Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

			Page
Report of Independent Registered Public Accounting Firm (PCAOB ID No 34)			38
Consolidated Balance Sheets			40
Consolidated Statements of Operations			41
Consolidated Statements of Comprehensive Income			42
Consolidated Statements of Changes in Equity			43
Consolidated Statements of Cash Flows			44
Notes to the Consolidated Financial Statements			45
1. Description of Business			45
2. Basis of Presentation, Use of Estimates and Significant Accounting Policies			45
3. Investments			50
4. Fair Value			51
5. Property, Equipment and Capitalized Software			54
6. Goodwill and Other Intangible Assets			54
7. Medical Costs Payable			55
8. Short-Term Borrowings and Long-Term Debt			57
9. Income Taxes			58
10. Shareholders’ Equity			60
11. Share-Based Compensation			61
12. Commitments and Contingencies			63
13. Dispositions and Held for Sale			64
14. Segment Financial Information			65

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the shareholders and the Board of Directors of UnitedHealth Group Incorporated and Subsidiaries:

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of UnitedHealth Group Incorporated and Subsidiaries (the “Company”) as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive income, changes in equity and cash flows for each of the three years in the period ended December 31, 2024, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.

We have also 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, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 27, 2025 expressed an unqualified opinion on the Company’s internal control over financial reporting.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the Audit and Finance Committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Medical Care Services Incurred but not Reported (IBNR) - Refer to Notes 2 and 7 to the financial statements.

Critical Audit Matter Description

Medical costs payable includes estimates of the Company’s obligations for medical care services rendered on behalf of insured consumers, for which claims have either not yet been received or processed. The Company develops estimates for medical care services incurred but not reported (IBNR) using an actuarial model that requires management to exercise certain judgments in developing its estimates. Judgments made by management include medical cost per member per month trend factors and completion factors, which include assumptions over the time from date of service to claim receipt, the impact of actual care activity, and processing cycles.

We identified medical care services IBNR as a critical audit matter because it requires significant management assumptions in estimating the liability. This required complex auditor judgment, and an increased extent of effort, including the involvement of actuarial specialists in performing procedures to evaluate the reasonableness of management’s methods, assumptions, and judgments in developing estimates for medical care services IBNR.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to medical care services IBNR included the following, among others:

• We tested the effectiveness of controls over management’s estimate of the IBNR for these services, including controls over the judgments in both the completion factors and the medical cost per member per month trend factors, as well as controls over the claims and membership data used in the estimation process.

• We tested the underlying claims and membership data and other information that served as the basis for the actuarial analysis, to test that the inputs to the actuarial estimate were complete and accurate.

• With the assistance of actuarial specialists, we evaluated the reasonableness of the actuarial methods and assumptions used by management to estimate IBNR for these services by:

–Performing an overlay of the historical claims data used in management’s current year model to the data used in prior periods to validate that there were no material changes to the claims data tested in prior periods.

–Developing an independent estimate of the IBNR for these services and comparing our estimate to management’s estimate.

–Performing a retrospective review comparing management’s prior year estimate of IBNR to claims processed in 2024 with dates of service in 2023 or prior.

/S/ DELOITTE & TOUCHE LLP
Minneapolis, Minnesota
February 27, 2025

We have served as the Company's auditor since 2002.

UnitedHealth Group

Consolidated Balance Sheets

(in millions, except per share data)						December 31, 2024						December 31, 2023
Assets
Current assets:
Cash and cash equivalents						$	25,312					$	25,427
Short-term investments						3,801						4,201
Accounts receivable, net of allowances of $985 and $1,000						22,365						21,276
Other current receivables, net of allowances of $2,864 and $2,084						26,089						17,694
Assets under management						—						3,755
Prepaid expenses and other current assets						8,212						6,084
Total current assets						85,779						78,437
Long-term investments						52,354						47,609
Property, equipment and capitalized software, net of accumulated depreciation and amortization of $6,971 and $7,039						10,553						11,450
Goodwill						106,734						103,732
Other intangible assets, net of accumulated amortization of $8,350 and $7,279						23,268						15,194
Other assets						19,590						17,298
Total assets						$	298,278					$	273,720
Liabilities, redeemable noncontrolling interests and equity
Current liabilities:
Medical costs payable						$	34,224					$	32,395
Accounts payable and accrued liabilities						34,337						31,958
Short-term borrowings and current maturities of long-term debt						4,545						4,274
Unearned revenues						3,317						3,355
Other current liabilities						27,346						27,072
Total current liabilities						103,769						99,054
Long-term debt, less current maturities						72,359						58,263
Deferred income taxes						3,620						3,021
Other liabilities						15,939						14,463
Total liabilities						195,687						174,801
Commitments and contingencies (Note 12)
Redeemable noncontrolling interests						4,323						4,498
Equity:
Preferred stock, $0.001 par value - 10 shares authorized; no shares issued or outstanding						—						—
Common stock, $0.01 par value - 3,000 shares authorized; 915 and 924 issued and outstanding						9						9
Retained earnings						96,036						95,774
Accumulated other comprehensive loss						(3,387)						(7,027)
Nonredeemable noncontrolling interests						5,610						5,665
Total equity						98,268						94,421
Total liabilities, redeemable noncontrolling interests and equity						$	298,278					$	273,720

See Notes to the Consolidated Financial Statements

UnitedHealth Group

Consolidated Statements of Operations

						For the Years Ended December 31,
(in millions, except per share data)						2024						2023						2022
Revenues:
Premiums						$	308,810					$	290,827					$	257,157
Products						50,226						42,583						37,424
Services						36,040						34,123						27,551
Investment and other income						5,202						4,089						2,030
Total revenues						400,278						371,622						324,162
Operating costs:
Medical costs						264,185						241,894						210,842
Operating costs						53,013						54,628						47,782
Cost of products sold						46,694						38,770						33,703
Depreciation and amortization						4,099						3,972						3,400
Total operating costs						367,991						339,264						295,727
Earnings from operations						32,287						32,358						28,435
Interest expense						(3,906)						(3,246)						(2,092)
Loss on sale of subsidiary and subsidiaries held for sale						(8,310)						—						—
Earnings before income taxes						20,071						29,112						26,343
Provision for income taxes						(4,829)						(5,968)						(5,704)
Net earnings						15,242						23,144						20,639
Earnings attributable to noncontrolling interests						(837)						(763)						(519)
Net earnings attributable to UnitedHealth Group common shareholders						$	14,405					$	22,381					$	20,120
Earnings per share attributable to UnitedHealth Group common shareholders:
Basic						$	15.64					$	24.12					$	21.47
Diluted						$	15.51					$	23.86					$	21.18
Basic weighted-average number of common shares outstanding						921						928						937
Dilutive effect of common share equivalents						8						10						13
Diluted weighted-average number of common shares outstanding						929						938						950
Anti-dilutive shares excluded from the calculation of dilutive effect of common share equivalents						6						6						3

See Notes to the Consolidated Financial Statements

UnitedHealth Group

Consolidated Statements of Comprehensive Income

						For the Years Ended December 31,
(in millions)						2024						2023						2022
Net earnings						$	15,242					$	23,144					$	20,639
Other comprehensive income (loss):
Gross unrealized gains (losses) on investment securities during the period						29						1,139						(4,292)
Income tax effect						(7)						(263)						984
Total unrealized gains (losses), net of tax						22						876						(3,308)
Gross reclassification adjustment for net realized (gains) losses included in net earnings						(369)						(90)						139
Income tax effect						92						21						(32)
Total reclassification adjustment, net of tax						(277)						(69)						107
Foreign currency translation (losses) gains						(319)						559						192
Reclassification adjustment for translation losses included in net earnings						4,214						—						—
Total foreign currency translation gains						3,895						559						192
Other comprehensive income (loss)						3,640						1,366						(3,009)
Comprehensive income						18,882						24,510						17,630
Comprehensive income attributable to noncontrolling interests						(837)						(763)						(519)
Comprehensive income attributable to UnitedHealth Group common shareholders						$	18,045					$	23,747					$	17,111

See Notes to the Consolidated Financial Statements

UnitedHealth Group

Consolidated Statements of Changes in Equity

						Common Stock												Additional Paid-In Capital						Retained Earnings						Accumulated Other Comprehensive Income (Loss)												Nonredeemable Noncontrolling Interests						Total Equity
(in millions, except per share data)						Shares						Amount												Net Unrealized Gains (Losses) on Investments						Foreign Currency Translation (Losses) Gains
Balance at January 1, 2022						941						$	10					$	—					$	77,134					$	423					$	(5,807)					$	3,285					$	75,045
Net earnings																								20,120																		406						20,526
Other comprehensive (loss) income																														(3,201)						192												(3,009)
Issuances of common stock, and related tax effects						7						—						903																														903
Share-based compensation																		875																														875
Common share repurchases						(14)						(1)						(1,892)						(5,107)																								(7,000)
Cash dividends paid on common shares ($6.40 per share)																								(5,991)																								(5,991)
Redeemable noncontrolling interests fair value and other adjustments																		114																														114
Acquisition and other adjustments of nonredeemable noncontrolling interests																																										374						374
Distributions to nonredeemable noncontrolling interests																																										(387)						(387)
Balance at December 31, 2022						934						9						—						86,156						(2,778)						(5,615)						3,678						81,450
Net earnings																								22,381																		575						22,956
Other comprehensive income																														807						559												1,366
Issuances of common stock, and related tax effects						6						—						1,231																														1,231
Share-based compensation																		1,027																														1,027
Common share repurchases						(16)						—						(2,057)						(6,002)																								(8,059)
Cash dividends paid on common shares ($7.29 per share)																								(6,761)																								(6,761)
Redeemable noncontrolling interests fair value and other adjustments																		(201)																														(201)
Acquisition and other adjustments of nonredeemable noncontrolling interests																																										1,928						1,928
Distributions to nonredeemable noncontrolling interests																																										(516)						(516)
Balance at December 31, 2023						924						9						—						95,774						(1,971)						(5,056)						5,665						94,421
Net earnings																								14,405																		663						15,068
Other comprehensive (loss) income																														(255)						3,895												3,640
Issuances of common stock, and related tax effects						8						—						1,485																														1,485
Share-based compensation																		963																														963
Common share repurchases						(17)						—						(2,395)						(6,610)																								(9,005)
Cash dividends paid on common shares ($8.18 per share)																								(7,533)																								(7,533)
Redeemable noncontrolling interests fair value and other adjustments																		(53)																														(53)
Acquisition and other adjustments of nonredeemable noncontrolling interests																																										26						26
Distributions to nonredeemable noncontrolling interests																																										(744)						(744)
Balance at December 31, 2024						915						$	9					$	—					$	96,036					$	(2,226)					$	(1,161)					$	5,610					$	98,268

