash flows, including key assumptions for customer attrition and discount rates.

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The Company conducts its quantitative evaluation for goodwill impairment at least annually during the third quarter at the reporting unit level and performs qualitative impairment assessments on a quarterly basis to determine if events or changes in circumstances indicate that it is more likely than not that the carrying value of a reporting unit exceeds its estimated fair value.

During the fourth quarter of 2023, following the change in operating segment discussed in Note 1 to the Consolidated Financial Statements, U.S.

Government's goodwill was merged with U.S Commercial's goodwill.

Certain businesses within the U.S.

Healthcare operating segment were designated as held for sale (see Note 6 to the Consolidated Financial Statements).

Goodwill and other intangibles as of December 31 were as follows (in millions):

· 2023 – Goodwill $44,259;

Other intangible assets $30,863

· 2022 – Goodwill $45,811;

Other intangible assets $32,492

Excluding amounts classified as held for sale, Goodwill and other intangibles as of December 31, 2024 were $44,370 million and $29,417 million, respectively, and as of December 31, 2023, were $44,259 million and $30,863 million, respectively.

See Note 18 to the Consolidated Financial Statements for additional discussion of our goodwill and other intangible assets.

We completed our normal annual evaluations for impairment of goodwill and intangible assets during the third quarter of 2023, as well as additional qualitative and quantitative tests as required by GAAP.

The evaluations support that as of December 31, 2023, the fair value estimates of our reporting units exceed their carrying values by sufficient margins.

Effect if Different Assumptions Used.

We completed our normal annual evaluations for impairment of goodwill and intangible assets during the third quarter of 2024.

The evaluations support that as of December 31, 2024, the fair value estimates of our reporting units exceed their carrying values by substantial margins.

Changes in assumptions concerning future financial results or other underlying assumptions, including macroeconomic factors, government legislation, changes in the competitive landscape or other market conditions, could impact our ability to achieve profitability projections.

If we consistently do not achieve our earnings and cash flow projections or our cost of capital rises significantly, the assumptions and estimates underlying the goodwill and intangible asset impairment evaluations could be adversely affected and result in future impairment charges that would negatively impact our operating results and financial position.

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Nature of Critical Accounting Estimate Effect if Different Assumptions Used

Income Taxes - Uncertain Tax Positions

Nature of Critical Accounting Estimate.

We evaluate tax positions to determine whether the benefits are more likely than not to be sustained on audit based on their technical merits.

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These amounts primarily relate to federal and state uncertain positions of the value and timing of deductions and uncertain positions of attributing taxable income to states.

Balances that are included in the Consolidated Balance Sheets within Accrued expenses and other liabilities are as follows (in millions):

· 2023 – $1,399

· 2022 – $1,343

Balances that are included in the Consolidated Balance Sheets within Accrued expenses and other liabilities were $1,477 million and $1,399 million as of December 31, 2024 and December 31, 2023, respectively.

See Note 20 to the Consolidated Financial Statements for additional discussion around uncertain tax positions and the Liquidity and Capital Resources section of this MD&A for a discussion of their potential impact on liquidity.

The factors that could impact our estimates of uncertain tax positions include the likelihood of being sustained upon audit based on the technical merits of the tax position and related assumed interest and penalties.

Effect if Different Assumptions Used.

The factors that could impact our estimates of uncertain tax positions include the likelihood of sustaining our tax position (and related assumed interest and penalties) under audit.

If our positions are upheld upon audit, our net income would increase.

Income Taxes - Valuation Allowance

Deferred income taxes are reflected in the Consolidated Balance Sheets for differences between the financial and income tax reporting bases of the Company's underlying assets and liabilities, and are established based upon enacted tax rates and laws.

Nature of Critical Accounting Estimate.

Deferred income taxes in the Consolidated Balance Sheets reflect differences between the financial and income tax reporting bases of the Company's underlying assets and liabilities, and are established based upon enacted tax rates and laws.

Deferred income tax assets are recognized when available evidence indicates that realization is more likely than not and a valuation allowance is established to the extent this standard is not met.

In 2023, the Company recorded a valuation allowance related to various foreign deferred tax assets in the amount of $772 million as well as a valuation allowance of $584 million related to the tax benefit associated with the sale of the Medicare Advantage and related businesses.

It is possible that the realization of deferred tax assets may change due to changes in forecasted future earnings in various foreign jurisdictions or the Company's ability to generate future capital gains.

Valuation allowances that are included in the Consolidated Balance Sheets within deferred tax liabilities, net are as follows (in millions):

· 2023 – $1,498

· 2022 – $208

It is possible that the realization of deferred tax assets may be impacted by changes in forecasted future earnings in various foreign jurisdictions or the Company's ability to generate future capital gains.

Valuation allowances that are included in the Consolidated Balance Sheets within Deferred tax liabilities, net were $2,332 million and $1,498 million as of December 31, 2024 and December 31, 2023, respectively.

See Note 20 to the Consolidated Financial Statements for additional discussion around valuation allowances.

The factors that could impact our estimates of valuation allowances include changes in forecasted future earnings in foreign jurisdictions and the Company's future ability to generate capital gains.

Effect if Different Assumptions Used.

The factors that could impact our estimates of valuation allowances include changes in forecasted future earnings in foreign jurisdictions, potential international tax reform as a result of Organization for Economic Cooperation and Development initiatives, and the Company's future ability to generate capital gains.

Decreases in our valuation allowance would increase net income, while increases in our valuation allowance would decrease net income.

Balance Sheet Caption /

Nature of Critical Accounting Estimate Effect if Different Assumptions Used

Unpaid claims and claim expenses – Cigna Healthcare

Unpaid claims and claim expenses reflects estimates of the ultimate cost of claims that have been incurred but not reported, expected development on reported claims, claims that have been reported but not yet paid (reported claims in process) and other medical care expenses and services payable that are primarily comprised of accruals for incentives and other amounts payable to health care professionals and facilities.

