What changed in this filing

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Item 1. Business

2025-02-20 compared with 2024-02-15 · 125 added, 160 removed, 316 unchanged (47% of the section changed)

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Business Segments

During December 2022, we realigned our businesses into two distinct segments:

Insurance and CenterWell.

The Insurance segment includes the businesses that were previously included in the Retail and Group and Specialty segments, as well as the Pharmacy Benefit Manager, or PBM, business which was previously included in the Healthcare Services segment.

The CenterWell segment (formerly Healthcare Services) represents our payor-agnostic healthcare services offerings, including pharmacy solutions, primary care, and home solutions.

In addition to the

new segment classifications being utilized to assess performance and allocate resources, we believe this simpler structure will create greater collaboration across the Insurance and CenterWell businesses and will accelerate work that is underway to centralize and integrate operations within the organization.

2021 segment financial information was recast to conform to the 2022 presentation.

Our two reportable segments, Insurance and CenterWell, are based on a combination of the type of health plan customer and adjacent businesses centered on well-being solutions for our health plans and other customers.

These segment groupings are consistent with information used by our Chief Executive Officer, the Chief Operating Decision Maker, to assess performance and allocate resources.

For additional information on our business segments and segment financial information, refer to Note 18 to the audited Consolidated Financial Statements included in Part II, Item 8, "Financial Statements and Supplementary Data" of this Form 10-K.

Our Chief Executive Officer, the Chief Operating Decision Maker, utilizes these segment groupings and results of each segment, measured by income (loss) from operations, to assess performance and allocate resources primarily during our annual budget process and periodic forecast updates.

For additional information on our business segments and

segment financial information, refer to Note 18 to the audited Consolidated Financial Statements included in Part II, Item 8, "Financial Statements and Supplementary Data" of this Form 10-K.

Our medical and specialty insurance products allow members to access health care services primarily through our networks of health care providers with whom we have contracted.

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Our Insurance Segment Products

The Insurance segment is comprised of products serving Medicare and state-based contract beneficiaries sold on a retail basis to individuals including medical and supplemental benefit plans.

This segment also includes products consisting of employer group commercial fully-insured medical and specialty health insurance benefits marketed to individuals and employer groups, including dental, vision and life insurance benefits, as well as administrative services only, or ASO.

In addition, our Insurance segment includes our military services business as well as the operations of our PBM business.

The Insurance segment is comprised of insurance products serving Medicare and state-based contract beneficiaries, as well as individuals and employers.

The segment also includes our Pharmacy Benefit Manager, or PBM, business.

These products are described in the discussion that follows.

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As an alternative to Medicare FFS, in geographic areas where a managed care organization has contracted with CMS pursuant to the Medicare Advantage program, Medicare beneficiaries may choose to receive benefits from a Medicare Advantage organization under Medicare Part C.

Pursuant to Medicare Part C, Medicare Advantage organizations contract with CMS to offer Medicare

Advantage plans to provide benefits at least comparable to those offered under Medicare FFS.

Pursuant to Medicare Part C, Medicare Advantage organizations contract with CMS to offer Medicare Advantage plans to provide benefits at least comparable to those offered under Medicare FFS.

Our Medicare Advantage, or MA, plans are discussed in the following sections.

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In addition, we conduct medical record reviews as part of our data and payment accuracy compliance efforts, to more accurately reflect diagnosis conditions under the risk adjustment model.

For additional information,

refer to Note 17 to the audited Consolidated Financial Statements included in Part II, Item 8, "Financial Statements and Supplementary Data" and Part I, Item 1A, "Risk Factors" of this Form 10-K.

For additional information, refer to Note 17 to the audited Consolidated Financial Statements included in Part II, Item 8, "Financial Statements and Supplementary Data" and Part I, Item 1A, "Risk Factors" of this Form 10-K.

At December 31, 2024, we provided health insurance coverage under CMS contracts to approximately 5,661,800 individual Medicare Advantage members, including approximately 924,800 members in Florida.

These Florida contracts accounted for premiums revenue of approximately $14.9 billion, which represented approximately 19% of our individual Medicare Advantage premiums revenue, or 14% of our consolidated premiums and services revenue for the year ended December 31, 2023.

Florida contracts accounted for premiums revenue of approximately $16.4 billion, which represented approximately 19% of our individual Medicare Advantage premiums revenue, or 14% of our consolidated premiums and services revenue for the year ended December 31, 2024.

Our individual Medicare Advantage products covered under Medicare Advantage contracts with CMS are renewed generally for a calendar year term unless CMS notifies us of its decision not to renew by May 1 of the calendar year in which the contract would end, or we notify CMS of our decision not to renew by the first Monday in June of the calendar year in which the contract would end.

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Through our state-based contracts, we serve members enrolled in Medicaid, a program funded by both the federal and state governments and administered by states to care for their most vulnerable populations.

Within federal guidelines, states determine whom to cover, but general categories for traditional Medicaid programs include:

children and parents receiving assistance through Temporary Assistance to Needy Families (TANF);

Within federal guidelines, states determine whom to cover, but general categories for traditional Medicaid programs include children and parents;

Aged, Blind, and Disabled (ABD) individuals;

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Through Medicaid Managed Long-Term Support Services (MLTSS) programs, states offer programs to deliver support services to people who receive home and community or institution-based services for long-term care.

