What changed in this filing

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Item 1. Financial Statements

2024-07-17 compared with 2024-04-18 · 238 added, 143 removed, 779 unchanged (33% of the section changed)

14 unchanged sentences

Other current assets 6,464 5,795

Assets held for sale

Total current assets 62,274 60,029

17 unchanged sentences

Other current liabilities 11,139 9,894

Liabilities held for sale

Total current liabilities 41,813 41,791

22 unchanged sentences

Three Months Ended

June 30 Six Months Ended

2024 2023 2024 2023

(In millions, except per share data)

5 unchanged sentences

Net losses on financial instruments ( 85 ) ( 121 ) ( 246 ) ( 234 )

Gain on sale of business 240 — 240 —

Total revenues 43,886 43,672 86,463 85,844

6 unchanged sentences

Income before income tax expense

2,986 2,441 5,925 5,060

Income tax expense 685 585 1,375 1,200

1 unchanged sentence

Net income attributable to noncontrolling interests

( 1 ) ( 3 ) ( 4 ) ( 18 )

Shareholders’ net income $ 2,300 $ 1,853 $ 4,546 $ 3,842

7 unchanged sentences

Three Months Ended

June 30 Six Months Ended

2024 2023 2024 2023

(In millions)

3 unchanged sentences

Change in non-credit component of impairment losses on investments

— ( 1 ) — ( 3 )

Change in net unrealized gains/losses on cash flow hedges 4 4 6 15

3 unchanged sentences

Other comprehensive (loss) income

( 22 ) ( 116 ) ( 74 ) 326

Net income attributable to noncontrolling interests

( 1 ) ( 3 ) ( 4 ) ( 18 )

Other comprehensive income attributable to noncontrolling interests

3 unchanged sentences

Consolidated Statements of Cash Flows

Three Months Ended

Six Months Ended

(In millions)

3 unchanged sentences

Net losses on financial instruments 246 234

Gain on sale of business

Equity in net losses of other invested assets

17 unchanged sentences

Changes in securities lending collateral ( 321 ) 145

Proceeds from sale of subsidiaries, net of cash sold

Purchases of subsidiaries, net of cash acquired ( 1,124 ) ( 1,651 )

5 unchanged sentences

Repayments of long-term borrowings — ( 1,908 )

Proceeds from short-term borrowings 1,350 325

Changes in securities lending payable 320 ( 145 )

5 unchanged sentences

Other, net 8 5

Net cash used in financing activities 32 ( 531 )

Net cash provided by (used in) financing activities

700 ( 1,961 )

Effect of foreign exchange rates on cash and cash equivalents ( 5 ) 2

1 unchanged sentence

Cash and cash equivalents at beginning of period 6,526 7,387

Less cash and equivalents included in assets held for sale at end of period

Cash and cash equivalents at end of period $ 6,497 $ 9,991

18 unchanged sentences

March 31, 2024 232.5 2 8,883 33,088 ( 1,365 ) 102 40,710

Net income — — — 2,300 — 1 2,301

Other comprehensive loss

— — — — ( 22 ) — ( 22 )

Noncontrolling interests adjustment — — — — — 3 3

Repurchase and retirement of common stock, including excise tax ( 0.9 ) — ( 34 ) ( 432 ) — — ( 466 )

Dividends and dividend equivalents — — — ( 381 ) — — ( 381 )

Issuance of common stock under employee stock plans, net of related tax benefits 0.3 — 152 — — — 152

June 30, 2024 231.9 $ 2 $ 9,001 $ 34,575 $ ( 1,387 ) $ 106 $ 42,297

Elevance Health, Inc.

Consolidated Statements of Changes in Equity (continued)

Total Shareholders’ Equity

Common Stock Additional

Capital Retained

Earnings Accumulated

Comprehensive

Loss Noncontrolling

Interests Total

(In millions) Number of

December 31, 2022

10 unchanged sentences

March 31, 2023 237.1 2 8,697 30,707 ( 2,050 ) 104 37,460

— — — 1,853 — 3 1,856

Other comprehensive loss

— — — — ( 116 ) — ( 116 )

Repurchase and retirement of common stock, including excise tax

( 1.4 ) — ( 52 ) ( 600 ) — — ( 652 )

Dividends and dividend equivalents — — — ( 352 ) — — ( 352 )

Issuance of common stock under employee stock plans, net of related tax benefits

0.2 — 116 — — — 116

June 30, 2023 235.9 $ 2 $ 8,761 $ 31,608 $ ( 2,166 ) $ 107 $ 38,312

See accompanying notes.

1 unchanged sentence

Notes to Consolidated Financial Statements

March 31, 2024

June 30, 2024

(In Millions, Except Per Share Data or As Otherwise Stated Herein)

2 unchanged sentences

Elevance Health is a health company with the purpose of improving the health of humanity.

We are one of the largest health insurers in the United States in terms of medical membership, serving over 46 million medical members through our affiliated health plans as of March 31, 2024.

We offer a broad spectrum of network-based managed care risk-based plans to Individual, Employer Group, Medicaid and Medicare markets.

We are one of the largest health insurers in the United States in terms of medical membership, serving nearly 46 million medical members through our affiliated health plans as of June 30, 2024.

As a lifetime, trusted health partner, we offer a broad spectrum of network-based managed care risk-based plans to Individual, Employer Group, Medicaid and Medicare markets.

In addition, we provide a broad array of managed care services to fee-based customers, including claims processing, stop loss insurance, provider network access, medical management, care management, wellness programs, actuarial services and other administrative services.

7 unchanged sentences

We are licensed to conduct insurance operations in all 50 states, the District of Columbia and Puerto Rico through our subsidiaries.

Through various subsidiaries, we also offer pharmacy services through our CarelonRx business, and other healthcare related services as Carelon Insights, Carelon Health, Carelon Behavioral Health and CareMore.

Through various subsidiaries, we also offer pharmacy services through our CarelonRx business, and other healthcare related services as Carelon Insights, Carelon Health and Carelon Behavioral Health.

We have organized our brand portfolio into the following core go-to-market brands:

2 unchanged sentences

• Carelon — this brand brings together our healthcare-related brands and capabilities, including our CarelonRx and Carelon Services businesses, under a single brand name.

Our branding strategy reflects the evolution of our business from a traditional health insurance company to a lifetime, trusted health partner.

We report our results of operations in the following four reportable segments:

9 unchanged sentences

We have omitted certain footnote disclosures that would substantially duplicate the disclosures in our Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 Annual Report on Form 10-K”), unless the information contained in those disclosures materially changed or is required by GAAP.

In the opinion of management, all adjustments, including normal recurring adjustments, necessary for a fair statement of the consolidated financial statements as of and for the three months ended March 31, 2024 and 2023 have been recorded.

The results of operations for the three months ended March 31, 2024 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2024, or any other period.

In the opinion of management, all adjustments, including normal recurring adjustments, necessary for a fair statement of the consolidated financial statements as of and for the three and six months ended June 30, 2024 and 2023 have been recorded.

The results of operations for the three and six months ended June 30, 2024 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2024, or any other period.

The seasonal nature of portions of our health care and related benefits business, as well as competitive and other market conditions, may cause full-year results to differ from estimates based upon our interim results of operations.

7 unchanged sentences

We control a number of bank accounts that are used exclusively to hold customer funds for the administration of customer benefits, and we have cash and cash equivalents on deposit to meet certain regulatory requirements.

