UnitedHealth Group (UNH) grows earnings as membership shrinks and margins improve
Rhea-AI Filing Summary
UnitedHealth Group reported solid second‑quarter 2026 results with total revenues of $112.0 billion, roughly flat year over year, while profitability improved sharply. Net earnings attributable to common shareholders rose to $5.48 billion from $3.41 billion, and diluted EPS increased to $6.04 from $3.74.
For the first six months of 2026, revenues were $223.8 billion, up 1%, with net earnings attributable to shareholders of $11.76 billion, up 21%. Operating performance improved as the medical care ratio declined to 86.7% from 89.4% and the operating margin expanded to 7.1% from 4.6%. Operating cash flow was very strong at $20.0 billion in the first half.
Membership declined, with UnitedHealthcare medical enrollment down to 48.5 million, including 9% reductions in Medicare Advantage and Medicaid lives, reflecting funding pressures, pricing and benefit actions, and state eligibility changes. Optum Health revenues fell 5% on fewer value‑based care patients, though segment earnings increased on cost management and reserve releases. The company raised its annualized dividend to $9.28 per share, repurchased about 10.5 million shares year‑to‑date, reduced long‑term debt, and completed portfolio divestitures while planning a $3.0 billion health care acquisition.
Positive
- Net earnings attributable to shareholders rose 61% in Q2 2026 to $5.48 billion, with diluted EPS up to $6.04 from $3.74, driven by lower medical costs, favorable reserve development and stronger segment profitability.
- Operating profitability improved meaningfully, as the medical care ratio fell to 86.7% from 89.4% and consolidated operating margin increased to 7.1% from 4.6%, indicating better underwriting and cost management.
- Cash flows from operations were $19.96 billion for the first six months of 2026, up from $12.64 billion, providing substantial internal funding capacity for dividends, buybacks, debt reduction and acquisitions.
- Capital returns to shareholders increased: the annualized dividend was raised to $9.28 per share (from $8.84), and approximately 10.5 million shares were repurchased in the first half of 2026 at an average price of $344.08.
- Balance sheet leverage moderated, with long‑term debt (excluding current maturities) reduced to $69.50 billion from $72.32 billion and interest expense down year over year, while maintaining a large, high‑quality investment portfolio.
Negative
- Membership contracted across key businesses: total UnitedHealthcare medical enrollment fell to 48.5 million from 50.1 million, including 9% declines in both Medicare Advantage and Medicaid lives, with further contraction expected in 2026.
- Optum Health revenue declined 5% in Q2 2026 and 4% year‑to‑date, driven by fewer patients in value‑based care arrangements and the impact of dispositions, highlighting growth and mix headwinds in that segment.
- Medical cost trend remains elevated, driven by higher provider pricing, greater service intensity, and impacts of the No Surprises Act and behavioral, pharmacy and home health utilization in Medicaid, pressuring margins despite reserve favorability.
- Medicare Advantage and Medicaid funding pressures persist, leading to benefit and pricing actions, county and market exits, and reduced people served under value‑based care arrangements, with these trends expected to continue through 2026.
Filing Explained
The $3.0 billion acquisition is complete: $1.5 billion was paid July 2, with $1.5 billion due within one year.
A Form 10-Q is an unaudited quarterly report; this filing reports that UnitedHealth Group completed its previously agreed health-care acquisition on
Although Note 7 labels the item “Pending Acquisitions,” the disclosed lifecycle state is completed, while the remaining
The filing also says the counterparty completed purchases of 6.4 million common shares at an average price of
As of
The remaining South American operations were still held for sale at
Key Figures
Total revenues Q2 2026: $112,032 million
Net earnings to common shareholders Q2 2026: $5,484 million
Diluted EPS Q2 2026: $6.04
+5 more
8 metrics
Total revenues Q2 2026
$112,032 million
Consolidated revenues for the three months ended June 30, 2026
Net earnings to common shareholders Q2 2026
$5,484 million
Net earnings attributable to UnitedHealth Group common shareholders in Q2 2026
Diluted EPS Q2 2026
$6.04
Diluted earnings per share attributable to common shareholders for Q2 2026
Medical care ratio Q2 2026
86.7%
Medical costs divided by premium revenue for the three months ended June 30, 2026
Operating cash flows H1 2026
$19,964 million
Cash flows from operating activities for the six months ended June 30, 2026
UnitedHealthcare medical membership
48.525 million
Total UnitedHealthcare medical people served as of June 30, 2026
Long-term debt June 30, 2026
$69,501 million
Long-term debt, less current maturities, at June 30, 2026
Annualized dividend rate 2026
$9.28 per share
New annualized cash dividend rate approved in June 2026
Key Terms
medical care ratio (MCR), value-based care, loss contract reserves, risk adjustment data validation (RADV), +2 more
6 terms
medical care ratio (MCR) financial
"Medical care ratio (MCR) is calculated as medical costs divided by premium revenue."
