DaVita (DVA) 10-K risk factor changes: FY2024 vs FY2023

- [the complex set of governmental laws, regulations and other requirements that impact us, including potential changes [removed: thereto](#i4f1a330fe9254f15845774ab86609ab8_70);][added: thereto](#if6ba8dc5b26140f49e5fc4e21f5168f4_67);]

- [changes in federal and state [removed: healthcare] [added: legislation] or [removed: regulations;](#i4f1a330fe9254f15845774ab86609ab8_2858)][added: regulations;](#if6ba8dc5b26140f49e5fc4e21f5168f4_70)]

- [the various lawsuits, demands, [removed: claims,](#i4f1a330fe9254f15845774ab86609ab8_73)] [added: claims,](#if6ba8dc5b26140f49e5fc4e21f5168f4_73)] *[qui [removed: tam](#i4f1a330fe9254f15845774ab86609ab8_73)*] [added: tam](#if6ba8dc5b26140f49e5fc4e21f5168f4_73)*] [suits, governmental investigations and audits and other legal matters that we may be subject to from time to [removed: time](#i4f1a330fe9254f15845774ab86609ab8_73);][added: time](#if6ba8dc5b26140f49e5fc4e21f5168f4_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](#i4f1a330fe9254f15845774ab86609ab8_76);][added: benefits](#if6ba8dc5b26140f49e5fc4e21f5168f4_76);]

- [our ability to successfully implement our strategy with respect to integrated kidney care, value-based care and home-based [removed: dialysis](#i4f1a330fe9254f15845774ab86609ab8_79);][added: dialysis](#if6ba8dc5b26140f49e5fc4e21f5168f4_79);]

- [changes in the structure of and payment rates under government-based [removed: programs](#i4f1a330fe9254f15845774ab86609ab8_82);][added: programs](#if6ba8dc5b26140f49e5fc4e21f5168f4_85);]

- [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 union organizing activities or other legislative or other [removed: changes](#i4f1a330fe9254f15845774ab86609ab8_85);][added: changes](#if6ba8dc5b26140f49e5fc4e21f5168f4_88);]

- [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](#i4f1a330fe9254f15845774ab86609ab8_88);][added: attacks](#if6ba8dc5b26140f49e5fc4e21f5168f4_91);]

- [our ability to establish and maintain [removed: supply] [added: supplier and service provider] 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](#i4f1a330fe9254f15845774ab86609ab8_91);][added: providers](#if6ba8dc5b26140f49e5fc4e21f5168f4_94);]

- [changes in clinical practices, payment rates or regulations impacting pharmaceuticals and/or [removed: devices](#i4f1a330fe9254f15845774ab86609ab8_94);][added: devices](#if6ba8dc5b26140f49e5fc4e21f5168f4_97);]

- [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](#i4f1a330fe9254f15845774ab86609ab8_97);][added: directors](#if6ba8dc5b26140f49e5fc4e21f5168f4_100);]

- [our U.S. integrated kidney care, 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](#i4f1a330fe9254f15845774ab86609ab8_100);][added: services](#if6ba8dc5b26140f49e5fc4e21f5168f4_103);]

- [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.](#i4f1a330fe9254f15845774ab86609ab8_103);][added: U.S.](#if6ba8dc5b26140f49e5fc4e21f5168f4_106);]

- [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](#i4f1a330fe9254f15845774ab86609ab8_106);][added: regulations](#if6ba8dc5b26140f49e5fc4e21f5168f4_109);]

- [our acquisitions, mergers, joint ventures, noncontrolling interest investments or [removed: dispositions](#i4f1a330fe9254f15845774ab86609ab8_109);][added: dispositions](#if6ba8dc5b26140f49e5fc4e21f5168f4_112);]

- [if our joint ventures were found to violate [removed: t](#i4f1a330fe9254f15845774ab86609ab8_2833)[he law;](#i4f1a330fe9254f15845774ab86609ab8_2833)][added: the law;](#if6ba8dc5b26140f49e5fc4e21f5168f4_115)]

- [our [removed: aspirations,] goals and disclosures related to environmental, social and governance (ESG) [removed: matters](#i4f1a330fe9254f15845774ab86609ab8_112);][added: matters](#if6ba8dc5b26140f49e5fc4e21f5168f4_118);]

- [our ability to appropriately estimate the amount of dialysis revenues and related refund [removed: liabilities](#i4f1a330fe9254f15845774ab86609ab8_115);][added: liabilities](#if6ba8dc5b26140f49e5fc4e21f5168f4_121);]

- [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](#i4f1a330fe9254f15845774ab86609ab8_121);][added: covenants](#if6ba8dc5b26140f49e5fc4e21f5168f4_127);]

- [changes in tax laws, regulations and interpretations or challenges to our tax [removed: positions](#i4f1a330fe9254f15845774ab86609ab8_124);][added: positions](#if6ba8dc5b26140f49e5fc4e21f5168f4_130);]

- [the effects of natural or other disasters, political instability, public health crises or adverse weather events such as hurricanes, earthquakes, fires or [removed: flooding](#i4f1a330fe9254f15845774ab86609ab8_127);][added: flooding](#if6ba8dc5b26140f49e5fc4e21f5168f4_133);]

- [liability claims for damages and other expenses that are not covered by insurance or exceed our existing insurance [removed: coverage](#i4f1a330fe9254f15845774ab86609ab8_130);][added: coverage](#if6ba8dc5b26140f49e5fc4e21f5168f4_136);]

- [our ability to successfully maintain an effective internal control over financial [removed: reporting](#i4f1a330fe9254f15845774ab86609ab8_133);] [added: reporting](#if6ba8dc5b26140f49e5fc4e21f5168f4_139);] 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](#i4f1a330fe9254f15845774ab86609ab8_136).][added: interests](#if6ba8dc5b26140f49e5fc4e21f5168f4_142).]

[removed: Macroeconomic conditions] [added: External conditions, including those related to general economic, marketplace] and global [removed: events] [added: health conditions,] 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.

Certain of these impacts could be further intensified by concurrent global events such as the ongoing [removed: conflict] [added: conflicts] between Russia and Ukraine and in Israel, Gaza and the surrounding areas, [removed: which have continued to drive sociopolitical] [added: severe weather events] and [removed: economic uncertainty] [added: other natural disasters, such as Hurricane Helene, Hurricane Milton] and [removed: volatility across] the [removed: globe.][added: recent wildfires in California, and the impact of policies implemented by the new administration in the United States.]

[removed: New] [added: In addition, new-to-dialysis] 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] [added: levels, including, among other things,] due to [removed: COVID-19.][added: the availability and use of vaccines, treatments and therapies.]

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

[added: 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.

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

We have historically faced and expect to continue to face difficulties in hiring and retaining caregivers due in part to a nationwide shortage of clinical [removed: personnel.][added: personnel, which may be exacerbated with more limitations on immigration in the United States.]

We expect certain of these increased staffing and labor costs to continue, due to, among other factors, [removed: recent legislative changes, such as Senate Bill 525 in California, and increased training costs.][added: the continuation of a challenging labor market.]

[removed: Potential] [added: In addition, potential] staffing shortages or 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, 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] [added: impact of the pandemic on our patient population combined with] cost inflation [removed: described above, in addition to higher equipment] [added: trends] and [removed: clinical supply costs, among other things,] [added: the failure of government reimbursement rates to keep pace with these cost trends] have put pressure on our existing cost structure, and we expect that [removed: some] [added: certain] of [removed: these] [added: those] increased costs will [removed: continue] [added: persist] as [added: inflationary and supply chain pressures and challenging] labor market conditions [removed: remain challenging, global supply chains continue to experience volatility and disruptions and as inflationary pressures] continue.

Prolonged [added: geopolitical or global economic] volatility, uncertainty, [added: trade disputes,] 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, among other things.

Prolonged strain on global supply [removed: chains] [added: chains, including as a result of trade disputes, geopolitical instability, fluctuations in foreign currency exchange rates or regulatory requirements] 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 monetary [removed: policies] [added: policies, tariffs,] or other factors impacting structural costs over the long term have contributed to or may in the future contribute to inflationary pressures, 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.

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

These [removed: include,] [added: included,] among other things, [removed: anticipated] [added: identified] cost savings related to [added: the achievement of] general and administrative cost [removed: efficiencies, such as] [added: efficiencies through] ongoing [removed: initiatives] [added: initiatives, including, among others, those] that increase our use of third party service providers to perform certain [removed: activities, including financial reporting and information technology functions, initiatives relating to clinic optimization, 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 [added: continue to] successfully execute these initiatives or that they will achieve expectations or succeed in helping offset the impact of these challenging conditions.

- [external conditions, including those related to general economic, marketplace and global health conditions, including, among other things, conditions that may impact treatment volumes or the rate of growth of our ESKD patient population;](#if6ba8dc5b26140f49e5fc4e21f5168f4_64)

We continue to be impacted by external conditions, including those related to general economic, marketplace and global health conditions, many of which are interrelated, including, among other things, inflation, interest rate volatility, labor market conditions, wage pressure, supply chain challenges, increased mortality rates of our patients and other ESKD and CKD patients, and the potential application of innovative technologies, drugs or other treatments.

These global events continue to drive sociopolitical and economic uncertainty across the globe and may further impact supply chain challenges and macroeconomic conditions and trade relationships, among other things.

We have experienced and expect to continue to experience a negative impact on revenue and treatment volume due to, among other things, elevated mortality rates of our patients in comparison to the periods prior to the COVID-19 pandemic and the associated impact on our patient census.

Treatment volumes during the year have been and we expect may continue to be adversely impacted by higher than expected missed treatment rates, which during the second half of 2024 were driven primarily by severe weather events.

Our industry has also experienced increased union organizing activities.

For example, union petitions have been filed in nine of our clinics in California and eight of these are in different stages of the voting process and have been subject to legal challenges.

For further discussion of the risks related to rising labor costs and union organizing activities, see the risk factor under the heading, "*Our business is labor intensive..."*

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

We incurred charges in connection with the continued implementation of these initiatives.

In addition, the potential expiration at the end of 2025 of premium

tax credits available for patients who purchase health insurance on marketplaces developed under the ACA for may similarly lead to a smaller percentage of patients being covered by a commercial insurance plan.

- executive orders and other presidential memoranda;

- the No Surprises Act and related laws and regulations associated with transparency, interoperability, and access to data and information;

The regulatory environment may also be impacted by recent legal decisions at all levels of the federal judicial system that could have a material impact on our business.

For example, the *Loper Bright Enterprises v.

Raimondo* U.S. Supreme Court decision in June 2024 may impact current and prospective regulatory policies, including those promulgated by CMS and other agencies with significant oversight of the healthcare industry, and subject those policies to increased litigation and judicial scrutiny.

Any resulting changes in regulation or enforcement may result in unexpected delays, increased costs, or other negative impacts on our business that are difficult to predict.

On August 20, 2024, a federal court issued an injunction against the rule, preventing the FTC from enforcing it nationwide.