These amounts totaled $ 499 and $ 294 at March 31, 2024 and December 31, 2023, respectively, and are included in the cash and cash equivalents line on our consolidated balance sheets.

These amounts totaled $ 400 and $ 294 at June 30, 2024 and December 31, 2023, respectively, and are included in the cash and cash equivalents line on our consolidated balance sheets.

We classify fixed maturity securities in our investment portfolio as “available-for-sale” and report those securities at fair value.

14 unchanged sentences

The changes in fair value of our marketable equity securities are recognized in our results of operations within net losses on financial instruments.

Certain marketable equity securities are held to satisfy contractual obligations and are reported under the caption “Other invested assets” in our consolidated balance sheets.

Certain marketable equity securities are held to satisfy contractual obligations or for other business purposes and are reported under the caption “Other invested assets” in our consolidated balance sheets.

Mortgage loans on real estate are classified as held for investment and are reported at their amortized cost basis net of allowance under the caption “Other invested assets” in our consolidated balance sheets.

19 unchanged sentences

Premium receivables include the uncollected amounts from employer risk-based groups, individuals and government programs for insurance services.

Premium receivables are reported net of an allowance for doubtful accounts of $ 212 at each of March 31, 2024 and December 31, 2023.

Premium receivables are reported net of an allowance for doubtful accounts of $ 177 and $ 212 at June 30, 2024 and December 31, 2023, respectively.

Self-funded receivables include administrative fees, claims and other amounts due from fee-based customers for administrative services.

Self-funded receivables are reported net of an allowance for doubtful accounts of $ 89 and $ 87 at March 31, 2024 and December 31, 2023, respectively.

Self-funded receivables are reported net of an allowance for doubtful accounts of $ 87 at both June 30, 2024 and December 31, 2023, respectively.

Other receivables include pharmacy rebates, provider advances, claims recoveries, reinsurance receivables, proceeds due from brokers on investment trades, accrued investment income and other miscellaneous amounts due to us.

These receivables

are reported net of an allowance for doubtful accounts of $ 956 and $ 941 at March 31, 2024 and December 31, 2023, respectively.

are reported net of an allowance for doubtful accounts of $ 1,046 and $ 941 at June 30, 2024 and December 31, 2023, respectively.

Revenue Recognition:

For our non-risk-based contracts, we had no material contract assets, contract liabilities or deferred contract costs recorded on our consolidated balance sheet at March 31, 2024 or December 31, 2023.

For the three months ended March 31, 2024 and 2023, revenue recognized from performance obligations related to prior periods, such as changes in transaction price, were not material.

For our non-risk-based contracts, we had no material contract assets, contract liabilities or deferred contract costs recorded on our consolidated balance sheet at June 30, 2024 or December 31, 2023.

For the three and six months ended June 30, 2024 and 2023, revenue recognized from performance obligations related to prior periods, such as changes in transaction price, were not material.

For contracts that have an original, expected duration of greater than one year, revenue expected to be recognized in future periods related to unfulfilled contractual performance obligations and contracts with variable consideration related to undelivered performance obligations is not material.

9 unchanged sentences

This standard also requires us to update discount rate assumptions quarterly and recognize the effect of changes in these assumptions in other comprehensive income.

The rate used to discount our reserves for future policy benefits will be based on an estimate of the yield for an upper-medium grade fixed-income instrument with a duration profile matching that of our liabilities.

The rate used to discount our reserves for future policy benefits is based on an estimate of the yield for an upper-medium grade fixed-income instrument with a duration profile matching that of our liabilities.

In addition, this standard changes the amortization method for deferred acquisition costs.

14 unchanged sentences

The amendments are to be applied retrospectively to all prior periods presented in the financial statements, and upon transition, the significant segment expense categories and amounts disclosed in the prior periods should be based on the significant segment expense categories identified and disclosed in the period of adoption.

We are currently evaluating the effects the adoption of ASU 2023-07 will have on our consolidated financial statements and related disclosures.

We do not believe the adoption of ASU 2023-07 will have a material impact on our consolidated financial statements or disclosures.

In August 2023, the FASB issued Accounting Standards Update No.

10 unchanged sentences

This acquisition aligns with our vision to be an innovative, valuable and inclusive healthcare partner by providing care management programs that improve the lives of the people we serve.

As of March 31, 2024, the purchase price was allocated to the tangible and intangible net assets acquired based on management's initial estimates of their fair values, of which $ 553 has been allocated to finite-lived intangible assets and $ 635 to goodwill.

As of June 30, 2024, the purchase price was allocated to the tangible and intangible net assets acquired based on management's initial estimates of their fair values, of which $ 411 has been allocated to finite-lived intangible assets and $ 753 to goodwill.

The majority of the goodwill is not deductible for income tax purposes.

As of March 31, 2024, the initial accounting for the acquisition has not been finalized.

During the three months ended June 30, 2024, measurement period adjustments were $( 25 ).

As of June 30, 2024, the initial accounting for the acquisition has not been finalized.

The proforma effects of this acquisition for prior periods were not material to our consolidated results of operations.

3 unchanged sentences

This acquisition aligns with our vision to be an innovative, valuable and inclusive healthcare partner by providing care management programs that improve the lives of the people we serve.

As of March 31, 2024, the purchase price was allocated to the tangible and intangible net assets acquired based on management’s estimates of their fair values, of which $ 820 has been allocated to finite-lived intangible assets and $ 893 to goodwill.

Measurement period adjustments during the three months ended March 31, 2024 were $( 5 ).

As of June 30, 2024, the purchase price was allocated to the tangible and intangible net assets acquired based on management’s estimates of their fair values, of which $ 820 has been allocated to finite-lived intangible assets and $ 893 to goodwill.

The majority of goodwill is not deductible for income tax purposes.

As of March 31, 2024, the initial accounting for the acquisition was finalized.

The accounting for the acquisition was finalized as of March 31, 2024.

The proforma effects of this acquisition for prior periods were not material to our consolidated results of operations.

On April 1, 2024, we completed the sale of our life and disability businesses to StanCorp Financial Group, Inc.

(“The Standard”), a provider of financial protection products and services for employers and individuals.

(“The Standard”), a provider of financial protection products and services for employers and individuals, which resulted in a gain on sale of business of $ 240 .

Upon closing, we and The Standard entered into a product distribution partnership.

The related net assets held for sale and results of operations for the life and disability businesses to be divested as of and for the three months ending March 31, 2024 were not material.

Pending Acquisitions

The related net assets held for sale for the life and disability businesses to be divested as of December 31, 2023 and results of operations for the three and six months ending June 30, 2024 were not material.

Pending Acquisitions and Divestitures

On December 31, 2023, we entered into an agreement to acquire Centers Plan for Healthy Living LLC and Centers for Specialty Care Group IPA, LLC (“Centers”).

Centers is a managed long-term care plan that serves New York state Medicaid and dually-eligible Medicaid/Medicare members, enabling adults with long-term care needs and disabilities to live safely and independently in their own home.

This acquisition aligns with our strategic plan to grow the Health Benefits segment and leverage industry-leading expertise while serving Medicaid and dually eligible populations.

Centers is a managed long-term care plan that serves New York state Medicaid and dual-eligible Medicaid/Medicare members, enabling adults with long-term care needs and disabilities to live safely and independently in their own home.

This acquisition aligns with our strategic plan to grow the Health Benefits segment and leverage industry-leading expertise while serving Medicaid and dual-eligible populations.