See Notes to the Consolidated Financial Statements

UnitedHealth Group

Consolidated Statements of Cash Flows

						For the Years Ended December 31,
(in millions)						2024						2023						2022
Operating activities
Net earnings						$	15,242					$	23,144					$	20,639
Noncash items:
Depreciation and amortization						4,099						3,972						3,400
Deferred income taxes						(296)						(245)						(673)
Share-based compensation						1,018						1,059						925
Loss on sale of subsidiary and subsidiaries held for sale						8,310						—						—
Gains on dispositions and other strategic transactions						(3,333)						(489)						(588)
Other, net						(28)						(16)						257
Net change in other operating items, net of effects from acquisitions and dispositions:
Accounts receivable						(1,437)						(3,114)						(2,523)
Other assets						(4,140)						(2,444)						(1,374)
Medical costs payable						2,503						3,482						4,053
Accounts payable and other liabilities						2,463						3,516						1,964
Unearned revenues						(197)						203						126
Cash flows from operating activities						24,204						29,068						26,206
Investing activities
Purchases of investments						(27,308)						(18,314)						(18,825)
Sales of investments						18,514						7,307						5,907
Maturities of investments						9,319						9,230						6,081
Cash paid for acquisitions and other transactions, net of cash assumed						(13,408)						(10,136)						(21,458)
Purchases of property, equipment and capitalized software						(3,499)						(3,386)						(2,802)
Loans to care providers - cyberattack						(9,033)						—						—
Repayments of care provider loans - cyberattack						4,514						—						—
Cash received from dispositions and other strategic transactions, net						2,041						685						3,414
Other, net						(1,667)						(960)						(793)
Cash flows used for investing activities						(20,527)						(15,574)						(28,476)
Financing activities
Common share repurchases						(9,000)						(8,000)						(7,000)
Cash dividends paid						(7,533)						(6,761)						(5,991)
Proceeds from common stock issuances						1,846						1,353						1,253
Repayments of long-term debt						(3,000)						(2,125)						(3,015)
(Repayments of) proceeds from short-term borrowings, net						(151)						11						732
Proceeds from issuance of long-term debt						17,811						6,394						14,819
Customer funds administered						(1,560)						(521)						5,548
Purchases of redeemable noncontrolling interests						(280)						(730)						(176)
Other, net						(1,645)						(1,150)						(1,944)
Cash flows (used for) from financing activities						(3,512)						(11,529)						4,226
Effect of exchange rate changes on cash and cash equivalents						(61)						97						34
Increase in cash and cash equivalents, including cash within businesses held for sale						104						2,062						1,990
Less: cash within businesses held for sale						(219)						—						—
Net (decrease) increase in cash and cash equivalents						(115)						2,062						1,990
Cash and cash equivalents, beginning of period						25,427						23,365						21,375
Cash and cash equivalents, end of period						$	25,312					$	25,427					$	23,365
Supplemental cash flow disclosures
Cash paid for interest						$	3,594					$	3,035					$	1,945
Cash paid for income taxes						4,620						6,078						5,222

See Notes to the Consolidated Financial Statements

UnitedHealth Group

Notes to the Consolidated Financial Statements

**1.**Description of Business

UnitedHealth Group Incorporated (individually and together with its subsidiaries, “UnitedHealth Group” and “the Company”) is a health care and well-being company with a mission to help people live healthier lives and help make the health system work better for everyone. The Company’s two distinct, yet complementary businesses — Optum and UnitedHealthcare — are working to help build a modern, high-performing health system through improved access, affordability, outcomes and experiences for the individuals and organizations the Company is privileged to serve.

**2.**Basis of Presentation, Use of Estimates and Significant Accounting Policies

Basis of Presentation

The Company has prepared the Consolidated Financial Statements according to U.S. Generally Accepted Accounting Principles (GAAP) and has included the accounts of UnitedHealth Group and its subsidiaries.

Use of Estimates

These Consolidated Financial Statements include certain amounts based on the Company’s best estimates and judgments. The Company’s most significant estimates relate to estimates and judgments for medical costs payable and goodwill. Certain of these estimates require the application of complex assumptions and judgments, often because they involve matters inherently uncertain and will likely change in subsequent periods. The impact of any change in estimates is included in earnings in the period in which the estimate is adjusted.

Revenues

Premiums

Premium revenues are primarily derived from risk-based arrangements in which the premium is typically at a fixed rate per individual served for a one-year period, and the Company assumes the economic risk of funding its customers’ health care and related administrative costs.

Premium revenues are recognized in the period in which eligible individuals are entitled to receive health care benefits. Health care premium payments received from the Company’s customers in advance of the service period are recorded as unearned revenues. Fully insured commercial products of U.S. health plans, Medicare Advantage and Medicare Prescription Drug Benefit (Medicare Part D) plans with medical loss ratios (MLRs) as calculated under the definitions in the Patient Protection and Affordable Care Act (ACA) and related federal and state regulations and implementing regulation, falling below certain targets are required to rebate ratable portions of their premiums annually. Commercial premiums within the Company’s individual and small group markets are also subject to the ACA risk adjustment program. Medicare Advantage premium revenue includes the impact of the Centers for Medicare & Medicaid Services (CMS) quality bonuses based on plans’ Star rating. Certain of the Company’s Medicaid business is also subject to state minimum MLR rebates.

Premium revenues are recognized based on the estimated premiums earned, net of projected rebates, because the Company is able to reasonably estimate the ultimate premiums of these contracts. The Company also records premium revenues for certain value-based arrangements at its Optum Health care delivery businesses. Under these value-based arrangements, the Company enters into agreements with health plans to stand ready to deliver, integrate, direct and control certain health care services for patients. In exchange, the Company receives a premium that is typically paid on a per-patient per-month basis. The Company considers these value-based arrangements to represent a single performance obligation where premium revenues are recognized in the period in which health care services are made available.

The Company’s Medicare Advantage and Medicare Part D premium revenues are subject to periodic adjustment under CMS’ risk adjustment payment methodology. CMS deploys a risk adjustment model which apportions premiums paid to all health plans according to health severity and certain demographic factors. The CMS risk adjustment model provides higher per member payments for enrollees diagnosed with certain conditions and lower payments for enrollees who are healthier. Under this risk adjustment methodology, CMS calculates the risk adjusted premium payment using diagnosis and encounter data from hospital inpatient, hospital outpatient and physician treatment settings. The Company and health care providers collect, capture and submit the necessary and available data to CMS within prescribed deadlines. The Company estimates risk adjustment premium revenues based upon the data submitted and expected to be submitted to CMS. Risk adjustment data for the Company’s plans are subject to review by the government, including audit by regulators. See Note 12 for additional information regarding these audits.

Products and Services

For the Company’s Optum Rx pharmacy care services business, the majority of revenues are derived from products sold through a contracted network of retail pharmacies or home delivery, specialty and community health pharmacies. Product revenues include the cost of pharmaceuticals (net of rebates), a negotiated dispensing fee and customer co-payments. Pharmacy products are billed to customers based on the number of transactions occurring during the billing period. Product revenues are recognized when the prescriptions are dispensed. The Company has entered into contracts in which it is primarily obligated to pay its network pharmacy providers for benefits provided to their customers regardless of whether the Company is paid. The Company is also involved in establishing the prices charged by retail pharmacies, determining which drugs will be included in formulary listings and selecting which retail pharmacies will be included in the network offered to plan sponsors’ members and accordingly, product revenues are reported on a gross basis.

Services revenue includes a number of services and products sold through Optum. Optum Health’s service revenues include net patient service revenues recorded based upon established billing rates, less allowances for contractual adjustments, and are recognized as services are provided. For its financial services offerings, Optum Health charges fees and earns investment income on managed funds. Optum Insight provides software and information products, advisory consulting arrangements and managed services outsourcing contracts, which may be delivered over several years. Optum Insight revenues are generally recognized over time and measured for each period based on the progress to date as services are performed or made available to customers.

Services revenue also consists of fees derived from services performed for customers who self-insure the health care costs of their employees and employees’ dependents. Under service fee contracts, the Company receives a monthly fixed fee per employee, which is recognized as revenue as the Company performs, or makes available, the applicable services to the customer. The customers retain the risk of financing health care costs for their employees and employees’ dependents, and the Company administers the payment of customer funds to physicians and other health care professionals from customer-funded bank accounts. As the Company has neither the obligation for funding the health care costs, nor the primary responsibility for providing the medical care, the Company does not recognize premium revenue and medical costs for these contracts in its Consolidated Financial Statements. For these fee-based customer arrangements, the Company provides coordination and facilitation of medical services; transaction processing; customer, consumer and care professional services; and access to contracted networks of physicians, hospitals and other health care professionals. These services are performed throughout the contract period.

As of December 31, 2024 and 2023, accounts receivables related to products and services were $9.9 billion and $8.6 billion, respectively. In 2024 and 2023, the Company had no material bad-debt expense and there were no material contract assets, contract liabilities or deferred contract costs recorded on the Consolidated Balance Sheets as of December 31, 2024 or 2023.

For the years ended December 31, 2024, 2023 and 2022, revenue recognized from performance obligations related to prior periods (for example, due to changes in transaction price) was not material.

As of December 31, 2024, revenue expected to be recognized in any future year related to remaining performance obligations, excluding revenue pertaining to contracts having an original expected duration of one year or less, contracts where revenue is recognized as invoiced and contracts with variable consideration related to undelivered performance obligations, was $12.7 billion, of which approximately half is expected to be recognized in the next three years.

See Note 14 for disaggregation of revenue by segment and type.

Medical Costs and Medical Costs Payable

The Company’s estimate of medical costs payable represents management’s best estimate of its liability for unpaid medical costs as of December 31, 2024.

Each period, the Company re-examines previously established medical costs payable estimates based on actual claim submissions and other changes in facts and circumstances. As more complete claim information becomes available, the Company adjusts the amount of the estimates and includes the changes in estimates in medical costs in the period in which the change is identified. Approximately 90% of claims related to medical care services are known and settled within 90 days from the date of service and substantially all within twelve months.

