Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a) 1*. Financial Statements*

The financial statements are included under Item 8 of this report:

• Reports of Independent Registered Public Accounting Firm.

• Consolidated Balance Sheets as of December 31, 2025 and 2024.

• Consolidated Statements of Operations for the years ended December 31, 2025, 2024, and 2023.

• Consolidated Statements of Comprehensive Income for the years ended December 31, 2025, 2024, and 2023.

• Consolidated Statements of Changes in Equity for the years ended December 31, 2025, 2024, and 2023.

• Consolidated Statements of Cash Flows for the years ended December 31, 2025, 2024, and 2023.

• Notes to the Consolidated Financial Statements.

2*. Financial Statement Schedules*

The following financial statement schedule of the Company is included in Item 15(c):

• Schedule I - Condensed Financial Information of Registrant (Parent Company Only).

All other schedules for which provision is made in the applicable accounting regulations of the SEC are not required under the related instructions, are inapplicable, or the required information is included in the consolidated financial statements, and therefore have been omitted.

(b) The following exhibits are filed or incorporated by reference herein in response to Item 601 of Regulation S-K. The Company files Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K pursuant to the Securities Exchange Act of 1934 under Commission File No. 1‑10864.

EXHIBIT INDEX**

3.1						Certificate of Incorporation of UnitedHealth Group Incorporated (incorporated by reference to Exhibit 3.1 to UnitedHealth Group Incorporated’s Registration Statement on Form 8-A/A, Commission File No. 1-10864, filed on July 1, 2015)
3.2						Amended and Restated Bylaws of UnitedHealth Group Incorporated, effective November 6, 2025 (incorporated by reference to Exhibit 3.1 to UnitedHealth Group Incorporated’s Current Report on Form 8-K filed on November 13, 2025)
4.1						Amended and Restated Indenture, dated as of April 27, 2023, between UnitedHealth Group Incorporated and Wilmington Trust Company, as successor trustee (incorporated by reference to Exhibit 4.1 to UnitedHealth Group Incorporated’s Current Report on Form 8-K filed on April 28, 2023)
4.2						Indenture, dated as of February 4, 2008, between UnitedHealth Group Incorporated and U.S. Bank National Association (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-3, SEC File Number 333-149031, filed on February 4, 2008)
4.3						Supplemental Indenture, dated as of April 18, 2023, between UnitedHealth Group Incorporated and U.S. Bank Trust Company, National Association, as trustee, relating to the 6.875% Senior Notes due 2038 (incorporated by reference to Exhibit 4.1 to UnitedHealth Group Incorporated’s Current Report on Form 8-K filed on April 24, 2023)
4.4						Description of Common Stock (incorporated by reference to Exhibit 4.5 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2019)
*10.1						UnitedHealth Group 2020 Stock Incentive Plan (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-8, SEC File Number 333-238854, filed on June 1, 2020)
*10.2						Form of Agreement for Restricted Stock Unit Award to Executives under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan
*10.3						Form of Agreement for Nonqualified Stock Option Award to Executives under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan
*10.4						Form of Agreement for Performance-Based Restricted Stock Unit Award to Executives under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan
*10.5						Form of Agreement for Restricted Stock Unit Award under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (Witty)
*10.6						Form of Agreement for Nonqualified Stock Option Award under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (Witty)
*10.7						Form of Agreement for Performance-Based Restricted Stock Unit Award under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (Witty)
*10.8						Form of Agreement for Nonqualified Stock Option Award under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (Hemsley)
*10.9						Amendment to Agreement for Nonqualified Stock Option Award under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (Hemsley)
*10.10						UnitedHealth Group Incorporated 2011 Stock Incentive Plan, as amended and restated in 2018 (incorporated by reference to Exhibit 10.1 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2018)
*10.11						Form of Agreement for Deferred Stock Unit Award to Non-Employee Directors under UnitedHealth Group Incorporated’s 2020 Stock Incentive Plan (incorporated by reference to Exhibit 10.11 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2021)
*10.12						Form of Indemnification Agreement (incorporated by reference to Exhibit 10.1 to UnitedHealth Group Incorporated’s Current Report on Form 8-K filed on July 1, 2015)
*10.13						Amended and Restated UnitedHealth Group Incorporated 2008 Executive Incentive Plan, effective as of December 31, 2023 (incorporated by reference to exhibit 10.30 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2023)
*10.14						UnitedHealth Group Executive Savings Plan (2024 Statement) (incorporated by reference to Exhibit 10.31 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2023)
*10.15						First Amendment of UnitedHealth Group Executive Savings Plan (2024 Statement)
*10.16						Second Amendment of UnitedHealth Group Executive Savings Plan (2024 Statement)
*10.17						Executive Long-Term Disability Program, dated as of January 1, 2021 (incorporated by reference to Exhibit 10.28 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2022)
*10.18						Summary of Non-Management Director Compensation