Unpaid Claims and Claims Expenses - Cigna Healthcare

Nature of Critical Accounting Estimate.

Unpaid claims and claim expenses reflect estimates of the ultimate cost of claims that have been incurred but not reported, expected development on reported claims, claims that have been reported but not yet paid (reported claims in process) and other medical care expenses and services payable that are primarily comprised of accruals for incentives and other amounts payable to health care professionals and facilities.

Unpaid claims and claim expenses in Cigna Healthcare are primarily impacted by assumptions related to completion factors and medical cost trend.

Variation of actual results from either assumption could impact the unpaid claims balance as noted below.

A large number of factors may cause the medical cost trend to vary from the Company's estimates, including:

changes in health management practices, changes in the level and mix of benefits offered and services utilized and changes in medical practices.

A large number of factors may cause the medical cost trend to vary from the Company's estimates, including changes in health management practices, changes in the level and mix of benefits offered and services utilized, and changes in medical practices.

Completion factors may be affected if actual claims submission rates from providers differ from estimates (that can be influenced by a number of factors, including provider mix and electronic versus manual submissions), or if changes to the Company's internal claims processing patterns occur.

Unpaid claims and claim expenses for the Cigna Healthcare segment as of December 31 were as follows (in millions):

· 2023 – gross $5,092;

· 2022 – gross $4,176;

These liabilities are presented above both gross and net of reinsurance and other recoverables.

Unpaid claims and claim expenses for the Cigna Healthcare segment, both gross and net of reinsurance and other recoverables, as of December 31, 2024 were $5,018 million gross and $4,859 million net and as of December 31, 2023 were $5,092 million gross and $4,856 million net.

See Note 9 to the Consolidated Financial Statements for additional information regarding assumptions and methods used to estimate this liability.

Effect if Different Assumptions Used.

Based on studies of our claim experience, it is reasonably possible that a 100 basis point change in the medical cost trend and a 50 basis point change in completion factors could occur in the near term.

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Valuation of Debt Security Investments

Nature of Critical Accounting Estimate.

Most debt securities are classified as available for sale and are carried at fair value with changes in fair value recorded in Accumulated other comprehensive loss within Shareholders' equity.

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Treasury securities, based on the credit quality, industry and structure of the asset.

Balances that are included in the Consolidated Balance Sheets within Investments and Long-term investments are as follows, inclusive of amounts held for sale as of December 31, 2023 (in millions):

· 2023 - $9,855

· 2022 - $9,872

See Notes 12A.

and 13 to the Consolidated Financial Statements for a discussion of our fair value measurements, the procedures performed by management to determine that the amounts represent appropriate estimates and our accounting policy regarding unrealized appreciation on debt securities.

Balances that are included in the Consolidated Balance Sheets within Investments and Long-term investments, inclusive of amounts held for sale, were $9,423 million and $9,855 million as of December 31, 2024 and December 31, 2023, respectively.

See Notes 11A and 12 to the Consolidated Financial Statements for a discussion of our fair value measurements, the procedures performed by management to determine that the amounts represent appropriate estimates and our accounting policy regarding unrealized appreciation on debt securities.

Effect if Different Assumptions Used.

If the derived market rates used to calculate fair value increased by 100 basis points, the fair value of the total debt security portfolio of $9.4 billion would decrease by approximately $0.5 billion, resulting in an after-tax decrease to shareholders' equity of approximately $0.4 billion as of December 31, 2024.

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See Note 1 to the Consolidated Financial Statements for further description of our segments.

In segment discussions, we present "adjusted revenues" and "pre-tax adjusted income (loss) from operations," defined as income (loss) before income taxes excluding pre-tax income (loss) attributable to noncontrolling interests, net realized investment results, amortization of acquired intangible assets and special items.

The Cigna Group's share of certain realized investment results of its joint ventures reported in the Cigna Healthcare segment using the equity method of accounting are also excluded.

Special items are matters that management believes are not representative of the underlying results of operations due to their nature or size.

In segment discussions, we present "adjusted revenues" and "pre-tax adjusted income (loss) from operations," defined as income (loss) before income taxes excluding pre-tax income (loss) attributable to noncontrolling interests, net investment gains/losses, amortization of acquired intangible assets and special items.

The Company uses "pre-tax adjusted income (loss) from operations" and "adjusted revenues" as its principal financial measures of segment operating performance because management believes these metrics reflect the underlying results of business operations and facilitate analysis of trends in underlying revenue, expenses and profitability.

The Cigna Group share of certain investment results of its joint ventures reported in the Cigna Healthcare segment using the equity method of accounting are also excluded.

Special items are matters that management, including the chief operating decision maker, believes are not representative of the underlying results of operations due to their nature or size.

Ratios presented in this segment discussion exclude the same items as adjusted revenues and pre-tax adjusted income (loss) from operations.

See Note 25 to the Consolidated Financial Statements for additional discussion of these metrics and a reconciliation of Income before income taxes to pre-tax adjusted income from operations, as well as a reconciliation of Total revenues to adjusted revenues.

See Note 22 to the Consolidated Financial Statements for additional discussion of these metrics and a reconciliation of income (loss) before income taxes to pre-tax adjusted income (loss) from operations, as well as a reconciliation of Total revenues to adjusted revenues.

Note 22 to the Consolidated Financial Statements also explains that segment revenues include both external revenues and sales between segments that are eliminated in Corporate.

In these segment discussions, we also present "pre-tax adjusted margin," defined as pre-tax adjusted income (loss) from operations divided by adjusted revenues.

In these segment discussions, we also present "pre-tax margin," calculated as pre-tax adjusted income (loss) from operations divided by adjusted revenues.

See the "Executive Overview" section of this MD&A for summarized financial results of each of our segments.

Evernorth Health Services Segment

Evernorth Health Services partners with health plans, employers, governmental organizations and health care providers to solve challenges in the areas of pharmacy benefits, home delivery pharmacy, specialty pharmacy, specialty distribution, and care delivery and management solutions.

