Item 1. FINANCIAL STATEMENTS

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Item 1. FINANCIAL STATEMENTS

The Cigna Group Consolidated Statements of Income
UnauditedUnaudited
Three Months Ended September 30,Nine Months Ended September 30,
(In millions, except per share amounts)2024202320242023
Revenues
Pharmacy revenues$48,284$34,531$135,421$100,639
Premiums11,43610,99834,49333,062
Fees and other revenues3,8893,19810,8629,574
Net investment income85321696876
TOTAL REVENUES63,69449,048181,472144,151
Benefits and expenses
Pharmacy and other service costs47,56533,639133,48898,540
Medical costs and other benefit expenses9,5278,92728,48227,007
Selling, general and administrative expenses3,5903,78810,97910,760
Amortization of acquired intangible assets4364541,2791,368
TOTAL BENEFITS AND EXPENSES61,11846,808174,228137,675
Income from operations2,5762,2407,2446,476
Interest expense and other(376)(365)(1,073)(1,086)
Loss on sale of businesses(87)(21)(106)(21)
Net realized investment losses(921)(14)(2,805)(44)
Income before income taxes1,1921,8403,2605,325
TOTAL INCOME TAXES3673911,0181,060
Net income8251,4492,2424,265
Less: Net income attributable to noncontrolling interests8641232130
SHAREHOLDERS’ NET INCOME$739$1,408$2,010$4,135
Shareholders' net income per share
Basic$2.65$4.79$7.13$14.03
Diluted$2.63$4.74$7.05$13.89

The accompanying Notes to the Consolidated Financial Statements (unaudited) are an integral part of these statements.

The Cigna Group Consolidated Statements of Comprehensive Income
UnauditedUnaudited
Three Months Ended September 30,Nine Months Ended September 30,
(In millions)2024202320242023
Net income$825$1,449$2,242$4,265
Other comprehensive income (loss), net of tax
Net unrealized appreciation (depreciation) on securities and derivatives264(192)49322
Net long-duration insurance and contractholder liabilities measurement adjustments(28)(28)(800)(476)
Net translation gains (losses) on foreign currencies39(29)8(32)
Postretirement benefits liability adjustment48—25
Other comprehensive income (loss), net of tax279(241)(299)(461)
Total comprehensive income1,1041,2081,9433,804
Comprehensive income (loss) attributable to noncontrolling interests
Net income attributable to redeemable noncontrolling interests—37—116
Net income attributable to other noncontrolling interests86423214
Total comprehensive income attributable to noncontrolling interests8641232130
SHAREHOLDERS' COMPREHENSIVE INCOME$1,018$1,167$1,711$3,674

The accompanying Notes to the Consolidated Financial Statements (unaudited) are an integral part of these statements.

The Cigna Group Consolidated Balance Sheets
Unaudited
As of September 30,As of December 31,
(In millions)20242023
Assets
Cash and cash equivalents$5,888$7,822
Investments864925
Accounts receivable, net27,84617,722
Inventories5,0835,645
Other current assets2,6672,169
Assets of businesses held for sale6,8743,068
Total current assets49,22237,351
Long-term investments15,27017,985
Reinsurance recoverables4,5574,835
Property and equipment3,5943,695
Goodwill44,37444,259
Other intangible assets29,79130,863
Other assets3,1803,421
Separate account assets7,6517,430
Assets of businesses held for sale, non-current—2,922
TOTAL ASSETS$157,639$152,761
Liabilities
Current insurance and contractholder liabilities$5,477$5,514
Pharmacy and other service costs payable28,80119,815
Accounts payable8,5158,553
Accrued expenses and other liabilities8,9209,955
Short-term debt2,5722,775
Liabilities of businesses held for sale2,7752,104
Total current liabilities57,06048,716
Non-current insurance and contractholder liabilities10,57310,904
Deferred tax liabilities, net6,7947,173
Other non-current liabilities3,0333,441
Long-term debt30,23028,155
Separate account liabilities7,6517,430
Liabilities of businesses held for sale, non-current—591
TOTAL LIABILITIES115,341106,410
Contingencies — Note 16
Redeemable noncontrolling interests—107
Shareholders' equity
Common stock (1)44
Additional paid-in capital31,18630,669
Accumulated other comprehensive loss(2,163)(1,864)
Retained earnings42,48041,652
Less: Treasury stock, at cost(29,412)(24,238)
TOTAL SHAREHOLDERS' EQUITY42,09546,223
Other noncontrolling interests20321
Total equity42,29846,244
Total liabilities and equity$157,639$152,761

*(1)*Par value per share, $0.01; shares issued, 402 million as of September 30, 2024 and 400 million as of December 31, 2023; authorized shares, 600 million.

The accompanying Notes to the Consolidated Financial Statements (unaudited) are an integral part of these statements.

The Cigna Group
Consolidated Statements of Changes in Total Equity
Unaudited
Three Months Ended September 30, 2024
(In millions)Common StockAdditional Paid-in CapitalAccumulated Other Comprehensive (Loss)Retained EarningsTreasury StockShareholders' EquityOther Non- controlling InterestsTotal EquityRedeemable Noncontrolling Interests
Balance at June 30, 2024$4$31,048$(2,442)$42,132$(29,410)$41,332$195$41,527$—
Effects of issuing stock for employee benefit plans138(2)136136
Other comprehensive income279279279—
Net income73973986825—
Common dividends declared (per share: $1.40)(391)(391)(391)
Repurchase of common stock————
Other transactions impacting noncontrolling interests——(78)(78)—
Balance at September 30, 2024$4$31,186$(2,163)$42,480$(29,412)$42,095$203$42,298$—
Three Months Ended September 30, 2023
(In millions)Common StockAdditional Paid-in CapitalAccumulated Other Comprehensive (Loss)Retained EarningsTreasury StockShareholders' EquityOther Non- controlling InterestsTotal EquityRedeemable Noncontrolling Interests
Balance at June 30, 2023$4$30,436$(1,878)$39,936$(23,053)$45,445$19$45,464$62
Effect of issuing stock for employee benefit plans127(5)122122
Other comprehensive loss(241)(241)(241)—
Net income1,4081,40841,41237
Common dividends declared (per share: $1.23)(362)(362)(362)
Repurchase of common stock—(681)(681)(681)
Other transactions impacting noncontrolling interests——(12)(12)(35)
Balance at September 30, 2023$4$30,563$(2,119)$40,982$(23,739)$45,691$11$45,702$64

The accompanying Notes to the Consolidated Financial Statements (unaudited) are an integral part of these statements.

The Cigna Group
Consolidated Statements of Changes in Total Equity
Unaudited
Nine Months Ended September 30, 2024
(In millions)Common StockAdditional Paid-in CapitalAccumulated Other Comprehensive (Loss)Retained EarningsTreasury StockShareholders' EquityOther Non- controlling InterestsTotal EquityRedeemable Noncontrolling Interests
Balance at December 31, 2023$4$30,669$(1,864)$41,652$(24,238)$46,223$21$46,244$107
Effect of issuing stock for employee benefit plans517(117)400400
Other comprehensive loss(299)(299)(299)—
Net income2,0102,0102322,242—
Common dividends declared (per share: $4.20)(1,182)(1,182)(1,182)
Repurchase of common stock—(5,057)(5,057)(5,057)
Other transactions impacting noncontrolling interests——(50)(50)(107)
Balance at September 30, 2024$4$31,186$(2,163)$42,480$(29,412)$42,095$203$42,298$—
Nine Months Ended September 30, 2023
(In millions)Common StockAdditional Paid-in CapitalAccumulated Other Comprehensive (Loss)Retained EarningsTreasury StockShareholders' EquityOther Non- controlling InterestsTotal EquityRedeemable Noncontrolling Interests
Balance at December 31, 2022$4$30,233$(1,658)$37,940$(21,844)$44,675$13$44,688$66
Effect of issuing stock for employee benefit plans332(110)222222
Other comprehensive loss(461)(461)(461)—
Net income4,1354,135144,149116
Common dividends declared (per share: $3.69)(1,093)(1,093)(1,093)
Repurchase of common stock—(1,785)(1,785)(1,785)
Other transactions impacting noncontrolling interests(2)(2)(16)(18)(118)
Balance at September 30, 2023$4$30,563$(2,119)$40,982$(23,739)$45,691$11$45,702$64

The accompanying Notes to the Consolidated Financial Statements (unaudited) are an integral part of these statements.

The Cigna Group

Consolidated Statements of Cash Flows

Unaudited
Nine Months Ended September 30,
(In millions)20242023
Cash Flows from Operating Activities
Net income$2,242$4,265
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization2,1292,270
Realized investment losses, net2,80544
Deferred income tax benefit(351)(303)
Loss on sale of businesses10621
Net changes in assets and liabilities, net of non-operating effects:
Accounts receivable, net(10,600)(1,916)
Inventories577360
Reinsurance recoverable and Other assets(358)281
Insurance liabilities(214)1,482
Pharmacy and other service costs payable8,9792,250
Accounts payable and Accrued expenses and other liabilities(819)1,337
Other, net655255
NET CASH PROVIDED BY OPERATING ACTIVITIES5,15110,346
Cash Flows from Investing Activities
Proceeds from investments sold:
Debt securities and equity securities569757
Investment maturities and repayments:
Debt securities and equity securities585715
Commercial mortgage loans7986
Other sales, maturities and repayments (primarily short-term and other long-term investments)567453
Investments purchased or originated:
Debt securities and equity securities(943)(4,005)
Commercial mortgage loans(54)(94)
Other (primarily short-term and other long-term investments)(1,028)(891)
Property and equipment purchases, net(1,069)(1,208)
Acquisitions, net of cash acquired(132)(443)
Divestitures, net of cash sold—13
Other, net(485)(117)
NET CASH USED IN INVESTING ACTIVITIES(1,911)(4,734)
Cash Flows from Financing Activities
Deposits and interest credited to contractholder deposit funds120127
Withdrawals and benefit payments from contractholder deposit funds(180)(139)
Net change in short-term debt3661,484
Repayment of long-term debt(3,000)(2,967)
Net proceeds on issuance of long-term debt4,4621,491
Repurchase of common stock(5,012)(1,740)
Issuance of common stock283113
Common stock dividend paid(1,183)(1,092)
Other, net(255)(321)
NET CASH USED IN FINANCING ACTIVITIES(4,399)(3,044)
Effect of foreign currency rate changes on cash, cash equivalents and restricted cash62
Net (decrease) increase in cash, cash equivalents and restricted cash(1,153)2,570
Cash, cash equivalents and restricted cash January 1, (1)8,3375,976
Cash, cash equivalents and restricted cash, September 30, (2)7,1848,546
Cash and cash equivalents reclassified to assets of businesses held for sale(1,249)—
Cash, cash equivalents and restricted cash September 30, per Consolidated Balance Sheets (2)$5,935$8,546
Supplemental Disclosure of Cash Information:
Income taxes paid, net of refunds$839$1,380
Interest paid$1,037$1,019

*(1)*Includes $467 million reported in Assets of businesses held for sale as of January 1, 2024.