As result, the FTC cannot implement or enforce its rule against any employer without violating the nationwide ban.

The FTC has appealed this decision.

Even though the rule has been enjoined, many state legislatures continue to introduce legislation that seeks to place similar limitations on restrictive covenants.

We are continuing to assess the potential impact of the rule as well as Congressional and state legislative efforts on our business.

Such efforts, if successful, could have an adverse impact on, among other things, our agreements with teammates, our arrangements with medical directors, or the terms of our existing agreements with physicians.

For example, as described in Part I Item 1.

making certain centers economically 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 Medicare Advantage (MA) plans for their dialysis care, among other things.

We are, and can be in the future, subject to audits from the government concerning the billing for our patients.

If, following the conclusion of any audit, the government were to require us to refund amounts and/or modify our business practices, and such amounts or changes are significant, it could have a material adverse effect on our business, results of operations, financial condition and cash flows.

Each of these impacts may be material.

For example, certain premium tax credits available to patients who purchase health insurance on marketplaces developed under the ACA are scheduled to expire at the end of 2025 unless extended or made permanent by legislative action.

The potential expiration of these tax credits may significantly reduce the affordability of commercial insurance plans, leading to fewer patients covered by such plans.

This may, in turn, result in more patients shifting to Medicare or other government-based program, further decreasing the percentage of patients covered under commercial insurance plans.

Payors have also disputed the scope and duration of ESRD benefit

In addition, the ultimate impact of the price transparency regulations and "Good Faith Estimate" (GFE) requirements described in Part I Item 1.

While the ultimate impact of these requirements and the aforementioned price transparency rules 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 could materially harm our reputation.

In addition, they may have the ability to operate without regard to regulations to which we comply.

CMS also regulates home dialysis under the ESRD Prospective Payment System (PPS) rule.

Under this, CMS recently finalized a proposal to allow payment for acute kidney injury (AKI) renal dialysis services furnished to beneficiaries in their home and the agency will permit ESRD facilities to bill Medicare for the home and self-dialysis training add-on payment adjustment for beneficiaries with AKI.

For example, there is a limited number of available suppliers for certain critical home-based dialysis supplies, including key products provided by a supplier that was impacted by a severe weather event in 2024.

As described further in the risk factor under the heading, "*If certain of our suppliers and service providers…*," any disruptions involving such supplies could materially impact our operations and require significant resources or operational changes in response.

- [macroeconomic conditions and global events](#i4f1a330fe9254f15845774ab86609ab8_67);

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

We continue to be impacted by general conditions in the global economy and marketplace, many of which may be interrelated.

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

We also have risk associated with COVID-19.

We have experienced and expect to continue to experience a negative impact on revenue and non-acquired growth from COVID-19 due to lower treatment volumes, including from 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 due to the ongoing impact of the virus on ESKD and CKD patient mortality rates, among other things.

Any such impact would be magnified to the extent it also

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.

- the No Surprises Act;

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.

We are monitoring these developments and any state follow-on regulations for any potential impact on our agreements with teammates, our arrangements with medical directors, joint venture operating agreements, or the terms of any of our existing agreements with physicians, among others, should any such legislation or regulation be finalized and implemented.

For additional information on the impact of economic conditions or legislative or regulatory changes on the coverage and rates for our services and the percentage or number of our patients with

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

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.

If the number of our patients who have Medicare or another government-based program as their primary payor increases, it could negatively impact the percentage of our patients covered under commercial insurance plans.

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

health condition.

In addition, recent price transparency regulations require most group health plans and health insurance issuers in the group and individual markets to make certain pricing and patient responsibility information publicly available.

Business of this Form 10-K under the heading "*Government Regulation"* and the discussion in the risk factor under the heading *"Changes in federal and state healthcare legislation or regulations...*"

In addition to the aforementioned pricing transparency rules, the government has also implemented certain additional pricing transparency requirements that apply to certain types of providers, including DaVita.

Under the No Surprises Act, which went into effect January 1, 2022, certain providers, including DaVita, are required to develop and disclose a "Good Faith Estimate" (GFE) that details the expected charges for furnishing an item or service to an uninsured or self-pay patient.

The GFE must 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.

Patient dissatisfaction with the GFE process, whether with respect to the GFE rate or charges, how such charges are communicated or otherwise, may impact patient choices and over time could have a material adverse impact on our business, results of operations and financial condition, and could materially harm our reputation.

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

We are subject to similar risks for services billed separately from the ESRD bundled payment, including, without limitation, the risk that a MAC, or multiple MACs, change their interpretations of existing regulations, manual provisions and/or guidance; or seek to implement or enforce new interpretations that are inconsistent with how we have interpreted existing regulations, manual provisions and/or guidance.

Approximately 3% of our U.S. dialysis patient service revenues for the year ended December 31, 2023 were generated by the VA.

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.

Cybersecurity of this Form 10-K.

We and other dialysis providers have experienced supply chain shortages with respect to certain of our equipment and clinical supplies, such as dialysate, which is the fluid solution used in hemodialysis to filter toxins and fluid from the blood, and in certain cases, we have had to make significant operational changes in response.

In addition, the technology related to the products critical to the services we provide is subject to new developments which may result in superior products.

If we are not able to access superior products on a cost-effective basis, either due to competitive conditions in the marketplace or otherwise, or if suppliers are not able to fulfill our requirements for such products, we could face patient attrition and other negative consequences which could have a material adverse effect on our business, results of operations, financial condition and cash flows.

We also rely increasingly on third party service providers to perform certain functions, including, among others, finance and accounting and information technology functions.

These forward-looking statements could include, among other things, statements about our balance sheet and liquidity, our expenses, revenues, billings and collections, [added: patient census,] availability or cost of supplies, [added: including without limitation the impact of any reduction in clinical and other supplies due to any disruptions experienced by third party vendors, including with respect to our ability to provide home dialysis services,] treatment volumes, mix expectation, such as the percentage or number of patients under commercial insurance, [added: the effects on us and our operations of any interruptions in key functions performed by our third party service providers or suppliers,] current macroeconomic, marketplace and labor market conditions, and overall impact on our patients and teammates, as well as other statements regarding our future operations, financial condition and prospects, [added: capital allocation plans,] expenses, [added: cost saving initiatives, other] strategic initiatives, [added: use of contract labor,] government and commercial payment rates, expectations related to value-based [removed: care,] [added: care (VBC),] integrated kidney care [removed: and] [added: (IKC),] Medicare Advantage (MA) plan [removed: enrollment,] [added: enrollment and our international operations,] expectations regarding increased competition and marketplace changes, including those related to new or potential entrants in the dialysis and pre-dialysis marketplace and the potential impact of innovative technologies, [removed: drugs] [added: drugs,] or other [removed: treatments, expectations regarding] [added: treatments on] the [removed: impact of our continuing cost savings initiatives] [added: dialysis industry,] and [added: expectations regarding] our [removed: ongoing] stock repurchase program.

Without limiting the foregoing, statements including the words "expect," "intend," "will," "could," "plan," "anticipate," [removed: "believe,"] [added: "believe"] and similar expressions are intended to identify forward-looking statements.

*•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 [removed: such] [added: commercial] plans, including, without limitation, as a result of continuing legislative efforts to restrict or prohibit the use and/or availability of charitable premium assistance, [removed: such as AB 290, which may result in the loss of revenues] or [removed: patients,] as a result of [removed: 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’] [added: payors] implementing restrictive plan [removed: 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.][added: designs;*]

[removed: *•the extent to which the ongoing implementation of healthcare reform, or] [added: *•risks arising from potential] changes in or new [removed: legislation,] [added: laws,] regulations or [removed: guidance,] [added: requirements applicable to us, including, without limitation, those related to healthcare, privacy, antitrust matters, and acquisition, merger, joint venture or similar transactions and/or labor matters, and potential impacts of changes in interpretation or] enforcement thereof or related litigation [removed: result in a reduction in] [added: impacting, among other things,] coverage or reimbursement rates for our [removed: services, a reduction in] [added: services or] the number of patients enrolled in or that select higher-paying commercial plans, [removed: including for example MA plans or other material impacts to our business or operations; or our making] [added: and the risk that we make] incorrect assumptions about how our patients will respond to any such developments;*

*•our ability to attract, retain and motivate [removed: teammates] [added: teammates, including key leadership personnel,] and our ability to manage [added: potential disruptions to our business and operations, including potential work stoppages,] operating cost increases or productivity decreases whether due to union organizing activities, [removed: 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, [added: including due to the ongoing nationwide shortage of skilled clinical personnel,] or other reasons;*

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

*•noncompliance by us or our business associates with any privacy or security laws or any security breach by us or a third [removed: party] [added: party, including, among other things, any such non-compliance or breach] involving the misappropriation, loss or other unauthorized use or disclosure of confidential information;*

*•legal and compliance risks, such as [removed: 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 [removed: business, including through acquisitions or joint ventures;*][added: business;*]

*•our ability to develop and maintain relationships with physicians and hospitals, changing affiliation models for physicians, and the emergence of new models of care or other initiatives [removed: introduced by the government or private sector] that, among other things, may erode our patient base and impact reimbursement rates;*

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

*•the variability of our cash flows, [removed: including] [added: including,] without [removed: limitation] [added: limitation,] any extended billing or collections [removed: cycles;] [added: cycles including, without limitation, due to defects or operational issues in our billing systems or in] the [added: billing systems or services of third parties on which we rely; the] risk that we may not be able to generate or access sufficient cash in the future to service our indebtedness or to fund our other liquidity [removed: needs; and the risk that we may not be able to refinance our indebtedness as it becomes due, on terms favorable to us or at all;*][added: needs;*]

*•factors that may impact our ability to repurchase stock under our stock repurchase program and the timing of any such stock repurchases, as well as [removed: our] [added: any] use [added: by us] of a considerable amount of available funds to repurchase stock;*

*•our [removed: aspirations,] goals and disclosures related to environmental, social and governance (ESG) matters, including, among other things, evolving regulatory requirements affecting ESG standards, measurements and reporting [removed: requirements; the availability of suppliers that can meet our sustainability standards; and our ability to recruit, develop and retain diverse talent in our labor markets; and*][added: requirements*; *and*]

of this Annual Report on Form 10-K, and the other risks and uncertainties discussed in any subsequent reports that we file or furnish with the [removed: SEC] [added: Securities and Exchange Commission (SEC)] from time to time.*

We also operate our U.S. integrated kidney care (IKC) business, our U.S. other ancillary services, and our international operations, which we collectively refer to as our ancillary services, as well as our corporate administrative [removed: support.][added: support functions.]

