UNITEDHEALTH GROUP INC 10-Q

ITEM 1. FINANCIAL STATEMENTS UnitedHealth Group Condensed Consolidated Balance Sheets (Unaudited) (in millions, except per share data) September 30, 2025 December 31, 2024 Assets Current assets: Cash and cash equivalents $ 27,210 $ 25,312 Short-term investments 3,404 3,801 Accounts receivable, net 22,672 22,365 Other current receivables, net 32,762 26,089 Prepaid expenses and other current assets 9,019 8,212 Total current assets 95,067 85,779 Long-term investments 52,996 52,354 Property, equipment and capitalized software, net 11,104 10,553 Goodwill 110,340 106,734 Other intangible assets, net 22,785 23,268 Other assets 22,977 19,590 Total assets $ 315,269 $ 298,278 Liabilities, redeemable noncontrolling interests and equity Current liabilities: Medical costs payable $ 40,181 $ 34,224 Accounts payable and accrued liabilities 36,033 34,337 Short-term borrowings and current maturities of long-term debt 7,737 4,545 Unearned revenues 3,366 3,317 Other current liabilities 28,209 27,346 Total current liabilities 115,526 103,769 Long-term debt, less current maturities 72,399 72,359 Deferred income taxes 3,162 3,620 Other liabilities 18,369 15,939 Total liabilities 209,456 195,687 Commitments and contingencies (Note 7) Redeemable noncontrolling interests 4,244 4,323 Equity: Preferred stock, $ 0.001 par value - 10 shares authorized; no shares issued or outstanding — — Common stock, $ 0.01 par value - 3,000 shares authorized; 906 and 915 issued and outstanding 9 9 Additional paid-in capital 394 — Retained earnings 97,595 96,036 Accumulated other comprehensive loss ( 2,211 ) ( 3,387 ) Nonredeemable noncontrolling interests 5,782 5,610 Total equity 101,569 98,268 Total liabilities, redeemable noncontrolling interests and equity $ 315,269 $ 298,278 See Notes to the Condensed Consolidated Financial Statements 1 Table of Contents UnitedHealth Group Condensed Consolidated Statements of Operations (Unaudited) Three Months Ended September 30, Nine Months Ended September 30, (in millions, except per share data) 2025 2024 2025 2024 Revenues: Premiums $ 88,979 $ 77,442 $ 263,418 $ 232,327 Products 13,296 12,631 39,896 36,751 Services 9,754 9,104 27,765 26,742 Investment and other income 1,132 1,643 3,273 3,651 Total revenues 113,161 100,820 334,352 299,471 Operating costs: Medical costs 79,958 65,957 231,954 197,150 Operating costs 15,223 13,280 42,595 40,519 Cost of products sold 12,566 11,834 37,975 34,230 Depreciation and amortization 1,099 1,041 3,244 3,058 Total operating costs 108,846 92,112 315,768 274,957 Earnings from operations 4,315 8,708 18,584 24,514 Interest expense ( 1,003 ) ( 1,074 ) ( 3,028 ) ( 2,903 ) Loss on sale of subsidiary and subsidiaries held for sale ( 83 ) ( 20 ) ( 139 ) ( 8,331 ) Earnings before income taxes 3,229 7,614 15,417 13,280 Provision for income taxes ( 686 ) ( 1,356 ) ( 2,828 ) ( 3,822 ) Net earnings 2,543 6,258 12,589 9,458 Earnings attributable to noncontrolling interests ( 195 ) ( 203 ) ( 543 ) ( 596 ) Net earnings attributable to UnitedHealth Group common shareholders $ 2,348 $ 6,055 $ 12,046 $ 8,862 Earnings per share attributable to UnitedHealth Group common shareholders: Basic $ 2.59 $ 6.56 $ 13.27 $ 9.61 Diluted $ 2.59 $ 6.51 $ 13.21 $ 9.53 Basic weighted-average number of common shares outstanding 906 923 908 922 Dilutive effect of common share equivalents 2 7 4 8 Diluted weighted-average number of common shares outstanding 908 930 912 930 Anti-dilutive shares excluded from the calculation of dilutive effect of common share equivalents 16 4 12 6 See Notes to the Condensed Consolidated Financial Statements 2 Table of Contents UnitedHealth Group Condensed Consolidated Statements of Comprehensive Income (Unaudited) Three Months Ended September 30, Nine Months Ended September 30, (in millions) 2025 2024 2025 2024 Net earnings $ 2,543 $ 6,258 $ 12,589 $ 9,458 Other comprehensive income: Gross unrealized gains on investment securities during the period 535 1,434 1,383 1,069 Income tax effect ( 122 ) ( 328 ) ( 316 ) ( 243 ) Total unrealized gains, net of tax 413 1,106 1,067 826 Gross reclassification adjustment for net realized gains included in net earnings ( 24 ) ( 291 ) ( 51 ) ( 349 ) Income tax effect 6 67 12 80 Total reclassification adjustment, net of tax ( 18 ) ( 224 ) ( 39 ) ( 269 ) Foreign currency translation (losses) gains ( 71 ) 88 148 ( 197 ) Reclassification adjustment for translation losses included in net earnings — — — 4,214 Total foreign currency translation (losses) gains ( 71 ) 88 148 4,017 Other comprehensive income 324 970 1,176 4,574 Comprehensive income 2,867 7,228 13,765 14,032 Comprehensive income attributable to noncontrolling interests ( 195 ) ( 203 ) ( 543 ) ( 596 ) Comprehensive income attributable to UnitedHealth Group common shareholders $ 2,672 $ 7,025 $ 13,222 $ 13,436 