DaVita (DVA) 10-K risk factor changes: FY2023 vs FY2022

- [macroeconomic conditions and global [removed: events](#ib228226ec511491b87b183c6d217a21a_67);][added: events](#i4f1a330fe9254f15845774ab86609ab8_67);]

- [the complex set of governmental laws, regulations and other requirements that impact us, including potential changes [removed: thereto](#ib228226ec511491b87b183c6d217a21a_70);][added: thereto](#i4f1a330fe9254f15845774ab86609ab8_70);]

- [the various lawsuits, demands, [removed: claims,](#ib228226ec511491b87b183c6d217a21a_73)] [added: claims,](#i4f1a330fe9254f15845774ab86609ab8_73)] *[qui [removed: tam](#ib228226ec511491b87b183c6d217a21a_73)*] [added: tam](#i4f1a330fe9254f15845774ab86609ab8_73)*] [suits, governmental investigations and audits and other legal matters that we may be subject to from time to [removed: time](#ib228226ec511491b87b183c6d217a21a_73);][added: time](#i4f1a330fe9254f15845774ab86609ab8_73);]

- [the number or percentage of patients with higher-paying commercial insurance, the average rates that commercial payors pay us, any restrictions in plan designs or other contractual terms, including, without limitation, the scope and duration of coverage and in-network [removed: benefits](#ib228226ec511491b87b183c6d217a21a_76);][added: benefits](#i4f1a330fe9254f15845774ab86609ab8_76);]

- [our ability to successfully implement our strategy with respect to integrated kidney care, value-based care and home-based [removed: dialysis](#ib228226ec511491b87b183c6d217a21a_79);][added: dialysis](#i4f1a330fe9254f15845774ab86609ab8_79);]

- [changes in the structure of and payment rates under government-based [removed: programs](#ib228226ec511491b87b183c6d217a21a_82);][added: programs](#i4f1a330fe9254f15845774ab86609ab8_82);]

- [increases in labor costs, including, without limitation, due to shortages, changes in certification requirements and/or higher than normal turnover rates in skilled clinical personnel; currently pending or future governmental laws, rules, regulations or initiatives; our ability to attract and retain key leadership talent or employees; or [removed: union](#ib228226ec511491b87b183c6d217a21a_85) [](#ib228226ec511491b87b183c6d217a21a_85)[organizing] [added: union organizing] activities or other legislative or other [removed: changes](#ib228226ec511491b87b183c6d217a21a_85);][added: changes](#i4f1a330fe9254f15845774ab86609ab8_85);]

- [our ability to comply with complex privacy and information security laws that impact us and/or our ability to properly maintain the integrity of our data, protect our proprietary rights to our systems or defend against cybersecurity [removed: attacks](#ib228226ec511491b87b183c6d217a21a_88);][added: attacks](#i4f1a330fe9254f15845774ab86609ab8_88);]

- [our ability to establish and maintain supply relationships that meet our needs at cost-effective prices or at prices that allow for adequate reimbursement as applicable, our ability to access new technology or superior products in a cost-effective manner and our increasing reliance on third party service [removed: providers](#ib228226ec511491b87b183c6d217a21a_91);][added: providers](#i4f1a330fe9254f15845774ab86609ab8_91);]

- [changes in clinical practices, payment rates or regulations impacting [removed: pharmaceuticals](#ib228226ec511491b87b183c6d217a21a_94) [and/or devices](#ib228226ec511491b87b183c6d217a21a_94);][added: pharmaceuticals and/or devices](#i4f1a330fe9254f15845774ab86609ab8_94);]

- [our ability to compete successfully, including, without limitation, implementing our growth strategy and/or retaining patients and physicians willing to serve as medical [removed: directors](#ib228226ec511491b87b183c6d217a21a_97);][added: directors](#i4f1a330fe9254f15845774ab86609ab8_97);]

- [our [removed: U.S.](#ib228226ec511491b87b183c6d217a21a_100) [integrated] [added: U.S. integrated] kidney care, [added: U.S. other] ancillary services and our international operations and our ability to expand within markets or to new markets, or invest in new products or [removed: services](#ib228226ec511491b87b183c6d217a21a_100);][added: services](#i4f1a330fe9254f15845774ab86609ab8_100);]

- [political, economic, legal, operational and other risks as we expand our operations and offer our services in markets outside of the U.S., and utilizing third-party suppliers and service providers operating outside of the [removed: U.S.](#ib228226ec511491b87b183c6d217a21a_2792);][added: U.S.](#i4f1a330fe9254f15845774ab86609ab8_103);]

- [our ability to effectively maintain, operate or upgrade our information systems or those of third-party service providers upon which we rely, including, without limitation, our clinical, billing and collections systems, and our ability to adhere to federal and state data sharing and access requirements and [removed: regulations](#ib228226ec511491b87b183c6d217a21a_103);][added: regulations](#i4f1a330fe9254f15845774ab86609ab8_106);]

- [our acquisitions, mergers, joint ventures, noncontrolling interest investments or [removed: dispositions](#ib228226ec511491b87b183c6d217a21a_106);][added: dispositions](#i4f1a330fe9254f15845774ab86609ab8_109);]

- [our aspirations, goals and disclosures related to environmental, social and governance (ESG) [removed: matters](#ib228226ec511491b87b183c6d217a21a_109);][added: matters](#i4f1a330fe9254f15845774ab86609ab8_112);]

- [our ability to appropriately estimate the amount of dialysis revenues and related refund [removed: liabilities](#ib228226ec511491b87b183c6d217a21a_112);][added: liabilities](#i4f1a330fe9254f15845774ab86609ab8_115);]

- [our current or future level of indebtedness, including, without limitation, our ability to generate cash to service our indebtedness and for other intended purposes and our ability to maintain compliance with debt [removed: covenants](#ib228226ec511491b87b183c6d217a21a_118);][added: covenants](#i4f1a330fe9254f15845774ab86609ab8_121);]

- [changes in tax laws, regulations and interpretations or challenges to our tax [removed: positions](#ib228226ec511491b87b183c6d217a21a_121);][added: positions](#i4f1a330fe9254f15845774ab86609ab8_124);]

- [the effects of natural or other disasters, political instability, public health crises or adverse weather events such as hurricanes, earthquakes, fires or [removed: flooding](#ib228226ec511491b87b183c6d217a21a_124);][added: flooding](#i4f1a330fe9254f15845774ab86609ab8_127);]

- [liability claims for damages and other expenses that are not covered by insurance or exceed our existing insurance [removed: coverage](#ib228226ec511491b87b183c6d217a21a_127);][added: coverage](#i4f1a330fe9254f15845774ab86609ab8_130);]

- [our ability to successfully maintain an effective internal control over financial [removed: reporting](#ib228226ec511491b87b183c6d217a21a_130);] [added: reporting](#i4f1a330fe9254f15845774ab86609ab8_133);] and

- [provisions in our organizational documents, our compensation programs and policies and certain requirements under Delaware law that may deter changes of control or make it more difficult for our stockholders to change the composition of our Board of Directors and take other corporate actions that our stockholders would otherwise determine to be in their best [removed: interests](#ib228226ec511491b87b183c6d217a21a_133).][added: interests](#i4f1a330fe9254f15845774ab86609ab8_136).]

[removed: Macroeconomic conditions and global events have impacted and will continue to impact our business and cost structure in a variety of ways, and there] [added: There] can be no assurance that we will be able to successfully execute cost savings [added: or other] initiatives in a manner that will offset the impact of these [removed: challenging] conditions, which could result in a material adverse impact on us.

We continue to be impacted by general conditions in the global economy and marketplace, many of which [removed: are] [added: may be] interrelated.

These conditions relate to, among other things, [removed: the COVID-19 pandemic,] inflation, [removed: rising] interest rates, challenging labor market [removed: conditions and] [added: conditions,] supply chain [removed: challenges.][added: challenges, continuing effects of COVID-19 and other factors that may impact our long term rate of growth of our patient population.]

Certain of these impacts could be further intensified by concurrent global events such as the ongoing conflict between Russia and [removed: Ukraine,] [added: Ukraine and in Israel, Gaza and the surrounding areas,] which [removed: has] [added: have] continued to drive sociopolitical and economic uncertainty and volatility [removed: in Europe and] across the globe.

We expect that the impact of COVID-19 is likely to continue to negatively impact our revenue and non-acquired growth for a period of time [removed: even as the pandemic subsides] due to the [removed: compounding] [added: ongoing] impact of [removed: mortalities,] [added: the virus on ESKD and CKD patient mortality rates,] among other things.

New admission rates, future revenues and non-acquired growth could also continue to be negatively impacted over time to the extent that the CKD population experiences elevated mortality levels due to [removed: the pandemic.][added: COVID-19.]

[removed: Depending on the ultimate severity and duration of the pandemic, the magnitude] [added: The aggregate impact] of these [removed: cumulative impacts] [added: risks] could have a material adverse [removed: impact] [added: effect] on our [added: business,] results of [removed: operations,] [added: operation,] financial condition and cash flows.

[removed: For] [added: As] further [removed: information on our growth strategy and the rate of growth of the ESKD population, see] [added: described below in] the risk factor under the heading, "*If we are unable to compete [removed: successfully...*"][added: successfully...*", certain other events beyond our control could also impact the rate of growth of our ESKD patient population.]

[removed: COVID-19 and other] [added: Ongoing] global [added: economic] conditions [added: and political and regulatory developments, such as general labor, supply chain and inflationary pressures] have also increased, and will continue to increase, our expenses, [removed: including,] [added: including] among [removed: others,] [added: other things,] staffing and labor costs.

[removed: In addition, potential] [added: Potential] staffing shortages or [removed: disruptions,] [added: other potential developments or disruptions related to our teammates,] if material, could ultimately lead to the unplanned closures of certain centers or adversely impact clinical operations, [removed: and] [added: or] may otherwise have a material adverse impact on our ability to provide dialysis services or the cost of providing those services, among other things.

In our value-based care and other programs where we assume financial accountability for total patient cost, an increase in [removed: COVID-19 rates among patients] [added: our underlying staffing and labor expenses] could have an impact on total cost of care.

We continue to [added: invest in and] implement cost savings [removed: opportunities] [added: initiatives designed] to help mitigate these cost and volume pressures.

These include, among other things, anticipated cost savings related to general and administrative cost efficiencies, such as ongoing initiatives that increase our use of third party service providers to perform certain activities, including financial reporting and information technology functions, initiatives relating to clinic optimization, initiatives for capacity utilization improvement, and procurement [removed: opportunities, such as our transition to a new erythropoiesis stimulating agent (ESA) contract.][added: opportunities.]

Deterioration in economic conditions, whether [removed: in connection with the COVID-19 pandemic or] driven by [removed: other] macroeconomic [removed: conditions or] [added: conditions,] global events, [added: domestic political or governmental volatility or other events beyond our control,] including the aforementioned inflationary and labor market pressures, volatility and uncertainty, as well as [removed: rising] [added: potential volatility in] interest rates, could have a material adverse effect on our business, results of operations, financial condition and cash flows.

Among other things, the potential decline in federal and state tax revenues that may result from a deterioration in economic conditions may create additional pressures to [removed: contain or reduce reimbursements for our services from Medicare, Medicaid and other] government sponsored programs.

[removed: Increases in] [added: Any potential period of extended or increased] job losses in the U.S. as a result of adverse economic conditions, including economic deterioration, could ultimately result in a smaller percentage of our patients being covered by an employer group health plan and a larger percentage being covered by lower-paying government insurance [added: programs or being uninsured.]

The extent of these effects will depend upon, among other things, the extent and duration of any increased unemployment levels for our patient population, any economic deterioration or potential recession; [removed: the timing] and [removed: scope of federal, state and local governmental responses to the ongoing pandemic; and] patients’ ability to retain existing insurance and their individual choices with respect to their coverage, all of which are highly uncertain and difficult to predict.

- [changes in federal and state healthcare or regulations;](#i4f1a330fe9254f15845774ab86609ab8_2858)

- [our ability to successfully implement our strategy with respect to home](#i4f1a330fe9254f15845774ab86609ab8_2865)[\-based dialysis](#i4f1a330fe9254f15845774ab86609ab8_2865)

- [if our joint ventures were found to violate t](#i4f1a330fe9254f15845774ab86609ab8_2833)[he law;](#i4f1a330fe9254f15845774ab86609ab8_2833)

Macroeconomic conditions and global events have impacted and will continue to impact our business and cost structure in a variety of ways, and these and other uncontrollable events may in the future impact the rate of growth of our patient population and our ability to grow the business.

We also have risk associated with COVID-19.

Any decrease in growth rates for the ESKD or CKD patient population, higher mortality rates for dialysis patients or other reductions in demand for dialysis treatments, if sustained or significant, could have a material adverse effect on our business, results of operations, financial condition and cash flows.

Any such impact would be magnified to the extent it also

resulted in a lower number of patients with commercial insurance or a lower percentage of patients under commercial insurance relative to government-based programs.

We expect certain of these increased staffing and labor costs to continue, due to, among other factors, recent legislative changes, such as Senate Bill 525 in California, and increased training costs.

The cumulative impact of these increased costs could be material.

In addition, our industry has experienced increased union organizing activities, including the filing of petitions by unions at certain of our competitors' clinics with a number of those clinics voting to unionize.

For additional information on risks regarding the potential impact of decreases to the percentage or

If general economic conditions or labor market conditions deteriorate or remain uncertain for an extended period of time, we may experience negative impacts on reimbursement rates or the availability of insurance coverage for our patients, which may in turn materially and unfavorably impact our revenues and financial results.

- the Foreign Corrupt Practices Act (FCPA), the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001, Public Law 107-56 (Patriot Act), Executive Order No. 13224 on Terrorist Financing, effective September 24, 2001, and similar laws and regulations;

- laws, regulations or other guidance across jurisdictions that require enhanced disclosures and due diligence surrounding the impacts of our Company and value chain on, and the financial risks and opportunities for our Company from, environmental, social and governance (ESG) or other similar sustainability or corporate responsibility matters, as well as enhanced policies, processes and controls designed to appropriately monitor and track such information and enhanced actions to address our Company's impact on these matters; and

It is unclear if and when a final rule will be issued and whether it would be subject to legal challenges.

In addition, Congress and more than half of the states' legislatures introduced legislation in 2023 that would place some restrictions on non-compete agreements between employers and workers.

While few of these states passed such legislation, it is possible that similar legislation could be introduced in 2024.

commercial insurance, see the risk factor under the heading "*If the number or percentage of patients with higher-paying commercial insurance declines..."*

Depending on the extent of the limitations, burdens or prescriptions of such initiatives, the passage of such initiatives into law could have a material adverse impact on our business, results of operation, financial condition and cash flow.

For example, California recently enacted California Senate Bill No. 525 (SB 525), which raises the minimum wage for many California healthcare workers, effective as of June 1, 2024.

The implementation of AB 290 has been stayed pending resolution of legal challenges.