Operational and financial highlights for [removed: 2023] [added: 2024] include, among other things:

- U.S. dialysis revenue growth of [removed: 3.2%] [added: 4.2%] from an increase in average patient services revenue per treatment of [removed: $12.20;][added: $13.88;]

- operating income of [removed: $1,603] [added: $2,090] million and adjusted operating income of [removed: $1,734] [added: $1,981] million;

- operating cash flows of [removed: $2,059] [added: $2,022] million and free cash flows of [removed: $1,236] [added: $1,162] million;

- repurchase of [removed: 2,903,832] [added: 9,832,705] shares of our common stock for aggregate consideration of [removed: $286] [added: $1,389] million, and a [removed: 1.8%] [added: 9.3%] reduction in our [added: outstanding] share count year-over-year;

- [removed: 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] [added: we purchased] an [removed: aggregate principal amount up to $1,500 million and purchase of $4,500] [added: additional $2,500] million notional amount of forward [added: interest rate] caps to shield our exposure to significant interest rate increases through [removed: 2026;] [added: 2027;] and

- leverage ratio, as a multiple of Consolidated EBITDA, each as defined by our credit agreement, [removed: is back] [added: remained] within our target range of 3.0x to [removed: 3.5x.][added: 3.5x throughout 2024.]

- a net decrease of [removed: 49] [added: 18] U.S. dialysis centers [added: as we continued] to improve center capacity utilization, as well as a net increase of [removed: 17] [added: 142] international dialysis centers from [removed: acquisitions] [added: acquisitions;] and [removed: developments;]

- continued patient growth in IKC to [removed: 58,000] [added: 70,400] patients in risk-based integrated care arrangements and an additional [removed: 17,000] [added: 11,600] patients in other integrated care [removed: arrangements; and][added: arrangements.]

Finally, considerable uncertainty [removed: exists] [added: remains] surrounding the continued [added: implementation and] development of the various governmental laws, regulations and other requirements that may impact our business, including [removed: to] the extent [added: to the which] 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: 2023] [added: 2024] compared to December 31, [removed: 2022.][added: 2023.]

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

General [removed: Economic and] [added: Economic,] Marketplace [added: and Global Health] Conditions; Legal and Regulatory Developments

As noted above and described [removed: in further detail] below, developments in general [removed: economic] [added: economic, marketplace] and [removed: market] [added: global health] conditions 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, share price, cash flows and/or liquidity.

Many of these external factors and conditions are interrelated, including, among other things, inflation, [removed: potential] interest rate volatility, [added: and other economic conditions,] labor market conditions, wage pressure, the [removed: impact of COVID-19 on the] [added: increased] 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.

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

[removed: The] [added: "*Risk Factors,*" the] magnitude of these cumulative impacts could have a material adverse impact on our results of operations, financial condition and cash flows.

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

We expect certain of these increased staffing and labor costs to [removed: continue,] [added: continue into 2025,] due to, among other factors, the continuation of [added: inflationary conditions and] a challenging healthcare labor market.

| | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | Amount | | | | | | Percent | | |

| Other - Ancillary services | | | [removed: 1,299] [added: 1,510] | | | | | | [removed: 1,101] [added: 1,299] | | | | | | [removed: 198] [added: 211] | | | | | | [removed: 18.0] [added: 16.2] | | % |

| Elimination of intersegment revenues | | | [removed: (96)] [added: (86)] | | | | | | [removed: (91)] [added: (96)] | | | | | | [removed: (5)] [added: 10] | | | | | | [removed: (5.5)] [added: 10.4] | | % |

| Total consolidated revenues | | | $ | [removed: 12,140] [added: 12,816] | | | | | $ | [removed: 11,610] [added: 12,140] | | | | | $ | [removed: 530] [added: 676] | | | | | [removed: 4.6] [added: 5.6] | | % |

| Other - Ancillary services | | | [removed: (9)] [added: 83] | | | | | | [removed: (97)] [added: (9)] | | | | | | [removed: 88] [added: 92] | | | | | | [removed: 90.7] [added: 1,022.2] | | % |

| Corporate administrative support | | | [removed: (163)] [added: (113)] | | | | | | [removed: (130)] [added: (163)] | | | | | | [removed: (33)] [added: 50] | | | | | | [removed: (25.4)] [added: 30.7] | | % |

*•external conditions, including those related to general economic, marketplace and global health conditions, including without limitation, the impact of global events and political or governmental volatility; the impact of the domestic political environment and related developments on the current healthcare marketplace, our patients and on our business; the continuing impact of the COVID-19 pandemic on our financial condition and the chronic kidney disease (CKD) population and our patient population; supply chain challenges and disruptions, including without limitation with respect to certain key services, critical clinical supplies and equipment we obtain from third parties, and including any impacts on our supply chain as a result of natural disasters; 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 patients and industry; elevated teammate turnover or labor costs; the impact of continued increased competition from dialysis providers and others; and our ability to respond to challenging U.S. and global economic and marketplace conditions, including, among other things, our ability to successfully identify cost saving opportunities;*

*•our ability to successfully implement our strategies with respect to IKC and VBC initiatives and home based dialysis in the desired time frame and in a complex, dynamic and highly regulated environment;*

*•our reliance on significant suppliers, service providers and other third party vendors to provide key support to our business operations and enable our provision of services to patients, including, among others, suppliers of certain pharmaceuticals, administrative or other services or critical clinical products; and risks resulting from a closure,*

*reduction or other disruption in the services or products provided to us by such suppliers, service providers and third party vendors;*

*•the effects on us or others of natural or other disasters, public health crises or severe adverse weather events such as hurricanes, earthquakes, fires or flooding;*

*•*revenue growth of 16.2% in our other ancillary businesses, primarily in our international operations;

- entered into an amendment to our senior secured credit agreement which extended the maturity date of a portion of our Term Loan B-1 in the aggregate principal amount of $1,640 million.

We further amended the senior secured credit agreement to incur an incremental Term Loan A-1 tranche in the aggregate principal amount of $1,100 million and issued an aggregate principal amount of $1,000 million of 6.875% senior notes due 2032.

A portion of the proceeds of these transactions was used to repay the Term Loan B-1 maturing in 2026 of approximately $950 million;

- a net increase in consolidated patient growth of 12.4%, with flat patient growth in U.S. dialysis and 62.6% international patient growth as of December 31, 2024;

In 2025, we expect relatively flat year-over-year treatment volumes due to a number of factors.

These include, among other things, elevated mortality levels relative to pre-pandemic levels; the continued impact of missed treatment rates, which in recent years have been impacted by increased hospitalizations and the prevalence of severe weather events; and the impact of the supply disruption affecting our home dialysis supplies.

We expect operating income growth resulting from revenue per treatment improvements, primarily driven by rate increases, the net impact of our continued improvements in our billing and collections process, mix improvement and the incorporation of oral phosphate binder reimbursement into the bundle, as described below.

We expect an increase in costs per treatment due to the oral phosphate binders and inflationary increases in labor and other costs, partially offset by a decline in center closure costs.

In 2025, we also expect operating growth in our international business as we continue our expansion in international markets and we expect results in our 2025 integrated kidney care business to be consistent with 2024.

We expect a continued increase in debt expense in 2025 due in part to the financing transactions announced in 2024 and the expiration of our 2019 interest cap agreements in 2024 as described below.

Our Annual Report on Form 10-K for the year ended December 31, 2023,

Certain of these impacts could be further intensified by concurrent global events, which have continued to drive sociopolitical, geopolitical and economic uncertainty; severe weather events and other natural disasters, which have impacted national supply chain challenges; the impact of new policies implemented by the new administration in the United States, which have affected certain government sponsored programs, among other things.

For additional discussion of general economic, marketplace and global health conditions that could impact our business, see Part I Item 1.

"*Business*" and Part I Item 1A.

"*Risk Factors.*"

On a full year basis, we experienced a negative impact on revenue and treatment volume due to, among other things, continued elevated mortality rates of our patients in comparison to the periods prior to the COVID-19 pandemic and the associated impact on our patient census, missed treatments driven by severe weather events and the impact of a temporary pause in home dialysis starts that resulted from the closure of one of our supplier's facilities.

Treatment volumes during the year were also adversely impacted by continued elevated missed treatment rates, which during 2024 were driven primarily by severe weather events.

These mortality levels could be influenced by, among other things, the availability and use of vaccines, treatments and therapies.

As described in Part I Item 1A.

We have also experienced service disruptions relating to key business functions and supply chain shortages with respect to certain of our equipment and clinical supplies, including critical clinical and other supplies.

Certain of these disruptions related to external conditions, such as the aforementioned severe weather event that impacted our supply chain for key products as well as the cybersecurity incident at Change Healthcare (CHC) that impacted our billing operations.

As described in Part I Item 1A.

"*Risk Factors*" under the heading, "*If certain of our supplier and service providers…*", any disruption involving such suppliers could materially impact our operations and require significant resources or operational changes in response.

During 2024, our industry also continued to experience increased union organizing activities.

For example, union petitions have been filed in nine of our clinics in California and eight of these petitions are in different stages of the voting process and have been subject to legal challenges.

For additional details on the risks related to rising labor costs and union organizing activities, see the discussion in Part I Item 1A.

"*Risk Factors*" under the headings, "*Our business is labor intensive..."* and *"External conditions, including those related to general economic, marketplace and global health conditions..."*

As noted above, the Federal Trade Commission (FTC) published in the federal register a final rule that would generally ban all post-employment personal service non-compete clauses with employees and prohibit employers from enforcing existing non-compete clauses in contracts with workers, with limited exceptions.

Even though the rule has been enjoined, many state legislatures continue to introduce legislation that seeks to place limitations on restrictive covenants with workers.

For additional details on federal and state regulations or future federal or state regulations and the potential impact on our business, see the

discussion in Part I Item 1.

"*Business*" under the heading "*U.S. Dialysis Business"* and Part I Item 1A.

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

*Change Healthcare*

*•current macroeconomic and marketplace conditions, global events and domestic political or governmental volatility, many of which are interrelated and which relate to, among other things, inflation, potential interest rate volatility, labor market conditions, wage pressure, evolving monetary policies, and the continuing impact of the COVID-19 pandemic on our patients, teammates, physician partners, suppliers, business, operations, reputation, financial condition and results of operations; 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 potential negative impact on our commercial mix or the number of our patients covered by commercial insurance plans; 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 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, 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 as the pandemic continues to subside;*

v.

DaVita Inc. et al.

(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;*

*•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 limitation, those related to healthcare, antitrust matters, including, among others, restrictive covenants and acquisition, merger, joint venture or similar transactions and/or labor matters;*

*•our ability to respond to challenging U.S. and global economic and marketplace conditions, including among other things our ability to successfully identify cost savings opportunities and to 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 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 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;*

*•the impact of the political environment and related developments on the current healthcare marketplace and on our business, including with respect to the Affordable Care Act, the exchanges and many other core aspects of the current healthcare marketplace, as well as the composition of the U.S. Supreme Court and the current presidential administration and congressional majority;*

*•continued increased competition from dialysis providers and others, and other potential marketplace changes, including without limitation increased investment in and availability of funding to new entrants in the dialysis and pre-dialysis marketplace;*

*•risks arising from the use of accounting estimates, judgments and interpretations in our financial statements;*

*•impairment of our goodwill, investments or other assets;*

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.