See Notes to the Condensed Consolidated Financial Statements 3 Table of Contents UnitedHealth Group Condensed Consolidated Statements of Changes in Equity (Unaudited) Common Stock Additional Paid-In Capital Retained Earnings Accumulated Other Comprehensive Loss Nonredeemable Noncontrolling Interests Total Equity Three months ended September 30, (in millions) Shares Amount Net Unrealized (Losses) Gains on Investments Foreign Currency Translation (Losses) Gains Balance at June 30, 2025 905 $ 9 $ — $ 97,250 $ ( 1,593 ) $ ( 942 ) $ 5,745 $ 100,469 Net earnings 2,348 167 2,515 Other comprehensive income (loss) 395 ( 71 ) 324 Issuances of common stock, and related tax effects 1 — 241 241 Share-based compensation 214 214 Common share repurchases — — 1 ( 1 ) — Cash dividends paid on common shares ($ 2.21 per share) ( 2,002 ) ( 2,002 ) Redeemable noncontrolling interests fair value and other adjustments ( 62 ) ( 62 ) Acquisition and other adjustments of nonredeemable noncontrolling interests 34 34 Distribution to nonredeemable noncontrolling interests ( 164 ) ( 164 ) Balance at September 30, 2025 906 $ 9 $ 394 $ 97,595 $ ( 1,198 ) $ ( 1,013 ) $ 5,782 $ 101,569 Balance at June 30, 2024 921 $ 9 $ 373 $ 92,400 $ ( 2,296 ) $ ( 1,127 ) $ 5,317 $ 94,676 Net earnings 6,055 155 6,210 Other comprehensive income 882 88 970 Issuances of common stock, and related tax effects 4 — 842 842 Share-based compensation 208 208 Common share repurchases ( 2 ) — ( 957 ) — ( 957 ) Cash dividends paid on common shares ($ 2.10 per share) ( 1,937 ) ( 1,937 ) Redeemable noncontrolling interests fair value and other adjustments ( 5 ) ( 5 ) Acquisition and other adjustments of nonredeemable noncontrolling interests 28 28 Distribution to nonredeemable noncontrolling interests ( 154 ) ( 154 ) Balance at September 30, 2024 923 $ 9 $ 461 $ 96,518 $ ( 1,414 ) $ ( 1,039 ) $ 5,346 $ 99,881 See Notes to the Condensed Consolidated Financial Statements 4 Table of Contents UnitedHealth Group Condensed Consolidated Statements of Changes in Equity (Unaudited) Common Stock Additional Paid-In Capital Retained Earnings Accumulated Other Comprehensive Loss Nonredeemable Noncontrolling Interests Total Equity Nine months ended September 30, (in millions) Shares Amount Net Unrealized (Losses) Gains on Investments Foreign Currency Translation (Losses) Gains Balance at January 1, 2025 915 $ 9 $ — $ 96,036 $ ( 2,226 ) $ ( 1,161 ) $ 5,610 $ 98,268 Net earnings 12,046 464 12,510 Other comprehensive income 1,028 148 1,176 Issuances of common stock, and related tax effects 3 — 620 620 Share-based compensation 805 805 Common share repurchases ( 12 ) — ( 954 ) ( 4,573 ) ( 5,527 ) Cash dividends paid on common shares ($ 6.52 per share) ( 5,914 ) ( 5,914 ) Redeemable noncontrolling interests fair value and other adjustments ( 77 ) ( 77 ) Acquisition and other adjustments of nonredeemable noncontrolling interests 209 209 Distribution to nonredeemable noncontrolling interests ( 501 ) ( 501 ) Balance at September 30, 2025 906 $ 9 $ 394 $ 97,595 $ ( 1,198 ) $ ( 1,013 ) $ 5,782 $ 101,569 Balance at January 1, 2024 924 $ 9 $ — $ 95,774 $ ( 1,971 ) $ ( 5,056 ) $ 5,665 $ 94,421 Net earnings 8,862 462 9,324 Other comprehensive income 557 4,017 4,574 Issuances of common stock, and related tax effects 7 — 1,280 1,280 Share-based compensation 770 770 Common share repurchases ( 8 ) — ( 1,528 ) ( 2,517 ) ( 4,045 ) Cash dividends paid on common shares ($ 6.08 per share) ( 5,601 ) ( 5,601 ) Redeemable noncontrolling interests fair value and other adjustments ( 61 ) ( 61 ) Acquisition and other adjustments of nonredeemable noncontrolling interests ( 291 ) ( 291 ) Distribution to nonredeemable noncontrolling interests ( 490 ) ( 490 ) Balance at September 30, 2024 923 $ 9 $ 461 $ 96,518 $ ( 1,414 ) $ ( 1,039 ) $ 5,346 $ 99,881 See Notes to the Condensed Consolidated Financial Statements 5 Table of Contents UnitedHealth Group Condensed Consolidated Statements of Cash Flows (Unaudited) Nine Months Ended September 30, (in millions) 2025 2024 Operating activities Net earnings $ 12,589 $ 9,458 Noncash items: Depreciation and amortization 3,244 3,058 Deferred income taxes ( 1,019 ) ( 234 ) Share-based compensation 795 831 Loss on sale of subsidiary and subsidiaries held for sale 139 8,331 Other, net 64 ( 610 ) Net change in other operating items, net of effects from acquisitions and dispositions: Accounts receivable 65 685 Other assets ( 3,105 ) ( 2,988 ) Medical costs payable 6,178 2,235 Accounts payable and other liabilities ( 417 ) 1,250 Unearned revenues 56 ( 181 ) Cash flows from operating activities 18,589 21,835 Investing activities Purchases of investments ( 12,805 ) ( 19,951 ) Sales of investments 7,945 15,065 Maturities of investments 6,517 6,738 Cash paid for acquisitions and other transactions, net of cash assumed ( 4,436 ) ( 