Item 1. FINANCIAL STATEMENTS

UnitedHealth Group

Condensed Consolidated Balance Sheets

(Unaudited)

(in millions, except per share data)						June 30, 2025						December 31, 2024
Assets
Current assets:
Cash and cash equivalents						$	28,596					$	25,312
Short-term investments						3,424						3,801
Accounts receivable, net						24,142						22,365
Other current receivables, net						28,582						26,089
Prepaid expenses and other current assets						8,955						8,212
Total current assets						93,699						85,779
Long-term investments						52,466						52,354
Property, equipment and capitalized software, net						10,923						10,553
Goodwill						107,677						106,734
Other intangible assets, net						22,510						23,268
Other assets						21,298						19,590
Total assets						$	308,573					$	298,278
Liabilities, redeemable noncontrolling interests and equity
Current liabilities:
Medical costs payable						$	38,427					$	34,224
Accounts payable and accrued liabilities						34,330						34,337
Short-term borrowings and current maturities of long-term debt						5,698						4,545
Unearned revenues						3,032						3,317
Other current liabilities						29,294						27,346
Total current liabilities						110,781						103,769
Long-term debt, less current maturities						73,495						72,359
Deferred income taxes						3,804						3,620
Other liabilities						15,709						15,939
Total liabilities						203,789						195,687
Commitments and contingencies (Note 7)
Redeemable noncontrolling interests						4,315						4,323
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; 905 and 915 issued and outstanding						9						9
Retained earnings						97,250						96,036
Accumulated other comprehensive loss						(2,535)						(3,387)
Nonredeemable noncontrolling interests						5,745						5,610
Total equity						100,469						98,268
Total liabilities, redeemable noncontrolling interests and equity						$	308,573					$	298,278

See Notes to the Condensed Consolidated Financial Statements

UnitedHealth Group

Condensed Consolidated Statements of Operations

(Unaudited)

						Three Months Ended June 30,												Six Months Ended June 30,
(in millions, except per share data)						2025						2024						2025						2024
Revenues:
Premiums						$	87,905					$	76,897					$	174,439					$	154,885
Products						13,564						12,211						26,600						24,120
Services						9,039						8,750						18,011						17,638
Investment and other income						1,108						997						2,141						2,008
Total revenues						111,616						98,855						221,191						198,651
Operating costs:
Medical costs						78,585						65,458						151,996						131,193
Operating costs						13,778						13,162						27,372						27,239
Cost of products sold						13,019						11,340						25,409						22,396
Depreciation and amortization						1,084						1,020						2,145						2,017
Total operating costs						106,466						90,980						206,922						182,845
Earnings from operations						5,150						7,875						14,269						15,806
Interest expense						(1,027)						(985)						(2,025)						(1,829)
Loss on sale of subsidiary and subsidiaries held for sale						(41)						(1,225)						(56)						(8,311)
Earnings before income taxes						4,082						5,665						12,188						5,666
Provision for income taxes						(510)						(1,244)						(2,142)						(2,466)
Net earnings						3,572						4,421						10,046						3,200
Earnings attributable to noncontrolling interests						(166)						(205)						(348)						(393)
Net earnings attributable to UnitedHealth Group common shareholders						$	3,406					$	4,216					$	9,698					$	2,807
Earnings per share attributable to UnitedHealth Group common shareholders:
Basic						$	3.76					$	4.58					$	10.66					$	3.05
Diluted						$	3.74					$	4.54					$	10.61					$	3.02
Basic weighted-average number of common shares outstanding						907						921						910						921
Dilutive effect of common share equivalents						3						7						4						8
Diluted weighted-average number of common shares outstanding						910						928						914						929
Anti-dilutive shares excluded from the calculation of dilutive effect of common share equivalents						13						8						10						7

See Notes to the Condensed Consolidated Financial Statements

UnitedHealth Group

Condensed Consolidated Statements of Comprehensive Income

(Unaudited)