Evernorth Health Services includes a broad range of coordinated and point solution health services and capabilities, as well as those from partners across the health care system, within our Pharmacy Benefit Services and Specialty and Care Services operating segments.

As described in the introduction to Segment Reporting, Evernorth Health Services' performance is measured using adjusted revenues and pre-tax adjusted income (loss) from operations.

The key factors that impact Evernorth Health Services' Pharmacy revenues, Fees and other revenues and Pharmacy and other service costs are volume, mix of claims and price.

Key Factors Affecting Segment Performance

The key factors that impact the performance of Evernorth Health Services Pharmacy Benefit Services and Specialty and Care Services revenues and income from operations are volume, mix of claims, price and contract affordability services.

Specialty and Care Services revenues are also impacted by specialty distribution customer growth and client growth.

These key factors are discussed further below.

Certain of the key factors impact both operating segments as services are offered through an integrated client contract.

See Note 2 to the Consolidated Financial Statements included in this Form 10-K for additional information on revenue and cost recognition policies for this segment.

• As our clients' claim volumes increase or decrease, our resulting revenues and cost of revenues correspondingly increase or decrease.

Our gross profit, defined as Total revenues less Pharmacy and other service costs, could also increase or decrease as a result of changes in purchasing discounts.

Key factors that impact both Pharmacy Benefit Services and Specialty and Care Services:

• Pharmacy claim volume (also referred to as utilization) relates to processing prescription claims filled by retail pharmacies in our network and dispensing prescription claims from our home delivery and specialty pharmacies, along with other claims.

Pharmacy claim volume (utilization) is impacted by new clients or organic customer growth through the expansion of existing clients.

• The mix of claims generally considers the type of drug and distribution method used for dispensing and fulfilling.

Types of drugs can have an impact on our Pharmacy revenues, Pharmacy and other service costs and gross profit, including amounts payable under certain financial and performance guarantees with our clients.

In addition to the types of drugs, the mix of generic claims (i.e., generic fill rate) also impacts our gross profit.

Generally, higher generic fill rates reduce revenues, as generic drugs are typically priced lower than the branded drugs they replace.

However, as ingredient cost paid to pharmacies on generic drugs is incrementally lower than the price charged to our clients, higher generic fill rates generally have a favorable impact on our gross profit.

The home delivery generic fill rate is currently lower than the network generic fill rate as fewer generic substitutions are available among maintenance medications (such as therapies for chronic conditions) commonly dispensed from home delivery pharmacies as compared to acute medications that are primarily dispensed by pharmacies in our retail networks.

Furthermore, our gross profit differs among network, home delivery and specialty distribution methods and can impact our profitability.

• Our client contract pricing is impacted by our ongoing ability to negotiate favorable contracts for pharmacy network, pharmaceutical and wholesaler purchasing and manufacturer rebates on our clients' behalf.

Through these affordability services, we seek to improve the effectiveness of our integrated solutions for the benefit of our clients by continuously innovating, improving affordability and implementing drug purchasing contract initiatives.

Our revenues, cost of revenues and gross profit could increase or decrease as a result of these affordability services.

In addition to the types of drugs, the mix of generic or biosimilar claims also impacts our results.

Generally, a higher mix of generic and biosimilar drugs reduces revenues and increases income from operations, as generic and biosimilar drugs are typically priced lower than the branded drugs they replace, providing positive impacts or our clients, our customers and us.

• Pharmaceutical manufacturer inflation also impacts our pricing because most of our contracts provide that we bill clients and pay pharmacies based on a generally recognized price index for pharmaceuticals.

Therefore, the rate of inflation for prescription drugs and our efforts to manage this inflation for our clients continues to be a significant driver of our revenues and cost of revenues in the current environment.

In this MD&A, we present revenues and gross profit, as well as adjusted revenues and adjusted gross profit, consistent with our segment reporting metrics, which exclude special items.

Therefore, the rate of inflation for prescription drugs and our efforts to manage this inflation for our clients continue to be significant drivers of our revenues and cost of revenues in the current environment.

Through these affordability services, we seek to improve the effectiveness of our integrated and fee-for-service solutions, for the benefit of our new and existing clients, by continuously innovating, improving affordability and implementing drug purchasing contract initiatives.

Our continued affordability improvements further reduce drug costs for the benefit of our consumers and clients, and we share in the value delivered, which generally results in a favorable impact on our income from operations.

Key factors that impact Specialty and Care Services:

• Customer growth generally results in increased revenues and income from operations.

This generally includes both organic customer growth through the expansion of existing business and new business, as well as higher volume in our specialty distribution services where we deliver pharmaceuticals and medical supplies directly to health care providers, clinics and hospitals, primarily to physicians who regularly order costly specialty pharmaceuticals.

This business provides competitive pricing on pharmaceuticals and medical supplies and leverages our distribution platform to improve our results.

• Client growth, both organic and new business, in our Care Services business generally results in increased revenues and income from operations.

This includes client movement in our virtual care, in-home care, physical primary care, benefits management and behavioral health services as we expand our businesses and build upon our cross-enterprise leverage.

Results of Operations

Financial Summary

For the Years Ended December 31, Change Favorable

(Unfavorable) Change Favorable

(Unfavorable)

For the Years Ended December 31, Change Change

(Dollars in millions) 2024 2023 2022 2024 vs.

2023 2023 vs.