11,674 ) Purchases of property, equipment and capitalized software ( 2,674 ) ( 2,587 ) Loans to care providers - cyberattack — ( 8,904 ) Repayments of care provider loans - cyberattack 1,543 3,189 Other, net ( 2,164 ) ( 1,284 ) Cash flows used for investing activities ( 6,074 ) ( 19,408 ) Financing activities Common share repurchases ( 5,545 ) ( 4,028 ) Cash dividends paid ( 5,914 ) ( 5,601 ) Proceeds from common stock issuances 803 1,611 Repayments of long-term debt ( 2,000 ) ( 2,500 ) Proceeds from (repayments of) short-term borrowings, net 1,469 ( 191 ) Proceeds from issuance of long-term debt 2,969 17,811 Customer funds administered ( 1,792 ) ( 1,059 ) Other, net ( 603 ) ( 1,213 ) Cash flows (used for) from financing activities ( 10,613 ) 4,830 Effect of exchange rate changes on cash and cash equivalents 25 ( 30 ) Increase in cash and cash equivalents, including cash within businesses held for sale 1,927 7,227 Less: net increase in cash within businesses held for sale ( 29 ) ( 254 ) Net increase in cash and cash equivalents 1,898 6,973 Cash and cash equivalents, beginning of period 25,312 25,427 Cash and cash equivalents, end of period $ 27,210 $ 32,400 See Notes to the Condensed Consolidated Financial Statements 6 Table of Contents UnitedHealth Group Notes to the Condensed Consolidated Financial Statements (Unaudited) 1. Basis of Presentation UnitedHealth Group Incorporated (individually and together with its subsidiaries, “UnitedHealth Group” and the “Company”) is a health care and well-being company with a mission to help people live healthier lives and help make the health system work better for everyone. The Company’s two distinct, yet complementary businesses — Optum and UnitedHealthcare — are working to help build a modern, high-performing health system through improved access, affordability, outcomes and experiences for the individuals and organizations the Company is privileged to serve. The Company has prepared the Condensed Consolidated Financial Statements according to U.S. Generally Accepted Accounting Principles (GAAP) and has included the accounts of UnitedHealth Group and its subsidiaries. The year-end condensed consolidated balance sheet was derived from audited financial statements, but does not include all disclosures required by GAAP. In accordance with the rules and regulations of the U.S. Securities and Exchange Commission (SEC), the Company has omitted certain footnote disclosures that would substantially duplicate the disclosures contained in its annual audited Consolidated Financial Statements. Therefore, these Condensed Consolidated Financial Statements should be read together with the Consolidated Financial Statements and the Notes included in Part II, Item 8, “Financial Statements and Supplementary Data” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 as filed with the SEC (2024 10-K). The accompanying Condensed Consolidated Financial Statements include all normal recurring adjustments necessary to present the interim financial statements fairly. Use of Estimates These Condensed Consolidated Financial Statements include certain amounts based on the Company’s best estimates and judgments. The Company’s most significant estimates relate to estimates and judgments for medical costs payable and goodwill. Certain of these estimates require the application of complex assumptions and judgments, often because they involve matters that are inherently uncertain and will likely change in subsequent periods. The impact of any change in estimates is included in earnings in the period in which the estimate is adjusted. Revenues - Products and Services As of September 30, 2025 and December 31, 2024, accounts receivable related to products and services were $ 10.1 billion and $ 9.9 billion, respectively. As of September 30, 2025, revenue expected to be recognized in any future year related to remaining performance obligations, excluding revenue pertaining to contracts having an original expected duration of one year or less, contracts where revenue is recognized as invoiced and contracts with variable consideration related to undelivered performance obligations, was $ 11.6 billion, of which approximately half is expected to be recognized in the next three years . 