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Item 1. FINANCIAL STATEMENTS

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Item 1. FINANCIAL STATEMENTS

UnitedHealth Group

Condensed Consolidated Balance Sheets

(Unaudited)

(in millions, except per share data)June 30, 2026December 31, 2025
Assets
Current assets:
Cash and cash equivalents$28,585$24,365
Short-term investments2,8833,756
Accounts receivable, net21,57323,018
Other current receivables, net24,72229,697
Prepaid expenses and other current assets9,0979,746
Total current assets86,86090,582
Long-term investments57,71654,251
Property, equipment and capitalized software, net10,76210,762
Goodwill110,645110,499
Other intangible assets, net19,74920,474
Other assets23,99523,013
Total assets$309,727$309,581
Liabilities, redeemable noncontrolling interests and equity
Current liabilities:
Medical costs payable$38,930$39,337
Accounts payable and accrued liabilities39,74138,032
Short-term borrowings and current maturities of long-term debt3,8276,069
Unearned revenues2,9863,413
Other current liabilities26,33628,046
Total current liabilities111,820114,897
Long-term debt, less current maturities69,50172,320
Deferred income taxes2,7222,421
Other liabilities19,73518,245
Total liabilities203,778207,883
Commitments and contingencies (Note 7)
Redeemable noncontrolling interests1,4361,608
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 906 issued and outstanding99
Additional paid-in capital—559
Retained earnings100,95795,603
Accumulated other comprehensive loss(2,519)(2,061)
Nonredeemable noncontrolling interests6,0665,980
Total equity104,513100,090
Total liabilities, redeemable noncontrolling interests and equity$309,727$309,581

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)2026202520262025
Revenues:
Premiums$86,956$87,905$174,517$174,439
Products13,83513,56427,08526,600
Services10,0189,03919,79718,011
Investment and other income1,2231,1082,3542,141
Total revenues112,032111,616223,753221,191
Operating costs:
Medical costs75,35878,585148,847151,996
Operating costs14,26813,77829,65827,372
Cost of products sold13,37513,01926,19825,409
Depreciation and amortization1,0401,0842,0692,145
Total operating costs104,041106,466206,772206,922
Earnings from operations7,9915,15016,98114,269
Interest expense(962)(1,027)(1,917)(2,025)
Loss on sale of subsidiary and subsidiaries held for sale(61)(41)(133)(56)
Earnings before income taxes6,9684,08214,93112,188
Provision for income taxes(1,298)(510)(2,780)(2,142)
Net earnings5,6703,57212,15110,046
Earnings attributable to noncontrolling interests(186)(166)(387)(348)
Net earnings attributable to UnitedHealth Group common shareholders$5,484$3,406$11,764$9,698
Earnings per share attributable to UnitedHealth Group common shareholders:
Basic$6.06$3.76$12.98$10.66
Diluted$6.04$3.74$12.94$10.61
Basic weighted-average number of common shares outstanding902907905910
Dilutive effect of common share equivalents4334
Diluted weighted-average number of common shares outstanding906910908914
Anti-dilutive shares excluded from the calculation of dilutive effect of common share equivalents12131510

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)2026202520262025
Net earnings$5,670$3,572$12,151$10,046
Other comprehensive income (loss):
Gross unrealized (losses) gains on investment securities during the period(28)327(398)848
Income tax effect7(75)91(194)
Total unrealized (losses) gains, net of tax(21)252(307)654
Gross reclassification adjustment for net realized losses (gains) included in net earnings5(17)10(27)
Income tax effect(1)4(2)6
Total reclassification adjustment, net of tax4(13)8(21)
Foreign currency translation gains601311219
Reclassification adjustment for translation gains included in net earnings——(160)—
Total foreign currency translation gains (losses)60131(159)219
Other comprehensive income (loss)43370(458)852
Comprehensive income5,7133,94211,69310,898
Comprehensive income attributable to noncontrolling interests(186)(166)(387)(348)
Comprehensive income attributable to UnitedHealth Group common shareholders$5,527$3,776$11,306$10,550

See Notes to the Condensed Consolidated Financial Statements

UnitedHealth Group

Condensed Consolidated Statements of Changes in Equity

(Unaudited)