The acquisition is expected to close in the third quarter of 2024 and is subject to standard closing conditions and customary approvals.

On January 23, 2023, we announced our entrance into an agreement to acquire Louisiana Health Service & Indemnity Company, d/b/a Blue Cross and Blue Shield of Louisiana, an independent licensee of the BCBSA that provides healthcare plans to the Individual, Employer Group, Medicaid and Medicare markets, primarily in the State of Louisiana.

This acquisition aligns with our vision to be an innovative, valuable and inclusive healthcare partner by providing care management programs that improve the lives of the people we serve.

The acquisition is subject to closing conditions and approvals.

(“Augusta”), certain care delivery and enablement assets of Carelon Management Services Inc., a Carelon Health business (“CMSI Assets”), and two CD&R portfolio businesses, apree health and Millennium Physician Group.

Our investment in Augusta will be through a combination of cash, an existing equity investment in apree health, and the contribution of CMSI Assets.

We will account for our initial minority ownership interest in Augusta as an equity method investment.

Further, in connection with our equity investment, each party will have certain rights and obligations, including certain put, call, and purchase price true-up options, for which the estimated value will be determinable at the time of the incremental investments.

Our and CD&R's investments and contributions to Augusta are subject to standard closing conditions and customary approvals.

The CMSI Assets, along with certain other assets planned to be divested, are included in assets held for sale and liabilities held for sale as of June 30, 2024.

In conjunction with the classification as assets held for sale, a $ 44 impairment of goodwill was recorded during the quarter ended June 30, 2024.

Business Optimization Initiatives

3 unchanged sentences

Cash outlays associated with this program, which primarily relate to the personnel-related costs, are expected to be paid through 2024.

The ending balances related to the total liabilities for employee termination costs under the 2023-2024 Business Efficiency Program at March 31, 2024 and December 31, 2023 were $ 150 and $ 191 , respectively, and were recorded in the Corporate & Other reportable segment.

During the quarter ended March 31, 2024 there were no charges or releases related to employee termination costs under the 2023-2024 Business Efficiency Program, and payments were $ 41 .

The ending balances related to the total liabilities for employee termination costs under the 2023-2024 Business Efficiency Program at June 30, 2024 and December 31, 2023 were $ 125 and $ 191 , respectively, and were recorded in the Corporate & Other reportable segment.

During the quarter ended June 30, 2024, there were no charges or releases related to employee termination costs under the 2023-2024 Business Efficiency Program, and payments were $ 25 .

Fixed Maturity Securities

3 unchanged sentences

Given the inherent uncertainty of changes in market conditions and the significant judgments involved, there is a continuing risk that declines in fair value may occur and additional material impairment losses for credit losses on investments may be recorded in future periods.

A summary of current and long-term fixed maturity securities, available-for-sale, at March 31, 2024 and December 31, 2023 is as follows:

A summary of current and long-term fixed maturity securities, available-for-sale, at June 30, 2024 and December 31, 2023 is as follows:

Losses Allowance

Losses Estimated

March 31, 2024

June 30, 2024

Fixed maturity securities:

20 unchanged sentences

Other asset-backed securities primarily consists of collateralized loan obligations and other debt securities.

For fixed maturity securities in an unrealized loss position at March 31, 2024 and December 31, 2023, the following table summarizes the aggregate fair values and gross unrealized losses by length of time those securities have continuously been in an unrealized loss position:

For fixed maturity securities in an unrealized loss position at June 30, 2024 and December 31, 2023, the following table summarizes the aggregate fair values and gross unrealized losses by length of time those securities have continuously been in an unrealized loss position:

Less than 12 Months 12 Months or Greater

5 unchanged sentences

Fair Value Gross

March 31, 2024

June 30, 2024

Fixed maturity securities:

23 unchanged sentences

Total fixed maturity securities 1,032 $ 2,699 $ ( 55 ) 6,659 $ 14,842 $ ( 1,283 )

Unrealized losses on our securities shown in the table above have not been recognized into income because, as of March 31, 2024, we do not intend to sell these investments and it is likely that we will not be required to sell these investments prior to their maturity or anticipated recovery.

Unrealized losses on our securities shown in the table above have not been recognized into income because, as of June 30, 2024, we do not intend to sell these investments and it is likely that we will not be required to sell these investments prior to their maturity or anticipated recovery.

The declines in fair values are largely due to increasing interest rates driven by the higher rate of inflation and other market conditions.

Allowances for credit losses have been recorded in the amount of $ 4 at both March 31, 2024 and December 31, 2023, for declines in fair value due to unfavorable changes in the credit quality characteristics that impact our assessment of collectability of principal and interest.

The amortized cost and fair value of fixed maturity securities at March 31, 2024, by contractual maturity, are shown below.

Allowances for credit losses have been recorded in the amount of $ 4 at both June 30, 2024 and December 31, 2023, for declines in fair value due to unfavorable changes in the credit quality characteristics that impact our assessment of collectability of principal and interest.

The amortized cost and fair value of fixed maturity securities at June 30, 2024, by contractual maturity, are shown below.

Expected maturities may differ from contractual maturities because the issuers of the securities may have the right to prepay obligations.

6 unchanged sentences

Total fixed maturity securities $ 30,701 $ 29,749

During the three months ended March 31, 2024 and 2023, we received total proceeds from sales, maturities, calls or redemptions of fixed maturity securities of $ 5,401 and $ 5,410 , respectively.

During the three and six months ended June 30, 2024, we received total proceeds from sales, maturities, calls or redemptions of fixed maturity securities of $ 3,014 and $ 8,414 , respectively.

During the three and six months ended June 30, 2023, we received total proceeds from sales, maturities, calls or redemptions of fixed maturity securities of $ 9,675 and $ 15,085 , respectively.

In the ordinary course of business, we may sell securities at a loss for a number of reasons, including, but not limited to:

7 unchanged sentences

Equity Securities

A summary of marketable equity securities at March 31, 2024 and December 31, 2023 is as follows:

March 31, 2024 December 31, 2023

A summary of marketable equity securities at June 30, 2024 and December 31, 2023 is as follows:

June 30, 2024 December 31, 2023

Equity securities:

7 unchanged sentences

Financial information for certain of these investments is reported on a one or three month lag due to the timing of when we receive financial information from the companies.

On April 12, 2024, we entered into an agreement to partner with Clayton, Dubilier & Rice (“CD&R”) to accelerate innovation in care delivery across multiple regions in the United States by bringing together through a new company, (“NewCo”), certain care delivery and enablement assets of Carelon Management Services Inc., a Carelon Health business (“CMSI Assets”), and two CD&R portfolio businesses, apree health and Millennium Physician Group.

Our investment in NewCo will be through a combination of cash, an existing equity investment in apree health, and the contribution of CMSI Assets.

We will account for our initial minority ownership interest in NewCo as an equity method investment.

The contribution of CMSI Assets and businesses to be contributed by CD&R to NewCo are subject to standard closing conditions and customary approvals.