						Three Months Ended June 30,												Six Months Ended June 30,
(in millions)						2025						2024						2025						2024
Net earnings						$	3,572					$	4,421					$	10,046					$	3,200
Other comprehensive income:
Gross unrealized gains (losses) on investment securities during the period						327						(75)						848						(365)
Income tax effect						(75)						17						(194)						85
Total unrealized gains (losses), net of tax						252						(58)						654						(280)
Gross reclassification adjustment for net realized gains included in net earnings						(17)						(26)						(27)						(58)
Income tax effect						4						6						6						13
Total reclassification adjustment, net of tax						(13)						(20)						(21)						(45)
Foreign currency translation gains (losses)						131						8						219						(285)
Reclassification adjustment for translation losses included in net earnings						—						86						—						4,214
Total foreign currency translation gains						131						94						219						3,929
Other comprehensive income						370						16						852						3,604
Comprehensive income						3,942						4,437						10,898						6,804
Comprehensive income attributable to noncontrolling interests						(166)						(205)						(348)						(393)
Comprehensive income attributable to UnitedHealth Group common shareholders						$	3,776					$	4,232					$	10,550					$	6,411

See Notes to the Condensed Consolidated Financial Statements

UnitedHealth Group

Condensed Consolidated Statements of Changes in Equity

(Unaudited)

						Common Stock												Additional Paid-In Capital						Retained Earnings						Accumulated Other Comprehensive Loss												Nonredeemable Noncontrolling Interests						Total Equity
Three months ended June 30, (in millions)						Shares						Amount												Net Unrealized (Losses) Gains on Investments						Foreign Currency Translation (Losses) Gains
Balance at March 31, 2025						910						$	9					$	—					$	97,934					$	(1,832)					$	(1,073)					$	5,773					$	100,811
Net earnings																								3,406																		149						3,555
Other comprehensive income																														239						131												370
Issuances of common stock, and related tax effects						1						—						196																														196
Share-based compensation																		229																														229
Common share repurchases						(6)						—						(415)						(2,090)																								(2,505)
Cash dividends paid on common shares ($2.21 per share)																								(2,000)																								(2,000)
Redeemable noncontrolling interests fair value and other adjustments																		(10)																														(10)
Acquisition and other adjustments of nonredeemable noncontrolling interests																																										(19)						(19)
Distribution to nonredeemable noncontrolling interests																																										(158)						(158)
Balance at June 30, 2025						905						$	9					$	—					$	97,250					$	(1,593)					$	(942)					$	5,745					$	100,469
Balance at March 31, 2024						920						$	9					$	—					$	90,118					$	(2,218)					$	(1,221)					$	5,682					$	92,370
Net earnings																								4,216																		158						4,374
Other comprehensive (loss) income																														(78)						94												16
Issuances of common stock, and related tax effects						1						—						196																														196
Share-based compensation																		210																														210
Common share repurchases						—						—						3						1																								4
Cash dividends paid on common shares ($2.10 per share)																								(1,935)																								(1,935)
Redeemable noncontrolling interests fair value and other adjustments																		(36)																														(36)
Acquisition and other adjustments of nonredeemable noncontrolling interests																																										(338)						(338)
Distribution to nonredeemable noncontrolling interests																																										(185)						(185)
Balance at June 30, 2024						921						$	9					$	373					$	92,400					$	(2,296)					$	(1,127)					$	5,317					$	94,676

See Notes to the Condensed Consolidated Financial Statements

UnitedHealth Group

Condensed Consolidated Statements of Changes in Equity

(Unaudited)