7 Table of Contents 2. Investments A summary of debt securities by major security type is as follows: (in millions) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value September 30, 2025 Debt securities - available-for-sale: U.S. government and agency obligations $ 3,893 $ 2 $ ( 167 ) $ 3,728 State and municipal obligations 6,747 20 ( 273 ) 6,494 Corporate obligations 24,731 156 ( 578 ) 24,309 U.S. agency mortgage-backed securities 10,258 25 ( 651 ) 9,632 Non-U.S. agency mortgage-backed securities 2,757 11 ( 109 ) 2,659 Total debt securities - available-for-sale 48,386 214 ( 1,778 ) 46,822 Debt securities - held-to-maturity: U.S. government and agency obligations 459 1 ( 1 ) 459 State and municipal obligations 26 — ( 2 ) 24 Corporate obligations 3 — — 3 Total debt securities - held-to-maturity 488 1 ( 3 ) 486 Total debt securities $ 48,874 $ 215 $ ( 1,781 ) $ 47,308 December 31, 2024 Debt securities - available-for-sale: U.S. government and agency obligations $ 4,600 $ 1 $ ( 274 ) $ 4,327 State and municipal obligations 7,357 2 ( 375 ) 6,984 Corporate obligations 24,391 56 ( 1,140 ) 23,307 U.S. agency mortgage-backed securities 10,577 1 ( 994 ) 9,584 Non-U.S. agency mortgage-backed securities 2,890 2 ( 175 ) 2,717 Total debt securities - available-for-sale 49,815 62 ( 2,958 ) 46,919 Debt securities - held-to-maturity: U.S. government and agency obligations 444 — ( 2 ) 442 State and municipal obligations 28 — ( 2 ) 26 Corporate obligations 40 — — 40 Total debt securities - held-to-maturity 512 — ( 4 ) 508 Total debt securities $ 50,327 $ 62 $ ( 2,962 ) $ 47,427 The Company held $ 5.6 billion and $ 4.9 billion of equity securities as of September 30, 2025 and December 31, 2024, respectively. The Company’s investments in equity securities primarily consist of venture investments and employee savings plan related investments. Additionally, the Company’s investments included $ 3.5 billion and $ 3.8 billion of equity method investments primarily in operating businesses in the health care sector as of September 30, 2025 and December 31, 2024, respectively. The allowance for credit losses on held-to-maturity securities at September 30, 2025 and December 31, 2024 was not material. 8 Table of Contents The amortized cost and fair value of debt securities as of September 30, 2025, by contractual maturity, were as follows: Available-for-Sale Held-to-Maturity (in millions) Amortized Cost Fair Value Amortized Cost Fair Value Due in one year or less $ 3,485 $ 3,466 $ 264 $ 264 Due after one year through five years 13,603 13,360 202 202 Due after five years through ten years 11,582 11,243 5 5 Due after ten years 6,701 6,462 17 15 U.S. agency mortgage-backed securities 10,258 9,632 — — Non-U.S. agency mortgage-backed securities 2,757 2,659 — — Total debt securities $ 48,386 $ 46,822 $ 488 $ 486 The fair value of available-for-sale debt securities with gross unrealized losses by major security type and length of time that individual securities have been in a continuous unrealized loss position were as follows: Less Than 12 Months 12 Months or Greater Total (in millions) Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses September 30, 2025 Debt securities - available-for-sale: U.S. government and agency obligations $ 525 $ ( 5 ) $ 2,561 $ ( 162 ) $ 3,086 $ ( 167 ) State and municipal obligations 1,346 ( 47 ) 3,825 ( 226 ) 5,171 ( 273 ) Corporate obligations 1,610 ( 16 ) 11,293 ( 562 ) 12,903 ( 578 ) U.S. agency mortgage-backed securities 1,044 ( 11 ) 6,434 ( 640 ) 7,478 ( 651 ) Non-U.S. agency mortgage-backed securities 188 — 1,471 ( 109 ) 1,659 ( 109 ) Total debt securities - available-for-sale $ 4,713 $ ( 79 ) $ 25,584 $ ( 1,699 ) $ 30,297 $ ( 1,778 ) December 31, 2024 Debt securities - available-for-sale: U.S. government and agency obligations $ 1,475 $ ( 51 ) $ 2,152 $ ( 223 ) $ 3,627 $ ( 274 ) State and municipal obligations 2,593 ( 58 ) 4,085 ( 317 ) 6,678 ( 375 ) Corporate obligations 7,402 ( 213 ) 11,449 ( 927 ) 18,851 ( 1,140 ) U.S. agency mortgage-backed securities 4,791 ( 191 ) 4,674 ( 803 ) 9,465 ( 994 ) Non-U.S. agency mortgage-backed securities 416 ( 5 ) 1,863 ( 170 ) 2,279 ( 175 ) Total debt securities - available-for-sale $ 16,677 $ ( 518 ) $ 24,223 $ ( 2,440 ) $ 40,900 $ ( 2,958 ) The Company’s unrealized losses from debt securities as of September 30, 2025 were generated from approximately 25,000 positions out of a total of 41,000 positions. The Company believes that it will timely collect the principal and interest due on its debt securities that have an amortized cost in excess of fair value. The unrealized losses were primarily caused by interest rate increases and not by unfavorable changes in the credit quality associated with these securities which impacted the Company’s assessment on collectability of principal and interest. At each reporting period, the Company evaluates available-for-sale debt securities for any credit-related impairment when the fair value of the investment is less than its amortized cost. The Company evaluated the expected cash flows, the underlying credit quality and credit ratings of the issuers, noting no significant credit deterioration since purchase. As of September 30, 2025, the Company did not have the intent to sell any of the available-for-sale debt securities in an unrealized loss position. Therefore, the Company believes these losses to be temporary. The allowance for credit losses on available-for-sale debt securities at September 30, 2025 and December 31, 2024 was not material. 