The trial court recently issued a decision relating to these challenges to AB 290 that may result in the stay being lifted and at least some provisions of the law being implemented in the near future, although any appeal of the decision may result in the stay being continued.

While it is currently unclear when and how those provisions may be implemented, in the event certain provisions of AB 290 are implemented in their proposed form, including the reimbursement cap, it may have a negative consequence on our business.

our highest paying commercial payors or our relationships with these payors will have a disproportionate impact on us.

health condition.

For example, the CKCC program is a 5-year demonstration that launched in 2022.

CMMI continues to monitor the performance of these and other kidney care payment models, and there is no assurance that this program will be extended or modified in the future and, among other things, our costs of care could exceed our associated reimbursement rates under such legislation.

CMS continues to propose

modifications to the ETC model and evaluate the model against the agency's stated goals for the program.

For example, the OIG recently issued its 2024 work plan identifying its interest in auditing home dialysis programs.

Such payment

- Risk of ensuring that we remain complaint with MA marketing requirements as well as our contractual terms with associated plans, as our initiatives associated with MA (including chronic condition special needs and dual eligible special needs plans) continue to evolve and progress.

Failure to do so could resolve in termination of agreements with plans as well as enforcement by state and federal agencies for violation of insurance, consumer and fraud and abuse laws and regulations.

This contract expires at the end of 2024.

If we are unable to attract and retain qualified individuals, we may experience disruptions in our business operations, including, without limitation, our ability to

Recently, certain of our competitors have experienced union organizing activities, including the filing of petitions by unions at certain of their clinics, with a number of these clinics voting to unionize.

While no such petitions have been filed at our dialysis clinics to date, there can be no assurance that such petitions may not be filed in the future or that such petitions, if filed, will not be successful.

For example, healthcare companies, including our Company and certain of our third-party service providers, strategic partners, consultants or contractors, are increasingly incorporating self-learning or "artificial intelligence" features into information technology capabilities.

The use of this rapidly evolving technology may intensify the cybersecurity and reputational risks we face given its novel and untested nature, particularly to the extent such technology involves the use of protected health information (PHI) or personally identifiable information (PII).

With respect to COVID-19, these future developments include, among other things, the ultimate severity and duration of the pandemic; the evolution of new strains or variants of the virus that may present varying levels of infectivity or virulence; COVID-19's impact on the chronic kidney disease (CKD) patient population and our patient population, including on the mortality of these patients; the availability, acceptance, impact and efficacy of COVID-19 vaccines, treatments and therapies; the pandemic’s continuing impact on our revenue and non-acquired growth due to lower treatment volumes; the potential negative impact on our commercial mix or the number of patients covered by commercial insurance plans; continued increased COVID-related costs; supply chain challenges and disruptions, including with respect to our clinical supplies; the responses of our competitors to the pandemic and related changes in the marketplace; the timing, scope and effectiveness of federal, state and local government responses; and any potential changes to the extensive set of federal, state and local laws, regulations and requirements that govern our business.

COVID-19 has also intensified certain conditions and developments in the U.S. and global economies, labor market conditions, inflation and monetary policies that continue to impact our business as further described below.

Because ESKD patients may be older and generally have comorbidities, several of which are risk factors for COVID-19, we believe the mortality rate of infected patients has been higher in the dialysis population than in

the general population.

Over the longer term, we believe that changes in mortality in both the ESKD and CKD populations due to COVID-19 will continue to depend primarily on the infection rate, case fatality rate, the age and health status of affected patients, and access to and continued efficacy of vaccinations or other treatments or therapies, particularly as it relates to variants of the virus, as well as willingness to be vaccinated.

There remains significant uncertainty as to the ultimate impact of COVID-19 on our treatment volumes, in part due to, among other things, the indeterminate severity and duration of the pandemic and the complexity of factors that may drive new admissions and missed treatment rates over time.

These challenges have been heightened by the increased demand for and demand upon such personnel by the ongoing pandemic and our COVID-19 response, as well as ongoing volatility and uncertainty in the labor market, particularly in healthcare.

In 2022, as part of our continuing efforts in this challenging and highly competitive labor market, we incurred higher than usual wage increases, and higher incentive pay.

For additional details on the substantial resources dedicated, and costs incurred in response to COVID-19, see the discussion under Part I, Item 1.

Business of this Form 10-K under the heading "*COVID-19 and its impact on our business*".

programs or being uninsured.

If general economic conditions deteriorate further or remain uncertain for an extended period of time, we may incur future charges to recognize impairment in the carrying amount of our goodwill and other intangible assets.

- the Foreign Corrupt Practices Act (FCPA) and similar laws and regulations;

The complex and highly regulated environment that we operate in, the novel nature of our COVID-19 response and rulemaking responses to COVID-19 by certain state and federal agencies, including without limitation OSHA and CMS, may increase our exposure to legal, regulatory compliance and clinical risks.

Compliance with COVID-19-related safety rules and regulations is enforced with sanctions and/or fines, and non-compliance also has the potential for negative publicity or reputational impact.

In addition, our novel response to the pandemic included implementing certain restrictive operational protocols for an extended period of time.

Maintaining these restrictive operational protocols may also have adversely impacted our strategic initiatives, such as our strategy to continue to build our abilities to offer home dialysis options and expanding our integrated care capabilities.

Moreover, the expected expiration of the federal government's national emergency and public health emergency declarations in May 2023 may impact the coverage for certain services for Medicare and Medicaid patients and will end waivers for the provision of certain services, and returning our services to a pre-pandemic regulatory state similarly may increase our exposure to legal, regulatory, compliance and clinical risks.

If we experience a failure of the fitness of our clinical laboratory, dialysis centers and related operations and/or other facilities as a result of operational changes implemented in connection with the COVID-19 pandemic or for any other reason, or if another event or occurrence adversely impacts the safety of our caregivers or patients (or is alleged to have done so), we could face adverse consequences, including without limitation, material negative impact on our brand, increased litigation, compliance or regulatory investigations, teammate unrest, work stoppages or other workforce disruptions.

Any governmental investigations or legal actions brought by patients, teammates, caregivers or others relating to the safety of our caregivers or patients, or alleged exposure to COVID-19 at our facilities or by our caregivers, may involve significant demands and require substantial legal defense costs, which may not be adequately covered by our professional and general liability insurance, and may materially harm our reputation.

If we are unable to successfully adapt to

For instance, in 2022, voters in California considered a statewide ballot initiative proposed by the Service Employees International Union - United Healthcare Workers West (SEIU-UHW) that sought to impose certain regulatory requirements on dialysis clinics, including requirements related to physician staffing levels, clinical reporting, clinical treatment options and limitations on the ability to make decisions on closing or reducing services for dialysis clinics.

While voters rejected this most recent ballot initiative in 2022, we incurred substantial costs to oppose it.

The American Kidney Fund (AKF), an organization that provides charitable premium assistance, announced that it would be withdrawing from California as a result of AB 290.

unviable, lead to the closure of certain centers, restrict the ability of dialysis patients to obtain and maintain optimal insurance coverage and reduce the number of patients that select commercial insurance plans or MA plans for their dialysis care, among other things.

others, a continued decline in the rate of growth of the ESRD patient population, improved mortality, changes in the patient's or a family member's employment status, reduced availability of commercial health plans or reduced coverage by such plans through the ACA exchanges or otherwise due to changes to the laws, marketplace, healthcare regulatory system or otherwise.

For additional information, see Note 16 to the consolidated financial statements included in this report.

We cannot reasonably estimate the ultimate impact of the U.S. Supreme Court’s decision at this time, as there is significant uncertainty as to, among other things, whether and to what extent

As an example, the removal of objective time and distance standards relating to network adequacy for outpatient dialysis centers for MA plans that was included in the final rules may adversely impact the number of ESRD patients that select MA plans and also may result in the Company not being an in-network provider for significant MA plans in the event MA plans attempt to use this revision to the rules to limit or restrict their networks.

If kidney patients choose not to enroll in MA plans or choose to leave MA plans, whether due to network adequacy standards or otherwise, or if we fail to provide education to kidney patients in the manner specified by CMS, we could be subject to certain clinical, operational, financial and legal risks, which could have a material adverse effect on our business, results of operations, financial condition and cash flows.

For further detail on these regulations see the discussion in Part I, Item 1.

Business of this Form 10-K under the heading "*Government Regulation—Health Plan Price Transparency Rules.*" On July 1, 2022, enforcement began of the requirement that plans publish machine readable files that include negotiated rates for all covered items and services with all providers and out-of-network allowed amounts.

To comply with these requirements, plans have begun to publish these files and make them available to the public.

The information that has been made available to date is highly diverse and complex.

While the ultimate impact of these requirements remains uncertain, any changes by group health plans, health insurance issuers in the group and individual markets, or consumer choices resulting from these requirements could have a material adverse impact on our business, results of operations, and financial condition, and our reputation could be materially harmed.

For additional details regarding potential legislative or regulatory changes, the specific risks we face in connection with any decrease in payments we receive for services due to, for example, fewer patients being covered under commercial plans or an increase of patients covered under more restrictive commercial plans, or plans with lower reimbursement rates, please see Part I, Item 1.

Business of this

initiatives.

For example, our costs of care could exceed our associated reimbursement rates under such legislation.

Our response to the COVID-19 pandemic has also required us to impose certain operational restrictions that may adversely impact certain home-based dialysis initiatives, and the extent of this impact may depend on the severity or duration of the pandemic, among other things.

These forward-looking statements could include, among other things, [removed: DaVita's response to and the expected future impacts of the coronavirus (COVID-19), including] statements about our balance sheet and liquidity, our [removed: expenses and expense offsets,] [added: expenses,] revenues, billings and collections, availability or cost of supplies, treatment volumes, mix expectation, such as the percentage or number of patients under commercial insurance, [removed: the availability, acceptance, impact, administration and efficacy of COVID-19 vaccines, treatments and therapies, the continuing impact on the U.S.] [added: current macroeconomic, marketplace] and [removed: global economies,] labor market conditions, and overall impact on our patients and teammates, as well as other statements regarding our future operations, financial condition and prospects, expenses, strategic initiatives, government and commercial payment rates, expectations related to value-based care, integrated kidney care and Medicare Advantage (MA) plan [removed: enrollment] [added: enrollment, expectations regarding increased competition] and [added: marketplace changes, including those related to new or potential entrants in the dialysis and pre-dialysis marketplace and the potential impact of innovative technologies, drugs or other treatments, expectations regarding the impact of] our [added: continuing cost savings initiatives and our] ongoing stock repurchase program.

[removed: *•the continuing impact of the COVID-19 pandemic, current] [added: *•current] macroeconomic and marketplace conditions, [removed: and] global [removed: events,] [added: events and domestic political or governmental volatility,] many of which are interrelated and which relate to, among other things, [added: inflation, potential interest rate volatility, labor market conditions, wage pressure, evolving monetary policies, and] the [added: continuing] impact of the COVID-19 pandemic on our patients, teammates, physician partners, suppliers, business, operations, reputation, financial condition and results of operations; the [removed: government's response to the ongoing pandemic; the pandemic's] continuing impact [removed: on the U.S. and global economies, labor market conditions, interest rates, inflation and evolving monetary policies; the availability, acceptance, impact and efficacy] of [removed: COVID-19 vaccines, treatments and therapies; further spread or resurgence of] the [removed: virus, including as a result of the emergence of new strains of the virus; the continuing impact of the] pandemic on our revenues and non-acquired growth due to lower treatment volumes; COVID-19's impact on the chronic kidney disease (CKD) population and our patient population including on the mortality of these patients; any [removed: potential* *negative] [added: potential negative] impact on our commercial mix or the number of our patients covered by commercial insurance plans; [removed: continued increased COVID-19-related costs;] [added: the potential impact of new or potential entrants in the dialysis and pre-dialysis marketplace and potential impact of innovative technologies, drugs, or other treatments on] our [added: patients and industry; our] ability to successfully implement cost savings initiatives; supply chain challenges and disruptions; and elevated teammate turnover and training costs and higher salary and wage expense, [removed: including, among other things, increased contract wages,] driven in part by persisting labor market conditions and a high demand for our clinical personnel, any of which may also have the effect of heightening many of the other risks and uncertainties discussed below, and in many cases, the impact of the pandemic and the aforementioned global economic conditions on our business may persist even [removed: after] [added: as] the pandemic [removed: subsides;*][added: continues to subside;*]

*•risks arising from potential changes in laws, regulations or requirements applicable to us, such as potential and proposed federal and/or state legislation, regulation, ballot, executive action or other initiatives, including without [removed: limitation] [added: limitation,] those related to [removed: healthcare] [added: healthcare, antitrust matters, including, among others, restrictive covenants and acquisition, merger, joint venture or similar transactions] and/or labor matters;*

*•the concentration of profits generated by higher-paying commercial payor plans for which there is continued downward pressure on average realized payment rates; a reduction in the number or percentage of our patients under such plans, including, without limitation, as a result of [removed: restrictions] [added: continuing legislative efforts to restrict] or [removed: prohibitions on] [added: prohibit] the use and/or availability of charitable premium assistance, [added: such as AB 290,] which may result in the loss of revenues or patients, as a result of our making incorrect assumptions about how our patients will respond to any change in financial assistance from charitable organizations; or as a result of payors’ implementing restrictive plan designs, including, without limitation, actions taken in response to the U.S. Supreme Court’s decision in Marietta Memorial Hospital Employee Health Benefit Plan, et al.

[removed: *respond] [added: (Marietta); how and whether regulators and legislators will respond] to the Marietta decision including, without limitation, whether they will issue regulatory guidance or adopt new legislation; how courts will interpret other anti-discriminatory provisions that may apply to restrictive plan designs; whether there could be other potential negative impacts of the Marietta decision; and the timing of each of these items;*

*•our ability to attract, retain and motivate teammates and our ability to manage operating cost increases or productivity decreases whether due to union organizing activities, [added: which continue to increase in the dialysis industry,] legislative or other changes, demand for labor, volatility and uncertainty in the labor market, the current challenging and highly competitive labor market conditions, or other reasons;*

[removed: *•U.S. and global economic and marketplace conditions, interest rates, inflation, unemployment, labor market conditions, and evolving monetary policies, and our] [added: *•our] ability to respond to [removed: these] challenging [added: U.S. and global economic and marketplace] conditions, including among other things our ability to successfully identify cost savings opportunities and to [added: invest in and] implement cost savings initiatives such as ongoing initiatives that increase our use of third-party service providers to perform certain activities, initiatives that relate to clinic optimization and capacity utilization improvement, and procurement opportunities, among other things;*

*•our ability to successfully implement our strategies with respect to integrated kidney care and value-based care initiatives and [removed: home based] [added: home-based] dialysis in the desired time frame and in a complex, dynamic and highly regulated environment, including, among other things, maintaining our existing business; meeting growth expectations; recovering our investments; entering into [added: or renewing] agreements with payors, third party vendors and others on terms that are competitive and, as appropriate, prove actuarially sound; structuring operations, agreements and arrangements to comply with evolving rules and regulations; finding, training and retaining appropriate staff; and further developing our integrated care and other capabilities to provide competitive programs at scale;*

*•a reduction in government payment rates under the Medicare [removed: End Stage Renal Disease] [added: ESRD] program, state Medicaid or other government-based programs and the impact of the [removed: Medicare Advantage] [added: MA] benchmark structure;*

*•legal and compliance risks, such as our continued compliance with complex, and at times, evolving government regulations and [removed: requirements;*][added: requirements and with additional laws that may apply to our operations as we expand geographically or enter into new lines of business, including through acquisitions or joint ventures;*]

*•changes in pharmaceutical practice patterns, reimbursement and payment policies and processes, or pharmaceutical pricing, including with respect to [removed: hypoxia inducible factors,] [added: oral phosphate binders,] among other things;*

*•our ability to complete acquisitions, mergers, dispositions, joint ventures or other strategic transactions that we might announce or be considering, on terms favorable to us or at all, [removed: or] to successfully integrate any acquired businesses, [removed: or] to successfully operate any acquired businesses, joint ventures or other strategic transactions, [removed: or] to successfully expand our operations and services in markets outside the United States, or to businesses or products outside of dialysis services;*

*•the other risk factors, trends and uncertainties set forth in Part [removed: I,] [added: I] Item 1A.