						Common Stock												Additional Paid-In Capital						Retained Earnings						Accumulated Other Comprehensive Loss												Nonredeemable Noncontrolling Interests						Total Equity
Six months ended June 30, (in millions)						Shares						Amount												Net Unrealized (Losses) Gains on Investments						Foreign Currency Translation (Losses) Gains
Balance at January 1, 2025						915						$	9					$	—					$	96,036					$	(2,226)					$	(1,161)					$	5,610					$	98,268
Net earnings																								9,698																		297						9,995
Other comprehensive income																														633						219												852
Issuances of common stock, and related tax effects						2						—						379																														379
Share-based compensation																		591																														591
Common share repurchases						(12)						—						(955)						(4,572)																								(5,527)
Cash dividends paid on common shares ($4.31 per share)																								(3,912)																								(3,912)
Redeemable noncontrolling interests fair value and other adjustments																		(15)																														(15)
Acquisition and other adjustments of nonredeemable noncontrolling interests																																										175						175
Distribution to nonredeemable noncontrolling interests																																										(337)						(337)
Balance at June 30, 2025						905						$	9					$	—					$	97,250					$	(1,593)					$	(942)					$	5,745					$	100,469
Balance at January 1, 2024						924						$	9					$	—					$	95,774					$	(1,971)					$	(5,056)					$	5,665					$	94,421
Net earnings																								2,807																		307						3,114
Other comprehensive (loss) income																														(325)						3,929												3,604
Issuances of common stock, and related tax effects						3						—						438																														438
Share-based compensation																		562																														562
Common share repurchases						(6)						—						(571)						(2,517)																								(3,088)
Cash dividends paid on common shares ($3.98 per share)																								(3,664)																								(3,664)
Redeemable noncontrolling interests fair value and other adjustments																		(56)																														(56)
Acquisition and other adjustments of nonredeemable noncontrolling interests																																										(319)						(319)
Distribution to nonredeemable noncontrolling interests																																										(336)						(336)
Balance at June 30, 2024						921						$	9					$	373					$	92,400					$	(2,296)					$	(1,127)					$	5,317					$	94,676

See Notes to the Condensed Consolidated Financial Statements

UnitedHealth Group

Condensed Consolidated Statements of Cash Flows

(Unaudited)

						Six Months Ended June 30,
(in millions)						2025						2024
Operating activities
Net earnings						$	10,046					$	3,200
Noncash items:
Depreciation and amortization						2,145						2,017
Deferred income taxes						(87)						(358)
Share-based compensation						572						594
Loss on sale of subsidiary and subsidiaries held for sale						56						8,311
Other, net						127						459
Net change in other operating items, net of effects from acquisitions and dispositions:
Accounts receivable						(1,681)						(2,471)
Other assets						(2,143)						(4,121)
Medical costs payable						4,371						777
Accounts payable and other liabilities						(480)						36
Unearned revenues						(282)						(554)
Cash flows from operating activities						12,644						7,890
Investing activities
Purchases of investments						(8,180)						(10,130)
Sales of investments						5,181						5,288
Maturities of investments						4,326						4,621
Cash paid for acquisitions and other transactions, net of cash assumed						(734)						(3,031)
Purchases of property, equipment and capitalized software						(1,784)						(1,596)
Loans to care providers - cyberattack						—						(8,100)
Repayments of care provider loans - cyberattack						1,293						604
Other, net						(1,618)						(1,413)
Cash flows used for investing activities						(1,516)						(13,757)
Financing activities
Common share repurchases						(5,545)						(3,072)
Cash dividends paid						(3,912)						(3,664)
Proceeds from common stock issuances						581						744
Repayments of long-term debt						—						(1,750)
(Repayments of) proceeds from short-term borrowings, net						(1,403)						8,615
Proceeds from issuance of long-term debt						2,969						5,925
Customer funds administered						(25)						990
Other, net						(513)						(753)
Cash flows (used for) from financing activities						(7,848)						7,035
Effect of exchange rate changes on cash and cash equivalents						29						(44)
Increase in cash and cash equivalents, including cash within businesses held for sale						3,309						1,124
Less: net increase in cash within businesses held for sale						(25)						(265)
Net increase in cash and cash equivalents						3,284						859
Cash and cash equivalents, beginning of period						25,312						25,427
Cash and cash equivalents, end of period						$	28,596					$	26,286

See Notes to the Condensed Consolidated Financial Statements

UnitedHealth Group

Notes to the Condensed Consolidated Financial Statements

(Unaudited)

1. Basis of Presentation

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.

The Company has prepared the Condensed Consolidated Financial Statements according to U.S. Generally Accepted Accounting Principles (GAAP) and has included the accounts of UnitedHealth Group and its subsidiaries. The year-end condensed consolidated balance sheet was derived from audited financial statements, but does not include all disclosures required by GAAP. In accordance with the rules and regulations of the U.S. Securities and Exchange Commission (SEC), the Company has omitted certain footnote disclosures that would substantially duplicate the disclosures contained in its annual audited Consolidated Financial Statements. Therefore, these Condensed Consolidated Financial Statements should be read together with the Consolidated Financial Statements and the Notes included in Part II, Item 8, “Financial Statements and Supplementary Data” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 as filed with the SEC (2024 10-K). The accompanying Condensed Consolidated Financial Statements include all normal recurring adjustments necessary to present the interim financial statements fairly.