*(2)*Restricted cash and cash equivalents were reported in other long-term investments.

The accompanying Notes to the Consolidated Financial Statements (unaudited) are an integral part of these statements.

THE CIGNA GROUP

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

TABLE OF CONTENTS

Note NumberFootnotePage
B****USINESS AND C****APITAL S****TRUCTURE
1Description of Business10
2Summary of Significant Accounting Policies10
3Accounts Receivable, Net11
4Supplier Finance Program12
5Assets and Liabilities of Businesses Held for Sale12
6Earnings Per Share12
7Debt14
8Common and Preferred Stock16
I****NSURANCE I****NFORMATION
9Insurance and Contractholder Liabilities17
10Reinsurance21
I****NVESTMENTS
11Investments22
12Fair Value Measurements25
13Variable Interest Entities29
14Accumulated Other Comprehensive Income (Loss)29
COMPLIANCE, R****EGULATION AND C****ONTINGENCIES
15Income Taxes30
16Contingencies and Other Matters31
R****ESULTS D****ETAILS
17Segment Information32

Note 1 – Description of Business

The Cigna Group, together with its subsidiaries (either individually or collectively referred to as the "Company," "we," "us" or "our"), is a global health company committed to creating a better future for every individual and every community. We relentlessly challenge ourselves to partner and innovate solutions for better health. Powered by our people and our brands, we advance our mission to improve the health and vitality of those we serve.

Our subsidiaries offer a differentiated set of pharmacy, medical, behavioral, dental and related products and services. The majority of these products and services are offered through employers and other entities such as governmental and non-governmental organizations, unions and associations. Cigna Healthcare also offers health and dental insurance products to individuals in the United States and select international markets. In addition to these operations, The Cigna Group also has certain run-off operations.

A full description of our segments follows:

The Evernorth Health Services reportable segment includes the Pharmacy Benefit Services and the Specialty and Care Services operating segments, which partner with health plans, employers, governmental organizations and health care providers to solve challenges in the areas of pharmacy benefits, home delivery pharmacy, specialty pharmacy, specialty distribution, and care delivery and management solutions.

Pharmacy Benefit Services drives high-quality, cost-effective pharmacy care through various services such as drug claim adjudication, retail pharmacy network administration, benefit design consultation, drug utilization review, drug formulary management and access to our home delivery pharmacy. Specialty and Care Services provides specialty drugs for the treatment of complex and rare diseases, specialty distribution of pharmaceuticals and medical supplies, as well as clinical programs to help our clients drive better whole-person health outcomes through Care Delivery and Management Solutions. The Company's reporting units remain aligned with its operating segments and Evernorth Health Services' goodwill was allocated on a relative fair value basis during the three months ended March 31, 2024.

The Cigna Healthcare reportable segment includes the U.S. Healthcare and International Health operating segments, which provide comprehensive medical and coordinated solutions to clients and customers. U.S. Healthcare provides medical plans and specialty benefits and solutions for insured and self-insured clients, Medicare Advantage, Medicare Supplement and Medicare Stand-Alone Prescription Drug Plans for seniors and individual health insurance plans. International Health provides health care solutions in our international markets, as well as health care benefits for globally mobile individuals and employees of multinational organizations.

In January 2024, the Company entered into a definitive agreement to sell the Medicare Advantage, Medicare Stand-Alone Prescription Drug Plans, Medicare and Other Supplemental Benefits and CareAllies businesses within the U.S. Healthcare operating segment to Health Care Service Corporation ("HCSC") for approximately $3.3 billion cash, subject to applicable regulatory approvals and other customary closing conditions, including adjustments to align with the final balance sheet of the divested businesses (the "HCSC transaction"). See Note 5 to the Consolidated Financial Statements for further information.

Other Operations comprises the remainder of our business operations, which includes our continuing business (corporate-owned life insurance ("COLI")) and our run-off and other non-strategic businesses. Our run-off businesses include (i) variable annuity reinsurance business that was effectively exited through reinsurance with Berkshire Hathaway Life Insurance Company of Nebraska ("Berkshire") in 2013, (ii) settlement annuity business, and (iii) individual life insurance and annuity and retirement benefits businesses which were sold through reinsurance agreements.

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

Note 2 – Summary of Significant Accounting Policies

Basis of Presentation

The Consolidated Financial Statements include the accounts of The Cigna Group and its consolidated subsidiaries. Intercompany transactions and accounts have been eliminated in consolidation. These Consolidated Financial Statements were prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP").

Amounts recorded in the Consolidated Financial Statements necessarily reflect management's estimates and assumptions about medical costs, investment, tax and receivable valuations, interest rates and other factors. Significant estimates are discussed throughout

these Notes; however, actual results could differ from those estimates. The impact of a change in estimate is generally included in earnings in the period of adjustment.

These interim Consolidated Financial Statements are unaudited but include all adjustments (including normal recurring adjustments) necessary, in the opinion of management, for a fair statement of financial position and results of operations for the periods reported. The interim Consolidated Financial Statements and Notes should be read in conjunction with the Consolidated Financial Statements and Notes included in the 2023 Annual Report on Form 10-K ("2023 Form 10-K"). The preparation of interim Consolidated Financial Statements necessarily relies heavily on estimates. This and other factors, including the seasonal nature of portions of the health care and related benefits business, as well as competitive and other market conditions, call for caution in estimating full-year results based on interim results of operations.

Recent Accounting Pronouncements

The Company's 2023 Form 10-K includes discussion of significant recent accounting pronouncements that either have impacted or may impact our financial statements in the future. There are no updates on significant accounting pronouncements recently adopted or recently issued and not yet adopted that have occurred since the Company filed its 2023 Form 10-K.

Note 3 – Accounts Receivable, Net

The following amounts were included within Accounts receivable, net:

(In millions)September 30, 2024December 31, 2023
Pharmaceutical manufacturers receivables$13,708$8,169
Noninsurance customer receivables12,6158,044
Insurance customer receivables2,7322,359
Other receivables323272
Total$29,378$18,844
Accounts receivable, net classified as assets of businesses held for sale(1,532)(1,122)
Total$27,846$17,722

These accounts receivable are reported net of our allowances of $4.6 billion as of September 30, 2024 and $3.7 billion as of December 31, 2023. These allowances include contractual allowances for certain rebates receivable with pharmaceutical manufacturers and certain accounts receivable from third-party payors, discounts and claims adjustments issued to customers in the form of client credits, an allowance for current expected credit losses and other non-credit adjustments.

The Company's allowance for current expected credit losses was $88 million as of September 30, 2024 and $90 million as of December 31, 2023.

Accounts Receivable Factoring Facility

The Company maintains an uncommitted factoring facility (the "Facility") under which certain accounts receivable may be sold on a non-recourse basis to a financial institution. The Facility began in July 2023 with an initial term of two years, followed by automatic one year renewal terms unless terminated by either party. The Facility's total capacity at inception was $1.0 billion and was amended to $1.5 billion during the three months ended June 30, 2024. Further information regarding the accounting policy for the Facility can be found in Note 3 in the Company's 2023 Form 10-K.

We sold accounts receivable under the Facility of $1.3 billion and $1.0 billion for the three months ended September 30, 2024 and 2023, respectively, and $4.5 billion and $1.0 billion for the nine months ended September 30, 2024 and 2023, respectively. For the three and nine months ended September 30, 2024 and 2023, factoring fees paid were not material. As of September 30, 2024, there were $258 million of sold accounts receivable that have not been collected from pharmaceutical manufacturers and have been removed from the Company's Consolidated Balance Sheets. At December 31, 2023, all sold accounts receivable had been collected from pharmaceutical manufacturers. As of September 30, 2024 and December 31, 2023, there were $1.1 billion and $515 million, respectively, of collections from pharmaceutical manufacturers that have not been remitted to the financial institution. Such amounts are recorded within Accrued expenses and other liabilities in the Consolidated Balance Sheets.

Note 4 – Supplier Finance Program

The Company facilitates a voluntary supplier finance program (the "Program") that provides suppliers the opportunity to sell their accounts receivable due from us (i.e., our payment obligations to the suppliers) to a financial institution, on a non-recourse basis, in order to be paid earlier than our payment terms require. Further information regarding the Program's terms can be found in Note 4 in the Company's 2023 Form 10-K.

As of September 30, 2024 and December 31, 2023, $1.6 billion and $1.5 billion, respectively, of the Company's outstanding payment obligations were confirmed as valid within the Program by the financial institution and are reflected in Accounts payable in the Consolidated Balance Sheets. The amounts confirmed as valid for both periods are predominately associated with one supplier. As of September 30, 2024, we have been informed by the financial institution that $534 million of the Company's outstanding payment obligations were voluntarily elected by suppliers to be sold to the financial institution under the Program.

Note 5 – Assets and Liabilities of Businesses Held for Sale

In January 2024, the Company entered into the HCSC transaction for a purchase price of approximately $3.3 billion cash, subject to applicable regulatory approvals and other customary closing conditions, including adjustments to align with the final balance sheet of the divested businesses. The transaction is expected to close in the first quarter of 2025.

The assets and liabilities of businesses held for sale were as follows:

(In millions)September 30, 2024December 31, 2023
Cash and cash equivalents$1,249$467
Investments1,6141,438
Accounts receivable, net1,5321,122
Other assets, including Goodwill (1)2,4792,963
Total assets of businesses held for sale6,8745,990
Insurance and contractholder liabilities1,5681,636
All other liabilities1,2071,059
Total liabilities of businesses held for sale$2,775$2,695

(1) Includes Goodwill of $396 million as of September 30, 2024 and December 31, 2023.

Integration and Transaction-related Costs

In 2024 and 2023, the Company incurred transaction-related costs associated with the HCSC transaction. In 2023, the Company also incurred net costs mainly related to the sale of our international life, accident and supplemental benefits businesses ("Chubb transaction"). These costs incurred in both 2024 and 2023 consisted primarily of certain projects to separate or integrate the Company's systems, products and services, fees for legal, advisory and other professional services and certain employment-related costs. These costs were $77 million pre-tax ($59 million after-tax) for the three months ended and $177 million pre-tax ($135 million after-tax) for the nine months ended September 30, 2024, compared with $13 million pre-tax ($9 million after-tax) for the three months ended and $20 million pre-tax ($15 million after-tax) for the nine months ended September 30, 2023.