Medical costs and medical costs payable include estimates of the Company’s obligations for medical care services rendered on behalf of consumers, but for which claims have either not yet been received, processed, or paid. The Company develops estimates for medical care services incurred but not reported (IBNR), which includes estimates for claims which have not been received or fully processed, using an actuarial process consistently applied, centrally controlled and automated. The actuarial models consider factors such as time from date of service to claim processing, seasonal variances in medical care consumption, health care professional contract rate changes, care activity and other medical cost trends, membership volume and

demographics, the introduction of new technologies, benefit plan changes and business mix changes related to products, customers and geography.

In developing its medical costs payable estimates, the Company applies different estimation methods depending on which incurred claims are being estimated. For the most recent two months, the Company estimates claim costs incurred by applying observed medical cost trend factors to the average per member per month medical costs incurred in prior months for which more complete claim data are available, supplemented by a review of near-term completion factors (actuarial estimates, based upon historical experience and analysis of current trends, of the percentage of incurred claims during a given period adjudicated by the Company at the date of estimation). For months prior to the most recent two months, the Company applies the completion factors to actual claims adjudicated-to-date to estimate the expected amount of ultimate incurred claims for those months.

Cost of Products Sold

The Company’s cost of products sold includes the cost of pharmaceuticals dispensed to unaffiliated customers either directly at its home delivery, specialty and community pharmacy locations, or indirectly through its nationwide network of participating pharmacies. Rebates attributable to unaffiliated clients are accrued as rebates receivable and a reduction of cost of products sold, with a corresponding payable for the amounts of the rebates to be remitted to those unaffiliated clients in accordance with their contracts and recorded in the Consolidated Statements of Operations as a reduction of product revenue. Cost of products sold also includes the cost of personnel to support the Company’s transaction processing services, system sales, maintenance and professional services.

Cash, Cash Equivalents and Investments

Cash and cash equivalents are highly liquid investments having an original maturity of three months or less. The fair value of cash and cash equivalents approximates their carrying value because of the short maturity of the instruments. Investments with maturities of less than one year are classified as short-term. Because of regulatory requirements, certain investments are included in long-term investments regardless of their maturity date. The Company classifies these investments as held-to-maturity and reports them at amortized cost. Substantially all other investments are classified as available-for-sale and reported at fair value based on quoted market prices, where available. Equity investments are measured at fair value, with certain exceptions where the Company has elected to measure investments with unobservable inputs at cost, subject to fair value adjustments upon an impairment or a transaction of the same or similar security. Changes in fair value of equity investments are recognized in net earnings.

The Company excludes unrealized gains and losses on available-for-sale debt securities from net earnings and reports them as comprehensive income and, net of income tax effects, as a separate component of equity. To calculate realized gains and losses on the sale of debt securities, the Company specifically identifies the cost of each investment sold.

The Company evaluates an available-for-sale debt security for credit-related impairment by considering the present value of expected cash flows relative to a security’s amortized cost, the extent to which fair value is less than amortized cost, the financial condition and near-term prospects of the issuer and specific events or circumstances which may influence the operations of the issuer. Credit-related impairments are recorded as an allowance, with an offset to investment and other income. Non-credit related impairments are recorded through other comprehensive income. If the Company intends to sell an impaired security, or will likely be required to sell a security before recovery of the entire amortized cost, the entire impairment is included in net earnings.

New information and the passage of time can change these judgments. The Company manages its investment portfolio to limit its exposure to any one issuer or market sector, and largely limits its investments to investment grade quality.

Assets Under Management

In July 2024, the Company amended its Medicare Supplement Program with a membership organization (the Medicare Supplement Program). The amendments provide the Company the right to use a trade name and other intellectual property in marketing efforts for Medicare Supplement offerings. Amounts previously reported as assets under management are now included within the Company’s Consolidated Balance Sheet based upon their classification.

For periods prior to the amended Medicare Supplement Program, the Company excluded the effects of certain balance sheet amounts in its Consolidated Statements of Cash Flows, while these effects are included for periods after the amendments.

Other Current Receivables

Other current receivables include amounts due from pharmaceutical manufacturers for rebates and Medicare Part D drug discounts, loans to care providers in response to the Change Healthcare cyberattack, accrued interest and other miscellaneous amounts due to the Company.

The Company’s pharmacy care services businesses contract with pharmaceutical manufacturers, some of which provide rebates based on use of the manufacturers’ products by its affiliated and unaffiliated clients. The Company accrues rebates as they are earned by its clients on a monthly basis based on the terms of the applicable contracts, historical data and current estimates. The pharmacy care services businesses bill these rebates to the manufacturers on a monthly or quarterly basis depending on the contractual terms and record rebates attributable to affiliated clients as a reduction to medical costs. The Company generally receives rebates two to five months after billing. As of December 31, 2024 and 2023, total pharmaceutical manufacturer rebates receivable included in other receivables in the Consolidated Balance Sheets amounted to $12.5 billion and $11.0 billion, respectively.

Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets included pharmaceutical drug and supplies inventory of $3.8 billion and $2.8 billion as of December 31, 2024 and 2023, respectively.

Property, Equipment and Capitalized Software

Property, equipment and capitalized software are stated at cost, net of accumulated depreciation and amortization. Capitalized software consists of certain costs incurred in the development of internal-use software, including external direct costs of materials and services and applicable payroll costs of employees devoted to specific software development.

The Company calculates depreciation and amortization using the straight-line method over the estimated useful lives of the assets. The useful lives for property, equipment and capitalized software are:

Furniture, fixtures and equipment			3 to 10 years
Buildings			35 to 40 years
Capitalized software			3 to 5 years

Leasehold improvements are depreciated over the shorter of the remaining lease term or their estimated useful economic life.

Operating Leases

The Company leases facilities and equipment under long-term operating leases which are non-cancelable and expire on various dates. At the lease commencement date, lease right-of-use (ROU) assets and lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term, which includes all fixed obligations arising from the lease contract. If an interest rate is not implicit in a lease, the Company utilizes its incremental borrowing rate for a period closely matching the lease term.

The Company’s ROU assets are included in other assets, and lease liabilities are included in other current liabilities and other liabilities in the Company’s Consolidated Balance Sheet.

Goodwill

To determine whether goodwill is impaired, annually or more frequently if needed, the Company performs impairment tests. The Company may first assess qualitative factors to determine if it is more likely than not the carrying value of a reporting unit exceeds its estimated fair value. If our qualitative assessment indicates a goodwill impairment is more likely than not, we perform additional quantitative analyses. The Company may also elect to skip the qualitative testing and proceed directly to the quantitative testing. When performing quantitative testing, the Company first estimates the fair values of its reporting units using discounted cash flows. To determine fair values, the Company must make assumptions about a wide variety of internal and external factors. Significant assumptions used in the impairment analysis include financial projections of free cash flow (including significant assumptions about operations, capital levels and income taxes), long-term growth rates for determining terminal value and discount rates. Comparative market multiples are used to corroborate the results of the discounted cash flow test. If the fair value is less than the carrying value of the reporting unit, an impairment is recognized for the difference, up to the carrying amount of goodwill.

There was no impairment of goodwill during the years ended December 31, 2024, 2023 and 2022.

Intangible Assets

The Company’s finite-lived intangible assets are subject to impairment tests when events or circumstances indicate an intangible asset (or asset group) may be impaired. The Company’s indefinite-lived intangible assets are also tested for impairment annually. There was no impairment of intangible assets during the years ended December 31, 2024, 2023 and 2022.

Other Current Liabilities

Other current liabilities include health savings account deposits ($13.7 billion and $13.5 billion as of December 31, 2024 and 2023, respectively), accruals for premium rebates payable, the current portion of future policy benefits and customer balances.

Policy Acquisition Costs

The Company’s short duration health insurance contracts typically have a one-year term and may be canceled by the customer with at least 30 days’ notice. Costs related to the acquisition and renewal of short duration customer contracts are primarily charged to expense as incurred.

Redeemable Noncontrolling Interests

Redeemable noncontrolling interests in the Company’s subsidiaries whose redemption is outside of the Company’s control are classified as temporary equity. These interests primarily relate to put options on unowned shares, which are typically redeemable at fair value after a certain time period. The Company accretes changes in the redemption value to the earliest redemption date utilizing the interest method. If all interests were currently redeemable, the difference between the carrying value and the estimated redemption value is not material. The following table provides details of the Company's redeemable noncontrolling interests’ activity for the years ended December 31, 2024 and 2023:

(in millions)						2024						2023
Redeemable noncontrolling interests, beginning of period						$	4,498					$	4,897
Net earnings						174						188
Acquisitions						33						122
Redemptions						(280)						(730)
Distributions						(125)						(144)
Fair value and other adjustments						23						165
Redeemable noncontrolling interests, end of period						$	4,323					$	4,498

Share-Based Compensation

The Company recognizes compensation expense for share-based awards, including stock options and restricted stock and restricted stock units (collectively, restricted shares), on a straight-line basis over the related service period (generally the vesting period) of the award, or to an employee’s eligible retirement date under the award agreement, if earlier. Restricted shares vest ratably, primarily over four years, and compensation expense related to restricted shares is based on the share price on the date of grant. Stock options vest ratably primarily over four years and may be exercised up to 10 years from the date of grant. Compensation expense related to stock options is based on the fair value at the date of grant, which is estimated on the date of grant using a binomial option-pricing model. Under the Company’s Employee Stock Purchase Plan (ESPP), eligible employees are allowed to purchase the Company’s stock at a discounted price, which is 90% of the market price of the Company’s common stock at the end of the six-month purchase period. Share-based compensation expense for all programs is recognized in operating costs in the Consolidated Statements of Operations.

Net Earnings Per Common Share

The Company computes basic earnings per common share attributable to UnitedHealth Group common shareholders by dividing net earnings attributable to UnitedHealth Group common shareholders by the weighted-average number of common shares outstanding during the period. The Company determines diluted net earnings per common share attributable to UnitedHealth Group common shareholders using the weighted-average number of common shares outstanding during the period, adjusted for potentially dilutive shares associated with stock options, restricted shares and the ESPP (collectively, common stock equivalents), using the treasury stock method. The treasury stock method assumes a hypothetical issuance of shares to settle the share-based awards, with the assumed proceeds used to purchase common stock at the average market price for the period. Assumed proceeds include the amount the employee must pay upon exercise and the average unrecognized compensation cost. The difference between the number of shares assumed issued and number of shares assumed purchased represents the dilutive shares.