Total revenues $ 153,499 $ 140,335 $ 131,912 $ 13,164 9 % $ 8,423 6 %

Adjusted revenues (1)

$ 202,155 $ 153,499 $ 140,335 $ 48,656 32 % $ 13,164 9 %

Pharmacy and other service costs $ 143,571 $ 131,284 $ 123,504 $ 12,287 9 % $ 7,780 6 %

Gross profit (2)

$ 9,928 $ 9,051 $ 8,408 $ 877 10 % $ 643 8 %

Adjusted gross profit (1),(2)

$ 9,928 $ 9,051 $ 8,408 $ 877 10 % $ 643 8 %

Pre-tax adjusted income from operations (1)

Pre-tax adjusted margin 4.2 % 4.4 % 4.4 % (20) bps — bps

Adjusted expense ratio (3)

$ 7,001 $ 6,442 $ 6,127 $ 559 9 % $ 315 5 %

Pre-tax margin (1)(2)

3.5 % 4.2 % 4.4 % (70) bps (20) bps

SG&A expense ratio (3)

1.9 % 2.2 % 2.0 % (30) bps 20 bps

(1) See Note 22 to the Consolidated Financial Statements for reconciliation of adjusted revenues and pre-tax adjusted income from operations to Total revenues and Income before income taxes, respectively.

(2) Pre-tax margin is calculated as pre-tax adjusted income from operations divided by adjusted revenues.

(3) SG&A expense ratio is calculated as segment selling, general and administrative expenses divided by adjusted revenues.

See Note 22 to the Consolidated Financial Statements for further details.

In this selected financial information, we present adjusted revenues and pre-tax income from operations by our two operating segments, Pharmacy Benefit Services and Specialty and Care Services.

Selected Financial Information

For the Years Ended December 31, Change Favorable

(Unfavorable) Change Favorable

(Unfavorable)

For the Years Ended December 31, Change Change

(Dollars and adjusted scripts in millions) 2024 2023 2022 2024 vs.

2023 2023 vs.

Pharmacy revenue by distribution channel

Adjusted network revenues (1)

$ 67,514 $ 64,946 $ 64,992 4 % — %

Adjusted home delivery and specialty revenues (1)

65,732 61,283 54,391 7 13

Other pharmacy revenues 9,047 6,753 6,428 34 5

Total adjusted pharmacy revenues (1)

$ 142,293 $ 132,982 $ 125,811 7 % 6 %

Adjusted fees and other revenues (1)

10,965 7,267 6,084 51 19

Net investment income 241 86 17 180 N/M

Adjusted revenues (1)

Total adjusted revenues

Pharmacy Benefit Services $ 111,822 $ 76,792 $ 75,801 46 % 1 %

Specialty and Care Services 90,333 76,707 64,534 18 19

Total adjusted revenues $ 202,155 $ 153,499 $ 140,335 32 % 9 %

Pre-tax adjusted income from operations

Pharmacy Benefit Services $ 3,577 $ 3,469 $ 3,616 3 % (4) %

Specialty and Care Services 3,424 2,973 2,511 15 18

Total pre-tax adjusted income from operations $ 7,001 $ 6,442 $ 6,127 9 % 5 %

Pharmacy claim volume (1)

2,120 1,585 1,575 34 % 1 %

Pharmacy script volume (4)

Adjusted network scripts 1,327 1,295 1,355 2 % (4) %

Adjusted home delivery and specialty scripts 258 280 283 (8) (1)

Total adjusted scripts 1,585 1,575 1,638 1 % (4) %

Generic fill rate (5)

Network 86.9 % 86.4 % 85.4 % 50 bps 100 bps

Home delivery 85.3 % 85.1 % 85.9 % 20 bps (80) bps

Overall generic fill rate 86.7 % 86.3 % 85.5 % 40 bps 80 bps

(1) Total revenues and gross profit were equal to adjusted revenues and adjusted gross profit as there were no special items in the periods presented.

(2) Gross profit and adjusted gross profit are calculated as total revenues or adjusted revenues less pharmacy and other service costs.

(3) Adjusted expense ratio is calculated as selling, general and administrative expenses as a percentage of adjusted revenues.

(4) Non-specialty network scripts filled through 90-day programs and home delivery scripts are multiplied by three.

All other network and specialty scripts are counted as one script.

(5) Generic fill rate is defined as the total number of generic scripts divided by the total overall scripts filled.

(1) Non-specialty network prescriptions filled through 90-day programs and home delivery prescriptions are counted as three claims.

All other network and specialty prescriptions are counted as one claim.

2024 versus 2023

Adjusted network revenues increased 4%, reflecting inflation on branded drugs and higher claims volume, partially offset by a decrease in claims mix and an increase in the generic fill rate.

Adjusted home delivery and specialty revenues increased 7%, reflecting higher specialty claims volume and inflation on branded drugs, partially offset by lower home delivery claims volume.

Other pharmacy revenues increased 34%, reflecting higher volume from our CuraScript Specialty Distribution business, which distributes pharmaceuticals and medical supplies directly to health care providers, clinics and hospitals.

Adjusted fees and other revenues increased 51%, reflecting client growth in Care Delivery and Management Solutions, including cross-enterprise leverage, primarily driven by our behavioral health and eviCore Healthcare solutions, and client growth from our continued affordability services.

Adjusted gross profit increased 10%, and pre-tax adjusted income from operations increased 5%, reflecting continued affordability improvements and growth in Specialty Pharmacy, partially offset by increased strategic investments to support the onboarding of new clients and continued advancement of our digital capabilities and care solutions.

The adjusted expense ratio increased 20 bps, reflecting increased strategic investments to support the onboarding of new clients and continued advancement of our digital capabilities and care solutions.

Commentary in parentheses regarding percentage changes represents the driver's impact on the overall category.

Adjusted revenues increased 32%, primarily reflecting higher utilization of prescription drugs from customer growth in both Pharmacy Benefit Services (+24%) and Specialty and Care Services (+7%).

Pre-tax adjusted income from operations increased 9%, primarily reflecting customer growth in Specialty and Care Services (+10%) and continued affordability improvements in Pharmacy Benefit Services (+5%).

These increases were partially offset by strategic investments to support business growth and continued advancement of our capabilities and solutions (-3% in Specialty and Care Services and -2% in Pharmacy Benefit Services).

The SG&A expense ratio decreased 30 bps, primarily reflecting higher adjusted revenues as discussed above.