Note 6 – Earnings Per Share

Basic and diluted earnings per share were computed as follows:

Three Months Ended
September 30, 2024September 30, 2023
(Shares in thousands, dollars in millions, except per share amounts)BasicEffect of DilutionDilutedBasicEffect of DilutionDiluted
Shareholders' net income$739$739$1,408$1,408
Shares:
Weighted average278,457278,457294,058294,058
Common stock equivalents2,9392,9393,0733,073
Total shares278,4572,939281,396294,0583,073297,131
Earnings per share$2.65$(0.02)$2.63$4.79$(0.05)$4.74
Nine Months Ended
September 30, 2024September 30, 2023
(Shares in thousands, dollars in millions, except per share amounts)BasicEffect of DilutionDilutedBasicEffect of DilutionDiluted
Shareholders' net income$2,010$2,010$4,135$4,135
Shares:
Weighted average282,005282,005294,752294,752
Common stock equivalents3,0373,0372,9112,911
Total shares282,0053,037285,042294,7522,911297,663
Earnings per share$7.13$(0.08)$7.05$14.03$(0.14)$13.89

The following outstanding employee stock options were not included in the computation of diluted earnings per share because their effect was anti-dilutive:

Three Months Ended September 30,Nine Months Ended September 30,
(In millions)2024202320242023
Anti-dilutive options0.80.91.00.9

The Company held approximately 122.5 million shares of common stock in treasury at September 30, 2024, 107.4 million shares as of December 31, 2023 and 105.7 million shares as of September 30, 2023.

The increase in Treasury stock as of September 30, 2024 and the reduction in weighted average shares outstanding for the three and nine months ended September 30, 2024 was driven in part by 9.3 million shares of our common stock repurchased under the accelerated share repurchase agreements (the "ASR agreements"). See Note 8 for additional information.

Note 7 – Debt

The outstanding amounts of debt (net of issuance costs, discounts or premiums) and finance leases were as follows:

(In millions)September 30, 2024December 31, 2023
Short-term debt
Commercial paper$1,635$1,237
$500 million, 0.613% Notes due March 2024—500
$790 million, 3.500% Notes due June 2024 (1)—996
$900 million, 3.250% Notes due April 2025 (2)893—
Other, including finance leases4442
Total short-term debt$2,572$2,775
Long-term debt
$900 million, 3.250% Notes due April 2025 (2)—882
$1,216 million, 4.125% Notes due November 2025 (1)1,2152,197
$1,284 million, 4.500% Notes due February 2026 (1)1,2851,502
$550 million, 1.250% Notes due March 2026 (1)549798
$700 million, 5.685% Notes due March 2026698698
$1,500 million, 3.400% Notes due March 20271,4621,450
$259 million, 7.875% Debentures due May 2027259259
$600 million, 3.050% Notes due October 2027598597
$3,800 million, 4.375% Notes due October 20283,7893,787
$1,000 million, 5.000% Notes due May 2029994—
$1,400 million, 2.400% Notes due March 2030 (1) (2)1,4051,493
$1,500 million, 2.375% Notes due March 2031 (2)1,4111,397
$750 million, 5.125% Notes due May 2031745—
$45 million, 8.080% Step Down Notes due January 20334545
$800 million, 5.400% Notes due March 2033795794
$1,250 million, 5.250% Notes due February 2034 (2)1,256—
$190 million, 6.150% Notes due November 2036190190
$2,200 million, 4.800% Notes due August 20382,1932,193
$750 million, 3.200% Notes due March 2040744744
$121 million, 5.875% Notes due March 2041119119
$448 million, 6.125% Notes due November 2041486487
$317 million, 5.375% Notes due February 2042315315
$1,500 million, 4.800% Notes due July 20461,4681,467
$1,000 million, 3.875% Notes due October 2047990989
$3,000 million, 4.900% Notes due December 20482,9712,970
$1,250 million, 3.400% Notes due March 20501,2371,237
$1,500 million, 3.400% Notes due March 20511,4791,479
$1,500 million, 5.600% Notes due February 20541,482—
Other, including finance leases5066
Total long-term debt$30,230$28,155

*(1)*Included in the February 2024 debt tender offers discussed below.

*(2)*The Company has entered into interest rate swap contracts hedging a portion of these fixed-rate debt instruments. See Note 11 to the Consolidated Financial Statements for further information about the Company's interest rate risk management and these derivative instruments.

Short-term and Credit Facilities Debt

Revolving Credit Agreements. Our revolving credit agreements provide us with the ability to borrow amounts for general corporate purposes, including providing liquidity support if necessary under our commercial paper program discussed below. As of September 30, 2024, there were no outstanding balances under these revolving credit agreements.

In April 2024, The Cigna Group replaced its previous revolving credit agreements and entered into the following (the "Credit Agreements"):

  • a $5.0 billion five-year revolving credit and letter of credit agreement that will mature in April 2029 with an option to extend the maturity date for additional one-year periods, subject to consent of the banks. The Company can borrow up to $5.0 billion under the credit agreement for general corporate purposes, with up to $500 million available for issuance of letters of credit.

  • a $1.5 billion 364-day revolving credit agreement that will mature in April 2025. The Company can borrow up to $1.5 billion under the credit agreement for general corporate purposes. This agreement includes the option to "term out" any revolving loans that are outstanding at maturity by converting them into a term loan maturing on the one-year anniversary of conversion.

Each of the Credit Agreements include an option to increase commitments in an aggregate amount of up to $1.5 billion across both facilities for a maximum total commitment of $8.0 billion. The Credit Agreements allow for borrowings at either a base rate or an adjusted term Secured Overnight Funding Rate ("SOFR") plus, in each case, an applicable margin based on the Company's senior unsecured credit ratings.

Each of the two facilities is diversified among 22 large commercial banks, all of which had an A- equivalent or higher rating by at least one Nationally Recognized Statistical Rating Organization ("NRSRO") as of September 30, 2024. Each facility also contains customary covenants and restrictions, including a financial covenant that the Company's leverage ratio, as defined in the Credit Agreements, may not exceed 60% subject to certain exceptions upon the consummation of an acquisition.

Commercial Paper. Under our commercial paper program, we may issue short-term, unsecured commercial paper notes privately placed on a discounted basis through certain broker-dealers at any time not to exceed an aggregate amount of $6.5 billion. Our commercial paper program size was increased from $5.0 billion to $6.5 billion during the third quarter 2024. Amounts available under the program may be borrowed, repaid and re-borrowed from time to time. The net proceeds of issuances have been and are expected to be used for general corporate purposes. The weighted average interest rate of our commercial paper was 5.33% at September 30, 2024.

Long-term debt

Debt Issuance and Debt Tender Offers. In February 2024, we issued $4.5 billion of new senior notes, as detailed in the table below. The proceeds from this debt were used to pay the consideration for the cash tender offers as described below. We used the remaining net proceeds to fund the repayment of our senior notes that matured in March 2024 and for general corporate purposes, including repayment of indebtedness and repurchases of shares of our common stock. Interest on this debt is paid semi-annually.

PrincipalMaturity DateInterest RateNet ProceedsRedeemable Date**(1)**"Make whole" premium basis points over U.S. Treasury rate**(2)**
$1,000 millionMay 15, 20295.000%$995 millionApril 15, 202915
$750 millionMay 15, 20315.125%$746 millionMarch 15, 203115
$1,250 millionFebruary 15, 20345.250%$1,244 millionNovember 15, 203320
$1,500 millionFebruary 15, 20545.600%$1,485 millionAugust 15, 205320

(1) Redeemable at any time prior to this date at a "make whole" premium, defined below. Redeemable at par on or after this date.

(2) "Make whole" premium calculated using the most directly comparable U.S. Treasury rate plus the amount of basis points set forth in this column.

In the first quarter of 2024, the Company completed the repurchase of a total of $1.8 billion in aggregate principal amount of existing senior notes that were tendered to the Company pursuant to cash tender offers.

Interest Expense

Interest expense on corporate financing was $380 million for the three months ended and $1.1 billion for the nine months ended September 30, 2024, compared with $353 million for the three months ended and $1.0 billion for the nine months ended September 30, 2023.

Debt Covenants

The Company was in compliance with its debt covenants as of September 30, 2024.

Note 8 – Common and Preferred Stock

Dividends

The following table provides details of the Company's dividend payments:

Record DatePayment DateAmount per ShareTotal Amount Paid (in millions)
2024
March 6, 2024March 21, 2024$1.40$401
June 4, 2024June 20, 2024$1.40$392
September 4, 2024September 19, 2024$1.40$390
2023
March 8, 2023March 23, 2023$1.23$368
June 7, 2023June 22, 2023$1.23$362
September 6, 2023September 21, 2023$1.23$362

On October 23, 2024, the Board of Directors declared the fourth quarter cash dividend of $1.40 per share of The Cigna Group common stock to be paid on December 19, 2024 to shareholders of record on December 4, 2024. The Company currently intends to pay regular quarterly dividends, with future declarations subject to approval by its Board of Directors and the Board's determination that the declaration of dividends remains in the best interests of The Cigna Group and its shareholders. The decision of whether to pay future dividends and the amount of any such dividends will be based on the Company's financial position, results of operations, cash flows, capital requirements, the requirements of applicable law and any other factors the Board may deem relevant.

Accelerated Share Repurchase Agreements

In February 2024, as part of our share repurchase program, we entered into separate accelerated share repurchase agreements with Deutsche Bank AG and Bank of America, N.A. (collectively, the "Counterparties") to repurchase $3.2 billion of common stock in aggregate. The total number of shares of our common stock repurchased under the agreements was approximately 9.3 million, at $344.98 per share. The per share amount was calculated based on the daily volume-weighted average share price of our common stock over the term of the agreements, less a discount.

Note 9 – Insurance and Contractholder Liabilities

**A.**Account Balances – Insurance and Contractholder Liabilities

The Company's insurance and contractholder liabilities were comprised of the following:

September 30, 2024December 31, 2023September 30, 2023
(In millions)CurrentNon-currentTotalCurrentNon-currentTotalTotal
Unpaid claims and claim expenses
Cigna Healthcare$5,006$82$5,088$5,017$75$5,092$5,317
Other Operations16215031299154253274
Future policy benefits
Cigna Healthcare8951059997518615590
Other Operations1573,3013,4581633,3753,5383,380
Contractholder deposit funds
Cigna Healthcare1012013012133145151
Other Operations3645,9826,3463626,1786,5406,607
Market risk benefits30914944379661,003934
Unearned premiums71031741846228681,385
Total6,52811,09017,6186,63311,42118,054
Insurance and contractholder liabilities classified as liabilities of businesses held for sale (1)(1,051)(517)(1,568)(1,119)(517)(1,636)
Total insurance and contractholder liabilities$5,477$10,573$16,050$5,514$10,904$16,418$18,638

(1) Amounts classified as liabilities of businesses held for sale include $937 million of Unpaid claims, $422 million of Future policy benefits, $98 million of Unearned premiums and $111 million of Contractholder deposit funds as of September 30, 2024 and $823 million of Unpaid claims, $429 million of Future policy benefits, $261 million of Unearned premiums and $123 million of Contractholder deposit funds as of December 31, 2023.