In addition, [removed: 2022] [added: 2023] was negatively impacted by [removed: our] increased [added: legal costs and our continued] investment in our integrated care support functions needed to support [removed: the IKC] patient [removed: growth.][added: growth in our IKC business.]

Operational and financial highlights for [removed: 2022] [added: 2023] include, among other things:

- operating income of [removed: $1,339] [added: $1,603] million and adjusted operating income of [removed: $1,450] [added: $1,734] million;

- operating cash flows of [removed: $1,565] [added: $2,059] million and free cash flows of [removed: $817] [added: $1,236] million; [removed: and]

- repurchase of [removed: 8,094,661] [added: 2,903,832] shares of our common stock for aggregate consideration of [removed: $788] [added: $286] million, and a [removed: 7.1%] [added: 1.8%] reduction in our share count [removed: year-over-year.][added: year-over-year;]

- [added: a] net decrease of [removed: 91] [added: 49] U.S. dialysis centers to improve center capacity [removed: and] utilization, as well as a net increase of [removed: 11] [added: 17] international dialysis centers from [removed: acquisitions;][added: acquisitions and developments;]

- continued patient growth in IKC to [removed: 42,000] [added: 58,000] patients in risk-based integrated care arrangements and an additional [removed: 15,000] [added: 17,000] patients in other integrated care arrangements; and

[removed: On cost, we] [added: We] continue to expect [removed: increasing] pressure on wage rates and other costs due to the challenging labor market and [added: other] inflationary [removed: conditions and increased severance costs as we focus on efficiencies in our administrative support functions partially offset by continued anticipated savings on pharmaceutical costs and a decrease in depreciation and amortization.][added: conditions.]

Finally, considerable uncertainty exists surrounding the continued development of the various governmental laws, regulations and other requirements that [added: may] impact our [removed: business.][added: business, including to the extent such developments impact the behavior of other health care market participants such as payors, employers, charitable organizations and government agencies.]

The discussion below includes analysis of our financial condition and results of operations for the years ended December 31, [removed: 2022] [added: 2023] compared to December 31, [removed: 2021.][added: 2022.]

Our Annual Report on Form 10-K for the year ended December 31, [removed: 2021,] [added: 2022,] includes a discussion and analysis of our financial condition and results of operations for the year ended December 31, [removed: 2020,] [added: 2021,] in its Part [removed: II,] [added: II] Item 7, "*Management's Discussion and Analysis of Financial Condition and Results of Operations*".

References to the "Notes" in the discussion below refer to the notes to the Company's consolidated financial statements included in this Annual Report on Form 10-K at [added: Part IV] Item 15, "*Exhibits, Financial Statement Schedules*" as referred from Part II Item 8, "*Financial Statements and Supplementary Data.*"

[removed: COVID-19, General] [added: General] Economic and Marketplace [removed: Conditions, and] [added: Conditions;] Legal and Regulatory Developments

As noted above and described in further detail below, [removed: the continued impacts on our business] [added: developments] in [removed: connection with the COVID-19 pandemic and] general economic and market conditions [added: have directly and indirectly impacted the Company and in the future] could have a material adverse impact on our patients, teammates, physician partners, suppliers, business, operations, reputation, financial condition, results of operations, [added: share price,] cash flows and/or liquidity.

Many of these external factors and conditions are interrelated, including, among other things, [removed: supply chain challenges,] inflation, [removed: rising] [added: potential] interest [removed: rates,] [added: rate volatility,] labor market [removed: conditions and] [added: conditions,] wage [removed: pressure.][added: pressure, the impact of COVID-19 on the mortality rates of our patients and other ESKD or CKD patients, supply chain challenges and the potential impact and application of innovative technologies, drugs or other treatments.]

Certain of these impacts could be further intensified by concurrent global events such as the ongoing [removed: conflict] [added: conflicts] between Russia and [removed: Ukraine,] [added: Ukraine and in Israel, Gaza and the surrounding areas,] which [removed: has] [added: have] continued to drive sociopolitical and economic uncertainty [removed: and volatility in Europe and] across the globe.

[removed: New] [added: Despite these improvements, new] admission rates, [added: treatment volumes,] future revenues and non-acquired [removed: growth] [added: growth, among other things,] could [removed: also] continue to be negatively impacted over time to the extent that the [added: ESKD and] CKD [removed: population experiences] [added: populations experience sustained] elevated mortality [removed: levels due to the pandemic.][added: levels.]

[removed: Depending on the ultimate severity and duration of the pandemic, the] [added: The] magnitude of these cumulative impacts could have a material adverse impact on our results of operations, financial condition and cash flows.

[removed: COVID-19 and other] [added: Ongoing] global [added: economic] conditions [added: and political and regulatory developments, such as general labor, supply chain and inflationary pressures] have also increased, and will continue to increase, our expenses, including, among others, staffing and labor costs.

[removed: As noted above, we expect certain of these increased costs to continue, and the] [added: The] cumulative impact of these [added: increased] costs could be material.

[removed: In addition, potential] [added: Potential] staffing shortages or [removed: disruptions,] [added: other potential developments or disruptions related to our teammates,] if material, could ultimately lead to the unplanned closures of certain centers or adversely impact clinical operations, [removed: and] [added: or] may otherwise have a material adverse impact on our ability to provide dialysis services or the cost of providing those services, among other things.

The [removed: staffing and labor] cost inflation [added: trends] described [removed: above, in addition to higher equipment and clinical supply costs,] [added: above] have put pressure on our existing cost structure, and as noted above, we expect that certain of those increased costs will persist as [removed: global supply chains continue to experience volatility and disruptions and as] inflationary [added: and supply chain] pressures and challenging labor market conditions continue.

[removed: As referenced above,] [added: During the fourth quarter of 2023,] we [removed: continue] [added: continued] to [added: invest in and] implement cost savings [removed: opportunities] [added: initiatives designed] to help mitigate these cost and volume pressures.

These [removed: include, among other things, anticipated] [added: include identified] cost savings related to [removed: certain] [added: the achievement of] general and administrative cost [removed: efficiencies, such as] [added: efficiencies through] ongoing initiatives that increase our use of third party service providers to perform certain [removed: activities, including, among others, finance and accounting functions as well as related information technology functions; initiatives relating to clinic optimization and initiatives for capacity utilization improvement; and procurement opportunities.][added: activities.]

[removed: We have incurred, and expect to continue to incur, charges in connection with the continued implementation of these initiatives, and there] [added: There] can be no assurance that we will be able to successfully execute these initiatives or that they will achieve expectations or succeed in helping offset the impact of these challenging conditions.

[removed: For additional information, see] [added: See] Note [removed: 16] [added: 15] to the consolidated financial statements included in this report [removed: and the risk factor in Part I Item 1A.][added: for further discussion.]

| | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | Amount | | | | | | Percent | | |

Our year-over-year overall financial performance in 2023 benefited from increased revenues in our U.S. dialysis, international and IKC businesses, as well as decreases in pharmaceutical costs, contract wage expense and advocacy spend.

These positive trends were partially offset by continued increases in compensation expense, severance costs and center closure costs as we continued to focus on cost savings initiatives.

- U.S. dialysis revenue growth of 3.2% from an increase in average patient services revenue per treatment of $12.20;

*•*revenue growth of 35.2% in our IKC business which included the recognition of an incremental $55 million in shared savings revenue from the IKC adjustment described below, and 9.0% in our international operations;

- entry into a new Term Loan A-1 facility in the aggregate principal amount of $1,250 million and a revolving line of credit in an aggregate principal amount up to $1,500 million and purchase of $4,500 million notional amount of forward caps to shield our exposure to significant interest rate increases through 2026; and

- leverage ratio, as a multiple of Consolidated EBITDA, each as defined by our credit agreement, is back within our target range of 3.0x to 3.5x.

- a net increase in U.S. dialysis patients of 0.7% and international patients of 8.4% as of December 31, 2023;

- invested in Mozarc Medical Holding LLC (Mozarc), an independent new company committed to reshaping kidney health and driving patient-centered technology solutions.

In 2024, we expect that treatment volumes will return to positive growth as the compounding impact of COVID-19 on historical mortality rates of dialysis patients and our patient census subsides.

We expect improving adjusted operating income due to the combination of the net impact of our continued improvements in our billing cycle process and ongoing cost savings initiatives.

We also expect to see continued investment and operating improvement in our integrated kidney care and value-based care initiatives during 2024.

In the fourth quarter of 2023, treatment per day volumes were relatively flat compared to the third quarter.

On a full year basis, we continue to experience a negative impact on revenue and treatment volume due to the cumulative and compounding negative impact of COVID-19 on the mortality rates of our patients and the associated adverse impact on our patient census.

However, we have continued to experience improvements with respect to these negative impacts with treatment volumes remaining relatively flat year over year and looking at the full year, we have seen an increase in patient census compared for the first time since 2019.

We continue to experience increased levels of compensation compared to the prior year with contract labor improvements offset by investments in our teammate compensation.

We expect certain of these increased staffing and labor costs to continue, due to, among other factors, the continuation of a challenging healthcare labor market.

In addition, our industry has experienced increased union organizing activities, including the filing of petitions by unions at certain of our competitors' clinics with a number of those clinics voting to unionize.

These opportunities and investments also include, among others, initiatives relating to clinic optimization, capacity utilization improvement and procurement opportunities, as well as investments in revenue cycle management.

We have incurred, and expect to continue to incur, charges in connection with the continued implementation of certain of these initiatives.

On October 13, 2019, California Assembly Bill 290 (AB 290) was signed into law.

As drafted, AB 290 would, among other things, limit the amount of reimbursement paid to certain providers for services provided to patients with commercial insurance who receive charitable premium assistance (reimbursement cap).

The implementation of AB 290 has been stayed pending resolution of legal challenges.

The trial court recently issued a decision relating to these challenges to AB 290 that may result in the stay being lifted and at least some provisions of the law being implemented in the near future, although any appeal of the decision may result in the stay being continued.

While it is currently unclear when and how those provisions may be implemented, in the event certain provisions of AB 290 are implemented in their proposed form, including the reimbursement cap, it may have negative consequences for our business.

Depending on what provisions are implemented, organizations that provide charitable premium assistance may choose to withdraw from California, which would have an adverse impact on the

ability of patients to afford Medicare premiums and Medicare supplemental and commercial coverage.

We expect that such an adverse impact will in turn adversely impact our business, results of operations, financial condition and cash flows.

In the past, bills similar to AB 290 have been introduced in other states, but none has become law.

If these or similar bills are introduced and implemented in other jurisdictions, and organizations that provide charitable premium assistance in those jurisdictions are similarly impacted, it could in the aggregate have a material adverse impact on our business, results of operations, financial condition and cash flows.

For additional information on risks associated with charitable premium assistance for ESRD patients and the potential impact of decreases to the percentage or number of our patients with commercial insurance, see the risk factors under the heading "*Changes in federal and state healthcare legislation or regulations...*" and "*If the number or percentage of patients with higher-paying commercial insurance declines...*"

| U.S. dialysis | | | $ | 10,937 | | | | | $ | 10,600 | | | | | $ | 337 | | | | | 3.2 | | % |

| U.S. dialysis | | | $ | 1,775 | | | | | $ | 1,565 | | | | | $ | 210 | | | | | 13.4 | | % |

| Operating income | | | $ | 1,603 | | | | | $ | 1,339 | | | | | $ | 264 | | | | | 19.7 | | % |

| U.S. dialysis | | | $ | 1,900 | | | | | $ | 1,668 | | | | | $ | 232 | | | | | 13.9 | | % |

can lead to increased labor costs as can increases in turnover.

In 2023, our overall clinical teammate turnover was relatively flat from 2022, but remains elevated from historical levels.

| | | | 2023 | | | | | | 2022 | | | | | | Amount | | | | | | Percent | | |

| Dialysis treatments | | | 28,910,177 | | | | | | 28,954,433 | | | | | | (44,256) | | | | | | (0.2) | | % |

| Treatment days | | | 312 | | | | | | 313 | | | | | | (1) | | | | | | (0.2) | | % |

The decrease in our U.S. dialysis treatments in 2023 was primarily driven by fewer treatment days.

v.

("Marietta"); how and whether regulators and legislators will*

On June 19, 2019, we completed the sale of our prior DaVita Medical Group (DMG) business to Collaborative Care Holdings, LLC, a subsidiary of UnitedHealth Group Inc. The effects of the DMG sale have been reported in discontinued operations for all periods presented and DMG is not included below in this Management's Discussion and Analysis.

We continued to experience challenges related to the coronavirus pandemic (COVID-19) and certain interrelated macroeconomic developments and conditions which negatively impacted our year-over-year revenue and treatment volumes in 2022.

We also incurred higher compensation expense and advocacy spend in 2022, as well as increases in severance costs and center closures costs as we continue to focus on cost savings initiatives.

These negative trends were partially offset by increased U.S. dialysis average patient services revenue per treatment and continued growth in international businesses.

In addition our 2022 financial performance benefited from lower pharmaceutical unit costs and intensity, health benefits expenses and medical supply expense as compared to the prior year.

- total U.S. dialysis revenue benefited from an increase in average patient services revenue per treatment growth of $6.00 per treatment offset by a decrease in the number of treatments primarily due to increased mortality due to COVID-19's impact on our patient population;

- total revenue growth of 8.3% in our IKC business and 3.6% in our international operations;

- the continued impact of COVID-19 and other macroeconomic conditions.

In 2023, we expect that COVID-19 and certain macroeconomic conditions will continue to impact our business and financial performance though the cumulative magnitude of these impacts remains difficult to predict and subject to significant uncertainty due to a number of factors, as described in further detail below under the heading "*COVID-19, General Economic and Marketplace Conditions, and Legal and Regulatory Developments*." On treatment volume, we continue to face pressure primarily driven by the impact of COVID-19 on the mortality rates of dialysis patients, as well as the direct and indirect impact of COVID-19 on our missed treatment rate and new admissions.