Medical Care Ratio (MCR) is the share of a health insurer’s or payer’s revenue that is spent on patient care and medical claims rather than on administration or profit. Investors watch it like a budget split—if a larger slice goes to care, it can signal higher claim costs or generous benefits, while a smaller slice may indicate tighter cost control; either way, shifts in MCR affect margins, pricing power, and regulatory compliance.
value-based care medical
"including the value-based care business at Optum Health."
A health-care delivery approach that rewards providers for keeping patients healthy and improving outcomes instead of charging for each test or visit. For investors, it matters because it shifts where profits and losses come from—favoring providers and technologies that lower long-term costs, prevent complications, and demonstrate measurable results; think of it like paying a contractor only when the house stays sound, which changes who wins and loses financially.
loss contract reserves financial
"included the net decrease in loss contract reserves of $50 million and $187 million"
risk adjustment data validation (RADV) regulatory
"selected certain of the Company’s local plans for risk adjustment data validation (RADV) audits"
Notices of Proposed Adjustment regulatory
"received Notices of Proposed Adjustment (“NOPAs”) from the IRS for transactions"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
How did UnitedHealth Group (UNH) perform financially in Q2 2026?
UnitedHealth Group generated Q2 2026 revenue of $112.0 billion, roughly flat year over year, while net earnings attributable to shareholders rose to $5.48 billion from $3.41 billion. Diluted EPS increased to $6.04, reflecting improved margins and favorable reserve development.
What were UnitedHealth Group (UNH) medical costs and medical care ratio in Q2 2026?
In Q2 2026, UnitedHealth Group’s medical costs were $75.36 billion, down from $78.59 billion a year earlier. The medical care ratio improved to 86.7% from 89.4%, aided by favorable prior‑period reserve development and medical cost management, despite elevated underlying cost trends.
How strong were UnitedHealth Group (UNH) cash flows in the first half of 2026?
For the six months ended June 30, 2026, UnitedHealth Group generated cash flows from operating activities of $19.96 billion, up from $12.64 billion in 2025. The increase was driven by higher earnings, timing of government payments and favorable working capital and rebate dynamics.
What happened to UnitedHealth Group (UNH) membership in 2026?
As of June 30, 2026, total UnitedHealthcare medical membership was 48.5 million, down from 50.1 million a year earlier. Medicare Advantage and Medicaid each declined 9%, reflecting funding pressures, benefit and pricing actions, state eligibility changes and selected market exits.
Did UnitedHealth Group (UNH) change its dividend in 2026?
Yes. In June 2026, the Board increased the quarterly cash dividend to an annual rate of $9.28 per share, up from $8.84. In 2026 year‑to‑date, the company paid $4.09 billion in cash dividends, including $2.21 and $2.32 per share in March and June, respectively.
How are UnitedHealth Group (UNH) segments performing, especially Optum and UnitedHealthcare?
In Q2 2026, UnitedHealthcare revenue was $86.0 billion, essentially flat, with earnings from operations up 90% to $3.94 billion. Optum revenue declined 2% to $65.66 billion, but Optum earnings from operations rose 32% to $4.05 billion, led by Optum Health and Optum Insight.
What capital return and debt actions did UnitedHealth Group (UNH) take in early 2026?
In the first half of 2026, UnitedHealth Group repurchased about 10.5 million shares at an average price of $344.08 and paid $4.09 billion in dividends. Long‑term debt (excluding current maturities) declined to $69.50 billion, and interest expense fell versus 2025.