Insurance and contractholder liabilities expected to be paid within one year are classified as current.

**B.**Unpaid Claims and Claim Expenses – Cigna Healthcare

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

The total of incurred but not reported liabilities plus expected development on reported claims and reported claims in process was $4.7 billion at September 30, 2024 and $5.0 billion at September 30, 2023.

Activity, net of intercompany transactions, in the unpaid claims liability for the Cigna Healthcare segment was as follows:

Nine Months Ended September 30,
(In millions)2024 (1)2023
Beginning balance$5,092$4,176
Less: Reinsurance and other amounts recoverable236221
Beginning balance, net4,8563,955
Incurred costs related to:
Current year28,31426,788
Prior years(422)(237)
Total incurred27,89226,551
Paid costs related to:
Current year23,76122,053
Prior years4,0593,362
Total paid27,82025,415
Ending balance, net4,9285,091
Add: Reinsurance and other amounts recoverable160226
Ending balance$5,088$5,317

(1) Includes unpaid claims amounts classified as liabilities of businesses held for sale. As of September 30, 2024 and December 31, 2023, $937 million and $823 million classified as liabilities of businesses held for sale, respectively.

Reinsurance and other amounts recoverable reflect amounts due from reinsurers and policyholders to cover incurred but not reported and pending claims of certain business for which the Company administers the plan benefits without any right of offset. See Note 10 to the Consolidated Financial Statements for additional information on reinsurance.

Variances in incurred costs related to prior years' unpaid claims and claim expenses that resulted from the differences between actual experience and the Company's key assumptions were as follows:

Nine Months Ended September 30,
20242023
(Dollars in millions)$% (1)$% (2)
Actual completion factors and other$2120.6%$450.2%
Medical cost trend2100.61920.6
Total favorable variance$4221.2%$2370.8%

*(1)*Percentage of current year incurred costs as reported for the year ended December 31, 2023.

*(2)*Percentage of current year incurred costs as reported for the year ended December 31, 2022.

Favorable prior year development in both years primarily reflects lower than expected utilization of medical services as compared to our assumptions.

**C.**Future Policy Benefits

Cigna Healthcare

The weighted average interest rates applied and duration for future policy benefits in the Cigna Healthcare segment, consisting primarily of supplemental health products including individual Medicare supplement, limited benefit health products and individual private medical insurance, were as follows:

As of
September 30, 2024September 30, 2023
Interest accretion rate2.83%2.85%
Current discount rate4.50%6.03%
Weighted average duration9.0 years7.0 years

The net liability for future policy benefits for the segment's supplemental health products represents the present value of benefits expected to be paid to policyholders, net of the present value of expected net premiums, which is the portion of expected future gross premium expected to be collected from policyholders that is required to provide for all expected future benefits and expenses. The present values of expected net premiums and expected future policy benefits for the Cigna Healthcare segment were as follows:

Nine Months Ended September 30,
(In millions)2024 (1)2023
Present value of expected net premiums
Beginning balance$9,233$8,557
Reversal of effect of beginning of period discount rate assumptions1,1541,537
Effect of assumption changes and actual variances from expected experience (2)3314
Issuances and lapses1,392822
Net premiums collected(1,065)(1,019)
Interest and other (3)68058
Ending balance at original discount rate11,39710,269
Effect of end of period discount rate assumptions(865)(1,681)
Ending balance (4)$10,532$8,588
Present value of expected policy benefits
Beginning balance$9,633$8,945
Reversal of effect of discount rate assumptions1,2201,611
Effect of assumption changes and actual variances from expected experience (2)203112
Issuances and lapses1,316902
Benefit payments(1,096)(1,017)
Interest and other (3)580184
Ending balance at original discount rate11,85610,737
Effect of discount rate assumptions(926)(1,765)
Ending balance (5)$10,930$8,972
Liability for future policy benefits$398$384
Other (6)201206
Total liability for future policy benefits (1)(7)$599$590

*(1)*Includes $422 million and $429 million of future policy benefits classified as liabilities of businesses held for sale in the Consolidated Balance Sheets as of September 30, 2024 and December 31, 2023, respectively.

*(2)*Includes the effect of actual variances from expectations, which decreased the total liability for future policy benefits by $(43) million and $(12) million, respectively, for the nine months ended September 30, 2024 and September 30, 2023.

*(3)*Includes the foreign exchange rate impact of translating from transactional and functional currency to United States dollar and the impact of flooring the liability at zero. The flooring impact is calculated at the cohort level after discounting the reserves at the current discount rate.

*(4)*As of September 30, 2024 and September 30, 2023, undiscounted expected future gross premiums were $20.7 billion and $18.5 billion, respectively. As of September 30, 2024 and September 30, 2023, discounted expected future gross premiums were $14.4 billion and $12.5 billion, respectively.

*(5)*As of September 30, 2024 and September 30, 2023, undiscounted expected future policy benefits were $15.6 billion and $13.1 billion, respectively.

*(6)*The liability for future policyholder benefits includes immaterial businesses shown as reconciling items above, most of which are in run-off.

(7)**$73 million and $154 million reported in Reinsurance recoverables in the Consolidated Balance Sheets as of September 30, 2024 and September 30, 2023, respectively, relate to the liability for future policy benefits. Additionally, $78 million of reinsurance recoverables are reported in assets of businesses held for sale in the Consolidated Balance Sheets as of September 30, 2024.

Other Operations

The weighted average interest rates applied and duration for future policy benefits in Other Operations, consisting of annuity and life insurance products, were as follows:

As of
September 30, 2024September 30, 2023
Interest accretion rate5.64%5.64%
Current discount rate4.81%5.73%
Weighted average duration11.3 years10.9 years

Obligations for annuities represent discounted periodic benefits to be paid to an individual or groups of individuals over their remaining lives. Other Operations' traditional insurance contracts, which are in run-off, have no premium remaining to be collected;

therefore, future policy benefit reserves represent the present value of expected future policy benefits, discounted using the current discount rate, and the remaining amortizable deferred profit liability.

Future policy benefits for Other Operations includes deferred profit liability of $0.4 billion as of both September 30, 2024 and September 30, 2023. Future policy benefits excluding deferred profit liability were $3.1 billion as of September 30, 2024, $3.0 billion as of September 30, 2023, and $3.2 billion as of both December 31, 2023, and December 31, 2022. The decrease in future policy benefit reserve as of both September 30, 2024 and September 30, 2023 was primarily driven by benefit payments and for the nine months ended September 30, 2023 current discount rate increases were an additional factor contributing to the decrease in future policy benefit reserve. For both periods, the decreases were partially offset by interest accretion. Undiscounted expected future policy benefits were $4.3 billion as of September 30, 2024 and $4.5 billion as of September 30, 2023. As of September 30, 2024 and September 30, 2023, $0.9 billion and $1.0 billion, respectively, of the future policy benefit reserve was recoverable through treaties with external reinsurers.

**D.**Contractholder Deposit Funds

Contractholder deposit fund liabilities within Other Operations were $6.3 billion as of September 30, 2024, $6.5 billion as of December 31, 2023, $6.6 billion as of September 30, 2023 and $6.7 billion as of December 31, 2022. Approximately 38% of the balance is reinsured externally. Activity in these liabilities is presented net of reinsurance in the Consolidated Statements of Cash Flows. The net year-to-date decrease in contractholder deposit fund liabilities generally relates to withdrawals and benefit payments from contractholder deposit funds, partially offset by deposits and interest credited to contractholder deposit funds.

As of September 30, 2024, the weighted average crediting rate, net amount at risk and cash surrender value for contractholder deposit fund liabilities not effectively exited through reinsurance were 3.33%, $2.9 billion and $2.8 billion, respectively. The comparative amounts as of September 30, 2023 were 3.27%, $3.1 billion and $2.8 billion, respectively. More than 99% of the $4.0 billion liability as of September 30, 2024 and the $4.1 billion liability as of September 30, 2023 not reinsured externally is for contracts with guaranteed interest rates of 3% - 4%, and approximately $1.1 billion and $1.2 billion, as of September 30, 2024 and September 30, 2023, respectively, represented contracts with policies at the guarantee. As of both September 30, 2024 and September 30, 2023, $1.2 billion was 50-150 basis points ("bps") above the guarantee and the remaining $1.7 billion represented contracts above the guarantee that pay the policyholder based on the greater of a guaranteed minimum cash value or the actual cash value. As of both September 30, 2024 and September 30, 2023, more than 90% of these contracts have actual cash values of at least 110% of the guaranteed cash value.

**E.**Market Risk Benefits

Liabilities for market risk benefits consist of variable annuity reinsurance contracts in Other Operations. These liabilities arise under annuities and riders to annuities written by ceding companies that guarantee the benefit received at death and, for a subset of policies, also provide contractholders the option, within 30 days of a policy anniversary after the appropriate waiting period, to elect minimum income payments. The Company's capital market risk exposure on variable annuity reinsurance contracts arises when the reinsured guaranteed minimum benefit exceeds the contractholder's account value in the related underlying mutual funds at the time the insurance benefit is payable under the respective contract. The Company receives and pays premium periodically based on the terms of the reinsurance agreements.

Market risk benefits activity was as follows:

Nine Months Ended September 30,
(Dollars in millions)20242023
Balance, beginning of year$1,003$1,268
Balance, beginning of year, before the effect of nonperformance risk (own credit risk)1,0851,379
Changes due to expected run-off(7)(15)
Changes due to capital markets versus expected(78)(352)
Changes due to policyholder behavior versus expected(26)(1)
Assumption changes37(16)
Balance, end of period, before the effect of changes in nonperformance risk (own credit risk)1,011995
Nonperformance risk (own credit risk), end of period(67)(61)
Balance, end of period$944$934
Reinsured market risk benefit, end of period$1,008$993

The following table presents the net amount at risk and the average attained age of contractholders (weighted by exposure) for contracts assumed by the Company. The net amount at risk is the amount the Company would have to pay to contractholders if all deaths or annuitizations occurred as of the earliest possible date in accordance with the insurance contract. The Company should be reimbursed in full for these payments unless the Berkshire reinsurance limit is exceeded, as discussed further in Note 10 to the Consolidated Financial Statements.

(Dollars in millions, excludes impact of reinsurance ceded)September 30, 2024September 30, 2023
Net amount at risk$1,361$1,986
Average attained age of contractholders (weighted by exposure)77.6 years75.9 years

Note 10 – Reinsurance

The Company's insurance subsidiaries enter into agreements with other insurance companies to limit losses from large exposures and to permit recovery of a portion of incurred losses. Reinsurance is ceded primarily in acquisition and disposition transactions when the underwriting company is not being acquired. Reinsurance does not relieve the originating insurer of liability. Therefore, reinsured liabilities must continue to be reported along with the related reinsurance recoverables. The Company regularly evaluates the financial condition of its reinsurers and monitors concentrations of its credit risk.

