Elevance Health (ELV) 10-K risk factor changes: FY2021 vs FY2020

The COVID-19 pandemic [removed: is evolving,] [added: continues to evolve,] and the impact of COVID-19, and the actions taken to contain its spread or address its impact, [added: have adversely impacted our business and] could have a material adverse effect on our operations and financial results in the future.

The extent of this impact will depend on future developments, which are highly uncertain and cannot be predicted at this time, including, but not limited to, the transmission rate, duration and spread of the outbreak, its severity, the [added: emergence of variants of the virus which could be more contagious, more severe or less responsive to treatment or vaccines, the] extent and effectiveness of the actions taken to contain the spread of the virus and address its impacts, [added: including widespread availability of vaccines, the exercise of emergency powers by governments,] and how quickly and to what extent normal economic and operating conditions can resume.

Factors that could negatively impact our ability to operate [removed: successfully during or following the COVID-19 pandemic,] [added: successfully,] or that could otherwise [removed: significantly] [added: materially] adversely impact and disrupt our business, cash flows, financial condition and results of operations include, but are not limited to, the following:

- Continued increases in healthcare costs due to higher utilization rates of medical facilities and services, medical expenses and other increases in associated hospital and pharmaceutical [removed: costs.][added: costs, as well as COVID-19 related testing, treatment, and the administration of vaccines and other therapeutics.]

We continue to offer our members expanded benefit coverage, such as providing [removed: full] coverage for COVID-19 testing [added: (including over-the-counter testing in accordance with state] and [removed: treatment] [added: federal requirements)] and [added: vaccine administration, and] governmental action has required, and may continue to require, us to provide additional coverage.

- Decreased predictability of Medicare and Medicaid rates due to changes in utilization of medical facilities and services, medical [removed: expenses,] [added: expenses] and other costs as a result of the impact of COVID-19.

We experienced rate adjustments from certain state Medicaid regulators in [removed: 2020] [added: 2021] in response to decreased utilization of medical facilities and services, and we may experience further adjustments in the future with regard to current and prior year rates.

- A reduction in enrollment in our health [removed: benefits and PBM] [added: benefits,] products and [removed: services,] [added: services] or a continued change in membership mix to less profitable lines of [removed: business,] [added: business] as a result of reductions in workforce by existing customers and other impacts of an economic downturn.

- Reductions in our operating effectiveness as our employees [added: continue to] work from home or otherwise are impacted by COVID-19.

The majority of our workforce continues to work [removed: remotely in an effort to mitigate the spread of COVID-19,] [added: remotely,] which may exacerbate certain risks to our business, including [removed: an] increased [removed: demand for information technology resources, increased] risk of [removed: phishing and other] cybersecurity attacks, [added: phishing] and [removed: increased risk of] unauthorized dissemination of [removed: sensitive personal information or] [added: sensitive,] proprietary or confidential [removed: information about us, our members or other third parties.][added: information.]

- [removed: Increased cost of capital and limited ability to access the capital markets due to disruption] [added: Disruption] and volatility in [removed: global] [added: the] financial [removed: markets] [added: markets, which may cause a decrease in the value of our investments, increased cost of capital] or a downgrade in our credit [removed: rating.][added: ratings.]

If we fail to appropriately predict, price for and manage healthcare costs, the profitability of our products [added: and services] could decline, which could materially adversely affect our business, cash flows, financial condition and results of operations.

These factors include, among others, changes in healthcare practices, demographic characteristics including the aging population, medical cost inflation, the introduction of new technologies, drugs and treatments, increased cost of individual services, increases in the cost and number of prescription drugs, clusters of high cost cases, increased use of services, including due to natural catastrophes or other large-scale medical emergencies, epidemics or pandemics such as COVID-19, new treatment guidelines, new mandated benefits (such as the expansion of essential benefits coverage) and changes to other regulations impacting our [removed: business, such as the health plan price transparency regulations issued in October 2020 by the U.S. Departments of Health and Human Services, Labor and Treasury (the “Health Plan Transparency Rule”) and the Appropriations Act.][added: business.]

Generally, our premiums on Commercial policies and Medicaid contracts are fixed for a 12-month period and [removed: are] [added: may be] determined [added: based on data from] several months prior to the commencement of the premium period.

Although federal and state premium and risk adjustment mechanisms could help offset [removed: healthcare] [added: health] benefit costs in excess of our projections if our assumptions utilized in setting our premium rates are significantly different than actual results, our results of operations and financial condition could still be adversely affected.

Factors that could contribute to a reduction in enrollment include: reductions in workforce by existing customers; a general economic upturn that results in fewer individuals being eligible for Medicaid programs; [added: the end of the temporary suspension of eligibility recertification for Medicaid recipients in response to the COVID-19 pandemic, which will likely result in] a [added: reduction in our Medicaid membership; a] general economic downturn that results in business failures and high unemployment [removed: rates, as has been experienced as a result of the COVID-19 pandemic;] [added: rates;] employers no longer offering certain healthcare coverage as an employee benefit or electing to offer coverage on a voluntary, employee-funded basis; participation on [removed: public exchanges;] [added: Public Exchanges;] federal and state regulatory changes; failure to obtain new customers or retain existing [added: customers; premium increases and benefit changes; our exit from a specific market; negative publicity and news coverage; and failure to attain or maintain nationally recognized accreditations.]

A [removed: cyber attack] [added: cyber-attack] or other privacy or data security incident could result in an unauthorized disclosure of sensitive or confidential information, cause a loss of data, disrupt [removed: a large amount of] our operations, give rise to remediation or other expenses, expose us to liability under federal and state laws, and subject us to litigation and investigations, which could have an adverse effect on our business, cash flows, financial condition and results of operations.

As part of our normal operations, we collect, [removed: process and] [added: process,] retain [removed: certain] [added: and transmit large amounts of] sensitive and confidential [added: information, including, among other information, corporate strategy, customer and employee] information.

[added: Some of the data we process, store and transmit is outside of the U.S.] We are subject to a variety of continuously evolving federal, state and international laws and rules regarding the use and disclosure of certain sensitive or confidential information, including HIPAA, the HITECH Act, the Gramm-Leach-Bliley Act and numerous state laws governing personal information.

Our facilities and systems, and those of our third-party service providers, are regularly the target of, and may be vulnerable to, [removed: cyber attacks,] [added: cyber-attacks,] security breaches, acts of vandalism, computer viruses, misplaced or lost data, programming and/or human [removed: errors] [added: errors, negligent] or [added: wrongful conduct by employees or others with permitted access to our systems and information or] other threats.

We have been, and may in the future [removed: be] [added: be,] subject to litigation and governmental investigations related to [removed: cyber attacks] [added: cyber-attacks] and security breaches, which could divert the attention of management from the operation of our business, result in reputational damage and have a material adverse impact on our business, cash flows, financial condition and results of operations.

We cannot ensure that we will be able to identify, prevent or contain the effects of [removed: cyber attacks] [added: cyber-attacks] or other cybersecurity risks that bypass our security measures or disrupt our information technology systems or business.

In addition, because the techniques used to obtain unauthorized access, [removed: disable] [added: disable, disrupt] or degrade service or sabotage systems change frequently, are becoming increasingly sophisticated, and may not immediately produce signs of intrusion, we may be unable to anticipate these techniques, timely discover or counter them or implement adequate preventative measures.

Viruses, worms or other malicious software programs may be used to attack our systems or otherwise exploit any security vulnerabilities, and such security attacks may cause system disruptions or shutdowns, or may cause personal information or proprietary or confidential [removed: information to be misappropriated or compromised.]

Noncompliance with any privacy or security laws and regulations, or any security breach, [removed: cyber attack] [added: cyber-attack] or cybersecurity breach, and any incident involving the misappropriation, [added: theft,] loss or other unauthorized disclosure or use of, or access to, sensitive or confidential information, whether by us or by one of our third-party service providers, could require us to expend significant resources to continue to modify or enhance our protective measures and to remediate any damage.

There are various risks associated with participating in [removed: Medicaid and] Medicare [added: and Medicaid] programs, including dependence upon government funding and the timing of payments, compliance with government contracts and increased regulatory oversight.

We contract with various federal and state agencies, including CMS, to provide managed healthcare services, such as Medicare Advantage, Medicare Part D, Medicare Supplement, Medicaid, TANF, SPD, LTSS, CHIP, [removed: ACA-related] Medicaid expansion programs and various specialty [removed: programs.][added: programs, products and services.]

[added: We also provide various administrative services for other entities] offering medical and/or prescription drug plans to their Medicaid or Medicare eligible members through our affiliated companies, and we offer employer group waiver plans which provide medical and/or prescription drug coverage to retirees.

We [removed: are] also [removed: participating] [added: participate] in programs in several states for the care of dual-eligible members.

Other potential risks associated with Medicare Advantage and Medicare Part D plans include increased medical or pharmaceutical costs, data corrections identified as a result of ongoing auditing and monitoring activities, potential uncollectability of receivables resulting from processing and/or verifying enrollment, inadequacy of underwriting assumptions, inability to receive and process correct information (including inability due to systems issues by the federal government, the applicable state government or us), uncollectability of premiums from [removed: members,] [added: members] and limited enrollment periods.

Finally, there is the possibility that the Medicare Advantage program could be significantly impacted by [removed: any] future [removed: modification, repeal or replacement of the ACA.][added: legislation.]

Our contracts with CMS and state governmental agencies contain certain provisions regarding data submission, risk adjustment, provider network [added: and directory] maintenance, quality measures, claims payment, [added: timely and accurate processing of appeals and grievances, oversight of service providers,] encounter data, continuity of care, call center performance and other requirements specific to federal and state program regulations.

We have been subject in the past, and may again be in the future, to administrative actions, fines, penalties, liquidated damages or retrospective adjustments in payments made to our health plans as a result of a failure to comply with those requirements, which has impacted and in the future could impact [removed: our profitability.]

Further, our existing CMS or state Medicaid contracts have not always been renewed, we have not always been awarded new contracts as a result of the competitive procurement process, and in some cases we have lost members under existing contracts as a result of a post-award [removed: challenge,] [added: challenge by unsuccessful bidders,] each of which could take place again in the future and have a material adverse effect on our business, cash flows, financial condition and results of operations.

In addition, our failure to comply with federal and state healthcare laws and regulations applicable to our participation in Medicaid and Medicare programs, including those directed at preventing fraud, abuse and [removed: discrimination in government-funded programs,] [added: discrimination,] could result in investigations, litigation, fines, restrictions on, or exclusions from, program participation, or the imposition of corporate integrity agreements or other agreements with a federal or state governmental agency, any of which could adversely impact our business, cash flows, financial condition and results of operations.

We are periodically subject to government audits, including CMS Risk Adjustment Data Validation (“RADV”) audits of our Medicare Advantage Plans to validate diagnostic data, patient claims and financial reporting, and audits of our Medicare Part D plans by the Medicare Part D Recovery Audit Contractor [removed: (“RAC”)] [added: (“RAC”),] as well as state Medicaid RAC [removed: programs authorized by the ACA.][added: programs.]

If we fail to report and correct errors discovered through our own auditing procedures or during a RADV or RAC audit, or otherwise fail to comply with applicable laws and regulations, we could be subject to fines, civil penalties or other [removed: sanctions] [added: sanctions,] which could have a material adverse effect on our ability to participate in these programs, and on our financial condition, cash flows and results of operations.

[removed: Physicians, hospitals and other healthcare] [added: Healthcare] providers may elect not to contract with us, and the failure to secure or maintain cost-effective healthcare provider contracts on competitive terms may result in a [removed: loss of membership or higher medical costs, which could adversely affect our business.]

In addition, consolidation among healthcare providers, ACO practice management companies, and other organizational structures that physicians, hospitals and other care providers choose, as well as the ability of larger employers to contract directly with providers, may change the way that these providers interact with us and [removed: may] change the competitive landscape.

Such organizations or groups of physicians may compete directly with us, which may impact our relationship with these providers or affect the way that we price our products and [added: services and] estimate our costs and may require us to incur costs to change our operations, which could adversely affect our business, cash flows, financial condition and results of operations.

In addition, we may experience an increase in medical care costs as people seek care that was deferred during the pandemic, or during periods of increased infection, and individuals with chronic conditions may require additional care resulting from missed treatments.

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- Loss of functionality due to the disruption of services provided to us by third-party vendors, including due to financial, staffing or supply chain difficulties.

Any variation from our expectations regarding acuity, enrollment levels, adverse selection, or

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information to be disclosed, misappropriated or compromised.

This risk is heightened due to the increased number of our employees working from home.

our profitability.

loss of membership or higher medical costs, which could adversely affect our business.

The volume of health care data generated and the uses of this data, including

electronic health records, are rapidly expanding.

Our ability to develop, implement, price and support new and existing products and services depends on the integrity of this data.

The annual recertification process for Medicaid recipients has been temporarily suspended in response to the COVID-19 pandemic, and the end of this suspension will likely result in a reduction in our Medicaid membership.

As we expand and operate our business outside of the U.S., we are presented with different challenges, including challenges in adapting to new markets, languages, business, labor and cultural practices and regulatory environments.

Adapting to these challenges could require us to devote significant senior management attention and other resources.

If we are unable to successfully manage our international operations, our business, cash flows, financial condition and results of operations could be adversely affected.

In the future, we may acquire or operate new businesses outside of the U.S., increasing our exposure to these risks.

In addition, we operate in international jurisdictions where contractual rights, tax positions and applicable regulations may be subject to interpretation or uncertainty to a greater degree than in the U.S., and therefore subject to dispute by government authorities or others.

opportunities and also generally prohibit physicians from making referrals to any entity providing certain designated health services if the referring physician or related person has an ownership or financial interest in the entity.

Federal and state legislatures and regulators also regularly consider new laws and regulations and changes to existing policies for the industry that could materially affect current industry practices and our business, including the Rebate Rule released in November 2020 by HHS related to drug manufacturer rebates, spread pricing contract arrangements and the pricing of pharmaceuticals, and the Appropriations Act.

licensed by the BCBSA.

Negative public perception or publicity of the health benefits industry in general, the BCBSA,

In most states, we are required to seek approval by state regulatory authorities before we transfer money or pay dividends from our regulated subsidiaries exceeding specified amounts.

outstanding and future indebtedness, will depend upon the receipt of dividends from our subsidiaries.

Changes to existing RBC standards or minimum capital requirements could further restrict our or our regulated subsidiaries’ ability to pay dividends and adversely affect our business.

We have operations in the U.S and internationally.

As a result, we are subject to the tax laws of several jurisdictions.

From time to time, proposals are made in the U.S. and other jurisdictions that could adversely affect our tax positions, effective tax rate or tax payments.

We continue to closely monitor developments related to the COVID-19 pandemic to assess its ongoing impact on our business.

- Loss of functionality due to the disruption of services provided to us by third-party vendors, including as a result of financial difficulties experienced by such vendors and the impact of vendor employees working from home or otherwise being impacted by COVID-19.