We have contracts in multiple states to serve Medicaid-eligible members, including Florida, Kentucky, Illinois, Louisiana, Ohio, South Carolina and Wisconsin.

We were awarded new Medicaid contracts in Oklahoma and Indiana, which we expect to become effective April 1, 2024 and July 1, 2024, respectively.

We have contracts in multiple states to serve Medicaid-eligible members, including Florida, Kentucky, Illinois, Indiana, Louisiana, Ohio, Oklahoma, South Carolina and Wisconsin.

We also serve members who qualify for both Medicaid and Medicare, referred to as "dual eligible", through our Medicaid, Medicare Advantage, and stand-alone prescription drug plans.

As the dual eligible population represents a disproportionate share of costs, Humana is participating in varied integration models designed to improve health outcomes and reduce avoidable costs.

These programs largely operate separately from traditional Medicaid programs.

As part of our individual Medicare Advantage products, we also offer Dual-Eligible Special Needs Plans (D-SNP).

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Some states are also moving to support the dual eligible population by linking D-SNP participation to enrollment in a plan that also participates in a state-based Medicaid program to coordinate and integrate both Medicare and Medicaid benefits.

Group Commercial Coverage

In February 2023, we announced our planned exit from the Employer Group Commercial Medical Products business, which includes all fully insured, self-funded and Federal Employee Health Benefit medical plans, as well as associated wellness and rewards programs.

No other Humana health plan offerings are materially affected.

Following a strategic review, we determined the Employer Group Commercial Medical Products business was no longer positioned to sustainably meet the needs of commercial members over the long term or support our long-term strategic plans.

The exit from this line of business will be phased over the 18 to 24 months following our February 2023 announcement.

We sell specialty and ancillary insurance benefits consisting of dental, vision, life and disability to employer groups.

In addition, we sell dental and vision specialty insurance benefits to individuals.

For in-force group commercial medical customers and members, our commercial products include a broad spectrum of major medical benefits with multiple in-network coinsurance levels and annual deductible choices that employers of all sizes can offer to their employees on either a fully-insured, through HMO, PPO, or POS plans, or self-funded basis.

Our plans integrate clinical programs, plan designs, communication tools, and spending accounts.

Our ASO products are offered to small group and large group employers who self-insure their employee health plans.

We receive fees to provide administrative services which generally include the processing of claims, offering access to our provider networks and clinical programs, and responding to customer service inquiries from members of self-funded employers.

These products may include all of the same benefit and product design characteristics of our fully-insured HMO, PPO, or POS products described previously.

Under ASO contracts, self-funded employers generally retain the risk of financing the costs of health benefits, with large group customers retaining a greater share and small group customers a smaller share of the cost of health benefits.

All small group ASO customers and many

large group ASO customers purchase stop loss insurance coverage from us to cover catastrophic claims or to limit aggregate annual costs.

Commercial Fully-Insured and ASO

We anticipate the exit of this line of business to be finalized in the first half of 2025.

For in-force group commercial medical customers and members, our commercial products included a broad spectrum of major medical benefits with multiple in-network coinsurance levels and annual deductible choices that employers of all sizes offered to their employees on either a fully-insured, through HMO, PPO, or POS plans, or self-funded basis.

Our plans integrated clinical programs, plan designs, communication tools, and spending accounts.

Our ASO products were offered to small group and large group employers who self-insured their employee health plans.

We received fees to provide administrative services which generally included the processing of claims, offering access to our provider networks and clinical programs, and responding to customer service inquiries from members of self-funded employers.

These products might have included all of the same benefit and product design characteristics of our fully-insured HMO, PPO, or POS products described previously.

Under ASO contracts, self-funded employers generally retained the risk of financing the costs of health benefits, with large group customers retaining a greater share and small group customers a smaller share of the cost of health benefits.

All small group ASO customers and many large group ASO customers purchased stop loss insurance coverage from us to cover catastrophic claims or to limit aggregate annual costs.

Military Services

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Accordingly, we account for revenues under the current contract net of estimated health care costs similar to an administrative services fee only agreement.

On January 1, 2018, we began to deliver services under the T2017 East Region contract.

The T2017 East Region contract comprises 32 states and approximately 6 million TRICARE beneficiaries.

The T2017 East Region contract, which was originally set to expire on December 31, 2022, was subsequently extended by the DoD and is currently scheduled to expire on December 31, 2024, unless further extended.

We delivered services under the T2017 East Region contract from commencement on January 1, 2018 through expiration on December 31, 2024.

The T2017 East Region contract comprised 32 states and approximately 6 million TRICARE beneficiaries.

In December 2022, we were awarded the next generation of TRICARE Managed Care Support Contracts, or T-5, for the updated TRICARE East Region by the Defense Health Agency of the DoD.

The T-5 East Region contract comprises 24 states, and Washington D.C., and covers approximately 4.6 million beneficiaries.

The transition period for the T-5 contract began in January 2024 and will overlap the final year of the T2017 contract.

The T-5 East Region contract commenced on January 1, 2025 and comprises 24 states, and Washington D.C., and approximately 4.6 million beneficiaries.

The transition period for the T-5 contract began in January 2024 and overlapped the final year of the T2017 contract.