**A.**Reinsurance Recoverables

The majority of the Company's reinsurance recoverables resulted from acquisition and disposition transactions in which the underwriting company was not acquired. The Company bears the risk of loss if its reinsurers and retrocessionaires do not meet or are unable to meet their reinsurance obligations to the Company. The Company reviews its reinsurance arrangements and establishes reserves against the recoverables primarily for expected credit losses.

The Company's reinsurance recoverables as of September 30, 2024 are presented at amount due by range of external credit rating and collateral level in the following table, with reinsurance recoverables that are market risk benefits separately presented at fair value:

(In millions)Fair value of collateral contractually required to meet or exceed carrying value of recoverableCollateral provisions exist that may mitigate risk of credit loss (1)No collateralTotal
Ongoing Operations
A- equivalent and higher current ratings (2)$—$7$235$242
BBB- to BBB+ equivalent current credit ratings (2)——6262
Not rated143113157
Total recoverables related to ongoing operations14318300461
Acquisition, disposition or run-off activities
BBB+ equivalent and higher current ratings (2)
Lincoln National Life and Lincoln Life & Annuity of New York—2,548—2,548
Empower Annuity Insurance Company——123123
Prudential Insurance Company of America320——320
Life Insurance Company of North America—311—311
Other1551914188
Not rated—6410
Total recoverables related to acquisition, disposition or run-off activities4752,8841413,500
Total reinsurance recoverables before market risk benefits$618$2,902$441$3,961
Allowance for uncollectible reinsurance(30)
Market risk benefits1,008
Total reinsurance recoverables (3)$4,939

*(1)*Includes collateral provisions requiring the reinsurer to fully collateralize its obligation if its external credit rating is downgraded to a specified level.

*(2)*Certified by an NRSRO.

*(3)*Includes $188 million of current reinsurance recoverables that are reported in Other current assets and $194 million of reinsurance recoverables classified as assets of businesses held for sale.

Collateral levels are defined internally based on the fair value of the collateral relative to the carrying amount of the reinsurance recoverable, the frequency at which collateral is required to be replenished and the potential for volatility in the collateral's fair value.

**B.**Effective Exit of Variable Annuity Reinsurance Business

The Company entered into an agreement with Berkshire to effectively exit the variable annuity reinsurance business via a reinsurance transaction in 2013. Variable annuity contracts are accounted for as assumed and ceded reinsurance and categorized as market risk benefits as discussed in Note 9 to the Consolidated Financial Statements. Berkshire reinsured 100% of the Company's future cash flows in this business, net of other reinsurance arrangements existing at that time. The reinsurance agreement is subject to an overall limit with approximately $3.0 billion remaining at September 30, 2024. As a result of the reinsurance transaction, amounts payable are offset by a corresponding reinsurance recoverable, provided the increased recoverable remains within the overall Berkshire limit.

(In millions)
Reinsurer (1)September 30, 2024December 31, 2023Collateral and Other Terms at September 30, 2024
Berkshire$836$87380% were secured by assets in a trust.
Sun Life Assurance Company of Canada7592
Liberty Re (Bermuda) Ltd.87104100% were secured by assets in a trust.
SCOR SE293165% were secured by a letter of credit.
Market risk benefits (2)$1,027$1,100

*(1)*All reinsurers are rated A- equivalent and higher by an NRSRO.

*(2)*Includes incurred but not reported ("IBNR") and outstanding claims of $19 million as of September 30, 2024 and $19 million as of December 31, 2023. These amounts are excluded from market risk benefits as of September 30, 2024 in Note 9 and Note 10A to the Consolidated Financial Statements.

The impact of nonperformance risk (i.e., the risk that a counterparty might default) on the variable annuity reinsurance asset was immaterial for the three and nine months ended September 30, 2024 and September 30, 2023.

Note 11 – Investments

The Cigna Group's investment portfolio consists of a broad range of investments including debt securities, equity securities, commercial mortgage loans, policy loans, other long-term investments, short-term investments and derivative financial instruments. The sections below provide more detail regarding our investment balances and realized investment gains and losses. See Note 12 to the Consolidated Financial Statements for information about the valuation of the Company's investment portfolio. Further information about our accounting policies for investment assets can be found in Note 12 in the Company's 2023 Form 10-K.

The following table summarizes the Company's investments by category and current or long-term classification:

September 30, 2024December 31, 2023
(In millions)CurrentLong-termTotalCurrentLong-termTotal
Debt securities$596$9,285$9,881$590$9,265$9,855
Equity securities29488517313,3313,362
Commercial mortgage loans1651,2951,4601821,3511,533
Policy loans—1,1631,163—1,2111,211
Other long-term investments—4,5454,545—4,1814,181
Short-term investments182—182206—206
Total$972$16,776$17,748$1,009$19,339$20,348
Investments classified as assets of businesses held for sale (1)(108)(1,506)(1,614)(84)(1,354)(1,438)
Investments per Consolidated Balance Sheets$864$15,270$16,134$925$17,985$18,910

(1) Investments related to the HCSC transaction that were held for sale as of September 30, 2024. These investments were primarily comprised of debt securities and commercial mortgage loans, and to a lesser extent, other long-term investments.

**A.**Investment Portfolio

Debt Securities

The amortized cost and fair value by contractual maturity periods for debt securities were as follows as of September 30, 2024:

(In millions)Amortized CostFair Value
Due in one year or less$784$695
Due after one year through five years3,8973,806
Due after five years through ten years3,1173,033
Due after ten years2,0971,994
Mortgage and other asset-backed securities378353
Total$10,273$9,881

Actual maturities of these securities could differ from their contractual maturities used in the table above because issuers may have the right to call or prepay obligations, with or without penalties.

Gross unrealized appreciation (depreciation) on debt securities by type of issuer is shown below:

(In millions)Amortized CostAllowance for Credit LossUnrealized AppreciationUnrealized DepreciationFair Value
September 30, 2024
Federal government and agency$273$—$21$(5)$289
State and local government37—2(1)38
Foreign government373—12(9)376
Corporate9,212(104)204(487)8,825
Mortgage and other asset-backed378—3(28)353
Total$10,273$(104)$242$(530)$9,881
December 31, 2023
Federal government and agency$251$—$24$(8)$267
State and local government37—2(1)38
Foreign government355—10(13)352
Corporate9,338(33)158(630)8,833
Mortgage and other asset-backed398—1(34)365
Total$10,379$(33)$195$(686)$9,855

Review of declines in fair value. Management reviews debt securities in an unrealized loss position to determine whether a credit loss allowance is needed based on criteria that include:

  • severity of decline;

  • financial health and specific prospects of the issuer; and

  • changes in the regulatory, economic or general market environment of the issuer's industry or geographic region.

The table below summarizes debt securities with a decline in fair value from amortized cost for which an allowance for credit losses has not been recorded, by investment grade and the length of time these securities have been in an unrealized loss position. Unrealized depreciation on these debt securities is primarily due to declines in fair value resulting from increasing interest rates since these securities were purchased.

September 30, 2024December 31, 2023
(Dollars in millions)Fair ValueAmortized CostUnrealized DepreciationNumber of IssuesFair ValueAmortized CostUnrealized DepreciationNumber of Issues
One year or less
Investment grade$202$205$(3)112$330$338$(8)142
Below investment grade91100(9)155161170(9)135
More than one year
Investment grade5,0765,543(467)1,3825,4416,036(595)1,590
Below investment grade487538(51)278701775(74)486
Total$5,856$6,386$(530)1,927$6,633$7,319$(686)2,353

Equity Securities

The following table provides the values of the Company's equity security investments:

September 30, 2024December 31, 2023
(In millions)CostCarrying ValueCostCarrying Value
Equity securities with readily determinable fair values$657$49$656$51
Equity securities with no readily determinable fair value3,1174683,2483,311
Total$3,774$517$3,904$3,362

We are a minority owner in VillageMD, a provider of primary, multi-specialty and urgent care services that is majority-owned by Walgreens Boots Alliance, Inc. These securities are included in equity securities with no readily determinable fair value in the above table. We determined our investment in VillageMD was fully impaired and recorded a $2.7 billion loss in Net realized investment losses in the Company's Consolidated Statements of Income.

Commercial Mortgage Loans

Mortgage loans held by the Company are made exclusively to commercial borrowers and are diversified by property type, location and borrower. Loans are generally issued at fixed rates of interest and are secured by high quality, primarily completed and substantially leased operating properties.

The Company regularly evaluates and monitors credit risk from the initial mortgage loan underwriting and throughout the investment holding period. The annual portfolio review performed in the second quarter of 2024 confirmed ongoing strong overall credit quality in line with the previous year's results. For more information on the Company's accounting policies and methodologies regarding these investments, see Note 12 in the Company's 2023 Form 10-K.

The following table summarizes the credit risk profile of the Company's commercial mortgage loan portfolio:

(Dollars in millions)September 30, 2024December 31, 2023
Loan-to-Value RatioCarrying ValueAverage Debt Service Coverage RatioAverage Loan-to-Value RatioCarrying ValueAverage Debt Service Coverage RatioAverage Loan-to-Value Ratio
Below 60%$6452.15$8022.13
60% to 79%5741.855741.77
80% to 100%2410.921570.65
Total$1,4601.8167%$1,5331.8264%

Other Long-Term Investments

Other long-term investments include investments in unconsolidated entities, including certain limited partnerships and limited liability companies holding real estate, securities or loans. These investments are carried at cost plus the Company's ownership percentage of reporting income or loss, based on the financial statements of the underlying investments that are generally reported at fair value.

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

Other long-term investments also include investment real estate carried at depreciated cost less any impairment write-downs to fair value when cash flow estimates indicate that the carrying value may not be recoverable. Additionally, statutory and other restricted deposits and foreign currency swaps carried at fair value are reported in the table below as Other. The following table provides the carrying value information for these investments:

Carrying Value as of
(In millions)September 30, 2024December 31, 2023
Real estate investments$1,760$1,606
Securities partnerships2,5782,400
Other207175
Total$4,545$4,181

**B.**Derivative Financial Instruments

The Company uses derivative financial instruments to manage the characteristics of investment assets (such as duration, yield, currency and liquidity) to meet the varying demands of the related insurance and contractholder liabilities. The Company also uses derivative financial instruments to hedge the risk of changes in the net assets of certain of its foreign subsidiaries due to changes in foreign currency exchange rates and to hedge the interest rate risk of certain long-term debt.