Cigna Healthcare Segment

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Healthcare and International Health businesses, which provide comprehensive medical and coordinated solutions to clients and customers.

During the fourth quarter of 2023, the U.S.

Commercial and U.S.

Government operating segments were merged to form the U.S.

Healthcare operating segment.

As described in the introduction to Segment Reporting, performance of the Cigna Healthcare segment is measured using adjusted revenues and pre-tax adjusted income from operations.

Key factors affecting results for this segment include:

• customer growth;

• revenue growth;

• percentage of Medicare Advantage customers in plans eligible for quality bonus payments;

• medical costs as a percentage of premiums (medical care ratio or "MCR") for our insured businesses;

• selling, general and administrative expenses as a percentage of adjusted revenues (adjusted expense ratio).

Effective January 1, 2023, we adopted amended accounting guidance for long-duration insurance contracts.

For the Cigna Healthcare segment, prior period results of operations have been retrospectively adjusted to conform to this new basis of accounting.

The impact of this amended guidance is immaterial.

See Note 2 to the Consolidated Financial Statements for additional information.

Healthcare operating segment to Health Care Service Corporation for $3.3 billion cash, subject to applicable regulatory approvals and other customary closing conditions.

See Note 6 to the Consolidated Financial Statements for further information.

Healthcare operating segment.

See "Key Transactions and Business Developments" for further discussion.

Key Factors Affecting Segment Performance

The key factors that impact Cigna Healthcare revenues and income from operations include revenue growth, customer growth, medical cost trend, percentage of Medicare Advantage customers in plans eligible for quality bonus payments, the medical care ratio ("MCR") and the SG&A expense ratio.

These key factors are discussed further below.

See Note 2 to the Consolidated Financial Statements included in this Form 10-K for additional information on revenue and cost-recognition policies for this segment.

• Revenue growth includes increases to premium rates in consideration of anticipated medical cost increases, customer growth driven by new clients and customers, and increased fee revenue from the expansion of products and services to existing clients and customers, including solutions provided by Evernorth Health Services.

• Higher medical costs (also referred to as higher medical cost trend) is impacted by utilization (the quantity of medical services consumed by our customers), unit costs (the cost per medical service) and mix of services.

• Prior to the divestiture of our Medicare Advantage and related businesses to HCSC, the percentage of Medicare Advantage customers in bonus-eligible plans impacts the amount of quality bonus payments we receive.

• MCR represents medical costs as a percentage of premiums for our segment's insured businesses, and it is impacted by medical cost trend and premium rates.

Affordability initiatives that serve to mitigate medical cost inflation also impact the MCR.

• The SG&A expense ratio represents the segment's selling, general and administrative expenses divided by adjusted revenues.

Results of Operations

Financial Summary

For the Years Ended December 31, Change Favorable

(Unfavorable) Change Favorable

(Unfavorable)

For the Years Ended December 31, Change Change

(Dollars in millions) 2024 2023 2022 2024 vs.

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Adjusted revenues (1)

$ 52,914 $ 51,205 $ 45,037 $ 1,709 3 % $ 6,168 14 %

Pre-tax adjusted income from operations (1)

Pre-tax adjusted margin 8.7 % 9.1 % 8.1 % (40) bps 100 bps

$ 4,229 $ 4,478 $ 4,099 $ (249) (6) % $ 379 9 %

Pre-tax margin (1)(2)

8.0 % 8.7 % 9.1 % (70) bps (40) bps

Medical care ratio 83.2 % 81.3 % 81.7 % 190 bps (40) bps

Adjusted expense ratio 21.6 % 21.8 % 20.9 % 20 bps (90) bps

SG&A expense ratio (3)

20.4 % 21.6 % 21.8 % (120) bps (20) bps

(2) Pre-tax margin is calculated as pre-tax adjusted income from operations divided by adjusted revenues.

(3) SG&A expense ratio is calculated as segment selling, general and administrative expenses divided by adjusted revenues.

See Note 22 to the Consolidated Financial Statements for further details.

2024 versus 2023

Adjusted revenues increased 14%, primarily reflecting customer growth and higher premium rates due to anticipated underlying medical cost trend.

Pre-tax adjusted income from operations increased 9%, primarily due to a lower medical care ratio and a lower adjusted expense ratio.

The improvement to the medical care ratio and the adjusted expense ratio for the twelve months ended December 31, 2023, as compared to the twelve months ended December 31, 2022, was driven by decreases of 160 bps and 190 bps, respectively, for the three months ended December 31, 2023.

The medical care ratio decreased 40 bps, primarily due to a lower U.S.

Healthcare medical care ratio, reflecting improved stop loss results, effective pricing execution and affordability initiatives.

The adjusted expense ratio decreased 20 bps for the twelve months ended December 31, 2023, primarily due to revenue growth outpacing volume-related expenses as well as higher technology spend.

The adjusted expense ratio decreased 190 bps for the three months ended December 31, 2023, primarily due to revenue growth and timing of investments outpacing volume-related expenses.

Commentary regarding percentage changes (or bps) and dollar variances represents the driver's impact on the overall category.

Adjusted revenues increased 3%, or $1,709 million, primarily due to higher premiums within employer insured (+$1,086 million), stop loss (+$601 million) and Medicare Part D (+$595 million), reflecting premium rate increases across those businesses, partially offset by lower premiums within IFP (-$1,137 million), reflecting a decrease in customers.

Pre-tax adjusted income from operations decreased 6%, or $249 million, primarily due to higher medical costs (-$2,209 million), partially offset by higher adjusted revenues (+$1,709 million) and lower SG&A expenses (+$250 million), primarily reflecting ongoing efficiencies.

The impact of higher premiums in adjusted revenues and medical costs are reflected in the medical care ratio calculation.

The medical care ratio increased 190 bps for the year ended and 570 bps for the three months ended December 31, 2024.

The increases for both periods were primarily due to higher stop loss medical costs.

The SG&A expense ratio decreased 120 bps, primarily due to revenue growth outpacing volume-related expenses (-60 bps), as well as ongoing efficiencies (-30 bps).