We anticipate that this pressure also will be magnified by continued slowing industry growth and continued competitive activity in 2023.

On reimbursement rate, we expect growth in aggregate, primarily due to the increase in Medicare payment rates under the ESRD Prospective Payment System as well as a continuing increase in anticipated Medicare Advantage enrollment due to the 21st Century Cures Act, partially offset by a full year of the resumption of Medicare sequestration.

We expect to incur significantly less advocacy costs in 2023 than we experienced in 2022.

We also expect to continue making investments to expand our ability to offer home-based dialysis service options and further advance our integrated care and value-based care initiatives in 2023.

In 2022 we continued to experience a negative impact on revenue and non-acquired growth from COVID-19 due to lower treatment volumes.

As noted above, these lower treatment volumes were driven primarily by the negative impact of COVID-19 on the mortality rates of our patients, which has in turn impacted our patient census, as well as the direct and indirect impact of COVID-19 on our missed treatment rate and new admissions.

We expect that the impact of COVID-19 is likely to continue to negatively impact our revenue and non-acquired growth for a period of time even as the pandemic subsides due to the compounding impact of mortalities, among other things.

During 2022, lower treatment volumes were also driven in part by declining new admissions and elevated missed treatment rates.

There remains significant uncertainty as to the ultimate impact of COVID-19 on our treatment volumes, in part due to, among other things, the indeterminate severity and duration of the pandemic and the complexity of factors that may drive new admissions and missed treatment rates over time.

In 2022, we incurred higher than usual wage increases, and higher incentive pay.

During 2022 we also incurred increased costs due to an increased utilization of contract labor, inefficient productivity and increased investment in training expenses.

Each of those cost drivers were in turn primarily the result of the combination of our ongoing COVID-19-related clinical protocols and general labor, supply chain and inflationary pressures.

In 2022, we also saw a continued increase, relative to pre-pandemic conditions, in the effort and cost needed to procure certain of our equipment and clinical supplies, including pharmaceuticals and personal protective equipment (PPE), and some of which have been substantial.

Prolonged volatility, uncertainty, labor supply shortages and other challenging labor market conditions could have an adverse impact on our growth and ability to execute on our other strategic initiatives and a material adverse impact on our labor costs.

Prolonged strain on global supply chains may result in equipment and clinical supply shortages, disruptions, delays or associated price increases that could impact our ability to provide dialysis services or the cost of providing those services, among other things.

Moreover, to the extent that inflationary pressure persists, this may in turn continue to increase our labor and supply costs at a rate that outpaces the Medicare or any other rate increases we may receive.

In our value-based care and other programs where we assume financial accountability for total patient cost, an increase in COVID-19 rates among patients could have an impact on total cost of care.

This increase may in turn impact the profitability of those programs relative to their respective funding.

Any failure on our part to adjust our business and operations in this manner, to adjust to other marketplace developments or dynamics or to appropriately implement these initiatives in accordance with applicable legal, regulatory or compliance requirements could adversely impact our ability to provide dialysis services or the cost of providing those services, among other things, and ultimately could have a material adverse effect on our business, reputation, results of operations, financial condition and cash flows.

*Federal, State and Local Government Response*

The government response to COVID-19 has been wide-ranging and will continue to develop over time.

As a result, we may not be able to accurately predict the nature, timing or extent of the impact of such changes on the markets in which we conduct business or on the other participants that operate in those markets, or any potential changes to the extensive set of federal, state and local laws, regulations and requirements that govern our business.

For example, federal COVID-19 relief legislation suspended the 2% Medicare sequestration from May 1, 2020 through March 31, 2022.

The Medicare sequestration was reinstated in stages until the full 2% level was resumed as of July 1, 2022.

While in effect, the suspension of sequestration significantly increased our revenues.

We believe the ultimate impact of the COVID-19 pandemic and the aforementioned general economic and marketplace conditions on the Company over time will depend on future developments that are highly uncertain and difficult to predict.

With respect to COVID-19, these future developments include, among other things, the ultimate severity and duration of the pandemic; the evolution of new strains or variants of the virus that may present varying levels of infectivity or virulence; COVID-19's impact on the CKD patient population and our patient population, including on the mortality of these patients; the availability, acceptance, impact and efficacy of COVID-19 vaccines, treatments and therapies; the pandemic’s continuing impact on our revenue and non-acquired growth due to lower treatment volumes; the potential negative impact on our commercial mix or the number of patients covered by commercial insurance plans; continued increased COVID-related costs; supply chain challenges and disruptions, including with respect to our clinical supplies; the responses of our competitors to the pandemic and related changes in the marketplace; the timing, scope and effectiveness of federal, state and local government responses; and any potential changes to the extensive set of federal, state and local laws, regulations and requirements that govern our business.

In certain cases, the impact of the pandemic on us may persist even after the pandemic subsides.

COVID-19 has also intensified certain of the aforementioned general economic and marketplace conditions and developments in the U.S. and global economies, including labor market conditions, inflation and monetary policies, among others.

The first table below presents scheduled principal repayments and current weighted average interest rates on our debt obligations as of December 31, [removed: 2022.][added: 2023.]

The variable rates presented reflect the weighted average [removed: LIBOR] [added: SOFR] rates in effect for all debt tranches plus the interest rate margins in effect as of December 31, [removed: 2022.][added: 2023.]

At December 31, [removed: 2022,] [added: 2023,] the Term Loan [removed: A] [added: A-1] interest rate margin in effect was 1.75% and the Term Loan B-1 interest rate margin in effect was also 1.75%.

The interest rates in effect on our Term Loan [removed: A] [added: A-1] and [added: new] revolving line of credit are subject to adjustment depending upon changes in our leverage ratio.

| | | | Expected maturity date | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Average interest rate | | | | | | [removed: Fair] [added: Estimated fair] value(1) | | |

| | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2025] [added: 2026] | | | | | | [removed: 2026] [added: 2027] | | | | | | [removed: 2027] [added: 2028] | | | | | | Thereafter | | | | | | Total | | | | | | | | | | | | | | |

(1)Represents the [added: estimated] fair value of our long-term debt excluding financing leases.

The scheduled principal payments for all debt that bears a variable rate by its terms, including all of Term Loan B-1 and Term Loan [removed: A,] [added: A-1,] have been included on the variable rate line of the schedule of expected maturities above.

Additionally, the principal amounts of Term Loan B-1 and Term Loan [removed: A] [added: A-1] have been included in the calculation of the average variable interest rate presented.

However, principal amounts of [removed: $2,661] [added: $2,604] million for Term Loan B-1 and [removed: $839] [added: $896] million of Term Loan [removed: A] [added: A-1] (the capped debt) are [added: effectively] hedged by our 2019 interest rate cap agreements through June 30, [removed: 2024.][added: 2024, with additional caps from our 2023 interest rate cap agreements extending for further periods.]

As of December 31, [removed: 2022,] [added: 2023,] applicable [removed: LIBOR] [added: SOFR] rates were above the 2.00% threshold of our cap agreements making the interest rates on this capped debt “economically fixed", unless or until applicable [removed: LIBOR] [added: SOFR] rates were to fall back below 2.00% during the remaining term of the caps.

As a result, as of December 31, [removed: 2022,] [added: 2023,] total fixed and economically fixed debt was [removed: $8,098] [added: $8,078] million, with an average interest rate of 4.28%, while total variable rate debt not subject to caps was [removed: $871] [added: $368] million with an average [added: interest] rate of [removed: 6.71%.][added: 7.51%.]

For a further discussion of our debt and interest rate cap agreements, see Note [removed: 13] [added: 12] to our consolidated financial statements at Part [removed: II] [added: IV] Item 15, "*Exhibits, Financial Statement Schedules" – Note [removed: 13*] [added: 12*] as referred from Part II Item 8, "*Financial Statements and Supplementary Data.*"

We believe that our cash [removed: flow] [added: flows] from operations and other sources of liquidity, including from amounts available under our current credit facilities and our access to the capital markets, will be sufficient to fund our scheduled debt service under the terms of our debt agreements and other obligations for the foreseeable future, including the next 12 months.

[added: Under this model, with all else held constant, it is estimated that] such an increase would have reduced net income by approximately [removed: $21.4] [added: $4.8] million, [removed: $33.8] [added: $21.4] million, and [removed: $34.8] [added: $33.8] million, net of tax and the effect of our interest rate caps, for the years ended December 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020,] [added: 2021,] respectively.

We have consolidated the balance sheets of our non-U.S. dollar denominated operations into U.S. dollars at the exchange rates prevailing at the balance sheet dates and have translated their revenues and [removed: expense] [added: expenses] at average exchange rates during each period.

Through [removed: 2022,] [added: 2023,] our international operations [removed: have remained fairly small relative to the size of our consolidated financial statements, constituting] [added: constitute] approximately [removed: 10%] [added: 12%] of our consolidated assets and approximately 6% of our consolidated revenues for the year ended December 31, [removed: 2022,] [added: 2023,] with no single country constituting more than [removed: 4%] [added: 5%] of consolidated assets.

In addition, our unrealized foreign currency translation [removed: losses] [added: gains (losses)] were approximately [added: 5.5%,] 2.2%, [removed: 4.7%,] and [removed: 0.4%] [added: 4.7%] of our consolidated operating income for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020,] [added: 2021,] respectively.

As such, through December 31, [removed: 2022,] [added: 2023,] we have not engaged in transactions to hedge the exposure of our international transactions or net investments to foreign currency risk.

| Fixed rate | | | $ | 35 | | | | | $ | 37 | | | | | $ | 48 | | | | | $ | 35 | | | | | $ | 32 | | | | | $ | 4,391 | | | | | $ | 4,578 | | | | | 4.43 | | % | | | | $ | 3,725 | |

| Variable rate | | | $ | 88 | | | | | $ | 96 | | | | | $ | 2,616 | | | | | $ | 82 | | | | | $ | 986 | | | | | $ | — | | | | | $ | 3,868 | | | | | 4.42 | | % | | | | $ | 3,840 | |

| Fixed rate | | | $ | 41 | | | | | $ | 32 | | | | | $ | 33 | | | | | $ | 43 | | | | | $ | 31 | | | | | $ | 4,418 | | | | | $ | 4,598 | | | | | 4.43 | | % | | | | $ | 3,414 | |

| Variable rate | | | $ | 190 | | | | | $ | 1,556 | | | | | $ | 35 | | | | | $ | 2,584 | | | | | $ | 4 | | | | | $ | 2 | | | | | $ | 4,371 | | | | | 4.61 | | % | | | | $ | 4,268 | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | Notional amount | | | | | | Contract maturity date | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Receive variable | | | | | | Fair value | | |

| | | | | | | 2023 | | | | | | 2024 | | | | | | 2025 | | | | | | 2026 | | | | | | 2027 | | | | | | | | | | | | | | | | | |

| | | | (dollars in millions) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 2019 interest rate cap agreements | | | $ | 3,500 | | | | | $ | — | | | | | $ | 3,500 | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | LIBOR above 2.0% | | | | | | $ | 139.8 | |

Under this model, with all else held constant, it is estimated that

We care for our patients at every stage and setting along their kidney health journey–including earlier diagnosis and prevention, supporting the transplant process, helping with end of life and ensuring they are supported at home, in our dialysis [removed: centers and] [added: centers,] in the hospital and/or skilled nursing [removed: facilities.][added: facilities and at the end of life.]

[removed: We] [added: In our unwavering pursuit of a healthier tomorrow, we] have established a value-based culture with a philosophy of caring that is focused on both our patients and teammates.

This culture and philosophy fuel our continuous drive toward achieving our mission [removed: "to] [added: to] be the provider, partner and employer of [removed: choice."][added: choice.]

Because kidney failure is typically caused by [added: one or more comorbidities such as] Type I and Type II diabetes, hypertension, polycystic kidney disease, long-term autoimmune attack on the kidneys [removed: and] [added: or] prolonged urinary tract obstruction, slowing the progression generally involves working with nephrologists or dieticians to help control blood pressure, monitor blood glucose and maintain healthy diet and exercise routines, among other things.

In addition, as of December 31, [removed: 2022,] [added: 2023,] our international operations provided dialysis and administrative services to a total of [removed: 350] [added: 367] outpatient dialysis centers located in 11 countries outside of the U.S., serving approximately [removed: 45,600] [added: 49,400] patients.

Finally, our U.S. integrated kidney care (IKC) business provided integrated care and disease management services to [removed: 42,000] [added: 58,000] patients in risk-based integrated care arrangements and to an additional [removed: 15,000] [added: 17,000] patients in other integrated care arrangements across the United States as of December 31, [removed: 2022.][added: 2023.]

According to the most recently published data, for [removed: eight consecutive] [added: the nine most recently reported] years, we have continued as an industry leader in the Centers for Medicare & Medicaid Services’ (CMS) Quality Incentive Program (QIP), which promotes high quality services in outpatient dialysis facilities treating patients with ESKD.

In addition, according to the most recently published data, for [removed: seven consecutive] [added: the eight most recently reported] years, we have also continued as an industry leader under CMS’ Five-Star Quality Rating system, which rates eligible dialysis centers based on the quality of outcomes to help patients, their families, and caregivers make more informed decisions about where patients receive care.

We [removed: are also among the early leaders] [added: have seen strong results from our participation] in the ESRD Treatment Choices (ETC) Model, which was launched by the CMS Center for Medicare and Medicaid Innovation (CMMI) in January 2021 with the stated intent to "encourage greater use of home dialysis and kidney transplants for Medicare beneficiaries with ESKD, while reducing Medicare expenditures and preserving or enhancing the quality of care furnished to beneficiaries with ESKD."

Value-based [added: care] arrangements are proliferating in the kidney health space.

These arrangements are [removed: allowing for] [added: fostering] a much larger degree of collaboration between nephrologists, providers, and transplant programs, resulting in a more complete understanding of each patient’s clinical [removed: needs, which we believe leads to better care coordination and earlier intervention.][added: needs.]

[removed: Our] [added: Among other arrangements, our] IKC business [added: has percent-of-premium arrangements in several Medicare Advantage ESRD Chronic Special Needs Plans and] is an active participant in CMMI’s Comprehensive Kidney Care Contracting (CKCC) model that seeks to manage the care of late stage CKD and ESKD patients to delay the progression of kidney disease, promote home dialysis, and incentivize transplants.

In addition to our teammates at our dialysis facilities, as of December 31, [removed: 2022,] [added: 2023,] our domestic Chief Medical Officer leads a team of [removed: 23] [added: 22] nephrologists in our physician leadership team as part of our domestic Office of the Chief Medical Officer (OCMO).

Our international Chief Medical Officer leads a team of nine nephrologists in our physician leadership team as part of our international OCMO as of December 31, [removed: 2022.][added: 2023.]