The length of the contract is one transition year followed by eight annual option periods, which, if all options are exercised, would result in a total contract length of nine years.

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Our pharmacy solutions business includes the operations of CenterWell Pharmacy (our mail-order pharmacy business), CenterWell Specialty Pharmacy, and other retail pharmacies located within CenterWell Primary Care clinics for brand, generic, specialty drugs, over the counter medications and supplies, as well as hospice pharmacy drugs.

We operate full-service, value-based senior focused primary care centers in a number of states, including Georgia, Florida, Kansas, Louisiana, Missouri, Nevada, North Carolina, South Carolina, Texas, Arizona and Kentucky staffed by primary care providers and medical specialists with a primary focus on the senior population under our Primary Care Organization, or PCO.

PCO operates these clinics primarily under the Conviva Care Centers and CenterWell Senior Primary Care brands.

We operate full-service, value-based senior focused primary care centers in a number of states, including Georgia, Florida, Indiana, Kansas, Kentucky, Louisiana, Mississippi, Missouri, Nevada, North Carolina, South Carolina, Tennessee, Texas, and Virginia staffed by primary care providers and medical specialists with a primary focus on the senior population under our Primary Care Organization, or PCO.

PCO operates these clinics primarily under the Conviva Senior Primary Care and CenterWell Senior Primary Care brands.

Our primary care subsidiaries operate our medical center business through both employed physicians and care providers, and through third-party management service organizations with whom we contract to arrange for and manage certain clinical services.

PCO currently operates 344 primary care clinics and employs approximately 1,000 primary care providers.

PCO serves approximately 294,200 patients, primarily under risk sharing arrangements with Humana Medicare Advantage health plans, third party Medicare Advantage health plans and CMS administered risk sharing arrangements for Medicare FFS.

PCO also operates a Medical Services Organization, or MSO, through Conviva that coordinates medical care for Medicare Advantage beneficiaries in Florida and Texas.

PCO serves approximately 390,500 patients, primarily under risk sharing arrangements with Humana Medicare Advantage health plans, third-party Medicare Advantage health plans and CMS administered risk sharing arrangements for Original Medicare.

PCO also operates a Medical Services Organization, or MSO, through Conviva and CenterWell that coordinates medical care for Medicare Advantage beneficiaries across multiple states.

This MSO provides resources in care coordination, financial risk management, clinical integration and patient engagement that help physicians improve the patient experience as well as care outcomes.

Conviva’s MSO collaborates with physicians, medical groups and integrated delivery systems to successfully transition to value-based care by engaging, partnering and offering practical services and solutions.

PCO’s MSO collaborates with physicians, medical groups and integrated delivery systems to successfully transition to value-based care by engaging, partnering and offering practical services and solutions.

In 2020, our Primary Care Organization entered into a strategic partnership with Welsh, Carson, Anderson & Stowe, or WCAS, to accelerate the expansion of our primary care model.

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CenterWell Home Health

We are actively involved in the care management of our customers with the greatest needs via in-home care.

On August 17, 2021, we fully acquired Kindred at Home, or KAH, the nation’s largest home health and hospice provider with locations in 40 states, providing extensive geographic coverage with approximately 65% overlap with our individual Medicare Advantage membership.

We operate CenterWell Home Health, one of the nation's largest home health providers, through which we are actively involved in the care management of our customers with the greatest needs via in-home care.

CenterWell Home Health has locations in 40 states, providing extensive geographic coverage with approximately 65% overlap with our individual Medicare Advantage membership.

Our home solutions geographic scale and clinical breadth provides the opportunity to offer care beyond our health plan members.

We have fully-integrated the home health operations, now branded CenterWell Home Health, allowing us to accelerate clinical innovation and the development and roll out of a value-based operating model at scale, more closely aligning incentives to focus on improving patient outcomes and reducing the total cost of care.

Through the integration of these home health operations, we are focused on accelerating clinical innovation and the development and roll out of a value-based operating model at scale, more closely aligning incentives to focus on improving patient outcomes and reducing the total cost of care.

This is critical to deploying a value-based, advanced home health model at scale that makes it easier for patients and providers to benefit from our full continuum of home-based capabilities, leveraging the best channel to deliver the right care needed at the right time.

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OneHome manages a full range of post-acute patient needs, integrating and coordinating with physicians, hospitals and health plans for the provision of home health and infusion services as well as the distribution of durable medical equipment, or DME, at patients’ homes.

Onehome served 14% of our MA members with our value-based model as of December 31, 2023.

Hospice care is an important offering in the full continuum of care we offer patients, and we have been successful in delivering the desired patient experience and outcomes through partnership models, including through participation in the CMS hospice Value-Based Insurance Design, or VBID, model.

As such, on August 11, 2022, we completed the sale of a 60% interest in Gentiva (formerly Kindred) Hospice, to Clayton, Dubilier & Rice, or CD&R.

On August 11, 2022, we completed the sale of a 60% interest in Gentiva (formerly Kindred) Hospice, to Clayton, Dubilier & Rice, or CD&R.

Upon closing, Gentiva Hospice was restructured into a new stand-alone company.

We continue to own a 35% minority ownership in Gentiva Hospice operations.

We continue to own approximately 35% minority ownership in Gentiva Hospice operations.

