Item 5. Other Information
Item 5. OTHER INFORMATION
Rule 10b5-1 Plan Elections
During the three months ended June 30, 2025, the following 10b5-1 director and officer trading plan arrangement changes occurred:
1. On May 6, 2025 , David Cordani , Chairman and Chief Executive Officer of The Cigna Group , adopted a 10b5-1 plan. Mr. Cordani's plan provides for (i) the sale of shares of The Cigna Group common stock issuable upon vesting of a performance award (the actual number of shares depends on actual performance achieved and may range from 0% to 200% of the 32,586 shares subject to the award at the target level of performance) and (ii) the exercise of vested stock options and the associated sale of up to 212,543 shares of The Cigna Group common stock, in each case through May 5, 2026 .
2. On May 7, 2025 , Brian Evanko , President and Chief Operating Officer , adopted a 10b5-1 plan. Mr. Evanko's plan provides for the exercise of vested stock options and the associated sale of up to 18,429 shares of The Cigna Group common stock through May 8, 2026 .
3. On May 8, 2025 , Nicole Jones , Executive Vice President, Chief Administrative Officer and General Counsel , adopted a 10b5-1 plan. Ms. Jones' plan provides for (i) the sale of up to 3,773 shares of The Cigna Group common stock, (ii) the sale of shares of The Cigna Group common stock issuable upon vesting of a performance award (the actual number of shares depends on actual performance achieved and may range from 0% to 200% of the 5,661 shares subject to the award at the target level of performance) and (iii) the exercise of vested stock options and the associated sale of up to 27,430 shares of The Cigna Group common stock, in each case through May 8, 2026 .
4. On May 22, 2025 , Everett Neville , Executive Vice President of Strategy and Business Development , adopted a 10b5-1 plan. Mr. Neville's plan provides for the sale of shares of The Cigna Group common stock issuable upon vesting of a performance award (the actual number of shares depends on actual performance achieved and may range from 0% to 200% of the 3,565 shares subject to the award at the target level of performance) through May 8, 2026 .
These trading plans were entered into during an open insider trading window and are intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Securities Exchange Act of 1934 and the Company's policies regarding insider transactions.
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Item 6. EXHIBITS
INDEX TO EXHIBITS
Number Description Method of Filing
3.1 Restated Certificate of Incorporation of The Cigna Group
Filed by the registrant as Exhibit 3.1 to the Quarterly Report on Form 10-Q for the period ended June 30, 2023 and incorporated herein by reference.
3.2 Amended and Restated By-laws of The Cigna Group
Filed by the registrant as Exhibit 3.3 to the Current Report on Form 8-K on February 13, 2023 and incorporated herein by reference.
10.1‡ Agreement and Release between The Cigna Group and Eric Palmer dated April 15, 2025
Filed herewith.
10.2 Revolving Credit and Letter of Credit Agreement, dated as of April 24, 2025, with the banks named therein, JPMorgan Chase Bank, N.A., as administrative agent, and BofA Securities, Inc., Citibank, N.A., Morgan Stanley Senior Funding, Inc. and Wells Fargo Securities, LLC, as joint lead arrangers and joint bookrunners
Filed herewith.
31.1 Certification of Chief Executive Officer of The Cigna Group pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934
Filed herewith.
31.2 Certification of Chief Financial Officer of The Cigna Group pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934
Filed herewith.
32.1 Certification of Chief Executive Officer of The Cigna Group pursuant to Rule 13a-14(b) or Rule 15d-14(b) and 18 U.S.C. Section 1350
Furnished herewith.
32.2 Certification of Chief Financial Officer of The Cigna Group pursuant to Rule 13a-14(b) or Rule 15d-14(b) and 18 U.S.C. Section 1350
Furnished herewith.
101 The following materials from The Cigna Group's Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, formatted in Inline XBRL (eXtensible Business Reporting Language): (i) the Consolidated Statements of Income; (ii) the Consolidated Statements of Comprehensive Income; (iii) the Consolidated Balance Sheets; (iv) the Consolidated Statements of Total Equity; (v) the Consolidated Statements of Cash Flows;and (vi) the Notes to the Consolidated Financial Statements
Filed herewith.
104 Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101) Filed herewith.
‡ Indicates a management contract or compensatory plan or arrangement.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date: July 31, 2025
THE CIGNA GROUP
/s/ Ann M. Dennison
Ann M. Dennison
Executive Vice President and Chief Financial Officer
(Principal Financial Officer and Authorized Signatory)
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.