As of September 30, 2024, the notional value of interest rate swap contracts increased to $2.1 billion compared to $1.5 billion as of December 31, 2023. There have been no other material changes to the Company's derivative financial instruments during the nine months ended September 30, 2024. Please refer to the Company's 2023 Form 10-K for further discussion of the types of derivative financial instruments and associated accounting policies. The effects of derivative financial instruments used in our individual hedging strategies were not material to the Consolidated Financial Statements as of September 30, 2024 and December 31, 2023. The gross fair values of our derivative financial instruments are presented in Note 12 to the Consolidated Financial Statements.

**C.**Realized Investment Gains and Losses

The following realized gains and losses on investments exclude realized gains and losses attributed to the Company's separate accounts because those gains and losses generally accrue directly to separate account policyholders:

Three Months Ended September 30,Nine Months Ended September 30,
(In millions)2024202320242023
Net realized investment gains (losses), excluding credit (loss)/recovery and other investment write-downs$25$(9)$32$(29)
Credit (loss)/recovery and other investment write-downs(946)(5)(2,837)(15)
Net realized investment (losses), before income taxes$(921)$(14)$(2,805)$(44)

Net realized investment losses for the three and nine months ended September 30, 2024 were primarily driven by the impairment of equity securities, as described above.

Note 12 – Fair Value Measurements

The Company carries certain financial instruments at fair value in the financial statements including debt securities, certain equity securities, short-term investments and derivatives. Other financial instruments are measured at fair value only under certain conditions, such as when impaired or when there are observable price changes for equity securities with no readily determinable fair value.

Fair value is defined as the price at which an asset could be exchanged in an orderly transaction between market participants at the balance sheet date. A liability's fair value is defined as the amount that would be paid to transfer the liability to a market participant, not the amount that would be paid to settle the liability with the creditor.

The Company's financial assets and liabilities carried at fair value have been classified based upon a hierarchy defined by GAAP. The hierarchy gives the highest ranking to fair values determined using unadjusted quoted prices in active markets for identical assets and liabilities (Level 1) and the lowest ranking to fair values determined using methodologies and models with unobservable inputs (Level 3). An asset's or a liability's classification is based on the lowest level of input that is significant to its measurement. For example, a

financial asset or liability carried at fair value would be classified in Level 3 if unobservable inputs were significant to the instrument's fair value, even though the measurement may be derived using inputs that are both observable (Levels 1 and 2) and unobservable (Level 3).

For a description of the policies, methods and assumptions that are used to estimate fair value and determine the fair value hierarchy for each class of financial instruments, see Note 13 in the Company's 2023 Form 10-K.

**A.**Financial Assets and Financial Liabilities Carried at Fair Value

The following table provides information about the Company's financial assets and liabilities carried at fair value. Further information regarding insurance assets and liabilities carried at fair value is provided in Note 9E to the Consolidated Financial Statements. Separate account assets are also recorded at fair value on the Company's Consolidated Balance Sheets and are reported separately in the Separate Accounts section below as gains and losses related to these assets generally accrue directly to contractholders:

(In millions)Quoted Prices in Active Markets for Identical Assets (Level 1)Significant Other Observable Inputs (Level 2)Significant Unobservable Inputs (Level 3)Total
September 30, 2024December 31, 2023September 30, 2024December 31, 2023September 30, 2024December 31, 2023September 30, 2024December 31, 2023
Financial assets at fair value
Debt securities
Federal government and agency$168$130$121$137$—$—$289$267
State and local government——3838——3838
Foreign government——376352——376352
Corporate——8,4488,4323774018,8258,833
Mortgage and other asset-backed——3073194646353365
Total debt securities1681309,2909,2784234479,8819,855
Equity securities (1)144847——4951
Short-term investments——182206——182206
Derivative assets——129131—1129132
Financial liabilities at fair value
Derivative liabilities$—$—$5$4$—$—$5$4

*(1)*Excludes certain equity securities that have no readily determinable fair value.

Level 3 Financial Assets and Financial Liabilities

Certain inputs for instruments classified in Level 3 are unobservable (supported by little or no market activity) and significant to their resulting fair value measurement. Unobservable inputs reflect the Company's best estimate of what hypothetical market participants would use to determine a transaction price for the asset or liability at the reporting date. Additionally, as discussed in Note 9E to the Consolidated Financial Statements, the Company classifies variable annuity assets and liabilities in Level 3 of the fair value hierarchy.

Quantitative Information about Unobservable Inputs

The significant unobservable input used to value our corporate and government debt securities and mortgage and other asset-backed securities is an adjustment for liquidity. This adjustment is needed to reflect current market conditions and issuer circumstances when there is limited trading activity for the security.

The following table summarizes the fair value and significant unobservable inputs that were developed directly by the Company and used in pricing these debt securities. The range and weighted average basis point amounts for liquidity reflect the Company's best estimates of the unobservable adjustments a market participant would make to calculate these fair values.

Fair Value as ofUnobservable Adjustment Range (Weighted Average by Quantity) as of
(Fair value in millions)September 30, 2024December 31, 2023Unobservable Input September 30, 2024September 30, 2024December 31, 2023
Debt securities
Corporate$377$401Liquidity60 - 1495 (380)bps70 - 1235 (310)bps
Mortgage and other asset-backed securities4646Liquidity100 - 635 (320)bps95 - 640 (310)bps
Total Level 3 debt securities$423$447

An increase in liquidity spread adjustments would result in a lower fair value measurement, while a decrease would result in a higher fair value measurement.

Changes in Level 3 Financial Assets and Financial Liabilities Carried at Fair Value

The following table summarizes the changes in financial assets and financial liabilities classified in Level 3. Gains and losses reported in the table may include net changes in fair value that are attributable to both observable and unobservable inputs.

Three Months Ended September 30,Nine Months Ended September 30,
(In millions)2024202320242023
Debt and Equity Securities
Beginning balance$397$454$447$447
Losses included in Shareholders' net income(10)(1)(71)(1)
Gains (losses) included in Other comprehensive income (loss)8(5)3(5)
Purchases, sales and settlements
Purchases461510
Sales(2)—(2)—
Settlements(4)(5)(19)(32)
Total purchases, sales and settlements(2)1(6)(22)
Transfers into / (out of) Level 3
Transfers into Level 332—6371
Transfers out of Level 3(2)(13)(13)(54)
Total transfers into / (out of) Level 330(13)5017
Ending balance$423$436$423$436
Total losses included in Shareholders' net income attributable to instruments held at the reporting date$(9)$(1)$(71)$(1)
Change in unrealized gain or (loss) included in Other comprehensive income (loss) for assets held at the end of the reporting period$8$(4)$3$(9)

Total gains and losses included in Shareholders' net income in the tables above are reflected in the Consolidated Statements of Income as Net realized investment losses and Net investment income.

Gains and losses included in Other comprehensive income (loss), net of tax in the tables above are reflected in Net unrealized appreciation (depreciation) on securities and derivatives in the Consolidated Statements of Comprehensive Income.

Transfers into or out of the Level 3 category occur when unobservable inputs, such as the Company's best estimate of what a market participant would use to determine a current transaction price, become more or less significant to the fair value measurement. Market activity typically decreases during periods of economic uncertainty and this decrease in activity reduces the availability of market observable data. As a result, the level of unobservable judgment that must be applied to the pricing of certain instruments increases

and is typically observed through the widening of liquidity spreads. Transfers between Level 2 and Level 3 during 2024 and 2023 primarily reflected changes in liquidity estimates for certain private placement issuers across several sectors. See discussion under Quantitative Information about Unobservable Inputs above for more information.

Separate Accounts

The investment income and fair value gains and losses of Separate account assets generally accrue directly to the contractholders and, together with their deposits and withdrawals, are excluded from the Company's Consolidated Statements of Income and Cash Flows. The separate account activity for the nine months ended September 30, 2024 and 2023 was primarily driven by changes in the market values of the underlying separate account investments.

Fair values of Separate account assets were as follows:

Quoted Prices in Active Markets for Identical Assets (Level 1)Significant Other Observable Inputs (Level 2)Significant Unobservable Inputs (Level 3)Total
(In millions)September 30, 2024December 31, 2023September 30, 2024December 31, 2023September 30, 2024December 31, 2023September 30, 2024December 31, 2023
Guaranteed separate accounts (See Note 16)$247$226$353$352$—$—$600$578
Non-guaranteed separate accounts (1)1661586,0075,7972272176,4006,172
Subtotal$413$384$6,360$6,149$227$2177,0006,750
Non-guaranteed separate accounts priced at net asset value ("NAV") as a practical expedient (1)651680
Total$7,651$7,430

*(1)*Non-guaranteed separate accounts include $4.0 billion as of both September 30, 2024 and December 31, 2023 in assets supporting the Company's pension plans, including $0.2 billion classified in Level 3 as of both September 30, 2024 and December 31, 2023.

Separate account assets classified in Level 3 primarily support the Company's pension plans and include certain newly-issued, privately-placed, complex or illiquid securities that are priced using methods discussed above, as well as commercial mortgage loans. Activity, including transfers into and out of Level 3, was not material for the three and nine months ended September 30, 2024 or 2023.

Separate account investments in securities partnerships, real estate, real estate funds and hedge funds are generally valued based on the separate account's ownership share of the equity of the investee (NAV as a practical expedient), including changes in the fair values of its underlying investments. Substantially all of these assets support the Company's pension plans. The following table provides additional information on these investments:

Fair Value as ofUnfunded Commitment as of September 30, 2024Redemption Frequency (if currently eligible)Redemption Notice Period
(In millions)September 30, 2024December 31, 2023
Securities partnerships$413$419$224Not applicableNot applicable
Real estate and real estate funds2372583Quarterly30 - 90 days
Hedge funds13—Up to annually, varying by fund30 - 90 days
Total$651$680$227

As of September 30, 2024, the Company does not have plans to sell any of these assets at less than fair value. These investments are structured to satisfy longer-term investment objectives. Securities partnerships are contractually non-redeemable and the underlying investment assets are expected to be liquidated by the fund managers within ten years after inception.

**B.**Assets and Liabilities Measured at Fair Value under Certain Conditions

Some financial assets and liabilities are not carried at fair value, such as commercial mortgage loans that are carried at unpaid principal, investment real estate that is carried at depreciated cost and equity securities with no readily determinable fair value when there are no observable market transactions. However, these financial assets and liabilities may be measured using fair value under certain conditions, such as when investments become impaired and are written down to their fair value, or when there are observable price changes from orderly market transactions of equity securities that otherwise had no readily determinable fair value.

For the nine months ended September 30, 2024, we determined our investment in VillageMD was fully impaired and recorded a $2.7 billion loss in Net realized investment losses in the Company's Consolidated Statements of Income. For the nine months ended

September 30, 2023, impairments recognized requiring the assets and liabilities described above to be measured at fair value were not material. Observable price changes for equity securities with no readily determinable fair value were not material for the nine months ended September 30, 2024 and September 30, 2023.