Investment (Losses) and Gains

Net investment (losses) and gains for the three months ended March 31, 2024 and 2023 are as follows:

Net investment gains and (losses) for the three and six months ended June 30, 2024 and 2023 are as follows:

Three Months Ended

June 30 Six Months Ended

2024 2023 2024 2023

Net (losses) gains:

3 unchanged sentences

Impairment losses recognized in income

( 3 ) ( 3 ) ( 4 ) ( 10 )

Net realized losses from sales of fixed maturity securities ( 74 ) ( 91 ) ( 212 ) ( 203 )

Equity securities:

Unrealized gains (losses) recognized on equity securities still held at the end of the period

Net realized losses recognized on equity securities sold during the period

Net gains (losses) on equity securities 2 ( 2 )

Unrealized (losses) gains recognized on equity securities still held at the end of the period ( 2 ) 2 1 ( 2 )

Net realized gains (losses) recognized on equity securities sold during the period — 1 ( 1 ) 4

Net (losses) gains on equity securities

Other investments:

2 unchanged sentences

Impairment losses recognized in income ( 1 ) ( 26 ) ( 26 ) ( 29 )

Net (losses) gains on other investments

Net losses on other investments ( 11 ) ( 40 ) ( 41 ) ( 18 )

Net losses on investments $ ( 87 ) $ ( 128 ) $ ( 253 ) $ ( 219 )

Accrued Investment Income

At March 31, 2024 and December 31, 2023, accrued investment income totaled $ 294 and $ 301 , respectively.

At June 30, 2024 and December 31, 2023, accrued investment income totaled $ 316 and $ 301 , respectively.

We recognize accrued investment income under the caption “Other receivables” on our consolidated balance sheets.

1 unchanged sentence

We participate in securities lending programs whereby marketable securities in our investment portfolio are transferred to independent brokers or dealers in exchange for cash and securities collateral.

The fair value of the collateral received at the time of the transactions amounted to $ 2,592 and $ 2,380 at March 31, 2024 and December 31, 2023, respectively.

The value of the collateral represented 102 % of the market value of the securities on loan at each of March 31, 2024 and December 31, 2023.

The fair value of the collateral received at the time of the transactions amounted to $ 2,700 and $ 2,380 at June 30, 2024 and December 31, 2023, respectively.

The value of the collateral represented 102 % of the market value of the securities on loan at each of June 30, 2024 and December 31, 2023.

We recognize the collateral as an asset under the caption “Other current assets” in our consolidated balance sheets, and we recognize a corresponding liability for the obligation to return the collateral to the borrower under the caption “Other current liabilities.” The securities on loan are reported in the applicable investment category on our consolidated balance sheets.

At March 31, 2024 and December 31, 2023, the remaining contractual maturity of our securities lending agreements included overnight and continuous transactions of cash for $ 2,351 and $ 2,255 , respectively, of United States Government securities for $ 241 and $ 99 , respectively, and of residential mortgage-backed securities for $ 0 and $ 26 , respectively.

At June 30, 2024 and December 31, 2023, the remaining contractual maturity of our securities lending agreements included overnight and continuous transactions of cash for $ 2,269 and $ 2,255 , respectively, of United States Government securities for $ 261 and $ 99 , respectively, and of residential mortgage-backed securities for $ 170 and $ 26 , respectively.

Derivative Financial Instruments

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Any amounts recognized for changes in fair value of these derivatives are included in the captions “Other current assets,” “Other noncurrent assets,” “Other current liabilities” or “Other noncurrent liabilities” in our consolidated balance sheets.

The unrecognized loss for all expired and terminated cash flow hedges included in accumulated other comprehensive loss, net of tax, was $ 209 and $ 211 at March 31, 2024 and December 31, 2023, respectively.

During the three months ended March 31, 2024 , we recognized gains of $ 11 and losses of $ 6 , respectively, on non-hedging derivatives.

During the three months ended March 31, 2023 , we recognized gains of $ 12 and losses of $ 34 on non-hedging derivatives, respectively.

The unrecognized loss for all expired and terminated cash flow hedges included in accumulated other comprehensive loss, net of tax, was $ 205 and $ 211 at June 30, 2024 and December 31, 2023, respectively.

During the three and six months ended months ended June 30, 2024 , we recognized net gains of $ 2 and net gains of $ 7 , respectively, on non-hedging derivatives.

During the three and six months ended June 30, 2023 , we recognized net gains of $ 7 and net losses of $ 15 on non-hedging derivatives, respectively.

For additional information relating to the fair value of our derivative assets and liabilities, see Note 7, “Fair Value,” included in this Quarterly Report on Form 10-Q.

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For a description of the methods and assumptions that are used to estimate the fair value and determine the fair value hierarchy classification of each class of financial instrument, see Note 7, “Fair Value,” to our audited consolidated financial statements as of and for the year ended December 31, 2023 included in Part II, Item 8 of our 2023 Annual Report on Form 10-K.

A summary of fair value measurements by level for assets and liabilities measured at fair value on a recurring basis at March 31, 2024 and December 31, 2023 is as follows:

A summary of fair value measurements by level for assets and liabilities measured at fair value on a recurring basis at June 30, 2024 and December 31, 2023 is as follows:

Level I Level II Level III Total

March 31, 2024

June 30, 2024

Cash equivalents $ 1,508 $ — $ — $ 1,508

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Total liabilities $ — $ ( 40 ) $ — $ ( 40 )

There were no individually material transfers into or out of Level III during the three months ended March 31, 2024 or 2023.

There were no adjustments to quoted market prices obtained from the pricing services during the three months ended March 31, 2024 or 2023.

There were no individually material transfers into or out of Level III during the three and six months ended June 30, 2024 or 2023.

There were no adjustments to quoted market prices obtained from the pricing services during the three and six months ended June 30, 2024 or 2023.

Certain assets and liabilities are measured at fair value on a nonrecurring basis;

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The resulting net put option liability was recorded at its fair value measured at the date of acquisition using Level III inputs with an election not to mark the derivative to market.

Other than the assets acquired and liabilities assumed in our acquisitions of Paragon and BioPlus and the net put option on Liberty Dental, there were no material assets or liabilities measured at fair value on a nonrecurring basis during the three months ended March 31, 2024 or 2023.

In addition to the preceding disclosures on assets recorded at fair value in the consolidated balance sheets, FASB guidance also requires the disclosure of fair values for certain other financial instruments for which it is practicable to estimate fair value, whether or not such values are recognized in our consolidated balance sheets.

4 unchanged sentences

See Note 7, “Fair Value,” to our audited consolidated financial statements as of and for the year ended December 31, 2023 included in Part II, Item 8 of our 2023 Annual Report on Form 10-K for details on the methods and assumptions used to estimate the fair value of each class of financial instrument that is recorded at its carrying value in our consolidated balance sheets.

A summary of the estimated fair values by level of each class of financial instrument that is recorded at its carrying value on our consolidated balance sheets at March 31, 2024 and December 31, 2023 is as follows:

A summary of the estimated fair values by level of each class of financial instrument that is recorded at its carrying value on our consolidated balance sheets at June 30, 2024 and December 31, 2023 is as follows:

Value Estimated Fair Value

Level I Level II Level III Total

March 31, 2024

June 30, 2024

Other invested assets $ 6,791 $ — $ — $ 6,760 $ 6,760

Short-term borrowings 225 — 225 — 225

Commercial paper

1,350 — 1,350 — 1,350

Notes 27,461 — 25,326 — 25,326

3 unchanged sentences

Notes 24,895 — 23,569 — 23,569

During the three months ended March 31, 2024 and 2023, we recognized income tax expense of $ 690 an d $ 615 , respectively, which represent an effective income tax rate of 23.5 % for both periods.

Income taxes payable totaled $ 38 at March 31, 2024 and income taxes receivable totaled $ 543 at December 31, 2023.