9 Table of Contents 3. Fair Value Certain assets and liabilities are measured at fair value in the Condensed Consolidated Financial Statements or have fair values disclosed in the Notes to the Condensed Consolidated Financial Statements. These assets and liabilities are classified into one of three levels of a hierarchy defined by GAAP. 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 4 of Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data” in the 2024 10-K. The following table presents a summary of fair value measurements by level and carrying values for items measured at fair value on a recurring basis in the Condensed Consolidated Balance Sheets: (in millions) Quoted Prices in Active Markets (Level 1) Other Observable Inputs (Level 2) Unobservable Inputs (Level 3) Total Fair and Carrying Value September 30, 2025 Cash and cash equivalents $ 21,305 $ 5,905 $ — $ 27,210 Debt securities - available-for-sale: U.S. government and agency obligations 3,561 167 — 3,728 State and municipal obligations — 6,494 — 6,494 Corporate obligations — 23,842 467 24,309 U.S. agency mortgage-backed securities — 9,632 — 9,632 Non-U.S. agency mortgage-backed securities — 2,659 — 2,659 Total debt securities - available-for-sale 3,561 42,794 467 46,822 Equity securities 2,023 214 207 2,444 Total assets at fair value $ 26,889 $ 48,913 $ 674 $ 76,476 Percentage of total assets at fair value 35 % 64 % 1 % 100 % December 31, 2024 Cash and cash equivalents $ 25,248 $ 64 $ — $ 25,312 Debt securities - available-for-sale: U.S. government and agency obligations 4,194 133 — 4,327 State and municipal obligations — 6,984 — 6,984 Corporate obligations 29 22,841 437 23,307 U.S. agency mortgage-backed securities — 9,584 — 9,584 Non-U.S. agency mortgage-backed securities — 2,717 — 2,717 Total debt securities - available-for-sale 4,223 42,259 437 46,919 Equity securities 1,859 24 65 1,948 Total assets at fair value $ 31,330 $ 42,347 $ 502 $ 74,179 Percentage of total assets at fair value 42 % 57 % 1 % 100 % There were no transfers in or out of Level 3 financial assets or liabilities during the nine months ended September 30, 2025 or 2024. 10 Table of Contents The following table presents a summary of fair value measurements by level and carrying values for certain financial instruments not measured at fair value on a recurring basis in the Condensed Consolidated Balance Sheets: (in millions) Quoted Prices in Active Markets (Level 1) Other Observable Inputs (Level 2) Unobservable Inputs (Level 3) Total Fair Value Total Carrying Value September 30, 2025 Debt securities - held-to-maturity $ 461 $ 25 $ — $ 486 $ 488 Long-term debt and other financing obligations $ — $ 73,627 $ — $ 73,627 $ 77,247 December 31, 2024 Debt securities - held-to-maturity $ 482 $ 26 $ — $ 508 $ 512 Long-term debt and other financing obligations $ — $ 70,565 $ — $ 70,565 $ 75,604 Nonfinancial assets and liabilities or financial assets and liabilities that are measured at fair value on a nonrecurring basis are subject to fair value adjustments only in certain circumstances, such as when the Company records an impairment. The assets and liabilities within our South American operations held for sale as of September 30, 2025 were measured at the lower of carrying value or fair value less cost to sell. Fair value is measured based upon unobservable amounts, such as estimated selling price derived from Company-specific information, market conditions and third-party indications. There were no significant fair value adjustments for assets and liabilities recorded during the nine months ended September 30, 2025 or 2024. 4. Medical Costs Payable The following table shows the components of the change in medical costs payable for the nine months ended September 30: (in millions) 2025 2024 Medical costs payable, beginning of period $ 34,224 $ 32,395 Acquisitions (dispositions), net 20 ( 755 ) Reported medical costs: Current year 231,984 197,750 Prior years ( 30 ) ( 600 ) Total reported medical costs 231,954 197,150 Medical payments: Payments for current year ( 195,548 ) ( 165,544 ) Payments for prior years ( 30,453 ) ( 29,095 ) Total medical payments ( 226,001 ) ( 194,639 ) Less: increase in medical costs payable included within businesses held for sale ( 16 ) ( 200 ) Medical costs payable, end of period $ 40,181 $ 33,951 For the nine months ended September 30, 2025 and 2024, prior years’ medical cost reserve development included no individual factors that were significant. Medical costs payable included reserves for claims incurred by consumers but not yet reported to the Company of $ 27.8 billion and $ 23.7 billion at September 30, 2025 and December 31, 2024, respectively. 