For additional information on the sale of Gentiva Hospice, refer to Note 3 to the audited Consolidated Financial Statements included in Part II, Item 8, "Financial Statements and Supplementary Data" of this Form 10-K.

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alone PDP Medicare Supplement State-

contracts and Other Fully-

Group ASO Military services Total Percent

contracts and other Commercial fully-insured Commercial ASO Military services Total Percent

Florida 924.8 11.3 113.2 20.2 580.2 0.3 0.1 — 1,650.1 10.10 %

Texas 470.6 5.0 145.8 44.8 — — — — 666.2 4.10 %

North Carolina 321.8 174.3 78.6 6.1 — — — — 580.8 3.60 %

Georgia 338.7 2.9 67.4 14.2 — — — — 423.2 2.60 %

Kentucky 132.6 74.3 200.8 13.0 148.9 — 3.1 — 572.7 3.50 %

Ohio 213.1 17.3 73.3 28.4 186.4 — — — 518.5 3.20 %

Georgia 348.9 3.1 81.2 9.7 — 33.9 56.9 — 533.7 3.20 %

North Carolina 251.2 175.3 96.0 5.7 — — — — 528.2 3.10 %

Illinois 200.5 31.7 107.3 7.1 18.5 8.9 1.9 — 375.9 2.20 %

Tennessee 209.4 13.5 74.5 8.7 47.0 — — — 353.1 2.20 %

Illinois 206.3 38.3 74.7 8.2 14.1 — — — 341.6 2.10 %

Louisiana 212.4 10.5 41.2 3.8 148.7 — — — 416.6 2.50 %

California 119.3 4.2 134.8 26.9 0.1 — — — 285.3 1.70 %

Missouri/Kansas 137.8 11.1 128.1 10.6 0.2 13.4 13.0 — 314.2 1.90 %

Michigan 154.8 31.7 75.0 4.7 — 0.4 1.7 — 268.3 1.60 %

Wisconsin 81.8 6.8 65.7 6.5 57.7 26.8 21.9 — 267.2 1.60 %

South Carolina 195.3 0.2 36.9 6.1 27.6 — — — 266.1 1.60 %

Oklahoma 77.4 3.4 47.4 5.7 186.1 — — — 320.0 2.00 %

Indiana 158.9 20.8 55.7 12.6 35.0 — — — 283.0 1.70 %

South Carolina 208.0 0.5 32.7 8.1 33.5 — — — 282.8 1.70 %

Virginia 185.1 2.7 73.8 6.9 — — — — 268.5 1.60 %

New York 142.1 9.7 56.2 8.0 — — — — 216.0 1.30 %

Arizona 131.9 0.3 63.2 7.6 — 4.8 1.7 — 209.5 1.20 %

Pennsylvania 107.2 4.6 100.8 5.7 — — — — 218.3 1.30 %

Michigan 174.5 30.2 53.0 7.2 — — 1.6 — 266.5 1.60 %

Wisconsin 81.8 6.1 59.6 6.0 55.3 — — — 208.8 1.30 %

Mississippi 142.9 0.4 49.8 5.1 — — — — 198.2 1.20 %

Pennsylvania 99.0 9.7 74.3 10.2 14.2 — — — 207.4 1.30 %

Arizona 131.2 0.3 48.2 7.6 — — — — 187.3 1.10 %

TRICARE — — — — — — — 6,009.1 6,009.1 36.80 %

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We provide our members with access to health care services through our networks of health care providers whom we employ or with whom we have contracted, including hospitals and other independent facilities such as outpatient surgery centers, primary care providers, specialist physicians, dentists, and providers of ancillary health care services and facilities.

These ancillary services and facilities include laboratories, ambulance services, medical equipment services, home health agencies, mental health providers, rehabilitation facilities, nursing homes, optical services, and pharmacies.

These ancillary services and facilities include laboratories, ambulance services, medical

equipment services, home health agencies, mental health providers, rehabilitation facilities, nursing homes, optical services, and pharmacies.

Our membership base and the ability to influence where our members seek care generally enable us to obtain contractual discounts with providers.

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APCs are similar to flat rates except multiple services and procedures may be aggregated into one fixed payment.

These contracts are often multi-year agreements, with rates that are adjusted for inflation annually based on the consumer price index, other nationally recognized inflation indexes, or specific negotiations with the provider.

These contracts are often multi-year agreements.

Outpatient surgery centers and other ancillary providers typically are contracted at flat rates per service provided or are reimbursed based upon a nationally recognized fee schedule such as the Medicare allowable fee schedule.

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Most of the physicians in our PPO networks and some of our physicians in our HMO networks are reimbursed based upon a fixed fee schedule, which typically provides for reimbursement based upon a percentage of the standard Medicare allowable fee schedule.

The terms of our contracts with hospitals and physicians may also vary between Medicare and commercial business.

The terms of our contracts with hospitals and physicians may also vary between Medicare and Medicaid business.

A significant portion of our Medicare network contracts, including those with both hospitals and physicians, are tied to Medicare reimbursement levels and methodologies.

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These include performance bonuses, shared savings and shared risk relationships.

For some of our medical membership, we share risk with providers under capitation contracts where physicians and hospitals accept varying levels of financial risk for a defined set of membership, primarily HMO membership.