- A decrease in the value of our investments, which may result in losses charged to income.

customers; premium increases and benefit changes; our exit from a specific market; negative publicity and news coverage; and failure to attain or maintain nationally recognized accreditations.

We also provide various administrative services for several other entities

For example, beginning in 2021, hospitals will be required to publish online payer-specific negotiated charges for each item or services the hospital provides.

of widespread areas.

State ballot initiatives can also be put to voters that would substantially impair our operating environment.

The ongoing changes in federal and state laws and regulations stemming from the ACA, including the steps that have been taken to amend, repeal and limit the scope and application of the ACA, continue to represent significant challenges to the U.S. healthcare system.

We are unable to predict how these events will ultimately be resolved, what impact the 2020 U.S. Presidential and Senate elections may have, and what the ultimate impact may be on our business, including, but not limited to, our products, services, processes and technology, and on our relationships with current and future customers and healthcare providers.

The legal challenges regarding the ACA, including a federal district court decision invalidating the ACA in its entirety, which was argued before the U.S. Supreme Court in November 2020 and has been stayed pending the U.S. Supreme Court’s decision, continue to contribute to this uncertainty.

In general, the risk pool for the Individual market, which includes public exchange markets, has become less healthy since its inception in 2014 and continues to exhibit risk volatility.

In addition, insurers have faced uncertainties related to federal government funding for various ACA programs.

For additional information related to the ACA, see Part I, Item 1 “Business” and Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of this Annual Report on Form 10-K.

In addition, because of the nature of our

Any enforcement

In December 2020, the U.S. Supreme Court let stand an Arkansas law regulating PBMs that may be a precursor to greater state regulation of PBMs.

Negative public perception or publicity of the health benefits industry in general, the BCBSA, other BCBSA licensees, or us or our key vendors in particular, could adversely affect our business, cash flows, financial condition and results of operations.

These dividends are necessary to pay our outstanding indebtedness.

Changes to the existing RBC standards and the

NAIC’s December 2020 adoption of an RBC requirement at the holding company level, which requires submission of the first report in May 2023, could further restrict our or our regulated subsidiaries’ ability to pay dividends and adversely affect our business.

In addition, the estimated value of our reporting units may be impacted as a result of business decisions we

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References to the “states” include the District of [removed: Columbia,] [added: Columbia and Puerto Rico,] unless the context otherwise requires.

This section of this Annual Report on Form 10-K generally discusses [removed: 2020] [added: 2021] and [removed: 2019] [added: 2020] items and year-over-year comparisons between [removed: 2020] [added: 2021] and [removed: 2019.][added: 2020.]

A detailed discussion of [removed: 2018] [added: 2019] items and year-over-year comparisons between [removed: 2019] [added: 2020] and [removed: 2018] [added: 2019] that are not included in this Annual Report on Form 10-K can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, [removed: 2019.][added: 2020.]

We are one of the largest health benefits companies in the United States in terms of medical membership, serving [removed: approximately 43] [added: greater than 45 million] medical members through our affiliated health plans as of December 31, [removed: 2020.][added: 2021.]

Through our subsidiaries, we also serve customers in numerous states across the country as AIM Specialty Health, Amerigroup, Aspire Health, Beacon, CareMore, Freedom Health, HealthLink, HealthSun, [added: MMM,] Optimum HealthCare, Simply Healthcare, and/or UniCare.

[removed: Also, in the second quarter of 2019, we began providing] [added: We offer] pharmacy benefits management (“PBM”) services through our [removed: IngenioRx] [added: IngenioRx, Inc. (“IngenioRx”)] subsidiary.

We are licensed to conduct insurance operations in all 50 [removed: states and] [added: states,] the District of Columbia [added: and Puerto Rico] through our subsidiaries.

We manage our operations [added: by customer types] through four reportable segments: Commercial & Specialty Business, Government Business, IngenioRx and Other.

Premium revenue is generated from [removed: fully-insured] [added: risk-based] contracts where we indemnify our policyholders against costs for covered health and life insurance benefits.

Product revenue represents services performed by IngenioRx for unaffiliated PBM customers and includes ingredient costs (net of any rebates or discounts), including co-payments made by or on behalf of the customer, and [removed: administrative fees.]

Unaffiliated PBM customers include our [removed: self-funded] [added: fee-based] groups that contract with IngenioRx for PBM services and external customers outside of the health plans we own.

Administrative fees and other revenue come from fees from our [removed: self-funded] [added: fee-based] customers for the processing of transactions or network discount savings realized, revenues from our Medicare processing business and revenues from other health-related businesses, including [removed: disease] [added: care] management programs and miscellaneous other income.

Our benefit expense primarily includes costs of care for health services consumed by our [removed: fully-insured] [added: risk-based] members, such as outpatient care, inpatient hospital care, professional services (primarily physician care) and pharmacy benefit costs.

A portion of benefit expense recognized in each reporting period consists of actuarial estimates of claims incurred but not yet paid by [added: us.]

Our managed care plans include: Preferred Provider Organizations; Health Maintenance [removed: Organizations (“HMOs”);] [added: Organizations;] Point-of-Service plans; traditional indemnity plans and other hybrid plans, including Consumer-Driven Health Plans; and hospital only and limited benefit products.

Our results of operations depend in large part on our ability to accurately predict and effectively manage healthcare costs through effective contracting with providers of care to our members, product pricing, medical management and health and wellness programs, innovative product design and our ability to maintain or achieve improvement in our [removed: CMS] [added: Centers for Medicare and Medicaid Services] Star ratings.

The potential effect of escalating healthcare costs, any changes in our ability to negotiate competitive rates with our providers and any regulatory or market-driven restrictions on our ability to obtain adequate premium rates to offset overall inflation in healthcare costs, including increases in unit costs and utilization resulting from the aging of the population and other demographics, the impact of epidemics and pandemics, as well as advances in medical technology, may impose further risks to our ability to profitably underwrite our [removed: business,] [added: business] and may have a material adverse impact on our results of operations.

The COVID-19 pandemic [removed: has impacted and will continue] [added: continues] to impact [removed: our membership] [added: the global economy, cause market instability] and [removed: benefit expense] [added: uncertainty in the labor market] and [added: put pressure on the healthcare system, and it] has [removed: influenced] [added: impacted,] and will likely continue to [removed: influence] [added: impact, our membership, our benefit expense and our] member behavior, [removed: impacting] [added: including] how members access healthcare services.

[removed: Furthermore, our] [added: Our] expenses associated with [removed: COVID-19, including testing and treatment and the actions taken to support our members in response to the pandemic,] [added: COVID-19] accelerated in the fourth quarter of [removed: 2020 and exceeded] [added: 2021, partially offset by] the benefit [removed: we experienced during the quarter] from [removed: the] [added: a] lower volume of healthcare claims attributable to decreased utilization of non-COVID-19 health services.

[removed: However, this may change in the future as the] [added: The] COVID-19 pandemic [removed: is evolving,] [added: continues to evolve] and the [added: full] extent of its impact will depend on future developments, which are highly uncertain and cannot be predicted at this time.

We will continue to monitor the COVID-19 pandemic as well as resulting legislative and regulatory changes [removed: that may impact] [added: to manage] our [added: response and assess and mitigate potential adverse impacts to our] business.

For additional discussion regarding our risks related to the COVID-19 pandemic and our other risk factors, see Part I, Item 1A, “Risk Factors” in this Annual Report on Form [removed: 10-K and “Business Trends” in this MD&A.][added: 10-K.]

[removed: In the second quarter of 2019, we began using] [added: Our] IngenioRx [removed: to market] [added: subsidiary markets] and [removed: offer] [added: offers] PBM services to our affiliated health plan customers throughout the country, as well as to customers outside of the health plans we own.

We [removed: began transitioning existing members from Express Scripts to IngenioRx in the second quarter of 2019, and] completed the transition of [removed: all of] our members [added: from Express Scripts to IngenioRx] by January 1, 2020.

[removed: Pricing Trends:] [added: *Pricing Trends:*] We strive to price our [removed: healthcare] [added: health] benefit products consistent with anticipated underlying medical cost trends.

The HIP Fee was [removed: suspended for 2019, was resumed] [added: in effect] for 2020 [removed: and has been] [added: but was] permanently repealed beginning in 2021.

[removed: Medical] [added: *Medical] Cost [removed: Trends:] [added: Trends:*] Our medical cost trends are primarily driven by increases in the utilization of services across all provider types and the unit cost increases of these services.

We work to mitigate these trends through various medical management programs such as [removed: utilization management,] [added: care and] condition management, program integrity and specialty pharmacy [added: management and utilization] management, as well as benefit design changes.

The COVID-19 pandemic [removed: has] [added: initially] caused a decrease in utilization of non-COVID-19 health services, which decreased our claim costs in 2020.

Federal and state [removed: legislation has been] [added: governments have] enacted, and [removed: is likely to] [added: may] continue to [removed: be enacted,] [added: enact, legislation and regulations] in response to the COVID-19 pandemic that [removed: has] [added: have] had, and we expect will continue to have, a significant impact on [removed: all of our lines of business, including mandates to waive cost-sharing on COVID-19 testing, treatment and related services.][added: health benefits, consumer]

The [added: Consolidated] Appropriations Act [added: of 2021, which was enacted in December 2020 (the “Appropriations Act”),] contains a number of provisions that may have a material effect upon our business, including procedures and coverage requirements related to surprise medical bills and new mandates for continuity of care for certain patients, price comparison tools, disclosure of broker compensation and reporting on pharmacy benefits and drug costs.

[removed: eligibility for public programs, and our cash flows, include] [added: -] mandated expansion of premium payment [removed: terms] [added: terms,] including the time period for which claims can be denied for lack of [removed: payment, mandates related to prior authorizations and payment levels to providers, additional consumer enrollment windows,] [added: payment;] and [removed: an increased ability to provide services through telehealth.]

[removed: The] [added: Our effective income tax rate decreased primarily due to the repeal of the] HIP Fee [added: for 2021, which] was non-deductible for [removed: federal income] tax purposes.

There was no corresponding expense for [removed: 2019] [added: 2021] due to the [removed: suspension] [added: elimination] of the HIP Fee [removed: for 2019.][added: beginning in 2021.]

The [added: non-deductible] HIP Fee [removed: has been] [added: was] permanently eliminated beginning in 2021.

For additional discussion regarding regulatory trends and uncertainties, and risk factors that could cause actual results to differ materially from those contained in forward-looking statements made in this Annual Report on Form 10-K, see Part I, Item 1, “Business — [removed: Regulation”] [added: *Regulation*”] and Part I, Item 1A, “Risk Factors.”

[added: On June 29, 2021, we completed our acquisition of] MMM [added: and its Medicare Advantage plan, Medicaid plan and other affiliated companies from InnovaCare Health, L.P. MMM] is [removed: an] [added: a Puerto Rico-based] integrated healthcare organization and seeks to provide its Medicare Advantage and Medicaid members with a whole health experience through its network of specialized clinics and wholly owned independent physician associations.

The acquisition is expected to close by the end of the second quarter of [removed: 2021] [added: 2022] and is subject to standard closing conditions and customary approvals.

On February 28, 2020, we completed our acquisition of Beacon Health Options, Inc. (“Beacon”), [added: which was] the largest independently held behavioral health organization in the country.

For additional information, see Note [removed: 3, “Business Acquisitions,”] [added: 13 “Debt”] of the Notes to Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K.

Operating margin is calculated as operating gain divided by operating revenue.

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administrative fees.

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well as provide us access to new and evolving technologies and products.

In 2021, we continued growing our government-sponsored business through organic growth and the acquisition of MMM Holdings, LLC (“MMM”).

We continue to assist our customers, providers, members and communities in addressing the effects of the COVID-19 pandemic, including by providing expanded benefit coverage for COVID-19 diagnostic tests, treatment and vaccine administration and taking steps to increase vaccinations by enabling, educating and encouraging vaccine acceptance among our members as well as in the communities in which we operate.

COVID-19 care, testing and vaccine administration, and the impact of new COVID-19 variants, have resulted in increased medical costs for us in 2021.

In 2021, our Medicaid membership continued to grow as a result of the temporary suspension of eligibility recertification in response to the COVID-19 pandemic, which we expect will remain suspended at least until the second quarter of 2022.

Our Commercial fee-based membership decreased in 2021 due to in-group attrition likely attributable to the COVID-19 pandemic.

See “Business Trends - *Medical Cost Trends*” below for a discussion of the impact of COVID-19 on our healthcare costs.

The Patient Protection and Affordable Care Act and the Health Care and Education Reconciliation Act of 2010, as amended (collectively, the “ACA”), has impacted our business model and strategy, and various legal challenges since its enactment have introduced increased uncertainty to our business.

In June 2021, the U.S. Supreme Court issued its opinion and dismissed the latest legal challenge to the constitutionality of the ACA, leaving the law intact.

We expect that most of the ACA will continue to remain in place and continue to impact our business operations and results of operations, including pricing, minimum medical loss ratios and the geographies in which our products are available.

In 2021, we made the decision to modestly expand our participation in on-exchange products through state- or federally-facilitated market places (the “Public Exchange”) for 2022 after also expanding in 2021.

As a result, for 2022 we are offering Public Exchange products in 122 of the 143 rating regions in which we operate, in comparison to 103 of 143 rating regions in 2021.

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We continue to closely monitor the COVID-19 pandemic (including new COVID-19 variants, which may be more contagious or severe, or less responsive to treatment or vaccines) and the impacts it may have on our pricing, such as surges in COVID-19 related hospitalizations, infection rates, the cost of COVID-19 vaccines, testing and treatment and the return of non-COVID-19 healthcare utilization to our estimate of normal levels, based on historical utilization patterns.

Over the course of the first half of 2021, our non-COVID-19 healthcare utilization experience gradually increased toward normalized levels, while COVID-19 related healthcare expenses declined and COVID-19 vaccination administration costs increased.

During the second half of 2021, the COVID-19 Delta variant caused a significant increase in COVID-19 related healthcare utilization as a result of increased testing, treatment, and hospitalization costs, which was partially offset by a reduction in non-COVID-19 healthcare utilization.

The reduction in non-COVID-19 healthcare utilization was particularly notable in the inpatient setting, as some regions limited elective surgeries to preserve limited resources to treat patients hospitalized with COVID-19.

Costs related to child vaccinations and adult boosters were also incurred during the fourth quarter of 2021.

The COVID-19 Omicron variant increased confirmed COVID-19 cases to significant levels at the end of 2021 and the beginning of 2022.

This is expected to further increase COVID-19 costs related to testing, treatment and hospitalization costs, but is expected to be partially offset by a reduction in non-COVID-19 healthcare utilization.

In 2022, we anticipate additional claim costs for new pharmaceutical treatments for COVID-19 and compliance with governmental regulations on COVID-19 testing reimbursement.

We expect claims costs related to COVID-19 testing, treatment and hospitalizations to continue throughout 2022 even after the latest wave of COVID-19 infections in the U.S. subsides.

eligibility for public programs and our cash flows for all of our lines of business.