3. Investments

A summary of debt securities by major security type is as follows:

(in millions)						Amortized Cost						Gross Unrealized Gains						Gross Unrealized Losses						Fair Value
December 31, 2024
Debt securities - available-for-sale:
U.S. government and agency obligations						$	4,600					$	1					$	(274)					$	4,327
State and municipal obligations						7,357						2						(375)						6,984
Corporate obligations						24,391						56						(1,140)						23,307
U.S. agency mortgage-backed securities						10,577						1						(994)						9,584
Non-U.S. agency mortgage-backed securities						2,890						2						(175)						2,717
Total debt securities - available-for-sale						49,815						62						(2,958)						46,919
Debt securities - held-to-maturity:
U.S. government and agency obligations						444						—						(2)						442
State and municipal obligations						28						—						(2)						26
Corporate obligations						40						—						—						40
Total debt securities - held-to-maturity						512						—						(4)						508
Total debt securities						$	50,327					$	62					$	(2,962)					$	47,427
December 31, 2023
Debt securities - available-for-sale:
U.S. government and agency obligations						$	4,674					$	3					$	(234)					$	4,443
State and municipal obligations						7,636						39						(322)						7,353
Corporate obligations						23,136						67						(1,186)						22,017
U.S. agency mortgage-backed securities						8,982						22						(708)						8,296
Non-U.S. agency mortgage-backed securities						3,023						3						(240)						2,786
Total debt securities - available-for-sale						47,451						134						(2,690)						44,895
Debt securities - held-to-maturity:
U.S. government and agency obligations						506						1						(6)						501
State and municipal obligations						28						—						(2)						26
Corporate obligations						69						—						—						69
Total debt securities - held-to-maturity						603						1						(8)						596
Total debt securities						$	48,054					$	135					$	(2,698)					$	45,491

Nearly all of the Company’s investments in mortgage-backed securities were rated “Double A” or better as of December 31, 2024.

The Company held $4.9 billion of equity securities as of December 31, 2024 and 2023. The Company’s investments in equity securities primarily consist of venture investments and employee savings plan related investments. Additionally, the Company’s investments included $3.8 billion and $1.4 billion of equity method investments primarily in operating businesses in the health care sector, as of December 31, 2024 and 2023, respectively. The allowance for credit losses on held-to-maturity securities as of December 31, 2024 and 2023 was not material.

The amortized cost and fair value of debt securities as of December 31, 2024, by contractual maturity, were as follows:

						Available-for-Sale												Held-to-Maturity
(in millions)						Amortized Cost						Fair Value						Amortized Cost						Fair Value
Due in one year or less						$	3,952					$	3,932					$	320					$	319
Due after one year through five years						14,845						14,384						161						161
Due after five years through ten years						12,110						11,213						14						13
Due after ten years						5,441						5,089						17						15
U.S. agency mortgage-backed securities						10,577						9,584						—						—
Non-U.S. agency mortgage-backed securities						2,890						2,717						—						—
Total debt securities						$	49,815					$	46,919					$	512					$	508

The fair value of available-for-sale debt securities with gross unrealized losses by major security type and length of time that individual securities have been in a continuous unrealized loss position were as follows:

						Less Than 12 Months												12 Months or Greater												Total
(in millions)						Fair Value						Gross Unrealized Losses						Fair Value						Gross Unrealized Losses						Fair Value						Gross Unrealized Losses
December 31, 2024
U.S. government and agency obligations						$	1,475					$	(51)					$	2,152					$	(223)					$	3,627					$	(274)
State and municipal obligations						2,593						(58)						4,085						(317)						6,678						(375)
Corporate obligations						7,402						(213)						11,449						(927)						18,851						(1,140)
U.S. agency mortgage-backed securities						4,791						(191)						4,674						(803)						9,465						(994)
Non-U.S. agency mortgage-backed securities						416						(5)						1,863						(170)						2,279						(175)
Total debt securities - available-for-sale						$	16,677					$	(518)					$	24,223					$	(2,440)					$	40,900					$	(2,958)
December 31, 2023
U.S. government and agency obligations						$	1,270					$	(7)					$	2,077					$	(227)					$	3,347					$	(234)
State and municipal obligations						907						(7)						4,063						(315)						4,970						(322)
Corporate obligations						1,826						(17)						14,696						(1,169)						16,522						(1,186)
U.S. agency mortgage-backed securities						1,337						(12)						5,069						(696)						6,406						(708)
Non-U.S. agency mortgage-backed securities						279						(6)						2,202						(234)						2,481						(240)
Total debt securities - available-for-sale						$	5,619					$	(49)					$	28,107					$	(2,641)					$	33,726					$	(2,690)

The Company’s unrealized losses from all securities as of December 31, 2024 were generated from approximately 34,000 positions out of a total of 43,000 positions. The Company believes it will timely collect the principal and interest due on its debt securities that have an amortized cost in excess of fair value. The unrealized losses were primarily caused by interest rate increases and not by unfavorable changes in the credit quality associated with these securities which impacted the Company’s assessment on collectibility of principal and interest. At each reporting period, the Company evaluates available-for-sale debt securities for any credit-related impairment when the fair value of the investment is less than its amortized cost. The Company evaluated the expected cash flows, the underlying credit quality and credit ratings of the issuers, noting no significant credit deterioration since purchase. As of December 31, 2024, the Company did not have the intent to sell any of the securities in an unrealized loss position. Therefore, the Company believes these losses to be temporary. The allowance for credit losses on available-for-sale debt securities as of December 31, 2024 and 2023 was not material.

4. Fair Value

Certain assets and liabilities are measured at fair value in the Consolidated Financial Statements or have fair values disclosed in the Notes to the Consolidated Financial Statements. These assets and liabilities are classified into one of three levels of a hierarchy defined by GAAP. In instances in which the inputs used to measure fair value fall into different levels of the fair value hierarchy, the fair value measurement is categorized in its entirety based on the lowest level input which is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular item to the fair value measurement in its entirety requires judgment, including the consideration of inputs specific to the asset or liability.

The fair value hierarchy is summarized as follows:

Level 1 — Quoted prices (unadjusted) for identical assets/liabilities in active markets.

Level 2 — Other observable inputs, either directly or indirectly, including:

• Quoted prices for similar assets/liabilities in active markets;

• Quoted prices for identical or similar assets/liabilities in inactive markets (e.g., few transactions, limited information, noncurrent prices, high variability over time);

• Inputs other than quoted prices observable for the asset/liability (e.g., interest rates, yield curves, implied volatilities, credit spreads); and

• Inputs corroborated by other observable market data.

Level 3 — Unobservable inputs cannot be corroborated by observable market data.

There were no transfers in or out of Level 3 financial assets or liabilities during the years ended December 31, 2024 or 2023.

Nonfinancial assets and liabilities or financial assets and liabilities measured at fair value on a nonrecurring basis are subject to fair value adjustments only in certain circumstances, such as when the Company records an impairment. For the years ended December 31, 2024, 2023 and 2022, the Company recognized $710 million, $276 million and $211 million respectively, of unrealized gains in investment and other income related to fair value adjustments on equity securities primarily in the Company’s venture portfolio, based upon transactions of the same or similar security. The assets and liabilities within our South American operations held for sale as of December 31, 2024 were measured at the lower of carrying value or fair value less cost to sell. Fair value is measured based upon unobservable amounts, such as estimated selling price derived from Company-specific information and market conditions. There were no other significant fair value adjustments for these assets and liabilities recorded during the years ended December 31, 2024, 2023 or 2022.

The following methods and assumptions were used to estimate the fair value and determine the fair value hierarchy classification of each class of financial instrument included in the tables below:

Cash and Cash Equivalents. The carrying value of cash and cash equivalents approximates fair value as maturities are less than three months. Fair values of cash equivalent instruments which do not trade on a regular basis in active markets are classified as Level 2.

Debt and Equity Securities. Fair values of debt securities and equity securities reported at fair value on a recurring basis are based on quoted market prices, where available. The Company obtains one price for each security primarily from a third-party pricing service (pricing service), which generally uses quoted or other observable inputs for the determination of fair value. The pricing service normally derives the security prices through recently reported trades for identical or similar securities, and, if necessary, makes adjustments through the reporting date based upon available observable market information. For securities not actively traded, the pricing service may use quoted market prices of comparable instruments or discounted cash flow analyses, incorporating inputs currently observable in the markets for similar securities. Inputs often used in the valuation methodologies include, but are not limited to, benchmark yields, credit spreads, default rates, prepayment speeds and nonbinding broker quotes. As the Company is responsible for the determination of fair value, it performs quarterly analyses on the prices received from the pricing service to determine whether the prices are reasonable estimates of fair value. Specifically, the Company compares the prices received from the pricing service to prices reported by a secondary pricing source, such as its custodian, its investment consultant and third-party investment advisors. Additionally, the Company compares changes in the reported market values and returns to relevant market indices to test the reasonableness of the reported prices. The Company’s internal price verification procedures and reviews of fair value methodology documentation provided by independent pricing services have not historically resulted in adjustment to the prices obtained from the pricing service.

Fair values of debt securities which do not trade on a regular basis in active markets but are priced using other observable inputs are classified as Level 2.

Fair value estimates for Level 1 and Level 2 equity securities reported at fair value on a recurring basis are based on quoted market prices for actively traded equity securities and/or other market data for the same or comparable instruments and transactions in establishing the prices.

The fair values of Level 3 investments in corporate bonds, which are not a significant portion of our investments, are estimated using valuation techniques relying heavily on management assumptions and qualitative observations.

Throughout the procedures discussed above in relation to the Company’s processes for validating third-party pricing information, the Company validates the understanding of assumptions and inputs used in security pricing and determines the proper classification in the hierarchy based on such understanding.

Long-Term Debt. The fair values of the Company’s long-term debt are estimated and classified using the same methodologies as the Company’s investments in debt securities.