**C.**Fair Value Disclosures for Financial Instruments Not Carried at Fair Value

The following table includes the Company's financial instruments not recorded at fair value but for which fair value disclosure is required. In addition to universal life products and finance leases, financial instruments that are carried in the Company's Consolidated Balance Sheets at amounts that approximate fair value are excluded from the following table:

Classification in Fair Value HierarchySeptember 30, 2024December 31, 2023
(In millions)Fair ValueCarrying ValueFair ValueCarrying Value
Commercial mortgage loansLevel 3$1,394$1,460$1,430$1,533
Long-term debt, including current maturities, excluding finance leasesLevel 2$29,854$31,073$28,033$29,585

Note 13 – Variable Interest Entities

We perform ongoing qualitative analyses of our involvement with variable interest entities to determine if consolidation is required. The Company determined that it was not a primary beneficiary in any material variable interest entity as of September 30, 2024 or December 31, 2023. The Company's involvement with variable interest entities for which it is not the primary beneficiary has not materially changed from December 31, 2023. For details of our accounting policy for variable interest entities and the composition of variable interest entities with which the Company is involved, refer to Note 14 in the Company's 2023 Form 10-K. The Company has not provided, and does not intend to provide, financial support to any of these variable interest entities in excess of its maximum exposure.

Note 14 – Accumulated Other Comprehensive Income (Loss)

Accumulated Other Comprehensive Income (Loss) ("AOCI") includes net unrealized appreciation (depreciation) on securities and derivatives, change in discount rate and instrument-specific credit risk for certain long-duration insurance contractholder liabilities (Note 9 to the Consolidated Financial Statements), foreign currency translation and the net postretirement benefits liability adjustment. AOCI includes the Company's share from unconsolidated entities reported on the equity method. Generally, tax effects in AOCI are established at the currently enacted tax rate and reclassified to Shareholders' net income in the same period that the related pre-tax AOCI reclassifications are recognized.

Shareholders' other comprehensive loss, net of tax, for the three and nine months ended September 30, 2024 and September 30, 2023, is primarily attributable to the change in discount rates for certain long-duration liabilities (following the adoption of Targeted Improvements to the Accounting for Long-Duration Contracts in 2023) and unrealized changes in the market values of securities and derivatives, including the impacts from unconsolidated entities reported on the equity method.

Changes in the components of AOCI were as follows:

Three Months Ended September 30,Nine Months Ended September 30,
(In millions)2024202320242023
Securities and Derivatives
Beginning balance$400$(118)$171$(332)
Unrealized appreciation (depreciation) on securities and derivatives319(257)5682
Tax (expense) benefit(65)57(133)(9)
Net unrealized appreciation (depreciation) on securities and derivatives254(200)435(7)
Reclassification adjustment for losses included in Shareholders' net income (Net realized investment losses)12127338
Reclassification adjustment for (gains) included in Shareholders' net income (Selling, general and administrative expenses)—(1)—(1)
Reclassification adjustment for tax (benefit) included in Shareholders' net income(2)(3)(15)(8)
Net losses reclassified from AOCI to Shareholders' net income1085829
Other comprehensive income (loss), net of tax264(192)49322
Ending balance$664$(310)$664$(310)
Three Months Ended September 30,Nine Months Ended September 30,
(In millions)2024202320242023
Net long-duration insurance and contractholder liabilities measurement adjustments
Beginning balance$(1,743)$(704)$(971)$(256)
Current period change in discount rate for certain long-duration liabilities(34)(27)(1,054)(585)
Tax benefit312265149
Net current period change in discount rate for certain long-duration liabilities(31)(15)(789)(436)
Current period change in instrument-specific credit risk for market risk benefits3(17)(15)(50)
Tax benefit—4410
Net current period change in instrument-specific credit risk for market risk benefits3(13)(11)(40)
Other comprehensive (loss), net of tax(28)(28)(800)(476)
Ending balance$(1,771)$(732)$(1,771)$(732)
Three Months Ended September 30,Nine Months Ended September 30,
(In millions)2024202320242023
Translation of foreign currencies
Beginning balance$(180)$(157)$(149)$(154)
Translation of foreign currencies41(31)13(36)
Tax (expense) benefit(2)2(5)4
Other comprehensive income (loss), net of tax39(29)8(32)
Ending balance$(141)$(186)$(141)$(186)
Three Months Ended September 30,Nine Months Ended September 30,
(In millions)2024202320242023
Postretirement benefits liability
Beginning balance$(919)$(899)$(915)$(916)
Reclassification adjustment for amortization of net prior actuarial losses and prior service costs (Interest expense and other)9112435
Reclassification adjustment for tax (benefit) included in Shareholders' net income(5)(3)(8)(9)
Net adjustments reclassified from AOCI to Shareholders' net income481626
Valuation update(1)—(21)(2)
Tax benefit1—51
Net change due to valuation update——(16)(1)
Other comprehensive income, net of tax48—25
Ending balance$(915)$(891)$(915)$(891)
Three Months Ended September 30,Nine Months Ended September 30,
(In millions)2024202320242023
Total Accumulated other comprehensive loss
Beginning balance$(2,442)$(1,878)$(1,864)$(1,658)
Shareholders' other comprehensive income (loss), net of tax279(241)(299)(461)
Ending balance$(2,163)$(2,119)$(2,163)$(2,119)

Note 15 – Income Taxes

Income Tax Expense

The 30.8% and 31.2% effective tax rates for the three and nine months ended September 30, 2024, respectively, were higher than the 21.3% and 19.9% rates for the three and nine months ended September 30, 2023, respectively. These increases were primarily driven by the establishment of a valuation allowance on the tax benefit related to the impairment of equity securities.

As of September 30, 2024, we had approximately $836 million in deferred tax assets ("DTAs") associated with the impairment of equity securities as well as unrealized investment losses which are partially recorded in Accumulated other comprehensive loss. A valuation allowance of $635 million, established in the nine months ended September 30, 2024, drove the higher effective tax rate and was almost entirely related to the impairment of equity securities discussed in Note 11 to the Consolidated Financial Statements. For the remainder of the DTAs, we have determined that a valuation allowance is not currently required based on the Company's ability to carry back losses and ability and intent to hold certain securities until recovery. We continue to monitor and evaluate the need for any additional valuation allowance.

Note 16 – Contingencies and Other Matters

The Company, through its subsidiaries, is contingently liable for various guarantees provided in the ordinary course of business.

**A.**Financial Guarantees: Retiree and Life Insurance Benefits

The Company guarantees that separate account assets will be sufficient to pay certain life insurance or retiree benefits. For the majority of these benefits, the sponsoring employers are primarily responsible for ensuring that assets are sufficient to pay these benefits and are required to maintain assets that exceed a certain percentage of benefit obligations. If employers fail to do so, the Company or an affiliate of the buyer of the retirement benefits business has the right to redirect the management of the related assets to provide for benefit payments. As of September 30, 2024, employers maintained assets that generally exceeded the benefit obligations under these arrangements of approximately $410 million. An additional liability is established if management believes that the Company will be required to make payments under the guarantees; there were no additional liabilities required for these guarantees, net of reinsurance, as of September 30, 2024. Separate account assets supporting these guarantees are classified in Levels 1 and 2 of the GAAP fair value hierarchy.

The Company does not expect that these financial guarantees will have a material effect on the Company's consolidated results of operations, liquidity or financial condition.

**B.**Certain Other Guarantees

The Company had indemnification obligations as of September 30, 2024 in connection with acquisition and disposition transactions. These indemnification obligations are triggered by the breach of representations or covenants provided by the Company, such as representations for the presentation of financial statements, filing of tax returns, compliance with laws or regulations or identification of outstanding litigation. These obligations are typically subject to various time limitations, defined by the contract or by operation of law, such as statutes of limitation. In some cases, the maximum potential amount due is subject to contractual limitations based on a stated dollar amount or a percentage of the transaction purchase price, while in other cases limitations are not specified or applicable. The Company does not believe that it is possible to determine the maximum potential amount due under these obligations because not all amounts due under these indemnification obligations are subject to limitation. There were no recorded liabilities for these indemnification obligations as of September 30, 2024.

**C.**Guaranty Fund Assessments

The Company operates in a regulatory environment that may require its participation in assessments under state insurance guaranty association laws. The Company's exposure to assessments for certain obligations of insolvent insurance companies to policyholders and claimants is based on its share of business written in the relevant jurisdictions.

There were no material charges or credits resulting from existing or new guaranty fund assessments for the nine months ended September 30, 2024.

**D.**Legal and Regulatory Matters

The Company is routinely involved in numerous claims, lawsuits, regulatory inquiries and audits, government investigations, including under the federal False Claims Act and state false claims acts initiated by a government investigating body or by a qui tam relator's filing of a complaint under court seal, and other legal matters arising, for the most part, in the ordinary course of managing a global health services business. Additionally, the Company has received and is cooperating with subpoenas or similar processes from various governmental agencies requesting information, all arising in the normal course of its business. Disputed tax matters arising from audits by the Internal Revenue Service or other state and foreign jurisdictions, including those resulting in litigation, are accounted for under GAAP guidance for uncertain tax positions.

Pending litigation and legal or regulatory matters that the Company has identified with a reasonably possible material loss and certain other material litigation matters are described below. For those matters that the Company has identified with a reasonably possible

material loss, the Company provides disclosure in the aggregate of accruals and range of loss, or a statement that such information cannot be estimated. The Company's accrual for the matter discussed below under "Litigation Matters" is not material. Due to numerous uncertain factors presented in this case, it is not possible to estimate an aggregate range of loss (if any) for this matter at this time. In light of the uncertainties involved in this matter, there is no assurance that its ultimate resolution will not exceed the amount currently accrued by the Company. An adverse outcome in this matter could be material to the Company's results of operations, financial condition or liquidity for any particular period. The outcomes of lawsuits are inherently unpredictable and we may be unsuccessful in this ongoing litigation matter or any future claims or litigation.