In addition, 2023 was negatively impacted by increased legal costs and our continued investment in our integrated care support functions needed to support patient growth in our IKC business.

*•*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;

- 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 continue to expect pressure on wage rates and other costs due to the challenging labor market and other inflationary conditions.

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

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

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.

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.

Potential staffing shortages or 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, 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 cost inflation trends described above have put pressure on our existing cost structure, and as noted above, we expect that certain of those increased costs will persist as inflationary and supply chain pressures and challenging labor market conditions continue.

During the fourth quarter of 2023, we continued to invest in and implement cost savings initiatives designed to help mitigate these cost and volume pressures.

These include identified cost savings related to the achievement of general and administrative cost efficiencies through ongoing initiatives that increase our use of third party service providers to perform certain activities.

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.

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.

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

Under this model, with all else held constant, it is estimated that such an increase would have reduced net income by approximately [removed: $4.8] [added: $4.2] million, [removed: $21.4] [added: $4.8] million, and [removed: $33.8] [added: $21.4] million, net of tax and the effect of our interest rate caps, for the years ended December 31, [added: 2024,] 2023, [removed: 2022,] and [removed: 2021,] [added: 2022,] respectively.

[removed: *Exchange] [added: Exchange] rate [removed: sensitivity*][added: sensitivity]

While our business is predominantly conducted in the U.S., we have developing operations in [removed: 11] [added: 13] other countries as well.

[removed: Through 2023, our] [added: Our] international operations constitute approximately [removed: 12%] [added: 14%] of our consolidated assets and approximately [removed: 6%] [added: 8%] of our consolidated revenues for the year ended December 31, [removed: 2023,] [added: 2024,] with no single country constituting more than [removed: 5%] [added: 4%] of consolidated assets.

In addition, our unrealized foreign currency translation [removed: gains] (losses) [added: gains] were approximately [added: 9.9%,] 5.5%, [removed: 2.2%,] and [removed: 4.7%] [added: 2.2%] of our consolidated operating income for the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021,] [added: 2022,] respectively.

As such, through December 31, [removed: 2023,] [added: 2024,] we have not engaged in transactions to hedge the exposure of our international transactions or net investments to foreign currency risk.

Market risk is the potential loss arising from adverse changes in market rates and prices, such as foreign currency exchange rates, interest rates and other relevant market rate or price changes.

In the ordinary course of business, the Company is exposed to various market risks, including changes in foreign currency exchange and interest rates, and the Company regularly evaluates the exposure to such changes.

The Company addresses its exposure to market risks, principally the market risks associated with changes in interest rates, through a controlled program of risk management that includes, from time to time, the use of derivative financial instruments such as interest rate cap agreements.

The Company does not hold or issue derivative financial instruments for trading purposes.

The tables below provide information about our financial instruments that are sensitive to changes in interest rates.

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

The variable rates presented reflect the weighted average SOFR rates in effect for all debt tranches plus the interest rate margins in effect as of December 31, 2023.

At December 31, 2023, the Term Loan 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 A-1 and new revolving line of credit are subject to adjustment depending upon changes in our leverage ratio.

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

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

| | | | Expected maturity date | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Average interest rate | | | | | | Estimated fair value(1) | | |

| | | | 2024 | | | | | | 2025 | | | | | | 2026 | | | | | | 2027 | | | | | | 2028 | | | | | | Thereafter | | | | | | Total | | | | | | | | | | | | | | |

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

| Long term debt: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 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 | |

(1)Represents the 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 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 A-1 have been included in the calculation of the average variable interest rate presented.

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

As of December 31, 2023, applicable 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 SOFR rates were to fall back below 2.00% during the remaining term of the caps.

As a result, as of December 31, 2023, total fixed and economically fixed debt was $8,078 million, with an average interest rate of 4.28%, while total variable rate debt not subject to caps was $368 million with an average interest rate of 7.51%.

[removed: We are one of the largest providers of] [added: As a comprehensive] kidney care [removed: services in the U.S. and] [added: provider, we] have been a leader in clinical quality and innovation for [removed: more than 20] [added: 25] years.

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

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

Stage 5 [removed: classification] [added: CKD] indicates that a patient has severe kidney damage.

If [removed: the patient's] [added: an individual's] kidneys fail, [removed: they are] [added: the person is] then diagnosed with end stage renal disease (ESRD), also known as end stage kidney disease (ESKD).

Because [added: kidney function is essential for survival and the] loss of kidney function is normally irreversible, ESKD patients require continued dialysis treatments or a kidney transplant to sustain life.

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

If the kidney disease continues to progress, the goal is to [added: support efforts for kidney transplantation where available and medically appropriate, and in the event transplantation is not possible, to work with the patient and his or her nephrologist to] safely transition the patient to the dialysis treatment [added: and modality] of their choice.

We are [removed: one of the two largest] [added: a leading] dialysis [removed: providers] [added: provider] in the United States.

In addition, as of December 31, [removed: 2023,] [added: 2024,] our international operations provided dialysis and administrative services to a total of [removed: 367] [added: 509] outpatient dialysis centers located in [removed: 11] [added: 13] countries outside of the U.S., serving approximately [removed: 49,400] [added: 80,300] patients.

Finally, our U.S. integrated kidney care (IKC) business provided integrated care and disease management services to [removed: 58,000] [added: 70,400] patients in risk-based integrated care arrangements and to an additional [removed: 17,000] [added: 11,600] patients in other integrated care arrangements across the United States as of December 31, [removed: 2023.][added: 2024.]

We refer to our U.S. integrated kidney care business, U.S. other ancillary services and international operations as, collectively, our "ancillary services." We also have a separate corporate [removed: administrative support function that supports our U.S. dialysis business and these ancillary services.]

According to the most recently published data, for the [removed: nine] [added: ten] 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 the [removed: eight] [added: nine] most recently reported years, we have also continued as an industry leader under CMS’ Five-Star Quality Rating [removed: system,] [added: System (Star Rating),] 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.

Our [removed: quality] clinical outcomes are driven by our experienced and knowledgeable caregivers.

In addition to our teammates at our dialysis facilities, as of December 31, [removed: 2023,] [added: 2024,] our domestic Chief Medical Officer leads a team of [removed: 22] [added: 23] 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 [removed: nine] [added: 11] nephrologists in our physician leadership team as part of our international OCMO as of December 31, [removed: 2023.][added: 2024.]

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: 2023.][added: 2024.]

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

These arrangements are fostering a much larger degree of collaboration between [removed: nephrologists, providers,] [added: nephrologists] and [added: other providers, including] transplant programs, resulting in a more complete understanding of each patient’s clinical needs.

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

Among other arrangements, our IKC business 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 [removed: dialysis,] [added: dialysis when appropriate,] and incentivize transplants.

As of December 31, [removed: 2023,] [added: 2024,] we provided dialysis, administrative and related laboratory services in the U.S. through a network of [removed: 2,675] [added: 2,657] outpatient dialysis centers in 46 states and the District of Columbia, serving a total of approximately 200,800 patients.

We also have contracts to provide hospital inpatient dialysis services in approximately [removed: 790] [added: 760] hospitals throughout the U.S.

[removed: According to] [added: Based on] the [added: most recent 2024 annual data report from the] United States Renal Data System (USRDS), there were over [removed: 556,000] [added: 554,000] ESKD dialysis patients in the U.S. in [removed: 2021.][added: 2022.]

[removed: Based on the most recent 2023 annual data report from the USRDS, the] [added: The] underlying ESKD dialysis patient population grew at an approximate compound annual rate of 3.3% from [removed: 2011] [added: 2012] to [removed: 2021] [added: 2022] and 3.4% from [removed: 2016] [added: 2017] to [removed: 2021] [added: 2022] as compared to a decline in [removed: compound] annual growth of [removed: 1.1%] [added: 0.4%] from [removed: 2020 to 2021, which suggests that the rate of growth of the ESKD patient population is declining relative] [added: 2021] to [removed: long term trends.][added: 2022.]

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

Hospital inpatient hemodialysis services are required for patients with acute kidney failure primarily resulting from [added: acute medical illness or] trauma, patients in early stages of ESKD and ESKD patients who require hospitalization for other reasons.

Patients receive training, support and monitoring from registered nurses, usually in our outpatient dialysis centers, in connection with their [removed: home hemodialysis] [added: HHD] treatment.

[removed: Home hemodialysis] [added: HHD] is typically performed with greater frequency than dialysis treatments performed in outpatient dialysis centers and on varying schedules.

[removed: *Kidney] [added: *•Kidney] transplantation*

[removed: Although kidney transplantation, when successful, is considered the most desirable form] [added: However, in light] of [removed: therapeutic intervention,] the shortage of suitable donors, side effects of immunosuppressive pharmaceuticals given to transplant recipients and dangers associated with transplant [removed: surgery for] [added: surgery,] some patient populations have generally limited the use of this treatment option.

CMS, through CMMI, also subsequently released the framework for certain proposed and existing voluntary and mandatory payment models, including [removed: ETC described above,] [added: ESRD Treatment Choices Model (ETC) model,] which would adjust payment incentives to encourage kidney transplants.

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

Each center has an administrator, [removed: typically] [added: often] a registered nurse, who supervises the day-to-day operations of the center and its staff.

[added: The staff] of [added: 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.

The overall number of patients to whom we provided services in the U.S. in [removed: 2023 increased by approximately 0.7% from 2022,] [added: 2024 was relatively flat compared to 2023,] primarily due to growth in new admits [removed: as well as a decrease in] [added: partially offset by elevated] mortality rates, which [removed: had been impacted throughout the course of the COVID-19 pandemic.][added: continue to be elevated relative to our pre-COVID-19 mortality rates.]

As of December 31, [removed: 2023,] [added: 2024,] we have contracts to provide hospital inpatient dialysis services to patients in approximately [removed: 790] [added: 760] hospitals throughout the U.S. We render these services based on a contracted per-treatment fee that is individually negotiated with each hospital.

Home-based dialysis services includes [removed: home hemodialysis] [added: HHD] and peritoneal dialysis.

Many of our outpatient dialysis centers offer certain support services for dialysis patients who prefer and are able to perform either [removed: home hemodialysis] [added: HHD] or peritoneal dialysis in their homes.

This includes ensuring they are supported at home, in our dialysis centers, in the hospital and/or skilled nursing facilities.

In our unwavering pursuit of a healthier tomorrow, we strive to reimagine what high quality care looks like: more preventative, better integrated, improved outcomes at the lowest total cost, and personalized at scale to deliver a better tomorrow regardless of location, insurance status or other factors.

*Defining chronic kidney disease*

administrative support function that supports our U.S. dialysis business and these ancillary services.

Following a pause in refreshed Star Ratings in October 2020 and October 2021 due to the COVID-19 pandemic, CMS reset the baseline with the October 2023 Star Rating release to reflect current performance and provide clinical differentiation through newly defined cutoff values.

Under the new baseline, the lowest scoring 10% of facilities receive one star, the next 20% receive two stars, the next 40% receive three stars, the next 20% receive four stars and the highest 10% of facilities receive five stars in the baseline period for each subsequent evaluation period.