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, 2026
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
__________________________________________________________
(Exact name of registrant as specified in its charter)
__________________________________________________________
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |||||||||||||||||||||||||
| (Address of principal executive offices) | (Zip Code) | (Address of principal executive offices) | (Zip Code) | |||||||||||||||||||||||
(Registrant’s telephone number, including area code)
_________________________________________________________
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
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
| ☒ | 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, 2026, there were 897,594,847 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, 2026 and December 31, 2025 | 1 | |||||||||||||
Condensed Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2026 and 2025 | 2 | |||||||||||||
Condensed Consolidated Statements of Comprehensive Income for the Three and Six Months Ended June 30, 2026 and 2025 | 3 | |||||||||||||
Condensed Consolidated Statements of Changes in Equity for the Three and Six Months Ended June 30, 2026 and 2025 | 4 | |||||||||||||
Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2026 and 2025 | 6 | |||||||||||||
Notes to the Condensed Consolidated Financial Statements | 7 | |||||||||||||
1. | Basis of Presentation | 7 | ||||||||||||
2. | Investments | 8 | ||||||||||||
3. | Fair Value | 10 | ||||||||||||
4. | Medical Costs Payable | 11 | ||||||||||||
5. | Short-Term Borrowings and Long-Term Debt | 11 | ||||||||||||
6. | Shareholders’ Equity | 11 | ||||||||||||
7. | Commitments and Contingencies | 12 | ||||||||||||
8. | Held for Sale and Dispositions | 13 | ||||||||||||
9. | Segment Financial Information | 14 | ||||||||||||
Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 16 | ||||||||||||
Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 25 | ||||||||||||
Item 4. | Controls and Procedures | 25 | ||||||||||||
Part II. Other Information | ||||||||||||||
Item 1. | Legal Proceedings | 26 | ||||||||||||
Item 1A. | Risk Factors | 26 | ||||||||||||
Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 26 | ||||||||||||
Item 5. | Other Information | 26 | ||||||||||||
Item 6. | Exhibits | 27 | ||||||||||||
Signatures | 28 | |||||||||||||
PART I
ITEM 1. FINANCIAL STATEMENTS
UnitedHealth Group
Condensed Consolidated Balance Sheets
(Unaudited)
| (in millions, except per share data) | June 30, 2026 | December 31, 2025 | ||||||||||||
| Assets | ||||||||||||||
| Current assets: | ||||||||||||||
| Cash and cash equivalents | $ | $ | ||||||||||||
| Short-term investments | ||||||||||||||
| Accounts receivable, net | ||||||||||||||
| Other current receivables, net | ||||||||||||||
| Prepaid expenses and other current assets | ||||||||||||||
| Total current assets | ||||||||||||||
| Long-term investments | ||||||||||||||
| Property, equipment and capitalized software, net | ||||||||||||||
| Goodwill | ||||||||||||||
| Other intangible assets, net | ||||||||||||||
| Other assets | ||||||||||||||
| Total assets | $ | $ | ||||||||||||
| Liabilities, redeemable noncontrolling interests and equity | ||||||||||||||
| Current liabilities: | ||||||||||||||
| Medical costs payable | $ | $ | ||||||||||||
| Accounts payable and accrued liabilities | ||||||||||||||
| Short-term borrowings and current maturities of long-term debt | ||||||||||||||
| Unearned revenues | ||||||||||||||
| Other current liabilities | ||||||||||||||
| Total current liabilities | ||||||||||||||
| Long-term debt, less current maturities | ||||||||||||||
| Deferred income taxes | ||||||||||||||
| Other liabilities | ||||||||||||||
| Total liabilities | ||||||||||||||
Commitments and contingencies (Note 7) | ||||||||||||||
| Redeemable noncontrolling interests | ||||||||||||||
| Equity: | ||||||||||||||
Preferred stock, $ | ||||||||||||||
Common stock, $ | ||||||||||||||
| Additional paid-in capital | ||||||||||||||
| Retained earnings | ||||||||||||||
| Accumulated other comprehensive loss | ( | ( | ||||||||||||
| Nonredeemable noncontrolling interests | ||||||||||||||
| Total equity | ||||||||||||||
| Total liabilities, redeemable noncontrolling interests and equity | $ | $ | ||||||||||||
See Notes to the Condensed Consolidated Financial Statements
1
Table of Contents
UnitedHealth Group
Condensed Consolidated Statements of Operations
(Unaudited)
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||||||||||||
| (in millions, except per share data) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| Revenues: | ||||||||||||||||||||||||||
| Premiums | $ | $ | $ | $ | ||||||||||||||||||||||
| Products | ||||||||||||||||||||||||||
| Services | ||||||||||||||||||||||||||
| Investment and other income | ||||||||||||||||||||||||||
| Total revenues | ||||||||||||||||||||||||||
| Operating costs: | ||||||||||||||||||||||||||
| Medical costs | ||||||||||||||||||||||||||
| Operating costs | ||||||||||||||||||||||||||
| Cost of products sold | ||||||||||||||||||||||||||