*10.19						UnitedHealth Group Directors’ Compensation Deferral Plan (2023 Statement) (incorporated by reference to Exhibit 10.30 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2022)
*10.20						Amended and Restated Employment Agreement, effective as of June 7, 2016, between United HealthCare Services, Inc. and John Rex (incorporated by reference to Exhibit 10.1 to UnitedHealth Group Incorporated’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2016)
*10.21						Amended and Restated Employment Agreement, dated February 3, 2021, between the Company and Andrew P Witty (incorporated by reference to Exhibit 5.02 to UnitedHealth Group Incorporated’s Current Report on Form 8-K filed on February 8, 2021)
*10.22						Employment Agreement, effective as of May 12, 2025, between United HealthCare Services, Inc. and Stephen Hemsley (incorporated by reference to Exhibit 10.1 to UnitedHealth Group Incorporated’s Quarterly Report on Form 10-Q filed on August 11, 2025)
*10.23						Employment Agreement, effective as of September 2, 2025, between United HealthCare Services, Inc. and Wayne DeVeydt (incorporated by reference to Exhibit 10.1 to UnitedHealth Group Incorporated’s Current Report on Form 8-K filed on July 31, 2025)
*10.24						Amended and Restated Employment Agreement, effective as of May 6, 2025, between United HealthCare Services, Inc. and Patrick Conway
*10.25						Employment Agreement, effective as of February 23, 2014, between United HealthCare Services, Inc. and Timothy Noel
*10.26						Amendment to Employment Agreement, effective as of January 22, 2025, between United HealthCare Services, Inc. and Timothy Noel
*10.27						Amended and Restated Employment Agreement, effective as of April 1, 2024, between United HealthCare Services, Inc. and Heather Cianfrocco (incorporated by reference to Exhibit 10.45 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K filed on February 27, 2025)
*10.28						Amended and Restated Employment Agreement, effective as of June 4, 2024, between United HealthCare Services, Inc. and Christopher Zaetta (incorporated by reference to Exhibit 10.48 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K filed on February 27, 2025)
19.1						Insider Trading Policy (incorporated by reference to Exhibit 19.1 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2024)
21.1						Subsidiaries of UnitedHealth Group Incorporated
23.1						Consent of Independent Registered Public Accounting Firm
24.1						Power of Attorney
31.1						Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1						Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
97.1						UnitedHealth Group Dodd-Frank Clawback Policy, effective December 1, 2023 (incorporated by reference to Exhibit 97.1 to UnitedHealth Group Incorporated’s Annual Report on Form 10-K for the year ended December 31, 2023)
101.INS						XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH						Inline XBRL Taxonomy Extension Schema Document.
101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB						Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104						Cover Page Interactive Data File (formatted as Inline XBRL and embedded within Exhibit 101).

________________________________________________

*						Denotes management contracts and compensation plans in which certain directors and named executive officers participate and which are being filed pursuant to Item 601(b)(10)(iii)(A) of Regulation S-K.
**						Pursuant to Item 601(b)(4)(iii) of Regulation S-K, copies of instruments defining the rights of certain holders of long-term debt are not filed. The Company will furnish copies thereof to the SEC upon request.