Use of Estimates

These Condensed 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 that are 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 - Products and Services

As of June 30, 2025 and December 31, 2024, accounts receivable related to products and services were $9.8 billion and $9.9 billion, respectively. As of June 30, 2025, 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 $11.9 billion, of which approximately half is expected to be recognized in the next three years.

2. 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
June 30, 2025
Debt securities - available-for-sale:
U.S. government and agency obligations						$	4,189					$	3					$	(186)					$	4,006
State and municipal obligations						7,234						7						(375)						6,866
Corporate obligations						24,044						106						(735)						23,415
U.S. agency mortgage-backed securities						10,341						8						(783)						9,566
Non-U.S. agency mortgage-backed securities						2,875						7						(127)						2,755
Total debt securities - available-for-sale						48,683						131						(2,206)						46,608
Debt securities - held-to-maturity:
U.S. government and agency obligations						448						1						(1)						448
State and municipal obligations						26						—						(3)						23
Corporate obligations						19						—						—						19
Total debt securities - held-to-maturity						493						1						(4)						490
Total debt securities						$	49,176					$	132					$	(2,210)					$	47,098
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

The Company held $5.4 billion and $4.9 billion of equity securities as of June 30, 2025 and December 31, 2024, respectively. The Company’s investments in equity securities primarily consist of venture investments and employee savings plan related investments. Additionally, the Company’s investments included $3.4 billion and $3.8 billion of equity method investments primarily in operating businesses in the health care sector as of June 30, 2025 and December 31, 2024, respectively. The allowance for credit losses on held-to-maturity securities at June 30, 2025 and December 31, 2024 was not material.

The amortized cost and fair value of debt securities as of June 30, 2025, 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						$	3,530					$	3,506					$	319					$	319
Due after one year through five years						14,415						14,106						152						152
Due after five years through ten years						11,983						11,485						5						5
Due after ten years						5,539						5,190						17						14
U.S. agency mortgage-backed securities						10,341						9,566						—						—
Non-U.S. agency mortgage-backed securities						2,875						2,755						—						—
Total debt securities						$	48,683					$	46,608					$	493					$	490

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
June 30, 2025
Debt securities - available-for-sale:
U.S. government and agency obligations						$	1,377					$	(21)					$	1,833					$	(165)					$	3,210					$	(186)
State and municipal obligations						2,116						(93)						4,037						(282)						6,153						(375)
Corporate obligations						4,988						(80)						10,214						(655)						15,202						(735)
U.S. agency mortgage-backed securities						3,914						(110)						4,561						(673)						8,475						(783)
Non-U.S. agency mortgage-backed securities						300						(2)						1,636						(125)						1,936						(127)
Total debt securities - available-for-sale						$	12,695					$	(306)					$	22,281					$	(1,900)					$	34,976					$	(2,206)
December 31, 2024
Debt securities - available-for-sale:
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)

The Company’s unrealized losses from debt securities as of June 30, 2025 were generated from approximately 28,000 positions out of a total of 43,000 positions. The Company believes that 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 collectability 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 June 30, 2025, the Company did not have the intent to sell any of the available-for-sale debt 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 at June 30, 2025 and December 31, 2024 was not material.

3. Fair Value

Certain assets and liabilities are measured at fair value in the Condensed Consolidated Financial Statements or have fair values disclosed in the Notes to the Condensed Consolidated Financial Statements. These assets and liabilities are classified into one of three levels of a hierarchy defined by GAAP.

For a description of the methods and assumptions that are used to estimate the fair value and determine the fair value hierarchy classification of each class of financial instrument, see Note 4 of Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data” in the 2024 10-K.