Common StockAdditional Paid-In CapitalRetained EarningsAccumulated Other Comprehensive LossNonredeemable Noncontrolling InterestsTotal Equity
Three months ended June 30, (in millions)SharesAmountNet Unrealized (Losses) Gains on InvestmentsForeign Currency Translation (Losses) Gains
Balance at March 31, 2026908$9$556$99,878$(1,360)$(1,202)$6,014$103,895
Net earnings5,4841685,652
Other comprehensive (loss) income(17)6043
Issuances of common stock, and related tax effects1—105105
Share-based compensation237237
Common share repurchases(4)—(914)(2,318)(3,232)
Cash dividends paid on common shares ($2.32 per share)(2,087)(2,087)
Redeemable noncontrolling interests fair value and other adjustments1616
Acquisition and other adjustments of nonredeemable noncontrolling interests6363
Distribution to nonredeemable noncontrolling interests(179)(179)
Balance at June 30, 2026905$9$—$100,957$(1,377)$(1,142)$6,066$104,513
Balance at March 31, 2025910$9$—$97,934$(1,832)$(1,073)$5,773$100,811
Net earnings3,4061493,555
Other comprehensive income239131370
Issuances of common stock, and related tax effects1—196196
Share-based compensation229229
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, 2025905$9$—$97,250$(1,593)$(942)$5,745$100,469

See Notes to the Condensed Consolidated Financial Statements

UnitedHealth Group

Condensed Consolidated Statements of Changes in Equity

(Unaudited)

Common StockAdditional Paid-In CapitalRetained EarningsAccumulated Other Comprehensive LossNonredeemable Noncontrolling InterestsTotal Equity
Six months ended June 30, (in millions)SharesAmountNet Unrealized (Losses) Gains on InvestmentsForeign Currency Translation (Losses) Gains
Balance at January 1, 2026906$9$559$95,603$(1,078)$(983)$5,980$100,090
Net earnings11,76433512,099
Other comprehensive loss(299)(159)(458)
Issuances of common stock, and related tax effects3—194194
Share-based compensation590590
Common share repurchases(4)—(1,410)(2,318)(3,728)
Cash dividends paid on common shares ($4.53 per share)(4,092)(4,092)
Redeemable noncontrolling interests fair value and other adjustments6767
Acquisition and other adjustments of nonredeemable noncontrolling interests9494
Distribution to nonredeemable noncontrolling interests(343)(343)
Balance at June 30, 2026905$9$—$100,957$(1,377)$(1,142)$6,066$104,513
Balance at January 1, 2025915$9$—$96,036$(2,226)$(1,161)$5,610$98,268
Net earnings9,6982979,995
Other comprehensive income633219852
Issuances of common stock, and related tax effects2—379379
Share-based compensation591591
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 interests175175
Distribution to nonredeemable noncontrolling interests(337)(337)
Balance at June 30, 2025905$9$—$97,250$(1,593)$(942)$5,745$100,469

See Notes to the Condensed Consolidated Financial Statements

UnitedHealth Group

Condensed Consolidated Statements of Cash Flows

(Unaudited)

Six Months Ended June 30,
(in millions)20262025
Operating activities
Net earnings$12,151$10,046
Noncash items:
Depreciation and amortization2,0692,145
Deferred income taxes411(87)
Share-based compensation624572
Loss on sale of subsidiary and subsidiaries held for sale13356
Other, net(235)127
Net change in other operating items, net of effects from acquisitions and dispositions:
Accounts receivable1,481(1,681)
Other assets3,020(2,143)
Medical costs payable(420)4,371
Accounts payable and other liabilities1,152(480)
Unearned revenues(422)(282)
Cash flows from operating activities19,96412,644
Investing activities
Purchases of investments(10,125)(8,180)
Sales of investments2,6645,181
Maturities of investments4,7104,326
Cash paid for acquisitions and other transactions, net of cash assumed(98)(734)
Purchases of property, equipment and capitalized software(1,562)(1,784)
Repayments of care provider loans - cyberattack1971,293
Originations and purchases of loans(2,745)(2,225)
Repayments and maturities of loans1,424588
Cash received from dispositions and other strategic transactions, net1,091109
Other, net199(90)
Cash flows used for investing activities(4,245)(1,516)
Financing activities
Common share repurchases(1,646)(5,545)
Cash dividends paid(4,092)(3,912)
Proceeds from common stock issuances359581
Repayments of long-term debt(2,500)—
Repayments of short-term borrowings, net(2,313)(1,403)
Proceeds from issuance of long-term debt—2,969
Customer funds administered332(25)
Other, net(1,755)(513)
Cash flows used for financing activities(11,615)(7,848)
Effect of exchange rate changes on cash and cash equivalents(3)29
Increase in cash and cash equivalents, including cash within businesses held for sale4,1013,309
Less: net change in cash within businesses held for sale119(25)
Net increase in cash and cash equivalents4,2203,284
Cash and cash equivalents, beginning of period24,36525,312
Cash and cash equivalents, end of period$28,585$28,596