(c) Financial Statement Schedule

Schedule I - Condensed Financial Information of Registrant (Parent Company Only).

Schedule I

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 Statement Schedule

We have audited the consolidated financial statements of UnitedHealth Group Incorporated and Subsidiaries (the “Company”) as of December 31, 2025 and 2024, and for each of the three years in the period ended December 31, 2025, and the Company’s internal control over financial reporting as of December 31, 2025, and have issued our reports thereon dated March 2, 2026; such reports are included elsewhere in this Form 10-K. Our audits also included the financial statement schedule of the Company listed in the Index at Item 15. This financial statement schedule is the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statement schedule based on our audits. In our opinion, the financial statement schedule, when considered in relation to the consolidated financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.

/s/ DELOITTE & TOUCHE LLP
Minneapolis, Minnesota
March 2, 2026

Schedule I

Condensed Financial Information of Registrant

(Parent Company Only)

UnitedHealth Group

Condensed Balance Sheets

(in millions, except per share data)						December 31, 2025						December 31, 2024
Assets
Current assets:
Cash and cash equivalents						$	303					$	234
Other current assets						1,533						411
Total current assets						1,836						645
Equity in net assets of subsidiaries						206,415						179,888
Long-term notes receivable from subsidiaries						679						6,062
Other assets						673						920
Total assets						$	209,603					$	187,515
Liabilities and shareholders’ equity
Current liabilities:
Accounts payable and accrued liabilities						$	2,812					$	1,501
Intercompany payable, net						10,236						679
Short-term notes payable to subsidiaries						2,503						2,016
Short-term borrowings and current maturities of long-term debt						5,887						4,348
Total current liabilities						21,438						8,544
Long-term debt, less current maturities						71,794						71,831
Long-term notes payable to subsidiaries						21,676						14,405
Other liabilities						585						77
Total liabilities						115,493						94,857
Commitments and contingencies (Note 4)
Shareholders’ 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; 906 and 915 issued and outstanding						9						9
Additional paid-in capital						559						—
Retained earnings						95,603						96,036
Accumulated other comprehensive loss						(2,061)						(3,387)
Total UnitedHealth Group shareholders’ equity						94,110						92,658
Total liabilities and shareholders’ equity						$	209,603					$	187,515

See Notes to the Condensed Financial Statements of Registrant

Schedule I

Condensed Financial Information of Registrant

(Parent Company Only)

UnitedHealth Group

Condensed Statements of Comprehensive Income

						For the Years Ended December 31,
(in millions)						2025						2024						2023
Revenues:
Investment and other income						$	154					$	368					$	312
Total revenues						154						368						312
Operating costs:
Operating costs						10						108						35
Interest expense						4,780						4,544						3,469
Total operating costs						4,790						4,652						3,504
Loss before income taxes						(4,636)						(4,284)						(3,192)
Benefit for income taxes						974						1,032						654
Loss of parent company						(3,662)						(3,252)						(2,538)
Equity in undistributed income of subsidiaries						15,718						17,657						24,919
Net earnings						12,056						14,405						22,381
Other comprehensive income						1,326						3,640						1,366
Comprehensive income						$	13,382					$	18,045					$	23,747

See Notes to the Condensed Financial Statements of Registrant

Schedule I

Condensed Financial Information of Registrant

(Parent Company Only)