| Depreciation and amortization | ||||||||||||||||||||||||||
| Total operating costs | ||||||||||||||||||||||||||
| Earnings from operations | ||||||||||||||||||||||||||
| Interest expense | ( | ( | ( | ( | ||||||||||||||||||||||
| Loss on sale of subsidiary and subsidiaries held for sale | ( | ( | ( | ( | ||||||||||||||||||||||
| Earnings before income taxes | ||||||||||||||||||||||||||
| Provision for income taxes | ( | ( | ( | ( | ||||||||||||||||||||||
| Net earnings | ||||||||||||||||||||||||||
| Earnings attributable to noncontrolling interests | ( | ( | ( | ( | ||||||||||||||||||||||
| Net earnings attributable to UnitedHealth Group common shareholders | $ | $ | $ | $ | ||||||||||||||||||||||
| Earnings per share attributable to UnitedHealth Group common shareholders: | ||||||||||||||||||||||||||
| Basic | $ | $ | $ | $ | ||||||||||||||||||||||
| Diluted | $ | $ | $ | $ | ||||||||||||||||||||||
| Basic weighted-average number of common shares outstanding | ||||||||||||||||||||||||||
| Dilutive effect of common share equivalents | ||||||||||||||||||||||||||
| Diluted weighted-average number of common shares outstanding | ||||||||||||||||||||||||||
| Anti-dilutive shares excluded from the calculation of dilutive effect of common share equivalents | ||||||||||||||||||||||||||
See Notes to the Condensed Consolidated Financial Statements
2
Table of Contents
UnitedHealth Group
Condensed Consolidated Statements of Comprehensive Income
(Unaudited)
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||||||||||||
| (in millions) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| Net earnings | $ | $ | $ | $ | ||||||||||||||||||||||
| Other comprehensive income (loss): | ||||||||||||||||||||||||||
| Gross unrealized (losses) gains on investment securities during the period | ( | ( | ||||||||||||||||||||||||
| Income tax effect | ( | ( | ||||||||||||||||||||||||
| Total unrealized (losses) gains, net of tax | ( | ( | ||||||||||||||||||||||||
| Gross reclassification adjustment for net realized losses (gains) included in net earnings | ( | ( | ||||||||||||||||||||||||
| Income tax effect | ( | ( | ||||||||||||||||||||||||
| Total reclassification adjustment, net of tax | ( | ( | ||||||||||||||||||||||||
| Foreign currency translation gains | ||||||||||||||||||||||||||
| Reclassification adjustment for translation gains included in net earnings | ( | |||||||||||||||||||||||||
| Total foreign currency translation gains (losses) | ( | |||||||||||||||||||||||||
| Other comprehensive income (loss) | ( | |||||||||||||||||||||||||
| Comprehensive income | ||||||||||||||||||||||||||
| Comprehensive income attributable to noncontrolling interests | ( | ( | ( | ( | ||||||||||||||||||||||
| Comprehensive income attributable to UnitedHealth Group common shareholders | $ | $ | $ | $ | ||||||||||||||||||||||
See Notes to the Condensed Consolidated Financial Statements
3
Table of Contents
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, 2026 | $ | $ | $ | $ | ( | $ | ( | $ | $ | |||||||||||||||||||||||||||||||||||||||||
| Net earnings | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive (loss) income | ( | |||||||||||||||||||||||||||||||||||||||||||||||||
| Issuances of common stock, and related tax effects | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Share-based compensation | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Common share repurchases | ( | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||
Cash dividends paid on common shares ($ | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Redeemable noncontrolling interests fair value and other adjustments | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Acquisition and other adjustments of nonredeemable noncontrolling interests | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Distribution to nonredeemable noncontrolling interests | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at June 30, 2026 | $ | $ | $ | $ | ( | $ | ( | $ | $ | |||||||||||||||||||||||||||||||||||||||||
| Balance at March 31, 2025 | $ | $ | $ | $ | ( | $ | ( | $ | $ | |||||||||||||||||||||||||||||||||||||||||
| Net earnings | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive income | ||||||||||||||||||||||||||||||||||||||||||||||||||
Issuances of common stock, and related tax effects | ||||||||||||||||||||||||||||||||||||||||||||||||||
Share-based compensation | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Common share repurchases | ( | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||
Cash dividends paid on common shares ($ | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
Redeemable noncontrolling interests fair value and other adjustments | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Acquisition and other adjustments of nonredeemable noncontrolling interests | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
Distribution to nonredeemable noncontrolling interests | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at June 30, 2025 | $ | $ | $ | $ | ( | $ | ( | $ | $ | |||||||||||||||||||||||||||||||||||||||||