The following table presents a summary of fair value measurements by level and carrying values for items measured at fair value on a recurring basis in the Consolidated Balance Sheets:

(in millions)						Quoted Prices in Active Markets (Level 1)						Other Observable Inputs (Level 2)						Unobservable Inputs (Level 3)						Total Fair and Carrying Value
December 31, 2024
Cash and cash equivalents						$	25,248					$	64					$	—					$	25,312
Debt securities - available-for-sale:
U.S. government and agency obligations						4,194						133						—						4,327
State and municipal obligations						—						6,984						—						6,984
Corporate obligations						29						22,841						437						23,307
U.S. agency mortgage-backed securities						—						9,584						—						9,584
Non-U.S. agency mortgage-backed securities						—						2,717						—						2,717
Total debt securities - available-for-sale						4,223						42,259						437						46,919
Equity securities						1,859						24						65						1,948
Total assets at fair value						$	31,330					$	42,347					$	502					$	74,179
Percentage of total assets at fair value						42		%				57		%				1		%				100		%
December 31, 2023
Cash and cash equivalents						$	25,345					$	82					$	—					$	25,427
Debt securities - available-for-sale:
U.S. government and agency obligations						4,167						276						—						4,443
State and municipal obligations						—						7,353						—						7,353
Corporate obligations						15						21,800						202						22,017
U.S. agency mortgage-backed securities						—						8,296						—						8,296
Non-U.S. agency mortgage-backed securities						—						2,786						—						2,786
Total debt securities - available-for-sale						4,182						40,511						202						44,895
Equity securities						2,468						16						69						2,553
Assets under management						1,505						2,140						110						3,755
Total assets at fair value						$	33,500					$	42,749					$	381					$	76,630
Percentage of total assets at fair value						44		%				55		%				1		%				100		%

The following table presents a summary of fair value measurements by level and carrying values for certain financial instruments not measured at fair value on a recurring basis in the Consolidated Balance Sheets:

(in millions)						Quoted Prices in Active Markets (Level 1)						Other Observable Inputs (Level 2)						Unobservable Inputs (Level 3)						Total Fair Value						Total Carrying Value
December 31, 2024
Debt securities - held-to-maturity						$	482					$	26					$	—					$	508					$	512
Long-term debt and other financing obligations						$	—					$	70,565					$	—					$	70,565					$	75,604
December 31, 2023
Debt securities - held-to-maturity						$	524					$	72					$	—					$	596					$	603
Long-term debt and other financing obligations						$	—					$	59,851					$	—					$	59,851					$	61,449

The carrying amounts reported on the Consolidated Balance Sheets for other current financial assets and liabilities approximate fair value because of their short-term nature. These assets and liabilities are not listed in the table above.

5. Property, Equipment and Capitalized Software

A summary of property, equipment and capitalized software is as follows:

(in millions)						December 31, 2024						December 31, 2023
Land and improvements						$	364					$	712
Buildings and improvements						4,215						5,573
Computer equipment						2,267						2,007
Furniture and fixtures						1,694						2,375
Less accumulated depreciation						(3,645)						(4,210)
Property and equipment, net						4,895						6,457
Capitalized software						8,984						7,822
Less accumulated amortization						(3,326)						(2,829)
Capitalized software, net						5,658						4,993
Total property, equipment and capitalized software, net						$	10,553					$	11,450

Depreciation expense for property and equipment for the years ended December 31, 2024, 2023 and 2022 was $1.0 billion, $1.1 billion, and $1.1 billion, respectively. Amortization expense for capitalized software for the years ended December 31, 2024, 2023 and 2022 was $1.4 billion, $1.2 billion and $1.0 billion, respectively.

6. Goodwill and Other Intangible Assets

Changes in the carrying amount of goodwill, by reportable segment, were as follows:

(in millions)						UnitedHealthcare						Optum Health						Optum Insight						Optum Rx						Consolidated
Balance at January 1, 2023						$	27,395					$	29,238					$	17,244					$	19,475					$	93,352
Acquisitions						296						8,023						1,802						—						10,121
Foreign currency effects and other adjustments, net						187						(182)						261						(7)						259
Balance at December 31, 2023						27,878						37,079						19,307						19,468						103,732
Acquisitions						—						2,071						—						2,305						4,376
Dispositions, foreign currency effects and other adjustments, net						(717)						(324)						(327)						(6)						(1,374)
Balance at December 31, 2024						$	27,161					$	38,826					$	18,980					$	21,767					$	106,734

The gross carrying value, accumulated amortization and net carrying value of other intangible assets were as follows:

						December 31, 2024																		December 31, 2023
(in millions)						Gross Carrying Value						Accumulated Amortization						Net Carrying Value						Gross Carrying Value						Accumulated Amortization						Net Carrying Value
Customer-related						$	17,190					$	(6,675)					$	10,515					$	16,636					$	(5,909)					$	10,727
Trademarks and technology						2,917						(1,284)						1,633						2,508						(958)						1,550
Trade names, trademarks, operating licenses and certificates and other indefinite-lived						10,454						—						10,454						2,116						—						2,116
Other						1,057						(391)						666						1,213						(412)						801
Total						$	31,618					$	(8,350)					$	23,268					$	22,473					$	(7,279)					$	15,194

The fair values and weighted-average useful lives assigned to intangible assets as a result of transactions completed during years ended:

						2024												2023
(in millions, except years)						Fair Value						Weighted-Average Useful Life						Fair Value						Weighted-Average Useful Life
Customer-related						$	1,258					12 years						$	477					12 years
Trademarks and technology						527						6 years						226						5 years
Other						22						8 years						44						9 years
Total finite-lived						$	1,807					10 years						$	747					9 years
Total indefinite-lived - trade names, trademarks, operating licenses and certificates and other						8,795												1,427
Total intangible assets						$	10,602											$	2,174

Estimated full year amortization expense relating to intangible assets for each of the next five years ending December 31 is as follows:

(in millions)
2025						$	1,655
2026						1,503
2027						1,424
2028						1,344
2029						1,211

Amortization expense relating to intangible assets for the years ended December 31, 2024, 2023 and 2022 was $1.7 billion, $1.6 billion and $1.3 billion, respectively.

7. Medical Costs Payable

The following table shows the components of the change in medical costs payable for the years ended December 31:

(in millions)						2024						2023						2022
Medical costs payable, beginning of period						$	32,395					$	29,056					$	24,483
Acquisitions (dispositions), net						(755)						1						308
Reported medical costs:
Current year						264,885						242,734						211,252
Prior years						(700)						(840)						(410)
Total reported medical costs						264,185						241,894						210,842
Medical payments:
Payments for current year						(231,890)						(211,380)						(184,049)
Payments for prior years						(29,532)						(27,176)						(22,528)
Total medical payments						(261,422)						(238,556)						(206,577)
Less: medical costs payable included within businesses held for sale						(179)						—						—
Medical costs payable, end of period						$	34,224					$	32,395					$	29,056

For the years ended December 31, 2024, 2023 and 2022, prior years’ medical cost reserve development included no individual factors that were significant. Medical costs payable included IBNR of $23.7 billion and $22.3 billion at December 31, 2024 and 2023, respectively. Substantially all of the IBNR balance as of December 31, 2024 relates to the current year.

The following is information about incurred and paid medical cost development as of December 31, 2024:

						Net Incurred Medical Costs
(in millions)						For the Years Ended December 31,
Year						2023						2024
2023						$	242,734					$	242,156
2024												264,885
Total												$	507,041
						Net Cumulative Medical Payments
(in millions)						For the Years Ended December 31,
Year						2023						2024
2023						$	(211,380)					$	(240,112)
2024												(231,890)
Total												(472,002)
Net remaining outstanding liabilities prior to 2023												119
Acquisitions (dispositions), net												(755)
Medical costs payable included within businesses held for sale												(179)
Total medical costs payable												$	34,224

8. Short-Term Borrowings and Long-Term Debt

Short-term borrowings and senior unsecured long-term debt consisted of commercial paper and notes as follows:

						Carrying Value as of December 31,																		Carrying Value as of December 31,
(in millions, except percentages)						2024						2023						(continued)						2024						2023
Commercial paper						$	1,300					$	1,088					$1,000 4.625%, Jul 2035						971						1,014
$750 3.5%, Feb 2024						—						750						$850 5.8%, Mar 2036						838						838
$1,000 0.55%, May 2024						—						999						$500 6.5%, Jun 2037						492						491
$750 2.375%, Aug 2024						—						750						$650 6.625%, Nov 2037						641						640
$500 5%, Oct 2024						—						499						$1,100 6.875%, Feb 2038						1,079						1,078
$2,000 3.75%, Jul 2025						1,999						1,997						$1,250 3.5%, Aug 2039						1,243						1,242
$750 5.15%, Oct 2025						749						748						$1,000 2.75%, May 2040						970						968
$300 3.7%, Dec 2025						300						299						$300 5.7%, Oct 2040						296						296
$500 1.25%, Jan 2026						499						498						$350 5.95%, Feb 2041						346						346
$1,000 3.1%, Mar 2026						999						998						$1,500 3.05%, May 2041						1,485						1,484
$1,000 1.15%, May 2026						953						924						$600 4.625%, Nov 2041						590						590
$500 floating rate, Jul 2026						499						—						$502 4.375%, Mar 2042						487						486
$650 4.75%, Jul 2026						648						—						$625 3.95%, Oct 2042						610						609
$750 3.45%, Jan 2027						749						748						$750 4.25%, Mar 2043						737						736
$500 4.6%, Apr 2027						496						—						$1,500 5.5%, Jul 2044						1,475						—
$625 3.375%, Apr 2027						623						622						$2,000 4.75%, Jul 2045						1,976						1,975
$600 3.7%, May 2027						598						598						$750 4.2%, Jan 2047						739						739
$950 2.95%, Oct 2027						946						944						$725 4.25%, Apr 2047						718						718
$1,000 5.25%, Feb 2028						998						1,011						$950 3.75%, Oct 2047						935						935
$1,150 3.85%, Jun 2028						1,147						1,146						$1,350 4.25%, Jun 2048						1,332						1,331
$850 3.875%, Dec 2028						847						846						$1,100 4.45%, Dec 2048						1,087						1,087
$1,250 4.25%, Jan 2029						1,221						1,238						$1,250 3.7%, Aug 2049						1,237						1,236
$400 4.7%, Apr 2029						398						—						$1,250 2.9%, May 2050						1,212						1,211
$900 4%, May 2029						854						862						$2,000 3.25%, May 2051						1,972						1,972
$1,000 2.875%, Aug 2029						902						908						$2,000 4.75%, May 2052						1,966						1,966
$1,250 4.8%, Jan 2030						1,225						—						$2,000 5.875%, Feb 2053						1,968						1,968
$1,250 5.3%, Feb 2030						1,243						1,275						$2,000 5.05%, Apr 2053						1,969						1,969
$1,250 2%, May 2030						1,240						1,238						$1,750 5.375%, Apr 2054						1,729						—
$1,000 4.9%, Apr 2031						982						—						$2,750 5.625%, Jul 2054						2,724						—
$1,500 2.3%, May 2031						1,271						1,290						$1,250 3.875%, Aug 2059						1,229						1,229
$1,500 4.95%, Jan 2032						1,489						—						$1,000 3.125%, May 2060						967						966
$1,500 4.2%, May 2032						1,372						1,412						$1,000 4.95%, May 2062						981						981
$2,000 5.35%, Feb 2033						1,966						2,046						$1,500 6.05%, Feb 2063						1,466						1,466
$1,500 4.5%, Apr 2033						1,410						1,463						$1,750 5.2%, Apr 2063						1,710						1,709
$1,250 5%, Apr 2034						1,214						—						$1,100 5.5%, Apr 2064						1,085						—
$2,000 5.15%, Jul 2034						1,959						—						$1,850 5.75%, Jul 2064						1,822						—
																		Total short-term borrowings and long-term debt						$	76,180					$	61,473

The Company’s long-term debt obligations also included $0.7 billion and $1.1 billion of other financing obligations, of which $197 million and $188 million were current as of December 31, 2024 and 2023, respectively.