These actions, which are or have been in effect for various durations, provide, among other things:

- mandates to waive cost-sharing for COVID-19 testing, treatment (including over-the-counter testing in accordance with state and federal requirements such as California SB 510 and the January 2022 federal requirements), vaccines and related services;

- reforms, including waiving Medicare originating site restrictions for qualified providers of telehealth services;

- financial support to healthcare providers, including expansion of the Medicare accelerated payment program to all providers receiving Medicare payments;

- mandates related to prior authorizations and payment levels to providers, additional consumer enrollment windows and an increased ability to provide telehealth services.

The health plan-related requirements of the Appropriations Act have varying effective dates beginning as early as December 2021, some of which have been extended since the enactment of the Appropriations Act.

The American Rescue Plan Act of 2021, (the “Rescue Plan”), which was enacted in March 2021, contains several health-related provisions that have impacted our business, including expansion of premium tax credits for our Public Exchange business and full subsidization of the Consolidated Omnibus Budget Reconciliation Act (“COBRA”) continuation coverage for those who were involuntarily terminated or had their work hours reduced.

The Rescue Plan’s premium tax provisions became effective in January 2021, while the COBRA premium subsidization extended from April through September 2021.

The ACA has evolved and various legal challenges since its enactment introduced increased uncertainty to our business.

We expect that most of the ACA will remain in place and continue to significantly impact our business operations and results of operations; however, federal regulatory agencies continue to modify regulations and guidance related to the ACA and our businesses more broadly.

We also expect further and ongoing regulatory guidance on a number of issues related to Medicare, including evolving methodology for ratings and quality bonus payments.

The Center for Medicare and Medicaid Services (“CMS”) is also proposing changes to its program that audits data submitted under the risk adjustment programs in a way that would increase financial recoveries from plans.

Beginning in July 2022, the Health Plan Transparency Rule will require us to disclose, on a monthly basis, detailed pricing information regarding negotiated rates for all covered items and services between the plan or issuer and in-network providers and historical payments to, and billed charges from, out-of-network providers.

In 2019, IngenioRx was included in our Other reportable segment.

Amounts for 2019 have been reclassified to conform to the current year presentation of our reportable segments for comparability.

us.

In March 2020, the World Health Organization declared the outbreak of a novel strain of coronavirus (“COVID-19”) a global health pandemic.

At the onset of the pandemic, to prevent its spread, most states issued shelter-in-place or stay-at-home orders, which generally required the businesses not considered essential to close their physical offices.

While these orders were largely lifted during the second quarter of 2020, many states and local authorities continued to impose certain restrictions on the conduct of businesses and individuals.

The COVID-19 pandemic continues to evolve, and the virus and mitigation efforts have continued to impact the global economy, cause market instability, increase unemployment and put pressure on the healthcare system.

Although increased unemployment caused by the COVID-19 pandemic resulted in a decline in our Local Group membership, our Medicaid

membership grew as a result of the temporary suspension of eligibility recertification efforts in response to the COVID-19 pandemic.

While reduced or cancelled utilization of non-COVID-19 health services by our members decreased our claim costs overall in 2020, in the second half of 2020 utilization of such services began to rebound, and non-COVID-19 claim costs began to normalize as the shelter-in-place, stay-at-home orders and other restrictions on the conduct of businesses were lifted.

Our expenses in 2020 included additional costs to cover COVID-19 related testing, treatment, expanded coverage of insurance benefits, waivers for cost-sharing and actions to support our providers.

We remain focused on increasing access and coverage for our members and made several changes to our membership benefits and business operations, adopted tools and policies to assist consumers and care providers and provided support to our associates and our local communities, which were discussed in Part I, Item 1, “Business — COVID-19,” of this Annual Report on Form 10-K.

Further, during 2020 we proactively took several actions to preserve our liquidity and financial flexibility and minimize the effects of the COVID-19 pandemic, including:

- Borrowing under our senior revolving credit facility in March 2020, which was repaid in April 2020;

- Delaying certain tax payments as permitted by the IRS and the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”); and

- Temporarily suspending our share repurchase activity in March 2020, which was resumed in late June 2020.

The COVID-19 pandemic has created unique and unprecedented challenges, and although it has impacted and will likely continue to impact our membership and benefit expense, it did not have a material adverse effect on our reported results in 2020.

The Patient Protection and Affordable Care Act and the Health Care and Education Reconciliation Act of 2010, as amended (collectively, the “ACA”), has changed and may continue to make broad-based changes to the U.S. healthcare system.

We expect the ACA will continue to impact our business model and strategy.

Also, the legal challenges regarding the ACA, including a federal district court decision invalidating the ACA, which was argued before the U.S. Supreme Court in November 2020 and has been stayed pending the U.S. Supreme Court’s decision, could significantly disrupt our business.

We currently offer Individual ACA-compliant products in 103 of the 143 rating regions in which we operate.

From December 2009 through December 2019, we delegated certain PBM functions and administrative services to Express Scripts, Inc. (“Express Scripts”).

We continue to closely monitor the COVID-19 pandemic and the impacts it may have on our pricing, such as surges

in COVID-19 hospitalizations, infection rates, and the cost of COVID-19 vaccines.

Our underlying Local Group medical cost trends reflect the “allowed amount,” or contractual rate, paid to providers.

While the utilization of such services began to rebound and claim costs began to normalize in the second half of 2020, further increases in the utilization of such services may increase our claim costs in the future and affect our medical cost trends.

Our expenses in 2020 include additional costs to cover COVID-19 related testing, treatment, expanded benefits coverage and waivers for cost-sharing.

In response to the current crisis, we expanded coverage for certain members in our affiliated health plans for testing and treatment related to a COVID-19 diagnosis.

Governmental action has required us to provide full coverage for COVID-19 testing to our members, and future governmental action could require us to provide additional coverage, including, for example, vaccines.

Increased member demand for care, along with continued COVID-19 care, testing and vaccination costs, are expected to result in increased future medical costs.

The federal government enacted the Coronavirus Preparedness and Response Supplemental Appropriations Act, the Families First Coronavirus Response Act and the CARES Act in March 2020, the Paycheck Protection Program and Health Care Enhancement Act in April 2020 and the Consolidated Appropriations Act of 2021 in December 2020 (the “Appropriations Act”).

These acts provide, among other things, prohibitions on prior authorization and cost-sharing for certain items and services related to COVID-19 tests, reforms including waiving Medicare originating site restrictions for qualified providers providing telehealth services, financial support to healthcare providers, including expansion of the Medicare accelerated payment program to all providers receiving Medicare payments, and funding to replenish and administer small business loan programs to help small businesses keep their workers employed and healthcare benefits covered in the group market.

The various health plan-related requirements of the Appropriations Act will go into effect on January 1, 2022, and our first report on pharmacy benefits and drug costs is due December 27, 2021.

Regulatory changes have also been enacted, and are likely to continue to be enacted, at the state and federal level in response to the COVID-19 pandemic.

Those changes, which could have a significant impact on health benefits, consumer

We are providing extensions to premium payment terms in certain situations and working closely with state regulators that are mandating or requesting such relief.

The ACA presented us with new growth opportunities, but also introduced new risks, regulatory challenges and uncertainties, and required changes in the way products are designed, underwritten, priced, distributed and administered.

In addition, the legal challenges regarding the ACA, including a federal district court decision invalidating the ACA in its entirety, which was argued before the U.S. Supreme Court in November 2020 and has been stayed pending the U.S. Supreme Court’s decision, continue to contribute to this uncertainty.

In a separate development, in April 2020, the U.S. Supreme Court ruled that the federal government is required to pay health insurance companies for amounts owed, as calculated under the risk corridor program of the ACA.

In June 2020, the U.S. Court of Federal Claims entered a final judgment stipulating that we are entitled to reimbursement for risk corridor amounts from 2014, 2015 and 2016.

Potential impacts discussed below are based upon sensitivity analyses performed on our financial position as of December 31, [removed: 2020.][added: 2021.]

Investments in fixed maturity securities include corporate securities, which account for [removed: 45.4%] [added: 46.0%] of our total fixed maturity securities at December 31, [removed: 2020] [added: 2021] and are subject to credit/default risk.

A 100 basis point increase in interest rates would result in an approximate [removed: $998] [added: $32] decrease in fair value, whereas a 100 basis point decrease in interest rates would result in an approximate [removed: $1,039] [added: $32] increase in fair value.

[removed: Our equity portfolio is subject to the volatility inherent in the stock market,] driven by concerns over economic conditions, earnings and sales growth, inflation, and consumer confidence.

As of December 31, [removed: 2020, 6.1%] [added: 2021, 6.5%] of our marketable investments were equity securities.

An immediate 10% decrease in each equity investment’s value, arising from market movement, would result in a fair value decrease of [removed: $156.][added: $188.]

Alternatively, an immediate 10% increase in each equity investment’s value, attributable to the same factor, would result in a fair value increase of [removed: $156.][added: $188.]

Our total long-term debt at December 31, [removed: 2020] [added: 2021] consisted of senior unsecured notes, convertible debentures, commercial paper and subordinated surplus notes issued by one of our insurance subsidiaries.

At December 31, [removed: 2020,] [added: 2021,] the carrying value and estimated fair value of our long-term debt was [removed: $20,035] [added: $22,756] and [removed: $24,269,] [added: $26,136,] respectively.

As of December 31, [removed: 2020,] [added: 2021,] we recorded a net asset of [removed: $37,] [added: $18,] the estimated fair value of the swaps at that date.

A 100 basis point increase in interest rates would result in an approximate [removed: $18] [added: $1,114] decrease in fair value, whereas a 100 basis point decrease in interest rates would result in an approximate [removed: $18] [added: $1,152] increase in fair value.

Our equity portfolio is subject to the volatility inherent in the stock market,

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We are one of the largest health benefits companies in the United States in terms of medical membership, serving [removed: approximately 43] [added: greater than 45] million medical members through our affiliated health plans as of December 31, [removed: 2020.][added: 2021.]

Through our subsidiaries, we also serve customers in numerous states [removed: across the country] [added: and Puerto Rico] as AIM Specialty Health, Amerigroup, Aspire Health, Beacon, CareMore, Freedom Health, HealthLink, HealthSun, [added: MMM,] Optimum HealthCare, Simply Healthcare, and/or UniCare.

We are licensed to conduct insurance operations in all 50 [removed: states and] [added: states,] the District of Columbia [added: and Puerto Rico] through our subsidiaries.

[removed: In addition, we] [added: We also] charge a premium to underwrite stop loss insurance for employers that maintain [removed: self-funded health plans.][added: fee-based plans but want to limit their retained risk.]

We offer a broad spectrum of network-based managed care [added: risk-based] plans to [removed: Large Group, Small Group,] Individual, [added: Group,] Medicaid and Medicare markets.

[added: - *Commercial Risk-Based Products.*] Our [added: Commercial & Specialty Business offers a diversified mix of] managed care [removed: plans include:] [added: risk-based products including:] Preferred Provider [removed: Organizations (“PPOs”);] [added: Organization (“PPO”),] Health Maintenance [removed: Organizations (“HMOs”); Point-of-Service (“POS”) plans; traditional indemnity plans and other hybrid plans, including] [added: Organization (“HMO”),] Consumer-Driven Health Plans [removed: (“CDHPs”); and hospital only] [added: (“CDHP”), Traditional Indemnity] and [removed: limited benefit products.][added: Point-of-Service (“POS”) plans.]

In addition, we provide a broad array of managed care services to [removed: self-funded] [added: fee-based] customers, including claims processing, stop loss insurance, [removed: actuarial services,] provider network access, medical [removed: cost] management, [removed: disease management,] [added: care management and] wellness [removed: programs] [added: programs, actuarial services] and other administrative services.

We provide an array of specialty [removed: and other insurance products] [added: services both to our subsidiary health plans] and [added: also unaffiliated health plans, including pharmacy benefit management (“PBM”)] services [removed: such as PBM services,] [added: and] dental, vision, [removed: life and] [added: life,] disability [added: and supplemental health] insurance benefits, [removed: radiology benefit management and analytics-driven personal healthcare.][added: as well as integrated health services.]

We also provide services to the federal government in connection with our Federal Health Products & Services [removed: business (“FHPS”)] [added: business,] which administers the Federal Employees Health Benefits (“FEHB”) Program.

[added: Various forms of managed care products have been developed to contain the cost of healthcare by] negotiating contracts with hospitals, physicians and other providers to deliver high-quality healthcare to members at favorable rates.

Our medical membership includes seven different customer types: [removed: Local Group,] Individual, [removed: National Accounts,] [added: Group risk-based, Group fee-based,] BlueCard®, Medicare, Medicaid and FEHB.

In particular, our product development and marketing efforts take into account the differing characteristics between the various customers served by us, as well as the unique needs of educational and public entities, labor groups, [added: the] FEHB program, national employers and state-run programs servicing low-income, high-risk and underserved markets.

We market our Individual, Medicare and certain [removed: Local] Group products [added: with a smaller employee base] through direct marketing activities and an extensive network of independent agents, brokers and retail partnerships.

Products for [removed: National Accounts and Local Group] [added: Commercial] customers with a larger employee base are generally sold through independent brokers or consultants retained by the customer who work with industry specialists from our in-house sales force.

In the Individual [removed: and Small Group] markets, we offer on-exchange products through state- or federally-facilitated [removed: marketplaces, referred to] [added: marketplaces (the “Public Exchange”) in compliance with the Patient Protection and Affordable Care Act and the Health Care and Education Reconciliation Act of 2010,] as [removed: public exchanges,] [added: amended (collectively, the “ACA”)] and off-exchange products.

Being a licensee of the BCBS association of companies, of which there were [removed: 36] [added: 34] independent primary licensees including us as of December 31, [removed: 2020,] [added: 2021,] provides significant market value, especially when competing for very large multi-state employer groups.

See “BCBSA Licenses” [removed: herein] [added: below in this “Business” section] for additional information on our BCBSA licenses.

We refer to members in our service areas licensed by the BCBSA as our BCBS-branded [added: business.]

Non-BCBS-branded business refers to members in our non-BCBS-branded Amerigroup, Freedom Health, HealthSun, [added: MMM,] Optimum [removed: Health Care] [added: HealthCare] and Simply Healthcare plans, as well as [removed: Beacon,] HealthLink and UniCare members.

For additional information describing each of our customer [removed: types, detailed marketing efforts] [added: types] and changes in medical membership over the last three years, see “Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations”] [added: Operations - *Membership*”] included in Part II, Item 7 of this Annual Report on Form 10-K.

See “Regulation” [removed: herein] [added: below in this “Business” section] for additional information on our CMS Star ratings.

For additional information on our networks and provider relations, product pricing and healthcare cost management programs, see [removed: “Networks and Provider Relations”,] “Pricing and Underwriting of Our [removed: Products”,] [added: Products,” “Networks and Provider Relations,”] “Medical Management [removed: Programs”,] [added: Programs,”] “Care Management [added: and Wellness Products and] Programs” and “Healthcare Quality Initiatives” [removed: herein.][added: below in this “Business” section.]