We recognize the income tax payable as a liability under the caption “Other current liabilities” and the income tax receivable as an asset under the caption “Other current assets” in our consolidated balance sheets.

During the three months ended June 30, 2024 and 2023, we recognized income tax expense of $ 685 an d $ 585 , respectively, which represent effective income tax rates of 22.9 % and 24.0 %, respectively.

During the six months ended June 30, 2024 and 2023 , we recognized income tax expense of $ 1,375 an d $ 1,200 , respectively, which represent effective income tax rates of 23.2 % and 23.7 %, respectively.

The decrease in our effective income tax rate from the three and six months ended June 30, 2023 is primarily due to the favorable resolution of an uncertain tax benefit and the impact of certain investment credits.

Income taxes receivable totaled $ 369 and $ 543 at June 30, 2024 and December 31, 2023, respectively.

We recognize income taxes receivable as an asset under the caption “Other current assets” in our consolidated balance sheets.

Medical Claims Payable

A reconciliation of the beginning and ending balances for medical claims payable for the three months ended March 31, 2024 and 2023 is as follows:

A reconciliation of the beginning and ending balances for medical claims payable for the six months ended June 30, 2024 and 2023 is as follows:

Gross medical claims payable, beginning of period $ 15,865 $ 15,348

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Gross medical claims payable, end of period $ 15,067 $ 15,902

At March 31, 2024, the total of net incurred but not reported liabilities plus expected development on reported claims was $ 724 , $ 4,323 and $ 11,128 for the claim years 2022 and prior, 2023 and 2024, respectively.

The favorable development recognized in the three months ended March 31, 2024 resulted from faster than expected development of completion factors from the latter part of 2023 as well as trend factors in late 2023 developing more favorably than originally expected.

The favorable development recognized in the three months ended March 31, 2023 resulted primarily from trend factors in late 2022 developing more favorably than expected and favorable development in the completion factors resulting from the latter part of 2022 developing faster than expected.

The reconciliation of net incurred medical claims to benefit expense included in our consolidated statements of income for the three months ended March 31, 2024 and 2023 is as follows:

At June 30, 2024, the total of net incurred but not reported liabilities plus expected development on reported claims was $ 452 , $ 2,349 and $ 12,254 for the claim years 2022 and prior, 2023 and 2024, respectively.

The favorable development recognized in the six months ended June 30, 2024 resulted from faster than expected development of completion factors from the latter part of 2023 as well as trend factors in late 2023 developing more favorably than originally expected.

The favorable development recognized in the six months ended June 30, 2023 resulted primarily from trend factors in late 2022 developing more favorably than expected.

Favorable development in the completion factors resulting from the latter part of 2022 developing faster than expected also contributed.

The reconciliation of net incurred medical claims to benefit expense included in our consolidated statements of income for the six months ended June 30, 2024 and 2023 is as follows:

Total net incurred medical claims $ 59,078 $ 60,178

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Benefit expense $ 61,118 $ 62,390

The reconciliation of the medical claims payable reflected in the tables above to the consolidated ending balance for medical claims payable included in the consolidated balance sheet, as of March 31, 2024 is as follows:

Net medical claims payable, end of period $ 15,055

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Insurance lines other than short duration 248

Liabilities held for sale

Gross medical claims payable, end of period $ 15,204

We generally issue senior unsecured notes for long-term borrowing purposes.

At March 31, 2024 and December 31, 2023, we had $ 24,851 and $ 24,870 , respectively, outstanding under these notes.

We have an unsecured surplus note with an outstanding principal balance of $ 25 at both March 31, 2024 and December 31, 2023.

At June 30, 2024 and December 31, 2023, we had $ 27,436 and $ 24,870 , respectively, outstanding under these notes.

On May 30, 2024, we issued $ 600 aggregate principal amount of 5.150 % Notes due 2029 (the “2029 Notes”), $ 1,000 aggregate principal amount of 5.375 % Notes due 2034 (the “2034 Notes”) and $ 1,000 aggregate principal amount of 5.650 % Notes due 2054 (the “2054 Notes”, and, together with the 2029 Notes and the 2034 Notes, the “Notes”) under our shelf registration statement.

Interest on the Notes is payable semi-annually in arrears on June 15 and December 15 of each year, commencing December 15, 2024.

We intend to use the net proceeds for working capital and general corporate purposes, including, but not limited to, the funding of acquisitions, repayment of short-term and long-term debt and the repurchase of our common stock pursuant to our share repurchase program.

We have an unsecured surplus note with an outstanding principal balance of $ 25 at both June 30, 2024 and December 31, 2023.

We have a senior revolving credit facility (the “ 5 -Year Facility”) with a group of lenders for general corporate purposes.

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Our ability to borrow under the 5 -Year Facility is subject to compliance with certain covenants, including covenants requiring us to maintain a defined debt-to-capital ratio of not more than 60 %, subject to increase in certain circumstances set forth in the credit agreement for the 5 -Year Facility.

As of March 31, 2024, our debt-to-capital ratio, as defined and calculated under the 5 -Year Facility, was 39.4 %.

As of June 30, 2024, our debt-to-capital ratio, as defined and calculated under the 5 -Year Facility, was 39.6 %.

We do not believe the restrictions contained in our 5 -Year Facility covenants materially affect our financial or operating flexibility.

As of March 31, 2024, we were in compliance with all of our debt covenants under the 5 -Year Facility.

There were no amounts outstanding under the 5 -Year Facility at any time during the three months ended March 31, 2024 or the year ended December 31, 2023.

As of June 30, 2024, we were in compliance with all of our debt covenants under the 5 -Year Facility.

There were no amounts outstanding under the 5 -Year Facility at any time during the six months ended June 30, 2024 or the year ended December 31, 2023.

We have an authorized commercial paper program of up to $ 4,000 , the proceeds of which may be used for general corporate purposes.

At March 31, 2024 and December 31, 2023, we had $ 1,350 and $ 0 , respectively, outstanding under this program.

Beginning June 30, 2023, we have reclassified our commercial paper balances from long-term debt to short-term debt as our intent is to not replace short-term commercial paper outstanding at expiration with additional short-term commercial paper for an uninterrupted period extending for more than one year.

We had $ 0 outstanding under this program at both June 30, 2024 and December 31, 2023.

We have classified our commercial paper balances from long-term debt to short-term debt as our intent is to not replace short-term commercial paper outstanding at expiration with additional short-term commercial paper for an uninterrupted period extending for more than one year.

We are a member, through certain subsidiaries, of the Federal Home Loan Bank of Indianapolis, the Federal Home Loan Bank of Cincinnati, the Federal Home Loan Bank of Atlanta and the Federal Home Loan Bank of New York (collectively, the “FHLBs”).

As a member, we have the ability to obtain short-term cash advances, subject to certain minimum collateral requirements.

We had $ 225 of outstanding short-term borrowings from the FHLBs at each of March 31, 2024 and December 31, 2023.

We had $ 225 of outstanding short-term borrowings from the FHLBs at each of June 30, 2024 and December 31, 2023.

All debt is a direct obligation of Elevance Health, Inc., except for the surplus note and the FHLBs borrowings.