Despite this near term slowdown, which, among other things, included impacts from the COVID-19 pandemic on mortality rates amongst the ESKD dialysis patient population, the rate of growth has been relatively consistent over time.

example, as a result of the development and application of certain innovative technologies, drugs or other treatments.

This is referred to as home hemodialysis (HHD).

Kidney transplantation, when successful, is considered the most desirable form of therapeutic intervention.

*•Hemodiafiltration*

Hemodiafiltration (HDF) is a form of augmented hemodialysis that includes a component of convection to remove additional molecules from the blood.

Like hemodialysis, HDF can be performed at certain freestanding outpatient dialysis

centers and may also be performed in hospital in-patient centers.

HDF usage varies by country, and the efficacy of this modality is still being assessed in the U.S.

The majority of services we provide to patients are outpatient hemodialysis treatments.

The vast majority of these tests are performed for our ESKD patients throughout the U.S. These tests are performed for

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As a result, an inflation adjustment may not always cover the actual inflationary increase experienced.

On January 1, 2025, phosphate binders, a drug class taken orally by many ESKD patients to reduce absorption of dietary phosphate, were incorporated into the ESRD PPS bundled payment rate.

Phosphate binders are not considered accounted for in the ESRD PPS base rate at this time and will be reimbursed through a Transitional Drug Add-on Payment Adjustment (TDAPA).

The TDAPA period is expected to continue for a period of at least two years.

Some Medicaid programs also pay for additional services,

These agreements range in duration, but generally are for periods of ten years.

The compensation of our medical

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secure additional state licenses and permits.

Under these provisions, a provider is required to refund overpayments within 60 days of obtaining knowledge of the overpayment.

A provider is deemed to have knowledge of the overpayment if it has actual knowledge, or if it acts with reckless disregard or deliberate ignorance of the overpayment.

entities or individuals and could be subject to criminal, civil and administrative sanctions, refund requirements and exclusions from participation in government healthcare programs, including Medicare and Medicaid.

healthcare providers, to implement and maintain administrative, physical and technical safeguards to protect the security of such information.

In addition, federal and state laws governing the use of artificial intelligence and machine learning technologies are evolving.

As the regulation of these technologies matures, we may face additional compliance costs and legal risk to our operations.

Outside of the United States, the requirements of applicable privacy and data protection laws and regulations, and any related implementation guidance from and enforcement postures of local country regulators, may present varying implementation and compliance considerations for our local country operations.

These include the European Union General Data Protection Regulation (GDPR), the United Kingdom General Data Protection Regulation (UK GDPR), and other non-GDPR laws, such as the Brazilian Lei Geral de Proteção de Dados (LGPD), the Saudi Arabia Personal Data Protection Law and the Data Security Law of the People's Republic of China (DSL), among others.

For example, the California Consumer Privacy Act of 2018 (CCPA), which was significantly amended by the California Privacy

"*Cybersecurity*."

We are committed to bold, patient-centric care models, implementing the latest technologies and advancing integrated care offerings.

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.

We 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."

As the USRDS report presents data through December 31, 2021, it reflects the initial compounding impact of COVID-19 on this patient base.

The staff of each center typically consists

Our total patient turnover at centers we consolidate, which is based upon all causes, averaged approximately 26% in 2023 and 27% in 2022.

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

On September 18, 2020, pursuant to the 2019 Executive Order, CMS, through CMMI, published the final ETC Model.

The ETC Model launched on January 1, 2021, administered through CMMI in approximately 30% of our dialysis clinics across the country.

Federal COVID-19 relief legislation suspended the 2% Medicare sequestration from May 1, 2020 through December 31, 2021.

The Protecting Medicare and American Farmers from Sequester Cuts Act, signed into law on December 10, 2021, extended the suspension of the 2% Medicare sequestration from December 31, 2021 through March 31, 2022, with 1% Medicare sequestration beginning April 1, 2022 through June 30, 2022 and 2% Medicare sequestration beginning July 1, 2022 and thereafter.

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

Some patients who do not qualify for Medicaid, but otherwise cannot afford secondary insurance in the form of a Medicare Supplement Plan, can apply for premium payment assistance from charitable organizations to obtain secondary coverage.

Prior to the Cures Act, MA plans were only available to ESRD patients if the patient was remaining on an MA plan that they had enrolled in prior to being diagnosed with ESRD, or in certain other limited situations such as a SNP.

As a result, this provision under the Cures Act has broadened access for Medicare ESRD patients to certain enhanced benefits offered by MA plans.

In February 2023, CMS released the CY 2024 MA Advance Notice (the Notice).

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

In January 2023, the Federal Trade Commission (FTC) proposed a new rule that would generally prohibit employers from using non-compete clauses in contracts with workers that extend beyond the termination of the employment or independent contractor relationship.

The comment period for the proposed rule has closed.

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.

We are monitoring these developments and any state follow-on regulations for any potential impact on us, including on our agreements with teammates, our arrangements with medical directors, joint venture operating agreements, or the terms of any of our existing agreements with physicians should the new rules ultimately be finalized and implemented in this area.

- *Physician services.* Nephrology Practice Solutions (NPS) is an independent business that partners with physicians committed to providing outstanding clinical and integrated care to patients.

NPS provides nephrologist recruitment and staffing services in select markets that are billed on a per-search basis.

NPS also offers physician practice management services to nephrologists under administrative and management services agreements.

These administrative and management services include physician practice management, billing and collections, credentialing, coding and other support services that enable physician practices to increase efficiency and manage their administrative needs.

Fees generated from these services are recognized as earned typically based upon flat fees or cash collections generated by the physician practice.

acquisitions, strategic partnerships, and venture investment opportunities.

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(1)Includes centers that are operated, managed or administered by our Asia Pacific joint venture (APAC JV).

The consequences could include, among others:

- Loss of required certifications, suspension or exclusion from or termination of our participation in federal or state government programs (including, without limitation, Medicare, Medicaid and CMMI demonstration programs);

- Refunds of amounts received in violation of law or applicable payment program requirements dating back to the applicable statute of limitation periods;

- Loss of licenses required to operate healthcare facilities or administer pharmaceuticals in the states in which we operate;

- Reductions in payment rates or coverage for dialysis and ancillary services and pharmaceuticals;

- Criminal or civil liability, fines, damages or monetary penalties;

- Imposition of corporate integrity agreements, corrective action plans or consent agreements;

- Enforcement actions, investigations, or audits by governmental agencies and/or state law claims for monetary damages by patients who believe their protected health information (PHI) has been used, disclosed or not properly safeguarded in violation of federal or state patient privacy laws, including, among others, the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and the Privacy Act of 1974;

For the Fiscal Year Ended December 31, [removed: 2023][added: 2024]

[removed: ][added: ]

As of June 30, [removed: 2023,] [added: 2024,] 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: $9.2] [added: $11.8] billion.

As of January 31, [removed: 2024,] [added: 2025,] the number of shares of the registrant’s common stock outstanding was approximately [removed: 87.7] [added: 80.0] million shares.

Portions of the registrant’s proxy statement for its [removed: 2024] [added: 2025] annual meeting of stockholders are incorporated by reference in Part III of this Form 10-K.

| Item 1. | | | | | | [removed: [Business](#i4f1a330fe9254f15845774ab86609ab8_13)] [added: [Business](#if6ba8dc5b26140f49e5fc4e21f5168f4_13)] | | | | | | [removed: [2](#i4f1a330fe9254f15845774ab86609ab8_13)] [added: [2](#if6ba8dc5b26140f49e5fc4e21f5168f4_13)] | | |

| Item 1A. | | | | | | [Risk [removed: Factors](#i4f1a330fe9254f15845774ab86609ab8_58)] [added: Factors](#if6ba8dc5b26140f49e5fc4e21f5168f4_55)] | | | | | | [removed: [26](#i4f1a330fe9254f15845774ab86609ab8_58)] [added: [24](#if6ba8dc5b26140f49e5fc4e21f5168f4_55)] | | |

| Item 1B. | | | | | | [Unresolved Staff [removed: Comments](#i4f1a330fe9254f15845774ab86609ab8_139)] [added: Comments](#if6ba8dc5b26140f49e5fc4e21f5168f4_145)] | | | | | | [removed: [53](#i4f1a330fe9254f15845774ab86609ab8_139)] [added: [53](#if6ba8dc5b26140f49e5fc4e21f5168f4_145)] | | |

| Item 1C. | | | | | | [removed: [Cybersecurity](#i4f1a330fe9254f15845774ab86609ab8_2792)] [added: [Cybersecurity](#if6ba8dc5b26140f49e5fc4e21f5168f4_148)] | | | | | | [removed: [53](#i4f1a330fe9254f15845774ab86609ab8_2792)] [added: [53](#if6ba8dc5b26140f49e5fc4e21f5168f4_148)] | | |

| Item 3. | | | | | | [Legal [removed: Proceedings](#i4f1a330fe9254f15845774ab86609ab8_145)] [added: Proceedings](#if6ba8dc5b26140f49e5fc4e21f5168f4_154)] | | | | | | [removed: [56](#i4f1a330fe9254f15845774ab86609ab8_145)] [added: [55](#if6ba8dc5b26140f49e5fc4e21f5168f4_154)] | | |

| Item 4. | | | | | | [Mine Safety [removed: Disclosures](#i4f1a330fe9254f15845774ab86609ab8_148)] [added: Disclosures](#if6ba8dc5b26140f49e5fc4e21f5168f4_157)] | | | | | | [removed: [56](#i4f1a330fe9254f15845774ab86609ab8_148)] [added: [55](#if6ba8dc5b26140f49e5fc4e21f5168f4_157)] | | |

| Item 5. | | | | | | [Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i4f1a330fe9254f15845774ab86609ab8_154)] [added: Securities](#if6ba8dc5b26140f49e5fc4e21f5168f4_163)] | | | | | | [removed: [57](#i4f1a330fe9254f15845774ab86609ab8_154)] [added: [56](#if6ba8dc5b26140f49e5fc4e21f5168f4_163)] | | |

| Item 7. | | | | | | [Management's Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i4f1a330fe9254f15845774ab86609ab8_160)] [added: Operations](#if6ba8dc5b26140f49e5fc4e21f5168f4_169)] | | | | | | [removed: [58](#i4f1a330fe9254f15845774ab86609ab8_160)] [added: [57](#if6ba8dc5b26140f49e5fc4e21f5168f4_169)] | | |

| Item 7A. | | | | | | [Quantitative and Qualitative Disclosures about Market [removed: Risk](#i4f1a330fe9254f15845774ab86609ab8_208)] [added: Risk](#if6ba8dc5b26140f49e5fc4e21f5168f4_217)] | | | | | | [removed: [77](#i4f1a330fe9254f15845774ab86609ab8_208)] [added: [79](#if6ba8dc5b26140f49e5fc4e21f5168f4_217)] | | |