Maturities of short-term borrowings and long-term debt for the years ending December 31 are as follows:

(in millions)
2025						$	4,548
2026						3,756
2027						3,531
2028						3,106
2029						3,656
Thereafter						59,908

Short-Term Borrowings

Commercial paper consists of short-duration, senior unsecured debt privately placed on a discount basis through broker-dealers. As of December 31, 2024, the Company’s outstanding commercial paper had a weighted-average annual interest rate of 4.4%.

The Company has $7.0 billion five-year, $7.0 billion three-year and $7.0 billion 364-day revolving bank credit facilities with 26 banks, which mature in December 2029, December 2027 and December 2025, respectively. These facilities provide full liquidity support for the Company’s commercial paper program and are available for general corporate purposes. As of December 31, 2024, no amounts had been drawn on any of the bank credit facilities. The annual interest rates, which are variable based on term, are calculated based on one-month term Secured Overnight Financing Rate (SOFR) plus a SOFR Adjustment of 10 basis points plus a credit spread based on the Company’s senior unsecured credit ratings. If amounts had been drawn on the bank credit facilities as of December 31, 2024, annual interest rates would have ranged from 4.9% to 7.5%.

Debt Covenants

As of December 31, 2024, the Company was in compliance with the various covenants under its bank credit facilities.

9. Income Taxes

The current income tax provision reflects the tax consequences of revenues and expenses currently taxable or deductible on various income tax returns for the year reported. The deferred income tax provision or benefit generally reflects the net change in deferred income tax assets and liabilities during the year, excluding any deferred income tax assets and liabilities of acquired businesses.

The components of income before income taxes, based upon tax jurisdiction, for the years ended December 31 are as follows:

(in millions)						2024						2023						2022
Income before income taxes:
Domestic						$	28,264					$	29,210					$	26,685
Foreign						(8,193)						(98)						(342)
Total income before income taxes						$	20,071					$	29,112					$	26,343

The components of the provision for income taxes for the years ended December 31 are as follows:

(in millions)						2024						2023						2022
Current Provision:
Federal						$	3,453					$	4,418					$	4,842
State and local						416						716						855
Foreign						1,256						1,079						680
Total current provision						5,125						6,213						6,377
Deferred benefit						(296)						(245)						(673)
Total provision for income taxes						$	4,829					$	5,968					$	5,704

The reconciliation of the tax provision at the U.S. federal statutory rate to the provision for income taxes and the effective tax rate for the years ended December 31 is as follows:

(in millions, except percentages)						2024												2023												2022
Tax provision at the U.S. federal statutory rate						$	4,215					21.0		%				$	6,114					21.0		%				$	5,532					21.0		%
State income taxes, net of federal benefit						343						1.7						567						2.0						621						2.4
Share-based awards - excess tax benefit						(96)						(0.5)						(75)						(0.3)						(110)						(0.4)
Non-deductible compensation						171						0.9						174						0.6						150						0.6
Foreign rate differential						(369)						(1.8)						(442)						(1.5)						(265)						(1.0)
Tax effect of dispositions and other strategic transactions						1,215						6.1						(29)						(0.1)						(215)						(0.8)
Other, net						(650)						(3.3)						(341)						(1.2)						(9)						(0.1)
Provision for income taxes						$	4,829					24.1		%				$	5,968					20.5		%				$	5,704					21.7		%

Deferred income tax assets and liabilities are recognized for the differences between the financial and income tax reporting bases of assets and liabilities based on enacted tax rates and laws. The components of deferred income tax assets and liabilities as of December 31 are as follows:

(in millions)						2024						2023
Deferred income tax assets:
Accrued expenses and allowances						$	1,055					$	754
U.S. federal and state net operating loss carryforwards						442						417
Share-based compensation						189						173
Nondeductible liabilities						343						329
Non-U.S. tax loss carryforwards						21						1,061
Lease liability						846						930
Net unrealized losses on investments						669						586
Other-domestic						597						327
Other-non-U.S.						59						484
Subtotal						4,221						5,061
Less: valuation allowances						(397)						(366)
Total deferred income tax assets						3,824						4,695
Deferred income tax liabilities:
U.S. federal and state intangible assets						(4,479)						(3,712)
Non-U.S. goodwill and intangible assets						(82)						(731)
Capitalized software						(288)						(415)
Depreciation and amortization						(400)						(371)
Prepaid expenses						(374)						(326)
Outside basis in partnerships						(960)						(811)
Lease right-of-use asset						(833)						(914)
Other-non-U.S.						(28)						(436)
Total deferred income tax liabilities						(7,444)						(7,716)
Net deferred income tax liabilities						$	(3,620)					$	(3,021)

Valuation allowances are provided when it is considered more likely than not deferred tax assets will not be realized. The valuation allowances primarily relate to future tax benefits on certain federal, state and non-U.S. net operating loss carryforwards. Substantially all of the federal net operating loss carryforwards have indefinite carryforward periods; state net operating loss carryforwards expire beginning in 2025 through 2044, with some having an indefinite carryforward period. Additionally, as of December 31, 2024, the Company has historical non-U.S. net operating loss carryforwards for which a deferred tax asset and valuation allowance of $4.1 billion are not established because realization of the loss carryforwards is remote.

As of December 31, 2024, except for subsidiaries held for sale, the Company’s undistributed earnings from non-U.S. subsidiaries are intended to be indefinitely reinvested in non-U.S. operations, and therefore no U.S. deferred taxes have been recorded. Taxes payable on the remittance of such earnings would be minimal.

A reconciliation of the beginning and ending amount of unrecognized tax benefits as of December 31 is as follows:

(in millions)						2024						2023						2022
Gross unrecognized tax benefits, beginning of period						$	3,716					$	3,081					$	2,310
Gross increases:
Current year tax positions						578						782						586
Prior year tax positions						10						97						206
Gross decreases:
Prior year tax positions						(121)						(212)						(21)
Statute of limitations lapses and settlements						(60)						(32)						—
Gross unrecognized tax benefits, end of period						$	4,123					$	3,716					$	3,081

The Company believes it is reasonably possible its liability for unrecognized tax benefits will decrease in the next twelve months by $101 million as a result of audit settlements and the expiration of statutes of limitations.

The Company classifies net interest and penalties associated with uncertain income tax positions as income taxes within its Consolidated Statements of Operations. During the years ended December 31, 2024, 2023 and 2022, the Company recognized $210 million, $177 million and $64 million of net interest and penalties, respectively. The Company had $637 million and $430 million of accrued interest and penalties for uncertain tax positions as of December 31, 2024 and 2023, respectively. These amounts are not included in the reconciliation above. As of December 31, 2024, there were $2.0 billion of unrecognized tax benefits which, if recognized, would affect the effective tax rate.

The Company currently files income tax returns in the United States, various states and localities and non-U.S. jurisdictions. The U.S. Internal Revenue Service (IRS) has completed exams on the consolidated income tax returns for fiscal years 2016 and prior. The Company’s 2017 through 2020 tax years are under review by the IRS under its Compliance Assurance Program. The Company is no longer subject to state income tax examinations prior to the 2015 tax year. The Company is subject to examination in non-U.S. jurisdictions for years 2015 and forward.

10. Shareholders' Equity

Regulatory Capital and Dividend Restrictions

The Company’s regulated insurance and HMO subsidiaries are subject to regulations and standards in their respective jurisdictions. These standards, among other things, require these subsidiaries to maintain specified levels of statutory capital, as defined by each jurisdiction, and restrict the timing and amount of dividends and other distributions which may be paid to their parent companies. In the United States, most of these state regulations and standards are generally consistent with model regulations established by the NAIC. These standards generally permit dividends to be paid from statutory unassigned surplus of the regulated subsidiary and are limited based on the regulated subsidiary’s level of statutory net income and statutory capital and surplus. These dividends are referred to as “ordinary dividends” and generally may be paid without prior regulatory approval. If the dividend, together with other dividends paid within the preceding twelve months, exceeds a specified statutory limit or is paid from sources other than earned surplus, it is generally considered an “extraordinary dividend” and must receive prior regulatory approval.

For the year ended December 31, 2024, the Company’s domestic insurance and HMO subsidiaries paid their parent companies dividends of $9.2 billion, including $2.6 billion of extraordinary dividends. For the year ended December 31, 2023, the Company’s domestic insurance and HMO subsidiaries paid their parent companies dividends of $8.0 billion, including $4.9 billion of extraordinary dividends.

The Company's financially regulated subsidiaries had estimated aggregate statutory capital and surplus of $37.8 billion as of December 31, 2024. The estimated statutory capital and surplus necessary to satisfy regulatory requirements of the Company's financially regulated subsidiaries was approximately $20.4 billion as of December 31, 2024.

Optum Bank must meet minimum capital requirements of the FDIC under the capital adequacy rules to which it is subject. At December 31, 2024, the Company believes Optum Bank met the FDIC requirements to be considered “Well Capitalized.”