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In addition, even where loss is possible or probable or an exposure to loss exists in excess of the liability already accrued with respect to a previously identified loss contingency, it is not always possible to reasonably estimate the amount of the possible or probable loss or range of losses in excess of the amount, if any, accrued, for various reasons, including but not limited to some or all of the following:

(i) there are novel or unsettled legal issues presented, (ii) the proceedings are in early stages, (iii) there is uncertainty as to the likelihood of a class being certified or decertified or the ultimate size and scope of the class, (iv) there is uncertainty as to the outcome of pending appeals or motions, (v) there are significant factual issues to be resolved, and/or (vi) in many cases, the plaintiffs have not specified damages in their complaint or in court filings.

there is uncertainty as to the outcome of pending appeals or motions, (v) there are significant factual issues to be resolved, and/or (vi) in many cases, the plaintiffs have not specified damages in their complaint or in court filings.

With respect to the cases described below, we contest liability and/or the amount of damages in each matter, and we believe we have meritorious defenses.

We do not believe the outcome of any known pending or threatened legal actions or proceedings will, in the aggregate, have a material impact on our financial position.

However, unanticipated outcomes do

sometimes occur, which could result in liabilities in excess of our accruals and could have a material adverse effect on our consolidated financial position or results of operations.

However, unanticipated outcomes do sometimes occur, which could result in liabilities in excess of our accruals and could have a material adverse effect on our consolidated financial position or results of operations.

In addition to the lawsuits described below, we are also involved in other pending and threatened litigation of the character incidental to our business and are from time to time involved as a party in various governmental investigations, audits, reviews and administrative proceedings (“government actions”).

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As a result, the Eleventh Circuit issued a mandate terminating the jurisdiction of the Eleventh Circuit in February 2024.

In March 2024, Home Depot, one of the appellants, filed a petition for certiorari to the United States Supreme Court.

On the respondents' request, the United States Supreme Court granted an extension to respond until May 2024.

In the event that all appellate rights are exhausted in a manner that affirms the Court’s Final Approval Order, the defendants’ payment and non-monetary obligations under the Subscriber Settlement Agreement will become effective and the funds held in escrow will be distributed in accordance with the Subscriber Settlement Agreement.

In March 2024, Home Depot, one of the appellants, filed a petition for certiorari to the United States Supreme Court (the “Supreme Court”).

On the respondents' request, the Supreme Court granted an extension to respond until May 2024.

In April 2024, David Behenna, another appellant, filed a petition for certiorari to the Supreme Court, and the defendants and the subscriber plaintiffs filed briefs in opposition in May 2024.

In June 2024, the Supreme Court declined to grant certiorari, exhausting all appellate rights.

The Subscriber Settlement Agreement became effective on June 24, 2024, and the defendants’ payment and non-monetary obligations under the Subscriber Settlement Agreement and the funds held in escrow will be distributed in accordance with the Subscriber Settlement Agreement.

In October 2020, after the Court lifted the stay as to the provider litigation, provider plaintiffs filed a renewed motion for class certification, which defendants opposed.

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In March 2016, we filed a lawsuit against Express Scripts, Inc.

(“Express Scripts”), our vendor at the time for PBM services, captioned Anthem, Inc.

(“Express Scripts”), our vendor at the time for pharmacy benefit management services, captioned Anthem, Inc.

Express Scripts, Inc.

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(ii) was required to provide competitive benchmark pricing to us through the term of the ESI Agreement;

(iii) has breached the ESI Agreement;

breached the ESI Agreement;

and (iv) is required under the ESI Agreement to provide post-termination services, at competitive benchmark pricing, for one year following any termination.

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In December 2023, we filed a notice of appeal with the United States Court of Appeal for the Second Circuit (the “Second Circuit”), regarding the Pricing Claim.

In February 2024, the Second Circuit ordered the parties to participate in mediation.

The mediation occurred in March 2024 and was unsuccessful.

Mediation ordered by the Second Circuit occurred in March 2024 and was unsuccessful.

We submitted our appellant brief in April 2024.

Briefing must be complete by August 2024.

The ultimate outcome of this appeal cannot be presently determined.

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District Court for the Southern District of New York (the “New York District Court”) in a case captioned United States v.

Anthem, Inc .

The DOJ’s suit alleges, among other things, that we falsely certified the accuracy of the diagnosis data we submitted to the Centers for Medicare and Medicaid Services (“CMS”) for risk-adjustment purposes under Medicare Part C and knowingly failed to delete inaccurate diagnosis codes.

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In March 2023, discovery commenced, and an initial case management conference was held in April 2023.

The Court entered a scheduling order requiring fact discovery to be completed by June 2024 and expert discovery to be completed by February 2025.

Fact discovery is ongoing, and the New York District Court will address deadlines to complete discovery at the next case management conference in July 2024.

We intend to continue to vigorously defend this suit, which we believe is without merit;

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In March 2020, we entered into an agreement with a vendor for information technology infrastructure and related management and support services through June 2025.

Our remaining commitment under this agreement at March 31, 2024 is approximately $ 432 .

Our remaining commitment under this agreement at June 30, 2024 is approximately $ 356 .

We will have the ability to terminate the agreement upon the occurrence of certain events, subject to early termination fees.

We formed CarelonRx, to market and offer pharmacy services to our affiliated health plan customers, as well as to external customers outside of the health plans we own, starting in the second quarter of 2019.

The comprehensive pharmacy services portfolio includes all core pharmacy services, such as home delivery and specialty pharmacies, claims adjudication, formulary management, pharmacy networks, rebate administration, a prescription drug database and member services.

CarelonRx markets and offers pharmacy services to our affiliated health plan customers throughout the country, as well as to customers outside of the health plans we own.

CarelonRx delegates certain core pharmacy services to CaremarkPCS Health, L.L.C.

(“CVS”), which is a subsidiary of CVS Health Corporation, pursuant to an agreement that is set to terminate on December 31, 2025.

Beginning in the first quarter of 2024, CarelonRx is assuming responsibility for pharmacy mail order front-end intake and member services from CVS.

In the first quarter of 2024, CarelonRx began assuming responsibility from CVS for pharmacy mail order front-end intake.

Capital Stock

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The declaration and payment of any dividends or repurchases of our common stock or debt is at the discretion of our Board of Directors and depends upon our financial condition, results of operations, future liquidity needs, regulatory and capital requirements and other factors deemed relevant by our Board of Directors.

A summary of our cash dividend activity for the three months ended March 31, 2024 and 2023 is as follows:

A summary of our cash dividend activity for the six months ended June 30, 2024 and 2023 is as follows:

Declaration Date Record Date Payment Date Cash

Three Months Ended March 31, 2024

Six Months Ended June 30, 2024

January 23, 2024 March 8, 2024 March 22, 2024 $ 1.63 $ 379

Three Months Ended March 31, 2023

April 16, 2024 June 10, 2024 June 25, 2024 $ 1.63 $ 378

Six Months Ended June 30, 2023

January 24, 2023 March 10, 2023 March 24, 2023 $ 1.48 $ 351

On April 16, 2024, our Audit Committee declared a second quarter 2024 dividend to shareholders of $ 1.63 per share, payable on June 25, 2024 to shareholders of record at the close of business on June 10, 2024.

April 18, 2023 June 9, 2023 June 23, 2023 $ 1.48 $ 350

On July 16, 2024, our Audit Committee declared a third quarter 2024 dividend to shareholders of $ 1.63 per share, payable on September 25, 2024 to shareholders of record at the close of business on September 10, 2024.

Under our Board of Directors’ authorization, we maintain a common stock repurchase program.