[removed: Our] [added: We believe our] market [removed: share] [added: position] and high business retention rates [added: will] enable us to realize the long-term benefits of investing in preventive and early detection programs.

[removed: The] [added: Since its enactment in 2010, the] ACA [removed: presented us with new growth opportunities, but also] [added: has] introduced new risks, regulatory challenges and uncertainties, and required changes in the way [added: our] products are designed, underwritten, priced, distributed and administered.

[removed: We currently offer] [added: As a result, for 2022 we are offering] Individual ACA-compliant products in [removed: 103] [added: 122] of the 143 rating regions in which we [removed: operate.][added: operate, in comparison to 103 of 143 rating regions in 2021.]

Changes to our business environment [removed: are likely to] [added: will] continue as elected officials at the national and state levels [removed: continue to] enact, and both elected officials and candidates for election [removed: continue to] propose, [removed: significant] modifications to existing laws and regulations, including changes to taxes and fees.

We will continue to evaluate the impact of the ACA as [removed: additional guidance is made available and] any further developments or judicial rulings occur.

For additional discussion, see “Regulation” [removed: herein] [added: below in this “Business” section] and Part I, Item 1A “Risk Factors” in this Annual Report on Form 10-K.

[removed: In addition to the external forces discussed in the preceding paragraph, our] [added: Our] results of operations are [added: also] impacted by levels and mix of [removed: membership] [added: membership,] which can change as a result of the quality and pricing of our health benefits products and services, [added: an] aging population, economic conditions, changes in unemployment, acquisitions, entry into new markets and expansions in or exits from existing markets.

Ultimately, we believe that practical and sustainable improvements in healthcare must focus on improving healthcare quality while managing [removed: costs for total affordability.]

We have implemented initiatives driving payment innovation and [removed: partnering] [added: partnered] with providers to lower cost and improve the quality of healthcare for our members, and we continue to develop new and innovative ways to effectively manage risk and engage our members.

We continue to enhance interactions with customers, providers, brokers, agents, employees and other stakeholders through digital technology and [removed: improving] [added: improvements to] internal operations.

Our approach includes not only the sales and distribution of health benefits products through digital technology, but also implementing advanced capabilities that improve services benefiting customers, agents, [removed: brokers,] [added: brokers] and providers while optimizing administrative costs.

We believe in working together to achieve our [removed: mission] [added: goals] of improving lives and communities, simplifying healthcare and expecting more.

[removed: As we seek] [added: We strive] to accomplish these goals through a collaborative focus on execution and delivering for those we [removed: serve, our vision is] [added: serve in order] to [removed: be the most innovative, valuable and inclusive] [added: become a lifetime, trusted] health partner.

- [removed: Leadership] [added: *Leadership*] – Redefine what is possible

- [removed: Community] [added: *Community*] – Committed, connected, invested

- [removed: Integrity] [added: *Integrity*] – Do the right thing, with a spirit of excellence

- [removed: Agility] [added: *Agility*] – Delivery today, transform tomorrow

- [removed: Diversity] [added: *Diversity*] – Open your hearts and minds

At Anthem, our purpose *–* to improve the health of humanity *–* is central to who we are.

It inspires all we do and is the driving force behind our unique approach to health.

We know to meaningfully improve health we must take a broader view.

That is why our foundational approach looks at whole health and its most critical drivers: social, behavioral and physical.

PBM services are offered through our IngenioRx, Inc. (“IngenioRx”) subsidiary.

costs for total affordability.

Impact on Our Results of Operations

We continue to assist our customers, providers, members and communities in addressing the effects of the COVID-19 pandemic, including by providing expanded benefit coverage for COVID-19 diagnostic tests, treatment and vaccine administration and taking steps to increase vaccinations by enabling, educating and encouraging vaccine acceptance among our members as well as in the communities in which we operate.

COVID-19 care, testing and vaccine administration, and the impact of new COVID-19 variants, have resulted in increased medical costs for us in 2021.

In 2021, our Medicaid membership continued to grow as a result of the temporary suspension of eligibility recertification in response to the COVID-19 pandemic, which we expect will remain suspended at least until the second quarter of 2022.

Our Commercial fee-based membership decreased in 2021 due to in-group attrition likely attributable to the COVID-19 pandemic.

See Part II, Item 7, “Management's Discussion and Analysis of Financial Conditions and Results of Operations - Business Trends - Medical Cost Trends” for a discussion of the impact of COVID-19 on our healthcare costs.

The COVID-19 pandemic continues to evolve and the full extent of its impact will depend on future developments, which are highly uncertain and cannot be predicted at this time.

We will continue to monitor the COVID-19 pandemic as well as resulting legislative and regulatory changes to manage our response and assess and mitigate potential adverse impacts to our business.

Our Commercial & Specialty Business segment offers plans and services to our Individual, Group risk-based, Group fee-based and BlueCard® members.

The Commercial & Specialty Business segment offers health products on a full-risk basis; provides a broad array of administrative managed care services to our fee-based customers; and provides a variety of specialty and other insurance products and services such as dental, vision, life, disability and supplemental health insurance benefits as described below.

Our IngenioRx segment includes our PBM business.

Our Other segment includes our Diversified Business Group, which is our health services business focused on lowering the cost and improving the quality of healthcare by enabling and creating new care delivery and payment models, with a special emphasis on serving those with complex and chronic conditions.

Membership

In 2021, we made the decision to modestly expand our participation in the Public Exchange market for 2022 after also expanding in 2021.

As a result, for 2022 we are offering Individual Public Exchange products in 122 of the 143 rating regions in which we operate, in comparison to 103 of 143 rating regions in 2021.

Our strategy has been, and will continue to be, to only participate in rating regions where we have an appropriate level of confidence that these markets are on a path toward sustainability, including, but not limited to, factors such as expected financial performance, regulatory environment and underlying market characteristics.

This program is referred to as BlueCard®.

Other administrative functions, including maintenance of enrollment information and customer services, are performed by the home plan.

Commercial & Specialty Business

PPO plans generally provide members the freedom to choose any healthcare provider, but require the member to pay a greater portion of the provider’s fee in the event the member chooses not to use a provider participating in the PPO’s network.

In general, POS plans allow members to choose to seek care from a provider within the plan’s network or outside the network, subject to, among other things, certain deductibles and coinsurance.

In addition, we perform certain administrative functions for BlueCard® host members, discussed under “Membership” above, including claims pricing and administration, for which we receive administrative fees from the BlueCard® members’ home plans.

- *Specialty Products.* We offer an array of products and services to both risk-based and fee-based customers in conjunction with our health plans as well as to unaffiliated healthcare plans that are not Anthem subsidiaries.

◦*Disability.* We offer short-term and long-term disability and leave of absence products.

◦*Supplemental Health.* We offer supplemental health products, including accident, critical illness and hospital indemnity, which provide coverage for specific conditions or circumstances.

Government Business

*•Federal Employees Health Benefits Program.* FEHB members consist of United States government employees and their dependents within our geographic markets through our participation in the national contract between the BCBSA and the U.S. Office of Personnel Management.

IngenioRx

the health plans we own.

In addition, we have implemented

Our provider engagement and contracting strategies have evolved to include several new value-based contracting arrangements that meet providers where they are in the movement from traditional fee-for-service to value-based care.

These programs are designed to support Commercial, Medicare and Medicaid programs and the unique characteristics of these populations.

Our value-based contracting programs are designed to reward our contracted providers for improving the overall quality of care they deliver by adhering to evidence-based medicine.

In addition, these value-based contracts also share with the providers total cost of care savings that are achieved by adhering to evidence-based medicine over time.

We deliver a number of leading health benefit solutions through a broad portfolio of integrated health plans and related services, along with a wide range of specialty products as well as flexible spending accounts.

In the second quarter of 2019, we began using our pharmacy benefits manager called IngenioRx to market and offer pharmacy benefits management (“PBM”) services to our affiliated health plan customers throughout the country, as well as to customers outside of the health plans we own.

In addition, we are expanding our business into integrated health services through our Diversified Business Group, which includes certain of our subsidiaries such as AIM Specialty Health, Aspire Health, and Beacon Health Options, Inc. (“Beacon”) and other companies.

At the time of its acquisition in 2020, Beacon was the largest independently held behavioral health organization in the country.

Our acquisition of Beacon aligns with our strategy to diversify into health services and deliver both integrated solutions and care delivery models that personalize care for people with complex and chronic conditions.

For our insurance products, based on the level of risk we assume in the product contract, we categorize principal funding arrangements as fully-insured and self-funded.

Fully-insured products are products in which we indemnify our policyholders against costs for health benefits.

Self-funded products are offered to customers, generally larger employers, who elect to retain most or all of the financial risk associated with their employees’ healthcare costs.

Some self-funded customers choose to purchase stop loss coverage to limit their retained risk.

For our fully-insured products, we charge a premium and assume the risk for the cost of covered healthcare services.

Under self-funded products, we charge a fee for services and the employer or plan sponsor funds or reimburses us for the healthcare costs.

We also generate revenues from providing PBM services including prescription drug fulfillment.

An ongoing focus on healthcare costs by employers, the government and consumers has continued to drive the growth of alternatives to traditional indemnity health insurance.

HMO, PPO and hybrid plans are among the various forms of managed care products that have been developed.

Through these types of products, insurers attempt to contain the cost of healthcare by

While the distinctions between the various types of plans have lessened over recent years, PPO, POS and CDHP products generally provide reduced benefits for out-of-network services, while traditional HMO products generally provide little to no reimbursement for non-emergency out-of-network utilization, but often offer more generous benefit coverage.

An HMO plan may also require members to select one of the network primary care physicians (“PCPs”) to coordinate their care and approve any specialist or other services.

Economic factors, greater consumer and employer sophistication and accountability have resulted in an increased demand for choice in both product/benefit designs and provider network configurations.

As a result, we continue to offer our broad access PPO networks with multiple benefit designs, but are also focused on leveraging our provider collaboration initiatives with our accountable care organization (“ACO”) partnerships to develop both narrow and tiered network offerings.

This array of network and product configurations allows both the employer and the employee to design and select the combination of benefit designs (e.g., traditional PPOs, high deductibles, health reimbursement accounts, health savings accounts, PCP based products, tiered copays) and networks (e.g., broad, narrow, tiered, closed or exclusive provider, and open) that optimize choice, quality and price at the consumer, employer and market level.

We believe we are well-positioned in each of our states to respond to these market preferences.

This program is referred to as BlueCard® and is a source of revenue when we provide member services in the states where we are the BCBS licensee to individuals who are customers of BCBS plans not affiliated with us.

This program also provides a national provider network for our members when they travel to other states.

business.

The continuing growth in our government-sponsored business exposes us to increased regulatory oversight.

The Patient Protection and Affordable Care Act and the Health Care and Education Reconciliation Act of 2010, as amended (collectively, the “ACA”), has changed and may continue to make broad-based changes to the U.S. healthcare system.

In addition, the legal challenges regarding the ACA, including a federal district court decision invalidating the ACA, which was argued before the U.S. Supreme Court in November 2020 and has been stayed pending the U.S. Supreme Court’s decision, continue to contribute to this uncertainty.

At Anthem, we strive to improve the health of humanity.

We focus on ensuring quality products and services that give members access to the care they need.

At the same time, we will focus on earnings, organic membership growth, improvements in our operating cost structure, strategic acquisitions and the efficient use of capital.

In March 2020, the World Health Organization declared the outbreak of a novel strain of coronavirus (“COVID-19”) a global health pandemic.

As the COVID-19 pandemic continues, we remain focused on increasing access and coverage for our members, making changes to our membership benefits and business operations and adapting tools and policies to assist consumers and care providers, including:

- Waiving cost-sharing for COVID-19 diagnostic tests and treatment;

- Providing expanded telehealth coverage for our Medicare and Medicaid plans, where permissible, and waiving cost-sharing for in-network telehealth visits, including telephonic visits and those for mental health;

- Providing expanded telehealth coverage for our members in fully-insured employer plans and Individual plans (we also waived cost-sharing for in-network telehealth and phone visits through September 30, 2020);

- Encouraging the use of home delivery services to enable access to necessary medications and relaxing early prescription refill policies for maintenance and specialty medications for our members in fully-insured employer plans and Individual plans at least through September 30, 2020, and for Medicare and Medicaid plans in accordance with applicable regulations;

- Providing a one-month premium credit to members enrolled in select individual plans and to fully insured employer group customers ranging from 10 to 15 percent of the monthly premium;

- Providing a one-month premium credit of 50 percent of the monthly premium to individuals in stand-alone and group dental plans;

- Leveraging data and advanced analytics to provide innovative solutions in response to the COVID-19 pandemic, and introducing a suite of digital tools that serve various functions, including providing member data and updates related to COVID-19, aggregating real-time COVID-19 data to present trends and predictions for our communities, and providing individuals with resources for mental health and free or reduced-cost programs that provide food, transportation, childcare and more;

- Providing support to care provider partners of our affiliated health plans to help them continue to focus on caring for patients, including funding and financial assistance, working with care providers to accelerate claims processing for outstanding accounts receivables, resolve claims where possible and appropriate, and accelerate payments to support state-specific Medicaid programs;

For the fiscal year ended December 31, [removed: 2020][added: 2021]

The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant (assuming solely for the purposes of this calculation that all directors and executive officers of the registrant are “affiliates”) as of June 30, [removed: 2020] [added: 2021] was approximately [removed: $66,230,779,383.][added: $93,007,966,095.]

As of February [removed: 4, 2021, 244,905,689] [added: 3, 2022, 241,304,369] shares of the registrant’s common stock were outstanding.

Part III of this Annual Report on Form 10-K incorporates by reference information from the registrant’s Definitive Proxy Statement for the Annual Meeting of Shareholders to be held May [removed: 26, 2021.][added: 18, 2022.]

