Cover and table of contents

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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-Q


☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2025

or

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to _______

Commission File Number: 1-10864


UHG(R)_CMYK.jpg

UnitedHealth Group Incorporated

(Exact name of registrant as specified in its charter)


Delaware41-1321939
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
1 Health Drive55344655 New York Avenue NW20001
Eden Prairie,MinnesotaWashington,DC
(Address of principal executive offices)(Zip Code)(Address of principal executive offices)(Zip Code)

(800) 328-5979

(Registrant’s telephone number, including area code)


Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $.01 par valueUNHNew York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act

Large accelerated filer☒Accelerated filer☐Non-accelerated filer☐
Smaller reporting company☐Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of July 31, 2025, there were 905,673,625 shares of the registrant’s Common Stock, $.01 par value per share, issued and outstanding.

UNITEDHEALTH GROUP

Table of Contents

Page
Part I. Financial Information
Item 1.Financial Statements (unaudited)1
Condensed Consolidated Balance Sheets as of June 30, 2025 and December 31, 20241
Condensed Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2025 and 20242
Condensed Consolidated Statements of Comprehensive Income for the Three and Six Months Ended June 30, 2025 and 20243
Condensed Consolidated Statements of Changes in Equity for the Three and Six Months Ended June 30, 2025 and 20244
Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2025 and 20246
Notes to the Condensed Consolidated Financial Statements7
1.Basis of Presentation7
2.Investments8
3.Fair Value10
4.Medical Costs Payable11
5.Short-Term Borrowings and Long-Term Debt12
6.Dividends12
7.Commitments and Contingencies12
8.Held for Sale13
9.Segment Financial Information14
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations16
Item 3.Quantitative and Qualitative Disclosures About Market Risk25
Item 4.Controls and Procedures25
Part II. Other Information
Item 1.Legal Proceedings26
Item 1A.Risk Factors26
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds26
Item 5.Other Information26
Item 6.Exhibits27
Signatures28

PART I

Next: Item 1. FINANCIAL STATEMENTS