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Repurchases may be made from time to time at prevailing market prices, subject to certain restrictions on volume, pricing and timing.

The repurchases are affected from time to time in the open market, through negotiated transactions, including accelerated share repurchase agreements, and through plans designed to comply with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

The repurchases are effected from time to time in the open market, through negotiated transactions, including accelerated share repurchase agreements, and through plans designed to comply with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Our stock repurchase program is discretionary, as we are under no obligation to repurchase shares.

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The excess cost of the repurchased shares over par value is charged on a pro rata basis to additional paid-in capital and retained earnings.

A summary of common stock repurchases for the three months ended March 31, 2024 and 2023 is as follows:

Three Months Ended March 31

A summary of common stock repurchases for the six months ended June 30, 2024 and 2023 is as follows:

Six Months Ended June 30

Shares repurchased 2.0 2.7

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Stock Incentive Plan s

A summary of stock option activity for the three months ended March 31, 2024 is as follows:

A summary of stock option activity for the six months ended June 30, 2024 is as follows:

Shares Weighted-

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Forfeited or expired ( 0.1 ) 453.92

Outstanding at March 31, 2024 3.2 356.58 6.44 $ 521

Exercisable at March 31, 2024 2.2 297.24 5.23 $ 482

A summary of the status of nonvested restricted stock activity, including restricted stock units and performance units, for the three months ended March 31, 2024 is as follows:

Outstanding at June 30, 2024 3.0 359.56 6.18 $ 554

Exercisable at June 30, 2024 2.0 298.49 4.95 $ 492

A summary of the status of nonvested restricted stock activity, including restricted stock units and performance units, for the six months ended June 30, 2024 is as follows:

and Units Weighted-

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Forfeited — 469.96

Nonvested at March 31, 2024 1.1 475.31

During the three months ended March 31, 2024, we granted approximately 0.3 restricted stock units that are contingent upon us achieving earnings targets over the three-year period from 2024 to 2026.

Nonvested at June 30, 2024 1.1 476.95

During the six months ended June 30, 2024, we granted approximately 0.3 restricted stock units that are contingent upon us achieving earnings targets over the three-year period from 2024 to 2026.

These grants have been included in the activity shown above but will be subject to adjustment at the end of 2026 based on results in the three-year period.

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For a more detailed discussion of our stock incentive plan fair value methodology, see Note 15, “Capital Stock,” to our audited consolidated financial statements as of and for the year ended December 31, 2023 included in Part II, Item 8 of our 2023 Annual Report on Form 10-K.

The following weighted-average assumptions were used to estimate the fair values of options granted during the three months ended March 31, 2024 and 2023:

Three Months Ended March 31

The following weighted-average assumptions were used to estimate the fair values of options granted during the six months ended June 30, 2024 and 2023:

Six Months Ended June 30

Risk-free interest rate 4.28 % 3.95 %

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Weighted-average expected life (years) 4.40 4.40

The following weighted-average fair values per option or share were determined for the three months ended March 31, 2024 and 2023:

Three Months Ended March 31

The following weighted-average fair values per option or share were determined for the six months ended June 30, 2024 and 2023:

Six Months Ended June 30

Options granted during the period $ 134.57 $ 127.13

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Accumulated Other Comprehensive (Loss) Income

A reconciliation of the components of accumulated other comprehensive (loss) income at March 31, 2024 and 2023 is as follows:

A reconciliation of the components of accumulated other comprehensive (loss) income at June 30, 2024 and 2023 is as follows:

Three Months Ended

June 30 Six Months Ended

2024 2023 2024 2023

Net unrealized investment (losses) gains:

Beginning of period balance $ ( 688 ) $ ( 1,330 ) $ ( 632 ) $ ( 1,755 )

Other comprehensive (loss) income before reclassifications, net of tax benefit (expense) of $ 50 and $( 85 ), respectively

Amounts reclassified from accumulated other comprehensive loss, net of tax benefit of $( 33 ) and $( 29 ), respectively

Other comprehensive (loss) income

Other comprehensive income attributable to noncontrolling interests, net of tax benefit of $ 0 and $ 0 , respectively

Other comprehensive income (loss) before reclassifications, net of tax benefit (expense) of $ 26 , $ 61 , $ 75 and $( 25 ), respectively

( 82 ) ( 191 ) ( 245 ) 146

Amounts reclassified from accumulated other comprehensive income, net of tax benefit of $( 17 ), $( 23 ), $( 49 ) and $( 51 ), respectively

56 72 163 162

Other comprehensive income (loss) ( 26 ) ( 119 ) ( 82 ) 308

Other comprehensive income attributable to noncontrolling interests, net of tax benefit (expense) of $ 0 , $ 0 , $ 0 and $ 0 , respectively

End of period balance ( 714 ) ( 1,449 ) ( 714 ) ( 1,449 )

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Other comprehensive loss, net of tax benefit of $ 0 , $ 0 , $ 0 and $ 1 , respectively

— ( 1 ) — ( 3 )

End of period balance ( 3 ) ( 6 ) ( 3 ) ( 6 )

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Beginning of period balance ( 209 ) ( 218 ) ( 211 ) ( 229 )

Other comprehensive income, net of tax (expense) benefit of $( 1 ) and $ 8 , respectively

Other comprehensive income, net of tax benefit (expense) of $( 1 ), $( 1 ), $( 2 ) and $ 7 , respectively

End of period balance ( 205 ) ( 214 ) ( 205 ) ( 214 )

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Beginning of period balance 8 15 10 13

Other comprehensive (loss) income, net of tax expense of $ 0 and $ 0 , respectively

Other comprehensive income (loss), net of tax benefit of $ 0 , $ 1 , $ 0 and $ 1 , respectively

1 ( 3 ) ( 1 ) ( 1 )

End of period balance 9 12 9 12

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Beginning of period balance ( 18 ) ( 15 ) ( 18 ) ( 17 )

Other comprehensive income, net of tax expense of $ 0 and $ 0 , respectively

Other comprehensive income (loss), net of tax expense of $ 0 , $( 5 ), $ 0 and $( 3 ), respectively

( 5 ) — ( 5 ) 2

End of period balance ( 23 ) ( 15 ) ( 23 ) ( 15 )

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Total other comprehensive (loss) income, net of tax benefit (expense) of $ 7 , $ 32 , $ 22 , and $( 72 ), respectively

Total other comprehensive income attributable to noncontrolling interests, net of tax benefit of $ 0 and $ 0 respectively

( 22 ) ( 116 ) ( 74 ) 326

Total other comprehensive loss attributable to noncontrolling interests, net of tax benefit (expense) of $ 0 , $ 0 , $ 0 and $ 0 respectively

Total end of period accumulated other comprehensive loss $ ( 1,387 ) $ ( 2,166 ) $ ( 1,387 ) $ ( 2,166 )

Shareholders' Earnings per Share

The denominator for basic and diluted shareholders' earnings per share for the three months ended March 31, 2024 and 2023 is as follows:

The denominator for basic and diluted shareholders' earnings per share for the three and six months ended June 30, 2024 and 2023 is as follows:

Three Months Ended

June 30 Six Months Ended

2024 2023 2024 2023

Denominator for basic shareholders' earnings per share – weighted-average shares

232.2 236.6 232.4 237.0

Effect of dilutive securities – employee stock options, nonvested restricted stock awards and convertible debentures

1.2 1.2 1.4 1.7

Denominator for diluted shareholders' earnings per share

During the three months ended March 31, 2024 and 2023, weighted-average shares related to certain stock options of 0.6 and 0.4 respectively, were excluded from the denominator for diluted shareholders' earnings per share because the stock options were anti-dilutive.