For the Year Ended December 31, [removed: 2020][added: 2021]

| ITEM 1. | | | [removed: [BUSINESS](#iecc5f4b475e247c38c84a79c1336d448_13)] [added: [BUSINESS](#ief3a920211334d978f6dbc444677e314_13)] | | | [removed: [3](#iecc5f4b475e247c38c84a79c1336d448_13)] [added: [3](#ief3a920211334d978f6dbc444677e314_13)] | | |

| ITEM 1A. | | | [RISK [removed: FACTORS](#iecc5f4b475e247c38c84a79c1336d448_16)] [added: FACTORS](#ief3a920211334d978f6dbc444677e314_16)] | | | [removed: [25](#iecc5f4b475e247c38c84a79c1336d448_16)] [added: [23](#ief3a920211334d978f6dbc444677e314_16)] | | |

| ITEM 1B. | | | [UNRESOLVED SEC STAFF [removed: COMMENTS](#iecc5f4b475e247c38c84a79c1336d448_19)] [added: COMMENTS](#ief3a920211334d978f6dbc444677e314_19)] | | | [removed: [39](#iecc5f4b475e247c38c84a79c1336d448_19)] [added: [38](#ief3a920211334d978f6dbc444677e314_19)] | | |

| ITEM 2. | | | [removed: [PROPERTIES](#iecc5f4b475e247c38c84a79c1336d448_22)] [added: [PROPERTIES](#ief3a920211334d978f6dbc444677e314_22)] | | | [removed: [40](#iecc5f4b475e247c38c84a79c1336d448_22)] [added: [38](#ief3a920211334d978f6dbc444677e314_22)] | | |

| ITEM 3. | | | [LEGAL [removed: PROCEEDINGS](#iecc5f4b475e247c38c84a79c1336d448_25)] [added: PROCEEDINGS](#ief3a920211334d978f6dbc444677e314_25)] | | | [removed: [40](#iecc5f4b475e247c38c84a79c1336d448_25)] [added: [38](#ief3a920211334d978f6dbc444677e314_25)] | | |

| ITEM 4. | | | [MINE SAFETY [removed: DISCLOSURES](#iecc5f4b475e247c38c84a79c1336d448_28)] [added: DISCLOSURES](#ief3a920211334d978f6dbc444677e314_28)] | | | [removed: [40](#iecc5f4b475e247c38c84a79c1336d448_28)] [added: [38](#ief3a920211334d978f6dbc444677e314_28)] | | |

| ITEM 5. | | | [MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY [removed: SECURITIES](#iecc5f4b475e247c38c84a79c1336d448_34)] [added: SECURITIES](#ief3a920211334d978f6dbc444677e314_34)] | | | [removed: [41](#iecc5f4b475e247c38c84a79c1336d448_34)] [added: [39](#ief3a920211334d978f6dbc444677e314_34)] | | |

| ITEM 7. | | | [MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF [removed: OPERATIONS](#iecc5f4b475e247c38c84a79c1336d448_40)] [added: OPERATIONS](#ief3a920211334d978f6dbc444677e314_40)] | | | [removed: [44](#iecc5f4b475e247c38c84a79c1336d448_40)] [added: [41](#ief3a920211334d978f6dbc444677e314_40)] | | |

| ITEM 7A. | | | [QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET [removed: RISK](#iecc5f4b475e247c38c84a79c1336d448_58)] [added: RISK](#ief3a920211334d978f6dbc444677e314_58)] | | | [removed: [70](#iecc5f4b475e247c38c84a79c1336d448_58)] [added: [66](#ief3a920211334d978f6dbc444677e314_58)] | | |

| ITEM 8. | | | [FINANCIAL STATEMENTS AND SUPPLEMENTARY [removed: DATA](#iecc5f4b475e247c38c84a79c1336d448_61)] [added: DATA](#ief3a920211334d978f6dbc444677e314_61)] | | | [removed: [73](#iecc5f4b475e247c38c84a79c1336d448_61)] [added: [68](#ief3a920211334d978f6dbc444677e314_61)] | | |

| ITEM 9. | | | [CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL [removed: DISCLOSURE](#iecc5f4b475e247c38c84a79c1336d448_190)] [added: DISCLOSURE](#ief3a920211334d978f6dbc444677e314_193)] | | | [removed: [145](#iecc5f4b475e247c38c84a79c1336d448_190)] [added: [138](#ief3a920211334d978f6dbc444677e314_193)] | | |

| ITEM 9A. | | | [CONTROLS AND [removed: PROCEDURES](#iecc5f4b475e247c38c84a79c1336d448_193)] [added: PROCEDURES](#ief3a920211334d978f6dbc444677e314_196)] | | | [removed: [145](#iecc5f4b475e247c38c84a79c1336d448_193)] [added: [138](#ief3a920211334d978f6dbc444677e314_196)] | | |

| ITEM 9B. | | | [OTHER [removed: INFORMATION](#iecc5f4b475e247c38c84a79c1336d448_196)] [added: INFORMATION](#ief3a920211334d978f6dbc444677e314_199)] | | | [removed: [148](#iecc5f4b475e247c38c84a79c1336d448_196)] [added: [141](#ief3a920211334d978f6dbc444677e314_199)] | | |

| ITEM 10. | | | [DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE [removed: GOVERNANCE](#iecc5f4b475e247c38c84a79c1336d448_202)] [added: GOVERNANCE](#ief3a920211334d978f6dbc444677e314_205)] | | | [removed: [148](#iecc5f4b475e247c38c84a79c1336d448_202)] [added: [141](#ief3a920211334d978f6dbc444677e314_205)] | | |

| ITEM 11. | | | [EXECUTIVE [removed: COMPENSATION](#iecc5f4b475e247c38c84a79c1336d448_205)] [added: COMPENSATION](#ief3a920211334d978f6dbc444677e314_208)] | | | [removed: [148](#iecc5f4b475e247c38c84a79c1336d448_205)] [added: [141](#ief3a920211334d978f6dbc444677e314_208)] | | |

| ITEM 12. | | | [SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER [removed: MATTERS](#iecc5f4b475e247c38c84a79c1336d448_208)] [added: MATTERS](#ief3a920211334d978f6dbc444677e314_211)] | | | [removed: [148](#iecc5f4b475e247c38c84a79c1336d448_208)] [added: [141](#ief3a920211334d978f6dbc444677e314_211)] | | |

| ITEM 13. | | | [CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR [removed: INDEPENDENCE](#iecc5f4b475e247c38c84a79c1336d448_211)] [added: INDEPENDENCE](#ief3a920211334d978f6dbc444677e314_214)] | | | [removed: [149](#iecc5f4b475e247c38c84a79c1336d448_211)] [added: [142](#ief3a920211334d978f6dbc444677e314_214)] | | |

| ITEM 14. | | | [PRINCIPAL ACCOUNTANT FEES AND [removed: SERVICES](#iecc5f4b475e247c38c84a79c1336d448_214)] [added: SERVICES](#ief3a920211334d978f6dbc444677e314_217)] | | | [removed: [149](#iecc5f4b475e247c38c84a79c1336d448_214)] [added: [142](#ief3a920211334d978f6dbc444677e314_217)] | | |

| ITEM 15. | | | [EXHIBITS AND FINANCIAL STATEMENT [removed: SCHEDULES](#iecc5f4b475e247c38c84a79c1336d448_220)] [added: SCHEDULES](#ief3a920211334d978f6dbc444677e314_223)] | | | [removed: [150](#iecc5f4b475e247c38c84a79c1336d448_220)] [added: [143](#ief3a920211334d978f6dbc444677e314_223)] | | |

| ITEM 16. | | | FORM 10-K SUMMARY | | | [removed: [154](#iecc5f4b475e247c38c84a79c1336d448_223)] [added: [147](#ief3a920211334d978f6dbc444677e314_226)] | | |

These risks and uncertainties include, but are not limited to: the impact of large scale medical emergencies, such as public health epidemics and pandemics, including COVID-19, and catastrophes; trends in healthcare costs and utilization rates; our ability to secure sufficient premium rates, including regulatory approval for and implementation of such rates; the impact of [removed: federal and] [added: federal,] state [added: and international law and] regulation, including ongoing changes in the Patient Protection and Affordable Care Act and the Health Care and Education Reconciliation Act of 2010, as [removed: amended (collectively, the “ACA”), and the ultimate outcome of legal challenges to the ACA;] [added: amended;] changes in economic and market conditions, as well as regulations that may negatively affect our liquidity and investment portfolios; our ability to contract with providers on cost-effective and competitive terms; competitive pressures and our ability to adapt to changes in the industry and develop and implement strategic growth opportunities; reduced enrollment; [added: the impact of a cyber-attack or other cyber security breach resulting in] unauthorized disclosure of member or employee sensitive or confidential information, including the impact and outcome of any investigations, inquiries, claims and litigation related thereto; risks and uncertainties regarding Medicare and Medicaid programs, including those related to non-compliance with the complex regulations imposed thereon; our ability to maintain and achieve improvement in Centers for Medicare and Medicaid Services Star ratings and other quality scores and funding risks with respect to revenue received from participation therein; a negative change in our healthcare product mix; costs and other liabilities associated with litigation, government investigations, audits or reviews; [removed: the ultimate outcome of litigation between Cigna Corporation, and us related to the merger agreement between the parties and the potential for such litigation to cause us to incur substantial additional costs, including potential settlement and judgment costs;] risks and uncertainties related to our pharmacy benefit management (“PBM”) business, including non-compliance by any party with the PBM services agreement between us and CaremarkPCS Health, L.L.C.; medical malpractice or professional liability claims or other risks related to healthcare and PBM services provided by our subsidiaries; general risks associated with mergers, acquisitions, joint ventures and strategic alliances; [added: changes in tax laws;] possible impairment of the value of our intangible assets if future results do not adequately support goodwill and other intangible assets; possible restrictions in the payment of dividends from our subsidiaries and increases in required minimum levels of capital; our ability to repurchase shares of our common stock and pay dividends on our common stock due to the adequacy of our cash flow and earnings and other considerations; the potential negative effect from our substantial amount of outstanding indebtedness; a downgrade in our financial strength ratings; the effects of any negative publicity related to the health benefits industry in general or us in particular; failure to effectively maintain and modernize our information systems; events that may negatively affect our licenses with the Blue Cross and Blue Shield Association; [removed: the impact of international laws and regulations; changes in U.S. tax laws;] intense competition to attract and retain employees; [added: risks associated with our international operations;] and various laws and provisions in our governing documents that may prevent or discourage takeovers and business combinations.

| [PART I](#ief3a920211334d978f6dbc444677e314_10) | | | | | | | | |

| [PART II](#ief3a920211334d978f6dbc444677e314_31) | | | | | | | | |

| ITEM 6. | | | [\[RESERVED\]](#ief3a920211334d978f6dbc444677e314_37) | | | [40](#ief3a920211334d978f6dbc444677e314_37) | | |

| ITEM 9C. | | | [DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS](#ief3a920211334d978f6dbc444677e314_2356) | | | [141](#ief3a920211334d978f6dbc444677e314_2356) | | |

| [PART III](#ief3a920211334d978f6dbc444677e314_202) | | | | | | | | |

| [PART IV](#ief3a920211334d978f6dbc444677e314_220) | | | | | | | | |

| [SIGNATURES](#ief3a920211334d978f6dbc444677e314_277) | | | | | | [154](#ief3a920211334d978f6dbc444677e314_277) | | |

| [PART I](#iecc5f4b475e247c38c84a79c1336d448_10) | | | | | | | | |

| [PART II](#iecc5f4b475e247c38c84a79c1336d448_31) | | | | | | | | |

| ITEM 6. | | | [SELECTED FINANCIAL DATA](#iecc5f4b475e247c38c84a79c1336d448_37) | | | [43](#iecc5f4b475e247c38c84a79c1336d448_37) | | |

| [PART III](#iecc5f4b475e247c38c84a79c1336d448_199) | | | | | | | | |

| [PART IV](#iecc5f4b475e247c38c84a79c1336d448_217) | | | | | | | | |

| [SIGNATURES](#iecc5f4b475e247c38c84a79c1336d448_271) | | | | | | [161](#iecc5f4b475e247c38c84a79c1336d448_271) | | |

\-39-

We believe that our properties are adequate and suitable for our business as presently conducted; however, we are continuing to evaluate our real estate strategy as it relates to the impact of the COVID-19 pandemic and the changing needs of a more [added: hybrid] remote [added: and in-office] workforce.

In the fourth quarter of 2021, we identified additional reductions of office space.

\-38-

\-40-

As of February [removed: 4, 2021,] [added: 3, 2022,] there were [removed: 55,764] [added: 53,071] shareholders of record of our common stock.

1Total number of shares purchased includes [removed: 22,813] [added: 5,097] shares delivered to or withheld by us in connection with employee payroll tax withholding upon exercise or vesting of stock awards.

During the year ended December 31, [removed: 2020,] [added: 2021,] we repurchased [removed: 9,429,067] [added: 5,115,180] shares at an aggregate cost of [removed: $2,700] [added: $1,900] under the program, including the cost of options to purchase shares.

The following Performance Graph and related information compares the cumulative total return to shareholders of our common stock for the period from December 31, [removed: 2015] [added: 2016] through December 31, [removed: 2020,] [added: 2021,] with the cumulative total return over such period of (i) the Standard & Poor’s 500 Stock Index (the “S&P 500 Index”) and (ii) the Standard & Poor’s Managed Health Care Index (the “S&P Managed Health Care Index”).

The graph assumes an investment of $100 on December 31, [removed: 2015] [added: 2016] in each of our common stock, the S&P 500 Index and the S&P Managed Health Care Index (and the reinvestment of all dividends).

[removed: ][added: ]

| | | | | | | [removed: 2015] [added: 2016] | | | | | | [removed: 2016] [added: 2017] | | | | | | [removed: 2017] [added: 2018] | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | |

Based upon an initial investment of $100 on December 31, [removed: 2015] [added: 2016] with dividends reinvested.

| October 1, 2021 to October 31, 2021 | | | | | | | | | 338,170 | | | | | | $ | 392.65 | | | | | 337,300 | | | | | | $ | 4,582 | |

| November 1, 2021 to November 30, 2021 | | | | | | | | | 335,984 | | | | | | 426.02 | | | | | | 334,722 | | | | | | 4,439 | | |

| December 1, 2021 to December 31, 2021 | | | | | | | | | 580,970 | | | | | | 428.08 | | | | | | 578,005 | | | | | | 4,192 | | |

| | | | | | | | | | 1,255,124 | | | | | | | | | | | | 1,250,027 | | | | | | | | |

\-39-

| Anthem, Inc. | | | | | | $ | 100 | | | | | $ | 159 | | | | | $ | 187 | | | | | $ | 218 | | | | | $ | 235 | | | | | $ | 343 | |

| S&P 500 Index | | | | | | 100 | | | | | | 122 | | | | | | 116 | | | | | | 153 | | | | | | 181 | | | | | | 233 | | |

| S&P Managed Health Care Index | | | | | | 100 | | | | | | 144 | | | | | | 160 | | | | | | 192 | | | | | | 222 | | | | | | 314 | | |

| October 1, 2020 to October 31, 2020 | | | | | | | | | 1,236,624 | | | | | | $ | 288.64 | | | | | 1,234,200 | | | | | | $ | 2,093 | |

| November 1, 2020 to November 30, 2020 | | | | | | | | | 1,483,621 | | | | | | 310.05 | | | | | | 1,481,675 | | | | | | 1,634 | | |

| December 1, 2020 to December 31, 2020 | | | | | | | | | 1,744,143 | | | | | | 314.04 | | | | | | 1,725,700 | | | | | | 1,092 | | |

| | | | | | | | | | 4,464,388 | | | | | | | | | | | | 4,441,575 | | | | | | | | |

\-41-

| Anthem, Inc. | | | | | | $ | 100 | | | | | $ | 105 | | | | | $ | 167 | | | | | $ | 197 | | | | | $ | 229 | | | | | $ | 247 | |

| S&P 500 Index | | | | | | 100 | | | | | | 112 | | | | | | 136 | | | | | | 130 | | | | | | 171 | | | | | | 203 | | |

| S&P Managed Health Care Index | | | | | | 100 | | | | | | 120 | | | | | | 172 | | | | | | 191 | | | | | | 229 | | | | | | 266 | | |

\-42-

\-40-

The table below provides selected consolidated financial data of Anthem.