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, including variable interest entities. Intercompany accounts and transactions have been eliminated. 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, 2025 as filed with the SEC (2025 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, 2026 and December 31, 2025, accounts receivable related to products and services were $9.5 billion and $9.7 billion, respectively. As of June 30, 2026, 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 $10.7 billion, of which more than half is expected to be recognized in the next three years.

Receivables Financing Facility

The Company has a $3.3 billion 364-day uncommitted receivables financing facility under which certain receivables may be sold to financial institutions. During the six months ended June 30, 2026, the Company sold $3.2 billion of receivables under the receivables financing facility, of which $1.7 billion has been collected from counterparties, with $130 million not yet remitted to financial institutions. During the six months ended June 30, 2026, the Company also remitted $2.0 billion to financial institutions related to receivables sold in 2025. This was comprised of $1.0 billion collected but not remitted in 2025 and an additional $1.0 billion collected in 2026. The loss on discounted receivables was immaterial for the three and six months ended June 30, 2026.

Net Portfolio Divestitures and Restructuring and Other Actions

Net Portfolio Divestitures

In the fourth quarter of 2025, the Company took various actions as a result of a strategic review of its assets and businesses aimed at advancing and scaling its core operations, including the value-based care business at Optum Health. For the three and six months ended June 30, 2026, these actions resulted in a net loss of $39 million and a net gain of $191 million, respectively. For the three and six months ended June 30, 2026, net portfolio divestitures included incremental losses on businesses held for sale, while the year-to-date results also included a net gain on the sales of businesses previously held for sale as of December 31, 2025. By segment, second quarter impacts consisted of net losses of $35 million and $4 million at Optum Health and Optum Insight, respectively. Year-to-date impacts consisted of gains of $524 million and $8 million at Optum Insight and Optum Rx, respectively, partially offset by a net loss of $341 million at Optum Health. Gains and losses on portfolio actions were recorded within operating costs on the Condensed Consolidated Statements of Operations.

Restructuring and Other Actions

For the three and six months ended June 30, 2026, restructuring and other actions included the net decrease in loss contract reserves of $50 million and $187 million, respectively, and net valuation gains on equity securities of $1 million and $60 million, respectively, while the year-to-date results also included a $400 million contribution to the United Health Foundation funded by the cash gain on the disposition of an Optum Insight business. By segment, the second quarter impact was $51 million at Optum Health. Year-to-date impacts were $339 million at Optum Insight, partially offset by $186 million at Optum Health. During the three months ended June 30, 2026, these items increased investment and other income by $1 million and decreased medical costs by $50 million. For the six months ended June 30, 2026, these items increased operating costs by $415 million, partially offset by a $75 million increase to investment and other income and $187 million decrease in medical costs, as reflected on the Condensed Consolidated Statements of Operations.