We also have a Physician Council that serves as an advisory body to senior management, which was composed of 10 physicians with extensive experience in clinical practice and five Group Medical Directors as of December 31, [removed: 2022.][added: 2023.]

[added: For additional discussion of our ancillary services, see Part II Item 7,] "*Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations*."][added: Operations.*"]

As of December 31, [removed: 2022,] [added: 2023,] we provided [removed: dialysis and] [added: dialysis,] administrative [added: and related laboratory] services in the U.S. through a network of [removed: 2,724] [added: 2,675] outpatient dialysis centers in 46 states and the District of Columbia, serving a total of approximately [removed: 199,400] [added: 200,800] patients.

We also have contracts to provide hospital inpatient dialysis services in approximately [removed: 820] [added: 790] hospitals [removed: and related laboratory services] throughout the U.S.

According to the United States Renal Data System (USRDS), there were over [removed: 562,000] [added: 556,000] ESKD dialysis patients in the U.S. in [removed: 2020.][added: 2021.]

Based on the most recent [removed: 2022] [added: 2023] annual data report from the USRDS, the underlying ESKD dialysis patient population grew at an approximate compound [added: annual] rate of [removed: 3.0%] [added: 3.3%] from [removed: 2010] [added: 2011] to [removed: 2020] [added: 2021] and [removed: 2.1%] [added: 3.4%] from [removed: 2015] [added: 2016] to [removed: 2020] [added: 2021] as compared to a decline in [added: compound annual] growth of [removed: (1.2)%] [added: 1.1%] from [removed: 2019] [added: 2020] to [removed: 2020,] [added: 2021,] which suggests that the rate of growth of the ESKD patient population is declining relative to long term trends.

As the USRDS [removed: only] [added: report] presents data through December 31, [removed: 2020,] [added: 2021,] it [removed: does not yet reflect] [added: reflects] the [removed: continued and] [added: initial] compounding impact of COVID-19 on this patient base.

[removed: A] [added: In general, a] number of factors may impact ESKD growth rates, including, among others, mortality rates for dialysis patients or CKD patients, the aging of the U.S. population, transplant rates, incidence rates for diseases that cause kidney failure such as diabetes and [removed: hypertension and] [added: hypertension,] growth rates of minority populations with higher than average incidence rates of [removed: ESKD.][added: ESKD or other changes in demand for dialysis treatments over time, including for example, as a result of the development and application of certain innovative technologies, drugs or other treatments.]

[removed: Hemodialysis, the most common form of ESKD treatment,] [added: Hemodialysis] is usually performed at a freestanding outpatient dialysis center, at a hospital-based outpatient center, in a skilled nursing facility or at the [removed: patient’s] [added: patient's] home.

The hemodialysis machine uses [removed: an artificial kidney,] [added: a filter,] called a dialyzer, to remove toxins, fluids and salt from the patient’s blood.

[removed: An] [added: In accordance with an] executive order signed in July 2019 (the 2019 Executive [removed: Order) directed HHS to develop] [added: Order), the U.S. Department of Health and Human Services (HHS) developed] policies addressing, among other things, the goal of making more kidneys available for transplant.

[removed: As directed by the 2019 Executive Order, the] CMS, through [removed: its Center for Medicare and Medicaid Innovation (CMMI),] [added: CMMI, also] subsequently released the framework for certain proposed [added: and existing] voluntary [added: and mandatory] payment [removed: models that] [added: models, including ETC described above, which] would adjust payment incentives to encourage kidney transplants.

For more information [removed: regarding the 2019 Executive Order and] [added: about] these payment models, please see the discussion below under the heading "—*Integrated Kidney Care and Medicare and Medicaid program reforms*."

[removed: The staff] of [removed: each center typically consists of] registered nurses, licensed practical or vocational nurses, patient care technicians, a social worker, a registered dietician, biomedical technician support and other administrative and support personnel.

Our total patient turnover at centers we consolidate, which is based upon all causes, averaged approximately [removed: 27%] [added: 26%] in [removed: both 2022] [added: 2023] and [removed: 2021.][added: 27% in 2022.]

The overall number of patients to whom we provided services in the U.S. in [removed: 2022 decreased] [added: 2023 increased] by approximately [removed: 1.8%] [added: 0.7%] from [removed: 2021,] [added: 2022,] primarily due to [removed: an increase] [added: growth] in [added: new admits as well as a decrease in] mortality rates, which [removed: have] [added: had] been impacted [removed: by] [added: throughout] the [added: course of the] COVID-19 pandemic.

As of December 31, [removed: 2022,] [added: 2023,] we have contracts to provide hospital inpatient [removed: hemodialysis services, excluding physician services,] [added: dialysis services] to patients in approximately [removed: 820] [added: 790] hospitals throughout the U.S. We render these services based on a contracted per-treatment fee that is individually negotiated with each hospital.

According to the most recent [removed: 2022] [added: 2023] annual data report from the USRDS, in [removed: 2020] [added: 2021] approximately [removed: 14%] [added: 15%] of ESKD dialysis patients in the U.S. [removed: perform] [added: performed] home-based dialysis.

The following graph summarizes our U.S. dialysis treatments by modality and U.S. dialysis patient [removed: services] [added: service] revenues by modality for the year ended December 31, [removed: 2022.][added: 2023.]

[removed: ][added: ]

[removed: Our laboratory provides] [added: The vast majority of] these tests [removed: predominantly] [added: are performed] for our ESKD patients throughout the U.S. These tests are performed for a variety of reasons, including to monitor a patient’s ESKD condition, including the adequacy of dialysis, as well as other medical conditions of the patient.

We currently operate or provide management and administrative services pursuant to management and administrative services agreements to [removed: 56] [added: 59] outpatient dialysis centers located in the U.S. in which we either own a noncontrolling interest or which are wholly-owned by third parties.

Our U.S. dialysis revenues represent approximately [removed: 91%] [added: 89%] of our consolidated revenues for the year ended December 31, [removed: 2022.][added: 2023.]

The following table summarizes our U.S. dialysis revenues by payor source for U.S. dialysis patient [removed: services] [added: service] revenues the year ended December 31, [removed: 2022:][added: 2023:]

| Medicare and Medicare Advantage plans | | | [removed: 57] [added: 56] | | % |

| Medicaid and managed Medicaid plans | | | [removed: 7] [added: 8] | | % |

If the kidney disease continues to progress, the goal is to safely transition the patient to the dialysis treatment of their choice.

We believe this more complete understanding allows for better care coordination and earlier intervention, which we believe ultimately leads to improved clinical outcomes, lower overall costs and improved patient experiences.

Our IKC business provides comprehensive care management for complex chronic kidney disease patients nationwide, with payment models that include a variety of structures to advance and encourage integrated and value-based care.

Our IKC business also utilizes other value-based payment methodologies in its care coordination and disease management contracts, which include two-sided shared savings/shared losses and outcomes-based pay-for-performance compensation arrangements.

Hemodialysis is the most common form of ESKD treatment.

Our freestanding outpatient dialysis centers are staffed with members of our care team and store the supplies necessary for treatment.

Treatments are usually performed three times per week.

The staff of each center typically consists

Due in part to continued higher than expected inflation rates, the annual update for the 2024 ESRD PPS base rate did not accurately forecast the cost increase experienced by providers.

CMS subsequently issued several clarifying rules through November 2022 and continues to evaluate the model.

For additional detail on charitable premium assistance and certain associated risks, see the risk factor in Item 1A.

Risk Factors under the heading *"Changes in federal and state healthcare legislation or regulations..."*

We continue to monitor MA notices, regulatory updates and guidance, as well as enforcement for impact on our business.

physician’s duties, responsibilities, professional qualifications and experience, as well as the time and effort required to provide such services.

It is unclear if and when a final rule will be issued and whether it would be subject to legal challenges.

In addition, Congress and more than half of the states' legislatures, introduced legislation in 2023 that would place restrictions on non-compete agreements between employers and workers.

While few of these states passed legislation, it is possible that similar legislation could be introduced in 2024.

DVG identifies companies and products for

| | | | 367 | | |

If we fail to comply with these and other applicable requirements on our licensure and certification programs,

such information.

Outside of the United States, data protection laws and regulations are in different stages of maturity.

For example, Europe is subject to the mature General Data Protection Regulation (GDPR) in contrast to Saudi Arabia's Personal Data Protection Law (PDPL) which is nascent.

This presents compliance costs and legal risks to our international operations.

The countries within the DaVita International group can be broadly divided into GDPR countries (Germany, Poland, Portugal, and the United Kingdom) and non-GDPR countries (Brazil, China, Colombia, Japan, Malaysia, Saudi Arabia, and Singapore).

When providing services or using personal data, we must ensure compliance with the applicable legislation.

In non-GDPR countries, the cost of non-compliance varies but can also be just as significant as those under the GDPR.

For example, the maximum fine for non-compliance with data protection laws in Brazil is 50 million Brazilian real (approximately $11 million) or 2% of the company’s turnover, while the maximum fine in China is RMB 50 million (approximately $7 million) or 5% of the previous year's annual revenue.

In addition to fines, data protection authorities in non-GDPR countries may also impose criminal sanctions as well as other penalties, such as orders to cease processing personal data, orders to delete personal data, or warnings and reprimands.

For example, the California Consumer Privacy Act of 2018 (CCPA), which was significantly amended by the California Privacy Rights Act (CPRA), the Colorado Privacy Act, as well as multiple other states, afford consumers expanded privacy protections.

These provide for civil penalties for violations, and the CCPA and CPRA provide for a private right of action for data breaches.

Additionally, several privacy bills have been proposed both at the federal and state level that may result in additional legal requirements that impact our business.

On a related front, states continue to enact laws focusing on consumer health data that are similar to other comprehensive data laws, but impose more stringent consent requirements (e.g., opt-in consent for certain

types of processing) for consumer health data.

These laws carry statutory damages and in some cases allow for a private right of action.

Cybersecurity.

CMS subsequently issued several clarifying rules through November 2022 and continues to evaluate the model.

Some of

The GFE is currently required to include specific information regarding the service provided and diagnostic codes, among other things, and is subject to formatting requirements, notice requirements, availability and dispute resolution procedures; in the future, GFEs will be required to include additional information, including co-provider service estimates.

To the extent certain of these rules have remained in place following the conclusion of the COVID-19 public health emergency, they have added complexity and uncertainty to the already complex and highly regulated environment in which we operate.

A majority of the patients served by our integrated care business are also our dialysis patients.

On June 19, 2019, we completed the sale of our prior DaVita Medical Group (DMG) business, a patient and physician-focused integrated healthcare delivery and management company, to Collaborative Care Holdings, LLC, a subsidiary of UnitedHealth Group Inc. As a result, the DMG business has been classified as discontinued operations and its results of operations are reported as discontinued operations for all periods presented in the consolidated financial statements included in this report.

For financial information about DMG, see Note 22 to the consolidated financial statements included in this report.

COVID-19 and its impact on our business

As a caregiving organization, we are impacted by continued and compounding effects of the coronavirus (COVID-19) pandemic.

We continue to closely monitor the impact on our business of the pandemic and the resulting economic and political environment, including the various impacts on our patients, teammates, physician partners, suppliers, vendors and business partners.

Our top priorities continue to be the health, safety and well-being of our patients, teammates and physician partners and helping to ensure that our patients have the ability to maintain continuity of care throughout the pandemic, whether in the hospital, outpatient or home setting.

To that end, we have dedicated and continue to dedicate substantial resources in response to COVID-19, including the implementation of additional protocols and initiatives to help safely maintain continuity of care for our patients and help protect our caregivers and provide access to vaccinations.

These protocols and initiatives include, among other things, policies to implement dedicated care shifts for patients with confirmed or suspected COVID-19 and other enhanced clinical practices.

These efforts are part of our wider Prepare, Prevent, Respond and Recover protocol that includes operational initiatives such as the redistribution of teammates, machines and supplies across the country as needed, increased investment in and utilization of telehealth capabilities, and administration of COVID-19 vaccines.

These initiatives have increased our expenses and operational complexity, and also may involve increased execution and compliance risks.

We believe the ultimate impact of this pandemic on the Company will depend on future developments that are highly uncertain and difficult to predict.

For additional discussion of the COVID-19 pandemic and our response, including its impact

on us and related risks and uncertainties, please see the discussion below under the heading "—*Human Capital Management,*" the risk factor in Item 1A.

Risk Factors under the heading "*Macroeconomic conditions and global events...,*"and the discussion under the heading "*COVID-19, General Economic and Marketplace Conditions, and Legal and Regulatory Developments*" in Part II, Item 7.

Each hemodialysis treatment that occurs in the outpatient dialysis centers typically lasts approximately three and one-half hours and is usually performed three times per week.

This was partially offset by new dialysis patients who started treating at our centers acquired during the year.

For scoring and payment adjustment purposes in the performance year 2022 ESRD QIP, CMS determined that circumstances caused by COVID-19 have significantly affected the validity and reliability of the measures and resulting performance scores.

The policies finalized in this rule are intended to ensure that these programs do not penalize facilities based on circumstances caused by COVID-19 that the measures were not designed to accommodate.

In this final rule, the CMS finalized its proposal to suppress the use of certain measures impacted by COVID-19.

Under these finalized policies, no facility will receive a payment reduction for 2022.

either immediately or after a three-month waiting period.

We are continuing to assess the impact of the Notice and related MA regulations on our business.

revenues for the year ended December 31, 2022.

*Revenue from other pharmaceuticals*

For the year ended December 31, 2020, the oral and intravenous forms of calcimimetics, a drug class taken by many patients with ESRD to treat mineral bone disorder, were separately reimbursed through the transitional drug add-on payment adjustment (TDAPA) model based on a pass-through rate of the average sales price plus 0%, before sequestration.

Effective January 1, 2021, both oral and intravenous forms of calcimimetics were added to the ESRD PPS bundled payment and as a result our operating income from calcimimetics since then has been more stable as compared to the year ended December 31, 2020.

Integrated kidney

Of these 350 dialysis centers, 299 are consolidated in our financial statements and we own a noncontrolling interest in the remaining centers.

| | | | 350 | | |

purchase, or order or recommendation of, any good or service, for which payment may be made under federal and state healthcare programs such as Medicare and Medicaid.

Most changes implemented by the final rule went into effect on January 19, 2021.

claimed, and potential exclusion from the federal healthcare programs, including Medicare and Medicaid.

In December 2022, proposed modifications relating to the application of FCA under the Medicare program were released.

As proposed, the modifications would amend the knowledge requirement and remove references to quantification, among other things.

We will monitor the comment process and finalization of the proposed rules, and will assess any changes relating to the FCA that are implemented to the extent they could impact our business.

practice of medicine, fee-splitting and related laws.

Data protection laws and regulations are evolving globally, and may continue to add additional compliance costs and legal risks to our international operations.

The costs of compliance with, and other burdens imposed by, the EU GDPR, UK GDPR and other new laws, regulations and policies implementing the EU GDPR and UK GDPR may impact our European and United Kingdom operations and may limit the ways in which we can provide services or use personal data collected while providing services.