Litigation Matters

Express Scripts Litigation with Elevance. In March 2016, Elevance filed a lawsuit in the United States District Court for the Southern District of New York alleging various breach of contract claims against Express Scripts relating to the parties' rights and obligations under the periodic pricing review section of the pharmacy benefit management agreement between the parties including allegations that Express Scripts failed to negotiate new pricing concessions in good faith, as well as various alleged service issues. Elevance also requested that the court enter declaratory judgment that Express Scripts is required to provide Elevance competitive benchmark pricing, that Elevance can terminate the agreement and that Express Scripts is required to provide Elevance with post-termination services at competitive benchmark pricing for one year following any termination by Elevance. Elevance claimed it is entitled to $13 billion in additional pricing concessions over the remaining term of the agreement, as well as $1.8 billion for one year following any contract termination by Elevance and $150 million damages for service issues ("Elevance's Allegations"). On April 19, 2016, in response to Elevance's complaint, Express Scripts filed its answer denying Elevance's Allegations in their entirety and asserting affirmative defenses and counterclaims against Elevance. The court subsequently granted Elevance's motion to dismiss two of six counts of Express Scripts' amended counterclaims. Express Scripts filed its Motion for Summary Judgment on August 27, 2021. Elevance completed filing of its Response to Express Scripts' Motion for Summary Judgment on October 16, 2021. Express Scripts filed its Reply in Support of its Motion for Summary Judgment on November 19, 2021. On March 31, 2022, the court granted summary judgment in favor of Express Scripts on all of Elevance's pricing claims for damages totaling $14.8 billion and on most of Elevance's claims relating to service issues. Elevance's only remaining service claims relate to the review or processing of prior authorizations, with alleged damages over $100 million. On November 1, 2023, the parties signed a settlement agreement pursuant to which Express Scripts agreed to resolve the service-related claims. The settlement agreement is not an admission of liability or fault by Express Scripts, the Company or its subsidiaries. Following the settlement, Elevance retained the right to appeal the pricing-related claims that were previously dismissed by the court and Express Scripts retained the ability to reassert its own pricing-related claims in the event any appeal by Elevance is successful. Elevance filed its Notice of Appeal of its pricing-related claims on December 12, 2023. Elevance filed its opening appellate brief on April 24, 2024. Express Scripts filed its answering appellate brief on July 24, 2024. Oral arguments before the Second Circuit were held on October 22, 2024.

Note 17 – Segment Information

See Note 1 to the Consolidated Financial Statements for a description of our segments. A description of our basis for reporting segment operating results is outlined below. Intersegment revenues primarily reflect pharmacy and care services transactions between the Evernorth Health Services and Cigna Healthcare segments.

The Company uses "pre-tax adjusted income (loss) from operations" and "adjusted revenues" as its principal financial measures of segment operating performance because management believes these metrics reflect the underlying results of business operations and facilitate analysis of trends in underlying revenue, expenses and profitability. We define pre-tax adjusted income (loss) from operations as income (loss) before income taxes excluding pre-tax income (loss) attributable to noncontrolling interests, net realized investment results, amortization of acquired intangible assets and special items. The Cigna Group's share of certain realized investment results of its joint ventures reported in the Cigna Healthcare segment using the equity method of accounting are also excluded. Special items are matters that management believes are not representative of the underlying results of operations due to their nature or size. Adjusted income (loss) from operations is measured on an after-tax basis for consolidated results and on a pre-tax basis for segment results.

The Company defines adjusted revenues as total revenues excluding the following adjustments: special items and The Cigna Group's share of certain realized investment results of its joint ventures reported in the Cigna Healthcare segment using the equity method of accounting. Special items are matters that management believes are not representative of the underlying results of operations due to their nature or size. We exclude these items from this measure because management believes they are not indicative of past or future underlying performance of the business.

The Company does not report total assets by segment because this is not a metric used to allocate resources or evaluate segment performance.

The following table presents the special items charges (benefits) recorded by the Company, as well as the respective financial statement line items impacted:

Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
(In millions)Pre-taxAfter-taxPre-taxAfter-taxPre-taxAfter-taxPre-taxAfter-tax
Impairment of dividend receivable (Net investment income)$182$138$—$—$182$138$—$—
Integration and transaction-related costs (Selling, general and administrative expenses)77591391771352015
Loss on sale of businesses87622119106192119
Deferred tax expenses, net (Income taxes, less amount attributable to noncontrolling interests)—41———75——
Charges associated with litigation matters (Selling, general and administrative expenses)——201171——201171
Total impact from special items$346$300$235$199$465$367$242$205

Summarized segment financial information was as follows:

(In millions)Evernorth Health ServicesCigna HealthcareOther OperationsCorporate and EliminationsTotal
Three months ended September 30, 2024
Revenues from external customers$51,552$11,919$137$1$63,609
Intersegment revenues1,0451,27918(2,342)
Net investment (loss) income(142)14279685
Total revenues52,45513,340234(2,335)63,694
Net realized investment results from certain equity method investments—(177)——(177)
Special item related to impairment of dividend receivable182———182
Adjusted revenues$52,637$13,163$234$(2,335)$63,699
Income (loss) before income taxes$631$1,073$(10)$(502)$1,192
Pre-tax adjustments to reconcile to adjusted income from operations
(Income) attributable to noncontrolling interests(99)———(99)
Net realized investment losses (gains) (1)748(8)4—744
Amortization of acquired intangible assets41422——436
Special items
Impairment of dividend receivable182———182
Integration and transaction-related costs———7777
Loss on sale of businesses—87——87
Pre-tax adjusted income (loss) from operations$1,876$1,174$(6)$(425)$2,619
(In millions)Evernorth Health ServicesCigna HealthcareOther OperationsCorporate and EliminationsTotal
Three months ended September 30, 2023
Revenues from external customers$37,230$11,426$71$—$48,727
Intersegment revenues1,3031,136—(2,439)
Net investment income63176766321
Total revenues38,59612,738147(2,433)49,048
Net realized investment results from certain equity method investments—30——30
Adjusted revenues$38,596$12,768$147$(2,433)$49,078
Income (loss) before income taxes$1,272$1,019$(3)$(448)$1,840
Pre-tax adjustments to reconcile to adjusted income from operations
(Income) attributable to noncontrolling interests(44)———(44)
Net realized investment losses (1)1358—44
Amortization of acquired intangible assets44311——454
Special items
Integration and transaction-related costs———1313
Loss on sale of businesses——21—21
Charges associated with litigation matters44157——201
Pre-tax adjusted income (loss) from operations$1,716$1,222$26$(435)$2,529

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

(In millions)Evernorth Health ServicesCigna HealthcareOther OperationsCorporate and EliminationsTotal
Nine months ended September 30, 2024
Revenues from external customers$144,689$35,752$333$2$180,776
Intersegment revenues3,5583,60663(7,227)
Net investment (loss) income(18)46323120696
Total revenues148,22939,821627(7,205)181,472
Net realized investment results from certain equity method investments—(238)——(238)
Special item related to impairment of dividend receivable182———182
Adjusted revenues$148,411$39,583$627$(7,205)$181,416
Income (loss) before income taxes$1,494$3,221$(9)$(1,446)$3,260
Pre-tax adjustments to reconcile to adjusted income from operations
(Income) attributable to noncontrolling interests(271)———(271)
Net realized investment losses (1)2,2033595—2,567
Amortization of acquired intangible assets1,24732——1,279
Special items
Impairment of dividend receivable182———182
Integration and transaction-related costs———177177
Loss on sale of businesses—106——106
Pre-tax adjusted income (loss) from operations$4,855$3,718$(4)$(1,269)$7,300
(In millions)Evernorth Health ServicesCigna HealthcareOther OperationsCorporate and EliminationsTotal
Nine months ended September 30, 2023
Revenues from external customers$108,462$34,581$232$—$143,275
Intersegment revenues4,3433,143—(7,486)
Net investment income17545423017876
Total revenues112,98038,178462(7,469)144,151
Net realized investment results from certain equity method investments—22——22
Adjusted revenues$112,980$38,200$462$(7,469)$144,173
Income (loss) before income taxes$3,318$3,252$47$(1,292)$5,325
Pre-tax adjustments to reconcile to adjusted income from operations
(Income) attributable to noncontrolling interests(140)(2)——(142)
Net realized investment losses (1)—642—66
Amortization of acquired intangible assets1,33038——1,368
Special items
Integration and transaction-related costs———2020
Loss on sale of businesses——21—21
Charges associated with litigation matters44157——201
Pre-tax adjusted income (loss) from operations$4,552$3,509$70$(1,272)$6,859

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

Revenue from external customers includes Pharmacy revenues, Premiums and Fees and other revenues. The following table presents these revenues by product, premium and service type:

Three Months Ended September 30,Nine Months Ended September 30,
(In millions)2024202320242023
Products (Pharmacy revenues) (ASC 606)
Network revenues$27,353$16,926$76,795$49,080
Home delivery and specialty revenues18,90916,32453,38448,943
Other revenues2,9902,3908,4336,506
Total Evernorth Health Services49,25235,640138,612104,529
Total Other Operations14—47—
Intercompany eliminations(982)(1,109)(3,238)(3,890)
Total Pharmacy revenues48,28434,531135,421100,639
Insurance premiums (ASC 944)
Cigna Healthcare (1)
U.S. Healthcare
Employer insured4,3824,14413,12512,315
Medicare Advantage2,1102,1896,6046,605
Stop loss1,6891,5485,0224,565
Individual and Family Plans1,0011,2693,0163,770
Other1,2039273,6813,091
U.S. Healthcare10,38510,07731,44830,346
International Health9118342,6872,440
Total Cigna Healthcare11,29610,91134,13532,786
Other12270285225
Intercompany eliminations18177351
Total Premiums11,43610,99834,49333,062
Services (Fees) (ASC 606)
Evernorth Health Services3,3142,8629,5088,199
Cigna Healthcare1,6711,6394,8504,847
Other Operations151573
Other revenues26743509172
Intercompany eliminations(1,378)(1,347)(4,062)(3,647)
Total Fees and other revenues3,8893,19810,8629,574
Total revenues from external customers$63,609$48,727$180,776$143,275

*(1)*Cigna Healthcare includes the U.S. Healthcare and International Health operating segments, which provide comprehensive medical and coordinated solutions to clients and customers. During the fourth quarter of 2023, the U.S. Commercial and U.S. Government operating segments merged to form the U.S. Healthcare operating segment. Information presented for the three and nine months ended September 30, 2023 has been restated to conform to the new operating segment presentation.

Financial and performance guarantees. Evernorth Health Services may also provide certain financial and performance guarantees, including a minimum level of discounts a client may receive, generic utilization rates and various service levels. Clients may be entitled to receive compensation if we fail to meet the guarantees. Actual performance is compared to the contractual guarantee for each measure throughout the period and the Company defers revenue for any estimated payouts within Accrued expenses and other liabilities (current). These estimates are adjusted and paid following the end of the annual guarantee period. Historically, adjustments to original estimates have not been material. This guarantee liability was $2.0 billion as of September 30, 2024 and $1.6 billion as of December 31, 2023.

Major customers. Revenues from a single pharmacy benefit client were approximately 16% of consolidated revenues for the three and nine months ended September 30, 2024. These amounts were reported in the Evernorth Health Services segment.

Additionally, revenues from U.S. Federal Government agencies, under a number of contracts, were approximately 10% and 11% of consolidated revenues for the three and nine months ended September 30, 2024, respectively. These amounts were reported in the Evernorth Health Services and Cigna Healthcare segments. See Note 25 in the Company's 2023 Form 10-K for prior year revenue concentration information.

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