2. Investments

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

(in millions)Amortized CostGross Unrealized GainsGross Unrealized LossesFair Value
June 30, 2026
Debt securities - available-for-sale:
U.S. government and agency obligations$3,227$—$(180)$3,047
State and municipal obligations5,75220(221)5,551
Corporate obligations28,89272(703)28,261
U.S. agency mortgage-backed securities10,93913(684)10,268
Non-U.S. agency mortgage-backed securities3,2594(105)3,158
Total debt securities - available-for-sale52,069109(1,893)50,285
Debt securities - held-to-maturity:
U.S. government and agency obligations448—(2)446
State and municipal obligations25—(2)23
Corporate obligations3——3
Total debt securities - held-to-maturity476—(4)472
Total debt securities$52,545$109$(1,897)$50,757
December 31, 2025
Debt securities - available-for-sale:
U.S. government and agency obligations$4,086$2$(156)$3,932
State and municipal obligations6,53324(232)6,325
Corporate obligations25,927159(540)25,546
U.S. agency mortgage-backed securities10,28433(598)9,719
Non-U.S. agency mortgage-backed securities2,74811(99)2,660
Total debt securities - available-for-sale49,578229(1,625)48,182
Debt securities - held-to-maturity:
U.S. government and agency obligations4612(1)462
State and municipal obligations26—(2)24
Corporate obligations3——3
Total debt securities - held-to-maturity4902(3)489
Total debt securities$50,068$231$(1,628)$48,671

The Company held $5.9 billion and $5.5 billion of equity securities as of June 30, 2026 and December 31, 2025, respectively. The Company’s investments in equity securities primarily consist of venture investments and employee savings plan related investments. The carrying values of equity securities held at fair value on a non-recurring basis were $3.6 billion and $3.3 billion, including cumulative net unrealized gains of $976 million and $846 million, as of June 30, 2026 and December 31, 2025, respectively.

Additionally, the Company’s investments included $4.0 billion and $3.8 billion of equity method investments primarily in operating businesses in the health care sector as of June 30, 2026 and December 31, 2025, respectively. The allowance for credit losses on held-to-maturity securities at June 30, 2026 and December 31, 2025 was not material.

The amortized cost and fair value of debt securities as of June 30, 2026, by contractual maturity, were as follows:

Available-for-SaleHeld-to-Maturity
(in millions)Amortized CostFair ValueAmortized CostFair Value
Due in one year or less$2,957$2,942$280$280
Due after one year through five years14,19213,816175173
Due after five years through ten years12,80212,40844
Due after ten years7,9207,6931715
U.S. agency mortgage-backed securities10,93910,268——
Non-U.S. agency mortgage-backed securities3,2593,158——
Total debt securities$52,069$50,285$476$472

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 Months12 Months or GreaterTotal
(in millions)Fair ValueGross Unrealized LossesFair ValueGross Unrealized LossesFair ValueGross Unrealized Losses
June 30, 2026
U.S. government and agency obligations$1,055$(16)$1,871$(164)$2,926$(180)
State and municipal obligations1,063(12)3,346(209)4,409(221)
Corporate obligations13,357(154)8,371(549)21,728(703)
U.S. agency mortgage-backed securities3,585(64)5,025(620)8,610(684)
Non-U.S. agency mortgage-backed securities1,170(9)1,174(96)2,344(105)
Total debt securities - available-for-sale$20,230$(255)$19,787$(1,638)$40,017$(1,893)
December 31, 2025
U.S. government and agency obligations$500$(4)$2,339$(152)$2,839$(156)
State and municipal obligations523(8)4,342(224)4,865(232)
Corporate obligations2,661(16)10,399(524)13,060(540)
U.S. agency mortgage-backed securities346(1)6,665(597)7,011(598)
Non-U.S. agency mortgage-backed securities184(1)1,355(98)1,539(99)
Total debt securities - available-for-sale$4,214$(30)$25,100$(1,595)$29,314$(1,625)