For example, the California Consumer Protection Act (CCPA), which became effective January 1, 2020, requires certain companies doing business in California to enhance privacy disclosures regarding the collection, use and sharing of a consumer's personal data.

The information required by this Part [removed: I,] [added: I] Item 3 is incorporated herein by reference to the information set forth under the caption "*Contingencies"* in Note [removed: 16] [added: 15] to the consolidated financial statements included in this report.

For the Fiscal Year Ended December 31, [removed: 2022][added: 2023]

[removed: ][added: ]

As of June 30, [removed: 2022,] [added: 2023,] the aggregate market value of the registrant's common stock outstanding held by non-affiliates based upon the closing price on the New York Stock Exchange was approximately [removed: $7.4] [added: $9.2] billion.

As of January 31, [removed: 2023,] [added: 2024,] the number of shares of the registrant’s common stock outstanding was approximately [removed: 90.4] [added: 87.7] million shares.

Portions of the registrant’s proxy statement for its [removed: 2023] [added: 2024] annual meeting of stockholders are incorporated by reference in Part III of this Form 10-K.

| Item 1. | | | | | | [removed: [Business](#ib228226ec511491b87b183c6d217a21a_13)] [added: [Business](#i4f1a330fe9254f15845774ab86609ab8_13)] | | | | | | [removed: [2](#ib228226ec511491b87b183c6d217a21a_13)] [added: [2](#i4f1a330fe9254f15845774ab86609ab8_13)] | | |

| Item 1A. | | | | | | [Risk [removed: Factors](#ib228226ec511491b87b183c6d217a21a_58)] [added: Factors](#i4f1a330fe9254f15845774ab86609ab8_58)] | | | | | | [removed: [26](#ib228226ec511491b87b183c6d217a21a_58)] [added: [26](#i4f1a330fe9254f15845774ab86609ab8_58)] | | |

| Item 1B. | | | | | | [Unresolved Staff [removed: Comments](#ib228226ec511491b87b183c6d217a21a_136)] [added: Comments](#i4f1a330fe9254f15845774ab86609ab8_139)] | | | | | | [removed: [53](#ib228226ec511491b87b183c6d217a21a_136)] [added: [53](#i4f1a330fe9254f15845774ab86609ab8_139)] | | |

| Item 3. | | | | | | [Legal [removed: Proceedings](#ib228226ec511491b87b183c6d217a21a_142)] [added: Proceedings](#i4f1a330fe9254f15845774ab86609ab8_145)] | | | | | | [removed: [54](#ib228226ec511491b87b183c6d217a21a_142)] [added: [56](#i4f1a330fe9254f15845774ab86609ab8_145)] | | |

| Item 4. | | | | | | [Mine Safety [removed: Disclosures](#ib228226ec511491b87b183c6d217a21a_145)] [added: Disclosures](#i4f1a330fe9254f15845774ab86609ab8_148)] | | | | | | [removed: [54](#ib228226ec511491b87b183c6d217a21a_145)] [added: [56](#i4f1a330fe9254f15845774ab86609ab8_148)] | | |

| Item 5. | | | | | | [Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#ib228226ec511491b87b183c6d217a21a_151)] [added: Securities](#i4f1a330fe9254f15845774ab86609ab8_154)] | | | | | | [removed: [55](#ib228226ec511491b87b183c6d217a21a_151)] [added: [57](#i4f1a330fe9254f15845774ab86609ab8_154)] | | |

| Item 7. | | | | | | [Management's Discussion and Analysis of Financial Condition and Results of [removed: Operations](#ib228226ec511491b87b183c6d217a21a_157)] [added: Operations](#i4f1a330fe9254f15845774ab86609ab8_160)] | | | | | | [removed: [56](#ib228226ec511491b87b183c6d217a21a_157)] [added: [58](#i4f1a330fe9254f15845774ab86609ab8_160)] | | |

| Item 7A. | | | | | | [Quantitative and Qualitative Disclosures about Market [removed: Risk](#ib228226ec511491b87b183c6d217a21a_205)] [added: Risk](#i4f1a330fe9254f15845774ab86609ab8_208)] | | | | | | [removed: [76](#ib228226ec511491b87b183c6d217a21a_205)] [added: [77](#i4f1a330fe9254f15845774ab86609ab8_208)] | | |

| Item 8. | | | | | | [Financial Statements and Supplementary [removed: Data](#ib228226ec511491b87b183c6d217a21a_208)] [added: Data](#i4f1a330fe9254f15845774ab86609ab8_211)] | | | | | | [removed: [77](#ib228226ec511491b87b183c6d217a21a_208)] [added: [78](#i4f1a330fe9254f15845774ab86609ab8_211)] | | |

| Item 9. | | | | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#ib228226ec511491b87b183c6d217a21a_211)] [added: Disclosure](#i4f1a330fe9254f15845774ab86609ab8_214)] | | | | | | [removed: [77](#ib228226ec511491b87b183c6d217a21a_211)] [added: [78](#i4f1a330fe9254f15845774ab86609ab8_214)] | | |

| Item 9A. | | | | | | [Controls and [removed: Procedures](#ib228226ec511491b87b183c6d217a21a_214)] [added: Procedures](#i4f1a330fe9254f15845774ab86609ab8_217)] | | | | | | [removed: [77](#ib228226ec511491b87b183c6d217a21a_214)] [added: [78](#i4f1a330fe9254f15845774ab86609ab8_217)] | | |

| Item 9B. | | | | | | [Other [removed: Information](#ib228226ec511491b87b183c6d217a21a_217)] [added: Information](#i4f1a330fe9254f15845774ab86609ab8_220)] | | | | | | [removed: [77](#ib228226ec511491b87b183c6d217a21a_217)] [added: [78](#i4f1a330fe9254f15845774ab86609ab8_220)] | | |

| Item 9C. | | | | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#ib228226ec511491b87b183c6d217a21a_220)] [added: Inspections](#i4f1a330fe9254f15845774ab86609ab8_223)] | | | | | | [removed: [78](#ib228226ec511491b87b183c6d217a21a_220)] [added: [78](#i4f1a330fe9254f15845774ab86609ab8_223)] | | |

| Item 10. | | | | | | [Directors, Executive Officers and Corporate [removed: Governance](#ib228226ec511491b87b183c6d217a21a_226)] [added: Governance](#i4f1a330fe9254f15845774ab86609ab8_229)] | | | | | | [removed: [79](#ib228226ec511491b87b183c6d217a21a_226)] [added: [79](#i4f1a330fe9254f15845774ab86609ab8_229)] | | |

| Item 11. | | | | | | [Executive [removed: Compensation](#ib228226ec511491b87b183c6d217a21a_229)] [added: Compensation](#i4f1a330fe9254f15845774ab86609ab8_232)] | | | | | | [removed: [79](#ib228226ec511491b87b183c6d217a21a_229)] [added: [79](#i4f1a330fe9254f15845774ab86609ab8_232)] | | |

| Item 12. | | | | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#ib228226ec511491b87b183c6d217a21a_232)] [added: Matters](#i4f1a330fe9254f15845774ab86609ab8_235)] | | | | | | [removed: [79](#ib228226ec511491b87b183c6d217a21a_232)] [added: [79](#i4f1a330fe9254f15845774ab86609ab8_235)] | | |

| Item 13. | | | | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#ib228226ec511491b87b183c6d217a21a_235)] [added: Independence](#i4f1a330fe9254f15845774ab86609ab8_238)] | | | | | | [removed: [80](#ib228226ec511491b87b183c6d217a21a_235)] [added: [80](#i4f1a330fe9254f15845774ab86609ab8_238)] | | |

| Item 14. | | | | | | [Principal Accounting Fees and [removed: Services](#ib228226ec511491b87b183c6d217a21a_238)] [added: Services](#i4f1a330fe9254f15845774ab86609ab8_241)] | | | | | | [removed: [80](#ib228226ec511491b87b183c6d217a21a_238)] [added: [80](#i4f1a330fe9254f15845774ab86609ab8_241)] | | |

| Item 15. | | | | | | [Exhibits, Financial Statement [removed: Schedules](#ib228226ec511491b87b183c6d217a21a_244)] [added: Schedules](#i4f1a330fe9254f15845774ab86609ab8_247)] | | | | | | [removed: [81](#ib228226ec511491b87b183c6d217a21a_244)] [added: [81](#i4f1a330fe9254f15845774ab86609ab8_247)] | | |

| Item 16. | | | | | | [Form 10-K [removed: Summary](#ib228226ec511491b87b183c6d217a21a_247)] [added: Summary](#i4f1a330fe9254f15845774ab86609ab8_250)] | | | | | | [removed: [81](#ib228226ec511491b87b183c6d217a21a_247)] [added: [81](#i4f1a330fe9254f15845774ab86609ab8_250)] | | |

| Item 1C. | | | | | | [Cybersecurity](#i4f1a330fe9254f15845774ab86609ab8_2792) | | | | | | [53](#i4f1a330fe9254f15845774ab86609ab8_2792) | | |

| Item 2. | | | | | | [Properties](#i4f1a330fe9254f15845774ab86609ab8_142) | | | | | | [56](#i4f1a330fe9254f15845774ab86609ab8_142) | | |

| Item 6. | | | | | | [Reserved](#i4f1a330fe9254f15845774ab86609ab8_157) | | | | | | [57](#i4f1a330fe9254f15845774ab86609ab8_157) | | |

| | | | | | | [Exhibit Index](#i4f1a330fe9254f15845774ab86609ab8_391) | | | | | | [1 of 4](#i4f1a330fe9254f15845774ab86609ab8_391) | | |

| | | | | | | [Signatures](#i4f1a330fe9254f15845774ab86609ab8_394) | | | | | | [S-1](#i4f1a330fe9254f15845774ab86609ab8_394) | | |

| Item 2. | | | | | | [Properties](#ib228226ec511491b87b183c6d217a21a_139) | | | | | | [53](#ib228226ec511491b87b183c6d217a21a_139) | | |

| Item 6. | | | | | | [Reserved](#ib228226ec511491b87b183c6d217a21a_154) | | | | | | [55](#ib228226ec511491b87b183c6d217a21a_154) | | |

| | | | | | | [Exhibit Index](#ib228226ec511491b87b183c6d217a21a_382) | | | | | | [1 of 4](#ib228226ec511491b87b183c6d217a21a_382) | | |

| | | | | | | [Signatures](#ib228226ec511491b87b183c6d217a21a_385) | | | | | | [S-1](#ib228226ec511491b87b183c6d217a21a_385) | | |

*Risk Management and Strategy*

Information security risks have significantly increased in recent years in part because of the proliferation of new technologies, the increasing use of the Internet and telecommunications technologies to conduct our operations, and the increased sophistication and activities of organized crime, hackers, terrorists and other external parties, including, among others, foreign state agents.

Our business and operations rely on the secure and continuous processing, transmission and storage of confidential, proprietary and other information in our computer systems and networks, including sensitive personal information, such as PHI, social security numbers, and/or credit card information of our patients, teammates, physicians, business partners and others.

Our business and operations also rely on certain critical IT vendors that support such processing, transmission and storage (which have become more relevant and important given the information security issues and risks that are intensified through our increased use of remote work arrangements).

To manage risks to our Company, including information and security risks, our Board oversees our enterprise-wide approach to risk management with a fundamental belief that the key components of risk management are:

- Identifying potential risks that we face;

- Assessing the likelihood and potential impact of the risks;

- Adopting strategies and controls designed to manage the risks;

- Reporting on a regular basis regarding the assessment and management of the risks; and

- Monitoring these potential risks on a regular basis.

Our Enterprise Risk Management (ERM) team leads this risk management process, and evaluates risks to the enterprise on short, intermediate and long-term bases.

Our ERM team reports to our ERM Committee, a group comprised of members of senior management who meet on a regular basis to oversee the performance of these risk management functions.

We assess risks using a probability-magnitude lens, with shorter and intermediate term risks generally given greater weight.

We prioritize mitigating activities on shorter and intermediate term risks, but also use risk analyses and oversight to proactively incorporate mitigating activities into our long-term strategy.

The ERM process reflects a Company-wide effort designed to identify, assess, manage, report and monitor enterprise risks and risk areas.

This effort includes the Company's Enterprise Risk Services (Internal Audit), Sarbanes-Oxley (SOX), Compliance Audit, legal and IT Security teams, among others.

The identification and evaluation of cybersecurity threats and risks is integrated into this ERM process.

The ERM process is incorporated into our disclosure controls and procedures.

Representatives of each of our ERM, Legal, Internal Audit and Compliance Audit teams sit on the Company’s management Disclosure Committee, which is responsible for, among other things, the design and establishment of disclosure controls and procedures to help ensure the timeliness, accuracy and completeness of corporate disclosure.

Our IT Security and Privacy teams, who are responsible for assessing cybersecurity threats and risks, in turn maintain policies and procedures designed to ensure appropriate escalation of cybersecurity incidents to meet external disclosure requirements.

Our Chief Information Officer (CIO) and Chief Information Security Officer (CISO) regularly meet and coordinate with our Chief Privacy Officer (CPO).

Each of the CIO, CISO and CPO also advise members of the Disclosure Committee, including our Chief Legal and Public Affairs Officer (CLO), on disclosure matters on an as-needed basis.

With respect to assessing privacy, data and cybersecurity risks, the Company adopts a hybrid approach that primarily aligns with the National Institute of Standards and Technology (NIST) Cybersecurity Framework, including the guidance set forth in the NIST HIPAA Security Rule Cybersecurity Guide, while also evaluating against certain elements of the ISO 27001 and 27005 standards that management believes provide additional levels of guidance or structure.

We regularly evaluate the Company’s cybersecurity and privacy processes and procedures, both through regular audits by our Internal Audit and IT security teams, as well as regular retention of outside advisors under direction of our IT security team.

Among other things, the IT security team oversees an external third party review at least every two years that evaluates the readiness of the entire Company against the NIST Cybersecurity Framework and provides an assessment that measures Capability Maturity Model Integration levels.

Additionally, our CISO engages in regular consultations, typically monthly, with third-party cybersecurity advisors.

Among other things, these sessions provide the Company with a broader review of the external cybersecurity environment, helping us to stay current on emerging or developing security approaches and risks.

Among other initiatives, our CISO and the Company’s IT security team have actively participated in industry conferences and maintain memberships to resources such as the Health Information Sharing and Analysis Center (Health-ISAC), a trusted community of critical infrastructure owners and operators within the Health Care and Public Health sector which, among other things, allows the Company to monitor email updates and alerts coordinated with the U.S. Department of Homeland Security’s Cybersecurity and Infrastructure Security Agency.

In order to maintain awareness of privacy, data and cybersecurity risks, the Company incorporates these topics into its annual compliance training materials that are mandatory for all teammates and new hires, and among other things cover HIPAA privacy and security requirements.