Medical Customers

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Cigna Healthcare Medical Customers

As of December 31, Change Favorable

(Unfavorable) Change Favorable

(Unfavorable)

As of December 31, Change Change

(In thousands) 2024 2023 2022 2024 vs.

2023 2023 vs.

Insured 5,464 4,756 4,757 708 15 % (1) — %

Healthcare 4,280 3,587 3,676 693 19 (89) (2)

3,853 4,280 3,587 (427) (10) 693 19

International Health (1)

1,211 1,184 1,169 27 2 15 1

Administrative services only 14,316 13,248 12,324 1,068 8 924 7

Healthcare 13,890 12,619 11,688 1,271 10 931 8

Insured 5,064 5,464 4,756 (400) (7) % 708 15 %

13,649 13,890 12,619 (241) (2) 1,271 10

International Health (1)

434 426 629 8 2 (203) (32)

Administrative services only 14,083 14,316 13,248 (233) (2) 1,068 8

Total 19,147 19,780 18,004 (633) (3) % 1,776 10 %

(1) International Health excludes medical customers served by less than 100%-owned subsidiaries, as well as certain customers served by our third-party administrator.

International Health customers as of December 31, 2023 reflect the transition of certain run-off business to Other Operations beginning January 1, 2023.

2023 versus 2022

Total medical customers increased 10%, primarily driven by growth in fee-based customers as well as in Individual and Family Plans and Medicare Advantage customers.

See Part I, Item 1 of this Form 10-K for definitions of Cigna Healthcare's market segments.

Total medical customers decreased 3%, primarily due to a decline in IFP customers.

See Part I, Item 1 of this Form 10-K for definitions of Cigna Healthcare market segments.

Unpaid Claims and Claim Expenses

As of December 31, Change Increase (Decrease) Change Increase (Decrease)

As of December 31, Change Change

(In millions) 2024 2023 2022 2024 vs.

2023 2023 vs.

Unpaid claims and claim expenses – Cigna Healthcare

$ 5,092 $ 4,176 $ 4,261 $ 916 22 % $ (85) (2) %

2023 versus 2022

Our unpaid claims and claim expenses liability increased 22%, driven by customer growth, primarily within our Individual and Family Plans business.

Unpaid claims and claim expenses $ 5,018 $ 5,092 $ 4,176 $ (74) (1) % $ 916 22 %

Our unpaid claims and claim expenses liability decreased 1%, driven by a decrease in IFP customers (-$300 million), partially offset by an increase related to the Medicare businesses (+$175 million).

Other Operations

Other Operations includes corporate owned life insurance ("COLI") and the Company's run-off operations.

See Note 1 to the Consolidated Financial Statements for additional information regarding these operations.

In the prior periods, Other Operations also included the International businesses sold in July 2022 and our interest in a joint venture in Türkiye sold in December 2022.

Other Operations includes corporate-owned life insurance ("COLI"), the Company's run-off operations and other non-strategic businesses.

As described in the introduction of Segment Reporting, performance of Other Operations is measured using adjusted revenues and pre-tax adjusted income from operations.

Effective January 1, 2023, we adopted amended accounting guidance for long-duration insurance contracts.

For the Other Operations segment, prior period results of operations have been retrospectively adjusted to conform to this new basis of accounting.

The impact of this amended guidance is immaterial.

Prior period results related to long-duration contracts sold in the Chubb transaction and our divested interest in a joint venture in Türkiye were not adjusted (as permitted by ASU 2022-05).

See Note 10 to the Consolidated Financial Statements for additional disclosure of our long-duration insurance contracts and Note 2 to the Consolidated Financial Statements for additional information regarding the adoption of this amended guidance.

Results of Operations

Financial Summary

For the Years Ended December 31, Change Favorable

(Unfavorable) Change Favorable

(Unfavorable)

For the Years Ended December 31, Change Change

(Dollars in millions) 2024 2023 2022 2024 vs.

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Adjusted revenues $ 828 $ 596 $ 2,263 $ 232 39 % $ (1,667) (74) %

Pre-tax adjusted income from operations $ 96 $ 509 $ 903 $ (413) (81) % $ (394) (44) %

Pre-tax adjusted margin 16.1 % 22.5 % 22.6 % (640) bps (10) bps

Pre-tax adjusted (loss) income from operations

$ (9) $ 96 $ 509 $ (105) N/M % $ (413) (81) %

Pre-tax margin (1.1) % 16.1 % 22.5 % (1,720) bps (640) bps

2024 versus 2023

Adjusted revenues declined reflecting the absence of revenues from the business divested in 2022.

Pre-tax adjusted income from operations decreased primarily due to the absence of earnings from the businesses divested in the Chubb transaction.

Adjusted revenues primarily reflect premiums and net investment income associated with COLI and our run-off operations and revenues from other non-strategic businesses.

Pre-tax adjusted (loss) income from operations decreased primarily driven by unfavorable margins in our non-strategic businesses.

Corporate reflects amounts not allocated to operating segments, including net interest expense (defined as interest on corporate financing less net investment income on investments not supporting segment and other operations), certain litigation matters, expense associated with our frozen pension plans, charitable contributions, operating severance, certain overhead and enterprise-wide project costs, and eliminations for products and services sold between segments.

Financial Summary

For the Years Ended December 31, Change Favorable (Unfavorable) Change Favorable (Unfavorable)

For the Years Ended December 31, Change Change

(In millions) 2024 2023 2022 2024 vs.

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Pre-tax adjusted loss from operations

$ (1,688) $ (1,698) $ (1,466) $ 10 (1) % $ (232) 16 %

2024 versus 2023

Pre-tax adjusted loss from operations increased 16% primarily due to an increase in the weighted average interest rate on our indebtedness and increased pension costs due to lower expected asset returns and a higher discount rate.

While our pension expense has increased year-over-year, we continue to expect the required contributions for 2024 to be immaterial.