See Notes to the Condensed Consolidated Financial Statements
4
Table of Contents
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, 2026 | $ | $ | $ | $ | ( | $ | ( | $ | $ | |||||||||||||||||||||||||||||||||||||||||
| Net earnings | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive loss | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||||||
| Issuances of common stock, and related tax effects | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Share-based compensation | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Common share repurchases | ( | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||
Cash dividends paid on common shares ($ | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Redeemable noncontrolling interests fair value and other adjustments | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Acquisition and other adjustments of nonredeemable noncontrolling interests | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Distribution to nonredeemable noncontrolling interests | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at June 30, 2026 | $ | $ | $ | $ | ( | $ | ( | $ | $ | |||||||||||||||||||||||||||||||||||||||||
| Balance at January 1, 2025 | $ | $ | $ | $ | ( | $ | ( | $ | $ | |||||||||||||||||||||||||||||||||||||||||
| Net earnings | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive income | ||||||||||||||||||||||||||||||||||||||||||||||||||
Issuances of common stock, and related tax effects | ||||||||||||||||||||||||||||||||||||||||||||||||||
Share-based compensation | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Common share repurchases | ( | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||
Cash dividends paid on common shares ($ | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
Redeemable noncontrolling interests fair value and other adjustments | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Acquisition and other adjustments of nonredeemable noncontrolling interests | ||||||||||||||||||||||||||||||||||||||||||||||||||
Distribution to nonredeemable noncontrolling interests | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at June 30, 2025 | $ | $ | $ | $ | ( | $ | ( | $ | $ | |||||||||||||||||||||||||||||||||||||||||
See Notes to the Condensed Consolidated Financial Statements
5
Table of Contents
UnitedHealth Group
Condensed Consolidated Statements of Cash Flows
(Unaudited)
| Six Months Ended June 30, | ||||||||||||||
| (in millions) | 2026 | 2025 | ||||||||||||
| Operating activities | ||||||||||||||
| Net earnings | $ | $ | ||||||||||||
| Noncash items: | ||||||||||||||
| Depreciation and amortization | ||||||||||||||
| Deferred income taxes | ( | |||||||||||||
| Share-based compensation | ||||||||||||||
| Loss on sale of subsidiary and subsidiaries held for sale | ||||||||||||||
| Other, net | ( | |||||||||||||
| Net change in other operating items, net of effects from acquisitions and dispositions: | ||||||||||||||
| Accounts receivable | ( | |||||||||||||
| Other assets | ( | |||||||||||||
| Medical costs payable | ( | |||||||||||||
| Accounts payable and other liabilities | ( | |||||||||||||
| Unearned revenues | ( | ( | ||||||||||||
| Cash flows from operating activities | ||||||||||||||
| Investing activities | ||||||||||||||
| Purchases of investments | ( | ( | ||||||||||||
| Sales of investments | ||||||||||||||
| Maturities of investments | ||||||||||||||
| Cash paid for acquisitions and other transactions, net of cash assumed | ( | ( | ||||||||||||
| Purchases of property, equipment and capitalized software | ( | ( | ||||||||||||
| Repayments of care provider loans - cyberattack | ||||||||||||||
| Originations and purchases of loans | ( | ( | ||||||||||||
| Repayments and maturities of loans | ||||||||||||||
| Cash received from dispositions and other strategic transactions, net | ||||||||||||||
| Other, net | ( | |||||||||||||
| Cash flows used for investing activities | ( | ( | ||||||||||||
| Financing activities | ||||||||||||||
| Common share repurchases | ( | ( | ||||||||||||
| Cash dividends paid | ( | ( | ||||||||||||
| Proceeds from common stock issuances | ||||||||||||||
| Repayments of long-term debt | ( | |||||||||||||
| Repayments of short-term borrowings, net | ( | ( | ||||||||||||
| Proceeds from issuance of long-term debt | ||||||||||||||
| Customer funds administered | ( | |||||||||||||
| Other, net | ( | ( | ||||||||||||
| Cash flows used for financing activities | ( | ( | ||||||||||||
| Effect of exchange rate changes on cash and cash equivalents | ( | |||||||||||||
| Increase in cash and cash equivalents, including cash within businesses held for sale | ||||||||||||||
| Less: net change in cash within businesses held for sale | ( | |||||||||||||
| Net increase in cash and cash equivalents | ||||||||||||||
| Cash and cash equivalents, beginning of period | ||||||||||||||
| Cash and cash equivalents, end of period | $ | $ | ||||||||||||
See Notes to the Condensed Consolidated Financial Statements
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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.