For some of our medical membership, we share risk with providers under capitation contracts where physicians and hospitals accept varying levels of financial risk for a defined set of membership.

Under the typical capitation arrangement, we prepay these providers a monthly fixed-fee per member, known as a capitation (per capita) payment, to cover all or a defined portion of the benefits provided to the capitated member.

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We typically process all claims and measure the financial performance of our capitated providers and require guarantees in certain instances.

However, we delegated claim processing functions under capitation arrangements covering approximately 289,000 HMO members, including 288,300 individual Medicare Advantage members, or 15.0% of the 1,917,300 individual Medicare Advantage members covered under value-based contracts at December 31, 2023, with the provider assuming substantially all the risk of coordinating the members’ health care benefits.

we delegated claim processing functions under capitation arrangements covering approximately 304,400 members, including 303,500 individual Medicare Advantage members, or 14.4%, of the 2,114,900 individual Medicare Advantage members covered under shared risk value-based contracts at December 31, 2024, with the provider assuming substantially all the risk of coordinating the members’ health care benefits.

Capitation expense under delegated arrangements for which we have a limited view of the underlying claims experience was approximately $3.6 billion, or 3.6%, of total benefits expense, for the year ended December 31, 2024.

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Our accreditation assessment program consists of several internal programs, including those that credential providers and those designed to meet the audit standards of federal and state agencies as well as external accreditation standards.

We also offer quality and outcome measurement and improvement programs such as the Health Care Effectiveness Data and Information Set, or HEDIS, which is used by employers, government purchasers

and the National Committee for Quality Assurance (NCQA) to evaluate health plans based on various criteria, including effectiveness of care and member satisfaction.

We also offer quality and outcome measurement and improvement programs such as the Health Care Effectiveness Data and Information Set, or HEDIS, which is used by employers, government purchasers and the National Committee for Quality Assurance (NCQA) to evaluate health plans based on various criteria, including effectiveness of care and member satisfaction.

Providers participating in our networks must satisfy specific criteria, including licensing, patient access, office standards, after-hours coverage, and other factors.

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We maintain accreditation for certain of our health plans and/or departments from NCQA, the Accreditation Association for Ambulatory Health Care (AAAHC), and/or URAC.

Certain commercial businesses, such as those impacted by a third-party labor agreement or those where a request is made by the employer, may require or prefer accredited health plans.

NCQA reviews our compliance based on standards for quality improvement, population health management, credentialing, utilization management, network management, and member experience.

We have achieved and maintained NCQA accreditation in many of our commercial, Medicare and Medicaid markets for HMO, POS, and PPO products, and our wellness program, Go365.

We have achieved and maintained NCQA health plan accreditation in many of our Medicare and Medicaid markets.

Humana’s pharmacy organization is accredited by URAC.

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We provide centralized intercompany services to each of our health plans and to our business segments from our headquarters and service centers.

These services include management information systems, product development and administration, finance, human resources, accounting, law, public relations, marketing, insurance, purchasing, risk management, internal audit, actuarial, underwriting, claims processing, billing/enrollment, and customer service.

These services include management information systems, product development

and administration, finance, human resources, accounting, law, public relations, marketing, insurance, purchasing, risk management, internal audit, actuarial, underwriting, claims processing, billing/enrollment, and customer service.

Through intercompany service agreements approved, if required, by state regulatory authorities, Humana Inc., our parent company, charges a services fee for reimbursement of certain centralized services provided to its subsidiaries to the extent that Humana Inc.

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Our associates are essential to our success in delivering on our core strategy, and creating positive healthcare experiences for our members.

We are committed to recruiting, developing, and retaining strong, diverse teams, actively promoting a culture of inclusion and diversity.

We are committed to recruiting, developing, and retaining strong and diverse teams.

As of December 31, 2024, we had approximately 65,680 associates.

Our Culture, Engagement and Approach to Work

We believe that our members’ experience is linked to our associates’ experience and that engaged, productive associates are the key to building a healthy company and a caring environment where our associates go above and beyond for our members, driving innovation, and offering fulfilling experiences that incentivizes them to stay with us over the long-term.

We provide opportunities for our associates to add to their personal well-being experiences that go beyond health to enhance their individual need for purpose, belonging and security.

On average, our associates spend 7 years at our Company, which is a testament to our commitment to their growth, well-being, and our culture, a culture that is further reinforced by our voluntary turnover rate, or VTR.

We believe our VTR is an important indicator of workforce satisfaction as our associates continue to choose us over other opportunities.

During 2023, our VTR was 13.4%, representing a decrease from 17% in 2022.

We regularly measure our success and seek opportunities to advance engagement through an Associate Experience Survey, or AES, and continuous listening campaigns.

With an average tenure of 7 years at our Company, our associates’ loyalty reflects our culture and commitment to growth.

We believe that voluntary turnover rate (VTR) is an important indicator of workforce satisfaction as we strive for our associates to choose us over other opportunities.

During 2024, our VTR was 14.4%, representing an increase from 13.4% in 2023.

We regularly measure our success and seek opportunities to advance engagement through an Annual Engagement Survey, or AES, and continuous listening campaigns.

Continuous listening involves our proactive solicitation, analysis and response to associate feedback throughout the year by using pulse surveys.

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We aggregate survey results, provide them to our entire associate population and encourage leaders to use the information to create open, honest action plans with their teams to build upon our collective engagement.