Commentary regarding percentage changes represents the driver's impact on the overall category.

Pre-tax adjusted loss from operations decreased 1%, primarily due to lower pension and operating costs (-7%), partially offset by higher interest rates on our indebtedness (+6%).

INVESTMENT ASSETS

The following table presents our investment asset portfolio excluding separate account assets.

Additional information regarding our investment assets is included in Notes 12, 13, 14 and 16 to the Consolidated Financial Statements.

(In millions) December 31,

2023 December 31,

Debt securities $ 9,855 $ 9,872

Equity securities 3,362 622

Commercial mortgage loans 1,533 1,614

Policy loans 1,211 1,218

Other long-term investments 4,181 3,728

Short-term investments 206 139

Total $ 20,348 $ 17,193

Investments classified as assets of businesses held for sale (1)

Investments per Consolidated Balance Sheets $ 18,910 $ 17,193

(1) Investments related to the HCSC transaction that were held for sale as of December 31, 2023.

These investments were primarily comprised of debt securities and commercial mortgage loans, and to a lesser extent, other long term investments.

Information regarding our investment assets is included in Notes 11, 12, 13 and 15 to the Consolidated Financial Statements.

Investment Outlook

We continue to actively monitor economic conditions including the impact of inflation, higher interest rates and the potential for a recession on the investment portfolio.

Although there has been very limited impact to date on our investment portfolio as a result of 2023 economic and geopolitical events, including banking system stress, we continue to monitor ongoing developments and the

potential impact of 2023 events on the portfolio.

Future realized and unrealized investment results will be driven largely by market conditions, and these future conditions are not reasonably predictable.

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We manage the portfolio for long-term economics and therefore we expect to hold a significant portion of these assets for the long term.

The following discussion addresses the strategies and risks associated with our various classes of investment assets.

Although future declines in investment fair values remain possible due to interest rate movements and credit deterioration due to both investment-specific uncertainties and global economic uncertainties as discussed below, we do not expect these losses to have a material unfavorable effect on our financial condition or liquidity.

The below discussion addresses the strategies and risks associated with our various classes of investment assets.

See Item 1A "Risk Factors" for additional information regarding risks associated with our investment portfolio.

Debt Securities

Investments in debt securities include publicly traded and privately placed bonds, mortgage and other asset-backed securities and preferred stocks redeemable by the investor.

These investments are classified as available for sale and are carried at fair value in our Consolidated Balance Sheets.

Additional information regarding valuation methodologies, key inputs and controls is included in Note 13 to the Consolidated Financial Statements.

The following table reflects our portfolio of debt securities by type of issuer:

(In millions) December 31,

2023 December 31,

Federal government and agency $ 267 $ 312

State and local government 38 41

Foreign government 352 365

Mortgage and other asset-backed 365 348

Total $ 9,855 $ 9,872

The carrying value of our debt securities portfolio was flat during the year ended December 31, 2023 reflecting net sales activity offset by a valuation increase due to declining market interest rates .

Our portfolio remains in a net unrealized depreciation position due to generally increasing interest rates over the last several quarters.

More detailed information about debt securities by type of issuer, maturity dates and net unrealized position is included in Note 12 to the Consolidated Financial Statements.

The carrying value of our debt securities portfolio decreased from $9.9 billion as of December 31, 2023 to $9.4 billion as of December 31, 2024, primarily reflecting net sales activity .

Our portfolio remains in a net unrealized depreciation position due to generally increasing interest rates over the past few years.

As of December 31, 2024, $8.1 billion, or 86%, of the debt securities in our investment portfolio were investment grade (Baa and above, or equivalent) and the remaining $1.3 billion were below investment grade.

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These quality characteristics have not materially changed since the prior year and remain consistent with our investment strategy.

Debt securities include private placement assets of $4.0 billion.

These investments are generally less marketable than publicly traded bonds;

however, yields on these investments tend to be higher than yields on publicly traded bonds with comparable credit risk.

We perform a credit analysis of each issuer and require financial and other covenants that allow us to monitor issuers for deteriorating financial strength and pursue remedial actions, if warranted.

Investments in debt securities are diversified by issuer, geography and industry.

On an aggregate basis, the debt securities portfolio continues to perform according to original expectations, which includes a long-term economic investment strategy.

Elevated global inflation, higher interest rates, continuing supply chain disruptions and potential fallout from the stress in the banking system are the primary risks that many of the issuers in our portfolio are facing.

To date, most issuers have been successful in managing the cost escalation and product shortages without undue margin pressure.

We continue to monitor the economic environment and its effect on our portfolio and consider the impact of various factors in determining the allowance for credit losses on debt securities, which is discussed in Note 12 to the Consolidated Financial Statements.

Primary risks facing many of the issuers in our portfolio include ongoing geopolitical events and economic conditions, including expectations for a longer period of higher inflation and interest rates.

To date, most issuers have been successful in managing these issues without a meaningful change in credit quality.

We continue to monitor the economic environment and its effect on our portfolio;

we also continue to consider the impact of various factors in determining the allowance for credit losses on debt securities, which is discussed in Note 11 to the Consolidated Financial Statements.

Commercial Mortgage Loans

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As a result of increasing market interest rates since the majority of these loans were made, the carrying value exceeds the market value of these loans as of December 31, 2024.

See Note 13 to the Consolidated Financial Statements for further details.

Given the quality and diversity of the underlying real estate, positive debt service coverage and significant borrower cash invested in the property generally ranging between 30 and 40%, we remain confident that the vast majority of borrowers will continue to perform as expected under their contract terms.

For further discussion of the results and changes in key loan metrics, see Note 12 to the Consolidated Financial Statements.

Loans are secured by high quality commercial properties, located in strong institutional markets and are generally made at approximately 65% of the property's value at origination of the loan.

Property value, debt service coverage, quality, building tenancy and stability of cash flows are all important financial underwriting considerations.