| Item 8. | | | | | | [Financial Statements and Supplementary [removed: Data](#i4f1a330fe9254f15845774ab86609ab8_211)] [added: Data](#if6ba8dc5b26140f49e5fc4e21f5168f4_220)] | | | | | | [removed: [78](#i4f1a330fe9254f15845774ab86609ab8_211)] [added: [79](#if6ba8dc5b26140f49e5fc4e21f5168f4_220)] | | |

| Item 9. | | | | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i4f1a330fe9254f15845774ab86609ab8_214)] [added: Disclosure](#if6ba8dc5b26140f49e5fc4e21f5168f4_223)] | | | | | | [removed: [78](#i4f1a330fe9254f15845774ab86609ab8_214)] [added: [79](#if6ba8dc5b26140f49e5fc4e21f5168f4_223)] | | |

| Item 9A. | | | | | | [Controls and [removed: Procedures](#i4f1a330fe9254f15845774ab86609ab8_217)] [added: Procedures](#if6ba8dc5b26140f49e5fc4e21f5168f4_226)] | | | | | | [removed: [78](#i4f1a330fe9254f15845774ab86609ab8_217)] [added: [80](#if6ba8dc5b26140f49e5fc4e21f5168f4_226)] | | |

| Item 9B. | | | | | | [Other [removed: Information](#i4f1a330fe9254f15845774ab86609ab8_220)] [added: Information](#if6ba8dc5b26140f49e5fc4e21f5168f4_229)] | | | | | | [removed: [78](#i4f1a330fe9254f15845774ab86609ab8_220)] [added: [80](#if6ba8dc5b26140f49e5fc4e21f5168f4_229)] | | |

| Item 9C. | | | | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i4f1a330fe9254f15845774ab86609ab8_223)] [added: Inspections](#if6ba8dc5b26140f49e5fc4e21f5168f4_232)] | | | | | | [removed: [78](#i4f1a330fe9254f15845774ab86609ab8_223)] [added: [80](#if6ba8dc5b26140f49e5fc4e21f5168f4_232)] | | |

| Item 10. | | | | | | [Directors, Executive Officers and Corporate [removed: Governance](#i4f1a330fe9254f15845774ab86609ab8_229)] [added: Governance](#if6ba8dc5b26140f49e5fc4e21f5168f4_238)] | | | | | | [removed: [79](#i4f1a330fe9254f15845774ab86609ab8_229)] [added: [81](#if6ba8dc5b26140f49e5fc4e21f5168f4_238)] | | |

| Item 11. | | | | | | [Executive [removed: Compensation](#i4f1a330fe9254f15845774ab86609ab8_232)] [added: Compensation](#if6ba8dc5b26140f49e5fc4e21f5168f4_241)] | | | | | | [removed: [79](#i4f1a330fe9254f15845774ab86609ab8_232)] [added: [81](#if6ba8dc5b26140f49e5fc4e21f5168f4_241)] | | |

| Item 12. | | | | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i4f1a330fe9254f15845774ab86609ab8_235)] [added: Matters](#if6ba8dc5b26140f49e5fc4e21f5168f4_244)] | | | | | | [removed: [79](#i4f1a330fe9254f15845774ab86609ab8_235)] [added: [81](#if6ba8dc5b26140f49e5fc4e21f5168f4_244)] | | |

| Item 13. | | | | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i4f1a330fe9254f15845774ab86609ab8_238)] [added: Independence](#if6ba8dc5b26140f49e5fc4e21f5168f4_247)] | | | | | | [removed: [80](#i4f1a330fe9254f15845774ab86609ab8_238)] [added: [82](#if6ba8dc5b26140f49e5fc4e21f5168f4_247)] | | |

| Item 14. | | | | | | [Principal Accounting Fees and [removed: Services](#i4f1a330fe9254f15845774ab86609ab8_241)] [added: Services](#if6ba8dc5b26140f49e5fc4e21f5168f4_250)] | | | | | | [removed: [80](#i4f1a330fe9254f15845774ab86609ab8_241)] [added: [82](#if6ba8dc5b26140f49e5fc4e21f5168f4_250)] | | |

| Item 15. | | | | | | [Exhibits, Financial Statement [removed: Schedules](#i4f1a330fe9254f15845774ab86609ab8_247)] [added: Schedules](#if6ba8dc5b26140f49e5fc4e21f5168f4_256)] | | | | | | [removed: [81](#i4f1a330fe9254f15845774ab86609ab8_247)] [added: [83](#if6ba8dc5b26140f49e5fc4e21f5168f4_256)] | | |

| Item 16. | | | | | | [Form 10-K [removed: Summary](#i4f1a330fe9254f15845774ab86609ab8_250)] [added: Summary](#if6ba8dc5b26140f49e5fc4e21f5168f4_259)] | | | | | | [removed: [81](#i4f1a330fe9254f15845774ab86609ab8_250)] [added: [83](#if6ba8dc5b26140f49e5fc4e21f5168f4_259)] | | |

| Item 2. | | | | | | [Properties](#if6ba8dc5b26140f49e5fc4e21f5168f4_151) | | | | | | [55](#if6ba8dc5b26140f49e5fc4e21f5168f4_151) | | |

| Item 6. | | | | | | [Reserved](#if6ba8dc5b26140f49e5fc4e21f5168f4_166) | | | | | | [56](#if6ba8dc5b26140f49e5fc4e21f5168f4_166) | | |

| | | | | | | [Exhibit Index](#if6ba8dc5b26140f49e5fc4e21f5168f4_400) | | | | | | [1 of 4](#if6ba8dc5b26140f49e5fc4e21f5168f4_400) | | |

| | | | | | | [Signatures](#if6ba8dc5b26140f49e5fc4e21f5168f4_403) | | | | | | [S-1](#if6ba8dc5b26140f49e5fc4e21f5168f4_403) | | |

| 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) | | |

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, [removed: including] [added: including, but not limited to,] sensitive personal information, such as PHI, social security numbers, and/or credit card information of our patients, teammates, physicians, business partners and others.

- Reporting on a regular basis regarding the assessment and management of the risks; [removed: and]

- Monitoring these potential risks on a regular [removed: basis.][added: basis; and]

[removed: Our] [added: Under our] Enterprise Risk Management (ERM) [removed: team leads this risk management] process, [removed: and] [added: the Company] evaluates risks to the enterprise on short, intermediate and long-term bases.

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

Representatives of each of our ERM, [removed: Legal,] Internal [removed: Audit] [added: Audit, legal] and [removed: Compliance Audit] [added: compliance] 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.

[removed: 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.

Among other initiatives, our CISO and the Company’s IT security team [removed: have] actively [removed: participated] [added: participate] 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.

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

For further information regarding the risks we face from cybersecurity threats and how our business strategy, results of operations, and financial condition could be materially affected by such risks, see [added: Part I] Item [removed: I.A. Risk Factors under the heading, “*Privacy and information security laws are complex*…”.][added: IA.]

As part of [removed: their] [added: its] oversight responsibilities, the Audit Committee [removed: and the Compliance and Quality Committee monitor] [added: monitors] privacy, data and [removed: cyber security] [added: cybersecurity] as specific risk areas.

Both Mr. Schechter, a member of the Audit [removed: Committee and the Compliance and Quality] Committee, and Ms. Schoppert, a member of the Audit [removed: Committee and the Compliance and Quality] Committee, hold a CERT Certificate in Cybersecurity Oversight.

[removed: The Audit Committee engages in regular discussions with management on privacy, data, and] cybersecurity risk exposures, receiving quarterly reports from the ERM team and the CIO.

As referenced above, our IT [removed: Security] [added: security] team, in consultation with our [removed: Privacy Office,] [added: privacy team,] is primarily responsible for frontline assessments and management of day-to-day risks from cybersecurity threats, including the monitoring and detection of cybersecurity incidents and the execution of [removed: DaVita’s] [added: DaVita's] cybersecurity and privacy incident response plans, as needed.

Our CISO [added: has more than two decades of experience in information technology risk and compliance and] holds a Certified Chief Information Security Officer certification from [removed: EC-Council and] [added: EC-Council,] a Certified Information Security Manager certification from [removed: ISACA.][added: ISACA and a certification from the Massachusetts Institute of Technology on AI management in healthcare.]

- Evaluating whether there are new potential risks to assess.

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

"*Risk Factors*" under the heading, "*Privacy and information security laws are complex*…".

The Audit Committee also works with the Compliance and Quality Committee to oversee enterprise risks with healthcare and anti-corruption requirements, and those requirements include certain privacy, data and cybersecurity aspects.

The Audit Committee engages in regular discussions with management on privacy, data, and

On a periodic basis, the full Board of Directors also receives these reports from the ERM team and the CIO.

The CPO or CLO provides periodic updates to the Audit Committee on the status of the privacy program.

Our corporate headquarters are located in Denver, Colorado, consisting of one owned [removed: 240,000 square foot] [added: office] building and one leased [removed: 345,900 square foot location.][added: office building.]

The vast majority of our U.S. [added: and international] outpatient dialysis centers are [removed: located on premises that we lease.][added: leased.]

We lease space for our international headquarters located in the United Kingdom.

We believe that if we were unable to renew a lease of a dialysis center or administrative office, we could find alternative space at competitive market rates and relocate our operations to such new location without material disruption to our business.

See Note 13 to the consolidated financial statements included in this report for information regarding our leases and "*Location of our U.S. dialysis centers"* under Part I Item 1.

"*Business"* for the locations of our U.S. dialysis centers.

Our headquarters are occupied by teammates engaged in management, finance, marketing, strategy, legal, compliance and other administrative functions.

We lease six business offices located in California, Pennsylvania, Tennessee, and Washington in the U.S. In addition, our international headquarters is located in the United Kingdom and consists of one leased business office.

We regularly own an insignificant number of properties for development, including operating outpatient dialysis centers and properties we hold for sale.

The majority of our leases for our U.S. dialysis business cover periods from five years to 15 years and typically contain renewal options of five years to ten years at the fair rental value at the time of renewal.

Our leases are generally subject to fixed escalation clauses, or contain consumer price index increases.

Our outpatient dialysis centers range in size from approximately 1,000 to 33,000 square feet, with an average size of approximately 7,800 square feet.

Our international leases generally range from one year to ten years.

Some of our outpatient dialysis centers are operating at or near capacity.

However, we believe that we have adequate capacity within most of our existing dialysis centers to accommodate additional patient volume through increased hours and/or days of operation, or, if additional space is available within an existing facility, by adding dialysis stations.

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

With respect to relocating centers or building new centers, we believe that we can generally lease space at economically reasonable rates in the areas planned for each of these centers, although there can be no assurances in this regard.

Expansion of existing centers or relocation of our dialysis centers is subject to review for compliance with conditions relating to participation in the Medicare ESRD program, among other things.

In states that require a certificate of need or center license, additional approvals would generally be necessary for expansion or relocation.

The closing price of our common stock on January 31, [removed: 2024] [added: 2025] was [removed: $108.16] [added: $176.20] per share.