The Company’s unrealized losses from debt securities as of June 30, 2026 were generated from approximately 31,000 positions out of a total of 42,000 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, 2026, 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, 2026 and December 31, 2025 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 2025 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, 2026
Cash and cash equivalents$15,784$12,801$—$28,585
Debt securities - available-for-sale:
U.S. government and agency obligations2,96186—3,047
State and municipal obligations—5,551—5,551
Corporate obligations—27,76150028,261
U.S. agency mortgage-backed securities—10,268—10,268
Non-U.S. agency mortgage-backed securities—3,158—3,158
Total debt securities - available-for-sale2,96146,82450050,285
Equity securities2,130—762,206
Loan receivables——799799
Total assets at fair value$20,875$59,625$1,375$81,875
Percentage of total assets at fair value25%73%2%100%
December 31, 2025
Cash and cash equivalents$19,848$4,517$—$24,365
Debt securities - available-for-sale:
U.S. government and agency obligations3,778154—3,932
State and municipal obligations—6,325—6,325
Corporate obligations—25,12342325,546
U.S. agency mortgage-backed securities—9,719—9,719
Non-U.S. agency mortgage-backed securities—2,660—2,660
Total debt securities - available-for-sale3,77843,98142348,182
Equity securities2,08320672,170
Loan receivables——882882
Total assets at fair value$25,709$48,518$1,372$75,599
Percentage of total assets at fair value34%64%2%100%

There were no transfers in or out of Level 3 financial assets or liabilities during the six months ended June 30, 2026 or 2025.

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 ValueTotal Carrying Value
June 30, 2026
Debt securities - held-to-maturity$449$23$—$472$476
Loan receivables—1,7188,0669,78410,029
Long-term debt and other financing obligations—69,046—69,04673,328
December 31, 2025
Debt securities - held-to-maturity$463$26$—$489$490
Loan receivables—1,7006,9238,6238,860
Long-term debt and other financing obligations—72,143—72,14376,140

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 businesses held for sale as of June 30, 2026 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, market conditions and third-party indications. There were no significant fair value adjustments for assets and liabilities recorded during the six months ended June 30, 2026 or 2025.

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)20262025
Medical costs payable, beginning of period$39,337$34,224
Reported medical costs:
Current year150,333152,316
Prior years(1,250)(320)
Changes in premium deficiency and loss contract reserves(236)—
Total reported medical costs148,847151,996
Medical payments:
Payments for current year(116,846)(118,793)
Payments for prior years(32,474)(28,998)
Total medical payments(149,320)(147,791)
Change in medical costs payable included within businesses held for sale66(2)
Medical costs payable, end of period$38,930$38,427

For the six months ended June 30, 2026, prior years’ medical cost reserve development was driven by a favorable respiratory illness season along with various other individually insignificant factors. For the six months ended June 30, 2025, prior years’ medical cost reserve development did not include any individually significant factors. Medical costs payable included reserves for claims incurred by consumers but not yet reported to the Company of $26.5 billion and $26.7 billion at June 30, 2026 and December 31, 2025, respectively.

5. Short-Term Borrowings and Long-Term Debt

As of June 30, 2026, the Company had no commercial paper outstanding. 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 2025 10-K.

6. Shareholders’ Equity

Dividends

In June 2026, the Company’s Board of Directors increased the Company’s quarterly cash dividend to shareholders to an annual rate of $9.28 compared to $8.84 per share, which the Company had paid since June 2025. 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 2026 dividend payments:

Payment DateAmount per ShareTotal Amount Paid
(in millions)
March 17$2.21$2,005
June 232.322,087

Forward Share Repurchase Contracts

During the six months ended June 30, 2026, the Company entered into forward contracts with a counterparty to repurchase up to $2.0 billion of its common stock, with settlement on or before July 1, 2026. A liability is established within other current liabilities on the Condensed Consolidated Balance Sheets with a corresponding reduction to additional paid-in-capital for the fair market value of the shares repurchased on the date the contract is completed. During the six months ended June 30, 2026, the counterparty completed the purchase of 6.4 million shares at an average price of $312.73 per share. As of June 30, 2026, the Company had a liability of $2.0 billion related to the settlement of the forward contracts, which was paid on July 1, 2026. The calculation of basic and diluted earnings per share includes an immaterial reduction to net earnings attributable to UnitedHealth Group common shareholders for undistributed earnings attributable to the shares held by the counterparty for both the three months and six months ended June 30, 2026.

7. Commitments and Contingencies

Pending Acquisitions

In the first quarter of 2026, the Company entered into an agreement to acquire a company in the health care sector for $3.0 billion. On July 2, 2026, the Company completed the acquisition for $1.5 billion in cash, with the remaining $1.5 billion payable within one year.