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 Condensed 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
June 30, 2025
Cash and cash equivalents						$	23,299					$	5,297					$	—					$	28,596
Debt securities - available-for-sale:
U.S. government and agency obligations						3,876						130						—						4,006
State and municipal obligations						—						6,866						—						6,866
Corporate obligations						—						22,942						473						23,415
U.S. agency mortgage-backed securities						—						9,566						—						9,566
Non-U.S. agency mortgage-backed securities						—						2,755						—						2,755
Total debt securities - available-for-sale						3,876						42,259						473						46,608
Equity securities						1,879						213						207						2,299
Total assets at fair value						$	29,054					$	47,769					$	680					$	77,503
Percentage of total assets at fair value						37		%				62		%				1		%				100		%
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		%

There were no transfers in or out of Level 3 financial assets or liabilities during the six months ended June 30, 2025 or 2024.

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 Condensed 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
June 30, 2025
Debt securities - held-to-maturity						$	466					$	24					$	—					$	490					$	493
Long-term debt and other financing obligations						$	—					$	74,304					$	—					$	74,304					$	79,193
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

Nonfinancial assets and liabilities or financial assets and liabilities that are 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. The assets and liabilities within our South American operations held for sale as of June 30, 2025 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 significant fair value adjustments for assets and liabilities recorded during the six months ended June 30, 2025 or 2024.

4. Medical Costs Payable

The following table shows the components of the change in medical costs payable for the six months ended June 30:

(in millions)						2025						2024
Medical costs payable, beginning of period						$	34,224					$	32,395
Acquisitions (dispositions), net						—						(687)
Reported medical costs:
Current year						152,316						131,583
Prior years						(320)						(390)
Total reported medical costs						151,996						131,193
Medical payments:
Payments for current year						(118,793)						(102,288)
Payments for prior years						(28,998)						(27,887)
Total medical payments						(147,791)						(130,175)
Less: increase in medical costs payable included within businesses held for sale						(2)						(179)
Medical costs payable, end of period						$	38,427					$	32,547

For the six months ended June 30, 2025 and 2024, prior years’ medical cost reserve development included no individual factors that were significant. Medical costs payable included reserves for claims incurred by consumers but not yet reported to the Company of $26.8 billion and $23.7 billion at June 30, 2025 and December 31, 2024, respectively.

5. Short-Term Borrowings and Long-Term Debt

In June 2025, the Company issued $3.0 billion of senior unsecured notes consisting of the following:

(in millions, except percentages)						Par Value
4.4%, June 2028						$	500
4.65%, January 2031						750
5.3%, June 2035						1,000
5.95%, June 2055						750

For more information on the Company’s short-term borrowings, debt covenants and long-term debt, see Note 8 of Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data” in the 2024 10-K.

6. Dividends

In June 2025, the Company’s Board of Directors increased the Company’s quarterly cash dividend to shareholders to an annual rate of $8.84 compared to $8.40 per share, which the Company had paid since June 2024. Declaration and payment of future quarterly dividends is at the discretion of the Board of Directors and may be adjusted as business needs or market conditions change.

The following table provides details of the Company’s dividend payments during the six months ended June 30, 2025:

Payment Date						Amount per Share						Total Amount Paid
												(in millions)
March 18						$	2.10					$	1,912
June 24						2.21						2,000

7. Commitments and Contingencies

Pending Acquisitions

As of June 30, 2025, the Company had 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, was 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, shareholders, 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 the Centers for Medicare and Medicaid Services (CMS), state insurance and health and welfare departments, state attorneys general, the Office of the Inspector General (OIG), 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 Internal Revenue Service, the U.S. Drug Enforcement Administration, the U.S. Department of Labor, the Federal Deposit Insurance Corporation, 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. The Company has also been responding to subpoenas, information requests and investigations from governmental entities. The Company can provide no assurance as to the scope and outcome of these matters and no assurance as to whether its business, financial condition or results of operations will be materially adversely affected. 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 and OIG have 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. In March 2025, a Special Master appointed by the court issued a report recommending that the court enter summary judgment in the Company’s favor on all remaining claims. In April 2025, the DOJ filed a motion asking the court to reject the Special Master’s report. The Company cannot reasonably estimate the outcome which may result from this matter given its procedural status.