Our culture is further strengthened by optimizing the well-being and effectiveness of our workforce.

Through alternative work styles, such as home, hybrid home, office, hybrid office, and field, we help associates work more productively, communicate more easily and collaborate more freely.

We encourage collaboration between leaders and their associates to identify and leverage the appropriate work style that both supports the achievement of business goals and personal work preferences.

Alternate work styles enable associates to work from a job-appropriate location of their choice for all or some portion of their work schedule and to create a work schedule that better fits the diverse demands of today’s work environment.

When managed effectively, alternative work styles can enhance a company’s employment brand, foster the development and effective delivery of innovative and diverse business solutions, right-size a company’s energy-consumption footprint, and increase associate engagement and well-being.

Inclusion and Diversity

Our Office of Diversity, Equity & Inclusion, or DEI Office, efforts are led by our Chief Diversity, Equity & Inclusion Officer, who reports directly to the Chief Administrative Officer.

The DEI Office connects to business groups across the enterprise to cultivate a diverse and inclusive culture that is representative of the communities we serve.

By prioritizing DEI across our business, we enable associates to bring their whole selves to work, while also driving the innovation and insights needed to better serve our diverse members and communities.

Together with key partners like our Chief Health Equity Officer, our Executive Diversity, Equity & Inclusion Council, or the Council, our Network Resource Groups, or NRGs, and Culture & Engagement professionals, we strive to expand our culture of inclusion to build deep relationships and create simple, personalized experiences for all of our stakeholders.

Our Council exists to help integrate inclusion, diversity, and equity into the fabric of the organization from the top down, connecting activities to a broader business-driven, results oriented strategy, and leverages leadership to advance DEI into the fabric of our culture.

The Council reflects the diversity of our associates and communities we

Chaired by our CEO, the Council sets its DEI objectives that complement our Talent and Diversity measure category and ensures transparency and accountability as they work towards them.

We are committed to having diversity represented at all levels and have developed a pathway for diverse talent within our recruiting initiatives.

We have also incorporated balanced interview panels into our interview process, through which we strategically engage a broad spectrum of interviewers that bring greater diversity and perspective.

This proven best practice strengthens the candidate experience and hiring of diverse talent, ensuring we get the right talent for any given role, and minimizes the potential for personal blind spots when evaluating candidates.

Our inclusion and diversity objectives also aim to build an awareness of biases and beliefs, identify differences and similarities of our multi-generational workforce and enable associates to leverage differences to drive innovation and create value.

We are committed to growing our associates’ inclusion skills and diversity knowledge and provide a variety of associate training programs and workshop opportunities.

It is also our fundamental belief that every person has the right to a safe workplace.

This includes having freedom of gender identity and expression, which we have included within our non-discrimination and anti-harassment policies.

Our associates’ vast experiences and perceptions, unique characteristics, backgrounds and beliefs, drive the groundbreaking, strategic thinking that gives our Company its competitive edge in a diverse marketplace.

Our approach fosters innovative thinking and creativity, expands insights and generates better business outcomes.

Pay and Benefits Philosophy, Compensation and Financial Security

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• Competitive base pay, with additional incentive, supplemental, and/or recognition pay

• Short - and long-term disability insurance

• Tuition assistance program

• Paid internship

• 401(k) retirement savings plans with Company match program

• Paid internship

• Charitable gift matching program

• Comprehensive financial well-being programs and support, including and employer-sponsored personal emergency savings account with matching funds from the Company

• Health savings account (HSA) and flexible savings account (FSA) contributions

• Comprehensive financial well-being programs and support, including an employer-sponsored personal emergency savings account with matching funds from the Company

• Life insurance

• Short - and long-term disability insurance

• Medical, dental and vision benefits

• Health savings account (HSA) and flexible savings account (FSA) contributions

• Supplemental health benefits

• On-site health and fitness centers

• Long-term care insurance

• Supplemental health benefits

• On-site health screenings and vaccinations

• Whole-person well-being and rewards programs and platform

• Long-term care insurance

• Weekly paid well-being time

• Incentives for engaging in well-being programs

• Whole-person well-being and rewards programs and platform

• On-demand fitness classes, nutritional education through teaching kitchens, and digital coaching apps

• Incentives for engaging in well-being programs

• Paid time off, paid holidays, paid volunteer time off and jury duty pay

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• Adoption assistance

• Employee discount programs and services

• Paid parental leave program (6 weeks)

• Helping hands program

• Employee discount programs and services

• Paid caregiver time off program (2 weeks)

• Transit services

• Helping hands program

• Nursing moms program with on-site lactation rooms

• Transit services

Learning and Development

• Diversity, equity, and inclusion training

• Access to degree and certification programs with tuition assistance

• Internal and external learning events

• Access to degree and certification programs with tuition assistance

Talent Development and Growth Opportunities

We champion the individual goals and development of our associates, and provide a number of programs and resources to support their efforts.

The Humana Learning Center gives our associates the opportunity to earn professional certifications through continued education programs and to participate in instructor-led and online courses designed to strengthen soft and hard-skills and enhance leadership development.

Our Career Cultivation team sponsors workshops and events to promote associate accountability within their personal and professional growth as part of overall career development.