According to Computershare, our registrar and transfer agent, as of January 31, [removed: 2024,] [added: 2025,] there were [removed: 6,687] [added: 6,265] holders of record of our common stock.

The following table summarizes our repurchases of our common stock during [removed: 2023:][added: 2024:]

[removed: (1) Excludes] [added: (1)Excludes] commissions and the 1% excise tax imposed by the Inflation Reduction Act of 2022.

As of December 31, [removed: 2023,] [added: 2024,] we are authorized to make share repurchases pursuant to a [removed: December 17, 2021] [added: September 5, 2024] Board authorized repurchase plan of $2.0 billion.

As of February [removed: 12, 2024,] [added: 13, 2025,] we have a total of [removed: $1.149] [added: $1.811] billion, excluding excise taxes, available under the current repurchase authorization for additional share repurchases.

Equity Securities

| January 1 - March 31, 2024 | | | 2,119 | | | | | | $ | 112.76 | | | | | 2,119 | | | | | | $ | 1,072,904 | |

| April 1 - June 30, 2024 | | | 2,655 | | | | | | 140.14 | | | | | | 2,655 | | | | | | $ | 700,748 | |

| July 1 - September 30, 2024 | | | 2,734 | | | | | | 147.20 | | | | | | 2,734 | | | | | | $ | 2,298,315 | |

| October 1 - December 31, 2024 | | | 2,325 | | | | | | 156.46 | | | | | | 2,325 | | | | | | $ | 1,934,499 | |

| Total | | | 9,833 | | | | | | $ | 140.06 | | | | | 9,833 | | | | | | | | |

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

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

| July 1 - September 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 | | | | | | | | |

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: 2023.][added: 2024.]

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: 2023] [added: 2024] 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, [removed: 2023.][added: 2024.]

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: 2024] [added: 2025] 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: 2024] [added: 2025] 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: 2024] [added: 2025] 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: 2023,] [added: 2024,] 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.

(1) Includes [removed: 588] [added: 673] 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: 2024] [added: 2025] annual stockholder meeting.

| Equity compensation plans approved by shareholders | | | | | | 3,751 | | | | | | $ | 108.02 | | | | | 10,256 | | | | | | 14,007 | | |

| Total | | | | | | 3,751 | | | | | | $ | 108.02 | | | | | 10,256 | | | | | | 14,007 | | |

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

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

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: 2024] [added: 2025] 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: 2024] [added: 2025] annual stockholder meeting.

| [Management’s Report on Internal Control Over Financial [removed: Reporting](#i4f1a330fe9254f15845774ab86609ab8_253)] [added: Reporting](#if6ba8dc5b26140f49e5fc4e21f5168f4_262)] | | | [removed: F-[1](#i4f1a330fe9254f15845774ab86609ab8_253)] [added: F-[1](#if6ba8dc5b26140f49e5fc4e21f5168f4_262)] | | |

| [Report of Independent Registered Public Accounting [removed: Firm](#i4f1a330fe9254f15845774ab86609ab8_256)] [added: Firm](#if6ba8dc5b26140f49e5fc4e21f5168f4_265)] | | | [removed: F-[2](#i4f1a330fe9254f15845774ab86609ab8_256)] [added: F-[2](#if6ba8dc5b26140f49e5fc4e21f5168f4_265)] | | |

| [Report of Independent Registered Public Accounting [removed: Firm](#i4f1a330fe9254f15845774ab86609ab8_259)] [added: Firm](#if6ba8dc5b26140f49e5fc4e21f5168f4_268)] | | | [removed: F-[4](#i4f1a330fe9254f15845774ab86609ab8_259)] [added: F-[4](#if6ba8dc5b26140f49e5fc4e21f5168f4_268)] | | |

| [Consolidated Statements of Income for the years ended December 31, [added: 2024,] 2023, [removed: 2022,] and [removed: 2021](#i4f1a330fe9254f15845774ab86609ab8_262)] [added: 2022](#if6ba8dc5b26140f49e5fc4e21f5168f4_271)] | | | [removed: F-[5](#i4f1a330fe9254f15845774ab86609ab8_262)] [added: F-[5](#if6ba8dc5b26140f49e5fc4e21f5168f4_271)] | | |

| [Consolidated Statements of Comprehensive Income for the years ended December 31, [added: 2024,] 2023, [removed: 2022,] and [removed: 2021](#i4f1a330fe9254f15845774ab86609ab8_265)] [added: 2022](#if6ba8dc5b26140f49e5fc4e21f5168f4_274)] | | | [removed: F-[6](#i4f1a330fe9254f15845774ab86609ab8_265)] [added: F-[6](#if6ba8dc5b26140f49e5fc4e21f5168f4_274)] | | |

| [Consolidated Balance Sheets as of December 31, [removed: 2023] [added: 2024] and [removed: 2022](#i4f1a330fe9254f15845774ab86609ab8_268)] [added: 2023](#if6ba8dc5b26140f49e5fc4e21f5168f4_277)] | | | [removed: F-[7](#i4f1a330fe9254f15845774ab86609ab8_268)] [added: F-[7](#if6ba8dc5b26140f49e5fc4e21f5168f4_277)] | | |

| [Consolidated Statements of Cash Flows for the years ended December 31, [added: 2024,] 2023, [removed: 2022,] and [removed: 2021](#i4f1a330fe9254f15845774ab86609ab8_274)] [added: 2022](#if6ba8dc5b26140f49e5fc4e21f5168f4_283)] | | | [removed: F-[8](#i4f1a330fe9254f15845774ab86609ab8_274)] [added: F-[8](#if6ba8dc5b26140f49e5fc4e21f5168f4_283)] | | |

| [Consolidated Statements of Equity for the years ended December 31, [added: 2024,] 2023, [removed: 2022,] and [removed: 2021](#i4f1a330fe9254f15845774ab86609ab8_277)] [added: 2022](#if6ba8dc5b26140f49e5fc4e21f5168f4_286)] | | | [removed: F-[9](#i4f1a330fe9254f15845774ab86609ab8_277)] [added: F-[9](#if6ba8dc5b26140f49e5fc4e21f5168f4_286)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i4f1a330fe9254f15845774ab86609ab8_280)] [added: Statements](#if6ba8dc5b26140f49e5fc4e21f5168f4_289)] | | | [removed: F-[11](#i4f1a330fe9254f15845774ab86609ab8_280)] [added: F-[11](#if6ba8dc5b26140f49e5fc4e21f5168f4_289)] | | |

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: 2023.][added: 2024.]

To the Stockholders and [added: the] Board of Directors

We have audited the accompanying consolidated balance sheets of DaVita Inc. and subsidiaries (the Company) as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of income, comprehensive income, [removed: equity, and] cash [removed: flows] [added: flows, and equity] for each of the years in the three-year period ended December 31, [removed: 2023,] [added: 2024,] and the related notes (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: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, [removed: 2023,] [added: 2024,] 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: 2023,] [added: 2024,] 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: 14, 2024] [added: 13, 2025] 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: $10,912] [added: $11,366] million in U.S. dialysis patient service revenue for the year ended December 31, [removed: 2023.][added: 2024.]

We developed an estimate of U.S. dialysis patient service revenue recorded by the Company for the year ended December 31, [removed: 2023.][added: 2024.]

*Evaluation of legal proceedings and regulatory [removed: matters*][added: matter*s]

As discussed in Note 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 [removed: investigations and] [added: investigations,] audits (including, without limitation, investigations or other actions resulting from its obligation to self-report suspected violation of law) and other legal proceedings.

*Opinion on Internal Control Over Financial [removed: Reporting*][added: Reportin*g]

We have audited DaVita Inc. and subsidiaries' (the Company) internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] 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: 2023,] [added: 2024,] 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: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of income, comprehensive income, [removed: equity, and] cash [removed: flows] [added: flows, and equity] for each of the years in the three-year period ended December 31, [removed: 2023,] [added: 2024,] and the related notes (collectively, the consolidated financial statements), and our report dated February [removed: 14, 2024] [added: 13, 2025] expressed an unqualified opinion on those consolidated financial statements.

| | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| Dialysis patient service revenues | | | $ | [removed: 11,574,941] [added: 12,260,375] | | | | | $ | [removed: 11,176,464] [added: 11,574,941] | | | | | $ | [removed: 11,213,515] [added: 11,176,464] | |

| Other revenues | | | [removed: 565,206] [added: 555,175] | | | | | | [removed: 433,430] [added: 565,206] | | | | | | [removed: 405,282] [added: 433,430] | | |

| Total revenues | | | [removed: 12,140,147] [added: 12,815,550] | | | | | | [removed: 11,609,894] [added: 12,140,147] | | | | | | [removed: 11,618,797] [added: 11,609,894] | | |

| Patient care costs | | | [removed: 8,319,717] [added: 8,598,521] | | | | | | [removed: 8,209,553] [added: 8,319,717] | | | | | | [removed: 7,972,414] [added: 8,209,553] | | |

| General and administrative | | | [removed: 1,473,984] [added: 1,538,341] | | | | | | [removed: 1,355,197] [added: 1,473,984] | | | | | | [removed: 1,195,335] [added: 1,355,197] | | |

| Depreciation and amortization | | | [removed: 745,443] [added: 723,860] | | | | | | [removed: 732,602] [added: 745,443] | | | | | | [removed: 680,615] [added: 732,602] | | |

| Equity investment income, net | | | [removed: (27,864)] [added: (26,189)] | | | | | | [removed: (26,520)] [added: (27,864)] | | | | | | [removed: (26,937)] [added: (26,520)] | | |

| Goodwill impairment charges | | | [removed: 26,083] [added: —] | | | | | | [removed: —] [added: 26,083] | | | | | | — | | |

| Total operating expenses | | | [removed: 10,537,363] [added: 10,725,067] | | | | | | [removed: 10,270,832] [added: 10,537,363] | | | | | | [removed: 9,821,427] [added: 10,270,832] | | |

| Operating income | | | [removed: 1,602,784] [added: 2,090,483] | | | | | | [removed: 1,339,062] [added: 1,602,784] | | | | | | [removed: 1,797,370] [added: 1,339,062] | | |

| Debt expense | | | [removed: (398,551)] [added: (470,469)] | | | | | | [removed: (357,019)] [added: (398,551)] | | | | | | [removed: (285,254)] [added: (357,019)] | | |

| Debt [added: prepayment,] extinguishment and modification costs | | | [removed: (7,962)] [added: (19,813)] | | | | | | [removed: —] [added: (7,962)] | | | | | | — | | |

| Other [removed: (loss) income,] [added: loss,] net | | | [removed: (19,177)] [added: (69,808)] | | | | | | [removed: (15,765)] [added: (19,177)] | | | | | | [removed: 6,378] [added: (15,765)] | | |

| Income from continuing operations before income taxes | | | [removed: 1,177,094] [added: 1,530,393] | | | | | | [removed: 966,278] [added: 1,177,094] | | | | | | [removed: 1,518,494] [added: 966,278] | | |