11 Table of Contents 5. Short-Term Borrowings and Long-Term Debt In June 2025, the Company issued $ 3.0 billion of senior unsecured notes consisting of the following: (in millions, except percentages) Par Value 4.4 %, June 2028 $ 500 4.65 %, January 2031 750 5.3 %, June 2035 1,000 5.95 %, June 2055 750 As of September 30, 2025, the Company had $ 2.9 billion of commercial paper outstanding, with a weighted-average annual interest rate of 4.2 %. For more information on the Company’s short-term borrowings, debt covenants and long-term debt, see Note 8 of Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data” in the 2024 10-K. 6. Dividends In June 2025, the Company’s Board of Directors increased the Company’s quarterly cash dividend to shareholders to an annual rate of $8.84 compared to $8.40 per share, which the Company had paid since June 2024. Declaration and payment of future quarterly dividends is at the discretion of the Board of Directors and may be adjusted as business needs or market conditions change. The following table provides details of the Company’s dividend payments during the nine months ended September 30, 2025: Payment Date Amount per Share Total Amount Paid (in millions) March 18 $ 2.10 $ 1,912 June 24 2.21 2,000 September 23 2.21 2,002 7. Commitments and Contingencies Legal Matters The Company is frequently made party to a variety of legal actions and regulatory inquiries, including class actions and suits brought by members, care providers, consumer advocacy organizations, customers, shareholders, and regulators, relating to the Company’s businesses, including management and administration of health benefit plans and other services. These matters include medical malpractice, employment, intellectual property, antitrust, privacy and contract claims and claims related to health care benefits coverage and other business practices. The Company records liabilities for its estimates of probable costs resulting from these matters where appropriate. Estimates of costs resulting from legal and regulatory matters involving the Company are inherently difficult to predict, particularly where the matters: involve indeterminate claims for monetary damages or may involve fines, penalties or punitive damages; present novel legal theories or represent a shift in regulatory policy; involve a large number of claimants or regulatory bodies; are in the early stages of the proceedings; or could result in a change in business practices. Accordingly, the Company is often unable to estimate the losses or ranges of losses for those matters where there is a reasonable possibility or it is probable a loss may be incurred. 12 Table of Contents Government Investigations, Audits and Reviews The Company has been involved or is currently involved in various governmental investigations, audits and reviews. These include routine, regular and special investigations, audits and reviews by the Centers for Medicare and Medicaid Services (CMS), state insurance and health and welfare departments, state attorneys general, the Office of the Inspector General (OIG), the Office of Personnel Management, the Office for Civil Rights, the Government Accountability Office, the Federal Trade Commission, U.S. Congressional committees, the U.S. Department of Justice (DOJ), the SEC, the Internal Revenue Service, the U.S. Drug Enforcement Administration, the U.S. Department of Labor, the Federal Deposit Insurance Corporation, the Consumer Financial Protection Bureau, the Defense Contract Audit Agency, the Food and Drug Administration and other governmental authorities. Similarly, the Company’s international businesses are also subject to investigations, audits and reviews by applicable foreign governments. The Company has also been responding to subpoenas, information requests and investigations from governmental entities. The Company can provide no assurance as to the scope and outcome of these matters and no assurance as to whether its business, financial condition or results of operations will be materially adversely affected. Certain of the Company’s businesses have been reviewed or are currently under review, including for, among other matters, compliance with coding and other requirements under the Medicare risk-adjustment model. CMS and OIG have selected certain of the Company’s local plans for risk adjustment data validation (RADV) audits to validate the coding practices of and supporting documentation maintained by health care providers and such audits may result in retrospective adjustments to payments made to the Company’s health plans. On February 14, 2017, the DOJ announced its decision to pursue certain claims within a lawsuit initially asserted against the Company and filed under seal by a whistleblower in 2011. The whistleblower’s complaint, which was unsealed on February 15, 2017, alleges the Company made improper risk adjustment submissions and violated the False Claims Act. In March 2025, a Special Master appointed by the court issued a report recommending that the court enter summary judgment in the Company’s favor on all remaining claims. In April 2025, the DOJ filed a motion asking the court to reject the Special Master’s report. The Company cannot reasonably estimate the outcome which may result from this matter given its procedural status. 