We maintain policies and have established processes involving our cybersecurity, privacy and legal teams that assess potential cybersecurity risks associated with our retention and use of third-party service providers.

These policies and procedures are generally aligned with the NIST Cybersecurity Framework.

Prior to retaining or renewing a third-party vendor, the Company policy requires a risk assessment of such potential new vendor or new engagement through a collaborative process among the Company’s IT security, privacy, insurance and legal teams, among others.

Potential vendor engagements also are reviewed to assess a range of other considerations and contractual terms and conditions, including, among other things, a potential vendor’s liability insurance limits, scope and coverage of cyber insurance and privacy data protections.

Our IT SOX team also conducts annual SOX reviews for those vendors that are considered in scope for SOX controls.

All finalized vendor engagements are considered by Internal Audit as part of our ordinary course risk assessment and audit planning.

*Cybersecurity Risks and the Impact on our Company*

Due to the continuously evolving series of laws and regulations related to cybersecurity, data protection and privacy that are applicable to our business, as well as the associated risks from cybersecurity threats, we have expended significant resources in order to protect our information systems and data.

We regularly review, monitor and implement multiple layers of security measures through technology, processes and our people.

We utilize security technologies designed to protect and maintain the integrity of our information systems and data, and our defenses are monitored and routinely tested internally and by external parties.

Despite these efforts, our facilities and systems and those of our third-party service providers may be vulnerable to privacy and security incidents; security attacks and breaches; acts of vandalism or theft; computer viruses and other malicious code; coordinated attacks by a variety of actors, including, among others, activist entities or state sponsored cyberattacks; emerging cybersecurity risks; cyber risk related to connected devices; misplaced or lost data; programming and/or human errors; or other similar events that could impact the security, reliability and availability of our systems.

We regularly own an insignificant [removed: population] [added: number] of properties for development, including operating outpatient dialysis centers and properties we hold for sale.

Our international leases generally range from one [added: year] to ten years.

[added: We can usually] relocate existing centers to larger facilities or open new centers if existing centers reach capacity.

We can usually

The closing price of our common stock on January 31, [removed: 2023] [added: 2024] was [removed: $82.39] [added: $108.16] per share.

According to Computershare, our registrar and transfer agent, as of January 31, [removed: 2023,] [added: 2024,] there were [removed: 6,987] [added: 6,687] holders of record of our common stock.

The following table summarizes our repurchases of our common stock during [removed: 2022:][added: 2023:]

| Period | | | Total number of shares purchased | | | | | | Average [removed: price paid] [added: price paid] per share [added: (1)] | | | | | | Total number of shares purchased as part of publicly announced plans or programs | | | | | | Approximate dollar value of shares that may yet be purchased under the plans or programs | | |

| July 1 - September 30, [removed: 2022] [added: 2023] | | | [removed: 2,122] [added: —] | | | | | | [removed: 87.10] [added: —] | | | | | | [removed: 2,122] [added: —] | | | | | | $ | 1,596,085 | |

[removed: We are authorized] [added: This authorization allows us] to make purchases from time to time in the open market or in privately negotiated transactions, including without limitation, through accelerated share repurchase transactions, derivative transactions, tender offers, Rule 10b5-1 plans or any combination of the foregoing, depending upon market conditions and other considerations.

As of February [removed: 22, 2023,] [added: 12, 2024,] we have a total of [removed: $1.596 billion] [added: $1.149 billion, excluding excise taxes,] available under the current repurchase authorization for additional share repurchases.

| January 1 - March 31, 2023 | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 1,596,085 | |

| April 1 - June 30, 2023 | | | — | | | | | | — | | | | | | — | | | | | | $ | 1,596,085 | |

| October 1 - December 31, 2023 | | | 2,904 | | | | | | 97.82 | | | | | | 2,904 | | | | | | $ | 1,311,942 | |

| Total | | | 2,904 | | | | | | $ | 97.82 | | | | | 2,904 | | | | | | | | |

(1) Excludes commissions and the 1% excise tax imposed by the Inflation Reduction Act of 2022.

As of December 31, 2023, we are authorized to make share repurchases pursuant to a December 17, 2021 Board authorized repurchase plan of $2.0 billion.

| January 1 - March 31, 2022 | | | 2,104 | | | | | | $ | 110.90 | | | | | 2,104 | | | | | | $ | 2,150,621 | |

| April 1 - June 30, 2022 | | | 3,869 | | | | | | 95.56 | | | | | | 3,869 | | | | | | $ | 1,780,881 | |

| October 1 - December 31, 2022 | | | — | | | | | | — | | | | | | — | | | | | | $ | 1,596,085 | |

| Total | | | 8,095 | | | | | | $ | 97.33 | | | | | 8,095 | | | | | | | | |

Effective on December 10, 2020, the Board terminated all remaining prior share repurchase authorizations available to the Company and approved a new share repurchase authorization of $2.0 billion.

Effective on December 17, 2021, the Board increased the Company's existing authorization by $2.0 billion.

See the Index to Financial Statements and Index to Financial Statement Schedules included at [added: Part IV] Item 15, "*Exhibits, Financial Statement Schedules."*

At the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our CEO and CFO, of the effectiveness of the design and operation of the Company's disclosure controls and procedures in accordance with the Exchange Act requirements as of December 31, [removed: 2022.][added: 2023.]

There was no change in the Company's internal control over financial reporting that was identified during the evaluation that occurred during the fourth fiscal quarter of [removed: 2022] [added: 2023] that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.

None of our directors or executive officers adopted or terminated a Rule 10b5-1 trading arrangement or adopted or terminated a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K) during the quarter ended December 31, 2023.

None.

Under our Corporate Governance Guidelines all Board Committees including the Audit Committee, Nominating and Governance Committee and the Compensation Committee, which are [removed: comprised] [added: composed] solely of independent directors as defined within the listing standards of the New York Stock Exchange, have written charters that outline the committee’s purpose, goals, membership requirements and responsibilities.

The other information required to be disclosed by this item will appear in, and is incorporated by reference from, the sections entitled "*Proposal 1 Election of Directors"*, "*Corporate Governance"*, and "*Security Ownership of Certain Beneficial Owners and Management"* to be included in our definitive proxy statement relating to our [removed: 2023] [added: 2024] annual stockholder meeting.

The information required by this item will appear in, and is incorporated by reference from, the sections entitled "*Executive Compensation*", "*Pay Ratio Disclosure*", "*Compensation of Directors*" and "*Compensation Committee Interlocks and Insider Participation*" included in our definitive proxy statement relating to our [removed: 2023] [added: 2024] annual stockholder meeting.

The information required by Item 407(e)(5) of Regulation S-K will appear in and is incorporated by reference from the section entitled "*Compensation Committee Report"* to be included in our definitive proxy statement relating to our [removed: 2023] [added: 2024] annual stockholder meeting; however, this information shall not be deemed to be filed.

The following table provides information about our common stock that may be issued upon the exercise of stock-settled stock appreciation rights, restricted stock units, performance stock units and other rights under all of our existing equity compensation plans as of December 31, [removed: 2022,] [added: 2023,] which consist of our DaVita Inc. 2020 Incentive Award Plan, DaVita Healthcare Partners Inc. 2011 Incentive Award Plan and our DaVita Inc. Employee Stock Purchase Plan.

The material terms of these plans are described in Note [removed: 18] [added: 17] to the consolidated financial statements.

(1) Includes [removed: 536] [added: 588] shares of common stock reserved for issuance in connection with performance share units at the maximum number of shares issuable thereunder.

Other information required to be disclosed by Item 12 will appear in, and is incorporated by reference from, the section entitled "*Security Ownership of Certain Beneficial Owners and Management"* to be included in our definitive proxy statement relating to our [removed: 2023] [added: 2024] annual stockholder meeting.

| Equity compensation plans approved by shareholders | | | | | | 6,987 | | | | | | $ | 67.40 | | | | | 11,041 | | | | | | 18,028 | | |

| Total | | | | | | 6,987 | | | | | | $ | 67.40 | | | | | 11,041 | | | | | | 18,028 | | |

| Equity compensation plans approved by shareholders | | | | | | 8,729 | | | | | | $ | 66.00 | | | | | 12,517 | | | | | | 21,246 | | |

| Total | | | | | | 8,729 | | | | | | $ | 66.00 | | | | | 12,517 | | | | | | 21,246 | | |

The information required by this item will appear in, and is incorporated by reference from, the section entitled "*Certain Relationships and Related Transactions"* and the section entitled "*Corporate Governance"* to be included in our definitive proxy statement relating to our [removed: 2023] [added: 2024] annual stockholder meeting.

The information required by this item will appear in, and is incorporated by reference from, the section entitled "*Proposal 2 Ratification of the Appointment of our Independent Registered Public Accounting Firm"* to be included in our definitive proxy statement relating to our [removed: 2023] [added: 2024] annual stockholder meeting.

| [Management’s Report on Internal Control Over Financial [removed: Reporting](#ib228226ec511491b87b183c6d217a21a_250)] [added: Reporting](#i4f1a330fe9254f15845774ab86609ab8_253)] | | | [removed: F-[1](#ib228226ec511491b87b183c6d217a21a_250)] [added: F-[1](#i4f1a330fe9254f15845774ab86609ab8_253)] | | |

| [Report of Independent Registered Public Accounting [removed: Firm](#ib228226ec511491b87b183c6d217a21a_253)] [added: Firm](#i4f1a330fe9254f15845774ab86609ab8_256)] | | | [removed: F-[2](#ib228226ec511491b87b183c6d217a21a_253)] [added: F-[2](#i4f1a330fe9254f15845774ab86609ab8_256)] | | |

| [Report of Independent Registered Public Accounting [removed: Firm](#ib228226ec511491b87b183c6d217a21a_256)] [added: Firm](#i4f1a330fe9254f15845774ab86609ab8_259)] | | | [removed: F-[4](#ib228226ec511491b87b183c6d217a21a_256)] [added: F-[4](#i4f1a330fe9254f15845774ab86609ab8_259)] | | |

| [Consolidated Statements of Income for the years ended December 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020](#ib228226ec511491b87b183c6d217a21a_259)] [added: 2021](#i4f1a330fe9254f15845774ab86609ab8_262)] | | | [removed: F-[5](#ib228226ec511491b87b183c6d217a21a_259)] [added: F-[5](#i4f1a330fe9254f15845774ab86609ab8_262)] | | |

| [Consolidated Statements of Comprehensive Income for the years ended December 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020](#ib228226ec511491b87b183c6d217a21a_262)] [added: 2021](#i4f1a330fe9254f15845774ab86609ab8_265)] | | | [removed: F-[6](#ib228226ec511491b87b183c6d217a21a_262)] [added: F-[6](#i4f1a330fe9254f15845774ab86609ab8_265)] | | |

| [Consolidated Balance Sheets as of December 31, [removed: 2022](#ib228226ec511491b87b183c6d217a21a_265) [and 2021](#ib228226ec511491b87b183c6d217a21a_265)] [added: 2023 and 2022](#i4f1a330fe9254f15845774ab86609ab8_268)] | | | [removed: F-[7](#ib228226ec511491b87b183c6d217a21a_265)] [added: F-[7](#i4f1a330fe9254f15845774ab86609ab8_268)] | | |

| [Consolidated Statements of Cash [removed: Flow] [added: Flows] for the years ended December 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020](#ib228226ec511491b87b183c6d217a21a_271)] [added: 2021](#i4f1a330fe9254f15845774ab86609ab8_274)] | | | [removed: F-[8](#ib228226ec511491b87b183c6d217a21a_271)] [added: F-[8](#i4f1a330fe9254f15845774ab86609ab8_274)] | | |

| [Consolidated Statements of Equity for the years ended December 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020](#ib228226ec511491b87b183c6d217a21a_274)] [added: 2021](#i4f1a330fe9254f15845774ab86609ab8_277)] | | | [removed: F-[9](#ib228226ec511491b87b183c6d217a21a_274)] [added: F-[9](#i4f1a330fe9254f15845774ab86609ab8_277)] | | |

| [Notes to Consolidated Financial [removed: Statements](#ib228226ec511491b87b183c6d217a21a_277)] [added: Statements](#i4f1a330fe9254f15845774ab86609ab8_280)] | | | [removed: F-[11](#ib228226ec511491b87b183c6d217a21a_277)] [added: F-[11](#i4f1a330fe9254f15845774ab86609ab8_280)] | | |

[removed: *(3)] [added: *(2)] Exhibits*

| | | | | | |

| --- | --- | --- | --- | --- | --- |

*(2) Index to Financial Statement Schedules:*

| [Schedule II—Valuation and Qualifying Accounts](#ib228226ec511491b87b183c6d217a21a_388) | | | [S-](#ib228226ec511491b87b183c6d217a21a_388)3 | | |

[removed: DAVITA INC.][added: | Net income attributable to DaVita Inc.: | | | | | | | | | | | | | | | | | |]

Based upon our evaluation under the COSO framework, we have concluded that the Company’s internal control over financial reporting was effective as of December 31, [removed: 2022.][added: 2023.]

We have audited the accompanying consolidated balance sheets of DaVita Inc. and subsidiaries (the Company) as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] the related consolidated statements of income, comprehensive income, equity, and cash flows for each of the years in the three-year period ended December 31, [removed: 2022,] [added: 2023,] and the related notes [removed: and financial statement Schedule II - Valuation and Qualifying Accounts] (collectively, the consolidated financial statements).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, [removed: 2022,] [added: 2023,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in *Internal Control – Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February [removed: 22, 2023] [added: 14, 2024] expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

As discussed in Notes 1 and 2 to the consolidated financial statements, the Company recognized [removed: $10,575] [added: $10,912] million in U.S. dialysis patient service revenue for the year ended December 31, [removed: 2022.][added: 2023.]

We developed an estimate of U.S. dialysis patient service revenue recorded by the Company for the year ended December 31, [removed: 2022.][added: 2023.]

As discussed in Note [removed: 16] [added: 15] to the consolidated financial statements, the Company operates in a highly regulated industry and is a party to various lawsuits, demands, claims, qui tam suits, governmental investigations and audits (including, without limitation, investigations or other actions resulting from its obligation to self-report suspected violation of law) and other legal proceedings.

We have audited DaVita Inc. and subsidiaries' (the Company) internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in *Internal Control – Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission.