The information has been derived from our consolidated financial statements for each of the years in the five-year period ended December 31, 2020.

You should read this selected consolidated financial data in conjunction with the audited consolidated financial statements and notes as of and for the year ended December 31, 2020 included in Part II, Item 8 “Financial Statements and Supplementary Data,” and Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in this Annual Report on Form 10-K.

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

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

| | | | | | | As of and for the Years Ended December 31 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | 2020 1 | | | | | | 2019 | | | | | | 2018 1 | | | | | | 2017 1 | | | | | | 2016 | | |

| *(in millions, except where indicated and except per share data)* | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Income Statement Data | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Total operating revenue2 | | | | | | $ | 120,808 | | | | | $ | 103,141 | | | | | $ | 91,341 | | | | | $ | 89,061 | | | | | $ | 84,194 | |

| Total revenues | | | | | | 121,867 | | | | | | 104,213 | | | | | | 92,105 | | | | | | 90,040 | | | | | | 84,863 | | |

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

| Net income | | | | | | 4,572 | | | | | | 4,807 | | | | | | 3,750 | | | | | | 3,843 | | | | | | 2,470 | | |

| Per Share Data | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Basic net income per share | | | | | | $ | 18.23 | | | | | $ | 18.81 | | | | | $ | 14.53 | | | | | $ | 14.70 | | | | | $ | 9.39 | |

| Diluted net income per share | | | | | | 17.98 | | | | | | 18.47 | | | | | | 14.19 | | | | | | 14.35 | | | | | | 9.21 | | |

| Dividends per share | | | | | | 3.80 | | | | | | 3.20 | | | | | | 3.00 | | | | | | 2.70 | | | | | | 2.60 | | |

| Other Data (unaudited) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Benefit expense ratio3 | | | | | | 84.6 | | % | | | | 86.8 | | % | | | | 84.2 | | % | | | | 86.4 | | % | | | | 84.8 | | % |

| Selling, general and administrative expense ratio4 | | | | | | 14.4 | | % | | | | 13.0 | | % | | | | 15.3 | | % | | | | 14.2 | | % | | | | 14.9 | | % |

| Income before income tax expense as a percentage of total revenues | | | | | | 5.1 | | % | | | | 5.7 | | % | | | | 5.5 | | % | | | | 4.4 | | % | | | | 5.4 | | % |

| Net income as a percentage of total revenues | | | | | | 3.8 | | % | | | | 4.6 | | % | | | | 4.1 | | % | | | | 4.3 | | % | | | | 2.9 | | % |

| Medical membership (*in thousands*) | | | | | | 42,925 | | | | | | 41,000 | | | | | | 39,938 | | | | | | 40,299 | | | | | | 39,940 | | |

| Balance Sheet Data | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Cash and investments5 | | | | | | $ | 31,295 | | | | | $ | 26,127 | | | | | $ | 22,639 | | | | | $ | 25,179 | | | | | $ | 23,263 | |

| Total assets | | | | | | 86,615 | | | | | | 77,453 | | | | | | 71,571 | | | | | | 70,540 | | | | | | 65,083 | | |

| Long-term debt, less current portion | | | | | | 19,335 | | | | | | 17,787 | | | | | | 17,217 | | | | | | 17,382 | | | | | | 14,359 | | |

| Total liabilities | | | | | | 53,416 | | | | | | 45,725 | | | | | | 43,030 | | | | | | 44,037 | | | | | | 39,982 | | |

| Total shareholders’ equity | | | | | | 33,199 | | | | | | 31,728 | | | | | | 28,541 | | | | | | 26,503 | | | | | | 25,101 | | |

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

1The net assets of and results of operations for Beacon, America’s 1st Choice and HealthSun are included from their respective acquisition dates of February 28, 2020, February 15, 2018 and December 21, 2017, respectively.

2Operating revenue is obtained by adding premiums, product revenue, and administrative fees and other revenue.

3The benefit expense ratio represents benefit expenses as a percentage of premium revenue.

4The selling, general and administrative expense ratio represents selling, general and administrative expenses as a percentage of total operating revenue.

5Cash and investments is obtained by adding cash and cash equivalents, current and long-term fixed maturity securities and equity securities.

\-43-

Years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018][added: 2019]

| Report of Independent Registered Public Accounting Firm [added: (PCAOB ID:42)] | | | [removed: [74](#iecc5f4b475e247c38c84a79c1336d448_64)] [added: [69](#ief3a920211334d978f6dbc444677e314_64)] | | |

| Consolidated Balance Sheets | | | [removed: [76](#iecc5f4b475e247c38c84a79c1336d448_67)] [added: [71](#ief3a920211334d978f6dbc444677e314_67)] | | |

| Consolidated Statements of Income | | | [removed: [77](#iecc5f4b475e247c38c84a79c1336d448_73)] [added: [72](#ief3a920211334d978f6dbc444677e314_73)] | | |

| Consolidated Statements of Comprehensive Income | | | [removed: [78](#iecc5f4b475e247c38c84a79c1336d448_76)] [added: [73](#ief3a920211334d978f6dbc444677e314_76)] | | |

| Consolidated Statements of Cash Flows | | | [removed: [79](#iecc5f4b475e247c38c84a79c1336d448_79)] [added: [74](#ief3a920211334d978f6dbc444677e314_79)] | | |

| Consolidated Statements of Shareholders’ Equity | | | [removed: [80](#iecc5f4b475e247c38c84a79c1336d448_82)] [added: [75](#ief3a920211334d978f6dbc444677e314_82)] | | |

| Notes to Consolidated Financial Statements | | | [removed: [81](#iecc5f4b475e247c38c84a79c1336d448_85)] [added: [76](#ief3a920211334d978f6dbc444677e314_85)] | | |

We have audited the accompanying consolidated balance sheets of Anthem, Inc. (the Company) as of December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] the related consolidated statements of income, comprehensive income, shareholders’ equity, and cash flows for each of the three years in the period ended December 31, [removed: 2020,] [added: 2021,] and the related notes and financial statement schedule listed in the Index at Item 15(c) (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2020,] [added: 2021,] 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: 2020,] [added: 2021,] based on criteria established in Internal [removed: Control—Integrated] [added: Control-Integrated] Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February [removed: 18, 2021] [added: 16, 2022] expressed an unqualified opinion thereon.

| Description of the Matter | | | | | | Medical claims payable was [removed: $11,359] [added: $13,518] million at December 31, [removed: 2020,] [added: 2021,] a significant portion of which related to the Company’s estimate for claims that are incurred but not paid. As discussed in Note 2 to the consolidated financial statements, the Company’s liability for incurred but not paid claims is determined using actuarial methods that include a number of factors and assumptions, including completion factors, which represent the average percentage of total incurred claims that have been paid through a given date after being incurred based on historical paid claims data, and trend factors, which represent an estimate of claims expense based on recent claims expense levels and healthcare cost levels. There is significant uncertainty inherent in determining management’s best estimate of completion and trend factors, which are used to calculate actuarial estimates of incurred but not paid claims. | | |

| [removed: | | |] December 31, 2020 | | | | | | [removed: December 31, 2019] | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | |]

| Cash and cash equivalents | | | $ | [removed: 5,741] [added: 4,880] | | | | | $ | [removed: 4,937] [added: 5,741] | |

| Fixed maturity [removed: securities, current] [added: securities] (amortized cost of [removed: $22,222] [added: $25,641] and [removed: $19,021;] [added: $22,222;] allowance for credit losses of [removed: $7] [added: $6] and [removed: $0)] [added: $7)] | | | [removed: 23,433] [added: 26,267] | | | | | | [removed: 19,676] [added: 23,433] | | |

| Equity securities | | | [removed: 1,559] [added: 1,881] | | | | | | [removed: 1,009] [added: 1,559] | | |

| Premium receivables | | | [removed: 5,279] [added: 5,681] | | | | | | [removed: 5,014] [added: 5,279] | | |

| Self-funded receivables | | | [removed: 2,849] [added: 4,010] | | | | | | [removed: 2,570] [added: 2,849] | | |

| Other receivables | | | [removed: 2,830] [added: 3,749] | | | | | | [removed: 2,807] [added: 2,830] | | |

| Other current assets | | | [removed: 4,060] [added: 4,654] | | | | | | [removed: 3,020] [added: 4,060] | | |

| Total current assets | | | [removed: 45,751] [added: 51,122] | | | | | | [removed: 39,033] [added: 45,751] | | |

| Fixed maturity securities (amortized cost of [removed: $532] [added: $616] and [removed: $487;] [added: $532;] allowance for credit losses of $0 and $0) | | | [removed: 562] [added: 632] | | | | | | [removed: 505] [added: 562] | | |

| Other invested assets | | | [removed: 4,285] [added: 5,225] | | | | | | [removed: 4,258] [added: 4,285] | | |

| Property and equipment, net | | | [removed: 3,483] [added: 3,919] | | | | | | [removed: 3,133] [added: 3,483] | | |

| Goodwill | | | [removed: 21,691] [added: 24,228] | | | | | | [removed: 20,500] [added: 21,691] | | |

| Other intangible assets | | | [removed: 9,405] [added: 10,615] | | | | | | [removed: 8,674] [added: 9,405] | | |

| Other noncurrent assets | | | [removed: 1,438] [added: 1,719] | | | | | | [removed: 1,350] [added: 1,438] | | |

| Total assets | | | $ | [removed: 86,615] [added: 97,460] | | | | | $ | [removed: 77,453] [added: 86,615] | |

| Medical claims payable | | | $ | [removed: 11,359] [added: 13,518] | | | | | $ | [removed: 8,842] [added: 11,359] | |

| Other policyholder liabilities | | | [removed: 4,590] [added: 5,521] | | | | | | [removed: 3,050] [added: 4,590] | | |

| Unearned income | | | [removed: 1,259] [added: 1,153] | | | | | | [removed: 1,017] [added: 1,259] | | |

| Accounts payable and accrued expenses | | | [removed: 5,493] [added: 4,970] | | | | | | [removed: 4,198] [added: 5,493] | | |

| Short-term borrowings | | | [removed: —] [added: 275] | | | | | | [removed: 700] [added: —] | | |

| Current portion of long-term debt | | | [removed: 700] [added: 1,599] | | | | | | [removed: 1,598] [added: 700] | | |

| Other current liabilities | | | [removed: 6,052] [added: 7,849] | | | | | | [removed: 4,127] [added: 6,052] | | |

| Total current liabilities | | | [removed: 29,453] [added: 34,885] | | | | | | [removed: 23,532] [added: 29,453] | | |

| Long-term debt, less current portion | | | [removed: 19,335] [added: 21,157] | | | | | | [removed: 17,787] [added: 19,335] | | |

| Reserves for future policy benefits | | | [removed: 794] [added: 802] | | | | | | [removed: 759] [added: 794] | | |

| Deferred tax liabilities, net | | | [removed: 2,019] [added: 2,805] | | | | | | [removed: 2,227] [added: 2,019] | | |

| Other noncurrent liabilities | | | [removed: 1,815] [added: 1,683] | | | | | | [removed: 1,420] [added: 1,815] | | |

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February 16, 2022

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| Noncontrolling interests | | | 68 | | | | | | — | | |

\-71-

| Net loss attributable to noncontrolling interests | | | 9 | | | | | | — | | | | | | — | | |

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| Net loss attributable to noncontrolling interests | | | 9 | | | | | | — | | | | | | — | | |

| Other comprehensive loss attributable to noncontrolling interests | | | 2 | | | | | | — | | | | | | — | | |

| Equity in net earnings of other invested assets | | | (562) | | | | | | (51) | | | | | | (93) | | |

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| Net income | | | — | | | | | | — | | | | | | — | | | | | | 6,104 | | | | | | — | | | | | | (9) | | | | | | 6,095 | | |

| Accumulated noncontrolling interest | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 79 | | | | | | 79 | | |

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| Repurchase and retirement of common stock | | | (5.1) | | | | | | (1) | | | | | | (192) | | | | | | (1,707) | | | | | | — | | | | | | — | | | | | | (1,900) | | |

| December 31, 2021 | | | 241.8 | | | | | | $ | 2 | | | | | $ | 9,148 | | | | | $ | 27,088 | | | | | $ | (178) | | | | | $ | 68 | | | | | $ | 36,128 | |

December 31, 2021

PBM services are offered through our IngenioRx, Inc. (“IngenioRx”) subsidiary.

Our most significant estimate relates to estimates and judgments for medical claims payable.

Certain marketable equity securities are held to satisfy contractual obligations, and are reported under the caption “Other invested assets” in our consolidated balance sheets.

The Internal Revenue Code subjects a U.S. shareholder to tax on Global Intangible Low-Taxed Income (“GILTI”) earned by certain foreign subsidiaries.

We have elected to account for GILTI tax in the year the tax is incurred.

value of net assets acquired.

Our reserving practice for claim liabilities is to consistently recognize the appropriate amount of reserve within a level of confidence required by Actuarial Standards of Practice.

In addition, profit amounts included in our payments to third-party administrative service providers are recorded as benefit expense in our consolidated GAAP financial

amount of the ROU asset, an impairment calculation is performed.

We adopted ASU 2020-06 on January 1, 2022 and are using the modified retrospective transition method which resulted in an increase to our reported debt outstanding and a corresponding cumulative-effect reduction to opening retained earnings; the amounts are not material to our overall consolidated financial position.

Use of the if-converted method is not expected to have a material impact on our overall earnings per share calculation.

ASU 2016-13 introduces a current

Completed Acquisitions

During the year ended December 31, 2021, the Company completed business combinations for total cash consideration of approximately $4,021.

These acquisitions included myNEXUS, Inc. (“myNEXUS”), a comprehensive home-based nursing management company for payors, and MMM Holdings, LLC (“MMM”), including its Medicare Advantage plan, Medicaid plan, and other affiliated companies.

The purchase price was allocated to the tangible and intangible net assets acquired based on management's final estimates of their fair values, of which $1,577 has been allocated to finite-lived intangible assets, $20 to indefinite-lived intangible assets, and $2,521 to goodwill.

The majority of goodwill is not deductible for income tax purposes.

During the year ended December 31, 2020, the Company completed business combinations for total cash consideration of approximately $2,488.

These acquisitions included Beacon Health Options, Inc. (“Beacon”) a behavioral health managed care organization.