UnitedHealth Group

Condensed Statements of Cash Flows

						For the Years Ended December 31,
(in millions)						2025						2024						2023
Operating activities
Cash flows from operating activities						$	13,311					$	4,852					$	17,443
Investing activities
Issuances of notes to subsidiaries						(3,901)						(349)						(41)
Repayments of notes to subsidiaries						8,655						225						817
Cash paid for acquisitions and other transactions						(4,648)						(13,750)						(8,144)
Return of capital to parent company						901						21						639
Capital contributions to subsidiaries						(6,822)						—						(2,472)
Cash received from dispositions, net						458						2,444						624
Other, net						—						30						286
Cash flows used for investing activities						(5,357)						(11,379)						(8,291)
Financing activities
Common stock repurchases						(5,545)						(9,000)						(8,000)
Proceeds from common stock issuances						827						1,846						1,353
Cash dividends paid						(7,916)						(7,533)						(6,761)
Proceeds from (repayments of) short-term borrowings, net						807						(151)						11
Proceeds from issuance of long-term debt						2,969						17,811						6,394
Repayments of long-term debt						(3,050)						(3,000)						(2,125)
(Repayments of) proceeds from short-term notes from subsidiaries, net						(677)						(7,966)						1,188
Proceeds from long-term notes from subsidiaries						7,162						14,396						—
Repayments of long-term notes from subsidiaries						(2,120)						(28)						—
Other, net						(342)						(390)						(702)
Cash flows (used for) from financing activities						(7,885)						5,985						(8,642)
Increase (decrease) in cash and cash equivalents						69						(542)						510
Cash and cash equivalents, beginning of period						234						776						266
Cash and cash equivalents, end of period						$	303					$	234					$	776
Supplemental cash flow disclosures
Cash paid for interest						$	4,817					$	4,241					$	3,257
Cash paid for income taxes						1,119						2,450						4,426

See Notes to the Condensed Financial Statements of Registrant

Schedule I

Condensed Financial Information of Registrant

(Parent Company Only)

UnitedHealth Group

Notes to Condensed Financial Statements

1. Basis of Presentation

UnitedHealth Group’s parent company financial information has been derived from its consolidated financial statements and should be read in conjunction with the consolidated financial statements included in this Form 10-K. The accounting policies for the registrant are the same as those described in Note 2 of the Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data.”

2. Subsidiary Transactions

Investment in Subsidiaries. UnitedHealth Group’s investment in subsidiaries is stated at cost plus equity in undistributed earnings of subsidiaries.

Dividends, Capital Distributions and Contributions. Cash dividends received from subsidiaries and included in Cash Flows from Operating Activities in the Condensed Statements of Cash Flows were $6.8 billion, $19.3 billion and $18.5 billion in 2025, 2024 and 2023, respectively. The parent company received $901 million, $21 million and $639 million in cash as a return of capital during 2025, 2024 and 2023, respectively. Cash contributions to the parent company’s subsidiaries were $6.8 billion and $2.5 billion in 2025 and 2023, respectively, with no cash contributions in 2024. Additionally, in 2025, the parent company made $5.1 billion of non-cash contributions in the form of intercompany receivables to its subsidiaries.

3. Short-Term Borrowings and Long-Term Debt

Discussion of short-term borrowings and long-term debt can be found in Note 8 of the Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data.” Long-term debt obligations of the parent company do not include other financing obligations at subsidiaries which totaled $708 million and $724 million at December 31, 2025 and 2024, respectively.

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

(in millions)
2026						$	5,900
2027						3,425
2028						3,500
2029						3,550
2030						3,750
Thereafter						58,552

UnitedHealth Group’s parent company had short-term notes payable to subsidiaries of $2.5 billion and $2.0 billion as of December 31, 2025 and 2024, respectively, which included on-demand features. UnitedHealth Group’s parent company had long-term notes payable to subsidiaries of $21.7 billion and $14.4 billion as of December 31, 2025 and 2024, respectively. For the year ended December 31, 2025, the Company converted $2.9 billion of short-term intercompany payables to long-term notes payables.

4. Commitments and Contingencies

Certain subsidiaries are guaranteed by UnitedHealth Group’s parent company in the event of insolvency. UnitedHealth Group’s parent company also provides guarantees related to its service level under certain contracts. None of the amounts accrued, paid or charged to income for service level guarantees were material as of December 31, 2025, 2024 or 2023.

For a summary of commitments and contingencies, see Note 12 of the Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data.”