Our associates are also encouraged to participate in mentoring programs with people of various backgrounds and cultures.

We view mentoring as an essential development tool for sharing skills and knowledge so we can all succeed.

We also utilize development programs to enhance talent within our business segments through targeted internal initiatives, where we aim to upskill and reskill existing associates for opportunities in new career pathways.

Additional information related to our human capital can be found by referencing our Definitive Proxy Statement of the Annual Meeting of Stockholders scheduled to be held on April 18, 2024 appearing under the caption "Human Capital Management."

We are committed to promoting continuous learning and growth by offering employees a comprehensive range of resources to enhance their skills and advance their careers.

Our professional development initiatives ensure employees have access to tools, mentorship and opportunities that enable them to succeed in their current roles and prepare for future growth opportunities, thereby strengthening our organization and driving innovation.

We also offer our associates education and certification program assistance through partner organizations, and reduce or eliminate cost barriers to support achievement of their educational and career goals.

Additional information related to our human capital management can be found by referencing our Definitive Proxy Statement of the Annual Meeting of Stockholders scheduled to be held on April 17, 2025 appearing under the caption "Human Capital Management."

Information About Our Executive Officers

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Name Age Position First

Broussard 61 Chief Executive Officer, Director 12/11 (1)

Rechtin 54 President and Chief Executive Officer, Director 01/24 (1)

Vishal Agrawal, M.D.

50 Chief Strategy and Corporate Development Officer 12/18 (2)

Deshpande 59 Chief Information Officer 07/17 (3)

Diamond 50 Chief Financial Officer 07/19 (4)

Dintenfass 54 President, Enterprise Growth 02/24 (3)

Felter 41 Senior Vice President, Chief Accounting Officer and Controller 08/22 (4)

Fleming, PharmD 56 Chief Corporate Affairs Officer 03/17 (6)

Huval 57 Chief Administrative Officer 12/12 (7)

Rechtin 53 President and Chief Operating Officer 01/24 (8)

George Renaudin II 55 President, Medicare & Medicaid 02/23 (9)

Mehta 44 Chief Information Officer 02/25 (5)

Mellet 48 Chief Financial Officer 01/25 (6)

O'Hara 49 Chief Human Resources Officer 01/25 (7)

George Renaudin II 56 President, Insurance 02/23 (8)

51 President, CenterWell 04/23 (9)

Ventura 48 Chief Legal Officer 02/19 (10)

Broussard currently serves as Director and Chief Executive Officer (Principal Executive Officer), having held these positions since January 1, 2013.

Broussard was elected President upon joining the Company in December 2011 and served in that capacity through December 2012.

Rechtin currently serves as Director, President and Chief Executive Officer (Principal Executive Officer), having held these positions since July 1, 2024.

Rechtin was elected President and Chief Operating Officer upon joining the Company in January 2024 and served in that capacity through June 2024.

Prior to joining the Company, Mr.

Broussard was Chief Executive Officer of McKesson Specialty/US Oncology, Inc.

US Oncology was purchased by McKesson in December 2010.

At US Oncology, Mr.

Broussard served in a number of senior executive roles, including Chief Financial Officer, Chief Executive Officer, and Chairman of the Board.

Rechtin served as President and CEO at Envision Healthcare, having held that position from 2020 to 2023.

Previously, Mr.

Rechtin was President of OptumCare in 2019 after serving in multiple senior-level roles at Davita Medical Group from 2014 to 2019.

Agrawal currently serves as Chief Strategy and Corporate Development Officer, having joined the Company in December 2018.

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Agrawal served as President of Harris Healthcare Solutions from January 2013 to December 2015.

Deshpande currently serves as Chief Information Officer, having been elected to this position in July 2021, from his prior role as Chief Technology and Risk Officer.

Before joining the Company in July 2017, Mr.

Deshpande spent 17 years at Capital One in key leadership positions, most recently as Business Chief Risk Officer for the U.S.

and international card business.

He previously served as the Business Chief Risk Officer and Head of Enterprise Services for the Financial Services Division, responsible for Business Risk, Data Science, Data Quality, Process Excellence and Project Management.

He also led marketing and analysis for the Home Loans, Auto Finance, and Credit Card businesses, with responsibilities for business strategy, credit, product and marketing.

Diamond currently serves as Chief Financial Officer, having been elected to this position in June 2021, from her prior role as Segment President, Home Business.

Diamond joined the Company in June 2004

and has spent the majority of her career in various leadership roles in the Medicare and Home businesses, with a particular passion and emphasis on growth and consumer segmentation strategies for the Company’s individual Medicare Advantage and Stand-Alone Part D offerings.

Diamond also served for two and a half years as the Enterprise Vice President of Finance, where she was responsible for enterprise planning and forecasting, trend analytics and had responsibility for each of the Company’s line of business CFOs and controllers.

Dintenfass currently serves as President, Enterprise Growth, having joined the Company in February 2024.

Prior to joining the Company, Mr.

Dintenfass had a series of leadership roles at Fidelity Investments from 2015 to 2024 where he most recently served as Executive Vice President, Head of Product and Emerging Segments, leading a P&L portfolio across retail and workplace investing.

Dintenfass also served as Fidelity’s Chief Marketing Officer and Head of Customer Experience Design.

Before Fidelity, Mr.