8. Held for Sale The Company’s planned sale of its remaining South American operations continues to progress and is now expected to close in the second half of 2026, subject to regulatory and other customary closing conditions. Assets and liabilities held for sale have been included within prepaid expenses and other current assets and other current liabilities on the Condensed Consolidated Balance Sheet, respectively. The assets and liabilities of the held for sale disposal group as of September 30, 2025, were as follows: (in millions) Businesses Held for Sale Assets Cash and cash equivalents $ 248 Accounts receivable and other current assets 682 Property, equipment and capitalized software 743 Goodwill and other intangible assets 460 Other long-term assets 294 Remeasurement of assets of businesses held for sale to fair value less cost to sell (1) ( 1,397 ) Total assets $ 1,030 Liabilities Medical costs payable $ 195 Accounts payable and other current liabilities 377 Other long-term liabilities 407 Total liabilities $ 979 (1) Includes the effect of $ 985 million of cumulative foreign currency translation losses and $ 269 million of noncontrolling interests. 13 Table of Contents 9. Business Combinations During the nine months ended September 30, 2025, the Company completed several business combinations for total consideration of $ 4.7 billion. Acquired assets (liabilities) at acquisition date were: (in millions) Cash and cash equivalents $ 305 Accounts receivable and other current assets 554 Property, equipment and other long-term assets 454 Other intangible assets 864 Total identifiable assets acquired 2,177 Medical costs payable ( 20 ) Accounts payable and other current liabilities ( 496 ) Other long-term liabilities ( 364 ) Total identifiable liabilities acquired ( 880 ) Total net identifiable assets 1,297 Goodwill 3,705 Nonredeemable noncontrolling interests ( 244 ) Net assets acquired $ 4,758 The majority of goodwill is not deductible for income tax purposes. Goodwill attributable to Optum Health from the business combinations completed was $ 3.4 billion. The preliminary purchase price allocations for the various business combinations are subject to adjustment as valuation analyses, primarily related to intangible assets and contingent liabilities, are finalized. The acquisition date fair values and weighted-average useful lives assigned to intangible assets were: (in millions, except years) Fair Value Weighted-Average Useful Life Acquired finite-lived intangible assets: Customer-related $ 33 9 years Trademarks and technology 21 2 years Other 61 9 years Total acquired finite-lived intangible assets 115 8 years Total acquired indefinite-lived intangible assets - operating licenses and certificates 749 Total acquired intangible assets $ 864 The results of operations and financial condition of acquired entities have been included in the Company’s consolidated results and the results of the corresponding operating segment as of the date of acquisition. Through September 30, 2025, acquired entities’ impact on revenues and net earnings was not material. Unaudited pro forma revenues and net earnings for the nine months ended September 30, 2025 and 2024, as if the business combinations had occurred on January 1, 2024, were immaterial for both periods. 14 Table of Contents 10. Segment Financial Information The Company’s four reportable segments are UnitedHealthcare, Optum Health, Optum Insight and Optum Rx. For more information on the Company’s segments, see Part I, Item I, “Business” and Note 14 of Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data” in the 2024 10-K. The following tables present reportable segment financial information: Optum (in millions) UnitedHealthcare Optum Health Optum Insight Optum Rx Optum Eliminations Optum Corporate and Eliminations Consolidated Three Months Ended September 30, 2025 Revenues - unaffiliated customers: Premiums $ 83,924 $ 5,055 $ — $ — $ — $ 5,055 $ — $ 88,979 Products — 61 45 13,190 — 13,296 — 13,296 Services 2,578 4,394 1,539 1,243 — 7,176 — 9,754 Total revenues - unaffiliated customers 86,502 9,510 1,584 14,433 — 25,527 — 112,029 Total revenues - affiliated customers — 15,918 3,290 25,195 ( 1,317 ) 43,086 ( 43,086 ) — Investment and other income 568 472 41 51 — 564 — 1,132 Total revenues $ 87,070 $ 25,900 $ 4,915 $ 39,679 $ ( 1,317 ) $ 