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 (IRS), 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.

Income Taxes - Internal Revenue Service Exams

On March 6, 2026, the Company received Notices of Proposed Adjustment (“NOPAs”) from the IRS for transactions undertaken during the 2017 through 2020 tax years involving intercompany transfer pricing with a foreign subsidiary. The IRS is seeking to significantly increase taxable income for each of the applicable periods and could also seek similar adjustments for subsequent years after 2020. The Company disagrees with the IRS’s proposed adjustments, believes its tax positions are properly supported, and intends to vigorously contest the position taken by the IRS and pursue all available administrative and judicial remedies. As of June 30, 2026, the Company believes its reserves for uncertain tax positions are adequate based on current available information.

For more information on the Company’s income taxes see Note 9 of Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data” in the 2025 10-K.

8. Held for Sale and Dispositions

In the fourth quarter of 2025, the Company entered into an agreement to sell its remaining South American operations, which is expected to close in the second half of 2026, subject to regulatory and other customary closing conditions. Losses related to this transaction are included within loss on sale of subsidiary and subsidiaries held for sale on the Condensed Consolidated Statements of Operations as they relate to the strategic exit of South American markets and include significant losses related to foreign currency translation effects.

The Company initiated various other dispositions in the fourth quarter of 2025, which are classified as held for sale. Losses related to these actions are included within operating costs on the Condensed Consolidated Statements of Operations.

The assets and liabilities of the held for sale disposal groups as of June 30, 2026, were as follows:

(in millions)South American BusinessesOther Businesses
Assets
Cash and cash equivalents$296$160
Accounts receivable and other current assets769177
Property, equipment and capitalized software877169
Goodwill17488
Other intangible assets258395
Other long-term assets321484
Remeasurement of assets of businesses held for sale to fair value less cost to sell(1)(1,656)(561)
Total assets$1,039$912
Liabilities
Medical costs payable$230$87
Accounts payable and other current liabilities388279
Other long-term liabilities368364
Total liabilities$986$730

(1) Includes the effect of $893 million of cumulative foreign currency translation losses and $273 million of noncontrolling interests for the South American businesses held for sale.

During the six months ended June 30, 2026, the Company completed dispositions of businesses that were classified as held for sale in the fourth quarter of 2025 for $1.1 billion of cash. The businesses held assets of $1.2 billion, liabilities of $445 million and had cumulative foreign currency translation gains of $160 million. As a result of the dispositions, the Company recorded a net gain of $211 million, which was included within operating costs on the Condensed Consolidated Statements of Operations, with a gain of $525 million at Optum Insight and an incremental loss of $314 million at Optum Health. The Company contributed $400 million of the proceeds from the disposition within Optum Insight to the United Health Foundation.

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 1, “Business” and Note 14 of Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data” in the 2025 10-K.

2026 Business Realignment

On January 1, 2026, the Company realigned certain businesses to respond to changes in the markets it serves and the opportunities that are emerging as the health system evolves. Optum Financial, including Optum Bank, which was historically included in Optum Health is now included in Optum Insight. The Company’s reportable segments remain unchanged, with prior period segment financial information recast to conform to the 2026 presentation.

The following tables present reportable segment financial information:

Optum
(in millions)UnitedHealthcareOptum Health (b)Optum Insight (b)Optum RxOptum Eliminations (b)OptumCorporate and EliminationsConsolidated
Three Months Ended June 30, 2026
Revenues - unaffiliated customers:
Premiums$82,613$4,343$—$—$—$4,343$—$86,956
Products—624513,728—13,835—13,835
Services2,7544,4741,5171,273—7,264—10,018
Total revenues - unaffiliated customers85,3678,8791,56215,001—25,442—110,809
Total revenues - affiliated customers—14,3533,55623,242(1,503)39,648(39,648)—
Investment and other income65024028449—573—1,223
Total revenues$86,017$23,472$5,402$38,292$(1,503)$65,663$(39,648)$112,032
Total operating costs (a)$82,075$22,282$4,033$36,802$(1,503)$61,614$(39,648)$104,041
Earnings from operations$3,942$1,190$1,369$1,490$—$4,049$—$7,991
Interest expense——————(962)(962)
Loss on sale of subsidiary and subsidiaries held for sale(61)——————(61)
Earnings before income taxes$3,881$1,190$1,369$1,490$—$4,049$(962)$6,968
Total assets$125,495$72,716$62,875$59,656$(475)$194,772$(10,540)$309,727
Purchases of property, equipment and capitalized software20721029191—592—799
Depreciation and Amortization176260414190—864—1,040
Three Months Ended June 30, 2025
Revenues - unaffiliated customers:
Premiums$83,019$4,886$—$—$—$4,886$—$87,905
Products—654413,455—13,564—13,564
Services2,5113,6891,6731,166—6,528—9,039
Total revenues - unaffiliated customers85,5308,6401,71714,621—24,978—110,508
Total revenues - affiliated customers—15,8453,26823,790(1,191)41,712(41,712)—
Investment and other income57324024748—535—1,108
Total revenues$86,103$24,725$5,232$38,459$(1,191)$67,225$(41,712)$111,616
Total operating costs (a)$84,028$24,296$4,027$37,018$(1,191)$64,150$(41,712)$106,466
Earnings from operations$2,075$429$1,205$1,441$—$3,075$—$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$429$1,205$1,441$—$3,075$(1,027)$4,082
Total assets$129,587$69,810$60,358$61,674$—$191,842$(12,856)$308,573
Purchases of property, equipment and capitalized software19329230398—693—886
Depreciation and Amortization221262385216—863—1,084

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

(b)Prior period amounts have been recast to reflect the realignment of Optum Financial.

Optum
(in millions)UnitedHealthcareOptum Health (b)Optum Insight (b)Optum RxOptum Eliminations (b)OptumCorporate and EliminationsConsolidated
Six Months Ended June 30, 2026
Revenues - unaffiliated customers:
Premiums$165,599$8,918$—$—$—$8,918$—$174,517
Products—1199026,876—27,085—27,085
Services5,5298,7093,1372,422—14,268—19,797
Total revenues - unaffiliated customers171,12817,7463,22729,298—50,271—221,399
Total revenues - affiliated customers—29,3516,67444,640(2,724)77,941(77,941)—
Investment and other income1,15448462690—1,200—2,354
Total revenues$172,282$47,581$10,527$74,028$(2,724)$129,412$(77,941)$223,753
Total operating costs (a)$162,646$45,250$8,195$71,346$(2,724)$122,067$(77,941)$206,772
Earnings from operations$9,636$2,331$2,332$2,682$—$7,345$—$16,981
Interest expense——————(1,917)(1,917)
Loss on sale of subsidiary and subsidiaries held for sale(133)——————(133)
Earnings before income taxes$9,503$2,331$2,332$2,682$—$7,345$(1,917)$14,931
Total assets$125,495$72,716$62,875$59,656$(475)$194,772$(10,540)$309,727
Purchases of property, equipment and capitalized software411394597160—1,151—1,562
Depreciation and Amortization394506806363—1,675—2,069
Six Months Ended June 30, 2025
Revenues - unaffiliated customers:
Premiums$164,532$9,907$—$—$—$9,907$—$174,439
Products—1308826,382—26,600—26,600
Services5,0877,4053,3322,187—12,924—18,011
Total revenues - unaffiliated customers169,61917,4423,42028,569—49,431—219,050
Total revenues - affiliated customers—31,6556,35944,927(2,302)80,639(80,639)—
Investment and other income1,10146548095—1,040—2,141
Total revenues$170,720$49,562$10,259$73,591$(2,302)$131,110$(80,639)$221,191
Total operating costs (a)$163,419$47,722$7,890$70,832$(2,302)$124,142$(80,639)$206,922
Earnings from operations$7,301$1,840$2,369$2,759$—$6,968$—$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$1,840$2,369$2,759$—$6,968$(2,025)$12,188
Total assets$129,587$69,810$60,358$61,674$—$191,842$(12,856)$308,573
Purchases of property, equipment and capitalized software389556656183—1,395—1,784
Depreciation and Amortization440517761427—1,705—2,145

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

(b)Prior period amounts have been recast to reflect the realignment of Optum Financial.

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