February 18, 2021

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

| Proceeds from issuance of common stock under Equity Units stock purchase contracts | | | — | | | | | | — | | | | | | 1,250 | | |

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

| January 1, 2018 | | | 256.1 | | | | | | $ | 3 | | | | | $ | 8,547 | | | | | $ | 18,374 | | | | | $ | (421) | | | | | $ | 26,503 | |

| Issuance of common stock under Equity Units stock purchase contracts | | | 6.0 | | | | | | — | | | | | | 1,250 | | | | | | — | | | | | | — | | | | | | 1,250 | | |

| Premiums for and settlement of equity options | | | — | | | | | | — | | | | | | 1 | | | | | | — | | | | | | — | | | | | | 1 | | |

| Repurchase and retirement of common stock | | | (6.8) | | | | | | — | | | | | | (243) | | | | | | (1,442) | | | | | | — | | | | | | (1,685) | | |

| December 31, 2018 | | | 257.4 | | | | | | 3 | | | | | | 9,536 | | | | | | 19,988 | | | | | | (986) | | | | | | 28,541 | | |

| Adoption of Accounting Standards Update No. 2016-02 | | | — | | | | | | — | | | | | | — | | | | | | 26 | | | | | | — | | | | | | 26 | | |

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| Adoption of Accounting Standards Update No. 2016-13 (Note 2) | | | — | | | | | | — | | | | | | — | | | | | | (35) | | | | | | — | | | | | | (35) | | |

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Anthem, Inc.

Our managed care plans include: Preferred Provider Organizations (“PPOs”); Health Maintenance Organizations (“HMOs”); Point-of-Service plans; traditional indemnity plans and other hybrid plans, including Consumer-Driven Health Plans; and hospital only and limited benefit products.

Also, in the second quarter of 2019, we began providing PBM services through our IngenioRx subsidiary.

Anthem, Inc.

Notes to Consolidated Financial Statements (continued)

Notes to Consolidated Financial Statements (continued)

recognized and reported separately from goodwill.

This determination is made at the reporting unit level and consists of one step.

Actuarial Standards of Practice require that the claim liabilities be appropriate under moderately adverse circumstances.

The current portion of reserves for future policy benefits relates to the portion of such reserves that we expect to pay within one year.

If we do not meet or

Our share-based employee compensation plans and assumptions are described in Note 15, “Capital Stock.”

The HIP Fee was allocated to health insurers based on the ratio of the amount of an insurer’s net premium revenues written during the preceding calendar year to the amount of health insurance premium for all U.S. health risk for those certain lines of business written during the preceding calendar year.

We recorded our estimated liability for the HIP Fee in full at the beginning of the year with a corresponding deferred asset that was amortized on a straight-line basis to selling, general and administrative expense.

The final calculation and payment of the annual HIP Fee was due by September 30th of each fee year.

We carried out an evaluation as of December 31, [removed: 2020,] [added: 2021,] under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as defined in Rule 13a-15(e) of the Exchange Act.

The Company’s Internal Control is designed to provide reasonable assurance regarding the reliability of the Company’s financial reporting and the preparation of financial statements for external reporting purposes in accordance with [removed: U.S. generally accepted accounting principles (“GAAP”).][added: GAAP.]

Management, under the supervision and with the participation of the principal executive officer and principal financial officer, assessed the effectiveness of the Company’s Internal Control as of December 31, [removed: 2020.][added: 2021.]

As permitted by the U.S. Securities and Exchange Commission, [removed: management's] [added: management’s] assessment as of December 31, [removed: 2020] [added: 2021] did not include the Internal Control of [removed: Beacon Health Options, Inc.,] [added: myNEXUS, Inc. and MMM Holdings, LLC,] which [removed: is] [added: are] included in the Company's consolidated financial statements as of December 31, [removed: 2020.][added: 2021.]

Such operations of [removed: Beacon Health Options,] [added: myNEXUS,] Inc. [added: and MMM Holdings, LLC] constituted [removed: 3%] [added: 5%] and [removed: 6%] [added: 11%] of the [removed: Company's] [added: Company’s] total assets and net assets, respectively, as of December 31, [removed: 2020,] [added: 2021,] and 2% and 0% of the Company's total revenues and net income for the year then ended.

Based on management’s assessment, which excluded [removed: an assessment] [added: assessments] of Internal Control of [removed: Beacon Health Options, Inc.,] [added: myNEXUS, Inc. and MMM Holdings, LLC,] management has concluded that the Company’s Internal Control was effective as of December 31, [removed: 2020] [added: 2021] to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with GAAP.

Ernst & Young LLP, the Company’s independent registered public accounting firm, has audited the consolidated financial statements of the Company for the year ended December 31, [removed: 2020,] [added: 2021,] and has also issued an audit report dated February [removed: 18, 2021,] [added: 16, 2022,] on the effectiveness of the Company’s Internal Control as of December 31, [removed: 2020,] [added: 2021,] which is included in this Annual Report on Form 10-K.

There have been no changes in our internal control over financial reporting that occurred during the three months ended December 31, [removed: 2020] [added: 2021] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

We have audited Anthem, Inc.’s internal control over financial reporting as of December 31, [removed: 2020,] [added: 2021,] based on criteria established in Internal Control–Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, Anthem, Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2020,] [added: 2021,] based on the COSO criteria.

As indicated in the accompanying Management’s Report on Internal Control Over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of [removed: Beacon Health Options, Inc.,] [added: myNEXUS, Inc. and MMM Holdings, LLC,] which [removed: is] [added: are] included in the [removed: 2020] [added: 2021] consolidated financial statements of the Company and constituted [removed: 3%] [added: 5%] and [removed: 6%] [added: 11%] of total and net assets, respectively, as of December 31, [removed: 2020] [added: 2021] and 2% and 0% of revenues and net income, respectively, for the year then ended.

Our audit of internal control over financial reporting of the Company also did not include [removed: an evaluation] [added: evaluations] of the internal control over financial reporting of [removed: Beacon Health Options,] [added: myNEXUS,] Inc. [added: and MMM Holdings, LLC.]

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of Anthem, Inc. as of December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] the related consolidated statements of income, comprehensive income, shareholders’ equity and cash flows for each of the three years in the period ended December 31, [removed: 2020,] [added: 2021,] and the related notes and financial statement schedule listed in the Index at Item 15(c) and our report dated February [removed: 18, 2021] [added: 16, 2022] expressed an unqualified opinion thereon.

Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, [removed: and performing such other procedures as we considered necessary in the circumstances.]

The Company completed its acquisitions of myNEXUS, Inc. and MMM Holdings, LLC on April 28, 2021 and June 29, 2021, respectively.

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and performing such other procedures as we considered necessary in the circumstances.

February 16, 2022

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\-145-

The Company completed its acquisition of Beacon Health Options, Inc. on February 28, 2020.

\-146-

February 18, 2021

\-147-

PART III

None.

PART III

The information required by this Item concerning our Executive [removed: Officers,] [added: Officers is included in Part I, Item 1, “Business - *Information about our Executive Officers.*” The information required by this Item concerning our] Directors and nominees for Director, [added: information about our] Audit Committee members and financial [removed: expert(s) and concerning] [added: expert(s),] disclosure of any delinquent filers under Section 16(a) of the Exchange Act and our Code of Conduct is incorporated herein by reference from our definitive Proxy Statement for our [removed: 2021] [added: 2022] Annual Meeting of Shareholders, which will be filed with the SEC pursuant to Regulation 14A within 120 days after the end of our last fiscal year.

The information required by this Item concerning remuneration of our Executive Officers and Directors, material transactions involving such Executive Officers and Directors and Compensation Committee interlocks, as well as the Compensation and Talent Committee Report and CEO Pay Ratio disclosure are incorporated herein by reference from our definitive Proxy Statement for our [removed: 2021] [added: 2022] Annual Meeting of Shareholders, which will be filed with the SEC pursuant to Regulation 14A within 120 days after the end of our last fiscal year.

Securities authorized for issuance under our equity compensation plans as of December 31, [removed: 2020] [added: 2021] are as follows:

2Includes shares that may be issued under the Anthem Incentive Compensation Plan and the Anthem 2017 Incentive Compensation Plan pursuant to the following outstanding awards: [removed: 3,071,776] [added: 2,878,054] stock options, [removed: 625,254] [added: 600,636] unvested restricted stock units, and [removed: 1,670,014] [added: 1,318,866] performance stock units (assuming that the outstanding performance stock units are earned at the maximum award level).

Includes [removed: 19,498,782] [added: 15,811,636] shares of common stock available for issuance as stock options, restricted stock awards, performance stock awards, performance awards and stock appreciation rights under the Anthem 2017 Incentive Compensation Plan at December 31, [removed: 2020.][added: 2021.]

Includes [removed: 4,640,873] [added: 4,472,123] shares of common stock available for issuance under the Stock Purchase Plan at December 31, [removed: 2020.][added: 2021.]

The information required by this Item concerning the stock ownership of management and five percent beneficial owners is incorporated herein by reference from our definitive Proxy Statement for our [removed: 2021] [added: 2022] Annual Meeting of [removed: Shareholders, which will be filed with the SEC pursuant to Regulation 14A within 120 days after the end of our last fiscal year.]

| Equity compensation plans approved by shareholders as of December 31, 2021 | | | 4,797,556 | | | $255.49 | | | 20,283,759 | | |

\-141-

Shareholders, which will be filed with the SEC pursuant to Regulation 14A within 120 days after the end of our last fiscal year.

| Equity compensation plans approved by shareholders as of December 31, 2020 | | | 5,367,044 | | | $230.00 | | | 24,139,655 | | |

\-148-

The information required by this Item concerning certain relationships and related person transactions and [removed: director] [added: Director] independence is incorporated herein by reference from our definitive Proxy Statement for our [removed: 2021] [added: 2022] Annual Meeting of Shareholders, which will be filed with the SEC pursuant to Regulation 14A within 120 days after the end of our last fiscal year.

The information required by this Item concerning principal accountant fees and services is incorporated herein by reference from our definitive Proxy Statement for our [removed: 2021] [added: 2022] Annual Meeting of Shareholders, which will be filed with the SEC pursuant to Regulation 14A within 120 days after the end of our last fiscal year.

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Consolidated Balance Sheets as of December 31, [removed: 2020] [added: 2021] and [removed: 2019][added: 2020]

Consolidated Statements of Income for the years ended December 31, [added: 2021,] 2020, [removed: 2019,] and [removed: 2018][added: 2019]

Consolidated Statements of Comprehensive Income for the years ended December 31, [added: 2021,] 2020, [removed: 2019,] and [removed: 2018][added: 2019]

Consolidated Statements of Shareholders’ Equity for the years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018][added: 2019]

Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018][added: 2019]

| 3.2 | | | | | | [Bylaws of the Company, as amended effective September 30, 2020, incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on October 6, [removed: 2020](https://www.sec.gov/Archives/edgar/data/1156039/000119312520264775/d84859dex31.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/1156039/000119312520264775/d84859dex31.htm)] | | | | | |

| | | | | | | [removed: (d)] [added: (i)] | | | [Form of [removed: 3.700%] [added: 3.500%] Notes due [removed: 2021,] [added: 2024,] incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed on August [removed: 15, 2011.](http://www.sec.gov/Archives/edgar/data/1156039/000119312511222847/dex43.htm)] [added: 12, 2014.](http://www.sec.gov/Archives/edgar/data/1156039/000119312514306698/d774115dex43.htm)] | | |

| | | | | | | [removed: (e)] [added: (d)] | | | [Form of 3.125% Notes due 2022, incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on May 7, 2012.](http://www.sec.gov/Archives/edgar/data/1156039/000119312512215126/d347251dex42.htm) | | |

| | | | | | | [removed: (f)] [added: (e)] | | | [Form of 4.625% Notes due 2042, incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed on May 7, 2012.](http://www.sec.gov/Archives/edgar/data/1156039/000119312512215126/d347251dex43.htm) | | |

| | | | | | | [removed: (g)] [added: (f)] | | | [Form of 3.300% Notes due 2023, incorporated by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed on September 10, 2012.](http://www.sec.gov/Archives/edgar/data/1156039/000119312512386056/d408375dex44.htm) | | |

| | | | | | | [removed: (h)] [added: (g)] | | | [Form of 4.650% Notes due 2043, incorporated by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K filed on September 10, 2012.](http://www.sec.gov/Archives/edgar/data/1156039/000119312512386056/d408375dex45.htm) | | |

| | | | | | | [removed: (i)] [added: (h)] | | | [Form of 5.100% Notes due 2044, incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed on July 31, 2013.](http://www.sec.gov/Archives/edgar/data/1156039/000119312513312857/d577328dex43.htm) | | |

| | | | | | | [removed: (j)] [added: (k)] | | | [Form of [removed: 3.500%] [added: 4.](http://www.sec.gov/Archives/edgar/data/1156039/000119312514306698/d774115dex45.htm)[8](http://www.sec.gov/Archives/edgar/data/1156039/000119312514306698/d774115dex45.htm)[50%] Notes due [removed: 2024,] [added: 20](http://www.sec.gov/Archives/edgar/data/1156039/000119312514306698/d774115dex45.htm)[5](http://www.sec.gov/Archives/edgar/data/1156039/000119312514306698/d774115dex45.htm)[4,] incorporated by reference to Exhibit [removed: 4.3 to] [added: 4.](http://www.sec.gov/Archives/edgar/data/1156039/000119312514306698/d774115dex45.htm)[5](http://www.sec.gov/Archives/edgar/data/1156039/000119312514306698/d774115dex45.htm) [to] the Company’s Current Report on Form 8-K filed on August 12, [removed: 2014.](http://www.sec.gov/Archives/edgar/data/1156039/000119312514306698/d774115dex43.htm)] [added: 2014.](http://www.sec.gov/Archives/edgar/data/1156039/000119312514306698/d774115dex45.htm)] | | |

| | | | | | | [removed: (k)] [added: (j)] | | | [Form of 4.650% Notes due 2044, incorporated by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed on August 12, 2014.](http://www.sec.gov/Archives/edgar/data/1156039/000119312514306698/d774115dex44.htm) | | |

| | | | | | | [removed: (l)] [added: (n)] | | | [Form of [removed: 4.850%] [added: 2.550%] Notes due [removed: 2054,] [added: 2031,] incorporated by reference to Exhibit [removed: 4.5] [added: 4.3] to the Company’s Current Report on Form 8-K filed on [removed: August 12, 2014.](http://www.sec.gov/Archives/edgar/data/1156039/000119312514306698/d774115dex45.htm)] [added: March 17, 2021.](http://www.sec.gov/Archives/edgar/data/1156039/000119312521084138/d160823dex43.htm)] | | |

| | | | | | | (j) | | | [Form of [removed: the] 2.250% Notes due 2030, incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on May 5, 2020.](https://www.sec.gov/Archives/edgar/data/1156039/000119312520133805/d926925dex42.htm) | | |

| | | | | | | (k) | | | [Form of [removed: the] 3.125% Notes due 2050, incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed on May 5, 2020.](https://www.sec.gov/Archives/edgar/data/1156039/000119312520133805/d926925dex43.htm) | | |