| Income tax expense | | | [removed: 220,116] [added: 279,656] | | | | | | [removed: 198,087] [added: 220,116] | | | | | | [removed: 306,732] [added: 198,087] | | |

| Net income from continuing operations | | | [removed: 956,978] [added: 1,250,737] | | | | | | [removed: 768,191] [added: 956,978] | | | | | | [removed: 1,211,762] [added: 768,191] | | |

| Net income from discontinued operations, net of tax | | | — | | | | | | [removed: 13,452] [added: —] | | | | | | [removed: —] [added: 13,452] | | |

| Net income | | | [removed: 956,978] [added: 1,250,737] | | | | | | [removed: 781,643] [added: 956,978] | | | | | | [removed: 1,211,762] [added: 781,643] | | |

| Less: Net income attributable to noncontrolling interests | | | [removed: (265,443)] [added: (314,395)] | | | | | | [removed: (221,243)] [added: (265,443)] | | | | | | [removed: (233,312)] [added: (221,243)] | | |

| Net income attributable to DaVita Inc. | | | $ | [removed: 691,535] [added: 936,342] | | | | | $ | [removed: 560,400] [added: 691,535] | | | | | $ | [removed: 978,450] [added: 560,400] | |

| Basic net income from continuing operations | | | $ | [removed: 7.62] [added: 11.02] | | | | | $ | [removed: 5.88] [added: 7.62] | | | | | $ | [removed: 9.30] [added: 5.88] | |

| Basic net income | | | $ | [removed: 7.62] [added: 11.02] | | | | | $ | [removed: 6.03] [added: 7.62] | | | | | $ | [removed: 9.30] [added: 6.03] | |

| Diluted net income from continuing operations | | | $ | [removed: 7.42] [added: 10.73] | | | | | $ | [removed: 5.71] [added: 7.42] | | | | | $ | [removed: 8.90] [added: 5.71] | |

| Diluted net income | | | $ | [removed: 7.42] [added: 10.73] | | | | | $ | [removed: 5.85] [added: 7.42] | | | | | $ | [removed: 8.90] [added: 5.85] | |

| Basic shares | | | [removed: 90,790] [added: 84,991] | | | | | | [removed: 92,992] [added: 90,790] | | | | | | [removed: 105,230] [added: 92,992] | | |

| Diluted shares | | | [removed: 93,182] [added: 87,274] | | | | | | [removed: 95,834] [added: 93,182] | | | | | | [removed: 109,948] [added: 95,834] | | |

February 13, 2025

February 13, 2025

| Gain on changes in ownership interests | | | (109,466) | | | | | | — | | | | | | — | | |

| Net income attributable to DaVita Inc. | | | $ | 936,342 | | | | | $ | 691,535 | | | | | $ | 560,400 | |

| Unrealized gains on defined benefit plans | | | 46 | | | | | | — | | | | | | — | | |

| Unrealized (losses) gains | | | (207,861) | | | | | | 87,934 | | | | | | (29,802) | | |

| | | | $ | 17,285,268 | | | | | $ | 16,893,578 | |

| Treasury stock (9,833 and zero shares, respectively) | | | (1,389,072) | | | | | | — | | |

| | | | $ | 17,285,268 | | | | | $ | 16,893,578 | |

| | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

| Net income | | | $ | 1,250,737 | | | | | $ | 956,978 | | | | | $ | 781,643 | |

| Depreciation and amortization | | | 723,860 | | | | | | 745,443 | | | | | | 732,602 | | |

| Gain on changes in ownership interests | | | (109,466) | | | | | | — | | | | | | — | | |

| Net proceeds from issuance of common stock under employee stock plans | | | 20,453 | | | | | | 16,900 | | | | | | 18,577 | | |

| Payment of tax withholdings on net share settlements of equity awards | | | (134,040) | | | | | | (65,012) | | | | | | (55,944) | | |

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

| Net income | | | 214,986 | | | | | | | | | | | | | | | | | | | | | | | | 936,342 | | | | | | | | | | | | | | | | | | | | | | | | 936,342 | | | | | | 99,409 | | |

| Stock award plans | | | | | | | | | 1,361 | | | | | | 1 | | | | | | (134,041) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (134,040) | | | | | | | | |

| Distributions | | | (226,389) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (110,653) | | |

| Contributions | | | 11,639 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 2,860 | | |

| Acquisitions and divestitures | | | 38,806 | | | | | | | | | | | | | | | | | | 491 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 491 | | | | | | 95,024 | | |

| Partial purchases | | | (49,265) | | | | | | | | | | | | | | | | | | (3,102) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (3,102) | | | | | | 141 | | |

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

| Purchase of treasury stock | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (9,833) | | | | | | (1,389,072) | | | | | | | | | | | | (1,389,072) | | | | | | | | |

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

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

| Balance at December 31, 2024 | | | $ | 1,695,483 | | | | | 90,369 | | | | | | $ | 90 | | | | | $ | 286,270 | | | | | $ | 1,534,630 | | | | | (9,833) | | | | | | $ | (1,389,072) | | | | | $ | (310,796) | | | | | $ | 121,122 | | | | | $ | 274,746 | |

The majority of the Company's revenues are paid from government programs, principally Medicare, Medicare Advantage and Medicaid.

In addition to government programs, the Company also earns revenues that are paid by commercial health plans.

These estimates are subject to examinations by or differing interpretations among government contractors or agencies or other regulatory authorities, retroactive application of interpretations, commercial insurance coverage changes, geographic coverage differences, differing interpretations of commercial contract coverage and other payor- and patient-specific issues, including determination of applicable primary and secondary coverage, changes in patient insurance coverage and coordination of benefits.

The benchmarks against which the Company incurs profit or loss on these

The Company capitalizes expenditures to purchase property and equipment, improvements thereon, leasehold improvements, and qualifying software costs, as well as costs to replace, extend the life of or improve the functionality of existing capital assets, where such purchases and costs have an expected benefit period of more than one year.

All other expenditures related to capital assets are expensed as incurred (i.e., as repairs and maintenance expense).

The Company's annual impairment assessment is performed in the third quarter for its U.S. dialysis reporting unit and at various points throughout the year for its other reporting units.

In addition to these annual impairment assessments, the Company performs impairment assessments at intervening periods when a reporting unit is considered at risk of significant goodwill impairment.

In performing these assessments, the Company may first assess goodwill for impairment qualitatively as determined appropriate.

If goodwill is more likely than not impaired, the Company is required to perform a quantitative assessment.

segment’s performance.

The amendments in this ASU became effective for the Company beginning January 1, 2024.

In November 2024, the Financial Accounting Standards Board issued ASU 2024-03, *Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures,* which requires disaggregated disclosure of income statement expenses, including purchases of inventory, employee compensation, depreciation, and amortization.

February 14, 2024

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

| Net payments related to stock purchases and awards | | | (48,112) | | | | | | (37,367) | | | | | | (60,001) | | |

| Balance at December 31, 2020 | | | $ | 1,330,028 | | | | | 109,933 | | | | | | $ | 110 | | | | | $ | 597,073 | | | | | $ | 852,537 | | | | | — | | | | | | $ | — | | | | | $ | (66,154) | | | | | $ | 1,383,566 | | | | | $ | 183,186 | |

| Net income | | | 160,359 | | | | | | | | | | | | | | | | | | | | | | | | 978,450 | | | | | | | | | | | | | | | | | | | | | | | | 978,450 | | | | | | 72,953 | | |

| Stock award plan | | | | | | | | | 1,030 | | | | | | 1 | | | | | | (80,642) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (80,641) | | | | | | | | |

| Distributions | | | (159,259) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (84,774) | | |

| Contributions | | | 22,672 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 9,082 | | |

| Acquisitions and divestitures | | | 5,903 | | | | | | | | | | | | | | | | | | (264) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (264) | | | | | | 1,250 | | |

| Partial purchases | | | (588) | | | | | | | | | | | | | | | | | | (13,853) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (13,853) | | | | | | (1,057) | | |

| Purchase of treasury stock | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (13,877) | | | | | | (1,546,016) | | | | | | | | | | | | (1,546,016) | | | | | | | | |

| Retirement of treasury stock | | | | | | | | | (13,877) | | | | | | (14) | | | | | | (69,352) | | | | | | (1,476,650) | | | | | | 13,877 | | | | | | 1,546,016 | | | | | | | | | | | | — | | | | | | | | |

| Deferred taxes from partnership buyouts | | | | | | | | | | | | | | | | | | | | | 62,736 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 62,736 | | | | | | | | |

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

The Company has elected the practical expedient to not

In March 2020, the FASB issued Accounting Standards Update (ASU) No. 2020-04, *Reference Rate Reform (Topic 848)*: *Facilitation of the Effects of Reference Rate Reform on Financial Reporting*.

ASU No. 2020-04 provides optional expedients and exceptions for applying U.S. GAAP to contract modifications and hedging relationships, subject to certain criteria, that reference LIBOR or another rate that is expected to be discontinued.

The amendments in this ASU were effective beginning on March 12, 2020, and the Company could elect to apply the amendments prospectively through December 31, 2022.

In December 2022, the FASB issued ASU No. 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848, which extended the election date to December 31, 2024.

Effective January 1, 2022 certain LIBOR tenors that do not affect the Company, including the one-week and two-month U.S. dollar LIBOR rate, ceased or became non-representative.

The remaining U.S. dollar LIBOR tenors ceased or became non-representative effective July 1, 2023.

The application of this ASU did not have a material impact on the Company's consolidated financial statements.

In October 2021, the FASB issued ASU No. 2021-08, *Business Combinations (Topic 805): Accounting for Acquired Contract Assets and Contract Liabilities (ASU 2021-08)*.

ASU 2021-08 requires application of ASC 606, *Revenue from Contracts with Customers*, to recognize and measure assets and liabilities from contracts with customers acquired in a business combination.

This ASU created an exception to the general recognition and measurement principle in ASC 805 which results in recognition of contract assets and contract liabilities consistent with those recorded by the acquiree immediately before the acquisition date.

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.

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

U.S. and foreign jurisdictions.

(1)Consists primarily of management service fees in the Company's U.S. dialysis business and research fees, management fees, and other non-patient service revenues in the Other - ancillary services businesses.

| Other government | | | 328,256 | | | | | | 463,385 | | | | | | 791,641 | | |

| Commercial | | | 3,397,697 | | | | | | 199,024 | | | | | | 3,596,721 | | |

| Commercial | | | | | | | | | 15,553 | | | | | | 15,553 | | |

| Other(1) | | | 25,345 | | | | | | 40,945 | | | | | | 66,290 | | |

| Eliminations of intersegment revenues | | | (90,796) | | | | | | (4,294) | | | | | | (95,090) | | |

| Total | | | $ | 10,576,167 | | | | | $ | 1,042,630 | | | | | $ | 11,618,797 | |

| | | | $ | 22,109 | | | | | $ | 37,391 | | | | | $ | 59,500 | | | | | $ | 82,879 | | | | | $ | 39,143 | | | | | $ | 122,022 | |