Elevance Health (ELV) 10-K risk factor changes: FY2022 vs FY2021
The 2022-12-31 10-K against the 2021-12-31 one, compared heading by heading and sentence by sentence.
Item 1A120 rewritten46 added57 removed174 unchanged
All filing items1,638 rewritten758 added516 removed2,541 unchanged
Summary
counted, not written
- Item 1A lists 26 risk factor headings: 2 new, 5 reworded and 19 unchanged since FY2021. 4 headings from FY2021 no longer appear.
- Sentence by sentence, 758 added, 516 removed, 1,638 rewritten and 2,541 unchanged across 18 items that differ.
New Item 1A headings (2)
- We are subject to risks associated with pandemics, like the COVID-19 pandemic, as well as other extreme events, large-scale medical emergencies and public health crises, which could have a material adverse effect on our business, results of operations, and financial condition and financial performance.
- Restrictions on our ability to obtain funds from our regulated subsidiaries could limit our ability to repurchase shares, pay dividends and meet our obligations and materially adversely affect our business, cash flows, financial condition and results of operations.
Removed Item 1A headings (4)
- The outbreak of the COVID-19 pandemic and measures taken to prevent its spread are adversely affecting our business in a number of ways, and we are unable to predict the full extent of those impacts on our business, cash flows, financial condition and results of operations, but the impact could be material.
- Large-scale medical emergencies, natural disasters, war, terrorism, political events, civil unrest and global climate change may have a material adverse effect on our business, cash flows, financial condition and results of operations.
- As a holding company, we are dependent on dividends from our subsidiaries, which are necessary to pay our outstanding indebtedness. Our regulated subsidiaries are subject to state regulations, including restrictions on the payment of dividends, maintenance of minimum levels of capital and restrictions on investment portfolios.
- Changes in tax laws and regulations, or challenges to our tax positions, could have a material adverse effect on our business, cash flow, financial condition and results of operations. In addition, we may not be able to realize the value of our deferred tax assets.
Reworded Item 1A headings (5)
- A 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 our operations, give rise to remediation or other expenses, expose us to liability under
[removed: federal and][added: federal,] state [added: and international] 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. - There are various risks associated with providing healthcare [added: and other diversified products and] services.
- We have built a significant portion of our current business through mergers and acquisitions, joint ventures, strategic alliances and investments, and [added: although] we expect to pursue such opportunities in the
[removed: future.][added: future, we are subject to risks resulting from such business combinations.] - We face intense competition to attract and retain employees. Further, managing key executive
[removed: transition,]succession and retention is critical to our success. - We have substantial indebtedness outstanding and may incur additional indebtedness in the future, which could adversely affect our ability to pursue desirable business opportunities and to react to changes in the economy or our
[removed: industry and exposes us to interest rate risk to the extent of our variable rate indebtedness.][added: industry.]
A heading is new when no FY2021 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
23 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2022; struck-through words were in FY2021. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. RISK FACTORS.
120 rewritten, 46 added, 57 removed, 174 unchanged
- [removed: Continued increases in] [added: Increased] healthcare costs due to higher utilization rates of medical facilities and [added: services and behavioral health] services, [removed: medical expenses] [added: increased labor costs resulting from labor shortages] and [removed: other] increases in [added: medical expenses and] associated hospital and pharmaceutical costs, [removed: as well as COVID-19 related] [added: including] testing, [removed: treatment,] [added: treatment] and the administration of vaccines and other [removed: therapeutics.][added: therapeutics and costs due to care deferred during the public health crisis, which may lead to additional care resulting from missed treatments.]
- [removed: Decreased] [added: Increased estimation uncertainty on our claims liability, as well as decreased] predictability of Medicare and Medicaid rates due to changes in utilization of medical facilities and services, medical expenses and other [removed: costs as a result of the impact of COVID-19.][added: costs.]
- A reduction in enrollment in our health benefits, products and services or a [removed: continued] change in membership mix to less profitable lines of business [removed: as a result of reductions in workforce] by existing customers [added: due to reductions in workforce] and other impacts of an economic downturn.
- Cash flow volatility or shortfalls caused by [removed: an increase in] delayed, delinquent or non-collectable [removed: payments from customers and government payers.][added: payments.]
Our profitability depends [removed: in large part] on accurately predicting and pricing healthcare costs and [removed: on] our ability to manage future healthcare costs through medical management, product design, negotiation of favorable provider contracts and underwriting criteria.
Total healthcare costs are affected by the [added: type,] number [added: and cost] of individual services [removed: rendered, the cost of each service and the type of service] rendered.
Numerous factors affecting [removed: the cost of] healthcare [added: costs] may adversely affect our ability to predict and manage healthcare costs, [removed: as well as] [added: and may impact] 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, [removed: the introduction] [added: increased labor costs, evolution] of new technologies, drugs and treatments, increased cost of individual services, [removed: increases in the cost and] [added: increased] number [added: and cost] of prescription drugs, clusters of high cost cases, increased use of services, including [removed: due to natural catastrophes or other] [added: resulting from pandemics,] large-scale medical emergencies, [removed: epidemics or pandemics such as COVID-19, new treatment guidelines,] [added: increasing natural disasters in connection with climate change and other public health crises,] new mandated benefits [removed: (such as the expansion of essential benefits coverage)] and [added: treatment guidelines and] changes to other regulations impacting our business.
[removed: Relatively small] [added: Slight] differences between predicted and actual medical costs or utilization rates as a percentage of premium revenues can result in significant changes in our results of operations.
Generally, our premiums on Commercial policies and Medicaid contracts are fixed for a 12-month period and [removed: may be] [added: are] determined based on data from several months prior to the commencement of the premium period.
Our revenue [removed: on] [added: from] Medicare policies is based on bids submitted to CMS six months prior to the start of the contract year.
Accordingly, the costs we incur in excess of our benefit cost projections [removed: generally are not] [added: cannot be] recovered in the contract year through higher premiums.
[removed: Although we base our Commercial premiums, our Medicare and Medicaid bids, and our acceptance of state-established Medicaid rates on our estimates of future medical costs over the fixed contract period, many] [added: Many] factors, including those discussed above, may cause actual costs to exceed those estimated and reflected in [added: our Commercial] premiums and [added: Medicare and Medicaid] bids.
Although federal and state premium and risk adjustment mechanisms could help offset health benefit costs [removed: in excess of] [added: above] our projections if [removed: our] [added: the] assumptions [removed: utilized in setting] [added: we use to set] our premium rates are significantly different than actual results, our results of operations and financial condition could still be adversely affected.
The reserves that we establish for health insurance policy benefits and other contractual rights and benefits are based [removed: upon] [added: on] assumptions concerning a number of factors, including trends in healthcare costs, expenses, general economic conditions and other factors.
To the extent the actual claims experience is unfavorable [removed: as] compared to our underlying assumptions, our incurred losses would increase and future earnings could be adversely affected.
[removed: In addition, based] [added: Based] on [removed: our experience in] [added: the viability of the] Public [removed: Exchange markets to date,] [added: Exchanges and availability of federal subsidies,] we have made adjustments to our premium rates and geographic [removed: participation (including our] [added: participation, including a] modest expansion in the Public Exchange markets in [removed: 2022), and we will continue to evaluate the performance of our Public Exchange plans, the future viability of the Public Exchanges and availability of federal subsidies,] [added: 2022,] and [removed: may make] further [removed: adjustments to our rates and participation going forward.][added: expansion in a limited number of additional counties in 2023.]
[added: Any variation from our expectations regarding acuity, enrollment levels, adverse selection, or] other assumptions utilized in setting premium rates could have a material adverse effect on our results of operations, financial position, and cash [removed: flows.][added: flows, and may require further adjustments to our rates and participation in Public Exchanges going forward.]
Factors that could contribute to a reduction in enrollment include: reductions in workforce by existing customers; [removed: a general economic upturn that results in fewer individuals being eligible for Medicaid programs;] 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 reduction in our Medicaid membership; a general economic [added: upturn that results in fewer individuals being eligible for Medicaid programs; a general economic] downturn that results in business failures and high unemployment 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 Public Exchanges; federal and state regulatory changes; failure to obtain new customers or retain existing 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.
The states in which we operate [removed: that have] [added: with] the largest concentrations of revenues include California, [removed: Florida, Georgia, Indiana,] [added: Virginia, Ohio,] New York, [removed: Ohio, Texas] [added: Indiana, Texas, Florida] and [removed: Virginia.][added: Georgia.]
A 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 our operations, give rise to remediation or other expenses, expose us to liability under [removed: federal and] [added: federal,] state [added: and international] 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.
[removed: 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, [removed: including HIPAA,] [added: that depending on] the [added: specific business and intended data use, include without limitation, HIPAA's privacy and security rules, HIPAA's] HITECH [removed: Act,] [added: rule,] the Gramm-Leach-Bliley [removed: Act] [added: Act, GDPR] and numerous state laws governing personal [removed: information.][added: information, including the California Consumer Privacy Act, as amended by the California Privacy Rights Act effective on January 1, 2023.]
Our facilities and systems, and those of our third-party service providers, are regularly the target of, and may be vulnerable to, cyber-attacks, security breaches, acts of vandalism, computer viruses, misplaced or lost data, programming and/or human errors, negligent or wrongful conduct by employees or others with permitted access to our systems and [removed: information] [added: information,] or other threats.
[removed: We have been, and may in the] [added: Any such] future [removed: be, subject to] litigation [removed: and] [added: or] governmental [removed: investigations related to cyber-attacks and security breaches, which] [added: investigation] 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 [removed: flows, financial condition and results of operations.]
[removed: While we have] [added: Moreover, our programs to detect, contain, and respond to data security incidents as well as] contingency plans and insurance coverage for potential liabilities of this [removed: nature, they] [added: nature] may not be sufficient to cover all claims and liabilities.
[removed: However, hardware,] [added: Hardware,] software or applications we develop or procure from third parties may contain defects in design, manufacturer defects or other problems that could unexpectedly compromise information security.
Viruses, worms or other malicious software programs may be used to attack our systems or otherwise exploit any security [removed: vulnerabilities, and such security attacks] [added: vulnerabilities which] may cause system disruptions or shutdowns, or may cause [removed: personal information or] [added: personal,] proprietary or confidential [added: information to be disclosed, misappropriated or compromised.]
As a result, [removed: cybersecurity] [added: cyber-security] and the continued development and enhancement of our controls, processes and practices designed to protect our systems, computers, software, data and networks from attack, damage and unauthorized access remain a priority for us.
Noncompliance with any [removed: privacy or] [added: privacy,] security [added: or data protection] laws and regulations, or any security breach, cyber-attack or [removed: cybersecurity] [added: cyber-security] breach, and any incident involving the misappropriation, 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.
We also provide various administrative services for other entities offering medical and/or prescription drug plans to their Medicaid or Medicare eligible [removed: members through our affiliated companies,] [added: members,] and we offer [removed: employer group waiver plans which provide medical and/or prescription drug coverage to retirees.]
Future rates may be affected by continued government efforts to contain costs [removed: as well as] [added: and] federal and state budgetary [removed: constraints, and certain state contracts are subject to cancellation in the event of the unavailability of state funds.][added: constraints.]
[removed: If the] [added: The] federal government or any state in which we operate [removed: were to] [added: could] decrease rates paid to us, pay us less than the amount necessary to keep pace with our cost trends, cancel our contracts retroactively or seek an adjustment to previously negotiated [removed: rates, it could have a material adverse effect on our business, cash flows, financial condition and results of operations.][added: rates.]
In addition, various states’ [removed: MMPs] [added: Medicare-Medicaid plans] are still subject to uncertainty surrounding payment rates and other requirements, which could affect where we seek to participate in these programs.
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 [added: our profitability.]
Further, the Star Rating System utilized by CMS to evaluate Medicare Advantage Plans may have a significant effect on our revenue, as higher-rated plans tend to experience increased enrollment and plans with a Star rating of 4.0 or higher are eligible for quality-based bonus payments and [added: plans with a Star rating of 5.0] can market to and enroll members year-round.
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 discrimination, could result in investigations, litigation, fines, restrictions on, or exclusions from, program participation, or the imposition of corporate [removed: 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 [removed: Risk Adjustment Data Validation (“RADV”)] [added: 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 (“RAC”), as well as state Medicaid RAC programs.
If a Medicare Advantage, MMP or Medicare Part D contract pays minimum MLR rebates for three consecutive years, it will become ineligible to [removed: participate in open enrollment.][added: enroll new members.]
[removed: Healthcare providers] [added: These partners] may elect not to contract with us, and the failure to secure or maintain cost-effective [removed: healthcare provider] contracts on competitive terms may result in a [added: loss of membership or higher medical costs, which could adversely affect our business.]
In addition, consolidation among healthcare providers, [removed: ACO] [added: Accountable Care Organization] 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 [added: may] change the competitive landscape.
CMS has explicit gain and loss margin requirements within the bids, as well as contract-specific federal MLR annual requirements.
We continue to evaluate our experience in the Public Exchange markets.
\-22-
As part of our normal operations, we collect, store, process, retain and analyze certain sensitive and confidential information, including protected personal information subject to privacy, security and data breach notification requirements.
Some of the data we process, store and transmit is outside of the U.S. due to the structure of our information technology systems and our internal business operations.
We have been, and may in the future be, subject to litigation and governmental investigations related to cyber-attacks and security breaches.
flows, financial condition, and results of operations.
We are subject to risks associated with pandemics, like the COVID-19 pandemic, as well as other extreme events, large-scale medical emergencies and public health crises, which could have a material adverse effect on our business, results of operations, and financial condition and financial performance.
The COVID-19 pandemic continues to impact our business, providers, customers and communities.
The following are some of the risks that we experienced, and are likely to continue experiencing, as a result of the COVID-19 pandemic and that we could experience as a result of future public health crises, all of which could have a material adverse effect on our business, cash flows, financial condition and results of operations:
We experienced rate adjustments from certain Medicaid regulators in 2022 in response to decreased utilization.
If the COVID-19 pandemic continues for a prolonged period, or if any future public health crisis occurs and continues for a prolonged period, these risks could be exacerbated, and cause further impact to our business and operations.
Natural disasters, such as wildfires, hurricanes and snow and ice storms, have impacted and may in the future impact our customers, employees, facilities and third-party vendors located in the affected area.
In the event of a public health crises, we may need to make temporary policy changes, such as waiving various medical requirements, assisting with replacement medications, transferring prescriptions and expanding our help line.
employer group waiver plans which provide medical and/or prescription drug coverage to retirees.
Certain state contracts are subject to cancellation in the event of the unavailability of state funds.
Such competition may require us to incur costs to change our operations, which could adversely affect our business, cash flows, financial condition, and results of operations.
For example, beginning in 2021, hospitals were required to publish online payer-specific negotiated charges for each item or service the hospital provides.
State and federal laws, such as the No Surprises Act, define the compensation that must be paid to out-of-network providers in certain scenarios, and related litigation has lessened the weight of the Qualifying Payment Amount during independent dispute resolution processes, which may result in an increase in rates we must pay to out-of-network providers.
Both our lack of contracts with certain providers and the development of new federal and state laws could result in significant litigation or arbitration proceedings, provider attempts to obtain payment from our members for the difference between the amount we have paid and the amount they have charged, or other increases in rates paid to out-of-network providers.
Failure or disruption of our performance of, or our ability to perform, key business functions, including as a result of the unavailability or cyber-attack of our information technology systems or those of third parties (including cloud service providers), could decrease response times, lower levels of service satisfaction and harm our reputation.
Our systems interface with and depend on third-party systems and we could experience service denials if demand for such service exceeds capacity or these systems fail or experience interruption.
Despite our adoption and continued enhancement of business continuity and disaster recovery strategies, there is no guarantee that such efforts will be effective, which could interrupt the functionality of our information technology systems or those of third parties.
Our failure to implement adequate business continuity and disaster recovery strategies could significantly reduce our ability to provide products and services to our customers and clients, which could have a material adverse effect on our business and results of operations.
In addition, connectivity amongst technologies is becoming increasingly important, with recent trends bringing greater consumer engagement in healthcare; therefore, the pace at which our customers will need enhanced technologies with sophisticated applications for mobile interfaces will continue to expand.
If the information systems we rely upon to run our business were found to be inaccurate or unreliable or if we fail to adequately maintain our information systems, security controls and data integrity effectively, we could experience problems in determining medical cost estimates
The annual recertification process for Medicaid recipients was temporarily suspended in response to the COVID-19 pandemic; however, the 2023 Appropriations Act decoupled Medicaid redeterminations from the COVID-19 public health emergency, and states may begin removing ineligible beneficiaries from their Medicaid programs starting April 1, 2023.
If enacted into law, these state proposals and actions could have a material adverse impact on our business, cash flows, operations or financial condition.
These investigations, audits and reviews include routine and special investigations by state
Our international footprint also subjects us to additional potential disputes or differing interpretations related to contractual rights, tax positions, and regulatory oversight.
We continue to evolve our business to offer products and services beyond traditional health insurance, including digital health technology, pharmacy, behavioral and clinical care services, which subjects us to litigation and regulatory risks that are different from our traditional product and services offerings and may materially affect our exposure to other risks.
Behavioral health services may also raise the risk profile of our business given the critical and sensitive nature of the services provided.
In addition, we are, to a certain extent, self-insured with regard to litigation risks, including claims of medical malpractice against our affiliated physicians and us, and it is possible that the level of actual losses will significantly exceed the liabilities recorded for our estimates of the probable costs resulting from self-insured matters.
As we become more involved in direct care delivery and the provision of other services, such as crisis management services, there will be an increased possibility of litigation.
Further, in certain states we are required to use professional corporations that are not affiliates, which exposes us to risk in the event the physician owners of those professional corporations take actions that are in breach of the contractual obligations that exist between us.
In addition, the PBM services business
Recent case law, such as the 2020 U.S. Supreme Court reinstatement of an Arkansas law regulating PBMs, as well as industry publications like the 2021 NAIC white paper on the topic, may increase and impact greater state regulation of PBMs.
For instance, they may prevent our shareholders from receiving the benefit from any premium to the market price of our common
Our success depends on our ability to attract, develop and retain qualified employees, including those with diverse backgrounds, experience and skill sets, to operate and expand our business.
Adverse changes to our corporate culture could harm our business operations and our ability to retain key employees and executives.
The outbreak of the COVID-19 pandemic and measures taken to prevent its spread are adversely affecting our business in a number of ways, and we are unable to predict the full extent of those impacts on our business, cash flows, financial condition and results of operations, but the impact could be material.
The COVID-19 pandemic continues to evolve, and the impact of COVID-19, and the actions taken to contain its spread or address its impact, 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 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, 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 successfully, or that could otherwise materially adversely impact and disrupt our business, cash flows, financial condition and results of operations include, but are not limited to, the following:
We continue to offer our members expanded benefit coverage, such as providing coverage for COVID-19 testing (including over-the-counter testing in accordance with state and federal requirements) and vaccine administration, and governmental action has required, and may continue to require, us to provide additional coverage.
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.
We experienced rate adjustments from certain state Medicaid regulators in 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.
- Increased estimation uncertainty on our claims liability due to the impact of COVID-19 on healthcare utilization and medical claims submission.
- Reductions in our operating effectiveness as our employees continue to work from home or otherwise are impacted by COVID-19.
The majority of our workforce continues to work remotely, which may exacerbate certain risks to our business, including increased risk of cybersecurity attacks, phishing and unauthorized dissemination of sensitive, proprietary or confidential information.
- Disruptions in our normal business operations due to disruptions in public and private infrastructure, including communications, financial services and supply chains.
- 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.
- Disruption and volatility in the financial markets, which may cause a decrease in the value of our investments, increased cost of capital or a downgrade in our credit ratings.
These factors may have a material adverse effect on our results of operations if premiums are not adequate or do not appropriately reflect the acuity of these individuals.
Any variation from our expectations regarding acuity, enrollment levels, adverse selection, or
As part of our normal operations, we collect, process, retain and transmit large amounts of sensitive and confidential information, including, among other information, corporate strategy, customer and employee information.
We have security technologies, processes and procedures in place to protect against cybersecurity risks and security breaches.
information to be disclosed, misappropriated or compromised.
This risk is heightened due to the increased number of our employees working from home.
Finally, there is the possibility that the Medicare Advantage program could be significantly impacted by future legislation.
our profitability.
In addition, we could be required to file a corrective plan of action with additional penalties for noncompliance, which could have a negative impact on future membership enrollment levels.
loss of membership or higher medical costs, which could adversely affect our business.
electronic health records, are rapidly expanding.
Natural disasters, war, terrorism, political events, civil unrest, global climate change and other similar occurrences could create large-scale medical emergencies or otherwise have a material adverse effect on our business, cash flows, financial condition and results of operations.
Large-scale medical emergencies can take many forms and can cause widespread illness and death and have other far-reaching impact.
In addition, federal and state law enforcement officials have issued warnings about potential terrorist activity involving biological and other weapons, and natural disasters such as hurricanes and the potential for a widespread pandemic of influenza or other illness coupled with the lack of availability of appropriate preventative medicines could have a significant impact on the health of the population of widespread areas.
If the United States were to experience widespread bioterrorism or other attacks, large-scale natural disasters or civil unrest in our concentrated coverage areas or an epidemic or pandemic such as the ongoing COVID-19 pandemic, our covered medical expenses could rise, our operations could be interrupted and we could experience a material adverse effect on our business, cash flows, financial condition and results of operations or, in the event of extreme circumstances, our viability could be threatened.
For additional information, see the risk factor above describing the impact of the COVID-19 pandemic on our business, cash flows, financial condition and results of operations.
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.
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.
Further, certain federal and state laws, including those covering our Medicare and Medicaid plans, prohibit the offer, payment, solicitation or receipt of any form of remuneration to induce, or in return for, the referral of patient care
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.
Other potential new regulations include those regarding rebates, fees from pharmaceutical companies, the development and use of formularies and other utilization management tools, the use of average wholesale prices or other pricing benchmarks, pricing for specialty pharmaceuticals, limited access to networks, pharmacy network reimbursement methodologies and PBM reporting requirements, along with state regulations that may result from the June 2021 NAIC proposed white paper addressing PBMs.
licensed by the BCBSA.
Negative public perception or publicity of the health benefits industry in general, the BCBSA,
Our success depends on our ability to attract and retain qualified employees and to integrate employees who have joined us through acquisitions.
We would be adversely affected if we fail to adequately plan for the succession of our President and Chief Executive Officer and other key executives.
FINANCIAL RISKS
As a holding company, we are dependent on dividends from our subsidiaries, which are necessary to pay our outstanding indebtedness.
An excerpt. Shown here: 40 of 120 rewritten, 40 of 46 added and 40 of 57 removed. The counts are complete. For every sentence, read Item 1A. RISK FACTORS. in the FY2022 filing and the FY2021 filing.
Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
269 rewritten, 100 added, 84 removed, 407 unchanged
This [removed: Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”),] [added: MD&A] should be read in conjunction with our audited consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K.
References to the terms “we,” “our,” “us,” [removed: “Anthem”] [added: “Elevance Health”] or the “Company” used throughout this [removed: MD&A] [added: Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”)] refer to [removed: Anthem,] [added: Elevance Health,] Inc., an Indiana corporation, and, unless the context otherwise requires, its direct and indirect subsidiaries.
This section of this Annual Report on Form 10-K generally discusses [removed: 2021] [added: 2022] and [removed: 2020] [added: 2021] items and year-over-year comparisons between [removed: 2021] [added: 2022] and [removed: 2020.][added: 2021.]
A detailed discussion of [removed: 2019] [added: 2020] items and year-over-year comparisons between [removed: 2020] [added: 2021] and [removed: 2019] [added: 2020] 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: 2020.][added: 2021.]
We are one of the largest health [removed: benefits companies] [added: insurers] in the United States in terms of medical membership, serving [removed: greater than 45] [added: approximately 47.5] million medical members through our affiliated health plans as of December 31, [removed: 2021.][added: 2022.]
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, MMM, Optimum [removed: HealthCare,] [added: Healthcare,] Simply Healthcare, [added: Unicare] and/or [removed: UniCare.][added: Wellpoint.]
We offer pharmacy benefits management (“PBM”) services through our [added: CarelonRx, Inc. (“CarelonRx”) subsidiary, which was known as] IngenioRx, Inc. [removed: (“IngenioRx”) subsidiary.][added: prior to January 1, 2023.]
[removed: We manage] [added: In 2022, we managed] our operations by customer [removed: types] [added: type] through four reportable segments: Commercial & Specialty Business, Government Business, [removed: IngenioRx] [added: CarelonRx (formerly known as IngenioRx)] and Other.
Product revenue represents services performed by [removed: IngenioRx] [added: CarelonRx] 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 [added: administrative fees.]
Unaffiliated PBM customers include our fee-based groups that contract with [removed: IngenioRx] [added: CarelonRx] for PBM services and external customers outside of the health plans we own.
Our cost of products sold represents the cost of pharmaceuticals dispensed by [removed: IngenioRx] [added: CarelonRx] for our unaffiliated PBM customers (net of rebates or discounts), including any co-payments made by or on behalf of the customer, per-claim administrative fees for prescription fulfillment and certain direct costs related to sales and administration of customer contracts.
Our growth strategy is designed to enable us to take advantage of additional economies of scale, as [added: well as provide us access to new and evolving technologies and products.]
[removed: In 2019, we began using] [added: We use] our subsidiary [removed: IngenioRx] [added: CarelonRx (formerly IngenioRx)] to market and offer PBM services, and we expect [removed: IngenioRx] [added: CarelonRx] to continue to improve our ability to integrate pharmacy benefits within our medical and specialty platform.
[removed: In 2021, we] [added: We] continued growing our government-sponsored business through organic growth and the [removed: acquisition] [added: acquisitions] of MMM Holdings, LLC [removed: (“MMM”).][added: (“MMM”) in 2021 and Integra MLTC, Inc. (“Integra”) in 2022.]
The COVID-19 pandemic continues to [removed: impact the global economy, cause market instability and uncertainty in the labor market and put] [added: evolve, putting] pressure on the healthcare system, and it has impacted, and [removed: will likely] [added: may] continue to impact, our membership, [removed: our] benefit expense and [removed: our] member [removed: behavior, including how members access healthcare services.][added: behavior.]
The [removed: COVID-19 pandemic continues to evolve and the] full extent of [removed: its] [added: the] impact [added: of the COVID-19 pandemic] will depend on future developments, which [removed: are highly] [added: remain] uncertain and cannot be predicted at this time.
For additional discussion regarding [added: the impact of and] our risks [added: and trends] related to the COVID-19 [removed: pandemic and our other risk factors,] [added: pandemic,] see [added: “Business Trends” and] Part I, Item 1A, “Risk Factors” in this Annual Report on Form 10-K.
We expect [removed: that most of] the ACA will continue to [removed: remain in place and continue to] [added: significantly] impact our business [removed: operations] and results of operations, including pricing, minimum medical loss ratios and the geographies in which our products are available.
In [removed: 2021,] [added: 2022,] we made the decision to modestly expand our participation in [removed: on-exchange products through] [added: the Individual] state- or federally-facilitated [removed: market places] [added: marketplaces] (the “Public Exchange”) for [removed: 2022] [added: 2023] after also expanding in [removed: 2021.][added: 2022.]
As a result, for [removed: 2022] [added: 2023] we are offering [added: Individual] Public Exchange products in [removed: 122] [added: 138] of the 143 rating regions in which we operate, in comparison to [removed: 103] [added: 122] of 143 rating regions in [removed: 2021.][added: 2022.]
[removed: 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 [removed: environment,] [added: environment] and underlying market characteristics.
Our [removed: IngenioRx] [added: CarelonRx] subsidiary markets and offers PBM services to our affiliated health plan customers throughout the country, as well as to customers outside of the health plans we own.
[removed: IngenioRx] [added: CarelonRx] delegates certain PBM administrative functions, such as claims processing and prescription fulfillment, to CaremarkPCS Health, L.L.C., which is a subsidiary of CVS Health Corporation, pursuant to a five-year [removed: agreement.][added: agreement that is set to terminate on December 31, 2024.]
With [removed: IngenioRx,] [added: CarelonRx,] we retain the responsibilities for clinical and formulary strategy and development, member and employer experiences, operations, sales, marketing, account management and retail network strategy.
Product pricing in our Commercial & Specialty Business [removed: segment, including our Individual and small group lines of business,] [added: segment] remains competitive.
The [removed: ACA] [added: Patient Protection and Affordable Care Act (the “ACA”)] imposed an annual Health Insurance Provider Fee (“HIP Fee”) on health insurers that write certain types of health insurance on U.S. risks.
There are many drivers of medical cost trends that can cause variance from our estimates, such as changes in the level and mix of services utilized, regulatory changes, aging of the population, health status and other demographic characteristics of our members, epidemics, pandemics, advances in medical technology, new high cost prescription drugs, [added: provider contracting inflation, labor costs] and healthcare provider or member fraud.
[removed: The] [added: At its onset, the] COVID-19 pandemic [removed: initially] caused a decrease in utilization of non-COVID-19 health services, which decreased our claim costs in 2020.
The [removed: COVID-19] Omicron variant increased confirmed COVID-19 cases to significant levels at the end of 2021 and the beginning of 2022.
The [removed: continued] [added: ongoing] cost and volume of covered services related to the COVID-19 pandemic [added: and a future shift of government supplied vaccinations and treatments to privatized, full cost price points] may have [removed: a material] [added: an] adverse effect on our future claim costs.
We continue to closely monitor the COVID-19 pandemic and its impacts on our [removed: business, financial condition, results of operations and] medical cost trends.
[removed: Federal] [added: With the declaration of COVID-19 as a public health emergency (“PHE”), the federal] and state governments [removed: have] enacted, and may continue to enact, legislation and regulations in response to the COVID-19 pandemic that have had, and we expect will continue to have, a significant impact on health benefits, consumer [added: eligibility for public programs and our cash flows for all of our lines of business and which have introduced increased uncertainty around our cost structure.]
The Consolidated Appropriations Act of [removed: 2021, which was enacted in December 2020] [added: 2021] (the [removed: “Appropriations Act”), contains a number of provisions that] [added: “2021 Appropriations Act”) has impacted and in the future] 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 [removed: compensation] [added: compensation, mental health parity reporting] and reporting on pharmacy benefits and drug costs.
The [removed: health plan-related] requirements of the [added: 2021] Appropriations Act [added: applicable to us] have varying effective [removed: dates beginning as early as December 2021,] [added: dates,] some of which [added: were effective in December 2021 and during 2022, and others of which] have been extended [added: into 2023] since the enactment of the [added: 2021] Appropriations Act.
[removed: The Center for Medicare and Medicaid Services (“CMS”) is] [added: CMS] also [removed: proposing] [added: frequently proposes] changes to its program that audits data submitted under the risk adjustment programs in [removed: a way] [added: ways] that [removed: would] [added: could] increase financial recoveries from plans.
We will continue to evaluate the impact of the ACA as any further developments [removed: or judicial rulings] occur.
[removed: Beginning] [added: The health plan price transparency regulations issued] in [removed: July 2022,] [added: October 2020 by] the [added: U.S. Departments of] Health [removed: Plan Transparency Rule will require] [added: and Human Services, Labor and Treasury required] us to [removed: disclose,] [added: begin disclosing in July 2022,] 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.
Additionally, beginning in 2023, we [removed: will be] [added: are now] required to make available to members personalized out-of-pocket cost information and the underlying negotiated rates for 500 covered healthcare items and services, including prescription drugs.
The acquisition is expected to close by the end of the [removed: second] [added: fourth] quarter of [removed: 2022] [added: 2023] and is subject to standard closing conditions and customary approvals.
[removed: On June 29, 2021, we completed our acquisition of] MMM [removed: and its Medicare Advantage plan, Medicaid plan and other affiliated companies from InnovaCare Health, L.P. MMM] is 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.
On May 18, 2022, our shareholders approved a proposal to amend our amended and restated articles of incorporation to change our name from Anthem, Inc. to Elevance Health, Inc. This amendment and name change went into effect on June 27, 2022.
We began operating as Elevance Health, Inc. and trading under our new ticker symbol “ELV” on June 28, 2022.
Elevance Health is a health company with the purpose of improving the health of humanity.
As part of our name change to Elevance Health, in June 2022, we announced that over the next several years we will organize our brand portfolio into the following core go-to-market brands:
- Anthem Blue Cross/Anthem Blue Cross and Blue Shield — represents our existing Anthem-branded and affiliated Blue Cross and/or Blue Shield licensed plans;
- Wellpoint — we intend to unite select non-BCBSA licensed Medicare, Medicaid and Commercial plans under the Wellpoint name; and
- Carelon — this brand brings together our healthcare-related services and capabilities, including our formerly named Diversified Business Group and IngenioRx businesses, under a single brand name.
As we continue our journey to evolve our business from a traditional health insurance company into a lifetime, trusted health partner, we are evaluating and making changes to how we manage our business.
This included a review of the products in each of our operating segments, which resulted in restructurings between some of our operating segments.
Therefore, our reportable segment presentation in 2023
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and its composition will reflect how we began managing our operations and monitoring performance, aligning strategies and allocating resources on January 1, 2023.
As a result of these changes, beginning with our Quarterly Report on Form 10-Q for the first quarter of 2023, we will report our results in the following four reportable segments: (i) Health Benefits, which will combine our existing Commercial & Specialty Business and Government Business segments; (ii) our existing CarelonRx segment; (iii) Carelon Services (our former Diversified Business Group), which will be carved out from our existing Other segment; and (iv) Corporate and Other, which will include businesses that do not individually meet the quantitative thresholds for an operating segment, as well as corporate expenses not allocated to our other reportable segments.
We expect to reclassify previously reported information to conform to the new presentation.
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Our strategy has been, and will continue to be, to only participate in rating regions where we have an appropriate level
As the pandemic continued through 2021, our non-COVID-19 healthcare utilization experience gradually increased and largely normalized, and our COVID-19 related healthcare expenses increased as new variants (Delta and Omicron) emerged and vaccinations and boosters became available.
The COVID-19 surge quickly declined during the first quarter of 2022, with COVID-19 inpatient hospitalizations, provider-based tests, visits and vaccinations all decreasing to lower levels by the end of the first half of 2022; concurrently, non-COVID-19 healthcare utilization recovered from lower levels earlier in the year.
Omicron sub-variant viruses as well as costs associated with updated bivalent vaccinations drove modest increases in COVID-19 related healthcare expenses in the second half of 2022, but the expected paid claims impact for the second half of 2022 are significantly lower than the winter surge experienced in each of the prior two years.
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, vaccines and related services; financial support to healthcare providers; and mandates related to prior authorizations, payment levels to providers, consumer enrollment windows and telehealth services.
The Biden administration renewed the PHE on January 11, 2023 and has indicated that they intend for the PHE to expire on May 11, 2023.
Under the Consolidated Appropriations Act of 2023 (the “2023 Appropriations Act”), Congress decoupled Medicaid eligibility recertification from the PHE.
As a result, states may begin removing ineligible beneficiaries from their Medicaid programs starting April 1, 2023.
When recertifications resume, we expect a decline in our Medicaid membership.
At the same time, we expect growth in our Commercial risk-based and fee-based plans and Medicare, including through the Public Exchanges, as members exiting Medicaid in our 14 Commercial states seek coverage elsewhere.
The Inflation Reduction Act of 2022, which was signed into law in August 2022, contains a variety of provisions that impact our business including an extension of the American Rescue Plan Act of 2021's enhanced Premium Tax Credits (“PTC”) through 2025; imposing a new corporate alternative minimum tax; providing a one percent excise tax on repurchases of stock made after December 31, 2022; allowing the Centers for Medicare and Medicaid Services (“CMS”) to negotiate prices on a limited set of prescription drugs in Medicare Parts B and D beginning in 2026; instituting caps on insulin cost sharing in Medicare Parts B and D; redesigning of the Medicare Part D benefit; adding a requirement that drug manufacturers pay rebates if prices increase beyond inflation; and delaying the implementation of the Trump Administration Medicare drug rebate rule to 2032.
The extension of the enhanced PTC will likely allow for growth in Individual exchange market enrollment as Medicaid eligibility recertifications resume, supporting continuity of coverage for more people.
Since its enactment in 2010, the ACA has introduced new risks, regulatory challenges and uncertainties, has impacted our business model and strategy and has required changes in the way our products are designed, underwritten, priced, distributed and administered.
As mentioned above, we began operating as Elevance Health on June 28, 2022.
This name change is intended to better reflect our business and our journey from a traditional health benefits organization to a lifetime, trusted health partner.
Elevance Health supports health at every stage, offering health plans and clinical, behavioral, pharmacy and complex-care solutions that promote whole health.
On January 23, 2023, we announced our entrance into an agreement to acquire Louisiana Health Service & Indemnity Company, d/b/a Blue Cross and Blue Shield of Louisiana, an independent licensee of the BCBSA that provides healthcare plans to the Individual, Group, Medicaid and Medicare markets, primarily in the State of Louisiana.
This acquisition aligns with our vision to be an innovative, valuable, and inclusive healthcare partner by providing care management programs that improve the lives of the people we serve.
On November 9, 2022, we announced our entrance into an agreement with CarepathRx Aggregator, LLC to acquire its specialty pharmacy division, which includes BioPlus Parent, LLC (“BioPlus”) and subsidiaries.
BioPlus is one of the largest independent specialty pharmacy organizations in the United States and seeks to connect payors and providers of specialty pharmaceuticals to meet the medication therapy needs of patients with complex medical conditions.
The acquisition closed on February 15, 2023, and initial purchase accounting has not been finalized.
On May 5, 2022, we completed our acquisition of Integra.
On June 29, 2021, we completed our acquisition of MMM, including its Medicare Advantage plan, Medicaid plan and other affiliated companies.
This acquisition aligns with our vision to be an innovative, valuable and inclusive healthcare partner by providing care management programs that improve the lives of the people we serve.
plaintiffs representing a putative nationwide class of health plan subscribers (the “Subscriber Settlement Agreement”), which agreement required the Court’s approval to become effective.
administrative fees.
well as provide us access to new and evolving technologies and products.
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.
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.
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;
- mandated expansion of premium payment terms, including the time period for which claims can be denied for lack of payment; and
- mandates related to prior authorizations and payment levels to providers, additional consumer enrollment windows and an increased ability to provide telehealth services.
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.
The non-deductible HIP Fee was permanently eliminated beginning in 2021.
For the year ended December 31, 2020, we recognized $1,570 as selling, general and administrative expense related to the HIP Fee.
There was no corresponding expense for 2021 due to the elimination of the HIP Fee beginning in 2021.
On November 10, 2021, we announced our entrance into an agreement with Personal Touch Holding Corporation to acquire Integra Managed Care (“Integra”).
On February 28, 2020, we completed our acquisition of Beacon Health Options, Inc. (“Beacon”), which was the largest independently held behavioral health organization in the country.
At the time of acquisition, Beacon served more than thirty-four million individuals across all fifty states.
This acquisition aligned 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.
included in Part II, Item 8 of this Form 10-K.
If approved by the Court, the Subscriber Settlement Agreement will require the defendants to make a monetary settlement payment, our portion of which is estimated to be $594, and will include certain terms imposing non-monetary obligations on the defendants.
As of December 31, 2021, the liability balance accrued for our estimated remaining payment obligation was $507, net of payments made.
All terms of the Subscriber Settlement Agreement are subject to approval by the
Court before they become effective.
In January 2019, we exercised our contractual right to terminate our PBM agreement (the “ESI PBM Agreement”) with Express Scripts, Inc. (“Express Scripts”).
An excerpt. Shown here: 40 of 269 rewritten, 40 of 100 added and 40 of 84 removed. The counts are complete. For every sentence, read Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. in the FY2022 filing and the FY2021 filing.
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
13 rewritten, 3 added, 3 removed, 36 unchanged
Potential impacts discussed below are based upon sensitivity analyses performed on our financial position as of December 31, [removed: 2021.][added: 2022.]
Investments in fixed maturity securities include corporate securities, which account for [removed: 46.0%] [added: 46.9%] of our total fixed maturity securities at December 31, [removed: 2021] [added: 2022] and are subject to credit/default risk.
A 100 basis point increase in interest rates would result in an approximate [removed: $1,114] [added: $39] decrease in fair value, whereas a 100 basis point decrease in interest rates would result in an approximate [removed: $1,152] [added: $39] increase in fair value.
[removed: While we classify our fixed maturity securities as “available-for-sale” for accounting purposes, we believe our] cash flows and the duration of our portfolio should allow us to hold securities to maturity, thereby avoiding the recognition of losses should interest rates rise significantly.
Our equity portfolio is subject to the volatility inherent in the stock market, [added: driven by concerns over economic conditions, earnings and sales growth, inflation, and consumer confidence.]
Our other invested assets, reported within our long-term investments, are primarily subject to private market exposures, including private [removed: equity, real estate,] [added: equity] and private credit investments.
As of December 31, [removed: 2021, 6.5%] [added: 2022, 3.4%] 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: $188.][added: $95.]
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: $188.][added: $95.]
Our total long-term debt at December 31, [removed: 2021] [added: 2022] consisted of senior unsecured notes, convertible debentures, commercial paper and subordinated surplus notes issued by one of our insurance subsidiaries.
At December 31, [removed: 2021,] [added: 2022,] the carrying value and estimated fair value of our long-term debt was [removed: $22,756] [added: $23,849] and [removed: $26,136,] [added: $22,324] respectively.
As of December 31, [removed: 2021,] [added: 2022,] we recorded a net [removed: asset] [added: liability] of [removed: $18,] [added: $57,] the estimated fair value of the swaps at that date.
A 100 basis point increase in interest rates would result in an approximate [removed: $32] [added: $1,088] decrease in fair value, whereas a 100 basis point decrease in interest rates would result in an approximate [removed: $32] [added: $1,154] increase in fair value.
While we classify our fixed maturity securities as “available-for-sale” for accounting purposes, we believe our
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driven by concerns over economic conditions, earnings and sales growth, inflation, and consumer confidence.
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Item 1. BUSINESS.
136 rewritten, 87 added, 106 removed, 317 unchanged
At [removed: Anthem,] [added: Elevance Health,] our purpose *–* to improve the health of humanity *–* is central to who we are.
We believe in working together to achieve our [removed: goals] [added: mission] of improving lives and communities, simplifying healthcare and expecting more.
- *Diversity* – Open [removed: your] [added: our] hearts and minds
We are one of the largest health [removed: benefits companies] [added: insurers] in the United States in terms of medical membership, serving [removed: greater than 45] [added: approximately 47.5] million medical members through our affiliated health plans as of December 31, [removed: 2021.][added: 2022.]
We [removed: also] provide services to the federal government in connection with our Federal Health Products & Services business, which administers the Federal Employees Health Benefits (“FEHB”) Program.
We provide an array of specialty services both to [added: customers of] our subsidiary health plans and also unaffiliated health plans, including pharmacy benefit management (“PBM”) services and dental, vision, life, disability and supplemental health insurance benefits, as well as integrated health services.
[removed: We also] [added: In addition, we] conduct business through arrangements with other BCBS licensees as well as other strategic partners.
Through our subsidiaries, we also serve customers in numerous states [removed: and Puerto Rico] as AIM Specialty Health, Amerigroup, Aspire Health, Beacon, CareMore, Freedom Health, HealthLink, HealthSun, MMM, Optimum [removed: HealthCare,] [added: Healthcare,] Simply Healthcare, [added: UniCare] and/or [removed: UniCare.][added: Wellpoint.]
Ultimately, we believe that practical and sustainable improvements in healthcare must focus on improving healthcare quality while managing [added: costs for total affordability.]
Further, we [removed: are expanding] [added: continue to expand] our financial arrangements with providers to [removed: include] [added: implement] payment models that [removed: encourage] [added: advance] value-based care.
Finally, we expect to continue to rationalize our portfolio of businesses and products and align our investments to [removed: capitalize on new opportunities to drive growth in] [added: optimize] our [removed: existing markets and expand into new markets] [added: core businesses, invest] in [removed: the future.][added: high-growth opportunities, and accelerate capabilities and services.]
Advances in medical technology, [removed: increases in] [added: including new] specialty [removed: drug costs, increases in hospital expenditures and other provider costs,] [added: drugs,] the aging [removed: of the] population, other demographic characteristics and the COVID-19 pandemic continue to contribute to rising healthcare costs.
Our managed care plans and products are designed to encourage providers and members to participate in quality, cost-effective health benefit programs by using the full range of our innovative medical management services, [removed: quality] [added: health-outcomes based] initiatives and [removed: financial incentives.][added: health quality-based]
In addition, our ability to manage [removed: selling,] general and administrative costs continues to be a driver of our overall profitability.
[removed: The] [added: Our] future results of [removed: our] operations will also be impacted by certain external forces and resulting changes in our business model and strategy.
Our results of operations are also impacted by levels and mix of membership, which can change as a result of the quality and pricing of our health benefits products and services, an aging population, economic conditions, changes in unemployment, [added: the continued and future impact of the COVID-19 pandemic,] acquisitions, entry into new markets and expansions in or exits from existing markets.
These membership trends could be negatively impacted by various factors that could have a material adverse effect on our future results of operations such as general economic downturns that result in business failures, failure to obtain new customers or retain existing customers, premium increases, benefit [removed: changes] [added: changes, membership impacts caused by COVID-19, including how our members access healthcare services,] or our exit from a specific market.
Through our participation in various federal government programs, we generated approximately [removed: 20.7%, 20.3% and 20.7%] [added: 28%] of our total consolidated revenues from agencies of the U.S. government for [added: each of] the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019, respectively.][added: 2020.]
[removed: These] [added: The majority of these] revenues are contained in our Government Business segment as described below.
An immaterial amount of our total consolidated revenues is derived from activities outside of the U.S. [added: and Puerto Rico.]
[removed: We manage] [added: In 2022, we managed] our operations by customer type through four reportable segments: Commercial & Specialty Business, Government Business, [removed: IngenioRx] [added: CarelonRx (formerly known as IngenioRx)] and Other.
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 [added: stop loss,] dental, vision, life, disability and supplemental health insurance benefits as described below.
Our [removed: IngenioRx] [added: CarelonRx (formerly IngenioRx)] segment includes our PBM business.
[removed: IngenioRx] [added: CarelonRx] markets and offers PBM services to our affiliated health plan customers, as well as to external customers outside of the health plans we own.
[removed: IngenioRx] [added: CarelonRx] has a comprehensive PBM services portfolio, which includes services such as formulary management, pharmacy networks, [added: a] prescription drug database, member services and mail order capabilities.
Our Other segment includes our Diversified Business Group, [added: now known as Carelon Services,] 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.
This segment also includes certain [added: intercompany] eliminations and corporate expenses not allocated to our other reportable segments.
Further, [removed: IngenioRx] [added: CarelonRx] was built to simplify pharmacy care and focus on the whole person, and we expect it will make it easier for our customers to achieve better health outcomes at a lower total cost of care.
In [removed: 2021,] [added: 2022,] we made the decision to [removed: modestly] expand our participation in the Public Exchange market for [removed: 2022] [added: 2023] after also expanding in [removed: 2021.][added: 2022.]
As a result, for [removed: 2022] [added: 2023] we are offering Individual Public Exchange products in [removed: 122] [added: 138] of the 143 rating regions in which we operate, in comparison to [removed: 103] [added: 122] of 143 rating regions in [removed: 2021.][added: 2022.]
Being a licensee of the BCBS association of companies, of which there were 34 independent primary licensees including us as of December 31, [removed: 2021,] [added: 2022,] provides significant market value, especially when competing for very large multi-state [removed: employer groups.]
BlueCard® host members are generally members who reside in or travel to a state in which an [removed: Anthem] [added: Elevance Health] subsidiary is the Blue Cross and/or Blue Shield licensee and who are covered under an employer-sponsored health plan serviced by a [removed: non-Anthem] [added: non-Elevance Health] controlled BCBS licensee, which is the “home” plan.
We refer to members in our service areas licensed by the BCBSA as our [removed: BCBS-branded] [added: BCBS-branded, or Anthem BCBS,] business.
Non-BCBS-branded business refers to members in our [removed: non-BCBS-branded] [added: non-BCBS-branded, or Wellpoint plans, which include] Amerigroup, Freedom Health, HealthSun, MMM, Optimum [removed: HealthCare] [added: Healthcare] and Simply Healthcare plans, as well as HealthLink and UniCare members.
Members are charged periodic, prepaid premiums and generally pay [removed: co-payments,] [added: copayments,] coinsurance and/or deductibles when they receive services.
- *Commercial Risk-Based Products.* Our Commercial & Specialty Business offers [added: employer groups] a diversified mix of managed care risk-based products including: Preferred Provider Organization (“PPO”), Health Maintenance Organization (“HMO”), Consumer-Driven Health Plans (“CDHP”), Traditional Indemnity and Point-of-Service (“POS”) plans.
- *Commercial Fee-Based Products.* Our Commercial & Specialty Business provides a broad array of managed care services to fee-based [removed: customers,] [added: groups,] including claims processing, [removed: stop loss insurance,] provider network access, medical management, care management and wellness programs, actuarial services and other administrative services.
[removed: We] also charge a premium to underwrite stop loss insurance for employers that maintain fee-based plans but want to limit their retained risk.
- *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 [removed: Anthem] [added: Elevance Health] subsidiaries.
[removed: ◦*Dental.*] [added: *◦Dental.*] Our dental plans include networks in certain states in which we operate and are offered on both a risk-based and fee-based basis.
We strive to deliver on our mission by maximizing the power of partnerships, innovating to fuel growth and health equity, and having a high-performance culture.
Our strategy is to become a lifetime, trusted health partner through the following four core focus areas:
- *Whole Health* – Partner to address physical, behavioral, social, and pharmacy needs to improve health, affordability, quality, equity, and access for individuals and communities.
- *Exceptional Experiences* – Put the people we serve at the center of all that we do, to exceed expectations and optimize health outcomes.
- *Care Provider Enablement* – Be the easiest payer to work with by supporting care provider partners with data, insights, and tools they need to deliver exceptional care for our consumers.
- *Digital Platform* – Use digital technologies to improve efficiency and experiences, convert data into insights, and create a platform that connects stakeholders from across the health ecosystem.
We offer PBM services through our CarelonRx, Inc. (“CarelonRx”) subsidiary, which was named IngenioRx, Inc. prior to January 1, 2023.
As part of our name change to Elevance Health, in June 2022, we announced that over the next several years we will organize our brand portfolio into the following core go-to-market brands:
- Anthem Blue Cross/Anthem Blue Cross and Blue Shield — represents our existing Anthem-branded and affiliated Blue Cross and/or Blue Shield licensed plans;
- Wellpoint — we intend to unite select non-BCBSA licensed Medicare, Medicaid and Commercial plans under the Wellpoint name; and
- Carelon — this brand brings together our healthcare-related services and capabilities, including our formerly named Diversified Business Group and IngenioRx businesses, under a single brand name.
As we continue our journey to evolve our business from a traditional health insurance company into a lifetime, trusted health partner, we are evaluating and making changes to how we manage our business.
This included a review of the products in each of our operating segments, which resulted in restructurings between some of our operating segments.
Therefore, our reportable segment presentation in 2023 and its composition will reflect how we began managing our operations and monitoring performance, aligning strategies and allocating resources on January 1, 2023.
For additional discussion, see “Reportable Segments” below in this “Business” section and Note 20, “Segment Information,” of the Notes to Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K.
financial incentives.
As discussed in the “General” section above, we are in the process of organizing our brand portfolio into three core go-to-market brands, and are reviewing and modifying how we will manage our businesses in the future.
In 2022, we managed our operations by customer type through four reportable segments: Commercial & Specialty Business, Government Business, CarelonRx (formerly known as IngenioRx) and Other.
As we continue our journey to evolve our business from a traditional health insurance company into a lifetime, trusted health partner, we are evaluating and making changes to how we manage our business.
This included a review of the products in each of our operating segments, which resulted in restructurings between some of our operating segments.
Therefore, our reportable segment presentation in 2023 and its composition will reflect how we began managing our operations and monitoring performance, aligning strategies and allocating resources on January 1, 2023.
As a result of these changes, beginning with our Quarterly Report on Form 10-Q for the first quarter of 2023, we will report our results in the following four reportable segments: (i) Health Benefits, which will combine our existing Commercial & Specialty Business and Government Business segments; (ii) our existing CarelonRx segment; (iii) Carelon Services (our former Diversified Business Group), which will be carved out from our existing Other segment; and (iv) Corporate and Other, which will include businesses that do not individually meet the quantitative thresholds for an operating segment, as well as corporate expenses not allocated to our other reportable segments.
We expect to reclassify previously reported information to conform to the new presentation.
employer groups.
We
◦*Stop Loss Insurance.* Our stop loss insurance arrangements are built around our clients’ needs while assuming 100% of the risk.
We offer specific and aggregate plans that will provide options to meet our clients’ coverage terms, budget and risk tolerance; active claims management to help avoid errors and missing claims; as well as cost containment to assist our clients with claims and cost control.
As of December 31, 2022, we provide Medicaid and
CarelonRx
We transitioned existing members from Express Scripts to CarelonRx by January 1, 2020.
Other
Our Other segment includes our Diversified Business Group, now known as Carelon Services.
Business units in Carelon Services offer a broad array of healthcare related services and capabilities to internal and external customers including integrated care delivery, behavioral health, palliative care, utilization management, payment integrity services and subrogation services, as well as health and wellness programs.
Key services offered include:
*•Behavioral Health.* We provide comprehensive behavioral health management services through clinical and network administration.
In a limited capacity, we also provide high-quality, evidence-based behavioral healthcare and counseling services through licensed clinicians in convenient and accessible locations.
*•Care Delivery*.
We provide highly integrated, personalized care to patients with chronic and complex conditions, whether in their home, care centers, mobile units, skilled nursing facilities, hospitals, or virtually.
Additionally, we provide non-hospice, community based palliative care to deliver an extra layer of personalized support and whole-person care.
*•Advanced Analytics and Services.* We leverage data, analytics, and insights to help improve outcomes and lower the cost of care, by working to ensure that our members receive safe, appropriate, high-quality, cost-effective care and that our providers are reimbursed accurately and timely.
We strive to accomplish these goals through a collaborative focus on execution and delivering for those we serve in order to become a lifetime, trusted health partner.
In pursuing our strategy and becoming a lifetime, trusted health partner, we intend to transform healthcare by taking a whole health approach and providing trusted and caring solutions, delivering quality products and services that give customers access to the care they need and removing barriers to health.
PBM services are offered through our IngenioRx, Inc. (“IngenioRx”) subsidiary.
costs for total affordability.
COVID-19
The COVID-19 pandemic continues to impact the global economy, cause market instability and uncertainty in the labor market and put pressure on the healthcare system, and it has impacted, and will likely continue to impact, our membership, our benefit expense and our member behavior, including how members access healthcare services.
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.
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 10-K.
IngenioRx
the health plans we own.
Express Scripts managed the network of pharmacy providers, operated mail order pharmacies and processed prescription drug claims on our behalf, while we sold and supported the product for our members, made formulary decisions, sold drug benefit design strategy and provided front line member support.
We began transitioning existing members from Express Scripts to IngenioRx in the second quarter of 2019, and completed the transition by January 1, 2020.
In addition, we have implemented
However, this seasonality may change in the future as the COVID-19 pandemic continues.
These medical management activities and programs are administered and directed by physicians and nurses.
*Care coordination:* A traditional medical management strategy we use is care coordination, which is based on nationally recognized criteria developed by third-party medical specialists.
With inpatient care coordination, the requirements and intensity of services during a patient’s hospital stay are reviewed, at times by an onsite, skilled nurse professional in collaboration with the hospital’s medical and nursing staff, in order to coordinate care and determine the most effective transition of care from the hospital setting.
In addition, continued stay cases are reviewed with physician medical directors to ensure appropriate utilization of medical services.
We also coordinate care for outpatient services to help ensure that patients with chronic conditions who receive care from multiple physicians are able to manage the exchange of information between physicians and coordinate office visits to their physicians.
Case management identifies members who are likely to be re-admitted to the hospital through claims analysis using predictive modeling techniques, the use of health risk assessment data, utilization management reports and referrals from a physician or one of our other programs, such as the 24/7 NurseLine.
Registered nurses, medical directors, behavioral health experts, pharmacists and other clinicians focus on these members and help them coordinate their care through pharmacy compliance, post-hospital care, follow-up visits to see their physician and support in their home.
Increasingly, we collaborate with our providers and key health partners within the member’s provider care team by providing actionable patient data insights, practice-coaching capabilities, technology and programs, and products that help our providers and health partners to successfully deliver the right care, at the right time, in the right place.
For example, precertification is used to determine whether a set of hospital and medical services is being appropriately applied to the member’s clinical condition, in accordance with criteria for medical necessity as that term is defined in the member’s benefits contract.
All of our health plans have implemented precertification programs for selected medical services including surgeries, major diagnostic procedures, devices, drugs and other services to help members maximize benefits and avoid unnecessary charges or penalties.
*Formulary management:* We have developed formularies, which are selections of drugs based on clinical quality and effectiveness.
A pharmacy and therapeutics committee of physicians uses scientific and clinical evidence to ensure that our members have access to the appropriate drug therapies and receive these therapies through proper settings.
This committee is comprised of internal and external physician leaders from various specialties and areas of the country.
We also work in cooperation with academic medical centers, practicing community physicians and medical specialty organizations.
All guidelines and policies are reviewed at least once a year or as new published clinical evidence becomes available.
We endorse, encourage and incentivize hospitals and physicians to support national initiatives to improve the quality of clinical care and patient outcomes and to reduce medication errors and hospital infections.
When we receive member concerns, we have formal appeals procedures that ultimately allow coverage disputes related to medical necessity decisions under the benefits contract to be settled by independent expert physicians.
*Provider cost comparison tools:* We offer web-based tools that allow our members to compare cost estimates, quality accreditation data and patient reviews for common services at contracted providers and cost estimates for facility, professional and ancillary services.
Members can also estimate out-of-pocket costs based on a member’s own benefit coverage, deductible and out-of-pocket maximum.
We continue to work on enhancing and evolving our tools to assist members in making informed and value-based healthcare decisions.
An excerpt. Shown here: 40 of 136 rewritten, 40 of 87 added and 40 of 106 removed. The counts are complete. For every sentence, read Item 1. BUSINESS. in the FY2022 filing and the FY2021 filing.
Cover and table of contents
35 rewritten, 12 added, 6 removed, 65 unchanged
For the fiscal year ended December 31, [removed: 2021][added: 2022]
Registrant’s telephone number, including area code: [removed: (800) 331-1476][added: (833) 401-1577]
| Common Stock, Par Value $0.01 | | | | | | [removed: ANTM] [added: ELV] | | | | | | New York Stock Exchange | | |
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: 2021] [added: 2022] was approximately [removed: $93,007,966,095.][added: $115,691,972,993.]
As of February [removed: 3, 2022, 241,304,369] [added: 1, 2023, 237,457,776] 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: 18, 2022.][added: 10, 2023.]
For the Year Ended December 31, [removed: 2021][added: 2022]
| ITEM 1. | | | [removed: [BUSINESS](#ief3a920211334d978f6dbc444677e314_13)] [added: [BUSINESS](#i09daec87c4c344c8b0454b84b1a4fe73_13)] | | | [removed: [3](#ief3a920211334d978f6dbc444677e314_13)] [added: [3](#i09daec87c4c344c8b0454b84b1a4fe73_13)] | | |
| ITEM 1A. | | | [RISK [removed: FACTORS](#ief3a920211334d978f6dbc444677e314_16)] [added: FACTORS](#i09daec87c4c344c8b0454b84b1a4fe73_16)] | | | [removed: [23](#ief3a920211334d978f6dbc444677e314_16)] [added: [22](#i09daec87c4c344c8b0454b84b1a4fe73_16)] | | |
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| ITEM 2. | | | [removed: [PROPERTIES](#ief3a920211334d978f6dbc444677e314_22)] [added: [PROPERTIES](#i09daec87c4c344c8b0454b84b1a4fe73_22)] | | | [removed: [38](#ief3a920211334d978f6dbc444677e314_22)] [added: [36](#i09daec87c4c344c8b0454b84b1a4fe73_22)] | | |
| ITEM 3. | | | [LEGAL [removed: PROCEEDINGS](#ief3a920211334d978f6dbc444677e314_25)] [added: PROCEEDINGS](#i09daec87c4c344c8b0454b84b1a4fe73_25)] | | | [removed: [38](#ief3a920211334d978f6dbc444677e314_25)] [added: [36](#i09daec87c4c344c8b0454b84b1a4fe73_25)] | | |
| ITEM 4. | | | [MINE SAFETY [removed: DISCLOSURES](#ief3a920211334d978f6dbc444677e314_28)] [added: DISCLOSURES](#i09daec87c4c344c8b0454b84b1a4fe73_28)] | | | [removed: [38](#ief3a920211334d978f6dbc444677e314_28)] [added: [36](#i09daec87c4c344c8b0454b84b1a4fe73_28)] | | |
| ITEM 5. | | | [MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY [removed: SECURITIES](#ief3a920211334d978f6dbc444677e314_34)] [added: SECURITIES](#i09daec87c4c344c8b0454b84b1a4fe73_34)] | | | [removed: [39](#ief3a920211334d978f6dbc444677e314_34)] [added: [37](#i09daec87c4c344c8b0454b84b1a4fe73_34)] | | |
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| ITEM 9. | | | [CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL [removed: DISCLOSURE](#ief3a920211334d978f6dbc444677e314_193)] [added: DISCLOSURE](#i09daec87c4c344c8b0454b84b1a4fe73_181)] | | | [removed: [138](#ief3a920211334d978f6dbc444677e314_193)] [added: [136](#i09daec87c4c344c8b0454b84b1a4fe73_181)] | | |
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| ITEM 16. | | | FORM 10-K SUMMARY | | | [removed: [147](#ief3a920211334d978f6dbc444677e314_226)] [added: [146](#i09daec87c4c344c8b0454b84b1a4fe73_217)] | | |
[removed: *References] [added: References] in this Annual Report on Form 10-K to the terms “we,” “our,” “us,” [removed: “Anthem”] [added: “Elevance Health”] or the “Company” refer to [removed: Anthem,] [added: Elevance Health,] Inc., an Indiana corporation, and, unless the context otherwise requires, its direct and indirect subsidiaries.
References to the term “states” include the District of [removed: Columbia,] [added: Columbia and Puerto Rico,] unless the context otherwise requires.*
[removed: CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING] [added: FORWARD-LOOKING] STATEMENTS
This [removed: Annual Report on Form 10-K, including Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,”] [added: document] contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.
Except to the extent [removed: otherwise] required by [removed: federal securities laws,] [added: law,] we do not undertake [removed: any obligation] to [removed: republish revised] [added: update or revise any] forward-looking statements to reflect events or circumstances [added: occurring] after the date hereof.
These risks and uncertainties include, but are not limited to: [added: trends in healthcare costs and utilization rates; reduced enrollment; our ability to secure and implement sufficient premium rates;] the impact of large scale medical emergencies, such as public health epidemics and pandemics, including COVID-19, and [added: other] catastrophes; [removed: 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 [added: new or changes in existing] federal, state and international [removed: law and regulation,] [added: laws or regulations,] including [removed: ongoing changes in the Patient Protection and Affordable Care Act] [added: healthcare laws] and [added: regulations, or their enforcement or application;] the [removed: Health Care and Education Reconciliation Act] [added: impact] of [removed: 2010, as amended;] [added: cyber-attacks or other privacy or data security incidents or breaches or our failure to comply with any privacy or security laws or regulations, including any investigations, claims or litigation related thereto; information technology disruptions;] changes in economic and market conditions, as well as regulations that may negatively affect our liquidity and investment portfolios; [removed: our ability to contract with providers on cost-effective and] competitive [removed: terms; competitive] pressures and our ability to adapt to changes in the industry and develop and implement strategic growth opportunities; [removed: reduced enrollment; 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: risks] [added: our ability to contract with providers on cost-effective] and [removed: uncertainties related] [added: competitive terms; failure] to [added: effectively maintain and modernize] our [added: information systems; risks associated with providing] pharmacy benefit management [removed: (“PBM”) business,] [added: (“PBM”), healthcare and other diversified products and services,] including [added: medical malpractice or professional liability claims and] non-compliance by any party with the PBM services agreement between us and CaremarkPCS Health, L.L.C.; [removed: medical malpractice or professional liability claims or other] risks [removed: related to healthcare and PBM services provided by our subsidiaries; general risks] associated with mergers, acquisitions, joint ventures and strategic alliances; [removed: 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 [removed: indebtedness;] [added: indebtedness and the risk that increased interest rates or market volatility could impact our access to or further increase the cost of financing;] 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; [removed: failure to effectively maintain and modernize our information systems;] events that may negatively affect our licenses with the Blue Cross and Blue Shield Association; intense competition to attract and retain employees; risks associated with our international operations; and various laws and provisions in our governing documents that may prevent or discourage takeovers and business combinations.

ELEVANCE HEALTH, INC.
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrants’s executive officers during the relevant recovery period pursuant to §240.10D-1(b) ¨
Elevance Health, Inc.
| [PART I](#i09daec87c4c344c8b0454b84b1a4fe73_10) | | | | | | | | |
| [PART II](#i09daec87c4c344c8b0454b84b1a4fe73_31) | | | | | | | | |
| [PART III](#i09daec87c4c344c8b0454b84b1a4fe73_193) | | | | | | | | |
| [PART IV](#i09daec87c4c344c8b0454b84b1a4fe73_211) | | | | | | | | |
| [SIGNATURES](#i09daec87c4c344c8b0454b84b1a4fe73_262) | | | | | | [153](#i09daec87c4c344c8b0454b84b1a4fe73_262) | | |
*On May 18, 2022, our shareholders approved a proposal to amend our amended and restated articles of incorporation to change our name from Anthem, Inc. to Elevance Health, Inc. This amendment and name change went into effect on June 27, 2022.
We began operating as Elevance Health, Inc. and trading under our new ticker symbol “ELV” on June 28, 2022.
ANTHEM, INC.
| [PART I](#ief3a920211334d978f6dbc444677e314_10) | | | | | | | | |
| [PART II](#ief3a920211334d978f6dbc444677e314_31) | | | | | | | | |
| [PART III](#ief3a920211334d978f6dbc444677e314_202) | | | | | | | | |
| [PART IV](#ief3a920211334d978f6dbc444677e314_220) | | | | | | | | |
| [SIGNATURES](#ief3a920211334d978f6dbc444677e314_277) | | | | | | [154](#ief3a920211334d978f6dbc444677e314_277) | | |
Item 2. PROPERTIES.
2 rewritten, 0 added, 0 removed, 6 unchanged
In [removed: the fourth quarter of 2021,] [added: 2021 and 2022,] we identified additional reductions of office space.
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 [removed: as it relates] [added: in response] to the [removed: impact of the COVID-19 pandemic and the] changing needs of [removed: a more] [added: our in-office,] hybrid [removed: remote] and [removed: in-office] [added: remote] workforce.
Item 4. MINE SAFETY DISCLOSURES.
0 rewritten, 1 added, 1 removed, 2 unchanged
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Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.
12 rewritten, 11 added, 8 removed, 21 unchanged
Our common stock, par value $0.01 per share, is listed on the NYSE under the symbol [removed: “ANTM.”][added: “ELV.”]
As of February [removed: 3, 2022,] [added: 1, 2023,] there were [removed: 53,071] [added: 50,958] shareholders of record of our common stock.
The information required by this Item concerning securities authorized for issuance under our equity compensation plans is set forth in Part III, Item [removed: 12] [added: 12,] “Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters” in this Annual Report on Form 10-K.
1Total number of shares purchased includes [removed: 5,097] [added: 4,324] shares delivered to or withheld by us in connection with employee payroll tax withholding upon exercise or vesting of stock awards.
[removed: 2Represents] [added: 2Represents] the number of shares repurchased through the common stock repurchase program authorized by our Board of Directors, which the Board evaluates periodically.
During the year ended December 31, [removed: 2021,] [added: 2022,] we repurchased [removed: 5,115,180] [added: 4,834,939] shares at an aggregate cost of [removed: $1,900] [added: $2,316] under the program, including the cost of options to purchase shares.
On January [removed: 26, 2021,] [added: 24, 2023,] our Audit Committee, pursuant to authorization granted by the Board of Directors, authorized a $5,000 increase to our common stock repurchase program.
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: 2016] [added: 2017] through December 31, [removed: 2021,] [added: 2022,] 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 [removed: &] [added: and] Poor’s [removed: Managed] [added: 500] Health Care Index (the “S&P [removed: Managed] [added: 500] Health Care Index”).
The graph assumes an investment of $100 on December 31, [removed: 2016] [added: 2017] in each of our common [removed: stock, the S&P 500 Index] [added: stock] and [removed: the S&P Managed Health Care Index] [added: these indices] (and the reinvestment of all dividends).
[removed: ][added: ]
| | | | | | | [removed: 2016] [added: 2017] | | | | | | [removed: 2017] [added: 2018] | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | |
Based upon an initial investment of $100 on December 31, [removed: 2016] [added: 2017] with dividends reinvested.
| October 1, 2022 to October 31, 2022 | | | | | | | | | 432,338 | | | | | | $ | 481.70 | | | | | 431,325 | | | | | | $ | 2,236 | |
| November 1, 2022 to November 30, 2022 | | | | | | | | | 434,076 | | | | | | 503.80 | | | | | | 433,418 | | | | | | 2,017 | | |
| December 1, 2022 to December 31, 2022 | | | | | | | | | 278,961 | | | | | | 511.26 | | | | | | 276,308 | | | | | | 1,876 | | |
| | | | | | | | | | 1,145,375 | | | | | | | | | | | | 1,141,051 | | | | | | | | |
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We have also included the Standard & Poor’s Managed Health Care Index (the “S&P Managed Health Care Index”) that we have compared ourselves to in prior years.
We believe the S&P 500 Health Care Index provides for a more meaningful comparison as it contains a more comprehensive list of companies in the healthcare industry than the previous S&P Managed Health Care Index.
| Elevance Health, Inc. | | | | | | $ | 100 | | | | | $ | 118 | | | | | $ | 137 | | | | | $ | 148 | | | | | $ | 216 | | | | | $ | 242 | |
| S&P 500 Index | | | | | | 100 | | | | | | 96 | | | | | | 126 | | | | | | 149 | | | | | | 192 | | | | | | 157 | | |
| S&P 500 Health Care Index | | | | | | 100 | | | | | | 106 | | | | | | 129 | | | | | | 146 | | | | | | 184 | | | | | | 180 | | |
| S&P Managed Health Care Index | | | | | | 100 | | | | | | 111 | | | | | | 133 | | | | | | 154 | | | | | | 218 | | | | | | 234 | | |
| 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 | | | | | | | | |
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| 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 | | |
Item 6. [RESERVED]
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Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
848 rewritten, 366 added, 226 removed, 1,319 unchanged
Years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019][added: 2020]
| Report of Independent Registered Public Accounting Firm (PCAOB ID:42) | | | [removed: [69](#ief3a920211334d978f6dbc444677e314_64)] [added: [67](#i09daec87c4c344c8b0454b84b1a4fe73_64)] | | |
| Consolidated Balance Sheets | | | [removed: [71](#ief3a920211334d978f6dbc444677e314_67)] [added: [69](#i09daec87c4c344c8b0454b84b1a4fe73_70)] | | |
| Consolidated Statements of Income | | | [removed: [72](#ief3a920211334d978f6dbc444677e314_73)] [added: [70](#i09daec87c4c344c8b0454b84b1a4fe73_76)] | | |
| Consolidated Statements of Comprehensive Income | | | [removed: [73](#ief3a920211334d978f6dbc444677e314_76)] [added: [71](#i09daec87c4c344c8b0454b84b1a4fe73_79)] | | |
| Consolidated Statements of Cash Flows | | | [removed: [74](#ief3a920211334d978f6dbc444677e314_79)] [added: [72](#i09daec87c4c344c8b0454b84b1a4fe73_82)] | | |
| Consolidated Statements of Shareholders’ Equity | | | [removed: [75](#ief3a920211334d978f6dbc444677e314_82)] [added: [73](#i09daec87c4c344c8b0454b84b1a4fe73_85)] | | |
| Notes to Consolidated Financial Statements | | | [removed: [76](#ief3a920211334d978f6dbc444677e314_85)] [added: [74](#i09daec87c4c344c8b0454b84b1a4fe73_88)] | | |
To the Shareholders and the Board of Directors of [removed: Anthem,] [added: Elevance Health,] Inc.
We have audited the accompanying consolidated balance sheets of [removed: Anthem,] [added: Elevance Health,] Inc. (the Company) as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] 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: 2021,] [added: 2022,] 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: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2021,] [added: 2022,] 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: 2021,] [added: 2022,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February [removed: 16, 2022] [added: 15, 2023] expressed an unqualified opinion thereon.
| Description of the Matter | | | | | | Medical claims payable was [removed: $13,518] [added: $15,596] million at December 31, [removed: 2021,] [added: 2022,] 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, 2021] | | | [added: 2020] | | | [removed: December 31, 2020] | | | [added: 2021 | | | | | | | | |]
| Cash and cash equivalents | | | $ | [removed: 4,880] [added: 7,387] | | | | | $ | [removed: 5,741] [added: 4,880] | |
| Fixed maturity securities (amortized cost of [removed: $25,641] [added: $28,226] and [removed: $22,222;] [added: $25,641;] allowance for credit losses of [removed: $6] [added: $9] and [removed: $7)] [added: $6)] | | | [removed: 26,267] [added: 25,952] | | | | | | [removed: 23,433] [added: 26,267] | | |
| Equity securities | | | [removed: 1,881] [added: 953] | | | | | | [removed: 1,559] [added: 1,881] | | |
| Premium receivables | | | [removed: 5,681] [added: 7,083] | | | | | | [removed: 5,279] [added: 5,681] | | |
| Self-funded receivables | | | [removed: 4,010] [added: 4,663] | | | | | | [removed: 2,849] [added: 4,010] | | |
| Other receivables | | | [removed: 3,749] [added: 4,298] | | | | | | [removed: 2,830] [added: 3,749] | | |
| Other current assets | | | [removed: 4,654] [added: 5,281] | | | | | | [removed: 4,060] [added: 4,654] | | |
| Total current assets | | | [removed: 51,122] [added: 55,617] | | | | | | [removed: 45,751] [added: 51,122] | | |
| Fixed maturity securities (amortized cost of [removed: $616] [added: $789] and [removed: $532;] [added: $616;] allowance for credit losses of $0 and $0) | | | [removed: 632] [added: 752] | | | | | | [removed: 562] [added: 632] | | |
| Other invested assets | | | [removed: 5,225] [added: 5,685] | | | | | | [removed: 4,285] [added: 5,225] | | |
| Property and equipment, net | | | [removed: 3,919] [added: 4,316] | | | | | | [removed: 3,483] [added: 3,919] | | |
| Goodwill | | | [removed: 24,228] [added: 24,383] | | | | | | [removed: 21,691] [added: 24,228] | | |
| Other intangible assets | | | [removed: 10,615] [added: 10,315] | | | | | | [removed: 9,405] [added: 10,615] | | |
| Other noncurrent assets | | | [removed: 1,719] [added: 1,704] | | | | | | [removed: 1,438] [added: 1,719] | | |
| Total assets | | | $ | [removed: 97,460] [added: 102,772] | | | | | $ | [removed: 86,615] [added: 97,460] | |
| Liabilities and [removed: shareholders’] equity | | | | | | | | | | | |
| Medical claims payable | | | $ | [removed: 13,518] [added: 15,596] | | | | | $ | [removed: 11,359] [added: 13,518] | |
| Other policyholder liabilities | | | [removed: 5,521] [added: 5,933] | | | | | | [removed: 4,590] [added: 5,521] | | |
| Unearned income | | | [removed: 1,153] [added: 1,112] | | | | | | [removed: 1,259] [added: 1,153] | | |
| Accounts payable and accrued expenses | | | [removed: 4,970] [added: 5,607] | | | | | | [removed: 5,493] [added: 4,970] | | |
| Short-term borrowings | | | [removed: 275] [added: 265] | | | | | | [removed: —] [added: 275] | | |
| Current portion of long-term debt | | | [removed: 1,599] [added: 1,500] | | | | | | [removed: 700] [added: 1,599] | | |
| Other current liabilities | | | [removed: 7,849] [added: 9,683] | | | | | | [removed: 6,052] [added: 7,849] | | |
| Total current liabilities | | | [removed: 34,885] [added: 39,696] | | | | | | [removed: 29,453] [added: 34,885] | | |
| Long-term debt, less current portion | | | [removed: 21,157] [added: 22,349] | | | | | | [removed: 19,335] [added: 21,157] | | |
| Reserves for future policy benefits | | | [removed: 802] [added: 737] | | | | | | [removed: 794] [added: 802] | | |
Elevance Health, Inc.
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February 15, 2023
Elevance Health, Inc.
Elevance Health, Inc.
Elevance Health, Inc.
| Net loss attributable to noncontrolling interests | | | 6 | | | | | | 9 | | | | | | — | | |
Elevance Health, Inc.
| Other, net | | | (120) | | | | | | (63) | | | | | | (45) | | |
| Changes in bank overdrafts | | | 933 | | | | | | (376) | | | | | | 486 | | |
Elevance Health, Inc.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
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| | | | Total Shareholders’ Equity | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| January 1, 2022 | | | 241.8 | | | | | | 2 | | | | | | 9,148 | | | | | | 27,065 | | | | | | (178) | | | | | | 68 | | | | | | 36,105 | | | | | | | | |
| Other comprehensive loss | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (2,325) | | | | | | (11) | | | | | | (2,336) | | | | | | | | |
| Noncontrolling interests adjustment | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 36 | | | | | | 36 | | | | | | | | |
| Repurchase and retirement of common stock | | | (4.8) | | | | | | — | | | | | | (184) | | | | | | (2,132) | | | | | | — | | | | | | — | | | | | | (2,316) | | | | | | | | |
| December 31, 2022 | | | 238.0 | | | | | | $ | 2 | | | | | $ | 9,084 | | | | | $ | 29,724 | | | | | $ | (2,503) | | | | | $ | 87 | | | | | $ | 36,394 | | | | | | | |
Elevance Health, Inc.
December 31, 2022
On May 18, 2022, our shareholders approved a proposal to amend our amended and restated articles of incorporation to change our name from Anthem, Inc. to Elevance Health, Inc. This amendment and name change went into effect on June 27, 2022.
We began operating as Elevance Health, Inc. and trading under our new ticker symbol “ELV” on June 28, 2022.
References to the “states” include the District of Columbia and Puerto Rico, unless the context otherwise requires.
Elevance Health is a health company with the purpose of improving the health of humanity.
We offer PBM services through our CarelonRx, Inc. (“CarelonRx”) subsidiary, which was named IngenioRx, Inc. prior to January 1, 2023.
As part of our name change to Elevance Health, in June 2022, we announced that over the next several years we will organize our brand portfolio into the following core go-to-market brands:
- Anthem Blue Cross/Anthem Blue Cross and Blue Shield — represents our existing Anthem-branded and affiliated Blue Cross and/or Blue Shield licensed plans;
- Wellpoint — we intend to unite select non-BCBSA licensed Medicare, Medicaid and Commercial plans under the Wellpoint name; and
- Carelon — this brand brings together our healthcare-related services and capabilities, including our formerly named Diversified Business Group and IngenioRx businesses, under a single brand name.
There were no changes made to our segments in 2022 associated with this branding strategy.
Through December 31, 2022, we managed our operations by customer types through four reportable segments: Commercial & Specialty Business, Government Business, CarelonRx (formerly known as IngenioRx) and Other.
Our branding strategy reflects the evolution of
our business from a traditional health insurance company into a lifetime, trusted health partner, and given this evolution we are in the process of reviewing and modifying how we will manage our business in the future.
For additional discussion, including the changes to our reportable segments for 2023, see Note 20, “Segment Information.”
When estimates of prepayments change, the
Elevance Health, Inc.
Elevance Health, Inc.
from amounts initially recorded for business combinations, if any, and amounts recorded to accumulated other comprehensive income.
ANTHEM, INC.
February 16, 2022
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| | | | | | | | | | | | | | | | | | |
| Other, net | | | (349) | | | | | | 488 | | | | | | (204) | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
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| January 1, 2019 | | | 257.4 | | | | | | $ | 3 | | | | | $ | 9,536 | | | | | $ | 20,014 | | | | | $ | (986) | | | | | $ | — | | | | | $ | 28,567 | |
| Repurchase and retirement of common stock | | | (6.3) | | | | | | — | | | | | | (275) | | | | | | (1,426) | | | | | | — | | | | | | — | | | | | | (1,701) | | |
| December 31, 2019 | | | 252.9 | | | | | | 3 | | | | | | 9,448 | | | | | | 22,573 | | | | | | (296) | | | | | | — | | | | | | 31,728 | | |
Anthem, Inc.
PBM services are offered through our IngenioRx, Inc. (“IngenioRx”) subsidiary.
Notes to Consolidated Financial Statements (continued)
Prior to 2020, our fixed maturity securities were evaluated for other-than-temporary impairment where credit-related impairments were presented within the other-than-temporary impairment losses recognized in our consolidated statements of income with an adjustment to the security’s amortized cost basis.
value of net assets acquired.
in interest rates or to hedge, on an economic basis, interest rate risks associated with variable rate debt.
statements, while HHS does not allow for the inclusion of these expenses within the medical loss expense for purposes of calculating minimum MLR.
Under our fee-based arrangements, revenue is recognized as administrative services are performed.
This cost includes any co-payments made by or on behalf of the customer.
There was no corresponding HIP Fee expense for 2019 or 2021.
amount of the ROU asset, an impairment calculation is performed.
In June 2016, the FASB issued Accounting Standards Update No. 2016-13, *Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments* (“ASU 2016-13”).
ASU 2016-13 introduces a current
expected credit loss model for measuring expected credit losses for certain types of financial instruments held at the reporting date based on historical experience, current conditions and reasonable supportable forecasts.
ASU 2016-13 replaces the incurred loss model for measuring expected credit losses, requires expected losses on available-for-sale debt securities to be recognized through an allowance for credit losses rather than as reductions in the amortized cost of the securities and provides for additional disclosure requirements.
ASU 2016-13 requires a cumulative-effect adjustment to the opening balance of retained earnings on the balance sheet at the date of adoption and a prospective transition approach for debt securities for which an other-than-temporary impairment had been recognized before the adoption date.
The effect of a prospective transition approach is to maintain the same amortized cost basis before and after the date of adoption.
We adopted ASU 2016-13 on January 1, 2020, and recognized a cumulative-effect adjustment of $35 to our opening retained earnings for credit related allowances on receivables.
The amendments in ASU 2018-12 make changes to a variety of areas to simplify or improve the existing recognition, measurement, presentation and disclosure requirements for long-duration contracts issued by an insurance entity.
The amendments require insurers to annually review the assumptions they make about their policyholders and update the liabilities for future policy benefits if the assumptions change.
The amendments also simplify the amortization of deferred contract acquisition costs and add new disclosure requirements about the assumptions insurers use to measure their liabilities and how they may affect future cash flows.
The amendments related to the liability for future policy benefits for traditional and limited-payment contracts and deferred acquisition costs are to be applied to contracts in force as of the beginning of the earliest period presented, with an option to apply such amendments retrospectively with a cumulative-effect adjustment to the opening balance of retained earnings as of the earliest period presented.
The amendments for market risk benefits are to be applied retrospectively.
These acquisitions included Beacon Health Options, Inc. (“Beacon”) a behavioral health managed care organization.
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Pending Acquisition
On November 10, 2021, we announced our entrance into an agreement with Personal Touch Holding Corporation to acquire Integra Managed Care (“Integra”).
See also Note 20, “Segment Information.”
See also Note 20, “Segment Information.” We believe these initiatives largely represent our progression towards becoming a more agile organization, including process automation and a reduction in our office space footprint.
| Employee termination costs: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
An excerpt. Shown here: 40 of 848 rewritten, 40 of 366 added and 40 of 226 removed. The counts are complete. For every sentence, read Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA. in the FY2022 filing and the FY2021 filing.
Item 9A. CONTROLS AND PROCEDURES.
11 rewritten, 3 added, 9 removed, 31 unchanged
We carried out an evaluation as of December 31, [removed: 2021,] [added: 2022,] 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.
Management, under the supervision and with the participation of the principal executive officer and principal financial officer, of [removed: Anthem,] [added: Elevance Health,] Inc. (the “Company”) is responsible for establishing and maintaining effective internal control over financial reporting (“Internal Control”), as such term is defined in the Exchange Act.
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: 2021.][added: 2022.]
Based on management’s assessment, [removed: which excluded assessments of Internal Control of myNEXUS, Inc. and MMM Holdings, LLC,] management has concluded that the Company’s Internal Control was effective as of December 31, [removed: 2021] [added: 2022] 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: 2021,] [added: 2022,] and has also issued an audit report dated February [removed: 16, 2022,] [added: 15, 2023,] on the effectiveness of the Company’s Internal Control as of December 31, [removed: 2021,] [added: 2022,] 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: 2021] [added: 2022] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
To the Shareholders and the Board of Directors of [removed: Anthem,] [added: Elevance Health,] Inc.
We have audited [removed: Anthem,] [added: Elevance Health,] Inc.’s internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] 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, [removed: Anthem,] [added: Elevance Health,] Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of [removed: Anthem,] [added: Elevance Health,] Inc. as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] 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: 2021,] [added: 2022,] and the related notes and financial statement schedule listed in the Index at Item 15(c) and our report dated February [removed: 16, 2022] [added: 15, 2023] 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, [added: and performing such other procedures as we considered necessary in the circumstances.]
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February 15, 2023
The Company completed its acquisitions of myNEXUS, Inc. and MMM Holdings, LLC on April 28, 2021 and June 29, 2021, respectively.
As permitted by the U.S. Securities and Exchange Commission, management’s assessment as of December 31, 2021 did not include the Internal Control of myNEXUS, Inc. and MMM Holdings, LLC, which are included in the Company's consolidated financial statements as of December 31, 2021.
Such operations of myNEXUS, Inc. and MMM Holdings, LLC constituted 5% and 11% of the Company’s total assets and net assets, respectively, as of December 31, 2021, and 2% and 0% of the Company's total revenues and net income for the year then ended.
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 myNEXUS, Inc. and MMM Holdings, LLC, which are included in the 2021 consolidated financial statements of the Company and constituted 5% and 11% of total and net assets, respectively, as of December 31, 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 evaluations of the internal control over financial reporting of myNEXUS, Inc. and MMM Holdings, LLC.
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and performing such other procedures as we considered necessary in the circumstances.
February 16, 2022
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Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this Item concerning our Executive 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, information about our Audit Committee members and financial 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: 2022] [added: 2023] 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.
Item 11. EXECUTIVE COMPENSATION.
1 rewritten, 0 added, 0 removed, 0 unchanged
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 [added: the] CEO [removed: Pay Ratio disclosure] [added: pay ratio] are incorporated herein by reference from our definitive Proxy Statement for our [removed: 2022] [added: 2023] 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.
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.
5 rewritten, 2 added, 3 removed, 10 unchanged
Securities authorized for issuance under our equity compensation plans as of December 31, [removed: 2021] [added: 2022] are as follows:
2Includes shares that may be issued under the [removed: Anthem] [added: Elevance Health] Incentive Compensation Plan [removed: and] [added: (formerly] the Anthem [added: Incentive Compensation Plan) and the] 2017 [added: Elevance Health] Incentive Compensation Plan pursuant to the following outstanding awards: [removed: 2,878,054] [added: 2,831,989] stock options, [removed: 600,636] [added: 526,536] unvested restricted stock units, and [removed: 1,318,866] [added: 1,263,414] performance stock units (assuming that the outstanding performance stock units are earned at the maximum award level).
Includes [removed: 15,811,636] [added: 14,026,920] shares of common stock available for issuance as stock options, restricted stock awards, performance stock awards, performance awards and stock appreciation rights under the [removed: Anthem] 2017 [added: Elevance Health] Incentive Compensation Plan at December 31, [removed: 2021.][added: 2022.]
Includes [removed: 4,472,123] [added: 4,325,656] shares of common stock available for issuance under the Stock Purchase Plan at December 31, [removed: 2021.][added: 2022.]
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: 2022] [added: 2023] Annual Meeting of [added: 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, 2022 | | | 4,621,939 | | | $293.28 | | | 18,352,576 | | |
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| Equity compensation plans approved by shareholders as of December 31, 2021 | | | 4,797,556 | | | $255.49 | | | 20,283,759 | | |
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Shareholders, which will be filed with the SEC pursuant to Regulation 14A within 120 days after the end of our last fiscal year.
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this Item concerning certain relationships and related person transactions and Director independence is incorporated herein by reference from our definitive Proxy Statement for our [removed: 2022] [added: 2023] 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.
Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
1 rewritten, 1 added, 1 removed, 1 unchanged
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: 2022] [added: 2023] 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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Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.
80 rewritten, 112 added, 6 removed, 19 unchanged
Consolidated Balance Sheets as of December 31, [removed: 2021] [added: 2022] and [removed: 2020][added: 2021]
Consolidated Statements of Income for the years ended December 31, [added: 2022,] 2021, [removed: 2020,] and [removed: 2019][added: 2020]
Consolidated Statements of Comprehensive Income for the years ended December 31, [added: 2022,] 2021, [removed: 2020,] and [removed: 2019][added: 2020]
Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019][added: 2020]
Consolidated Statements of Shareholders’ Equity for the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019][added: 2020]
| Exhibit Number | | | | | | Exhibit | | | | | | [added: | | |]
| 3.1 | | | | | | [Amended and Restated Articles of Incorporation of the Company, as amended and restated [removed: effective May 15, 2019, incorporated] [added: effective](http://www.sec.gov/Archives/edgar/data/1156039/000119312522183957/d359422dex31.htm) [June 27, 2022,](http://www.sec.gov/Archives/edgar/data/1156039/000119312522183957/d359422dex31.htm) [incorporated] by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed [removed: on May 15, 2019.](http://www.sec.gov/Archives/edgar/data/1156039/000119312519147906/d701558dex31.htm)] [added: on](http://www.sec.gov/Archives/edgar/data/1156039/000119312522183957/d359422dex31.htm) [June 28, 2022.](http://www.sec.gov/Archives/edgar/data/1156039/000119312522183957/d359422dex31.htm)] | | | | | | [added: | | |]
| 3.2 | | | | | | [Bylaws of the Company, as amended [removed: effective September 30, 2020, incorporated] [added: effective](http://www.sec.gov/Archives/edgar/data/1156039/000119312522183957/d359422dex32.htm) [June 28, 2022,](http://www.sec.gov/Archives/edgar/data/1156039/000119312522183957/d359422dex32.htm) [incorporated] by reference to [removed: Exhibit 3.1 to] [added: Exhibit](http://www.sec.gov/Archives/edgar/data/1156039/000119312522183957/d359422dex32.htm) [3.2](http://www.sec.gov/Archives/edgar/data/1156039/000119312522183957/d359422dex32.htm) [to] the Company’s Current Report on Form 8-K filed [removed: on October 6, 2020.](https://www.sec.gov/Archives/edgar/data/1156039/000119312520264775/d84859dex31.htm)] [added: on](http://www.sec.gov/Archives/edgar/data/1156039/000119312522183957/d359422dex32.htm) [June 28, 2022.](http://www.sec.gov/Archives/edgar/data/1156039/000119312522183957/d359422dex32.htm)] | | | | | | [added: | | |]
| [removed: 4.2] [added: 4.1] | | | | | | [Indenture, dated as of December 9, 2004, between the Company and The Bank of New York Trust Company, N.A., as trustee, including the Form of the Company’s 5.950% Notes due 2034, incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on December 15, 2004.](http://www.sec.gov/Archives/edgar/data/1156039/000119312504213329/dex41.htm) | | | | | | [added: | | |]
| [removed: 4.3] [added: 4.2] | | | | | | [Indenture, dated as of January 10, 2006, between the Company and The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank of New York Trust Company, N.A.), as trustee, incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on January 11, 2006.](http://www.sec.gov/Archives/edgar/data/1156039/000119312506004785/dex41.htm) | | | | | | [added: | | |]
| | | | | | | (a) | | | [Form of 5.85% Notes due 2036, incorporated by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed on January 11, 2006.](http://www.sec.gov/Archives/edgar/data/1156039/000119312506004785/dex44.htm) | | | [added: | | |]
| | | | | | | (b) | | | [Form of 6.375% Notes due 2037, incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed on June 8, 2007.](http://www.sec.gov/Archives/edgar/data/1156039/000119312507132564/dex43.htm) | | | [added: | | |]
| | | | | | | (c) | | | [Form of 5.800% Notes due 2040, incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed on August 12, 2010.](http://www.sec.gov/Archives/edgar/data/1156039/000119312510187031/dex43.htm) | | | [added: | | |]
| | | | | | | (d) | | | [Form of [removed: 3.125%] [added: 4.625%] Notes due [removed: 2022,] [added: 2042,] incorporated by reference to Exhibit [removed: 4.2] [added: 4.3] to the Company’s Current Report on Form 8-K filed on May 7, [removed: 2012.](http://www.sec.gov/Archives/edgar/data/1156039/000119312512215126/d347251dex42.htm)] [added: 2012.](http://www.sec.gov/Archives/edgar/data/1156039/000119312512215126/d347251dex43.htm)] | | | [added: | | |]
| | | | | | | (e) | | | [Form of [removed: 4.625%] [added: 3.300%] Notes due [removed: 2042,] [added: 2023,] incorporated by reference to Exhibit [removed: 4.3] [added: 4.4] to the Company’s Current Report on Form 8-K filed on [removed: May 7, 2012.](http://www.sec.gov/Archives/edgar/data/1156039/000119312512215126/d347251dex43.htm)] [added: September 10, 2012.](http://www.sec.gov/Archives/edgar/data/1156039/000119312512386056/d408375dex44.htm)] | | | [added: | | |]
| | | | | | | (f) | | | [Form of [removed: 3.300%] [added: 4.650%] Notes due [removed: 2023,] [added: 2043,] incorporated by reference to Exhibit [removed: 4.4] [added: 4.5] to the Company’s Current Report on Form 8-K filed on September 10, [removed: 2012.](http://www.sec.gov/Archives/edgar/data/1156039/000119312512386056/d408375dex44.htm)] [added: 2012.](http://www.sec.gov/Archives/edgar/data/1156039/000119312512386056/d408375dex45.htm)] | | | [added: | | |]
| | | | | | | [removed: (g)] [added: (i)] | | | [Form of 4.650% Notes due [removed: 2043,] [added: 2044,] incorporated by reference to Exhibit [removed: 4.5] [added: 4.4] to the Company’s Current Report on Form 8-K filed on [removed: September 10, 2012.](http://www.sec.gov/Archives/edgar/data/1156039/000119312512386056/d408375dex45.htm)] [added: August 12, 2014.](http://www.sec.gov/Archives/edgar/data/1156039/000119312514306698/d774115dex44.htm)] | | | [added: | | |]
| | | | | | | [removed: (h)] [added: (g)] | | | [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) | | | [added: | | |]
| | | | | | | [removed: (i)] [added: (h)] | | | [Form of 3.500% Notes due 2024, incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed on August 12, 2014.](http://www.sec.gov/Archives/edgar/data/1156039/000119312514306698/d774115dex43.htm) | | | [added: | | |]
| | | | | | | (j) | | | [Form of [removed: 4.650%] [added: 4.850%] Notes due [removed: 2044,] [added: 2054,] incorporated by reference to Exhibit [removed: 4.4] [added: 4.5] 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/d774115dex44.htm)] [added: 2014.](http://www.sec.gov/Archives/edgar/data/1156039/000119312514306698/d774115dex45.htm)] | | | [added: | | |]
| | | | | | | [removed: (k)] [added: (a)] | | | [Form of [removed: 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%] [added: 3.350%] Notes due [removed: 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,] [added: 2024,] incorporated by reference to Exhibit [removed: 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] [added: 4.4 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: November 21, 2017.](http://www.sec.gov/Archives/edgar/data/1156039/000119312517349359/d464820dex44.htm)] | | | [added: | | |]
| [removed: 4.4] [added: 4.3] | | | | | | [Indenture dated as of October 9, 2012 between the Company and The Bank of New York Mellon Trust Company, N.A. as trustee, including the Form of the 2.750% Senior Convertible Debentures due 2042, incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on October 9, 2012.](http://www.sec.gov/Archives/edgar/data/1156039/000119312512418691/d422012dex41.htm) | | | | | | [added: | | |]
| [removed: 4.5] [added: 4.4] | | | | | | [Subordinated Indenture, dated as of May 12, 2015, between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee, incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on May 12, 2015.](http://www.sec.gov/Archives/edgar/data/1156039/000119312515184154/d924472dex41.htm) | | | | | | [added: | | |]
| [removed: 4.6] [added: 4.5] | | | | | | [Indenture dated as of November 21, 2017 between the Company and The Bank of New York Mellon Trust Company, N.A. as trustee, incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on November 21, 2017.](http://www.sec.gov/Archives/edgar/data/1156039/000119312517349359/d464820dex41.htm) | | | | | | [added: | | |]
| | | | | | | [removed: (a)] [added: (b)] | | | [Form of [removed: 2.950%] [added: 3.650%] Notes due [removed: 2022,] [added: 2027,] incorporated by reference to Exhibit [removed: 4.3] [added: 4.5] to the Company’s Current Report on Form 8-K filed on November 21, [removed: 2017.](http://www.sec.gov/Archives/edgar/data/1156039/000119312517349359/d464820dex43.htm)] [added: 2017.](http://www.sec.gov/Archives/edgar/data/1156039/000119312517349359/d464820dex45.htm)] | | | [added: | | |]
| | | | | | | [removed: (b)] [added: (c)] | | | [Form of [removed: 3.350%] [added: 4.375%] Notes due [removed: 2024,] [added: 2047,] incorporated by reference to Exhibit [removed: 4.4] [added: 4.6] to the Company’s Current Report on Form 8-K filed on November 21, [removed: 2017.](http://www.sec.gov/Archives/edgar/data/1156039/000119312517349359/d464820dex44.htm)] [added: 2017.](http://www.sec.gov/Archives/edgar/data/1156039/000119312517349359/d464820dex46.htm)] | | | [added: | | |]
| | | | | | | [removed: (c)] [added: (q)] | | | [Form of [removed: 3.650%] [added: 5.350%] Notes due [removed: 2027,] [added: 2025,] incorporated by reference to Exhibit [removed: 4.5] [added: 4.1] to the Company’s Current Report on Form 8-K filed on November [removed: 21, 2017.](http://www.sec.gov/Archives/edgar/data/1156039/000119312517349359/d464820dex45.htm)] [added: 4, 2022.](http://www.sec.gov/Archives/edgar/data/1156039/000119312522277914/d416104dex41.htm)] | | | [added: | | |]
| | | | | | | [removed: (d)] [added: (r)] | | | [Form of [removed: 4.375%] [added: 5.500%] Notes due [removed: 2047,] [added: 2032,] incorporated by reference to Exhibit [removed: 4.6] [added: 4.2] to the Company’s Current Report on Form 8-K filed on November [removed: 21, 2017.](http://www.sec.gov/Archives/edgar/data/1156039/000119312517349359/d464820dex46.htm)] [added: 4, 2022.](http://www.sec.gov/Archives/edgar/data/1156039/000119312522277914/d416104dex42.htm)] | | | [added: | | |]
| | | | | | | [removed: (e)] [added: (d)] | | | [Form of 4.101% Notes due 2028, incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on March 2, 2018.](http://www.sec.gov/Archives/edgar/data/1156039/000119312518068715/d510480dex41.htm) | | | [added: | | |]
| | | | | | | [removed: (f)] [added: (e)] | | | [Form of 4.550% Notes due 2048, incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on March 2, 2018.](http://www.sec.gov/Archives/edgar/data/1156039/000119312518068715/d510480dex42.htm) | | | [added: | | |]
| | | | | | | [removed: (g)] [added: (f)] | | | [Form of 2.375% Notes due 2025, incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on September 9, 2019.](http://www.sec.gov/Archives/edgar/data/1156039/000119312519240850/d756383dex41.htm) | | | [added: | | |]
| | | | | | | [removed: (h)] [added: (g)] | | | [Form of 2.875% Notes due 2029, incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on September 9, 2019.](http://www.sec.gov/Archives/edgar/data/1156039/000119312519240850/d756383dex42.htm) | | | [added: | | |]
| | | | | | | [removed: (i)] [added: (h)] | | | [Form of 3.700% Notes due 2049, incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed on September 9, 2019.](http://www.sec.gov/Archives/edgar/data/1156039/000119312519240850/d756383dex43.htm) | | | [added: | | |]
| | | | | | | [removed: (j)] [added: (i)] | | | [Form of 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) | | | [added: | | |]
| | | | | | | [removed: (k)] [added: (j)] | | | [Form of 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) | | | [added: | | |]
| | | | | | | [removed: (l)] [added: (k)] | | | [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) | | | [added: | | |]
| | | | | | | [removed: (m)] [added: (l)] | | | [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) | | | [added: | | |]
| | | | | | | [removed: (n)] [added: (m)] | | | [Form of 2.550% Notes due 2031, incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed on March 17, 2021.](http://www.sec.gov/Archives/edgar/data/1156039/000119312521084138/d160823dex43.htm) | | | [added: | | |]
| | | | | | | [removed: (o)] [added: (n)] | | | [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) | | | [added: | | |]
| [removed: 4.7] [added: 4.6] | | | | | | Upon the request of the Securities and Exchange Commission, the Company will furnish copies of any other instruments defining the rights of holders of long-term debt of the Company or its subsidiaries. | | | | | | [added: | | |]
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| 4.1 | | | | | | [Form of Specimen Certificate of the Company’s common stock, $0.01 par value per share, incorporated by reference to Exhibit 4.3 to the Company’s Post-Effective Amendment No.1 to Form S-8 Registration Statement filed on May 23, 2017.](http://www.sec.gov/Archives/edgar/data/1156039/000119312517179750/d359944dex43.htm) | | | | | |
| | | | | | | (b) | | | [Second Amendment, dated January 6, 2017, to Executive Agreement Plan, incorporated by reference to Exhibit 10.3(b) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2016.](http://www.sec.gov/Archives/edgar/data/1156039/000115603917000002/exhibit103b-2016123110k.htm) | | |
| 10.6 | | | * | | | [Anthem, Inc. Directed Executive Compensation Plan amended effective January 1, 2020, incorporated by reference to Exhibit 10.6 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/exhibit1062020anthemdirect.htm) | | | | | |
\-146-
An excerpt. Shown here: 40 of 80 rewritten, 40 of 112 added and all 6 removed. The counts are complete. For every sentence, read Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES. in the FY2022 filing and the FY2021 filing.
Item 16. FORM 10-K SUMMARY.
103 rewritten, 13 added, 5 removed, 127 unchanged
[removed: Anthem,] [added: Elevance Health,] Inc. (Parent Company Only)
| *(In millions, except share data)* | | | December 31, [removed: 2021] [added: 2022] | | | | | | December 31, [removed: 2020] [added: 2021] | | |
| Cash and cash equivalents | | | $ | [removed: 630] [added: 942] | | | | | $ | [removed: 700] [added: 630] | |
| Fixed maturity securities (amortized cost of [removed: $512] [added: $175] and [removed: $594;] [added: $512;] allowance for credit losses of [removed: $1] [added: $0] and [removed: $0)] [added: $1)] | | | [removed: 515] [added: 163] | | | | | | [removed: 608] [added: 515] | | |
| Equity securities | | | [removed: 49] [added: 104] | | | | | | [removed: 439] [added: 49] | | |
| Other receivables | | | [removed: 40] [added: 55] | | | | | | [removed: 41] [added: 40] | | |
| Net due from subsidiaries | | | [removed: 446] [added: —] | | | | | | [removed: —] [added: 446] | | |
| Other current assets | | | [removed: 655] [added: 721] | | | | | | [removed: 800] [added: 655] | | |
| Total current assets | | | [removed: 2,335] [added: 1,985] | | | | | | [removed: 2,588] [added: 2,335] | | |
| Other invested assets | | | [removed: 808] [added: 783] | | | | | | [removed: 664] [added: 808] | | |
| Property and equipment, net | | | [removed: 207] [added: 187] | | | | | | [removed: 209] [added: 207] | | |
| Deferred tax assets, net | | | [removed: 77] [added: 313] | | | | | | [removed: 391] [added: 77] | | |
| Investments in subsidiaries | | | [removed: 56,375] [added: 59,042] | | | | | | [removed: 51,739] [added: 56,375] | | |
| Other noncurrent assets | | | [removed: 265] [added: 240] | | | | | | [removed: 211] [added: 265] | | |
| Total assets | | | $ | [removed: 60,067] [added: 62,550] | | | | | $ | [removed: 55,802] [added: 60,067] | |
| Accounts payable and accrued expenses | | | $ | [removed: 559] [added: 894] | | | | | $ | [removed: 429] [added: 559] | |
| Net due to subsidiaries | | | [removed: —] [added: 789] | | | | | | [removed: 1,239] [added: —] | | |
| Current portion of long-term debt | | | [removed: 1,599] [added: 1,500] | | | | | | [removed: 700] [added: 1,599] | | |
| Other current liabilities | | | [removed: 344] [added: 361] | | | | | | [removed: 494] [added: 344] | | |
| Total current liabilities | | | [removed: 2,502] [added: 3,544] | | | | | | [removed: 2,862] [added: 2,502] | | |
| Long-term debt, less current portion | | | [removed: 21,132] [added: 22,324] | | | | | | [removed: 19,310] [added: 21,132] | | |
| Other noncurrent liabilities | | | [removed: 373] [added: 375] | | | | | | [removed: 431] [added: 373] | | |
| Total liabilities | | | [removed: 24,007] [added: 26,243] | | | | | | [removed: 22,603] [added: 24,007] | | |
| Common stock, par value $0.01, shares authorized - 900,000,000; shares issued and outstanding - [removed: 241,770,746] [added: 237,958,067] and [removed: 245,401,430] [added: 241,770,746] | | | 2 | | | | | | [removed: 3] [added: 2] | | |
| Additional paid-in capital | | | [removed: 9,148] [added: 9,084] | | | | | | [removed: 9,244] [added: 9,148] | | |
| Retained earnings | | | [removed: 27,088] [added: 29,724] | | | | | | [removed: 23,802] [added: 27,088] | | |
| Accumulated other comprehensive (loss) income | | | [removed: (178)] [added: (2,503)] | | | | | | [removed: 150] [added: (178)] | | |
| Total shareholders’ equity | | | [removed: 36,060] [added: 36,307] | | | | | | [removed: 33,199] [added: 36,060] | | |
| Total liabilities and shareholders’ equity | | | $ | [removed: 60,067] [added: 62,550] | | | | | $ | [removed: 55,802] [added: 60,067] | |
| *(In millions)* | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | |
| Net investment income | | | $ | [removed: 6] [added: 4] | | | | | $ | [removed: 65] [added: 6] | | | | | $ | [removed: 81] [added: 65] | |
| Net gains [removed: (losses)] on financial instruments | | | [removed: 6] [added: 2] | | | | | | [removed: 28] [added: 6] | | | | | | [removed: (85)] [added: 28] | | |
| Administrative fees and other revenue | | | [removed: 24] [added: 7] | | | | | | [removed: 22] [added: 24] | | | | | | 22 | | |
| Total revenues | | | [removed: 36] [added: 13] | | | | | | [removed: 115] [added: 36] | | | | | | [removed: 18] [added: 115] | | |
| General and administrative expense | | | [removed: 119] [added: 188] | | | | | | [removed: 169] [added: 119] | | | | | | [removed: 88] [added: 169] | | |
| Interest expense | | | [removed: 794] [added: 845] | | | | | | [removed: 779] [added: 794] | | | | | | [removed: 723] [added: 779] | | |
| Loss on extinguishment of debt | | | [removed: 21] [added: —] | | | | | | [removed: 36] [added: 21] | | | | | | [removed: 2] [added: 36] | | |
| Total expenses | | | [removed: 934] [added: 1,033] | | | | | | [removed: 984] [added: 934] | | | | | | [removed: 813] [added: 984] | | |
| Loss before income tax credits and equity in net income of subsidiaries | | | [removed: (898)] [added: (1,020)] | | | | | | [removed: (869)] [added: (898)] | | | | | | [removed: (795)] [added: (869)] | | |
| Income tax credits | | | [removed: (244)] [added: (461)] | | | | | | [removed: (386)] [added: (244)] | | | | | | [removed: (251)] [added: (386)] | | |
\-146-
Elevance Health, Inc. (Parent Company Only)
Elevance Health, Inc. (Parent Company Only)
| *(in millions)* | | | 2022 | | | | | | 2021 | | | | | | 2020 | | |
| Shareholders' net income | | | $ | 6,025 | | | | | $ | 6,104 | | | | | $ | 4,572 | |
Elevance Health, Inc. (Parent Company Only)
| *(In millions)* | | | 2022 | | | | | | 2021 | | | | | | 2020 | | |
Elevance Health, Inc.
December 31, 2022
This loan was repaid in February 2022.
| ELEVANCE HEALTH, INC. | | | | | |
| /s/ DEANNA D. STRABLE | | | | | | Director | | | February 15, 2023 | | |
| Deanna D. Strable | | | | | | | | | | | |
| | | | | | | | | | | | |
Anthem, Inc.
December 31, 2021
| ANTHEM, INC. | | | | | |
\-154-
An excerpt. Shown here: 40 of 103 rewritten, all 13 added and all 5 removed. The counts are complete. For every sentence, read Item 16. FORM 10-K SUMMARY. in the FY2022 filing and the FY2021 filing.