Dintenfass spent over five years at Bank of America in a variety of strategy and marketing roles across Consumer and Small Business banking and Merrill Lynch Wealth Management.

Earlier in his career, Mr.

Dintenfass spent 13 years at Procter & Gamble in global P&L and brand management roles of increasing responsibility.

Dintenfass began his career as a consultant at McKinsey & Company.

Felter currently serves as Senior Vice President, Chief Accounting Officer and Controller, having been elected to this position in August 2022.

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Felter spent nearly 11 years in multiple roles of increasing responsibility at Ernst & Young LLP where he oversaw large audit engagements for public and private entities with a concentration in the health insurance sector.

Fleming currently serves as Chief Corporate Affairs Officer, having been elected to this position in April 2023, from his prior role as Segment President, Pharmacy Solutions and Chief Corporate Affairs Officer.

Prior to that, Dr.

Fleming held positions of Segment President, Clinical and Pharmacy Solutions, Segment President, Healthcare Services, and President of the Company’s pharmacy business.

Fleming joined the Company in 1994.

Huval currently serves as Chief Administrative Officer, having been elected to this position in July 2019, from his previous role as Chief Human Resources Officer.

Prior to joining the Company, Mr.

Huval spent 10 years at Bank of America in multiple senior-level roles, including Human Resources executive and Chief Information Officer for Global Wealth & Investment Management, as well as Human Resources executive for both Global Treasury Services and Technology & Global Operations.

Rechtin currently serves as President and Chief Operating Officer, having been elected to this position in January 2024.

Mehta currently serves as Chief Information Officer, having been elected to this position in February 2025.

Prior to joining the Company, Mr.

Rechtin served as President and CEO at Envision Healthcare, having held that position from 2020 to 2023.

Previously, Mr.

Rechtin was President of OptumCare in 2019 after serving in multiple senior-level roles at Davita Medical Group from 2014 to 2019.

Renaudin currently services as President, Medicare & Medicaid, having been elected to this position in February 2023.

Renaudin joined the Company in April 2004 and since then has held various leadership roles of increasing responsibility, most recently holding the position of President, Medicare.

Mehta served as Chief Data Officer at Citigroup for six years from 2018 to 2025.

Previously, he held the role of CIO for Citi Global Wealth across a mix of client segments.

Additionally, he served in the CIO role for Global Consumer Technology in Asia Pacific and Europe.

Prior to Citi, Mr.

Mehta held technology and digital leadership roles at JPMorgan, Barclays and Verizon.

Mellet currently serves as Chief Financial Officer, having been elected to this position in January 2025.

Prior to joining the Company, Ms.

Mellet served as Partner and Chief Financial Officer of Global Infrastructure Partners (GIP) from February 2023 to January 2025.

Prior to GIP, Ms.

Mellet served as Chief Financial Officer, Senior Managing Director and an Executive Vice President at Evercore from 2021 to 2023.

Before joining Evercore, Ms.

Mellet served as Executive Vice President and Chief Financial Officer from 2018 to 2021 and SVP and Deputy Chief Financial Officer from 2017 to 2018 at the Federal National Mortgage Association (Fannie Mae).

Before her tenure at Fannie Mae, Ms.

Mellet spent more than 18 years at Morgan Stanley, last serving as global treasurer.

She was also the head of investor, creditor and counterparty relations.

O’Hara currently serves as Chief Human Resources Officer, having been elected to this position in January 2025.

Prior to joining the Company, Ms.

O’Hara served as Executive Vice President and Chief Human Resources Officer from 2019 to 2025 at Science Applications International Corporation (SAIC).

Prior to becoming Chief Human Resources Officer in 2019, Ms.

O’Hara held various roles of increasing responsibility at SAIC that included talent acquisition, integrated talent management, total rewards and human resources.

Renaudin currently services as President, Insurance, having been elected to this position in October 2024 from his prior role as President, Medicare & Medicaid.

Renaudin joined the Company in April 2004 and since then has held various leadership roles of increasing responsibility, including previously holding the position of President, Medicare.

Shetty currently serves as President, CenterWell, having been elected to this position in April 2023.

Prior to joining the Company, Dr.

Shetty spent nearly 13 years at Steward Health Care System in multiple senior-level roles, including President of Steward North America, President, Steward South Region and Executive Vice President, President, Steward Medical Group and Executive Vice President, Steward Health Care System, Executive Vice President for Corporate and Business Development, and President, Steward Health Care Network.

Shetty worked in health care delivery for nearly 13 years at Steward Health Care System (Steward), most recently serving as President.

During his tenure at Steward, Dr.

Shetty held various roles of increasing responsibility, leading the large accountable care organization, a multispecialty group practice, and acute care hospitals.

Prior to Steward, Dr.

Shetty worked as a strategy consultant at Bain & Company, Inc., and practiced as a radiologist and a faculty member at Harvard Medical School.

Ventura currently serves as Chief Legal Officer.

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Executive officers are elected annually by our Board of Directors and serve until their successors are elected or until resignation or removal.

Pursuant to our previously announced leadership succession plan, we expect that Mr.

Broussard will step down as Chief Executive Officer in the latter half of 2024 and that Mr.

Rechtin will become President and Chief Executive Officer at that time.

There are no family relationships among any of our executive officers.

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 1. Business