8. Held for Sale

The Company’s planned sales of its remaining South American operations are expected to close within the year, subject to regulatory and other customary closing conditions. Assets and liabilities held for sale have been included within prepaid expenses and other current assets and other current liabilities on the Condensed Consolidated Balance Sheet, respectively.

The assets and liabilities of the held for sale disposal groups as of June 30, 2025, were as follows:

(in millions)						Businesses Held for Sale
Assets
Cash and cash equivalents						$	244
Accounts receivable and other current assets						674
Property, equipment and capitalized software						719
Goodwill and other intangible assets						442
Other long-term assets						292
Remeasurement of assets of businesses held for sale to fair value less cost to sell(1)						(1,314)
Total assets						$	1,057
Liabilities
Medical costs payable						$	181
Accounts payable and other current liabilities						368
Other long-term liabilities						436
Total liabilities						$	985

(1) Includes the effect of $847 million of cumulative foreign currency translation losses and $50 million of noncontrolling interests.

9. Segment Financial Information

The Company’s four reportable segments are UnitedHealthcare, Optum Health, Optum Insight and Optum Rx. For more information on the Company’s segments, see Part I, Item I, “Business” and Note 14 of Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data” in the 2024 10-K.

The following tables present reportable segment financial information:

												Optum
(in millions)						UnitedHealthcare						Optum Health						Optum Insight						Optum Rx						Optum Eliminations						Optum						Corporate and Eliminations						Consolidated
Three Months Ended June 30, 2025
Revenues - unaffiliated customers:
Premiums						$	83,019					$	4,886					$	—					$	—					$	—					$	4,886					$	—					$	87,905
Products						—						65						44						13,455						—						13,564						—						13,564
Services						2,511						3,846						1,516						1,166						—						6,528						—						9,039
Total revenues - unaffiliated customers						85,530						8,797						1,560						14,621						—						24,978						—						110,508
Total revenues - affiliated customers						—						15,953						3,236						23,790						(1,267)						41,712						(41,712)						—
Investment and other income						573						455						32						48						—						535						—						1,108
Total revenues						$	86,103					$	25,205					$	4,828					$	38,459					$	(1,267)					$	67,225					$	(41,712)					$	111,616
Total operating costs (a)						$	84,028					$	24,569					$	3,830					$	37,018					$	(1,267)					$	64,150					$	(41,712)					$	106,466
Earnings from operations						$	2,075					$	636					$	998					$	1,441					$	—					$	3,075					$	—					$	5,150
Interest expense						—						—						—						—						—						—						(1,027)						(1,027)
Loss on sale of subsidiary and subsidiaries held for sale						(41)						—						—						—						—						—						—						(41)
Earnings before income taxes						$	2,034					$	636					$	998					$	1,441					$	—					$	3,075					$	(1,027)					$	4,082
Total assets						$	129,587					$	96,452					$	33,716					$	61,674					$	—					$	191,842					$	(12,856)					$	308,573
Purchases of property, equipment and capitalized software						193						306						289						98						—						693						—						886
Depreciation and Amortization						221						296						351						216						—						863						—						1,084
Three Months Ended June 30, 2024
Revenues - unaffiliated customers:
Premiums						$	70,950					$	5,947					$	—					$	—					$	—					$	5,947					$	—					$	76,897
Products						—						62						41						12,108						—						12,211						—						12,211
Services						2,388						4,083						1,405						874						—						6,362						—						8,750
Total revenues - unaffiliated customers						73,338						10,092						1,446						12,982						—						24,520						—						97,858
Total revenues - affiliated customers						—						16,576						3,070						19,373						(1,129)						37,890						(37,890)						—
Investment and other income						528						382						27						60						—						469						—						997
Total revenues						$	73,866					$	27,050					$	4,543					$	32,415					$	(1,129)					$	62,879					$	(37,890)					$	98,855
Total operating costs (a)						$	69,862					$	25,131					$	3,997					$	31,009					$	(1,129)					$	59,008					$	(37,890)					$	90,980
Earnings from operations						$	4,004					$	1,919					$	546					$	1,406					$	—					$	3,871					$	—					$	7,875
Interest expense						—						—						—						—						—						—						(985)						(985)
Loss on sale of subsidiary and subsidiaries held for sale						(1,225)						—						—						—						—						—						—						(1,225)
Earnings before income taxes						$	2,779					$	1,919					$	546					$	1,406					$	—					$	3,871					$	(985)					$	5,665
Total assets						$	109,441					$	93,858					$	34,244					$	56,058					$	—					$	184,160					$	(7,545)					$	286,056
Purchases of property, equipment and capitalized software						187						230						344						92						—						666						—						853
Depreciation and Amortization						221						277						316						206						—						799						—						1,020