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in *Internal Control – Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] the related consolidated statements of income, comprehensive income, equity, and cash flows for each of the years in the three-year period ended December 31, [removed: 2022,] [added: 2023,] and the related notes [removed: and financial statement Schedule II - Valuation and Qualifying Accounts] (collectively, the consolidated financial statements), and our report dated February [removed: 22, 2023] [added: 14, 2024] expressed an unqualified opinion on those consolidated financial statements.

| | | | Year ended December [removed: 31,] [added: 31, 2023] | | | | | | | | | | | | | | |

| | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |

| Dialysis patient service revenues | | | $ | [removed: 11,176,464] [added: 11,574,941] | | | | | $ | [removed: 11,213,515] [added: 11,176,464] | | | | | $ | [removed: 11,026,251] [added: 11,213,515] | |

| Other revenues | | | [removed: 433,430] [added: 565,206] | | | | | | [removed: 405,282] [added: 433,430] | | | | | | [removed: 524,353] [added: 405,282] | | |

| Total revenues | | | [removed: 11,609,894] [added: 12,140,147] | | | | | | [removed: 11,618,797] [added: 11,609,894] | | | | | | [removed: 11,550,604] [added: 11,618,797] | | |

| Patient care costs | | | [removed: 8,209,553] [added: 8,319,717] | | | | | | [removed: 7,972,414] [added: 8,209,553] | | | | | | [removed: 7,988,613] [added: 7,972,414] | | |

| General and administrative | | | [removed: 1,355,197] [added: 1,473,984] | | | | | | [removed: 1,195,335] [added: 1,355,197] | | | | | | [removed: 1,247,584] [added: 1,195,335] | | |

| Depreciation and amortization | | | [removed: 732,602] [added: 745,443] | | | | | | [removed: 680,615] [added: 732,602] | | | | | | [removed: 630,435] [added: 680,615] | | |

| Equity investment income, net | | | [removed: (26,520)] [added: (27,864)] | | | | | | [removed: (26,937)] [added: (26,520)] | | | | | | [removed: (26,916)] [added: (26,937)] | | |

| Total operating expenses | | | [removed: 10,270,832] [added: 10,537,363] | | | | | | [removed: 9,821,427] [added: 10,270,832] | | | | | | [removed: 9,855,968] [added: 9,821,427] | | |

| Operating income | | | [removed: 1,339,062] [added: 1,602,784] | | | | | | [removed: 1,797,370] [added: 1,339,062] | | | | | | [removed: 1,694,636] [added: 1,797,370] | | |

| Debt expense | | | [removed: (357,019)] [added: (398,551)] | | | | | | [removed: (285,254)] [added: (357,019)] | | | | | | [removed: (304,111)] [added: (285,254)] | | |

| Other (loss) income, net | | | [removed: (15,765)] [added: (19,177)] | | | | | | [removed: 6,378] [added: (15,765)] | | | | | | [removed: 16,759] [added: 6,378] | | |

| Income from continuing operations before income taxes | | | [removed: 966,278] [added: 1,177,094] | | | | | | [removed: 1,518,494] [added: 966,278] | | | | | | [removed: 1,318,262] [added: 1,518,494] | | |

| Income tax expense | | | [removed: 198,087] [added: 220,116] | | | | | | [removed: 306,732] [added: 198,087] | | | | | | [removed: 313,932] [added: 306,732] | | |

| Net income from continuing operations | | | [removed: 768,191] [added: 956,978] | | | | | | [removed: 1,211,762] [added: 768,191] | | | | | | [removed: 1,004,330] [added: 1,211,762] | | |

| Net income [removed: (loss)] from discontinued operations, net of tax | | | [removed: 13,452] [added: —] | | | | | | [removed: —] [added: 13,452] | | | | | | [removed: (9,653)] [added: —] | | |

| Net income | | | [removed: 781,643] [added: 956,978] | | | | | | [removed: 1,211,762] [added: 781,643] | | | | | | [removed: 994,677] [added: 1,211,762] | | |

| Less: Net income attributable to noncontrolling interests | | | [removed: (221,243)] [added: (265,443)] | | | | | | [removed: (233,312)] [added: (221,243)] | | | | | | [removed: (221,035)] [added: (233,312)] | | |

| Net income attributable to DaVita Inc. | | | $ | [removed: 560,400] [added: 691,535] | | | | | $ | [removed: 978,450] [added: 560,400] | | | | | $ | [removed: 773,642] [added: 978,450] | |

| Basic net income from continuing operations | | | $ | [removed: 5.88] [added: 7.62] | | | | | $ | [removed: 9.30] [added: 5.88] | | | | | $ | [removed: 6.54] [added: 9.30] | |

| Basic net income | | | $ | [removed: 6.03] [added: 7.62] | | | | | $ | [removed: 9.30] [added: 6.03] | | | | | $ | [removed: 6.46] [added: 9.30] | |

| Diluted net income from continuing operations | | | $ | [removed: 5.71] [added: 7.42] | | | | | $ | [removed: 8.90] [added: 5.71] | | | | | $ | [removed: 6.39] [added: 8.90] | |

| Diluted net income | | | $ | [removed: 5.85] [added: 7.42] | | | | | $ | [removed: 8.90] [added: 5.85] | | | | | $ | [removed: 6.31] [added: 8.90] | |

| Basic shares | | | [removed: 92,992] [added: 90,790] | | | | | | [removed: 105,230] [added: 92,992] | | | | | | [removed: 119,797] [added: 105,230] | | |

| Diluted shares | | | [removed: 95,834] [added: 93,182] | | | | | | [removed: 109,948] [added: 95,834] | | | | | | [removed: 122,623] [added: 109,948] | | |

| Net income from continuing operations | | | $ | [removed: 546,948] [added: 691,535] | | | | | $ | [removed: 978,450] [added: 546,948] | | | | | $ | [removed: 783,295] [added: 978,450] | |

| Net income [removed: (loss)] from discontinued operations | | | [removed: 13,452] [added: —] | | | | | | [removed: —] [added: 13,452] | | | | | | [removed: (9,653)] [added: —] | | |

| Net income | | | $ | [removed: 781,643] [added: 956,978] | | | | | $ | [removed: 1,211,762] [added: 781,643] | | | | | $ | [removed: 994,677] [added: 1,211,762] | |

February 14, 2024

February 14, 2024

| Goodwill impairment charges | | | 26,083 | | | | | | — | | | | | | — | | |

| Debt extinguishment and modification costs | | | (7,962) | | | | | | — | | | | | | — | | |

| Net income attributable to DaVita Inc. | | | $ | 691,535 | | | | | $ | 560,400 | | | | | $ | 978,450 | |

| | | | $ | 16,893,578 | | | | | $ | 16,928,252 | |

| | | | $ | 16,893,578 | | | | | $ | 16,928,252 | |

| | | | 2023 | | | | | | 2022 | | | | | | 2021 | | |

| Net income | | | $ | 956,978 | | | | | $ | 781,643 | | | | | $ | 1,211,762 | |

| Depreciation and amortization | | | 745,443 | | | | | | 732,602 | | | | | | 680,615 | | |

| Impairment charges | | | 26,083 | | | | | | — | | | | | | — | | |

| Loss on extinguishment of debt | | | 7,132 | | | | | | — | | | | | | — | | |

| Balance at December 31, 2022 | | | $ | 1,348,908 | | | | | 90,411 | | | | | | $ | 90 | | | | | $ | 606,935 | | | | | $ | 174,487 | | | | | — | | | | | | $ | — | | | | | $ | (69,186) | | | | | $ | 712,326 | | | | | $ | 163,566 | |

| Net income | | | 176,789 | | | | | | | | | | | | | | | | | | | | | | | | 691,535 | | | | | | | | | | | | | | | | | | | | | | | | 691,535 | | | | | | 88,654 | | |

| Stock award plans | | | | | | | | | 1,086 | | | | | | 2 | | | | | | (65,014) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (65,012) | | | | | | | | |

| Distributions | | | (184,044) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (96,894) | | |

| Contributions | | | 12,878 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 1,895 | | |

| Acquisitions and divestitures | | | 181 | | | | | | | | | | | | | | | | | | 13,077 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 13,077 | | | | | | 30,776 | | |

| Partial purchases | | | (5,296) | | | | | | | | | | | | | | | | | | (5,375) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (5,375) | | | | | | (32) | | |

| Purchase of treasury stock | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (2,904) | | | | | | (285,710) | | | | | | | | | | | | (285,710) | | | | | | | | |

| Retirement of treasury stock | | | | | | | | | (2,904) | | | | | | (3) | | | | | | (17,973) | | | | | | (267,734) | | | | | | 2,904 | | | | | | 285,710 | | | | | | | | | | | | — | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Balance at December 31, 2023 | | | $ | 1,499,288 | | | | | 88,824 | | | | | | $ | 89 | | | | | $ | 509,804 | | | | | $ | 598,288 | | | | | — | | | | | | $ | — | | | | | $ | (52,084) | | | | | $ | 1,056,097 | | | | | $ | 187,965 | |

Revenues associated with Medicare and Medicaid programs are estimated based on: (a) the payment rates that are established by statute or regulation for the portion of payment rates paid by the government payor (e.g., 80% for Medicare

Other revenues are estimated and recognized in the period the Company's performance obligations are met, subject to applicable measurement constraints.

Measurements of revenue for the Company's IKC risk-based arrangements are complex, sensitive to a number of key inputs, and require meaningful estimates for a number of factors, including but not limited to member alignment data, third-party medical claims expense, outcomes on various quality metrics, and ultimate risk adjustment factor (RAF) scores.

Information and other measurement limitations on these factors may constrain revenue recognition for a risk-based arrangement until a period after the Company's performance obligations have been met.

The Company has elected the practical expedient to not

The Company evaluates its lease right-of-use assets for impairments in a similar manner to long-lived assets, as described above in *Property and equipment*.

*New standards recently adopted*

The ASU was effective beginning January 1, 2023 and application of this ASU did not have a material impact on the Company's consolidated financial statements.

In November 2023, the FASB issued ASU 2023-07, *Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (ASU 2023-07)*, which improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses.

The guidance also requires disclosure of the chief operating decision maker's (CODM) position for each segment and detail of how the CODM uses financial reporting to assess their segment’s performance.

ASU 2023-07 is effective for all public entities for fiscal years beginning after December 15, 2023, with early adoption permitted.

In December 2023, the Financial Accounting Standards Board issued ASU 2023-09, *Income Taxes (Topic 740): Improvements to Income Tax Disclosures*, which expands income tax disclosure requirements to include additional information related to the rate reconciliation of effective tax rates to statutory rates, as well as additional disaggregation of taxes paid in both

U.S. and foreign jurisdictions.

The amendments in the ASU also remove disclosures related to certain unrecognized tax benefits and deferred taxes.

The amendments may be applied prospectively or retrospectively, and early adoption is permitted.

The Company is currently assessing the effect this guidance may have on its consolidated financial statements.

| Other government | | | 354,304 | | | | | | 500,137 | | | | | | 854,441 | | |

February 22, 2023

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Loss on changes in ownership interest, net | | | — | | | | | | — | | | | | | 16,252 | | |

| Debt prepayment, refinancing and redemption charges | | | — | | | | | | — | | | | | | (89,022) | | |

| | | | $ | 16,928,252 | | | | | $ | 17,121,488 | |

| Debt prepayment, refinancing and redemption charges | | | — | | | | | | — | | | | | | 86,957 | | |

| Loss on sales of business interests, net | | | — | | | | | | — | | | | | | 24,248 | | |

| Balance at December 31, 2019 | | | $ | 1,180,376 | | | | | 125,843 | | | | | | $ | 126 | | | | | $ | 749,043 | | | | | $ | 1,431,738 | | | | | — | | | | | | $ | — | | | | | $ | (47,498) | | | | | $ | 2,133,409 | | | | | $ | 185,833 | |

| Net income | | | 141,879 | | | | | | | | | | | | | | | | | | | | | | | | 773,642 | | | | | | | | | | | | | | | | | | | | | | | | 773,642 | | | | | | 79,156 | | |

| Stock award plan | | | | | | | | | 345 | | | | | | — | | | | | | (17,801) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (17,801) | | | | | | | | |

| Distributions | | | (163,175) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (89,943) | | |

| Contributions | | | 30,154 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 12,812 | | |

| Acquisitions and divestitures | | | (3,215) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (248) | | |

| Partial purchases | | | (7,771) | | | | | | | | | | | | | | | | | | 4,364 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 4,364 | | | | | | (4,424) | | |

| Purchase of treasury stock | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (16,477) | | | | | | (1,446,767) | | | | | | | | | | | | (1,446,767) | | | | | | | | |

| Retirement of treasury stock | | | | | | | | | (16,477) | | | | | | (16) | | | | | | (93,908) | | | | | | (1,352,843) | | | | | | 16,477 | | | | | | 1,446,767 | | | | | | | | | | | | — | | | | | | | | |

| Balance at December 31, 2021 | | | $ | 1,434,832 | | | | | 97,289 | | | | | | $ | 97 | | | | | $ | 540,321 | | | | | $ | 354,337 | | | | | — | | | | | | $ | — | | | | | $ | (139,247) | | | | | $ | 755,508 | | | | | $ | 180,640 | |

On June 19, 2019, the Company completed the sale of its prior DaVita Medical Group (DMG) business to Collaborative Care Holdings, LLC (Optum), a subsidiary of UnitedHealth Group Inc. The effects of the DMG sale on the Company's consolidated financial statements have been reported in discontinued operations for all periods presented.

For information on how the DMG sale has affected these results, see Note 22.

Prior year classifications have been conformed to the current year presentation.

provided based on these estimates.

Other revenues are estimated in the period services are provided.

incremental borrowing rate based on information available at the commencement date or remeasurement date in determining the present value of lease payments.

assumptions and judgments required.

This change will have no impact on the Company's ability to borrow.

Early adoption is permitted for all entities.

| Other government(1) | | | 334,714 | | | | | | 380,584 | | | | | | 715,298 | | |

| Commercial | | | 3,370,562 | | | | | | 170,394 | | | | | | 3,540,956 | | |

| Commercial | | | | | | | | | 33,246 | | | | | | 33,246 | | |

| Other(2) | | | 40,571 | | | | | | 47,585 | | | | | | 88,156 | | |

| Eliminations of intersegment revenues | | | (145,286) | | | | | | (16,743) | | | | | | (162,029) | | |

| Total | | | $ | 10,514,649 | | | | | $ | 1,035,955 | | | | | $ | 11,550,604 | |

(1)During the first quarter of 2021, the Company realigned the classification of revenue previously disclosed in the "Other government" category to the "Medicare and Medicare Advantage" category for certain government-reimbursed plans which have structure and payment characteristics similar to traditional Medicare Advantage plans.

The classification of revenue for these plans for the year ended December 31, 2020 has also been recast to conform to this presentation.

These estimates are subject to ongoing insurance coverage changes, geographic coverage differences, differing interpretations of contract coverage and other payor issues, as well as patient issues including determining applicable primary and secondary coverage, changes in patient coverage and coordination of benefits.

Restricted cash and equivalents

The Company had restricted cash and cash equivalents of $94,903 and $93,060 at December 31, 2022 and 2021, respectively.

Substantially all of the restricted cash and equivalents balance at December 31, 2022 is held in trust to satisfy insurer and state regulatory requirements related to the wholly-owned captive insurance companies that bear professional and general liability and workers' compensation risks for the Company and the remaining restricted cash and cash equivalents held at December 31, 2022 represents cash pledged to third parties in connection with the Company's ancillary operations.

deposits with contractual maturities longer than one year.

*Equity securities:* The Company holds certain equity investments that have readily determinable fair values from public