During the three months ended March 31, 2024, we issued approximately 0.6 restricted stock units under our stock incentive plans, 0.3 of which vesting is contingent upon us meeting specified annual earnings targets for the three-year period of 2024 through 2026.

During the three months ended March 31, 2023, we issued approximately 0.6 restricted stock units under our stock incentive plans, 0.2 of which vesting is contingent upon us meeting specified annual earnings targets for the three-year period of 2023 through 2025.

233.4 237.8 233.8 238.7

During the three months ended June 30, 2024 and 2023, weighted-average shares related to certain stock options of 0.5 and 1.0 respectively, were excluded from the denominator for diluted shareholders' earnings per share because the stock options were anti-dilutive.

During the six months ended June 30, 2024 and 2023, weighted-average shares related to certain stock options of 0.6 and 0.7 , respectively, were excluded from each of the denominators for diluted earnings per share because the stock options were anti-dilutive.

During the three and six months ended June 30, 2024, we issued approximately 0.0 and 0.6 restricted stock units under our stock incentive plans, 0.0 and 0.3 of which vesting is contingent upon us meeting specified annual earnings targets for the three-year period of 2024 through 2026.

During the three and six months ended months ended June 30, 2023, we issued approximately 0.0 and 0.6 restricted stock units under our stock incentive plans, 0.0 and 0.2 of which vesting is contingent upon us meeting specified annual earnings targets for the three-year period of 2023 through 2025.

The contingent restricted stock units have been excluded from the denominators for diluted shareholders' earnings per share and will be included only if and when the contingency is met.

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CarelonRx markets and offers pharmacy services to our affiliated health plan customers, as well as to external customers outside of the health plans we own.

CarelonRx offers a comprehensive pharmacy services portfolio, which includes all core pharmacy services, such as home delivery and specialty

pharmacies, claims adjudication, formulary management, pharmacy networks, rebate administration, a prescription drug

database and member services.

Our Carelon Services segment integrates physical, behavioral, social and pharmacy services to deliver whole health affordably through creating value by offering market-competitive services, powered by analytics.

Carelon Services offers a broad array of healthcare related services and capabilities to internal and external customers including utilization management, behavioral health, integrated care delivery, palliative care, payment integrity services and subrogation services, as well as health and wellness programs.

CarelonRx offers a comprehensive pharmacy services portfolio, which includes all core pharmacy services, such as home delivery and specialty pharmacies, claims adjudication, formulary management, pharmacy networks, rebate administration, a prescription drug database and member services, as well as infusion services and injectable therapies.

Our Carelon Services segment offers a broad array of healthcare related services and capabilities to internal and external customers including utilization management, behavioral health, integrated care delivery, palliative care, payment integrity services and subrogation services, as well as health and wellness programs.

At the end of 2023, Carelon Services integrated Carelon Global Solutions into the Carelon family of offerings.

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These affiliated revenues are eliminated in consolidation.

Financial data by reportable segment for the three months ended March 31, 2024 and 2023 is as follows:

Financial data by reportable segment for the three and six months ended June 30, 2024 and 2023 is as follows:

Benefits CarelonRx Carelon

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& Other Eliminations Total

Three Months Ended March 31, 2024

Three Months Ended June 30, 2024

Premiums $ 35,096 $ — $ 794 $ 794 $ — $ ( 474 ) $ 35,416

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Operating gain (loss) $ 2,145 $ 497 $ 208 $ 705 $ ( 85 ) $ — $ 2,765

Three Months Ended March 31, 2023

Depreciation and amortization of property and equipment — — — — 234 — —

Three Months Ended June 30, 2023

Premiums $ 36,233 $ — $ 429 $ 429 $ — $ ( 73 ) $ 36,589

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Operating gain (loss) $ 2,138 $ 496 $ 157 $ 653 $ ( 163 ) $ — $ 2,628

Depreciation and amortization of property and equipment — — — — 221 — —

Benefits CarelonRx Carelon

Services Total Corporate

& Other Eliminations Total

Six Months Ended June 30, 2024

Premiums $ 70,478 $ — $ 1,202 $ 1,202 $ — $ ( 568 ) $ 71,112

Product revenue — 10,029 — 10,029 — 10,029

Service fees 3,939 2 393 395 21 4,355

Operating revenue - unaffiliated 74,417 10,031 1,595 11,626 21 ( 568 ) 85,496

Operating revenue - affiliated — 6,810 6,959 13,769 228 ( 13,997 ) —

Operating revenue - total $ 74,417 $ 16,841 $ 8,554 $ 25,395 $ 249 $ ( 14,565 ) $ 85,496

Operating gain (loss) $ 4,432 $ 1,020 $ 498 $ 1,518 ( 169 ) — 5,781

Depreciation and amortization of property and equipment — — — — 456 —

Six Months Ended June 30, 2023

Premiums $ 71,767 $ — $ 839 $ 839 $ — $ ( 149 ) $ 72,457

Product revenue — 8,881 — 8,881 — 8,881

Service fees 3,513 — 409 409 15 3,937

Operating revenue - unaffiliated 75,280 8,881 1,248 10,129 15 ( 149 ) 85,275

Operating revenue - affiliated — 7,609 5,816 13,425 188 ( 13,613 ) —

Operating revenue - total $ 75,280 $ 16,490 $ 7,064 $ 23,554 $ 203 $ ( 13,762 ) $ 85,275

Operating gain (loss)

$ 4,287 $ 1,008 $ 386 $ 1,394 $ ( 222 ) $ — $ 5,459

Depreciation and amortization of property and equipment — — — — 439 — —

For segment reporting, we present all capitated risk arrangements on a gross basis;

therefore, eliminations also include adjustments for unaffiliated capitated risk arrangements that are recognized on a net basis under GAAP, as well as affiliated eliminations.

A reconciliation of reportable segments’ operating revenue to the amounts of total revenues included in our consolidated statements of income for the three months ended March 31, 2024 and 2023 is as follows:

A reconciliation of reportable segments’ operating revenue to the amounts of total revenues included in our consolidated statements of income for the three and six months ended June 30, 2024 and 2023 is as follows:

Three Months Ended

June 30 Six Months Ended

2024 2023 2024 2023

Reportable segments’ operating revenue $ 43,223 $ 43,377 $ 85,496 $ 85,275

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Net losses on financial instruments ( 85 ) ( 121 ) ( 246 ) ( 234 )

Gain on sale of business

Total revenues $ 43,886 $ 43,672 $ 86,463 $ 85,844

A reconciliation of income before income tax expense to reportable segments’ operating gain included in our consolidated statements of income for the three months ended March 31, 2024 and 2023 is as follows:

A reconciliation of income before income tax expense to reportable segments’ operating gain included in our consolidated statements of income for the three and six months ended June 30, 2024 and 2023 is as follows:

Three Months Ended

June 30 Six Months Ended

2024 2023 2024 2023

Income before income tax expense $ 2,986 $ 2,441 $ 5,925 $ 5,060

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Net losses on financial instruments 85 121 246 234

Gain on sale of business

( 240 ) — ( 240 ) —

Interest expense 280 261 545 512

2 unchanged sentences

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-Q

Item 1. Financial Statements