69,177 $ ( 43,086 ) $ 113,161 Total operating costs (a) $ 85,265 $ 25,645 $ 4,209 $ 38,130 $ ( 1,317 ) $ 66,667 $ ( 43,086 ) $ 108,846 Earnings from operations $ 1,805 $ 255 $ 706 $ 1,549 $ — $ 2,510 $ — $ 4,315 Interest expense — — — — — — ( 1,003 ) ( 1,003 ) Loss on sale of subsidiary and subsidiaries held for sale ( 83 ) — — — — — — ( 83 ) Earnings before income taxes $ 1,722 $ 255 $ 706 $ 1,549 $ — $ 2,510 $ ( 1,003 ) $ 3,229 Total assets $ 130,492 $ 100,895 $ 33,846 $ 62,528 $ — $ 197,269 $ ( 12,492 ) $ 315,269 Purchases of property, equipment and capitalized software 238 282 267 103 — 652 — 890 Depreciation and Amortization 221 309 359 210 — 878 — 1,099 Three Months Ended September 30, 2024 Revenues - unaffiliated customers: Premiums $ 71,624 $ 5,818 $ — $ — $ — $ 5,818 $ — $ 77,442 Products — 84 41 12,506 — 12,631 — 12,631 Services 2,422 3,953 1,700 1,029 — 6,682 — 9,104 Total revenues - unaffiliated customers 74,046 9,855 1,741 13,535 — 25,131 — 99,177 Total revenues - affiliated customers — 15,448 3,086 20,554 ( 1,130 ) 37,958 ( 37,958 ) — Investment and other income 807 614 104 118 — 836 — 1,643 Total revenues $ 74,853 $ 25,917 $ 4,931 $ 34,207 $ ( 1,130 ) $ 63,925 $ ( 37,958 ) $ 100,820 Total operating costs (a) $ 70,641 $ 23,756 $ 4,140 $ 32,663 $ ( 1,130 ) $ 59,429 $ ( 37,958 ) $ 92,112 Earnings from operations $ 4,212 $ 2,161 $ 791 $ 1,544 $ — $ 4,496 $ — $ 8,708 Interest expense — — — — — — ( 1,074 ) ( 1,074 ) Loss on sale of subsidiary and subsidiaries held for sale ( 20 ) — — — — — — ( 20 ) Earnings before income taxes $ 4,192 $ 2,161 $ 791 $ 1,544 $ — $ 4,496 $ ( 1,074 ) $ 7,614 Total assets $ 120,760 $ 95,482 $ 34,666 $ 57,031 $ — $ 187,179 $ ( 8,630 ) $ 299,309 Purchases of property, equipment and capitalized software 211 256 398 126 — 780 — 991 Depreciation and Amortization 217 283 332 209 — 824 — 1,041 (a) Total operating costs include medical costs, operating costs, cost of products sold and depreciation and amortization, as applicable for each reportable segment. 15 Table of Contents Optum (in millions) UnitedHealthcare Optum Health Optum Insight Optum Rx Optum Eliminations Optum Corporate and Eliminations Consolidated Nine Months Ended September 30, 2025 Revenues - unaffiliated customers: Premiums $ 248,456 $ 14,962 $ — $ — $ — $ 14,962 $ — $ 263,418 Products — 191 133 39,572 — 39,896 — 39,896 Services 7,665 12,114 4,556 3,430 — 20,100 — 27,765 Total revenues - unaffiliated customers 256,121 27,267 4,689 43,002 — 74,958 — 331,079 Total revenues - affiliated customers — 47,785 9,588 70,122 ( 3,770 ) 123,725 ( 123,725 ) — Investment and other income 1,669 1,362 96 146 — 1,604 — 3,273 Total revenues $ 257,790 $ 76,414 $ 14,373 $ 113,270 $ ( 3,770 ) $ 200,287 $ ( 123,725 ) $ 334,352 Total operating costs (a) $ 248,684 $ 73,909 $ 11,708 $ 108,962 $ ( 3,770 ) $ 190,809 $ ( 123,725 ) $ 315,768 Earnings from operations $ 9,106 $ 2,505 $ 2,665 $ 4,308 $ — $ 9,478 $ — $ 18,584 Interest expense — — — — — — ( 3,028 ) ( 3,028 ) Loss on sale of subsidiary and subsidiaries held for sale ( 139 ) — — — — — — ( 139 ) Earnings before income taxes $ 8,967 $ 2,505 $ 2,665 $ 4,308 $ — $ 9,478 $ ( 3,028 ) $ 15,417 Total assets $ 130,492 $ 100,895 $ 33,846 $ 62,528 $ — $ 197,269 $ ( 12,492 ) $ 315,269 Purchases of property, equipment and capitalized software 626 867 895 286 — 2,048 — 2,674 Depreciation and Amortization 661 892 1,054 637 — 2,583 — 3,244 Nine Months Ended September 30, 2024 Revenues - unaffiliated customers: Premiums $ 214,867 $ 17,460 $ — $ — $ — $ 17,460 $ — $ 232,327 Products — 205 123 36,423 — 36,751 — 36,751 Services 7,339 12,006 4,807 2,590 — 19,403 — 26,742 Total revenues - unaffiliated customers 222,206 29,671 4,930 39,013 — 73,614 — 295,820 Total revenues - affiliated customers — 48,641 8,887 58,208 ( 3,275 ) 112,461 ( 112,461 ) — Investment and other income 1,870 1,386 159 236 — 1,781 — 3,651 Total revenues $ 224,076 $ 79,698 $ 13,976 $ 97,457 $ ( 3,275 ) $ 187,856 $ ( 112,461 ) $ 299,471 Total operating costs (a) $ 211,465 $ 73,719 $ 12,149 $ 93,360 $ ( 3,275 ) $ 175,953 $ ( 112,461 ) $ 274,957 Earnings from operations $ 12,611 $ 5,979 $ 1,827 $ 4,097 $ — $ 11,903 $ — $ 24,514 Interest expense — — — — — — ( 2,903 ) ( 2,903 ) Loss on sale of subsidiary and subsidiaries held for sale ( 8,331 ) — — — — — — ( 8,331 ) Earnings before income taxes $ 4,280 $ 5,979 $ 1,827 $ 4,097 $ — $ 11,903 $ ( 2,903 ) $ 13,280 Total assets $ 120,760 $ 95,482 $ 34,666 $ 57,031 $ — $ 187,179 $ ( 8,630 ) $ 299,309 Purchases of property, equipment and capitalized software 581 724 987 295 — 2,006 — 2,587 Depreciation and Amortization 673 832 958 595 — 2,385 — 3,058 (a) Total operating costs include medical costs, operating costs, cost of products sold and depreciation and amortization, as applicable for each reportable segment. 16 Table of Contents