Share Repurchase Program

Under its Board of Directors’ authorization, the Company maintains a share repurchase program. The objectives of the share repurchase program are to optimize the Company’s capital structure and cost of capital, thereby improving returns to shareholders, as well as to offset the dilutive impact of share-based awards. Repurchases may be made from time to time in open market purchases or other types of transactions (including prepaid or structured share repurchase programs), subject to certain restrictions. In June 2024, the Board of Directors amended the Company’s share repurchase program to authorize the

repurchase of up to 35 million shares of its common stock, in addition to all remaining shares authorized to be repurchased under the Board’s 2018 renewal of the program. The Board of Directors from time to time may further amend the share repurchase program in order to increase the authorized number of shares which may be repurchased under the program.

A summary of common share repurchases for the years ended December 31, 2024 and 2023 is as follows:

												Years Ended December 31,
(in millions, except per share data)												2024						2023
Common share repurchases, shares												17						16
Common share repurchases, average price per share												$	529.85					$	493.79
Common share repurchases, aggregate cost												$	8,942					$	8,000
Board authorized shares remaining												33						15

Dividends

In June 2024, the Company’s Board of Directors increased the Company’s quarterly cash dividend to shareholders to an annual rate of $8.40 compared to $7.52 per share, which the Company had paid since June 2023. Declaration and payment of future quarterly dividends is at the discretion of the Board and may be adjusted as business needs or market conditions change.

The following table provides details of the Company’s 2024 dividend payments:

Payment Date						Amount per Share						Total Amount Paid
												(in millions)
March 19						$	1.88					$	1,729
June 25						2.10						1,935
September 24						2.10						1,937
December 17						2.10						1,932

11. Share-Based Compensation

The Company’s outstanding share-based awards consist mainly of non-qualified stock options and restricted shares. As of December 31, 2024, the Company had 48 million shares available for future grants of share-based awards under the 2020 Stock Incentive Plan. As of December 31, 2024, there were 16 million shares of common stock available for issuance under the ESPP.

Stock Options

Stock option activity for the year ended December 31, 2024 is summarized in the table below:

			Shares						Weighted- Average Exercise Price						Weighted- Average Remaining Contractual Life						Aggregate Intrinsic Value
			(in millions)												(in years)						(in millions)
Outstanding at beginning of period			21						$	320
Granted			3						522
Exercised			(6)						253
Forfeited			(1)						480
Outstanding at end of period			17						370						5.6						$	2,338
Exercisable at end of period			10						298						4.2						2,115
Vested and expected to vest, end of period			17						368						5.5						2,335

Restricted Shares

Restricted share activity for the year ended December 31, 2024 is summarized in the table below:

(shares in millions)						Shares						Weighted-Average Grant Date Fair Value per Share
Nonvested at beginning of period						4						$	449
Granted						2						523
Vested						(2)						435
Nonvested at end of period						4						489

Other Share-Based Compensation Data

(in millions, except per share amounts)						For the Years Ended December 31,
			2024						2023						2022
Stock Options
Weighted-average grant date fair value of shares granted, per share						$	138					$	134					$	116
Total intrinsic value of stock options exercised						1,886						1,325						1,419
Restricted Shares
Weighted-average grant date fair value of shares granted, per share						523						493						483
Total fair value of restricted shares vested						690						803						760
Employee Stock Purchase Plan
Number of shares purchased						1						1						1
Share-Based Compensation Items
Share-based compensation expense, before tax						$	1,018					$	1,059					$	925
Share-based compensation expense, net of tax effects						896						937						836
Income tax benefit realized from share-based award exercises						216						231						207

(in millions, except years)						December 31, 2024
Unrecognized compensation expense related to share awards						$	1,099
Weighted-average years to recognize compensation expense						1.3

Share-Based Compensation Recognition and Estimates

The principal assumptions the Company used in calculating grant-date fair value for stock options were as follows:

						For the Years Ended December 31,
						2024						2023						2022
Risk-free interest rate						3.6% - 4.4%						3.8% - 4.6%						1.9% - 4.3%
Expected volatility						25.5% - 30.7%						29.7% - 30.6%						30.6% - 30.8%
Expected dividend yield						1.4% - 1.5%						1.3% - 1.5%						1.2%
Forfeiture rate						5.0%						5.0%						5.0%
Expected life in years						4.6						4.6						4.7

Risk-free interest rates are based on U.S. Treasury yields in effect at the time of grant. Expected volatilities are based on the historical volatility of the Company’s common stock and the implied volatility from exchange-traded options on the Company’s common stock. Expected dividend yields are based on the per share cash dividend paid by the Company. The Company uses historical data to estimate option exercises and forfeitures within the valuation model. The expected lives of options granted represent the periods of time the awards granted are expected to be outstanding based on historical exercise patterns.

Other Employee Benefit Plans

The Company offers a 401(k) plan for its employees. Compensation expense related to this plan was not material for the years ended December 31, 2024, 2023 and 2022.

In addition, the Company maintains non-qualified, deferred compensation plans, which allow certain members of senior management and executives to defer portions of their salary or bonus. The deferrals are recorded within long-term investments

with an approximately equal amount in other liabilities in the Consolidated Balance Sheets. The total deferrals are distributable based upon termination of employment or other periods, as elected under each plan and were $2.1 billion and $1.9 billion as of December 31, 2024 and 2023, respectively.

12. Commitments and Contingencies

Leases

Operating lease costs, including immaterial variable and short-term lease costs, were $1.4 billion, $1.4 billion and $1.3 billion for the years ended December 31, 2024, 2023 and 2022, respectively. Cash payments made on the Company’s operating lease liabilities were $1.1 billion, $1.1 billion and $1.0 billion for the years ended December 31, 2024, 2023 and 2022, respectively, which were classified within operating activities in the Consolidated Statements of Cash Flows. As of December 31, 2024, the Company’s weighted-average remaining lease term and weighted-average discount rate for its operating leases were 9.5 years and 4.7%, respectively.

As of December 31, 2024, future minimum annual lease payments under all non-cancelable operating leases were as follows:

(in millions)						Future Minimum Lease Payments
2025						$	1,014
2026						876
2027						688
2028						568
2029						583
Thereafter						2,465
Total future minimum lease payments						6,194
Less imputed interest						(1,305)
Total						$	4,889

Other Commitments

The Company provides guarantees related to its service level under certain contracts. If minimum standards are not met, the Company may be financially at risk up to a stated percentage of the contracted fee or a stated dollar amount. None of the amounts accrued, paid or charged to income for service level guarantees were material as of December 31, 2024, 2023 or 2022.

Pending Acquisitions

As of December 31, 2024, the Company has entered into agreements to acquire companies in the health care sector, subject to regulatory approval and other customary closing conditions. The total anticipated capital required for these acquisitions, excluding the payoff of acquired indebtedness, is approximately $4 billion.

Legal Matters

The Company is frequently made party to a variety of legal actions and regulatory inquiries, including class actions and suits brought by members, care providers, consumer advocacy organizations, customers and regulators, relating to the Company’s businesses, including management and administration of health benefit plans and other services. These matters include medical malpractice, employment, intellectual property, antitrust, privacy and contract claims and claims related to health care benefits coverage and other business practices.

The Company records liabilities for its estimates of probable costs resulting from these matters where appropriate. Estimates of costs resulting from legal and regulatory matters involving the Company are inherently difficult to predict, particularly where the matters: involve indeterminate claims for monetary damages or may involve fines, penalties or punitive damages; present novel legal theories or represent a shift in regulatory policy; involve a large number of claimants or regulatory bodies; are in the early stages of the proceedings; or could result in a change in business practices. Accordingly, the Company is often unable to estimate the losses or ranges of losses for those matters where there is a reasonable possibility or it is probable a loss may be incurred.

Government Investigations, Audits and Reviews

The Company has been involved or is currently involved in various governmental investigations, audits and reviews. These include routine, regular and special investigations, audits and reviews by CMS, state insurance and health and welfare departments, state attorneys general, the Office of the Inspector General, the Office of Personnel Management, the Office for Civil Rights, the Government Accountability Office, the Federal Trade Commission, U.S. Congressional committees, the U.S. Department of Justice (DOJ), the SEC, the IRS, the U.S. Drug Enforcement Administration, the U.S. Department of Labor, the

FDIC, the Consumer Financial Protection Bureau, the Defense Contract Audit Agency, the Food and Drug Administration and other governmental authorities. Similarly, the Company’s international businesses are also subject to investigations, audits and reviews by applicable foreign governments and other non-U.S. governmental authorities. Certain of the Company’s businesses have been reviewed or are currently under review, including for, among other matters, compliance with coding and other requirements under the Medicare risk-adjustment model. CMS has selected certain of the Company’s local plans for risk adjustment data validation (RADV) audits to validate the coding practices of and supporting documentation maintained by health care providers and such audits may result in retrospective adjustments to payments made to the Company’s health plans. On February 14, 2017, the DOJ announced its decision to pursue certain claims within a lawsuit initially asserted against the Company and filed under seal by a whistleblower in 2011. The whistleblower’s complaint, which was unsealed on February 15, 2017, alleges the Company made improper risk adjustment submissions and violated the False Claims Act. On February 12, 2018, the court granted in part and denied in part the Company’s motion to dismiss. In May 2018, the DOJ moved to dismiss the Company’s counterclaims, which were filed in March 2018, and moved for partial summary judgment. In March 2019, the court denied the government’s motion for partial summary judgment and dismissed the Company’s counterclaims without prejudice. The Company cannot reasonably estimate the outcome which may result from this matter given its procedural status.

13. Dispositions and Held for Sale

During the year ended December 31, 2024, the Company completed or initiated various business portfolio refinement and asset disposition activities. The Company recorded a loss of $7.1 billion related to the sale of its Brazil operations, of which $4.1 billion related to the impact of cumulative foreign currency translation losses previously included in accumulated other comprehensive loss, and a loss of $1.2 billion related to the reclassification of the Company’s remaining South American operations as held for sale, of which $855 million related to the impact of cumulative foreign currency translation losses.

As these losses relate to our strategic exit of South American markets and include significant losses related to foreign currency translation effects, these losses are included within loss on sale of subsidiary and subsidiaries held for sale on the Consolidated Statement of Operations. The sales of the Company’s remaining South American assets are expected to close within a year, subject to regulatory and other customary closing conditions. Assets and liabilities held for sale have been included within prepaid and other current assets and other current liabilities on the Consolidated Balance Sheet, respectively.