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

												Optum
(in millions)						UnitedHealthcare						Optum Health						Optum Insight						Optum Rx						Optum Eliminations						Optum						Corporate and Eliminations						Consolidated
Six Months Ended June 30, 2025
Revenues - unaffiliated customers:
Premiums						$	164,532					$	9,907					$	—					$	—					$	—					$	9,907					$	—					$	174,439
Products						—						130						88						26,382						—						26,600						—						26,600
Services						5,087						7,720						3,017						2,187						—						12,924						—						18,011
Total revenues - unaffiliated customers						169,619						17,757						3,105						28,569						—						49,431						—						219,050
Total revenues - affiliated customers						—						31,867						6,298						44,927						(2,453)						80,639						(80,639)						—
Investment and other income						1,101						890						55						95						—						1,040						—						2,141
Total revenues						$	170,720					$	50,514					$	9,458					$	73,591					$	(2,453)					$	131,110					$	(80,639)					$	221,191
Total operating costs (a)						$	163,419					$	48,264					$	7,499					$	70,832					$	(2,453)					$	124,142					$	(80,639)					$	206,922
Earnings from operations						$	7,301					$	2,250					$	1,959					$	2,759					$	—					$	6,968					$	—					$	14,269
Interest expense						—						—						—						—						—						—						(2,025)						(2,025)
Loss on sale of subsidiary and subsidiaries held for sale						(56)						—						—						—						—						—						—						(56)
Earnings before income taxes						$	7,245					$	2,250					$	1,959					$	2,759					$	—					$	6,968					$	(2,025)					$	12,188
Total assets						$	129,587					$	96,452					$	33,716					$	61,674					$	—					$	191,842					$	(12,856)					$	308,573
Purchases of property, equipment and capitalized software						389						585						627						183						—						1,395						—						1,784
Depreciation and Amortization						440						583						695						427						—						1,705						—						2,145
Six Months Ended June 30, 2024
Revenues - unaffiliated customers:
Premiums						$	143,243					$	11,642					$	—					$	—					$	—					$	11,642					$	—					$	154,885
Products						—						121						82						23,917						—						24,120						—						24,120
Services						4,917						8,053						3,107						1,561						—						12,721						—						17,638
Total revenues - unaffiliated customers						148,160						19,816						3,189						25,478						—						48,483						—						196,643
Total revenues - affiliated customers						—						33,193						5,801						37,654						(2,145)						74,503						(74,503)						—
Investment and other income						1,063						772						55						118						—						945						—						2,008
Total revenues						$	149,223					$	53,781					$	9,045					$	63,250					$	(2,145)					$	123,931					$	(74,503)					$	198,651
Total operating costs (a)						$	140,824					$	49,963					$	8,009					$	60,697					$	(2,145)					$	116,524					$	(74,503)					$	182,845
Earnings from operations						$	8,399					$	3,818					$	1,036					$	2,553					$	—					$	7,407					$	—					$	15,806
Interest expense						—						—						—						—						—						—						(1,829)						(1,829)
Loss on sale of subsidiary and subsidiaries held for sale						(8,311)						—						—						—						—						—						—						(8,311)
Earnings before income taxes						$	88					$	3,818					$	1,036					$	2,553					$	—					$	7,407					$	(1,829)					$	5,666
Total assets						$	109,441					$	93,858					$	34,244					$	56,058					$	—					$	184,160					$	(7,545)					$	286,056
Purchases of property, equipment and capitalized software						370						468						589						169						—						1,226						—						1,596
Depreciation and Amortization						456						549						626						386						—						1,561						—						2,017

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