| 4.8 | | | | | | [Description of the Company’s Securities Registered Pursuant to Section 12 of the Exchange [removed: Act.](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000012/exhibit48-2020securitiesex.htm)] [added: Act, incorporated by reference to Exhibit 4.8 to the Company's Annual Report on Form 10-K for the year ended December 31, 2020.](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000012/exhibit48-2020securitiesex.htm)] | | | | | |

| | | | | | | [removed: (a)] [added: (c)] | | | [Form of [added: Amendment, dated March 9, 2016, to] Incentive Compensation Plan Nonqualified Stock Option Award Agreement for [removed: 2014,] [added: 2015,] incorporated by reference to Exhibit 10.2(p) to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, [removed: 2014.](http://www.sec.gov/Archives/edgar/data/1156039/000115603914000005/exhibit102p-20140331.htm)] [added: 2016](http://www.sec.gov/Archives/edgar/data/1156039/000115603916000020/exhibit102p-20160331.htm).] | | |

| | | | | | | [removed: (b)] [added: (a)] | | | [Form of Incentive Compensation Plan Nonqualified Stock Option Award Agreement for 2015, incorporated by reference to Exhibit 10.2(n) to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015.](http://www.sec.gov/Archives/edgar/data/1156039/000115603915000006/exhibit102n-20150331.htm) | | |

| | | | | | | [removed: (c)] [added: (b)] | | | [Form of Amendment, dated March 9, 2016, to Incentive Compensation Plan Nonqualified Stock Option Award Agreement for 2014, incorporated by reference to Exhibit 10.2(m) to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016.](http://www.sec.gov/Archives/edgar/data/1156039/000115603916000020/exhibit102m-20160331.htm) | | |

| | | | | | | (d) | | | [Form of [removed: Amendment, dated March 9, 2016, to] Incentive Compensation Plan Nonqualified Stock Option Award Agreement for [removed: 2015,] [added: 2016 and 2017,] incorporated by reference to Exhibit [removed: 10.2(p)] [added: 10.2(s)] to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, [removed: 2016](http://www.sec.gov/Archives/edgar/data/1156039/000115603916000020/exhibit102p-20160331.htm).] [added: 2016.](http://www.sec.gov/Archives/edgar/data/1156039/000115603916000020/exhibit102s-20160331.htm)] | | |

| | | | | | | [removed: (e)] [added: (c)] | | | [Form of Incentive Compensation Plan Nonqualified Stock Option Award Agreement for [removed: 2016 and 2017,] [added: 2019,] incorporated by reference to Exhibit [removed: 10.2(s)] [added: 10.2(l)] to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, [removed: 2016.](http://www.sec.gov/Archives/edgar/data/1156039/000115603916000020/exhibit102s-20160331.htm)] [added: 2019.](http://www.sec.gov/Archives/edgar/data/1156039/000115603919000007/exhibit102l-201933110qq120.htm)] | | |

| | | | | | | [removed: (f)] [added: (d)] | | | [Form of Incentive Compensation Plan Restricted Stock Unit Award Agreement for [removed: 2017,] [added: 2019,] incorporated by reference to Exhibit [removed: 10.2(t)] [added: 10.2(m)] to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, [removed: 2016.](http://www.sec.gov/Archives/edgar/data/1156039/000115603916000020/exhibit102t-20160331.htm)] [added: 2019.](http://www.sec.gov/Archives/edgar/data/1156039/000115603919000007/exhibit102m-201933110qq120.htm)] | | |

| | | | | | | [removed: (b)] [added: (j)] | | | [Form of Incentive Compensation [removed: Plan Restricted] [added: Plan](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000041/exhibit102nanthem2021restr.htm) [Restricted] Stock [removed: Unit Award] [added: Unit](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000041/exhibit102nanthem2021restr.htm) [Award] Agreement for [removed: 2018,] [added: 2021,] incorporated by reference to Exhibit [removed: 10.2(e)] [added: 10.2(n)] to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, [removed: 2018.](http://www.sec.gov/Archives/edgar/data/1156039/000115603918000005/exhibit102e-2018033110qq12.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000041/exhibit102nanthem2021restr.htm)] | | |

| | | | | | | [removed: (c)] [added: (e)] | | | [Form of Incentive Compensation Plan Performance Stock Unit Award Agreement for [removed: 2018,] [added: 2019,] incorporated by reference to Exhibit [removed: 10.2(f)] [added: 10.2(n)] to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, [removed: 2018.](http://www.sec.gov/Archives/edgar/data/1156039/000115603918000005/exhibit102f-2018033110qq12.htm)] [added: 2019.](http://www.sec.gov/Archives/edgar/data/1156039/000115603919000007/exhibit102n-201933110qq120.htm)] | | |

| | | | | | | [removed: (d)] [added: (b)] | | | [Form of Incentive Compensation Plan Nonqualified Stock Option Award Agreement commencing July 2018, incorporated by reference to Exhibit 10.2(h) to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2018.](http://www.sec.gov/Archives/edgar/data/1156039/000115603918000010/exhibit102h-2018063010qq22.htm) | | |

| | | | | | | [removed: (e)] [added: (g)] | | | [Form of Incentive Compensation Plan Restricted Stock Unit Award Agreement [removed: commencing July 2018,] [added: for 2020,] incorporated by reference to Exhibit [removed: 10.2(i)] [added: 10.2(m)] to the Company’s Quarterly Report on Form 10-Q for the quarter ended [removed: June 30, 2018.](http://www.sec.gov/Archives/edgar/data/1156039/000115603918000010/exhibit102i-2018063010qq22.htm)] [added: March 31, 2020.](https://www.sec.gov/Archives/edgar/data/1156039/000115603920000028/exhibit102m-2020331for.htm)] | | |

| | | | | | | [removed: (f)] [added: (h)] | | | [Form of Incentive Compensation Plan Performance Stock Unit Award Agreement [removed: commencing July 2018,] [added: for 2020,] incorporated by reference to Exhibit [removed: 10.2(j)] [added: 10.2(n)] to the Company’s Quarterly Report on Form 10-Q for the quarter ended [removed: June 30, 2018.](http://www.sec.gov/Archives/edgar/data/1156039/000115603918000010/exhibit102j-2018063010qq22.htm)] [added: March 31, 2020.](https://www.sec.gov/Archives/edgar/data/1156039/000115603920000028/exhibit102n-2020331for.htm)] | | |

| | | | | | | [removed: (g)] [added: (f)] | | | [Form of Incentive Compensation Plan Nonqualified Stock Option Award Agreement for [removed: 2019,] [added: 2020,] incorporated by reference to Exhibit 10.2(l) to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, [removed: 2019.](http://www.sec.gov/Archives/edgar/data/1156039/000115603919000007/exhibit102l-201933110qq120.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/1156039/000115603920000028/exhibit102l-2020331for.htm)] | | |

| | | | | | | [removed: (h)] [added: (k)] | | | [Form of Incentive Compensation [removed: Plan Restricted] [added: Plan](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000041/exhibit102oanthem2021perfo.htm) [Perfo](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000041/exhibit102oanthem2021perfo.htm)[rmance] Stock [removed: Unit Award] [added: Unit](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000041/exhibit102oanthem2021perfo.htm) [Award] Agreement for [removed: 2019,] [added: 2021,] incorporated by reference to Exhibit [removed: 10.2(m)] [added: 10.2(o)] to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, [removed: 2019.](http://www.sec.gov/Archives/edgar/data/1156039/000115603919000007/exhibit102m-201933110qq120.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000041/exhibit102oanthem2021perfo.htm)] | | |

| | | | | | | (i) | | | [Form of Incentive Compensation Plan [removed: Performance] [added: Nonqualified] Stock [removed: Unit] [added: Option] Award Agreement for [removed: 2019,] [added: 2021,] incorporated by reference to Exhibit [removed: 10.2(n)] [added: 10.2(m)] to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, [removed: 2019.](http://www.sec.gov/Archives/edgar/data/1156039/000115603919000007/exhibit102n-201933110qq120.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000041/exhibit102manthem2021stock.htm)] | | |

| [removed: | | |] [added: 10.6] | | | [removed: (j)] [added: *] | | | [removed: [Form of Incentive] [added: [Anthem, Inc. Directed Executive] Compensation Plan [removed: Nonqualified Stock Option Award Agreement for] [added: amended effective January 1,] 2020, incorporated by reference to Exhibit [removed: 10.2(l)] [added: 10.6] to the [removed: Company’s Quarterly] [added: Company's Annual] Report on Form [removed: 10-Q] [added: 10-K] for the [removed: quarter] [added: year] ended [removed: March] [added: December] 31, [removed: 2020.](https://www.sec.gov/Archives/edgar/data/1156039/000115603920000028/exhibit102l-2020331for.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000012/exhibit1062020anthemdirect.htm)] | | | [added: | | |]

| | | | | | | (c) | | | [Form of Employment Agreement between the Company and each of the following: [added: Charles Morgan Kendrick,] Felicia F. Norwood, [removed: Prakash Patel, Leah Stark, Jeffrey D. Alter,] and Blair W. Todt incorporated by reference to Exhibit 10.9(d) to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2018.](http://www.sec.gov/Archives/edgar/data/1156039/000115603918000010/exhibit109d-2018063010qq22.htm) | | |

| 10.11 | | | | | | [Blue Cross License Agreement by and between Blue Cross Blue Shield Association and the Company, including revisions, if any, adopted by the Member Plans through September [removed: 17, 2020.](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000012/exhibit-1011bluecrosslicen.htm)] [added: 23, 2021.](https://www.sec.gov/Archives/edgar/data/1156039/000115603922000009/exhibit1011primarybluecros.htm)] | | | | | |

| 10.12 | | | | | | [Blue Shield License Agreement by and between Blue Cross Blue Shield Association and the Company, including revisions, if any, adopted by the Member Plans through September [removed: 17, 2020.](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000012/exhibit1012-blueshieldlice.htm)] [added: 23, 2021.](https://www.sec.gov/Archives/edgar/data/1156039/000115603922000009/exhibit1012primaryblueshie.htm)] | | | | | |

| 21 | | | | | | [Subsidiaries of the [removed: Company.](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000012/exhibit21-20201231for10xk.htm)] [added: Company.](https://www.sec.gov/Archives/edgar/data/1156039/000115603922000009/exhibit21-20211231for10xk.htm)] | | | | | |

| 23 | | | | | | [Consent of Independent Registered Public Accounting [removed: Firm.](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000012/exhibit23-20201231for10xk.htm)] [added: Firm.](https://www.sec.gov/Archives/edgar/data/1156039/000115603922000009/exhibit23-20211231for10xk.htm)] | | | | | |

| 31.1 | | | | | | [Certification of Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Exchange Act Rules, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000012/exhibit311-20201231for10xk.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1156039/000115603922000009/exhibit311-20211231for10xk.htm)] | | | | | |

| 31.2 | | | | | | [Certification of Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Exchange Act Rules, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000012/exhibit312-20201231for10xk.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1156039/000115603922000009/exhibit312-20211231for10xk.htm)] | | | | | |

\-143-

\-144-

| | | | | | | (l) | | | [Form of 0.450% Notes due 2023, incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on March 17, 2021.](https://www.sec.gov/Archives/edgar/data/1156039/000119312521084138/d160823dex41.htm) | | |

| | | | | | | (m) | | | [Form of 1.500% Notes due 2026, incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on March 17, 2021.](https://www.sec.gov/Archives/edgar/data/1156039/000119312521084138/d160823dex42.htm) | | |

| | | | | | | (o) | | | [Form of 3.600% Notes due 2051, incorporated by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed on March 17, 2021.](http://www.sec.gov/Archives/edgar/data/1156039/000119312521084138/d160823dex44.htm) | | |

\-145-

\-146-

\-150-

\-151-

\-152-

| | | | | | | (k) | | | [Form of Incentive Compensation Plan Restricted Stock Unit Award Agreement for 2020, incorporated by reference to Exhibit 10.2(m) to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2020.](https://www.sec.gov/Archives/edgar/data/1156039/000115603920000028/exhibit102m-2020331for.htm) | | |

| | | | | | | (l) | | | [Form of Incentive Compensation Plan Performance Stock Unit Award Agreement for 2020, incorporated by reference to Exhibit 10.2(n) to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2020.](https://www.sec.gov/Archives/edgar/data/1156039/000115603920000028/exhibit102n-2020331for.htm) | | |

| 10.6 | | | * | | | [Anthem, Inc. Directed Executive Compensation Plan amended effective January 1, 2020](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000012/exhibit1062020anthemdirect.htm)[.](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000012/exhibit1062020anthemdirect.htm) | | | | | |

\-153-

| *(In millions, except share data)* | | | December 31, [removed: 2020] [added: 2021] | | | | | | December 31, [removed: 2019] [added: 2020] | | |

| Cash and cash equivalents | | | $ | [removed: 700] [added: 630] | | | | | $ | [removed: 1,818] [added: 700] | |

| Fixed maturity [removed: securities, current] [added: securities] (amortized cost of [removed: $594] [added: $512] and [removed: $592;] [added: $594;] allowance for credit losses of [removed: $0] [added: $1] and $0) | | | [removed: 608] [added: 515] | | | | | | [removed: 602] [added: 608] | | |

| Equity securities | | | [removed: 439] [added: 49] | | | | | | [removed: 253] [added: 439] | | |

| Other receivables | | | [removed: 41] [added: 40] | | | | | | [removed: 92] [added: 41] | | |

| Net due from subsidiaries | | | [removed: —] [added: 446] | | | | | | [removed: 602] [added: —] | | |

| Other current assets | | | [removed: 800] [added: 655] | | | | | | [removed: 653] [added: 800] | | |

| Total current assets | | | [removed: 2,588] [added: 2,335] | | | | | | [removed: 4,020] [added: 2,588] | | |

| Other invested assets | | | [removed: 664] [added: 808] | | | | | | [removed: 657] [added: 664] | | |

| Property and equipment, net | | | [removed: 209] [added: 207] | | | | | | [removed: 170] [added: 209] | | |

| Deferred tax assets, net | | | [removed: 391] [added: 77] | | | | | | [removed: 216] [added: 391] | | |

| Investments in subsidiaries | | | [removed: 51,739] [added: 56,375] | | | | | | [removed: 47,423] [added: 51,739] | | |

| Other noncurrent assets | | | [removed: 211] [added: 265] | | | | | | [removed: 263] [added: 211] | | |

| Total assets | | | $ | [removed: 55,802] [added: 60,067] | | | | | $ | [removed: 52,749] [added: 55,802] | |

| Accounts payable and accrued expenses | | | $ | [removed: 429] [added: 559] | | | | | $ | [removed: 887] [added: 429] | |

| Net due to subsidiaries | | | [removed: 1,239] [added: —] | | | | | | [removed: —] [added: 1,239] | | |

| Current portion of long-term debt | | | [removed: 700] [added: 1,599] | | | | | | [removed: 1,598] [added: 700] | | |