The assets and liabilities of the Brazil and held for sale disposal groups as of the date of the sale and as of December 31, 2024, respectively, were as follows:

(in millions)						Brazil Disposition						Businesses Held for Sale
Assets
Cash and cash equivalents						$	778					$	219
Accounts receivable and other current assets						515						573
Long-term investments						788						41
Property, equipment and capitalized software						1,052						641
Deferred tax assets						1,035						—
Goodwill and other intangible assets						317						413
Other long-term assets						439						231
Remeasurement of assets of businesses held for sale to fair value less cost to sell(1)						—						(1,224)
Total assets						$	4,924					$	894
Liabilities
Medical costs payable						$	701					$	179
Accounts payable and other current liabilities						834						338
Other long-term liabilities						136						504
Total liabilities						$	1,671					$	1,021

(1) Includes the effect of $855 million of cumulative foreign currency translation losses and $56 million of noncontrolling interests.

As a result of continued portfolio refinement, the Company sold other businesses and assets and entered into strategic transactions. These transactions resulted in total consideration received of $3.0 billion and an additional $1.9 billion of equity method investments related to the valuation of our retained interests in certain transactions. The carrying value for these transactions was $1.0 billion, primarily related to goodwill. The gains from business portfolio refinement, including strategic

transactions, were recorded within operating costs in the Consolidated Statement of Operations and contributed about 80 basis points ($3.3 billion) to the operating cost ratio, nearly half ($1.4 billion) related to Optum Health with the remainder split between UnitedHealthcare ($1.1 billion) and Optum Insight ($800 million). Certain transactions also included various put and call options, which were valued at $630 million and included in other liabilities on the Consolidated Balance Sheet. As of December 31, 2024 the total estimated future obligation under these arrangements if the Company decided or was required to repurchase these interests was up to $3.4 billion.

14. Segment Financial Information

Factors used to determine the Company’s reportable segments include the nature of operating activities, economic characteristics, existence of separate senior management teams and the type of information used by the Company’s chief operating decision maker (CODM), which is the Chief Executive Officer, to evaluate its results of operations. Reportable segments with similar economic characteristics, products and services, customers, distribution methods and operational processes which operate in a similar regulatory environment are combined. The CODM uses consolidated expense information and segment earnings from operations to assess performance and determine allocation of resources.

The following is a description of the types of products and services from which each of the Company’s four reportable segments derives its revenues:

*•*UnitedHealthcare includes the combined results of operations of UnitedHealthcare Employer & Individual, UnitedHealthcare Medicare & Retirement and UnitedHealthcare Community & State. The businesses share significant common assets, including a contracted network of physicians, health care professionals, hospitals and other facilities, information technology and consumer engagement infrastructure and other resources. UnitedHealthcare Employer & Individual offers an array of consumer-oriented health benefit plans and services for employers and individuals. UnitedHealthcare Medicare & Retirement provides health care coverage and health and well-being services to individuals age 50 and older, addressing their unique needs. UnitedHealthcare Community & State provides diversified health care benefits products and services to state programs caring for the economically disadvantaged, the medically underserved and those without the benefit of employer-funded health care coverage.

*•*Optum Health focuses on care delivery, including value-based care; care management; wellness and consumer engagement and health financial services. Optum Health is building a comprehensive, connected health care delivery and engagement platform by directly providing high-quality care, helping people manage chronic and complex health needs, and proactively engaging consumers in managing their health through in-person, in-home, virtual and digital clinical platforms.

*•*Optum Insight brings together advanced analytics, technology and health care expertise to deliver integrated services and solutions. Hospital systems, physicians, health plans, governments, life sciences companies and other organizations depend on Optum Insight to help them improve performance, achieve efficiency, reduce costs, meet compliance mandates and modernize their core operating systems to meet the changing needs of the health system.

*•*Optum Rx offers pharmacy care services and programs, including retail network contracting, home delivery, specialty and community health pharmacy services, infusion, purchasing and clinical capabilities, and develops programs in areas such as step therapy, formulary management, drug adherence and disease and drug therapy management. Optum Rx integrates pharmacy and medical care and is positioned to serve patients with complex clinical needs and consumers looking for a better digital pharmacy experience with transparent pricing.

The Company’s accounting policies for reportable segment operations are consistent with those described in the Summary of Significant Accounting Policies (see Note 2). Transactions between reportable segments principally consist of sales of pharmacy care products and services to UnitedHealthcare customers by Optum Rx; care delivery, care management services and certain product offerings sold to UnitedHealthcare by Optum Health; and health information and technology solutions, consulting and other services sold to UnitedHealthcare by Optum Insight. These transactions are recorded at management’s estimate of fair value. Transactions with affiliated customers are eliminated in consolidation. Assets and liabilities jointly used are assigned to each reportable segment using estimates of pro-rata usage. Cash and investments are assigned so each reportable segment has working capital and/or at least minimum specified levels of regulatory capital.

As a percentage of the Company’s total consolidated revenues, premium revenues from CMS were 40%, 40% and 38% for the years ended December 31, 2024, 2023 and 2022, respectively, most of which were generated by UnitedHealthcare Medicare & Retirement and included in the UnitedHealthcare segment. U.S. customer revenue represented approximately 99%, 97% and 97% of consolidated total revenues for 2024, 2023 and 2022, respectively. Long-lived fixed assets located in the United States represented approximately 92% and 82% of the total long-lived fixed assets as of December 31, 2024 and 2023, respectively. The non-U.S. revenues and fixed assets are primarily related to UnitedHealthcare Employer & Individual’s international businesses.

The following table presents the reportable segment financial information:

												Optum
(in millions)						UnitedHealthcare						Optum Health						Optum Insight						Optum Rx						Optum Eliminations						Optum						Corporate and Eliminations						Consolidated
2024
Revenues - unaffiliated customers:
Premiums						$	286,004					$	22,806					$	—					$	—					$	—					$	22,806					$	—					$	308,810
Products						—						277						174						49,775						—						50,226						—						50,226
Services						9,791						16,153						6,466						3,630						—						26,249						—						36,040
Total revenues - unaffiliated customers						295,795						39,236						6,640						53,405						—						99,281						—						395,076
Total revenues - affiliated customers						—						63,883						11,881						79,512						(4,389)						150,887						(150,887)						—
Investment and other income						2,413						2,239						236						314						—						2,789						—						5,202
Total revenues						$	298,208					$	105,358					$	18,757					$	133,231					$	(4,389)					$	252,957					$	(150,887)					$	400,278
Total operating costs (a)						$	282,624					$	97,588					$	15,660					$	127,395					$	(4,389)					$	236,254					$	(150,887)					$	367,991
Earnings from operations						$	15,584					$	7,770					$	3,097					$	5,836					$	—					$	16,703					$	—					$	32,287
Interest expense						—						—						—						—						—						—						(3,906)						(3,906)
Loss on sale of subsidiary and subsidiaries held for sale						(8,310)						—						—						—						—						—						—						(8,310)
Earnings before income taxes						$	7,274					$	7,770					$	3,097					$	5,836					$	—					$	16,703					$	(3,906)					$	20,071
Total assets						$	119,009					$	96,472					$	34,452					$	59,086					$	—					$	190,010					$	(10,741)					$	298,278
Purchases of property, equipment and capitalized software						781						1,008						1,291						419						—						2,718						—						3,499
Depreciation and amortization						889						1,123						1,294						793						—						3,210						—						4,099
2023
Revenues - unaffiliated customers:
Premiums						$	269,052					$	21,775					$	—					$	—					$	—					$	21,775					$	—					$	290,827
Products						—						207						162						42,214						—						42,583						—						42,583
Services						10,057						14,109						7,760						2,197						—						24,066						—						34,123
Total revenues - unaffiliated customers						279,109						36,091						7,922						44,411						—						88,424						—						367,533
Total revenues - affiliated customers						—						57,696						10,896						71,484						(3,703)						136,373						(136,373)						—
Investment and other income						2,251						1,532						114						192						—						1,838						—						4,089
Total revenues						$	281,360					$	95,319					$	18,932					$	116,087					$	(3,703)					$	226,635					$	(136,373)					$	371,622
Total operating costs (a)						$	264,945					$	88,759					$	14,664					$	110,972					$	(3,703)					$	210,692					$	(136,373)					$	339,264
Earnings from operations						$	16,415					$	6,560					$	4,268					$	5,115					$	—					$	15,943					$	—					$	32,358
Interest expense						—						—						—						—						—						—						(3,246)						(3,246)
Earnings before income taxes						$	16,415					$	6,560					$	4,268					$	5,115					$	—					$	15,943					$	(3,246)					$	29,112
Total assets						$	110,943					$	89,432					$	34,173					$	51,266					$	—					$	174,871					$	(12,094)					$	273,720
Purchases of property, equipment and capitalized software						866						1,199						974						347						—						2,520						—						3,386
Depreciation and amortization						989						1,058						1,229						696						—						2,983						—						3,972
2022
Revenues - unaffiliated customers:
Premiums						$	238,783					$	18,374					$	—					$	—					$	—					$	18,374					$	—					$	257,157
Products						—						72						180						37,172						—						37,424						—						37,424
Services						10,035						10,917						4,996						1,603						—						17,516						—						27,551
Total revenues - unaffiliated customers						248,818						29,363						5,176						38,775						—						73,314						—						322,132
Total revenues - affiliated customers						—						40,883						9,288						60,936						(2,760)						108,347						(108,347)						—
Investment and other income						923						928						117						62						—						1,107						—						2,030
Total revenues						$	249,741					$	71,174					$	14,581					$	99,773					$	(2,760)					$	182,768					$	(108,347)					$	324,162
Total operating costs (a)						$	235,362					$	65,142					$	10,993					$	95,337					$	(2,760)					$	168,712					$	(108,347)					$	295,727
Earnings from operations						$	14,379					$	6,032					$	3,588					$	4,436					$	—					$	14,056					$	—					$	28,435
Interest expense						—						—						—						—						—						—						(2,092)						(2,092)
Earnings before income taxes						$	14,379					$	6,032					$	3,588					$	4,436					$	—					$	14,056					$	(2,092)					$	26,343
Total assets						$	107,094					$	68,950					$	31,090					$	47,476					$	—					$	147,516					$	(8,905)					$	245,705
Purchases of property, equipment and capitalized software						799						997						698						308						—						2,003						—						2,802
Depreciation and amortization						973						943						841						643						—						2,427						—						3,400

(a) Total operating costs include medical costs, operating costs, cost of products sold and depreciation and amortization, as applicable for each reportable segment.