We hold no direct residential mortgage loans and do not originate or service securitized mortgage loans.

We assess the credit quality of our commercial mortgage loan portfolio annually, generally in the second quarter by reviewing each holding's most recent financial statements, rent rolls, budgets and relevant market reports.

The review performed in the second quarter of 2023 confirmed ongoing strong overall credit quality in line with the previous year's results.

See Note 12 to the Consolidated Financial Statements for further information regarding our key credit quality indicators for commercial mortgage loans.

For further discussion of the results and changes in key credit quality indicators, see Note 11 to the Consolidated Financial Statements.

Office sector fundamentals have been and continue to be weak, and values are experiencing stress due to multiple headwinds:

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Additionally, the current macroeconomic headwinds are impacting capital markets and reducing investor appetite for capital-intensive assets (e.g., offices and regional shopping malls).

Our commercial mortgage loan portfolio has no exposure to regional shopping malls and less than 30% exposure to office properties.

Although future losses remain possible due to further credit deterioration, we do not expect these losses to have a material unfavorable effect on our financial condition or liquidity.

Our commercial mortgage loan portfolio has no exposure to regional shopping malls and approximately 25% exposure to office properties.

Although future losses remain possible due to further credit deterioration, we do not expect these losses to have a material unfavorable effect on our results of operations, financial condition or liquidity.

Other Long-Term Investments

Other long-term investments of $4.6 billion as of December 31, 2024 included investments in securities limited partnerships and real estate limited partnerships, direct investments in real estate joint ventures and other deposit activity that is required to support various insurance and health services businesses.

Accounting policies for these investments are discussed in Note 12 to the Consolidated Financial Statements.

The increase in other long-term investments of $0.5 billion since December 31, 2022 is primarily driven by net additional funding activity.

These limited partnership entities typically invest in mezzanine debt or equity of privately held companies and equity real estate.

Given our subordinate position in the capital structure of these underlying entities, we assume a higher level of risk for higher expected returns.

To mitigate risk, these investments are diversified across approximately 200 separate partnerships and 100 general partners who manage one or more of these partnerships.

Also, the underlying investments are diversified by industry sector or property type and geographic region.

To mitigate risk, these investments are diversified by industry sector or property type and geographic region.

No single partnership investment exceeded 3% of our securities and real estate limited partnership portfolio.

Income from our limited partnership investments is generally reported on a one quarter lag due to the timing of when financial information is received from the general partner or manager of the investments.

We expect continued volatility in private equity and real estate fund performance going forward as fair market valuations are adjusted to reflect market and portfolio transactions.

Less than 4% of our other long-term investments are exposed to real estate in the office sector.

Unconsolidated Subsidiary Investments Portfolio

We participate in an insurance joint venture in China with a 50% ownership interest.

We account for this joint venture under the equity method of accounting and report our share of the net assets of $0.2 billion in Other assets.

Our 50% share of the investment portfolio supporting the joint venture's liabilities is approximately $11.7 billion as of December 31, 2023.

We account for this joint venture under the equity method of accounting.

Our 50% share of the investment portfolio supporting the joint venture's liabilities was approximately $15.6 billion as of December 31, 2024.

These investments were comprised of approximately 75% debt securities, including government and corporate debt diversified by issuer, industry and geography;

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There were no investments with a material unrealized loss as of December 31, 2024.

Financial Instruments

See Note 14 to the Consolidated Financial Statements for additional information regarding unconsolidated subsidiaries.

Our assets and liabilities include financial instruments subject to the risk of potential losses from adverse changes in market rates and prices.

Our primary market risk exposure from financial instruments is our interest-rate risk exposure to fixed-rate, medium-term instruments.

Changes in market interest rates affect the value of instruments that promise a fixed return.

Consistent with disclosure requirements, the following items have been excluded from this consideration of market risk for financial instruments:

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changes in the fair values of investments recorded using the equity method of accounting and liabilities for pension and other postretirement and postemployment benefit plans (and related assets);

• changes in the fair values of other significant assets and liabilities, such as goodwill, deferred policy acquisition costs, taxes and various accrued liabilities.

Because they are not financial instruments, their primary risks are other than market risk.

Excluding the items noted in the paragraph above, our primary market risk exposure from financial instruments is our interest-rate risk exposure to fixed-rate, medium-term instruments.

Changes in market interest rates affect the value of instruments that promise a fixed

Following increased investments in equity securities during 2023, primarily as a result of our investment in VillageMD, our exposure to equity price risk has increased.

and changes in the fair values of other significant assets and liabilities, such as goodwill, taxes and various accrued liabilities (because they are not financial instruments, their primary risks are other than market risks).

Our Management of Market Risks

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Shorter-term investments generally support shorter-term life and health liabilities.

Medium-term, fixed-rate investments support interest-sensitive and health liabilities.

Medium-term, fixed-rate investments support interest-sensitive and medium-term health liabilities.

Longer-term investments generally support products with longer payout periods such as annuities.

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We determine the sensitivity of market risk for our fixed income financial instruments, including debt securities and commercial mortgage loans, by estimating the present value of future cash flows using duration modeling and applying a 100 basis point increase in interest rates.

The sensitivity of market risk for equity securities is determined by applying a 10% decrease in market prices.

The effect of these hypothetical changes in market rates or prices on the fair value of certain financial instruments, subject to the exclusions noted above (particularly insurance liabilities), would have been as follows:

Market scenario for certain non-insurance financial instruments

The effect of these hypothetical changes in market rates or prices on the fair value of certain noninsurance financial instruments would have been as follows:

Market scenario for certain noninsurance financial instruments

Loss in Fair Value

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100 basis point increase in interest rates (excluding the Company's long-term debt) $ 0.6 $ 0.7

10% decrease in market prices for equity securities $ 0.3 $ 0.1

In the event of a hypothetical 100 basis point increase in interest rates, the fair value of the Company's long-term debt would decrease approximately $1.8 billion at both December 31, 2024 and December 31, 2023.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis