10-K comparison

Elevance Health (ELV) 10-K risk factor changes: FY2023 vs FY2022

The 2023-12-31 10-K against the 2022-12-31 one, compared heading by heading and sentence by sentence.

Item 1A101 rewritten46 added27 removed212 unchanged

All filing items1,528 rewritten717 added739 removed2,584 unchanged

Read the changesGo to Item 1A

Elevance Health Form 10-K, every itemFY2023, filed 21 February 2024, against FY2022, filed 15 February 2023FY2023 on sec.govFY2022 on sec.govRead this filingJSON

Summary

counted, not written

New Item 1A headings (1)

  1. If we fail to responsibly use and protect data, or if such data is found to be inaccurate or unreliable, our business and customers could suffer adverse consequences.

Removed Item 1A headings (1)

  1. The health benefits industry is subject to negative publicity, which could adversely affect our business, cash flows, financial condition and results of operations.
Reworded Item 1A headings (5)
  1. A significant reduction in the enrollment in our health benefits [removed: programs] [added: programs, pharmacy services] or [removed: PBM] [added: diversified] products [removed: or] [added: and] services, particularly in states where we have large regional concentrations, could have an adverse effect on our business, cash flows, financial condition and results of operations.
  2. If we fail to develop and maintain satisfactory relationships with hospitals, physicians, [removed: PBM] [added: pharmacy] service providers and other healthcare providers, our business, cash flows, financial condition and results of operations may be adversely affected.
  3. There are various risks associated with providing [removed: healthcare] [added: health benefits] and other [added: healthcare] diversified products and services.
  4. Our [removed: PBM] [added: pharmacy] services business and [added: pharmacy] related operations are subject to risks and uncertainties that are in addition to those we face in our core healthcare business.
  5. We face intense competition to attract and retain [removed: employees.] [added: associates.] Further, managing key executive succession and retention is critical to our success.

A heading is new when no FY2022 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

24 items, with every count and a link to each item that changed

Underlined words on a shaded ground are new in FY2023; struck-through words were in FY2022. Sentences that are wholly new or wholly gone are labelled rather than marked.

Item 1A. RISK FACTORS.

101 rewritten, 46 added, 27 removed, 212 unchanged

Rewritten

These factors include, among others, changes in healthcare practices, demographic characteristics including the aging population, [added: short and long-term risks associated with our members' lifestyle decisions,] medical cost inflation, increased labor costs, evolution of new technologies, drugs and treatments, increased cost of individual services, increased number and cost of prescription drugs, clusters of high cost cases, increased use of services, including resulting from pandemics, large-scale medical emergencies, increasing natural disasters in connection with climate change and other public health crises, new mandated benefits and treatment guidelines and changes to other regulations impacting our business.

Rewritten

To the extent the actual claims experience is unfavorable compared to our underlying assumptions, our incurred losses would [removed: increase] [added: increase,] and future earnings could be adversely affected.

Rewritten

A significant reduction in the enrollment in our health benefits [removed: programs] [added: programs, pharmacy services] or [removed: PBM] [added: diversified] products [removed: or] [added: and] services, particularly in states where we have large regional concentrations, could have an adverse effect on our business, cash flows, financial condition and results of operations.

Rewritten

A significant reduction in the number of enrollees in our health benefits [removed: programs] [added: programs, pharmacy services,] or [removed: PBM] [added: diversified] products [removed: or] [added: and] services could adversely affect our business, cash flows, financial condition and results of operations.

Rewritten

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

Rewritten

The states in which we operate with the largest concentrations of revenues include California, Virginia, [removed: Ohio,] New York, [added: Ohio,] Indiana, [removed: Texas, Florida] [added: Florida, Texas] and Georgia.

Rewritten

As part of our normal operations, we collect, store, process, retain and analyze certain sensitive and confidential information, including [removed: protected] personal information subject to privacy, security and data breach notification requirements.

Rewritten

We are subject to a variety of continuously evolving federal, state and international laws and rules regarding [removed: the use] [added: collection, dissemination, receipt, maintenance, protection, use, transmission, disclosure, privacy, confidentiality, security, availability, integrity, creation, processing] and [removed: disclosure] [added: disposal] of [removed: certain] sensitive or confidential [removed: information, that] [added: information that,] depending on the specific business and intended data use, include without limitation, HIPAA's privacy and security rules, HIPAA's HITECH rule, the Gramm-Leach-Bliley Act, [removed: GDPR] [added: the General Data Protection Regulation] and numerous state laws governing personal information, including the California Consumer Privacy Act, as amended by the California Privacy Rights [removed: Act effective on January 1, 2023.][added: Act.]

Rewritten

Our facilities and systems, and those of our third-party service providers, [added: including our business associates,] 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 [removed: employees] [added: associates] or others with permitted access to our systems and information, or other threats.

Rewritten

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

Rewritten

Viruses, [removed: worms or other] [added: worms,] malicious software programs [added: or other unauthorized methods of acquiring data] may be used to attack our systems or otherwise exploit any security vulnerabilities which may cause system disruptions or shutdowns, or may cause personal, proprietary or confidential information to be disclosed, misappropriated or compromised.

Rewritten

[removed: As a result, 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.

Rewritten

We have been, and may in the future be, subject to litigation and governmental investigations related to [removed: cyber-attacks] [added: cyber-attacks, privacy incidents] and security breaches.

Rewritten

Any such future litigation or governmental 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 [added: flows, financial condition, and results of operations.]

Rewritten

Noncompliance with any privacy, security or data protection laws and regulations, or any security breach, cyber-attack or 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 [removed: providers,] [added: providers or their vendors,] could require us to expend significant resources to continue to modify or enhance our protective measures and to remediate any damage.

Rewritten

A [removed: new] pandemic or other large-scale medical emergency or public health crisis, [added: such as the COVID-19 pandemic,] referred to collectively as “public health crises,” may cause illness, death, quarantines, business and school shutdowns, reductions in business activity, travel and financial transactions, unemployment, inflation, labor shortages, supply chain interruptions and overall economic and financial market instability.

Rewritten

The following are some [removed: of the] risks that we [removed: 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:

Rewritten

- Increased estimation uncertainty [removed: on] [added: for] 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 costs.

Rewritten

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

Rewritten

If [removed: 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.

Rewritten

Additionally, other extreme events such as natural disasters, war, [removed: terrorism] [added: terrorism, increased crime,] and civil unrest could create public health crises or otherwise have a material adverse effect on our business, cash flows, financial condition and results of operations.

Rewritten

Natural disasters, such as wildfires, hurricanes and snow and ice storms, have impacted and may in the future impact our customers, [removed: employees,] [added: associates,] facilities and third-party vendors located in the affected area.

Rewritten

Furthermore, climate change could result in certain types of natural disasters occurring more frequently or with more intense effects, which could have a long-term impact on general economic conditions and the [removed: healthcare] [added: health benefits] and pharmacy [removed: industry] [added: services industries] in particular.

Rewritten

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

Rewritten

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

Rewritten

Revenues from the Medicare and Medicaid programs are dependent, in whole or in part, upon annual funding from the federal government and/or applicable state governments, and base premium rates paid by each state or federal agency differ depending upon a combination of factors such as defined upper payment limits, a member’s health status, age, gender, county [removed: or region, benefit mix, member eligibility category and risk scores.]

Rewritten

Additionally, ongoing CMS [removed: system] changes [removed: related] to the [removed: data it uses to calculate] [added: calculation of] risk [removed: scores] in the Medicare Advantage program may impact our federal funding.

Rewritten

In addition, various states’ Medicare-Medicaid [added: dual-eligible] plans are still subject to uncertainty surrounding payment rates and other requirements, which could affect where we seek to participate in these programs.

Rewritten

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 [removed: those] [added: these] requirements, which has [removed: impacted] [added: impacted,] and in the future could impact our profitability.

Rewritten

[removed: Due to decreased utilization of medical facilities and services as a result of the COVID-19 pandemic, we] [added: We have] experienced retroactive rate adjustments by certain state Medicaid [removed: agencies,] [added: agencies in the past,] and [added: such] rate adjustments may [removed: continue] [added: occur] in the future.

Rewritten

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

Rewritten

[removed: Further, the] [added: 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 [removed: enrollment and] [added: enrollment,] plans with a Star [removed: rating] [added: Rating] of 4.0 or higher are eligible for quality-based bonus payments and plans with a Star [removed: rating] [added: Rating] of 5.0 can market to and enroll members year-round.

Rewritten

[removed: If] [added: Further, if] we do not [removed: maintain or continue to] improve our Star [removed: ratings, fail to meet or exceed our competitors’ Star ratings,] [added: Ratings,] or if quality-based bonus payments are reduced or eliminated, we [removed: may] [added: will] experience [removed: a] [added: further] negative impact on our revenues and the benefits that our plans can offer, which could materially and adversely affect the marketability of our plans, our membership levels, results of operations, financial condition and cash flows.

Rewritten

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 [added: 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.]

Rewritten

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

Rewritten

If we fail to develop and maintain satisfactory relationships with hospitals, physicians, [removed: PBM] [added: pharmacy] service providers and other healthcare providers, our business, cash flows, financial condition and results of operations may be adversely affected.

Rewritten

Our profitability is dependent in part upon our ability to contract on favorable terms with hospitals, physicians, [removed: PBM service] [added: pharmacy services] providers and supply chain partners and other healthcare providers.

Rewritten

In addition, consolidation among healthcare providers, Accountable Care [removed: Organization] [added: Organizations] 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, [added: has changed and] may [added: continue to] change the way that these providers interact with us and may [removed: change] [added: alter] the competitive [removed: landscape.][added: landscape overall.]

Rewritten

Such organizations or groups of physicians may compete directly with [removed: us,] [added: us or be owned by one of our competitors,] which may impact our relationship with these providers or affect the way that we price our products and estimate our costs.

Rewritten

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, [added: to the extent a] 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.

New in FY2023

We expanded our participation in the Public Exchange markets for 2023 and as a result, offered Individual Public Exchange products in most of the rating regions in which we operate.

New in FY2023

We further expanded in a limited number of additional counties in 2024.

New in FY2023

We have programs in place to detect, contain and respond to data, privacy and security incidents and provide employee awareness training regarding phishing, malware, and other risks to protect against privacy and cybersecurity incidents.

New in FY2023

We have business continuation and resiliency plans which are maintained, updated and tested regularly in an effort to ensure successful containment and remediation of potential disruptions or cyber events.

New in FY2023

Cybersecurity and the continued development and enhancement of our

New in FY2023

If we fail to responsibly use and protect data, or if such data is found to be inaccurate or unreliable, our business and customers could suffer adverse consequences.

New in FY2023

We use de-identified and aggregated data to create analytic models designed to predict, and potentially improve, outcomes and patient care.

New in FY2023

The collection, maintenance, protection, use, transmission, disclosure and disposal of sensitive personal information is regulated at the federal, state, international and industry levels and requirements are also imposed on us and vendors through contracts with clients.

New in FY2023

We are also subject to various other consumer protection laws that regulate our communications with customers.

New in FY2023

Certain of our businesses are also subject to the Payment Card Industry Data Security Standard, which is designed to protect credit card account data as mandated by payment card industry entities.

New in FY2023

In addition, more jurisdictions are regulating the collection, use and transfer of data across borders.

New in FY2023

These laws, rules, regulations and contractual requirements are subject to change, and the regulatory environment surrounding data protection and privacy is generally becoming more onerous.

New in FY2023

Compliance with existing or new privacy, security or data protection laws, regulations and requirements may result in increased enforcement, costs, and may constrain or require us to alter our business model or operations.

New in FY2023

Further, if the data we rely upon to run our businesses is found to be inaccurate or unreliable or if we fail to maintain or protect our information systems and data integrity effectively, we could experience failures in our technology products; lose existing customers; have difficulty attracting new customers; experience problems in determining medical cost estimates and establishing appropriate pricing; have difficulty preventing, detecting and controlling fraud; have disputes with customers, physicians and other healthcare professionals; become subject to regulatory sanctions, penalties, investigations or audits; incur increases in operating expenses; or suffer other adverse consequences.

New in FY2023

or region, benefit mix, member eligibility category and risk scores.

New in FY2023

CMS continues to change its rating system to make achieving and maintaining a 4.0 or higher Star Rating more difficult.

New in FY2023

CMS released our 2024 Star Ratings in October 2023, which will be used to determine our Medicare Advantage plans' quality bonus payments in 2025.

New in FY2023

Based on our membership at September 1, 2023, 34% of our Medicare Advantage members were in plans with 2024 Star Ratings of at least 4.0 Stars, compared to 64% of our Medicare Advantage members being in plans with 2023 Star Ratings of at least 4.0 Stars based on our membership at September 1, 2022.

New in FY2023

This change in our 2024 Star ratings is expected to negatively impact our Medicare quality bonus payments, plan level rebates and operating revenue beginning in 2025 and our enrollment may be negatively impacted as consumers seek higher rated plans.

New in FY2023

In addition, we routinely perform ordinary

New in FY2023

course reviews of, among other things, our Medicare Advantage data submitted to CMS.

New in FY2023

These governmental audits, or changes in how these audits are conducted, including changes that may result from the final RADV Audit rule that was issued in 2023, and internal reviews, could result in reports or disclosures for prior, current or future filing years to federal or state regulatory agencies, submission of data corrections, and/or significant adjustments in payments made to our health plans and future Medicare Advantage bids, which could adversely affect our financial condition and results of operations.

New in FY2023

Additionally, state regulators are increasingly conducting audits to assess the quality of services we provide to our Medicare members.

New in FY2023

We delegate certain PBM services, including, but not limited to, claims adjudication, pharmacy network administration, rebate administration, advanced home delivery back-end dispensing, and customer service, to CVS pursuant to the CVS Agreement.

New in FY2023

Additionally, we may not maintain favorable terms and conditions, including financial terms, to compete in the market.

New in FY2023

Further, unauthorized third parties present additional risk, including by propagating misinformation related to products, business and the health industry.

New in FY2023

Further, as connectivity of technologies advances, artificial intelligence and business processes supported by large language models that are used by businesses and consumers may not operate as expected or may lead to unintentional bias, discrimination and/or data exposure.

New in FY2023

increase our costs, including operating, healthcare technology and administrative costs, restrict our ability to obtain new product approvals and implement changes in premium rates, and require enhancements to our compliance infrastructure and internal controls environment, which could adversely impact our business and results of operations.

New in FY2023

Additionally, state legislative actions and litigation could impact ERISA pre-emption.

New in FY2023

investment, management control, labor, anti-fraud, anti-corruption and privacy and data protection, which vary by jurisdiction.

New in FY2023

Behavioral

New in FY2023

We rely on agreements with customers, confidentiality agreements with associates and third parties, and our trademarks, trade secrets, copyrights and patents to protect our proprietary rights.

New in FY2023

These legal protections and precautions may not prevent misappropriation of our proprietary information.

New in FY2023

Litigation and misappropriation of our proprietary information could hinder our ability to market and sell products and services, which could materially and adversely affect our results of operations, financial position and cash flows.

New in FY2023

Further, certain of our businesses use, develop or sell software products that may contain unexpected design defects or may encounter unexpected complications during integration or when used with other technologies utilized by the customer.

New in FY2023

A failure of these products to operate as intended and in a seamless fashion with other products could also materially and adversely affect our results of operations, financial position and cash flows.

New in FY2023

Growth of our home delivery and specialty pharmacy business subjects us to an increase in licensure requirements, and regulatory and operational risks as our pharmacy services business becomes more vertically integrated.

New in FY2023

of average wholesale prices or other pricing benchmarks, pricing for specialty pharmaceuticals, limited access to networks and pharmacy network reimbursement methodologies and reporting requirements.

New in FY2023

Further, various government agencies have conducted and continue to conduct investigations and studies into certain pharmacy services practices, which have resulted and may in the future result in PBMs agreeing to civil penalties, including the payment of money and entry into corporate integrity agreements, or could materially and adversely impact the pharmacy services business model.

New in FY2023

Our articles of incorporation

Dropped from FY2022

We continue to evaluate our experience in the Public Exchange markets.

Dropped from FY2022

Based on the viability of the Public Exchanges and availability of federal subsidies, we have made adjustments to our premium rates and geographic participation, including a modest expansion in the Public Exchange markets in 2022, and further expansion in a limited number of additional counties in 2023.

Dropped from FY2022

\-22-

Dropped from FY2022

flows, financial condition, and results of operations.

Dropped from FY2022

The COVID-19 pandemic continues to impact our business, providers, customers and communities.

Dropped from FY2022

We experienced rate adjustments from certain Medicaid regulators in 2022 in response to decreased utilization.

Dropped from FY2022

employer group waiver plans which provide medical and/or prescription drug coverage to retirees.

Dropped from FY2022

As members have accessed care during the COVID-19 pandemic, we have experienced increased difficulty obtaining provider information required by CMS and state governmental agencies and, as a result, may have difficulty meeting these quality measures.

Dropped from FY2022

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.

Dropped from FY2022

These audits could result in significant adjustments in payments made to our health plans, which could adversely affect our financial condition and results of operations.

Dropped from FY2022

We delegate certain PBM administrative functions, such as claims processing and prescription fulfillment, to CVS Health pursuant to the CVS PBM Agreement.

Dropped from FY2022

The volume of health care data generated and the uses of this data, including electronic health records, are rapidly expanding.

Dropped from FY2022

Our ability to develop, implement, price, support new and existing products and services, provide service to our customers in an efficient and uninterrupted fashion, and report on our operations depends on the integrity of this data and our information systems.

Dropped from FY2022

For example, requirements in the Health Plan Transparency Rule and the 2021 Appropriations Act, such as the price comparison tool, have the potential to increase healthcare costs and our operating costs in order to comply and may impact provider negotiations and market pricing.

Dropped from FY2022

There have been legislative attempts to limit ERISA’s preemptive effect on state laws and litigants’ ability to seek damages beyond the benefits offered under their plans.

Dropped from FY2022

If adopted, such limitations could increase our liability exposure, permit greater state regulation of our operations, and expand the scope of damages, including punitive damages, litigants could be awarded.

Dropped from FY2022

These investigations, audits and reviews include routine and special investigations by state

Dropped from FY2022

In addition, the PBM services business

Dropped from FY2022

stock offered by a bidder in a takeover context or adversely affect the price that some investors are willing to pay for our stock.

Dropped from FY2022

The health benefits industry is subject to negative publicity, which could adversely affect our business, cash flows, financial condition and results of operations.

Dropped from FY2022

The health benefits industry is subject to negative publicity, which can arise from, among other things, increases in premium rates, industry consolidation, cost of care initiatives and debate around existing or proposed legislation.

Dropped from FY2022

Negative publicity may result in increased regulation and legislative review of industry practices, which may further increase our costs of doing business and adversely affect our profitability by limiting our ability to market or provide our products and services, requiring us to change our products and services, or increasing the regulatory oversight under which we operate.

Dropped from FY2022

In addition, any negative publicity concerning the BCBSA or other BCBSA licensees may adversely affect us and the sale of our health benefits products and services.

Dropped from FY2022

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

Dropped from FY2022

assets, seek additional equity or debt capital or restructure our debt.

Dropped from FY2022

- failure of our prevention and control systems related to employee compliance with internal policies, including data security and data privacy;

Dropped from FY2022

- failure to protect our proprietary information and other sensitive data; and

An excerpt. Shown here: 40 of 101 rewritten, 40 of 46 added and all 27 removed. The counts are complete. For every sentence, read Item 1A. RISK FACTORS. in the FY2023 filing and the FY2022 filing.

Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

249 rewritten, 117 added, 211 removed, 314 unchanged

Rewritten

This [removed: section of this Annual Report on Form 10-K] [added: MD&A] generally discusses [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] items and year-over-year comparisons between [removed: 2022] [added: 2023] and [removed: 2021.][added: 2022.]

Rewritten

A detailed discussion of [removed: 2020] [added: 2021] items and year-over-year comparisons between [removed: 2021] [added: 2022] and [removed: 2020] [added: 2021] 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 [removed: of] [added: included in Exhibit 99.1 to] our [removed: Annual] [added: Quarterly] Report on Form [removed: 10-K] [added: 10-Q] for the [removed: year] [added: three months] ended [removed: December 31, 2021.][added: September 30, 2023.]

Rewritten

We are one of the largest health insurers in the United States in terms of medical membership, serving approximately [removed: 47.5] [added: 47] million medical members through our affiliated health plans as of December 31, [removed: 2022.][added: 2023.]

Rewritten

In a majority of these service areas, we do business as Anthem Blue [removed: Cross, Anthem Blue] Cross and [removed: Blue Shield, and Empire] [added: Anthem] Blue Cross [removed: Blue Shield or Empire] [added: and] Blue [removed: Cross.][added: Shield.]

Rewritten

[removed: In addition, we] [added: We also] conduct business through arrangements with other BCBS [removed: licensees] [added: licensees,] as well as other strategic partners.

Rewritten

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

Rewritten

As [removed: part of our name change to Elevance Health, in June 2022,] we announced [removed: that over the next several years] [added: in 2022,] we [removed: will organize] [added: are organizing] our brand portfolio into the following core go-to-market brands:

Rewritten

- Wellpoint — we [removed: intend to unite] [added: are uniting] select non-BCBSA licensed Medicare, Medicaid and [removed: Commercial] [added: commercial] plans under the Wellpoint name; and

Rewritten

- Carelon — this brand brings together our [removed: healthcare-related] [added: healthcare related] services and capabilities, including our [removed: formerly named Diversified Business Group] [added: CarelonRx] and [removed: IngenioRx] [added: Carelon Services] businesses, under a single brand name.

Rewritten

[removed: As a result of these changes, beginning with our Quarterly Report on Form 10-Q for the first quarter of 2023, we will] [added: We now] report our results [added: of operations] in the following four reportable segments: [removed: (i)] Health [removed: Benefits, which will combine] [added: Benefits (aggregates] our [removed: existing] [added: previously reported] Commercial & Specialty Business and Government Business [removed: segments; (ii) our existing CarelonRx segment; (iii)] [added: segments), CarelonRx,] Carelon Services [removed: (our former Diversified Business Group), which will be carved out from] [added: (previously included in] our [removed: existing] Other [removed: segment;] [added: segment)] and [removed: (iv)] Corporate [removed: and Other, which will include] [added: & Other (our] businesses that do not individually meet the quantitative [removed: thresholds for an operating segment, as well as corporate expenses not allocated to our other reportable segments.]

Rewritten

Operating gain is calculated as total operating revenue less benefit expense, cost of products sold and [removed: selling, general and administrative] [added: operating] expense.

Rewritten

This information is not intended to be considered in isolation or as a substitute for income before income tax expense, net income or fully-diluted [added: shareholders’] earnings per share (“EPS”) prepared in accordance with GAAP.

Rewritten

Our operating revenue consists of premiums, product revenue, and [removed: administrative fees and other revenue.][added: service fees.]

Rewritten

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

Rewritten

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

Rewritten

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

Rewritten

Our cost of products sold represents the cost of pharmaceuticals dispensed by CarelonRx for our unaffiliated [removed: PBM] [added: pharmacy] 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.

Rewritten

Our [removed: selling, general and administrative] [added: operating] expenses consist of fixed and variable costs.

Rewritten

Other variable costs, such as salaries and benefits, do not vary directly with changes in premium but are more aligned with changes in [removed: membership.][added: membership or services provided to our customers.]

Rewritten

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

Rewritten

We [removed: use our subsidiary CarelonRx (formerly IngenioRx) to] market and offer [removed: PBM services,] [added: pharmacy services through CarelonRx] and [added: other subsidiaries, and] we expect CarelonRx to continue to improve our ability to integrate pharmacy benefits within our medical and specialty platform.

Rewritten

We [added: have] continued growing our government-sponsored business through organic growth and [removed: the acquisitions of MMM Holdings, LLC (“MMM”) in 2021 and Integra MLTC, Inc. (“Integra”) in 2022.][added: acquisitions.]

Rewritten

For additional information about our business and reportable segments, see Part I, Item [removed: 1,] [added: 1] “Business” 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.

Rewritten

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

Rewritten

In [removed: 2022,] [added: 2023,] we made the decision to [removed: modestly] expand our participation in the Individual state- or federally-facilitated marketplaces (the “Public Exchange”) for [removed: 2023 after also expanding in 2022.][added: 2024.]

Rewritten

[removed: As a result, for 2023] [added: For 2024,] we are offering Individual Public Exchange products in [removed: 138] [added: 141] of the 143 rating regions in which we operate, in comparison to [removed: 122] [added: 138] of [added: the] 143 rating regions in [removed: 2022.][added: 2023.]

Rewritten

[removed: Our] CarelonRx [removed: subsidiary] markets and offers [removed: PBM] [added: pharmacy] services to our affiliated health plan customers throughout the country, as well as to customers outside of the health plans we own.

Rewritten

Our comprehensive [removed: PBM] [added: pharmacy] services portfolio includes [removed: features] [added: all core pharmacy services,] such as [added: home delivery and specialty pharmacies, claims adjudication,] formulary management, pharmacy networks, [added: rebate administration,] a prescription drug [removed: database, member services] [added: database] and [removed: mail order capabilities.][added: member services.]

Rewritten

We frequently make adjustments to respond to legislative and regulatory changes as well as pricing and other actions [removed: taken by existing competitors and new market entrants.]

Rewritten

Product pricing [removed: in our Commercial & Specialty Business segment] remains competitive.

Rewritten

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 [removed: high cost] [added: high-cost] prescription drugs, provider contracting inflation, labor costs and healthcare provider or member fraud.

Rewritten

For additional [removed: discussion regarding business trends,] [added: information,] see [added: Note 3, “Business Acquisitions and Divestitures,” of the Notes to Consolidated Financial Statements included in] Part [removed: I,] [added: II,] Item [removed: 1, “Business”] [added: 8] of this Annual Report on Form 10-K.

Rewritten

Under the Consolidated Appropriations Act of [removed: 2023 (the “2023 Appropriations Act”),] [added: 2023,] Congress decoupled Medicaid eligibility [removed: recertification] [added: redeterminations] from the [removed: PHE.][added: Public Health Emergency initially declared in January 2020 relating to COVID-19 (the “PHE”).]

Rewritten

As a result, states [removed: may] [added: were permitted to] begin removing ineligible beneficiaries from their Medicaid programs starting April 1, [added: 2023, and the majority of our Medicaid markets began doing so as of June 30,] 2023.

Rewritten

[removed: At the same] [added: Over] time, we expect growth in our [removed: Commercial risk-based and fee-based plans and Medicare,] [added: commercial plans,] including through the Public Exchanges, as members [removed: exiting] [added: who are no longer eligible for] Medicaid [added: coverage] in our 14 [removed: Commercial] [added: commercial] states seek coverage elsewhere.

Rewritten

The extension of the enhanced PTC [removed: will likely allow] [added: has allowed] for growth in Individual [removed: exchange market] [added: Public Exchange] enrollment as Medicaid eligibility [removed: recertifications resume,] [added: redeterminations have resumed,] supporting continuity of coverage for more people.

Rewritten

The requirements of the 2021 Appropriations Act applicable to us [removed: have] [added: had] varying effective dates, some of which were effective in December 2021 and during 2022, and others [removed: of] which [removed: have been] [added: were] extended into 2023 since the enactment of the 2021 Appropriations Act.

Rewritten

The health plan price transparency regulations issued [removed: in October 2020] by the U.S. Departments of Health and Human Services, Labor and Treasury required us [added: in 2022] to begin disclosing [removed: 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.

Rewritten

Additionally, beginning in 2023, we [removed: are now] [added: were] 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.

Rewritten

[removed: In] [added: Effective January 1,] 2024, this requirement [removed: will expand] [added: has expanded] to [added: include] all items and services.

New in FY2023

Through various subsidiaries, we also offer pharmacy services through our CarelonRx business, and other healthcare related services as Carelon Insights, Carelon Health, Carelon Behavioral Health and CareMore.

New in FY2023

Our branding strategy reflects the evolution of our business from a traditional health insurance company to a lifetime, trusted health partner.

New in FY2023

Given this evolution, we reviewed and modified how we manage our business, monitor our performance and allocate resources, and made changes to our reportable segments beginning in the first quarter of 2023.

New in FY2023

thresholds for an operating segment, as well as corporate expenses not allocated to our other reportable segments).

New in FY2023

During the fourth quarter of 2023, we moved our Carelon Global Solutions international businesses from the Corporate & Other reportable segment to the Carelon Services reportable segment.

New in FY2023

All prior period reportable segment information has been reclassified for comparability to conform to the current presentation.

New in FY2023

CarelonRx delegates certain core pharmacy services to CVS, pursuant to the CVS Agreement that is set to terminate on December 31, 2025.

New in FY2023

CarelonRx also operates a specialty pharmacy and beginning in 2024, will assume responsibility for pharmacy mail order front-end intake and member services.

New in FY2023

taken by existing competitors and new market entrants.

New in FY2023

This process is anticipated to take up to 14 months to complete, although most states are expected to complete the redetermination process by June 30, 2024.

New in FY2023

As redeterminations have resumed, we have experienced a decline in our Medicaid membership.

New in FY2023

On May 11, 2023, the PHE ended in accordance with the Biden Administration’s January 30, 2023 announcement.

New in FY2023

During the third quarter of 2023, based on a strategic review of our operations, assets and investments, management implemented the “2023-2024 Business Efficiency Program” to refine the focus of our investments, and optimize our physical footprint.

New in FY2023

The 2023-2024 Business Efficiency Program includes the write-off of certain information technology assets and contract exit costs, a reduction in staff including the relocation of certain job functions, and the impairment of assets associated with the closure or partial closure of data centers and offices.

New in FY2023

The 2023-2024 Business Efficiency Program is expected to be substantially complete by the end of the third quarter of 2024.

New in FY2023

Pursuant to CMS’s Medicare Advantage Star ratings system, CMS annually awards between 1.0 and 5.0 Stars to Medicare Advantage plans based on performance in several categories.

New in FY2023

Plans must have a Star rating of 4.0 or higher to qualify for bonus payments.

New in FY2023

CMS released our 2024 Star ratings in October 2023, which will be used to determine our Medicare Advantage plans’ Star quality bonus payments beginning in 2025.

New in FY2023

Based on our membership at September 1, 2023, 34% of our Medicare Advantage members were in plans with 2024 Star ratings of at least 4.0 Stars, compared to 64% of our Medicare Advantage members being in plans with 2023 Star ratings of at least 4.0 Stars based on our membership at September 1, 2022.

New in FY2023

This change in our 2024 Star ratings is expected to impact our Star quality bonus payments and plan level rebates beginning in 2025.

New in FY2023

We expect a reduction to our 2025 operating revenue of approximately $500, net of offsets from contracting provisions due to this change in Star ratings.

New in FY2023

Further, we expect to partially mitigate the financial impact to our 2025 operating gain and net income through various strategies such as contract diversification, operating expense efficiencies, capital deployment alternatives and network enhancements.

New in FY2023

On January 4, 2024, we announced our entrance into an agreement to acquire Paragon Healthcare, Inc., a company providing infusion services and injectable therapies through its omnichannel model of ambulatory infusion centers, home infusion pharmacies, and other specialty pharmacy services.

New in FY2023

The acquisition is expected to close in the first half of 2024 and is subject to standard closing conditions and customary approvals.

New in FY2023

On December 31, 2023, we entered into an agreement to acquire Centers Plan for Healthy Living LLC and Centers for Specialty Care Group IPA, LLC (“Centers”).

New in FY2023

On March 28, 2023, we announced our entrance into an agreement to sell our life and disability businesses to StanCorp Financial Group, Inc. (“The Standard”), a provider of financial protection products and services for employers and individuals.

New in FY2023

Upon closing, we and The Standard will enter into a product distribution partnership.

New in FY2023

The divestiture is expected to close in the first half of 2024 and is subject to standard closing conditions and customary approvals.

New in FY2023

On February 15, 2023, we completed our acquisition of BioPlus Parent, LLC and subsidiaries (“BioPlus”) from CarepathRx Aggregator, LLC.

New in FY2023

Prior to the acquisition, BioPlus was one of the largest independent specialty pharmacy organizations in the United States.

New in FY2023

healthcare plans to the Individual, Employer Group, Medicaid and Medicare markets, primarily in the State of Louisiana.

New in FY2023

The acquisition is subject to closing conditions and approvals.

New in FY2023

In October 2023, the Eleventh Circuit affirmed the Final Approval Order.

New in FY2023

Petitions for rehearing filed by certain appellants in November 2023 and December 2023 remain pending.

New in FY2023

The decrease in medical membership was driven primarily by attrition in Medicaid due to the resumption of eligibility redeterminations and declines in our Employer Group risk-based business, partially offset by growth in BlueCard, Individual Public Exchange health plans and Medicare Advantage membership.

New in FY2023

The increase in operating revenue was primarily driven by higher premium revenues in our Health Benefits business resulting from premium rate increases to more accurately reflect the cost of care.

New in FY2023

The increase in net income was primarily due to higher premium revenues in our Health Benefits business resulting from premium rate increases to more accurately reflect the cost of care.

New in FY2023

The increase was further attributable to growth in our CarelonRx pharmacy product revenue driven by growth in external pharmacy members and the acquisition of BioPlus in the first quarter of 2023.

New in FY2023

These increases were partially offset by the business optimization charges recorded in the third quarter of 2023.

New in FY2023

The CarelonRx Quarterly Adjusted Scripts metric represents adjusted script volume based on the number of days a prescription covers.

Dropped from FY2022

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.

Dropped from FY2022

We began operating as Elevance Health, Inc. and trading under our new ticker symbol “ELV” on June 28, 2022.

Dropped from FY2022

We offer pharmacy benefits management (“PBM”) services through our CarelonRx, Inc. (“CarelonRx”) subsidiary, which was known as IngenioRx, Inc. prior to January 1, 2023.

Dropped from FY2022

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.

Dropped from FY2022

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.

Dropped from FY2022

This included a review of the products in each of our operating segments, which resulted in restructurings between some of our operating segments.

Dropped from FY2022

Therefore, our reportable segment presentation in 2023

Dropped from FY2022

\-39-

Dropped from FY2022

and its composition will reflect how we began managing our operations and monitoring performance, aligning strategies and allocating resources on January 1, 2023.

Dropped from FY2022

We expect to reclassify previously reported information to conform to the new presentation.

Dropped from FY2022

\-40-

Dropped from FY2022

COVID-19

Dropped from FY2022

The COVID-19 pandemic continues to evolve, putting pressure on the healthcare system, and it has impacted, and may continue to impact, our membership, benefit expense and member behavior.

Dropped from FY2022

The full extent of the impact of the COVID-19 pandemic will depend on future developments, which remain uncertain and cannot be predicted at this time.

Dropped from FY2022

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.

Dropped from FY2022

Our strategy has been, and will continue to be, to only participate in rating regions where we have an appropriate level

Dropped from FY2022

\-41-

Dropped from FY2022

of confidence that these markets are on a path toward sustainability, including, but not limited to, factors such as expected financial performance, regulatory environment and underlying market characteristics.

Dropped from FY2022

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 agreement that is set to terminate on December 31, 2024.

Dropped from FY2022

With 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.

Dropped from FY2022

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

Dropped from FY2022

The 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.

Dropped from FY2022

We priced our affected products to cover the impact of the HIP Fee when it was in effect.

Dropped from FY2022

The HIP Fee was in effect for 2020 but was permanently repealed beginning in 2021.

Dropped from FY2022

At its onset, the COVID-19 pandemic caused a decrease in utilization of non-COVID-19 health services, which decreased our claim costs in 2020.

Dropped from FY2022

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.

Dropped from FY2022

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

Dropped from FY2022

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.

Dropped from FY2022

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.

Dropped from FY2022

The ongoing cost and volume of covered services related to the COVID-19 pandemic and a future shift of government supplied vaccinations and treatments to privatized, full cost price points may have an adverse effect on our future claim costs.

Dropped from FY2022

We continue to closely monitor the COVID-19 pandemic and its impacts on our medical cost trends.

Dropped from FY2022

With the declaration of COVID-19 as a public health emergency (“PHE”), the federal and state governments 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 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.

Dropped from FY2022

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.

Dropped from FY2022

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.

Dropped from FY2022

When recertifications resume, we expect a decline in our Medicaid membership.

Dropped from FY2022

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.

Dropped from FY2022

We will continue to evaluate the impact of the ACA as any further developments occur.

Dropped from FY2022

As mentioned above, we began operating as Elevance Health on June 28, 2022.

Dropped from FY2022

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.

Dropped from FY2022

Elevance Health supports health at every stage, offering health plans and clinical, behavioral, pharmacy and complex-care solutions that promote whole health.

An excerpt. Shown here: 40 of 249 rewritten, 40 of 117 added and 40 of 211 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 FY2023 filing and the FY2022 filing.

Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

14 rewritten, 1 added, 1 removed, 37 unchanged

Rewritten

Potential impacts discussed below are based upon sensitivity analyses performed on our financial position as of December 31, [removed: 2022.][added: 2023.]

Rewritten

Investments in fixed maturity securities include corporate securities, which account for [removed: 46.9%] [added: 48%] of our total fixed maturity securities at December 31, [removed: 2022] [added: 2023] and are subject to credit/default risk.

Rewritten

A 100 basis point increase in interest rates would result in an approximate [removed: $1,088] [added: $59] decrease in fair value, whereas a 100 basis point decrease in interest rates would result in an approximate [removed: $1,154] [added: $59] increase in fair value.

Rewritten

While we classify our fixed maturity securities as “available-for-sale” for accounting purposes, we believe our [added: 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.]

Rewritten

[removed: Given their illiquid nature, we focus on] appropriate sizing of these investments relative to our liquidity needs and risk tolerance.

Rewritten

As of December 31, [removed: 2022, 3.4%] [added: 2023, 1%] of our marketable investments were equity securities.

Rewritten

An immediate 10% decrease in each equity investment’s value, arising from market movement, would result in a fair value decrease of [removed: $95.][added: $23.]

Rewritten

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: $95.][added: $23.]

Rewritten

Our total long-term debt at December 31, [removed: 2022] [added: 2023] consisted of senior unsecured [removed: notes, convertible debentures, commercial paper] [added: notes] and subordinated surplus notes issued by one of our insurance subsidiaries.

Rewritten

At December 31, [removed: 2022,] [added: 2023,] the carrying value and estimated fair value of our long-term debt was [removed: $23,849] [added: $24,895] and [removed: $22,324] [added: $23,569,] respectively.

Rewritten

For additional information regarding our long-term debt, see Note 7, “Fair [removed: Value”] [added: Value,”] and Note 13, “Debt,” of the Notes to Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K.

Rewritten

As of December 31, [removed: 2022,] [added: 2023,] we recorded a net liability of [removed: $57,] [added: $37,] the estimated fair value of the swaps at that date.

Rewritten

A 100 basis point increase in interest rates would result in an approximate [removed: $39] [added: $1,414] decrease in fair value, whereas a 100 basis point decrease in interest rates would result in an approximate [removed: $39] [added: $1,497] increase in fair value.

Rewritten

For additional information regarding our derivatives, see Note 6, “Derivative Financial [removed: Instruments”] [added: Instruments,”] of the Notes to Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K.

New in FY2023

Given their illiquid nature, we focus on

Dropped from FY2022

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.

Item 1. BUSINESS.

129 rewritten, 81 added, 68 removed, 337 unchanged

Rewritten

We strive to deliver on our mission by maximizing the power of partnerships, innovating to fuel growth and health equity, and [removed: having] [added: maintaining] a high-performance culture.

Rewritten

Our strategy is to [removed: become] [added: be] a [removed: lifetime,] [added: lifetime] trusted health partner through the following four core focus areas:

Rewritten

- *Whole Health* – Partner to address physical, [removed: behavioral, social,] [added: behavioral] and [removed: pharmacy] [added: social] needs to improve health, affordability, quality, equity, and access for individuals and communities.

Rewritten

- *Exceptional Experiences* – Put the [removed: people] [added: consumers] we serve at the center of all that we do, [added: personalizing engagement] to [removed: exceed expectations] [added: meet consumers where they are] and optimize health [removed: outcomes.][added: outcomes across individuals and populations.]

Rewritten

We are one of the largest health insurers in the United States in terms of medical membership, serving approximately [removed: 47.5] [added: 47] million medical members through our affiliated health plans as of December 31, [removed: 2022.][added: 2023.]

Rewritten

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

Rewritten

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

Rewritten

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

Rewritten

In a majority of these service areas, we do business as Anthem Blue [removed: Cross, Anthem Blue] Cross and [removed: Blue Shield, and Empire] [added: Anthem] Blue Cross [removed: Blue Shield or Empire] [added: and] Blue [removed: Cross.][added: Shield.]

Rewritten

[removed: In addition, we] [added: We also] conduct business through arrangements with other BCBS [removed: licensees] [added: licensees,] as well as other strategic partners.

Rewritten

[removed: Through our subsidiaries,] [added: In addition,] we [removed: also] serve [removed: customers] [added: members] in numerous states as [removed: AIM Specialty Health,] Amerigroup, [removed: Aspire Health, Beacon, CareMore,] Freedom Health, [removed: HealthLink,] HealthSun, MMM, Optimum Healthcare, Simply [removed: Healthcare, UniCare] [added: Healthcare] and/or Wellpoint.

Rewritten

As [removed: part of our name change to Elevance Health, in June 2022,] we announced [removed: that over the next several years] [added: in 2022,] we [removed: will organize] [added: are organizing] our brand portfolio into the following core go-to-market brands:

Rewritten

- Wellpoint — we [removed: intend to unite] [added: are uniting] select non-BCBSA licensed Medicare, Medicaid and [removed: Commercial] [added: commercial] plans under the Wellpoint name; and

Rewritten

- Carelon — this brand brings together our [removed: healthcare-related] [added: healthcare related] services and capabilities, including our [removed: formerly named Diversified Business Group] [added: CarelonRx] and [removed: IngenioRx] [added: Carelon Services] businesses, under a single brand name.

Rewritten

In 2022, we managed [added: and presented] our operations [removed: by customer type] through [added: the following] four reportable segments: Commercial & Specialty Business, Government Business, CarelonRx [removed: (formerly known as IngenioRx)] and Other.

Rewritten

For additional discussion, see “Reportable Segments” below in this “Business” section and Note [added: 1, “Organization,” 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.

Rewritten

We believe healthcare is local and that we have the strong local presence required to understand and meet local customer needs with regard to any product [removed: they] [added: customers] are enrolled in with us.

Rewritten

Advances in medical technology, including new specialty drugs, the aging [removed: population,] [added: population and] other demographic characteristics [removed: and the COVID-19 pandemic] continue to contribute to rising healthcare costs.

Rewritten

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, health-outcomes based initiatives and health quality-based [added: financial incentives.]

Rewritten

In addition, our ability to manage [removed: general and administrative costs] [added: operating expenses] continues to be a driver of our overall profitability.

Rewritten

Our future results of operations will [removed: also] be impacted by certain external forces and resulting changes in our business model and strategy.

Rewritten

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

Rewritten

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, the continued and future impact of [added: large-scale emergencies like] the COVID-19 pandemic, acquisitions, entry into new markets and expansions in or exits from existing markets.

Rewritten

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 changes, membership impacts caused by [removed: COVID-19, including] [added: Medicaid redeterminations, changes in] how our members access healthcare services, or our exit from a specific market.

Rewritten

Through our participation in various federal government programs, we generated approximately [removed: 28%] [added: 29%] of our total consolidated revenues from agencies of the U.S. government for [removed: each of] the [added: year ended December 31, 2023 and 28% for the] years ended December 31, [removed: 2022, 2021] [added: 2022] and [removed: 2020.][added: 2021, respectively.]

Rewritten

The majority of these revenues are contained in our [removed: Government Business] [added: Health Benefits] segment as described below.

Rewritten

Our [removed: Commercial & Specialty Business] [added: Health Benefits] segment offers [added: a comprehensive suite of health] plans and services to our Individual, [added: Employer] Group risk-based, [added: Employer] Group [removed: fee-based] [added: fee-based, BlueCard®, Medicare, Medicaid] and [removed: BlueCard®] [added: FEHB program] members.

Rewritten

The [removed: Commercial & Specialty Business] [added: Health Benefits] 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 stop loss, dental, vision, life, disability and supplemental health insurance [removed: benefits as described below.][added: benefits.]

Rewritten

Our CarelonRx [removed: (formerly IngenioRx)] segment includes our [removed: PBM] [added: pharmacy] business.

Rewritten

CarelonRx markets and offers [removed: PBM services] [added: pharmacy services, including pharmacy benefit management (“PBM”) services,] to our affiliated health plan customers, as well as to external customers outside of the health plans we own.

Rewritten

[removed: CarelonRx has a] [added: Our] comprehensive [removed: PBM] [added: pharmacy] services [removed: portfolio, which] [added: portfolio] includes [removed: services] [added: all core pharmacy services,] such as [added: home delivery and specialty pharmacies, claims adjudication,] formulary management, pharmacy networks, [added: rebate administration,] a prescription drug [removed: database, member services] [added: database] and [removed: mail order capabilities.][added: member services.]

Rewritten

[removed: As a result of these changes, beginning with our Quarterly Report on Form 10-Q for the first quarter of 2023, we will] [added: We now] report our results [added: of operations] in the following four reportable segments: [removed: (i)] Health [removed: Benefits, which will combine] [added: Benefits (aggregates] our [removed: existing] [added: previously reported] Commercial & Specialty Business and Government Business [removed: segments; (ii) our existing CarelonRx segment; (iii)] [added: segments), CarelonRx,] Carelon Services [removed: (our former Diversified Business Group), which will be carved out from] [added: (previously included in] our [removed: existing] Other [removed: segment;] [added: segment)] and [removed: (iv)] Corporate [removed: and Other, which will include] [added: & Other (our] businesses that do not individually meet the quantitative thresholds for an operating segment, as well as corporate expenses not allocated to our other reportable [removed: segments.][added: segments).]

Rewritten

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

Rewritten

Further, 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 [removed: care.][added: care while improving consumer experience.]

Rewritten

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

Rewritten

[removed: As a result, for 2023] [added: For 2024,] we are offering Individual Public Exchange products in [removed: 138] [added: 141] of the 143 rating regions in which we operate, in comparison to [removed: 122] [added: 138] of [added: the] 143 rating regions in [removed: 2022.][added: 2023.]

Rewritten

Being a licensee of the BCBS association of companies, of which there were 34 independent primary licensees including us as of December 31, [removed: 2022,] [added: 2023,] provides significant market value, especially when competing for very large multi-state [added: employer groups.]

Rewritten

BlueCard® host members are generally members who reside in or travel to a state in which an Elevance Health subsidiary is the Blue Cross and/or Blue Shield licensee and who are covered under an [removed: employer-sponsored health plan serviced by a non-Elevance Health controlled BCBS licensee, which is the “home” plan.][added: employer-]

Rewritten

We perform certain administrative functions for BlueCard® host members, including claims pricing and administration, for which we receive [removed: administrative] [added: service] fees from the BlueCard® members’ home plan.

Rewritten

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

New in FY2023

Elevance Health and its subsidiaries, referred to throughout this document as “we,” “us,” “our,” the “Company” or “Elevance Health,” is a leading health company bringing together the concepts of elevate and advance, in order to exemplify and follow our bold purpose of improving the health of humanity.

New in FY2023

We serve people across their entire health journey to better address their full range of needs with an integrated whole-health approach.

New in FY2023

Through our broad view, we aim to meaningfully improve the health of the people and communities we serve.

New in FY2023

- *Digital Platform* – Use digital technologies such as AI to transform the way we operate our business and interact with consumers by driving improvements in efficiency and experiences and converting data into actionable insights.

New in FY2023

- *Community* – We put people first

New in FY2023

- *Diversity* – We value our differences

New in FY2023

- *Integrity* – We build trust

New in FY2023

*•Agility* – We embrace change

New in FY2023

*•Leadership* – We lead by example

New in FY2023

Through various subsidiaries, we also offer pharmacy services through our CarelonRx business, and other healthcare related services as Carelon Insights, Carelon Health, Carelon Behavioral Health and CareMore.

New in FY2023

Our branding strategy reflects the evolution of our business from a traditional health insurance company to a lifetime, trusted health partner.

New in FY2023

Given this evolution, we reviewed and modified how we manage our business, monitor our performance and allocate resources, and made changes to our reportable segments beginning in the first quarter of 2023.

New in FY2023

During the fourth quarter of 2023, we moved our Carelon Global Solutions international businesses from the Corporate & Other reportable segment to the Carelon Services reportable segment.

New in FY2023

All prior period reportable segment information has been reclassified for comparability to conform to the current presentation.

New in FY2023

In the first quarter of 2023, we reorganized our reportable segments as described below.

New in FY2023

Previously reported information in this Annual Report on Form 10-K has been reclassified to conform to the new presentation and reflect changes that occurred in 2023.

New in FY2023

Our Health Benefits segment also includes our National Government Services business.

New in FY2023

CarelonRx offers a comprehensive pharmacy services portfolio, which includes all core

New in FY2023

pharmacy services, such as home delivery and specialty pharmacies, claims adjudication, formulary management, pharmacy networks, rebate administration, a prescription drug database and member services.

New in FY2023

Our Carelon Services segment integrates physical, behavioral, social and pharmacy services to deliver whole health affordably by creating value through the offering of market-competitive services powered by analytics.

New in FY2023

At the end of 2023, Carelon Services integrated Carelon Global Solutions into the Carelon family of offerings.

New in FY2023

The companies under Carelon Global Solutions have been providing services related to data management, information technology, and business operations since 2019 and were previously included within our Corporate & Other segment.

New in FY2023

Our Corporate & Other segment includes our businesses that do not individually meet the quantitative threshold for an operating segment, as well as corporate expenses not allocated to our other reportable segments.

New in FY2023

We made the decision to expand our participation in the Individual state- or federally-facilitated marketplaces for 2024.

New in FY2023

We also expect growth in our Public Exchange membership as Medicaid members who are no longer eligible for Medicaid coverage continue to exit the Medicaid program and seek coverage elsewhere.

New in FY2023

See “Regulation” below in this “Business” section for additional discussion about the Public Exchange marketplace.

New in FY2023

sponsored health plan serviced by a non-Elevance Health controlled BCBS licensee, which is the “home” plan.

New in FY2023

Health Benefits

New in FY2023

home plans.

New in FY2023

Carelon Services

New in FY2023

Business units in Carelon Services offer a broad array of healthcare related services and capabilities to internal and external customers, including utilization management, behavioral health, integrated care delivery, palliative care, payment integrity services and subrogation services, health and wellness programs, information technology services and global business process support.

New in FY2023

and financial stability.

New in FY2023

performed for our members.

New in FY2023

We experience seasonality in our Health Benefits segment.

New in FY2023

Beginning in 2024, Aspire Health and CareMore have rebranded and now operate under the new name, Carelon Health.

New in FY2023

The program assists members and their

New in FY2023

Additionally, Carelon Post Acute Solutions, Inc. has developed programs to address healthcare quality by identifying and closing care gaps.

New in FY2023

A social determinants of health program screens our members for social needs and connects members to appropriate community resources to encourage better care outcomes.

New in FY2023

Although

New in FY2023

The Consolidation Appropriations Act of 2023

Dropped from FY2022

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

Dropped from FY2022

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

Dropped from FY2022

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

Dropped from FY2022

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

Dropped from FY2022

We believe in working together to achieve our mission of improving lives and communities, simplifying healthcare and expecting more.

Dropped from FY2022

- *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.

Dropped from FY2022

- *Leadership* – Redefine what is possible

Dropped from FY2022

- *Community* – Committed, connected, invested

Dropped from FY2022

- *Integrity* – Do the right thing, with a spirit of excellence

Dropped from FY2022

- *Agility* – Delivery today, transform tomorrow

Dropped from FY2022

- *Diversity* – Open our hearts and minds

Dropped from FY2022

We offer PBM services through our CarelonRx, Inc. (“CarelonRx”) subsidiary, which was named IngenioRx, Inc. prior to January 1, 2023.

Dropped from FY2022

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.

Dropped from FY2022

This included a review of the products in each of our operating segments, which resulted in restructurings between some of our operating segments.

Dropped from FY2022

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.

Dropped from FY2022

financial incentives.

Dropped from FY2022

We regularly evaluate the appropriateness of our reportable segments, particularly in light of organizational changes, merger and acquisition activity and changing laws and regulations.

Dropped from FY2022

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.

Dropped from FY2022

Our Government Business segment includes our Medicare and Medicaid businesses, National Government Services (“NGS”) and services provided to the federal government in connection with the FEHB business.

Dropped from FY2022

Our Other segment includes our Diversified Business Group, 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.

Dropped from FY2022

This segment also includes certain intercompany eliminations and corporate expenses not allocated to our other reportable segments.

Dropped from FY2022

We expect to reclassify previously reported information to conform to the new presentation.

Dropped from FY2022

In 2022, we made the decision to expand our participation in the Public Exchange market for 2023 after also expanding in 2022.

Dropped from FY2022

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

Dropped from FY2022

employer groups.

Dropped from FY2022

Commercial & Specialty Business

Dropped from FY2022

We

Dropped from FY2022

Government Business

Dropped from FY2022

As of December 31, 2022, we provide Medicaid and

Dropped from FY2022

Our comprehensive PBM services portfolio includes features such as formulary management, pharmacy networks, a prescription drug database, member services and mail order capabilities.

Dropped from FY2022

With 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.

Dropped from FY2022

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

Dropped from FY2022

We transitioned existing members from Express Scripts to CarelonRx by January 1, 2020.

Dropped from FY2022

Other

Dropped from FY2022

Our Other segment includes our Diversified Business Group, now known as Carelon Services.

Dropped from FY2022

experience.

Dropped from FY2022

Our “per-case” reimbursement

Dropped from FY2022

We experience seasonality in our Commercial & Specialty Business and Government Business segments.

Dropped from FY2022

We have a comprehensive behavioral health case

Dropped from FY2022

Additionally, myNEXUS has developed programs to address healthcare quality by identifying social determinants of health needs of our members and seeking to close gaps in care through an in-home assessment.

An excerpt. Shown here: 40 of 129 rewritten, 40 of 81 added and 40 of 68 removed. The counts are complete. For every sentence, read Item 1. BUSINESS. in the FY2023 filing and the FY2022 filing.

Item 3. LEGAL PROCEEDINGS.

1 rewritten, 0 added, 0 removed, 0 unchanged

Rewritten

For information regarding our legal proceedings, see Note 14, “Commitments and Contingencies [removed: -] [added: *–*] *Litigation and Regulatory [removed: Proceedings,*”] [added: Proceedings*,”] of the Notes to Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K, which information is incorporated herein by reference.

Cover and table of contents

32 rewritten, 20 added, 9 removed, 67 unchanged

Rewritten

For the fiscal year ended December 31, [removed: 2022][added: 2023]

Rewritten

[removed: ![elv-20221231_g1.jpg](https://www.sec.gov/Archives/edgar/data/1156039/000115603923000007/elv-20221231_g1.jpg)][added: ![eh_logo.jpg](https://www.sec.gov/Archives/edgar/data/1156039/000115603924000015/elv-20231231_g1.jpg)]

Rewritten

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 [removed: registrants’s] [added: registrant’s] executive officers during the relevant recovery period pursuant to §240.10D-1(b) ¨

Rewritten

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: 2022] [added: 2023] was approximately [removed: $115,691,972,993.][added: $104,634,460,663.]

Rewritten

As of February 1, [removed: 2023, 237,457,776] [added: 2024, 232,668,735] shares of the registrant’s common stock were outstanding.

Rewritten

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: 10, 2023.][added: 15, 2024.]

Rewritten

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

Rewritten

| ITEM 1. | | | [removed: [BUSINESS](#i09daec87c4c344c8b0454b84b1a4fe73_13)] [added: [BUSINESS](#i6736e128d90c462aafbe2c799f0802ec_16)] | | | [removed: [3](#i09daec87c4c344c8b0454b84b1a4fe73_13)] [added: [3](#i6736e128d90c462aafbe2c799f0802ec_16)] | | | [added: | | | | | |]

Rewritten

| ITEM 1A. | | | [RISK [removed: FACTORS](#i09daec87c4c344c8b0454b84b1a4fe73_16)] [added: FACTORS](#i6736e128d90c462aafbe2c799f0802ec_19)] | | | [removed: [22](#i09daec87c4c344c8b0454b84b1a4fe73_16)] [added: [23](#i6736e128d90c462aafbe2c799f0802ec_19)] | | | [added: | | | | | |]

Rewritten

| ITEM 1B. | | | [removed: [UNRESOLVED](#i09daec87c4c344c8b0454b84b1a4fe73_19) [STAFF COMMENTS](#i09daec87c4c344c8b0454b84b1a4fe73_19)] [added: [UNRESOLVED STAFF COMMENTS](#i6736e128d90c462aafbe2c799f0802ec_22)] | | | [removed: [36](#i09daec87c4c344c8b0454b84b1a4fe73_19)] [added: [38](#i6736e128d90c462aafbe2c799f0802ec_22)] | | | [added: | | | | | |]

Rewritten

| ITEM 2. | | | [removed: [PROPERTIES](#i09daec87c4c344c8b0454b84b1a4fe73_22)] [added: [PROPERTIES](#i6736e128d90c462aafbe2c799f0802ec_25)] | | | [removed: [36](#i09daec87c4c344c8b0454b84b1a4fe73_22)] [added: [39](#i6736e128d90c462aafbe2c799f0802ec_25)] | | | [added: | | | | | |]

Rewritten

| ITEM 3. | | | [LEGAL [removed: PROCEEDINGS](#i09daec87c4c344c8b0454b84b1a4fe73_25)] [added: PROCEEDINGS](#i6736e128d90c462aafbe2c799f0802ec_28)] | | | [removed: [36](#i09daec87c4c344c8b0454b84b1a4fe73_25)] [added: [39](#i6736e128d90c462aafbe2c799f0802ec_28)] | | | [added: | | | | | |]

Rewritten

| ITEM 4. | | | [MINE SAFETY [removed: DISCLOSURES](#i09daec87c4c344c8b0454b84b1a4fe73_28)] [added: DISCLOSURES](#i6736e128d90c462aafbe2c799f0802ec_31)] | | | [removed: [36](#i09daec87c4c344c8b0454b84b1a4fe73_28)] [added: [39](#i6736e128d90c462aafbe2c799f0802ec_31)] | | | [added: | | | | | |]

Rewritten

| ITEM 5. | | | [MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY [removed: SECURITIES](#i09daec87c4c344c8b0454b84b1a4fe73_34)] [added: SECURITIES](#i6736e128d90c462aafbe2c799f0802ec_37)] | | | [removed: [37](#i09daec87c4c344c8b0454b84b1a4fe73_34)] [added: [40](#i6736e128d90c462aafbe2c799f0802ec_37)] | | | [added: | | | | | |]

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| ITEM 6. | | | [removed: [\[RESERVED\]](#i09daec87c4c344c8b0454b84b1a4fe73_37)] [added: [\[RESERVED\]](#i6736e128d90c462aafbe2c799f0802ec_40)] | | | [removed: [38](#i09daec87c4c344c8b0454b84b1a4fe73_37)] [added: [42](#i6736e128d90c462aafbe2c799f0802ec_40)] | | | [added: | | | | | |]

Rewritten

| ITEM 7. | | | [MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF [removed: OPERATIONS](#i09daec87c4c344c8b0454b84b1a4fe73_40)] [added: OPERATIONS](#i6736e128d90c462aafbe2c799f0802ec_43)] | | | [removed: [39](#i09daec87c4c344c8b0454b84b1a4fe73_40)] [added: [42](#i6736e128d90c462aafbe2c799f0802ec_43)] | | | [added: | | | | | |]

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| ITEM 7A. | | | [QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET [removed: RISK](#i09daec87c4c344c8b0454b84b1a4fe73_58)] [added: RISK](#i6736e128d90c462aafbe2c799f0802ec_61)] | | | [removed: [64](#i09daec87c4c344c8b0454b84b1a4fe73_58)] [added: [64](#i6736e128d90c462aafbe2c799f0802ec_61)] | | | [added: | | | | | |]

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| ITEM 8. | | | [FINANCIAL STATEMENTS AND SUPPLEMENTARY [removed: DATA](#i09daec87c4c344c8b0454b84b1a4fe73_61)] [added: DATA](#i6736e128d90c462aafbe2c799f0802ec_64)] | | | [removed: [66](#i09daec87c4c344c8b0454b84b1a4fe73_61)] [added: [66](#i6736e128d90c462aafbe2c799f0802ec_64)] | | | [added: | | | | | |]

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| ITEM 9. | | | [CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL [removed: DISCLOSURE](#i09daec87c4c344c8b0454b84b1a4fe73_181)] [added: DISCLOSURE](#i6736e128d90c462aafbe2c799f0802ec_175)] | | | [removed: [136](#i09daec87c4c344c8b0454b84b1a4fe73_181)] [added: [132](#i6736e128d90c462aafbe2c799f0802ec_175)] | | | [added: | | | | | |]

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| ITEM 9A. | | | [CONTROLS AND [removed: PROCEDURES](#i09daec87c4c344c8b0454b84b1a4fe73_184)] [added: PROCEDURES](#i6736e128d90c462aafbe2c799f0802ec_178)] | | | [removed: [136](#i09daec87c4c344c8b0454b84b1a4fe73_184)] [added: [132](#i6736e128d90c462aafbe2c799f0802ec_178)] | | | [added: | | | | | |]

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| ITEM 9B. | | | [OTHER [removed: INFORMATION](#i09daec87c4c344c8b0454b84b1a4fe73_187)] [added: INFORMATION](#i6736e128d90c462aafbe2c799f0802ec_181)] | | | [removed: [139](#i09daec87c4c344c8b0454b84b1a4fe73_187)] [added: [135](#i6736e128d90c462aafbe2c799f0802ec_181)] | | | [added: | | | | | |]

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| ITEM 9C. | | | [DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT [removed: INSPECTIONS](#i09daec87c4c344c8b0454b84b1a4fe73_190)] [added: INSPECTIONS](#i6736e128d90c462aafbe2c799f0802ec_184)] | | | [removed: [139](#i09daec87c4c344c8b0454b84b1a4fe73_190)] [added: [135](#i6736e128d90c462aafbe2c799f0802ec_184)] | | | [added: | | | | | |]

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| ITEM 10. | | | [DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE [removed: GOVERNANCE](#i09daec87c4c344c8b0454b84b1a4fe73_196)] [added: GOVERNANCE](#i6736e128d90c462aafbe2c799f0802ec_190)] | | | [removed: [139](#i09daec87c4c344c8b0454b84b1a4fe73_196)] [added: [135](#i6736e128d90c462aafbe2c799f0802ec_190)] | | | [added: | | | | | |]

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| ITEM 11. | | | [EXECUTIVE [removed: COMPENSATION](#i09daec87c4c344c8b0454b84b1a4fe73_199)] [added: COMPENSATION](#i6736e128d90c462aafbe2c799f0802ec_193)] | | | [removed: [139](#i09daec87c4c344c8b0454b84b1a4fe73_199)] [added: [135](#i6736e128d90c462aafbe2c799f0802ec_193)] | | | [added: | | | | | |]

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| ITEM 12. | | | [SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER [removed: MATTERS](#i09daec87c4c344c8b0454b84b1a4fe73_202)] [added: MATTERS](#i6736e128d90c462aafbe2c799f0802ec_196)] | | | [removed: [139](#i09daec87c4c344c8b0454b84b1a4fe73_202)] [added: [135](#i6736e128d90c462aafbe2c799f0802ec_196)] | | | [added: | | | | | |]

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| ITEM 13. | | | [CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR [removed: INDEPENDENCE](#i09daec87c4c344c8b0454b84b1a4fe73_205)] [added: INDEPENDENCE](#i6736e128d90c462aafbe2c799f0802ec_199)] | | | [removed: [140](#i09daec87c4c344c8b0454b84b1a4fe73_205)] [added: [136](#i6736e128d90c462aafbe2c799f0802ec_199)] | | | [added: | | | | | |]

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| ITEM 14. | | | [PRINCIPAL ACCOUNTANT FEES AND [removed: SERVICES](#i09daec87c4c344c8b0454b84b1a4fe73_208)] [added: SERVICES](#i6736e128d90c462aafbe2c799f0802ec_202)] | | | [removed: [140](#i09daec87c4c344c8b0454b84b1a4fe73_208)] [added: [136](#i6736e128d90c462aafbe2c799f0802ec_202)] | | | [added: | | | | | |]

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| ITEM 15. | | | [EXHIBITS AND FINANCIAL STATEMENT [removed: SCHEDULES](#i09daec87c4c344c8b0454b84b1a4fe73_214)] [added: SCHEDULES](#i6736e128d90c462aafbe2c799f0802ec_208)] | | | [removed: [141](#i09daec87c4c344c8b0454b84b1a4fe73_214)] [added: [137](#i6736e128d90c462aafbe2c799f0802ec_208)] | | | [added: | | | | | |]

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| ITEM 16. | | | FORM 10-K SUMMARY | | | [removed: [146](#i09daec87c4c344c8b0454b84b1a4fe73_217)] [added: [141](#i6736e128d90c462aafbe2c799f0802ec_2243)] | | | [added: | | | | | |]

Rewritten

[removed: References] [added: *References] in this Annual Report on Form 10-K to the terms “we,” “our,” “us,” “Elevance Health” or the “Company” refer to Elevance Health, Inc., an Indiana corporation, and, unless the context otherwise requires, its direct and indirect subsidiaries.

Rewritten

Except to the extent required by law, we do not [removed: undertake to] update or revise any forward-looking statements to reflect events or circumstances occurring after the date hereof.

Rewritten

These risks and uncertainties include, but are not limited to: 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 other catastrophes; the impact of new or changes in existing federal, state and international laws or regulations, including [removed: healthcare] laws and [removed: regulations,] [added: regulations impacting healthcare, insurance, pharmacy services and other diversified products and services,] or their enforcement or application; the impact of cyber-attacks or other privacy or data security incidents or breaches or our failure to comply with any [removed: privacy] [added: privacy, data] 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; competitive pressures and our ability to adapt to changes in the industry and develop and implement strategic growth opportunities; 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; our ability to contract with providers on cost-effective and competitive terms; failure to effectively maintain and modernize our information systems; risks associated with providing [added: healthcare,] pharmacy [removed: benefit management (“PBM”), healthcare] and other diversified products and services, including medical malpractice or professional liability claims and non-compliance by any party with the [removed: PBM] [added: pharmacy] services agreement between us and CaremarkPCS Health, L.L.C.; risks associated with mergers, acquisitions, joint ventures and strategic alliances; possible impairment of the value of our intangible assets if future results do not adequately support goodwill and other intangible assets; possible restrictions in the payment of dividends from our subsidiaries and increases in required minimum levels of capital; our ability to repurchase shares of our common stock and pay dividends on our common stock due to the adequacy of our cash flow and earnings and other considerations; the potential negative effect from our substantial amount of outstanding indebtedness 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; 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.

New in FY2023

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New in FY2023

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New in FY2023

| [PART I](#i6736e128d90c462aafbe2c799f0802ec_13) | | | | | | | | | | | | | | |

New in FY2023

| ITEM 1C. | | | [CYBERSECURITY](#i6736e128d90c462aafbe2c799f0802ec_2234) | | | [38](#i6736e128d90c462aafbe2c799f0802ec_2234) | | | | | | | | |

New in FY2023

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New in FY2023

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New in FY2023

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New in FY2023

| [PART III](#i6736e128d90c462aafbe2c799f0802ec_187) | | | | | | | | | | | | | | |

New in FY2023

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New in FY2023

| [PART IV](#i6736e128d90c462aafbe2c799f0802ec_205) | | | | | | | | | | | | | | |

New in FY2023

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New in FY2023

| [SIGNATURES](#i6736e128d90c462aafbe2c799f0802ec_259) | | | | | | [148](#i6736e128d90c462aafbe2c799f0802ec_259) | | | | | | | | |

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Dropped from FY2022

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Dropped from FY2022

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Dropped from FY2022

| [PART I](#i09daec87c4c344c8b0454b84b1a4fe73_10) | | | | | | | | |

Dropped from FY2022

| [PART II](#i09daec87c4c344c8b0454b84b1a4fe73_31) | | | | | | | | |

Dropped from FY2022

| [PART III](#i09daec87c4c344c8b0454b84b1a4fe73_193) | | | | | | | | |

Dropped from FY2022

| [PART IV](#i09daec87c4c344c8b0454b84b1a4fe73_211) | | | | | | | | |

Dropped from FY2022

| [SIGNATURES](#i09daec87c4c344c8b0454b84b1a4fe73_262) | | | | | | [153](#i09daec87c4c344c8b0454b84b1a4fe73_262) | | |

Dropped from FY2022

*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.

Dropped from FY2022

We began operating as Elevance Health, Inc. and trading under our new ticker symbol “ELV” on June 28, 2022.

Item 1C. CYBERSECURITY

0 rewritten, 50 added, 0 removed, 0 unchanged

New section this year

New in FY2023

We operate in a highly-regulated industry.

New in FY2023

Federal, state and international laws and contractual commitments guide our collection, use and disclosure of confidential information such as protected health information, personal financial information and personally identifiable information.

New in FY2023

Our success depends on maintaining a high level of trust among our stakeholders, including our consumers, clients, business partners, providers, regulators and associates.

New in FY2023

Failure to effectively secure, maintain and upgrade our information systems, or the availability and integrity of our data, could adversely affect our business, including our business strategy, cash flows, financial condition and results of operations.

New in FY2023

Cybersecurity Risk Assessment

New in FY2023

We work to identify and manage cybersecurity risks through established processes and accountability.

New in FY2023

We also conduct periodic reviews and updates to uphold our security standards.

New in FY2023

Our management has implemented ongoing and annual risk assessment processes to identify and manage risks that could affect our ability to safeguard sensitive data or provide reliable transaction processing.

New in FY2023

These risks include, but are not limited to:

New in FY2023

- Regulatory compliance

New in FY2023

- Third-party management, including risks from business partners and software providers

New in FY2023

- Mergers and acquisitions

New in FY2023

- System availability and disruption of business operations

New in FY2023

- Data security

New in FY2023

- Vulnerability and configuration management

New in FY2023

- Fraud and extortion

New in FY2023

- Reputational risk

New in FY2023

As of December 31, 2023, no known cybersecurity threats have materially affected, or are reasonably likely to materially affect, the Company, including our business strategy, cash flows, financial condition or results of operations.

New in FY2023

See Part I, Item 1A.

New in FY2023

"Risk Factors” for more information on the Company’s cybersecurity-related risks.

New in FY2023

Governance and Management of Cybersecurity Risk

New in FY2023

Our Board of Directors (“Board”) oversees and guides our business and oversees our exposure to major risks.

New in FY2023

The Board receives periodic reports from management on various risks, and delegates to its Audit Committee certain oversight responsibilities.

New in FY2023

The Board monitors cybersecurity risks and receives a report at least quarterly from our Chief Information Security Officer (the “CISO”) regarding our Information Security Program.

New in FY2023

In addition, certain cybersecurity incidents are escalated to the Board in accordance with our escalation criteria as described below.

New in FY2023

Periodically, the Board also receives third party assessments of our information security.

New in FY2023

The Audit Committee receives regular updates on both information security and data privacy matters, and oversees data privacy, integrity, incident and breach risks.

New in FY2023

We have a cross-organizational steering committee, the Information Security Steering Committee (“ISSC”), that supports direction and governance of our enterprise-wide Information Security Program.

New in FY2023

The ISSC is chaired by the CISO and is comprised of accountable senior business leaders including the Chief Compliance Officer (“CCO”), Chief Risk Officer (“CRO”), legal counsel, and human resources, procurement and business segment leaders.

New in FY2023

In addition to the ISSC, we have defined risk functions to cover overall enterprise risks and information technology and cybersecurity risks, including:

New in FY2023

- IT Risk Management program led by the CISO

New in FY2023

- Compliance led by the CCO

New in FY2023

- Internal Audit led by Chief Audit Executive (“CAE”)

New in FY2023

- Enterprise Risk Management programs led by the CRO

New in FY2023

- Third-Party Risk Management, comprised of business and information security leaders

New in FY2023

- IT Due Diligence, comprised of business, technology and information security leaders

New in FY2023

- Corporate Insurance Program, including cybersecurity insurance, led by the Treasurer

New in FY2023

\-38-

New in FY2023

To evaluate cybersecurity and privacy incidents and enable the Company to comply with public disclosure requirements, we have defined escalation criteria in support of our incident response processes.

New in FY2023

We have a Cyber Incident Response Taskforce, comprised of our Chief Privacy Officer, our CISO, and applicable legal counsel and business and corporate services leaders, which is responsible for reviewing such incidents and reporting relevant incidents to a subcommittee of our disclosure committee in order to assess the materiality of an incident as well as reporting to the senior leadership team, the chief legal officer, the CEO and ultimately the Board based on the facts and circumstances of an incident.

An excerpt. Shown here: all 0 rewritten, 40 of 50 added and all 0 removed. The counts are complete. For every sentence, read Item 1C. CYBERSECURITY in the FY2023 filing.

Item 2. PROPERTIES.

2 rewritten, 0 added, 3 removed, 3 unchanged

Rewritten

In addition to this location, we have operating facilities located in each state where we operate as licensees of the [removed: BCBSA, in each state where Amerigroup conducts business] [added: BCBSA] and in [removed: certain] other states [removed: and] [added: or] countries where [added: we operate under] our other [removed: subsidiaries operate.][added: brands.]

Rewritten

We [added: operate in a hybrid workforce environment and] believe that our properties are adequate and suitable for our business as presently conducted; however, we are continuing to evaluate our real estate strategy in response to the changing needs of our [removed: in-office, hybrid] [added: workforce] and [removed: remote workforce.][added: business.]

Dropped from FY2022

We modified certain of our workforce practices in 2020 in response to the COVID-19 pandemic, including having the majority of our workforce work remotely.

Dropped from FY2022

In the third quarter of 2020, our management introduced enterprise-wide initiatives to streamline our operations and optimize our business, including a reduction of our office space footprint.

Dropped from FY2022

In 2021 and 2022, we identified additional reductions of office space.

Item 4. MINE SAFETY DISCLOSURES.

0 rewritten, 1 added, 1 removed, 2 unchanged

New in FY2023

\-39-

Dropped from FY2022

\-36-

Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

11 rewritten, 9 added, 11 removed, 22 unchanged

Rewritten

As of February 1, [removed: 2023,] [added: 2024,] there were [removed: 50,958] [added: 48,679] shareholders of record of our common stock.

Rewritten

[removed: 1Total] [added: 1Total] number of shares purchased includes [removed: 4,324] [added: 3,572] shares delivered to or withheld by us in connection with employee payroll tax withholding upon exercise or vesting of stock awards.

Rewritten

Stock grants to employees and directors and stock issued for stock option plans and stock purchase plans in the consolidated statements of shareholders’ equity are shown net of these shares [removed: purchased.][added: purchased.]

Rewritten

[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.

Rewritten

During the year ended December 31, [removed: 2022,] [added: 2023,] we repurchased [removed: 4,834,939] [added: 5,773,932] shares at an aggregate cost of [removed: $2,316] [added: $2,676] under the program, including the cost of options to purchase shares.

Rewritten

No duration has been placed on our common stock repurchase program, and we reserve the right to discontinue the program at any [removed: time.][added: time.]

Rewritten

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: 2017] [added: 2018] through December 31, [removed: 2022,] [added: 2023,] 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 and Poor’s 500 Health Care Index (the “S&P 500 Health Care Index”).

Rewritten

The graph assumes an investment of $100 on December 31, [removed: 2017] [added: 2018] in each of our common stock and these indices (and the reinvestment of all dividends).

Rewritten

[removed: ![elv-20221231_g2.jpg](https://www.sec.gov/Archives/edgar/data/1156039/000115603923000007/elv-20221231_g2.jpg)][added: ![Performance Chart ELV 23.jpg](https://www.sec.gov/Archives/edgar/data/1156039/000115603924000015/elv-20231231_g2.jpg)]

Rewritten

| | | | | | | [removed: 2017] [added: 2018] | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] | | |

Rewritten

Based upon an initial investment of $100 on December 31, [removed: 2017] [added: 2018] with dividends reinvested.

New in FY2023

| October 1, 2023 to October 31, 2023 | | | | | | | | | 216,670 | | | | | | $ | 452.69 | | | | | 215,962 | | | | | | $ | 5,031 | |

New in FY2023

| November 1, 2023 to November 30, 2023 | | | | | | | | | 866,646 | | | | | | 461.05 | | | | | | 866,041 | | | | | | 4,632 | | |

New in FY2023

| December 1, 2023 to December 31, 2023 | | | | | | | | | 914,923 | | | | | | 473.05 | | | | | | 912,664 | | | | | | 4,200 | | |

New in FY2023

| | | | | | | | | | 1,998,239 | | | | | | | | | | | | 1,994,667 | | | | | | | | |

New in FY2023

\-40-

New in FY2023

| Elevance Health, Inc. | | | | | | $ | 100 | | | | | $ | 116 | | | | | $ | 125 | | | | | $ | 183 | | | | | $ | 205 | | | | | $ | 191 | |

New in FY2023

| S&P 500 Index | | | | | | 100 | | | | | | 131 | | | | | | 156 | | | | | | 200 | | | | | | 164 | | | | | | 207 | | |

New in FY2023

| S&P 500 Health Care Index | | | | | | 100 | | | | | | 121 | | | | | | 137 | | | | | | 173 | | | | | | 170 | | | | | | 173 | | |

New in FY2023

\-41-

Dropped from FY2022

| October 1, 2022 to October 31, 2022 | | | | | | | | | 432,338 | | | | | | $ | 481.70 | | | | | 431,325 | | | | | | $ | 2,236 | |

Dropped from FY2022

| November 1, 2022 to November 30, 2022 | | | | | | | | | 434,076 | | | | | | 503.80 | | | | | | 433,418 | | | | | | 2,017 | | |

Dropped from FY2022

| December 1, 2022 to December 31, 2022 | | | | | | | | | 278,961 | | | | | | 511.26 | | | | | | 276,308 | | | | | | 1,876 | | |

Dropped from FY2022

| | | | | | | | | | 1,145,375 | | | | | | | | | | | | 1,141,051 | | | | | | | | |

Dropped from FY2022

\-37-

Dropped from FY2022

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.

Dropped from FY2022

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.

Dropped from FY2022

| Elevance Health, Inc. | | | | | | $ | 100 | | | | | $ | 118 | | | | | $ | 137 | | | | | $ | 148 | | | | | $ | 216 | | | | | $ | 242 | |

Dropped from FY2022

| S&P 500 Index | | | | | | 100 | | | | | | 96 | | | | | | 126 | | | | | | 149 | | | | | | 192 | | | | | | 157 | | |

Dropped from FY2022

| S&P 500 Health Care Index | | | | | | 100 | | | | | | 106 | | | | | | 129 | | | | | | 146 | | | | | | 184 | | | | | | 180 | | |

Dropped from FY2022

| S&P Managed Health Care Index | | | | | | 100 | | | | | | 111 | | | | | | 133 | | | | | | 154 | | | | | | 218 | | | | | | 234 | | |

Item 6. [RESERVED]

0 rewritten, 0 added, 1 removed, 0 unchanged

Dropped from FY2022

\-38-

Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

832 rewritten, 357 added, 369 removed, 1,261 unchanged

Rewritten

Years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020][added: 2021]

Rewritten

| [removed: Report] [added: Reports] of Independent Registered Public Accounting Firm (PCAOB ID:42) | | | [removed: [67](#i09daec87c4c344c8b0454b84b1a4fe73_64)] [added: [67](#i6736e128d90c462aafbe2c799f0802ec_67)] | | |

Rewritten

| Consolidated Balance Sheets | | | [removed: [69](#i09daec87c4c344c8b0454b84b1a4fe73_70)] [added: [69](#i6736e128d90c462aafbe2c799f0802ec_73)] | | |

Rewritten

| Consolidated Statements of Income | | | [removed: [70](#i09daec87c4c344c8b0454b84b1a4fe73_76)] [added: [70](#i6736e128d90c462aafbe2c799f0802ec_79)] | | |

Rewritten

| Consolidated Statements of Comprehensive Income | | | [removed: [71](#i09daec87c4c344c8b0454b84b1a4fe73_79)] [added: [71](#i6736e128d90c462aafbe2c799f0802ec_82)] | | |

Rewritten

| Consolidated Statements of Cash Flows | | | [removed: [72](#i09daec87c4c344c8b0454b84b1a4fe73_82)] [added: [72](#i6736e128d90c462aafbe2c799f0802ec_85)] | | |

Rewritten

| Consolidated Statements of Shareholders’ Equity | | | [removed: [73](#i09daec87c4c344c8b0454b84b1a4fe73_85)] [added: [73](#i6736e128d90c462aafbe2c799f0802ec_88)] | | |

Rewritten

| Notes to Consolidated Financial Statements | | | [removed: [74](#i09daec87c4c344c8b0454b84b1a4fe73_88)] [added: [74](#i6736e128d90c462aafbe2c799f0802ec_91)] | | |

Rewritten

We have audited the accompanying consolidated balance sheets of Elevance Health, Inc. (the Company) as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] the related consolidated statements of income, comprehensive income, [removed: shareholders’ equity, and] cash flows [added: and shareholders’ equity] for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] and the related notes and financial statement schedule listed in the Index at Item 15(c) (collectively referred to as the “consolidated financial statements”).

Rewritten

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

Rewritten

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in Internal [removed: Control-Integrated] [added: Control—Integrated] Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February [removed: 15, 2023] [added: 21, 2024] expressed an unqualified opinion thereon.

Rewritten

| Description of the Matter | | | | | | Medical claims payable was [removed: $15,596] [added: $16,111] million at December 31, [removed: 2022,] [added: 2023,] 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. | | |

Rewritten

| | | | | | | To test the Company’s liability for incurred but not paid claims, our audit procedures included, among others, testing the completeness and accuracy of the underlying claims and membership data recorded in the source claims processing and disbursement systems to the data used by management in developing completion and trend factor assumptions and agreeing a sample of incurred and paid claims to source documentation. With the support of actuarial specialists, we analyzed the Company’s completion and trend factor assumptions based on historical claim experience and emerging cost [removed: trends,] [added: trends] and independently calculated a range of reasonable reserve estimates for comparison to management’s best estimate of the liability for incurred but not paid claims. Additionally, we performed a review of the prior period liabilities for incurred but not paid claims to subsequent claims development. | | |

Rewritten

| [removed: | | |] December 31, 2022 | | | | | | [removed: December 31, 2021] | | | [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

Rewritten

| Cash and cash equivalents | | | $ | [removed: 7,387] [added: 6,526] | | | | | $ | [removed: 4,880] [added: 7,387] | |

Rewritten

| Fixed maturity securities (amortized cost of [removed: $28,226] [added: $30,446] and [removed: $25,641;] [added: $28,226;] allowance for credit losses of [removed: $9] [added: $4] and [removed: $6)] [added: $9)] | | | [removed: 25,952] [added: 29,614] | | | | | | [removed: 26,267] [added: 25,952] | | |

Rewritten

| Equity securities | | | [removed: 953] [added: 229] | | | | | | [removed: 1,881] [added: 953] | | |

Rewritten

| Premium receivables | | | [removed: 7,083] [added: 7,902] | | | | | | [removed: 5,681] [added: 7,083] | | |

Rewritten

| Self-funded receivables | | | [removed: 4,663] [added: 4,558] | | | | | | [removed: 4,010] [added: 4,663] | | |

Rewritten

| Other receivables | | | [removed: 4,298] [added: 5,405] | | | | | | [removed: 3,749] [added: 4,298] | | |

Rewritten

| Other current assets | | | [removed: 5,281] [added: 5,795] | | | | | | [removed: 4,654] [added: 5,281] | | |

Rewritten

| Total current assets | | | [removed: 55,617] [added: 60,029] | | | | | | [removed: 51,122] [added: 55,617] | | |

Rewritten

| Fixed maturity securities (amortized cost of [removed: $789] [added: $890] and [removed: $616;] [added: $789;] allowance for credit losses of $0 and $0) | | | [removed: 752] [added: 876] | | | | | | [removed: 632] [added: 752] | | |

Rewritten

| Other invested assets | | | [removed: 5,685] [added: 6,107] | | | | | | [removed: 5,225] [added: 5,685] | | |

Rewritten

| Property and equipment, net | | | [removed: 4,316] [added: 4,359] | | | | | | [removed: 3,919] [added: 4,316] | | |

Rewritten

| Goodwill | | | [removed: 24,383] [added: 25,317] | | | | | | [removed: 24,228] [added: 24,383] | | |

Rewritten

| Other intangible assets | | | [removed: 10,315] [added: 10,273] | | | | | | [removed: 10,615] [added: 10,315] | | |

Rewritten

| Other noncurrent assets | | | [removed: 1,704] [added: 1,967] | | | | | | [removed: 1,719] [added: 1,687] | | |

Rewritten

| Medical claims payable | | | $ | [removed: 15,596] [added: 16,111] | | | | | $ | [removed: 13,518] [added: 15,596] | |

Rewritten

| Other policyholder liabilities | | | [removed: 5,933] [added: 5,600] | | | | | | [removed: 5,521] [added: 5,933] | | |

Rewritten

| Unearned income | | | [removed: 1,112] [added: 1,402] | | | | | | [removed: 1,153] [added: 1,112] | | |

Rewritten

| Accounts payable and accrued expenses | | | [removed: 5,607] [added: 6,910] | | | | | | [removed: 4,970] [added: 5,607] | | |

Rewritten

| Short-term borrowings | | | [removed: 265] [added: 225] | | | | | | [removed: 275] [added: 265] | | |

Rewritten

| Current portion of long-term debt | | | [removed: 1,500] [added: 1,649] | | | | | | [removed: 1,599] [added: 1,500] | | |

Rewritten

| Other current liabilities | | | [removed: 9,683] [added: 9,894] | | | | | | [removed: 7,849] [added: 9,683] | | |

Rewritten

| Total current liabilities | | | [removed: 39,696] [added: 41,791] | | | | | | [removed: 34,885] [added: 39,696] | | |

Rewritten

| Long-term debt, less current portion | | | [removed: 22,349] [added: 23,246] | | | | | | [removed: 21,157] [added: 22,349] | | |

Rewritten

| Reserves for future policy benefits | | | [removed: 737] [added: 778] | | | | | | [removed: 802] [added: 803] | | |

Rewritten

| Deferred tax liabilities, net | | | [removed: 2,034] [added: 1,970] | | | | | | [removed: 2,805] [added: 2,015] | | |

Rewritten

| Other noncurrent liabilities | | | [removed: 1,562] [added: 1,738] | | | | | | [removed: 1,683] [added: 1,562] | | |

New in FY2023

February 21, 2024

New in FY2023

| Total assets | | | $ | 108,928 | | | | | $ | 102,755 | |

New in FY2023

| Retained earnings | | | 31,749 | | | | | | 29,647 | | |

New in FY2023

| Total equity | | | 39,405 | | | | | | 36,330 | | |

New in FY2023

| Service fees | | | 7,903 | | | | | | 7,453 | | | | | | 6,913 | | |

New in FY2023

| Benefit expense | | | 124,330 | | | | | | 116,642 | | | | | | 102,571 | | |

New in FY2023

| Operating expense | | | 20,087 | | | | | | 17,700 | | | | | | 15,918 | | |

New in FY2023

| Total expenses | | | 163,625 | | | | | | 148,995 | | | | | | 130,644 | | |

New in FY2023

| Income tax expense | | | 1,724 | | | | | | 1,712 | | | | | | 1,846 | | |

New in FY2023

| Net income | | | 5,991 | | | | | | 5,888 | | | | | | 6,149 | | |

New in FY2023

| Shareholders’ net income | | | $ | 5,987 | | | | | $ | 5,894 | | | | | $ | 6,158 | |

New in FY2023

| Basic | | | $ | 25.38 | | | | | $ | 24.56 | | | | | $ | 25.26 | |

New in FY2023

| Diluted | | | $ | 25.22 | | | | | $ | 24.28 | | | | | $ | 24.95 | |

New in FY2023

| Net income | | | $ | 5,991 | | | | | $ | 5,888 | | | | | $ | 6,149 | |

New in FY2023

| Change in future policy benefits | | | (3) | | | | | | 32 | | | | | | (7) | | |

New in FY2023

| Other comprehensive income (loss) | | | 1,171 | | | | | | (2,304) | | | | | | (337) | | |

New in FY2023

| Net (gain) loss attributable to noncontrolling interests | | | (4) | | | | | | 6 | | | | | | 9 | | |

New in FY2023

| Net income | | | $ | 5,991 | | | | | $ | 5,888 | | | | | $ | 6,149 | |

New in FY2023

| Deferred income taxes | | | (602) | | | | | | (115) | | | | | | 342 | | |

New in FY2023

| Other assets | | | (675) | | | | | | 133 | | | | | | 41 | | |

New in FY2023

| Policy liabilities | | | 147 | | | | | | 2,411 | | | | | | 2,523 | | |

New in FY2023

| January 1, 2021 | | | 245.4 | | | | | | $ | 3 | | | | | $ | 9,244 | | | | | $ | 23,802 | | | | | $ | 138 | | | | | $ | — | | | | | $ | 33,187 | | | | | | | |

New in FY2023

| Net income | | | — | | | | | | — | | | | | | — | | | | | | 5,894 | | | | | | — | | | | | | (6) | | | | | | 5,888 | | | | | | | | |

New in FY2023

| Net income | | | — | | | | | | — | | | | | | — | | | | | | 5,987 | | | | | | — | | | | | | 4 | | | | | | 5,991 | | | | | | | | |

New in FY2023

| Noncontrolling interests adjustment | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 14 | | | | | | 14 | | | | | | | | |

New in FY2023

| Repurchase and retirement of common stock | | | (5.8) | | | | | | — | | | | | | (217) | | | | | | (2,481) | | | | | | — | | | | | | — | | | | | | (2,698) | | | | | | | | |

New in FY2023

| December 31, 2023 | | | 233.1 | | | | | | $ | 2 | | | | | $ | 8,868 | | | | | $ | 31,749 | | | | | $ | (1,313) | | | | | $ | 99 | | | | | $ | 39,405 | | | | | | | |

New in FY2023

December 31, 2023

New in FY2023

Given this evolution, we reviewed and modified how we manage our business, monitor our performance and allocate resources, and made changes to our reportable segments beginning in the first quarter of 2023.

New in FY2023

During the fourth quarter of 2023, we moved our Carelon Global Solutions international businesses from the Corporate & Other reportable segment to the Carelon Services reportable segment.

New in FY2023

All prior period reportable segment information has been

New in FY2023

reclassified for comparability to conform to the current presentation.

New in FY2023

The accompanying consolidated financial statements and the notes to the consolidated financial statements have been recast and are presented as they would have appeared had we changed our reportable segments, discussed in Note 20, “Segment Information,” and adopted the long-duration contracts accounting standard, discussed in this Note 2 below, prior to January 1, 2023.

New in FY2023

For all other securities, cash flow estimates are driven by assumptions regarding

New in FY2023

Mortgage loans on real estate are classified as held for investment and are reported at their amortized cost basis net of loss allowance under the caption “Other invested assets” in our consolidated balance sheets.

New in FY2023

Amortized cost is the amount at which the loan is originated, adjusted for accrued interest, amortization of premium, discount and net deferred fees or costs, collection of cash and write-offs.

New in FY2023

We have also elected to disregard Corporate AMT when evaluating the need for a valuation allowance for non-Corporate AMT deferred tax assets.

New in FY2023

These are included as a charge to retained earnings as a component of the repurchase and retirement of common stock.

New in FY2023

and estimates were to be used.

New in FY2023

We attempt to

Dropped from FY2022

| | | | | | |

Dropped from FY2022

February 15, 2023

Dropped from FY2022

| Total assets | | | $ | 102,772 | | | | | $ | 97,460 | |

Dropped from FY2022

| Retained earnings | | | 29,724 | | | | | | 27,088 | | |

Dropped from FY2022

| Total equity | | | 36,394 | | | | | | 36,128 | | |

Dropped from FY2022

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

Dropped from FY2022

| Administrative fees and other revenue | | | 7,453 | | | | | | 6,913 | | | | | | 6,315 | | |

Dropped from FY2022

| Benefit expense | | | 116,487 | | | | | | 102,645 | | | | | | 88,045 | | |

Dropped from FY2022

| Selling, general and administrative expense | | | 17,686 | | | | | | 15,914 | | | | | | 17,450 | | |

Dropped from FY2022

| Total expenses | | | 148,826 | | | | | | 130,714 | | | | | | 115,629 | | |

Dropped from FY2022

| Income tax expense | | | 1,750 | | | | | | 1,830 | | | | | | 1,666 | | |

Dropped from FY2022

| Net income | | | 6,019 | | | | | | 6,095 | | | | | | 4,572 | | |

Dropped from FY2022

| Shareholders’ net income | | | $ | 6,025 | | | | | $ | 6,104 | | | | | $ | 4,572 | |

Dropped from FY2022

| Basic | | | $ | 25.10 | | | | | $ | 25.04 | | | | | $ | 18.23 | |

Dropped from FY2022

| Diluted | | | $ | 24.81 | | | | | $ | 24.73 | | | | | $ | 17.98 | |

Dropped from FY2022

| Net income | | | $ | 6,019 | | | | | $ | 6,095 | | | | | $ | 4,572 | |

Dropped from FY2022

| Net income | | | $ | 6,019 | | | | | $ | 6,095 | | | | | $ | 4,572 | |

Dropped from FY2022

| Deferred income taxes | | | (76) | | | | | | 326 | | | | | | (540) | | |

Dropped from FY2022

| Policy liabilities | | | 2,254 | | | | | | 2,597 | | | | | | 3,528 | | |

Dropped from FY2022

| Net (repayments of) proceeds from commercial paper borrowings | | | (300) | | | | | | 50 | | | | | | (150) | | |

Dropped from FY2022

| January 1, 2020 | | | 252.9 | | | | | | $ | 3 | | | | | $ | 9,448 | | | | | $ | 22,538 | | | | | $ | (296) | | | | | $ | — | | | | | $ | 31,693 | | | | | | | |

Dropped from FY2022

| Repurchase and retirement of common stock | | | (9.4) | | | | | | — | | | | | | (353) | | | | | | (2,347) | | | | | | — | | | | | | — | | | | | | (2,700) | | | | | | | | |

Dropped from FY2022

| December 31, 2020 | | | 245.4 | | | | | | 3 | | | | | | 9,244 | | | | | | 23,802 | | | | | | 150 | | | | | | — | | | | | | 33,199 | | | | | | | | |

Dropped from FY2022

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

Dropped from FY2022

| Net income | | | — | | | | | | — | | | | | | — | | | | | | 6,025 | | | | | | — | | | | | | (6) | | | | | | 6,019 | | | | | | | | |

Dropped from FY2022

Elevance Health, Inc.

Dropped from FY2022

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.

Dropped from FY2022

We began operating as Elevance Health, Inc. and trading under our new ticker symbol “ELV” on June 28, 2022.

Dropped from FY2022

We offer PBM services through our CarelonRx, Inc. (“CarelonRx”) subsidiary, which was named IngenioRx, Inc. prior to January 1, 2023.

Dropped from FY2022

There were no changes made to our segments in 2022 associated with this branding strategy.

Dropped from FY2022

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.

Dropped from FY2022

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.

Dropped from FY2022

When estimates of prepayments change, the

Dropped from FY2022

Notes to Consolidated Financial Statements (continued)

Dropped from FY2022

from amounts initially recorded for business combinations, if any, and amounts recorded to accumulated other comprehensive income.

Dropped from FY2022

Market valuations include market comparisons to publicly traded

Dropped from FY2022

Prepaid pension

Dropped from FY2022

We charge these fee-based

Dropped from FY2022

We market our products through direct marketing activities and an extensive network of independent

Dropped from FY2022

Health Insurance Provider Fee: The ACA imposed an annual Health Insurance Provider Fee (“HIP Fee”) on health insurers that wrote certain types of health insurance on U.S. risks, which was permanently repealed effective January 1, 2021.

An excerpt. Shown here: 40 of 832 rewritten, 40 of 357 added and 40 of 369 removed. The counts are complete. For every sentence, read Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA. in the FY2023 filing and the FY2022 filing.

Item 9A. CONTROLS AND PROCEDURES.

8 rewritten, 7 added, 5 removed, 32 unchanged

Rewritten

We carried out an evaluation as of December 31, [removed: 2022,] [added: 2023,] 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.

Rewritten

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: 2022.][added: 2023.]

Rewritten

Based on management’s assessment, [added: which excluded assessment of Internal Control of BioPlus Parent, LLC and subsidiaries,] management has concluded that the Company’s Internal Control was effective as of December 31, [removed: 2022] [added: 2023] to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with GAAP.

Rewritten

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: 2022,] [added: 2023,] and has also issued an audit report dated February [removed: 15, 2023,] [added: 21, 2024,] on the effectiveness of the Company’s Internal Control as of December 31, [removed: 2022,] [added: 2023,] which is included in this Annual Report on Form 10-K.

Rewritten

There have been no changes in our internal control over financial reporting that occurred during the three months ended December 31, [removed: 2022] [added: 2023] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Rewritten

We have audited Elevance Health, Inc.’s internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in Internal [removed: Control–Integrated] [added: Control—Integrated] Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

Rewritten

In our opinion, Elevance Health, Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on the COSO criteria.

Rewritten

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of Elevance Health, Inc. as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] the related consolidated statements of income, comprehensive income, [removed: shareholders’ equity and] cash flows [added: and shareholders’ equity] for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] and the related notes and financial statement schedule listed in the Index at Item 15(c) and our report dated February [removed: 15, 2023] [added: 21, 2024] expressed an unqualified opinion thereon.

New in FY2023

The Company completed its acquisition of BioPlus Parent, LLC and subsidiaries in February 2023.

New in FY2023

As permitted by the U.S. Securities and Exchange Commission, management's assessment as of December 31, 2023 did not include the Internal Control of BioPlus Parent, LLC and subsidiaries, which are included in the Company's consolidated financial statements as of December 31, 2023.

New in FY2023

Such operations of BioPlus Parent, LLC and subsidiaries constituted 2% and 4% of the Company's total assets and net assets, respectively, as of December 31, 2023, and 1% and 0% of the Company's total revenues and net income, respectively, for the year then ended.

New in FY2023

| /S/ GAIL K. BOUDREAUX | | | | | | /S/ MARK B. KAYE | | |

New in FY2023

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 BioPlus Parent, LLC and subsidiaries, which is included in the 2023 consolidated financial statements of the Company and constituted 2% and 4% of total and net assets, respectively, as of December 31, 2023 and 1% and 0% of revenues and net income, respectively, for the year then ended.

New in FY2023

Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of BioPlus Parent, LLC and subsidiaries.

New in FY2023

February 21, 2024

Dropped from FY2022

\-136-

Dropped from FY2022

| /S/ GAIL K. BOUDREAUX | | | | | | /S/ JOHN E. GALLINA | | |

Dropped from FY2022

\-137-

Dropped from FY2022

February 15, 2023

Dropped from FY2022

\-138-

Item 9B. OTHER INFORMATION.

0 rewritten, 4 added, 1 removed, 0 unchanged

New in FY2023

Rule 10b5-1 Trading Plans

New in FY2023

Peter D.

New in FY2023

Haytaian, an executive officer of the Company, adopted a stock trading plan on December 4, 2023, pursuant to which he may sell up to 21,095 shares of the Company’s common stock prior to December 2, 2024.

New in FY2023

This trading plan was entered into during an open insider trading window and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended, and the Company’s policies regarding transactions in our securities.

Dropped from FY2022

None.

Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

1 rewritten, 0 added, 0 removed, 0 unchanged

Rewritten

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: 2023] [added: 2024] 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

Rewritten

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 the CEO pay ratio are incorporated herein by reference from our definitive Proxy Statement for our [removed: 2023] [added: 2024] 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, 1 added, 2 removed, 10 unchanged

Rewritten

Securities authorized for issuance under our equity compensation plans as of December 31, [removed: 2022] [added: 2023] are as follows:

Rewritten

2Includes shares that may be issued under the Elevance Health Incentive Compensation Plan [removed: (formerly the Anthem Incentive Compensation Plan)] and the 2017 Elevance Health Incentive Compensation Plan pursuant to the following outstanding awards: [removed: 2,831,989] [added: 2,984,903] stock options, [removed: 526,536] [added: 527,664] unvested restricted stock units, and [removed: 1,263,414] [added: 1,226,466] performance stock units (assuming that the outstanding performance stock units are earned at the maximum award level).

Rewritten

Includes [removed: 14,026,920] [added: 11,812,885] shares of common stock available for issuance as stock options, restricted stock awards, performance stock awards, performance awards and stock appreciation rights under the 2017 Elevance Health Incentive Compensation Plan at December 31, [removed: 2022.][added: 2023.]

Rewritten

Includes [removed: 4,325,656] [added: 4,164,308] shares of common stock available for issuance under the Stock Purchase Plan at December 31, [removed: 2022.][added: 2023.]

Rewritten

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: 2023] [added: 2024] 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.

New in FY2023

| Equity compensation plans approved by shareholders as of December 31, 2023 | | | 4,739,034 | | | $327.13 | | | 15,977,193 | | |

Dropped from FY2022

| Equity compensation plans approved by shareholders as of December 31, 2022 | | | 4,621,939 | | | $293.28 | | | 18,352,576 | | |

Dropped from FY2022

\-139-

Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.

1 rewritten, 0 added, 0 removed, 0 unchanged

Rewritten

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: 2023] [added: 2024] 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, 0 added, 1 removed, 1 unchanged

Rewritten

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: 2023] [added: 2024] 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.

Dropped from FY2022

\-140-

Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.

56 rewritten, 10 added, 11 removed, 144 unchanged

Rewritten

Consolidated Balance Sheets as of December 31, [removed: 2022] [added: 2023] and [removed: 2021][added: 2022]

Rewritten

Consolidated Statements of Income for the years ended December 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020][added: 2021]

Rewritten

Consolidated Statements of Comprehensive Income for the years ended December 31, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020][added: 2021]

Rewritten

Consolidated Statements of Cash Flows for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020][added: 2021]

Rewritten

Consolidated Statements of Shareholders’ Equity for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020][added: 2021]

Rewritten

| 3.1 | | | | | | [Amended and Restated Articles of Incorporation of the Company, as amended and restated [removed: effective](http://www.sec.gov/Archives/edgar/data/1156039/000119312522183957/d359422dex31.htm) [June] [added: effective June] 27, [removed: 2022,](http://www.sec.gov/Archives/edgar/data/1156039/000119312522183957/d359422dex31.htm) [incorporated] [added: 2022, incorporated] by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed [removed: on](http://www.sec.gov/Archives/edgar/data/1156039/000119312522183957/d359422dex31.htm) [June] [added: on June] 28, 2022.](http://www.sec.gov/Archives/edgar/data/1156039/000119312522183957/d359422dex31.htm) | | | | | | | | |

Rewritten

| 3.2 | | | | | | [Bylaws of the Company, as amended [removed: 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] [added: effective](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000106/october2023amendedandresta.htm) [October](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000106/october2023amendedandresta.htm) [4, 2023](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000106/october2023amendedandresta.htm)[, incorporated] by reference to [removed: 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)] [added: Exhibit 3.](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000106/october2023amendedandresta.htm)[1](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000106/october2023amendedandresta.htm)] [to the Company’s Current Report on Form 8-K filed [removed: 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: on](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000106/october2023amendedandresta.htm) [October 5, 2023](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000106/october2023amendedandresta.htm)[.](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000106/october2023amendedandresta.htm)] | | | | | | | | |

Rewritten

| | | | | | | (e) | | | [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)] | | | | | |

Rewritten

| | | | | | | [removed: (f)] [added: (h)] | | | [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)] | | | | | |

Rewritten

| | | | | | | [removed: (g)] [added: (f)] | | | [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) | | | | | |

Rewritten

| | | | | | | [removed: (h)] [added: (g)] | | | [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) | | | | | |

Rewritten

| | | | | | | (i) | | | [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)] | | | | | |

Rewritten

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

Rewritten

| 4.3 | | | | | | [removed: [Indenture] [added: [Subordinated Indenture,] dated as of [removed: October 9, 2012] [added: May 12, 2015,] between the Company and The Bank of New York Mellon Trust Company, [removed: N.A.] [added: N.A.,] as trustee, [removed: 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 [removed: October 9, 2012.](http://www.sec.gov/Archives/edgar/data/1156039/000119312512418691/d422012dex41.htm)] [added: May 12, 2015.](http://www.sec.gov/Archives/edgar/data/1156039/000119312515184154/d924472dex41.htm)] | | | | | | | | |

Rewritten

| 4.4 | | | | | | [removed: [Subordinated Indenture,] [added: [Indenture] dated as of [removed: May 12, 2015,] [added: November 21, 2017] between the Company and The Bank of New York Mellon Trust Company, [removed: N.A.,] [added: N.A.] as trustee, incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on [removed: May 12, 2015.](http://www.sec.gov/Archives/edgar/data/1156039/000119312515184154/d924472dex41.htm)] [added: November 21, 2017.](http://www.sec.gov/Archives/edgar/data/1156039/000119312517349359/d464820dex41.htm)] | | | | | | | | |

Rewritten

| [removed: 4.5] [added: 10.11] | | | [added: *] | | | [removed: [Indenture dated as of November 21, 2017] [added: [Offer Letter, by and] between the Company [removed: and The Bank of New York Mellon Trust Company, N.A.] [added: and](http://www.sec.gov/Archives/edgar/data/1156039/000119312523205527/d492032dex101.htm) [Mark Kaye](http://www.sec.gov/Archives/edgar/data/1156039/000119312523205527/d492032dex101.htm)[, dated] as [removed: trustee,] [added: of](http://www.sec.gov/Archives/edgar/data/1156039/000119312523205527/d492032dex101.htm) [August 2](http://www.sec.gov/Archives/edgar/data/1156039/000119312523205527/d492032dex101.htm)[, 20](http://www.sec.gov/Archives/edgar/data/1156039/000119312523205527/d492032dex101.htm)[23](http://www.sec.gov/Archives/edgar/data/1156039/000119312523205527/d492032dex101.htm)[,] incorporated by reference to Exhibit [removed: 4.1] [added: 10.1] to the Company’s Current Report on Form 8-K filed [removed: on November 21, 2017.](http://www.sec.gov/Archives/edgar/data/1156039/000119312517349359/d464820dex41.htm)] [added: on](http://www.sec.gov/Archives/edgar/data/1156039/000119312523205527/d492032dex101.htm) [August](http://www.sec.gov/Archives/edgar/data/1156039/000119312523205527/d492032dex101.htm) [](http://www.sec.gov/Archives/edgar/data/1156039/000119312523205527/d492032dex101.htm)[8](http://www.sec.gov/Archives/edgar/data/1156039/000119312523205527/d492032dex101.htm)[, 20](http://www.sec.gov/Archives/edgar/data/1156039/000119312523205527/d492032dex101.htm)[23](http://www.sec.gov/Archives/edgar/data/1156039/000119312523205527/d492032dex101.htm)[.](http://www.sec.gov/Archives/edgar/data/1156039/000119312523205527/d492032dex101.htm)] | | | | | | | | |

Rewritten

| | | | | | | (k) | | | [Form of [removed: 0.450%] [added: 1.500%] Notes due [removed: 2023,] [added: 2026,] incorporated by reference to Exhibit [removed: 4.1] [added: 4.2] to the Company’s Current Report on Form 8-K filed on March 17, [removed: 2021.](https://www.sec.gov/Archives/edgar/data/1156039/000119312521084138/d160823dex41.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/1156039/000119312521084138/d160823dex42.htm)] | | | | | |

Rewritten

| | | | | | | [removed: (l)] [added: (m)] | | | [Form of [removed: 1.500%] [added: 3.600%] Notes due [removed: 2026,] [added: 2051,] incorporated by reference to Exhibit [removed: 4.2] [added: 4.4] to the Company’s Current Report on Form 8-K filed on March 17, [removed: 2021.](https://www.sec.gov/Archives/edgar/data/1156039/000119312521084138/d160823dex42.htm)] [added: 2021.](http://www.sec.gov/Archives/edgar/data/1156039/000119312521084138/d160823dex44.htm)] | | | | | |

Rewritten

| | | | | | | [removed: (m)] [added: (r)] | | | [Form of [removed: 2.550%] [added: 6.100%] Notes due [removed: 2031,] [added: 2052,] incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed on [removed: March 17, 2021.](http://www.sec.gov/Archives/edgar/data/1156039/000119312521084138/d160823dex43.htm)] [added: November 4, 2022.](http://www.sec.gov/Archives/edgar/data/1156039/000119312522277914/d416104dex43.htm)] | | | | | |

Rewritten

| | | | | | | (n) | | | [Form of [removed: 3.600%] [added: 4.100%] Notes due [removed: 2051,] [added: 2032,] incorporated by reference to Exhibit [removed: 4.4] [added: 4.1] to the Company’s Current Report on Form 8-K filed on [removed: March 17, 2021.](http://www.sec.gov/Archives/edgar/data/1156039/000119312521084138/d160823dex44.htm)] [added: April 29, 2022.](http://www.sec.gov/Archives/edgar/data/1156039/000119312522133790/d274466dex41.htm)] | | | | | |

Rewritten

| | | | | | | (o) | | | [Form of [removed: 4.100%] [added: 4.550%] Notes due [removed: 2032,] [added: 2052,] incorporated by reference to Exhibit [removed: 4.1] [added: 4.2] to the Company’s Current Report on Form 8-K filed on April 29, [removed: 2022.](http://www.sec.gov/Archives/edgar/data/1156039/000119312522133790/d274466dex41.htm)] [added: 2022.](http://www.sec.gov/Archives/edgar/data/1156039/000119312522133790/d274466dex42.htm)] | | | | | |

Rewritten

| | | | | | | [removed: (p)] [added: (q)] | | | [Form of [removed: 4.550%] [added: 5.500%] Notes due [removed: 2052,] [added: 2032,] incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on [removed: April 29, 2022.](http://www.sec.gov/Archives/edgar/data/1156039/000119312522133790/d274466dex42.htm)] [added: November 4, 2022.](http://www.sec.gov/Archives/edgar/data/1156039/000119312522277914/d416104dex42.htm)] | | | | | |

Rewritten

| | | | | | | [removed: (q)] [added: (p)] | | | [Form of 5.350% Notes due 2025, incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on November 4, 2022.](http://www.sec.gov/Archives/edgar/data/1156039/000119312522277914/d416104dex41.htm) | | | | | |

Rewritten

| | | | | | | [removed: (r)] [added: (t)] | | | [Form of [removed: 5.500%] [added: 4.750%] Notes due [removed: 2032,] [added: 2033,] incorporated by reference to Exhibit 4.2 to the [removed: Company’s] [added: Company](https://www.sec.gov/Archives/edgar/data/1156039/000119312523028419/d413102dex42.htm)[’](http://www.sec.gov/Archives/edgar/data/1156039/000119312522277914/d416104dex43.htm)[s] Current Report on Form 8-K filed on [removed: November 4, 2022.](http://www.sec.gov/Archives/edgar/data/1156039/000119312522277914/d416104dex42.htm)] [added: February 8, 2023.](https://www.sec.gov/Archives/edgar/data/1156039/000119312523028419/d413102dex42.htm)] | | | | | |

Rewritten

| | | | | | | [removed: (s)] [added: (u)] | | | [Form of [removed: 6.100%] [added: 5.125%] Notes due [removed: 2052,] [added: 2053,] incorporated by reference to Exhibit 4.3 to the [removed: Company’s] [added: Company](https://www.sec.gov/Archives/edgar/data/1156039/000119312523028419/d413102dex43.htm)[’](http://www.sec.gov/Archives/edgar/data/1156039/000119312522277914/d416104dex43.htm)[s] Current Report on Form 8-K filed on [removed: November 4, 2022.](http://www.sec.gov/Archives/edgar/data/1156039/000119312522277914/d416104dex43.htm)] [added: February 8, 2023.](https://www.sec.gov/Archives/edgar/data/1156039/000119312523028419/d413102dex43.htm)] | | | | | |

Rewritten

| | | | | | | [removed: (t)] [added: (s)] | | | [Form of 4.900% Notes due 2026, incorporated by reference to Exhibit 4.1 to the Company](https://www.sec.gov/Archives/edgar/data/1156039/000119312523028419/d413102dex41.htm)[’](http://www.sec.gov/Archives/edgar/data/1156039/000119312522277914/d416104dex43.htm)[s Current Report on Form 8-K filed on February [removed: 8](https://www.sec.gov/Archives/edgar/data/1156039/000119312523028419/d413102dex41.htm)[,](https://www.sec.gov/Archives/edgar/data/1156039/000119312523028419/d413102dex41.htm) [2023.](https://www.sec.gov/Archives/edgar/data/1156039/000119312523028419/d413102dex41.htm)] [added: 8, 2023.](https://www.sec.gov/Archives/edgar/data/1156039/000119312523028419/d413102dex41.htm)] | | | | | |

Rewritten

| [removed: 4.6] [added: 4.5] | | | | | | 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. | | | | | | | | |

Rewritten

| [removed: 4.7] [added: 4.6] | | | | | | [Description of the Company’s Securities Registered Pursuant to Section 12 of the Exchange [removed: Act.](https://www.sec.gov/Archives/edgar/data/1156039/000115603923000007/exhibit47-20221231forform1.htm)] [added: Act, incorporated by reference to Exhibit 4.7 to the Company's Annual Report on Form 10-K for the year ended December 31, 2022](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000007/exhibit47-20221231forform1.htm)[.](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000007/exhibit47-20221231forform1.htm)] | | | | | | | | |

Rewritten

| 10.1 | | | * | | | [Elevance Health Incentive Compensation Plan, as amended and restated effective June 28, [removed: 2022.](https://www.sec.gov/Archives/edgar/data/1156039/000115603923000007/exhibit101-20221231forform.htm)] [added: 2022](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000007/exhibit101-20221231forform.htm)[,](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000007/exhibit101-20221231forform.htm) [incorporated by reference to Exhibit 10.1](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000007/exhibit101-20221231forform.htm) [](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000007/exhibit101-20221231forform.htm)[to the Company's Annual Report on Form 10-K for the year](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000007/exhibit101-20221231forform.htm) [ended December 31, 2022.](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000007/exhibit101-20221231forform.htm)] | | | | | | | | |

Rewritten

| | | | | | | [removed: (a)] [added: (g)] | | | [Form of Incentive Compensation Plan Nonqualified Stock Option Award Agreement for [removed: 2015,] [added: 2021,] incorporated by reference to Exhibit [removed: 10.2(n)] [added: 10.2(m)] to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, [removed: 2015.](http://www.sec.gov/Archives/edgar/data/1156039/000115603915000006/exhibit102n-20150331.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000041/exhibit102manthem2021stock.htm)] | | | | | |

Rewritten

| | | | | | | [removed: (b)] [added: (a)] | | | [Form of [removed: Amendment, dated March 9, 2016, to] Incentive Compensation Plan Nonqualified Stock Option Award Agreement for [removed: 2014,] [added: 2016 and 2017,] incorporated by reference to Exhibit [removed: 10.2(m)] [added: 10.2(s)] to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, [removed: 2016.](http://www.sec.gov/Archives/edgar/data/1156039/000115603916000020/exhibit102m-20160331.htm)] [added: 2016.](http://www.sec.gov/Archives/edgar/data/1156039/000115603916000020/exhibit102s-20160331.htm)] | | | | | |

Rewritten

| | | | | | | [removed: (c)] [added: (d)] | | | [Form of [removed: Amendment, dated March 9, 2016, to] Incentive Compensation Plan Nonqualified Stock Option Award Agreement for [removed: 2015,] [added: 2020,] incorporated by reference to Exhibit [removed: 10.2(p)] [added: 10.2(l)] to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, [removed: 2016](http://www.sec.gov/Archives/edgar/data/1156039/000115603916000020/exhibit102p-20160331.htm).] [added: 2020.](https://www.sec.gov/Archives/edgar/data/1156039/000115603920000028/exhibit102l-2020331for.htm)] | | | | | |

Rewritten

| | | | | | | [removed: (d)] [added: (j)] | | | [Form of Incentive Compensation Plan Nonqualified Stock Option Award Agreement for [removed: 2016] [added: 2022, as amended] and [removed: 2017,] [added: restated effective June 28, 2022,] incorporated by reference to Exhibit [removed: 10.2(s)] [added: 10.2(l)] to the Company’s Quarterly Report on Form 10-Q for the quarter ended [removed: March 31, 2016.](http://www.sec.gov/Archives/edgar/data/1156039/000115603916000020/exhibit102s-20160331.htm)] [added: June 30, 2022.](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit102l2022stockoption.htm)] | | | | | |

Rewritten

| 10.2 | | | * | | | [removed: [2017](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit1022017elevanceheal.htm) [Elevance Health](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit1022017elevanceheal.htm) [Incentive] [added: [2017 Elevance Health Incentive] Compensation Plan, as amended and restated [removed: effective](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit1022017elevanceheal.htm) [June] [added: effective June] 28, [removed: 2022,](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit1022017elevanceheal.htm) [incorporated] [added: 2022, incorporated] by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter [removed: ended](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit1022017elevanceheal.htm) [June](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit1022017elevanceheal.htm) [30,](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit1022017elevanceheal.htm) [2022.](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit1022017elevanceheal.htm)] [added: ended June 30, 2022.](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit1022017elevanceheal.htm)] | | | | | | | | |

Rewritten

| | | | | | | [removed: (d)] [added: (n)] | | | [Form of Incentive Compensation [removed: Plan Restricted] [added: Plan](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102prsuagreement.htm) [Restricted] Stock Unit [removed: Award Agreement] [added: Award](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102prsuagreement.htm) [Agreement] for [removed: 2019,] [added: 2023,] incorporated by reference to Exhibit [removed: 10.2(m)] [added: 10.2(](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102prsuagreement.htm)[p](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102prsuagreement.htm)[)] to the [removed: Company’s] [added: Company](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102prsuagreement.htm)[’](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102prsuagreement.htm)[s] Quarterly Report on Form 10-Q for the quarter ended March 31, [removed: 2019.](http://www.sec.gov/Archives/edgar/data/1156039/000115603919000007/exhibit102m-201933110qq120.htm)] [added: 2023.](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102prsuagreement.htm)] | | | | | |

Rewritten

| | | | | | | [removed: (e)] [added: (o)] | | | [Form of Incentive Compensation [removed: Plan Performance Stock] [added: Plan](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102qpsuagreement.htm) [Performance](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102qpsuagreement.htm) [Stock] Unit Award Agreement for [removed: 2019,] [added: 2023,] incorporated by reference to Exhibit [removed: 10.2(n)] [added: 10.2(](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102qpsuagreement.htm)[q](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102qpsuagreement.htm)[)] to the [removed: Company’s] [added: Company](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102qpsuagreement.htm)[’](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102qpsuagreement.htm)[s] Quarterly Report on Form 10-Q for the quarter ended March 31, [removed: 2019.](http://www.sec.gov/Archives/edgar/data/1156039/000115603919000007/exhibit102n-201933110qq120.htm)] [added: 2023.](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102qpsuagreement.htm)] | | | | | |

Rewritten

| | | | | | | [removed: (f)] [added: (e)] | | | [Form of Incentive Compensation Plan [removed: Nonqualified] [added: Restricted] Stock [removed: Option] [added: Unit] Award Agreement for 2020, incorporated by reference to Exhibit [removed: 10.2(l)] [added: 10.2(m)] to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, [removed: 2020.](https://www.sec.gov/Archives/edgar/data/1156039/000115603920000028/exhibit102l-2020331for.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/1156039/000115603920000028/exhibit102m-2020331for.htm)] | | | | | |

Rewritten

| | | | | | | [removed: (g)] [added: (f)] | | | [Form of Incentive Compensation Plan [removed: Restricted] [added: Performance] Stock Unit Award Agreement for 2020, incorporated by reference to Exhibit [removed: 10.2(m)] [added: 10.2(n)] to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, [removed: 2020.](https://www.sec.gov/Archives/edgar/data/1156039/000115603920000028/exhibit102m-2020331for.htm)] [added: 2020.](https://www.sec.gov/Archives/edgar/data/1156039/000115603920000028/exhibit102n-2020331for.htm)] | | | | | |

Rewritten

| | | | | | | [removed: (h)] [added: (i)] | | | [Form of Incentive Compensation Plan Performance Stock Unit Award Agreement for [removed: 2020,] [added: 2021,] incorporated by reference to Exhibit [removed: 10.2(n)] [added: 10.2(o)] to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, [removed: 2020.](https://www.sec.gov/Archives/edgar/data/1156039/000115603920000028/exhibit102n-2020331for.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000041/exhibit102oanthem2021perfo.htm)] | | | | | |

Rewritten

| | | | | | | [removed: (i)] [added: (h)] | | | [Form of Incentive Compensation Plan [removed: Nonqualified] [added: Restricted] Stock [removed: Option] [added: Unit] Award Agreement for 2021, incorporated by reference to Exhibit [removed: 10.2(m)] [added: 10.2(n)] to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, [removed: 2021.](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000041/exhibit102manthem2021stock.htm)] [added: 2021.](https://www.sec.gov/Archives/edgar/data/1156039/000115603921000041/exhibit102nanthem2021restr.htm)] | | | | | |

New in FY2023

| | | | | | | (m) | | | [F](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102ooptionaward.htm)[orm of Incentive Comp](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102ooptionaward.htm)[ensat](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102ooptionaward.htm)[ion Plan](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102ooptionaward.htm) [Nonqualif](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102ooptionaward.htm)[ied Stoc](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102ooptionaward.htm)[k Option Award Agreement for 2023,](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102ooptionaward.htm) [inc](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102ooptionaward.htm)[orporated by](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102ooptionaward.htm) [reference to Exhibit 10.2(o) to the Company](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102ooptionaward.htm)[’](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102ooptionaward.htm)[s Quarterly R](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102ooptionaward.htm)[eport on Form 10-Q for the quarter ended March 31, 2023.](http://www.sec.gov/Archives/edgar/data/1156039/000115603923000054/exhibit102ooptionaward.htm) | | | | | |

New in FY2023

| 10.3 | | | * | | | [Elevance Health Comprehensive Nonqualified Deferred Compensation Plan, as amended and restated effective January 1, 2024.](https://www.sec.gov/Archives/edgar/data/1156039/000115603924000015/exhibit103-20231231forform.htm) | | | | | | | | |

New in FY2023

| 97 | | | | | | [Elevance Health, Inc. Incentive Compensation Recoupment Policy, amended and restated effective as of October 3, 2023.](https://www.sec.gov/Archives/edgar/data/1156039/000115603924000015/exhibit97-20231231forform1.htm) | | | | | | | | |

New in FY2023

| 101.INS | | | | | | XBRL Instant Document - the instant document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | | | | | | | | |

New in FY2023

| 101.SCH | | | | | | Inline XBRL Taxonomy Extension Schema Document. | | | | | | | | |

New in FY2023

| 101.CAL | | | | | | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | | | | | | | | |

New in FY2023

| 101.DEF | | | | | | Inline XBRL Taxonomy Extension Definition Linkbase Document. | | | | | | | | |

New in FY2023

| 101.LAB | | | | | | Inline XBRL Taxonomy Extension Label Linkbase Document. | | | | | | | | |

New in FY2023

| 101.PRE | | | | | | Inline XBRL Taxonomy Extension Presentation Linkbase Document. | | | | | | | | |

New in FY2023

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

Dropped from FY2022

\-141-

Dropped from FY2022

\-142-

Dropped from FY2022

| | | | | | | (u) | | | [Form of 4.750% Notes due 2033, incorporated by reference to Exhibit 4.2 to the Company](https://www.sec.gov/Archives/edgar/data/1156039/000119312523028419/d413102dex42.htm)[’](http://www.sec.gov/Archives/edgar/data/1156039/000119312522277914/d416104dex43.htm)[s Current Report on Form 8-K filed on February 8](https://www.sec.gov/Archives/edgar/data/1156039/000119312523028419/d413102dex42.htm)[,](https://www.sec.gov/Archives/edgar/data/1156039/000119312523028419/d413102dex42.htm) [2023.](https://www.sec.gov/Archives/edgar/data/1156039/000119312523028419/d413102dex42.htm) | | | | | |

Dropped from FY2022

| | | | | | | (v) | | | [Form of 5.125% Notes due 2053, incorporated by reference to Exhibit 4.3 to the Company](https://www.sec.gov/Archives/edgar/data/1156039/000119312523028419/d413102dex43.htm)[’](http://www.sec.gov/Archives/edgar/data/1156039/000119312522277914/d416104dex43.htm)[s Current Report on Form 8-K filed on February 8](https://www.sec.gov/Archives/edgar/data/1156039/000119312523028419/d413102dex43.htm)[,](https://www.sec.gov/Archives/edgar/data/1156039/000119312523028419/d413102dex43.htm) [2023.](https://www.sec.gov/Archives/edgar/data/1156039/000119312523028419/d413102dex43.htm) | | | | | |

Dropped from FY2022

\-143-

Dropped from FY2022

| 10.6 | | | * | | | [Elevance Health](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit106elevancehealthdi.htm) [Directed Executive Compensation](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit106elevancehealthdi.htm) [Plan, as](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit106elevancehealthdi.htm) [amended](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit106elevancehealthdi.htm) [and restated](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit106elevancehealthdi.htm) [effective](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit106elevancehealthdi.htm) [June 28, 2022,](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit106elevancehealthdi.htm) [incorporated by reference to Exhibit 10.6 to the](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit106elevancehealthdi.htm) [Company’s Quarterly](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit106elevancehealthdi.htm) [Report on Form](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit106elevancehealthdi.htm) [10-Q](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit106elevancehealthdi.htm) [for the](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit106elevancehealthdi.htm) [quarter](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit106elevancehealthdi.htm) [ended](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit106elevancehealthdi.htm) [June 30, 2022.](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit106elevancehealthdi.htm) | | | | | | | | |

Dropped from FY2022

\-144-

Dropped from FY2022

| 10.7 | | | * | | | [Elevance Health](https://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit107elevancehealthbo.htm) [Board of Directors Compensation Program, as amended](https://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit107elevancehealthbo.htm) [and restated](https://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit107elevancehealthbo.htm) [effective](https://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit107elevancehealthbo.htm) [June 28, 2022,](https://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit107elevancehealthbo.htm) [incorporated by reference to](https://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit107elevancehealthbo.htm) [Exhibit 10.7 to](https://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit107elevancehealthbo.htm) [the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30,](https://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit107elevancehealthbo.htm) [2022.](https://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit107elevancehealthbo.htm) | | | | | | | | |

Dropped from FY2022

| 10.8 | | | * | | | [Elevance Health](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit108elevancehealthbo.htm) [Board of Directors’ Deferred Compensation Plan, as amended and restated effective](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit108elevancehealthbo.htm) [June 28, 2022,](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit108elevancehealthbo.htm) [incorporated by reference to Exhibit 10.8 to the Company’s](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit108elevancehealthbo.htm) [Quarterly](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit108elevancehealthbo.htm) [Report on Form](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit108elevancehealthbo.htm) [10-Q](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit108elevancehealthbo.htm) [for the](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit108elevancehealthbo.htm) [quarter](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit108elevancehealthbo.htm) [ended](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit108elevancehealthbo.htm) [June 30, 2022.](http://www.sec.gov/Archives/edgar/data/1156039/000115603922000081/exhibit108elevancehealthbo.htm) | | | | | | | | |

Dropped from FY2022

| 101 | | | | | | The following materials from Elevance Health, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2022, formatted in Inline XBRL (Inline Extensible Business Reporting Language): (i) the Consolidated Balance Sheets; (ii) the Consolidated Statements of Income; (iii) the Consolidated Statements of Comprehensive Income; (iv) the Consolidated Statements of Cash Flows; (v) the Consolidated Statements of Shareholders’ Equity; (vi) the Notes to Consolidated Financial Statements and (vii) Financial Statement Schedule II. The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | | | | | | | | |

Dropped from FY2022

\-145-

An excerpt. Shown here: 40 of 56 rewritten, all 10 added and all 11 removed. The counts are complete. For every sentence, read Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES. in the FY2023 filing and the FY2022 filing.

Item 16. FORM 10-K SUMMARY.

84 rewritten, 13 added, 18 removed, 138 unchanged

Rewritten

| *(In millions, except share data)* | | | December 31, [removed: 2022] [added: 2023] | | | | | | December 31, [removed: 2021] [added: 2022] | | |

Rewritten

| Cash and cash equivalents | | | $ | [removed: 942] [added: 1,483] | | | | | $ | [removed: 630] [added: 942] | |

Rewritten

| Fixed maturity securities (amortized cost of [removed: $175] [added: $0] and [removed: $512;] [added: $175;] allowance for credit losses of $0 and [removed: $1)] [added: $0)] | | | [removed: 163] [added: —] | | | | | | [removed: 515] [added: 163] | | |

Rewritten

| Equity securities | | | [removed: 104] [added: 80] | | | | | | [removed: 49] [added: 104] | | |

Rewritten

| Other receivables | | | [removed: 55] [added: 58] | | | | | | [removed: 40] [added: 55] | | |

Rewritten

| Net due [removed: from] [added: to] subsidiaries | | | [removed: —] [added: 734] | | | | | | [removed: 446] [added: 789] | | |

Rewritten

| Other current assets | | | [removed: 721] [added: 959] | | | | | | [removed: 655] [added: 721] | | |

Rewritten

| Total current assets | | | [removed: 1,985] [added: 2,580] | | | | | | [removed: 2,335] [added: 1,985] | | |

Rewritten

| Other invested assets | | | [removed: 783] [added: 822] | | | | | | [removed: 808] [added: 783] | | |

Rewritten

| Property and equipment, net | | | [removed: 187] [added: 178] | | | | | | [removed: 207] [added: 187] | | |

Rewritten

| Deferred tax assets, net | | | [removed: 313] [added: 199] | | | | | | [removed: 77] [added: 313] | | |

Rewritten

| Other noncurrent assets | | | [removed: 240] [added: 217] | | | | | | [removed: 265] [added: 240] | | |

Rewritten

| Accounts payable and accrued expenses | | | $ | [removed: 894] [added: 1,709] | | | | | $ | [removed: 559] [added: 894] | |

Rewritten

| Current portion of long-term debt | | | [removed: 1,500] [added: 1,649] | | | | | | [removed: 1,599] [added: 1,500] | | |

Rewritten

| Other current liabilities | | | [removed: 361] [added: 413] | | | | | | [removed: 344] [added: 361] | | |

Rewritten

| Total current liabilities | | | [removed: 3,544] [added: 4,505] | | | | | | [removed: 2,502] [added: 3,544] | | |

Rewritten

| Long-term debt, less current portion | | | [removed: 22,324] [added: 23,221] | | | | | | [removed: 21,132] [added: 22,324] | | |

Rewritten

| Other noncurrent liabilities | | | [removed: 375] [added: 390] | | | | | | [removed: 373] [added: 375] | | |

Rewritten

| Total liabilities | | | [removed: 26,243] [added: 28,116] | | | | | | [removed: 24,007] [added: 26,243] | | |

Rewritten

| Common stock, par value $0.01, shares authorized - 900,000,000; shares issued and outstanding - [removed: 237,958,067] [added: 233,071,088] and [removed: 241,770,746] [added: 237,958,067] | | | 2 | | | | | | 2 | | |

Rewritten

| Additional paid-in capital | | | [removed: 9,084] [added: 8,868] | | | | | | [removed: 9,148] [added: 9,084] | | |

Rewritten

| Accumulated other comprehensive [removed: (loss) income] [added: loss] | | | [removed: (2,503)] [added: (1,313)] | | | | | | [removed: (178)] [added: (2,490)] | | |

Rewritten

| Total shareholders’ equity | | | [removed: 36,307] [added: 39,306] | | | | | | [removed: 36,060] [added: 36,243] | | |

Rewritten

| Total liabilities and shareholders’ equity | | | $ | [removed: 62,550] [added: 67,422] | | | | | $ | [removed: 60,067] [added: 62,486] | |

Rewritten

| *(In millions)* | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |

Rewritten

| Net investment income | | | $ | [removed: 4] [added: 25] | | | | | $ | [removed: 6] [added: 4] | | | | | $ | [removed: 65] [added: 6] | |

Rewritten

| Net [added: (losses)] gains on financial instruments | | | [removed: 2] [added: (100)] | | | | | | [removed: 6] [added: 2] | | | | | | [removed: 28] [added: 6] | | |

Rewritten

| Total revenues | | | [removed: 13] [added: (67)] | | | | | | [removed: 36] [added: 13] | | | | | | [removed: 115] [added: 36] | | |

Rewritten

| Interest expense | | | [removed: 845] [added: 1,017] | | | | | | [removed: 794] [added: 845] | | | | | | [removed: 779] [added: 794] | | |

Rewritten

| Loss on extinguishment of debt | | | — | | | | | | [removed: 21] [added: —] | | | | | | [removed: 36] [added: 21] | | |

Rewritten

| Total expenses | | | [removed: 1,033] [added: 1,369] | | | | | | [removed: 934] [added: 1,033] | | | | | | [removed: 984] [added: 934] | | |

Rewritten

| Loss before income tax credits and equity in net income of subsidiaries | | | [removed: (1,020)] [added: (1,436)] | | | | | | [removed: (898)] [added: (1,020)] | | | | | | [removed: (869)] [added: (898)] | | |

Rewritten

| Income tax credits | | | [removed: (461)] [added: (214)] | | | | | | [removed: (244)] [added: (461)] | | | | | | [removed: (386)] [added: (244)] | | |

Rewritten

| Equity in net income of subsidiaries | | | [removed: 6,584] [added: 7,209] | | | | | | [removed: 6,758] [added: 6,453] | | | | | | [removed: 5,055] [added: 6,812] | | |

Rewritten

| Other comprehensive [removed: (loss) income,] [added: income (loss),] net of tax: | | | | | | | | | | | | | | | | | |

Rewritten

| Change in net unrealized gains/losses on investments | | | [removed: (2,249)] [added: 1,123] | | | | | | [removed: (455)] [added: (2,249)] | | | | | | [removed: 428] [added: (455)] | | |

Rewritten

| Change in non-credit component of impairment losses on investments | | | [removed: (3)] [added: —] | | | | | | [removed: 2] [added: (3)] | | | | | | [removed: —] [added: 2] | | |

Rewritten

| Change in net unrealized gains/losses on cash flow hedges | | | [removed: 10] [added: 18] | | | | | | [removed: 11] [added: 10] | | | | | | [removed: 12] [added: 11] | | |

Rewritten

| Change in net periodic pension and postretirement costs | | | [removed: (70)] [added: 40] | | | | | | [removed: 123] [added: (70)] | | | | | | [removed: (1)] [added: 123] | | |

Rewritten

| Foreign currency translation adjustments | | | [removed: (13)] [added: (1)] | | | | | | [removed: (9)] [added: (13)] | | | | | | [removed: 7] [added: (9)] | | |

New in FY2023

| Investments in subsidiaries | | | 63,426 | | | | | | 58,978 | | |

New in FY2023

| Total assets | | | $ | 67,422 | | | | | $ | 62,486 | |

New in FY2023

| Retained earnings | | | 31,749 | | | | | | 29,647 | | |

New in FY2023

| Service fees | | | 8 | | | | | | 7 | | | | | | 24 | | |

New in FY2023

| Operating expense | | | 352 | | | | | | 188 | | | | | | 119 | | |

New in FY2023

| Shareholders’ net income | | | $ | 5,987 | | | | | $ | 5,894 | | | | | $ | 6,158 | |

New in FY2023

| *(in millions)* | | | 2023 | | | | | | 2022 | | | | | | 2021 | | |

New in FY2023

| Shareholders’ net income | | | $ | 5,987 | | | | | $ | 5,894 | | | | | $ | 6,158 | |

New in FY2023

| Change in future policy benefits | | | (3) | | | | | | 32 | | | | | | (7) | | |

New in FY2023

| *(In millions)* | | | 2023 | | | | | | 2022 | | | | | | 2021 | | |

New in FY2023

December 31, 2023

New in FY2023

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

New in FY2023

| Mark B. Kaye | | | | | | | | | | | |

Dropped from FY2022

\-146-

Dropped from FY2022

| Investments in subsidiaries | | | 59,042 | | | | | | 56,375 | | |

Dropped from FY2022

| Total assets | | | $ | 62,550 | | | | | $ | 60,067 | |

Dropped from FY2022

| Net due to subsidiaries | | | 789 | | | | | | — | | |

Dropped from FY2022

| Retained earnings | | | 29,724 | | | | | | 27,088 | | |

Dropped from FY2022

\-147-

Dropped from FY2022

| Administrative fees and other revenue | | | 7 | | | | | | 24 | | | | | | 22 | | |

Dropped from FY2022

| General and administrative expense | | | 188 | | | | | | 119 | | | | | | 169 | | |

Dropped from FY2022

| Shareholders’ net income | | | $ | 6,025 | | | | | $ | 6,104 | | | | | $ | 4,572 | |

Dropped from FY2022

\-148-

Dropped from FY2022

\-149-

Dropped from FY2022

| Other, net | | | 217 | | | | | | 399 | | | | | | 14 | | |

Dropped from FY2022

\-150-

Dropped from FY2022

December 31, 2022

Dropped from FY2022

\-151-

Dropped from FY2022

\-152-

Dropped from FY2022

| John E. Gallina | | | | | | | | | | | |

Dropped from FY2022

\-153-

An excerpt. Shown here: 40 of 84 rewritten, all 13 added and all 18 removed. The counts are complete. For every sentence, read Item 16. FORM 10-K SUMMARY. in the FY2023 filing and the FY2022 filing.