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.
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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 Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value | ||||||||||||||||||||||
| June 30, 2026 | ||||||||||||||||||||||||||
| Debt securities - available-for-sale: | ||||||||||||||||||||||||||
| U.S. government and agency obligations | $ | $ | $ | ( | $ | |||||||||||||||||||||
| State and municipal obligations | ( | |||||||||||||||||||||||||
| Corporate obligations | ( | |||||||||||||||||||||||||
| U.S. agency mortgage-backed securities | ( | |||||||||||||||||||||||||
| Non-U.S. agency mortgage-backed securities | ( | |||||||||||||||||||||||||
| Total debt securities - available-for-sale | ( | |||||||||||||||||||||||||
| Debt securities - held-to-maturity: | ||||||||||||||||||||||||||
| U.S. government and agency obligations | ( | |||||||||||||||||||||||||
| State and municipal obligations | ( | |||||||||||||||||||||||||
| Corporate obligations | ||||||||||||||||||||||||||
| Total debt securities - held-to-maturity | ( | |||||||||||||||||||||||||
| Total debt securities | $ | $ | $ | ( | $ | |||||||||||||||||||||
| December 31, 2025 | ||||||||||||||||||||||||||
| Debt securities - available-for-sale: | ||||||||||||||||||||||||||
| U.S. government and agency obligations | $ | $ | $ | ( | $ | |||||||||||||||||||||
| State and municipal obligations | ( | |||||||||||||||||||||||||
| Corporate obligations | ( | |||||||||||||||||||||||||
| U.S. agency mortgage-backed securities | ( | |||||||||||||||||||||||||
| Non-U.S. agency mortgage-backed securities | ( | |||||||||||||||||||||||||
| Total debt securities - available-for-sale | ( | |||||||||||||||||||||||||
| Debt securities - held-to-maturity: | ||||||||||||||||||||||||||
| U.S. government and agency obligations | ( | |||||||||||||||||||||||||
| State and municipal obligations | ( | |||||||||||||||||||||||||
| Corporate obligations | ||||||||||||||||||||||||||
| Total debt securities - held-to-maturity | ( | |||||||||||||||||||||||||
| Total debt securities | $ | $ | $ | ( | $ | |||||||||||||||||||||
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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-Sale | Held-to-Maturity | |||||||||||||||||||||||||
| (in millions) | Amortized Cost | Fair Value | Amortized Cost | Fair Value | ||||||||||||||||||||||
| Due in one year or less | $ | $ | $ | $ | ||||||||||||||||||||||
| Due after one year through five years | ||||||||||||||||||||||||||
| Due after five years through ten years | ||||||||||||||||||||||||||
| Due after ten years | ||||||||||||||||||||||||||
| U.S. agency mortgage-backed securities | — | — | ||||||||||||||||||||||||
| Non-U.S. agency mortgage-backed securities | — | — | ||||||||||||||||||||||||
| Total debt securities | $ | $ | $ | $ | ||||||||||||||||||||||
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, 2026 | ||||||||||||||||||||||||||||||||||||||
| U.S. government and agency obligations | $ | $ | ( | $ | $ | ( | $ | $ | ( | |||||||||||||||||||||||||||||
| State and municipal obligations | ( | ( | ( | |||||||||||||||||||||||||||||||||||
| Corporate obligations | ( | ( | ( | |||||||||||||||||||||||||||||||||||
| U.S. agency mortgage-backed securities | ( | ( | ( | |||||||||||||||||||||||||||||||||||
| Non-U.S. agency mortgage-backed securities | ( | ( | ( | |||||||||||||||||||||||||||||||||||
| Total debt securities - available-for-sale | $ | $ | ( | $ | $ | ( | $ | $ | ( | |||||||||||||||||||||||||||||
| December 31, 2025 | ||||||||||||||||||||||||||||||||||||||
| U.S. government and agency obligations | $ | $ | ( | $ | $ | ( | $ | $ | ( | |||||||||||||||||||||||||||||
| State and municipal obligations | ( | ( | ( | |||||||||||||||||||||||||||||||||||
| Corporate obligations | ( | ( | ( | |||||||||||||||||||||||||||||||||||
| U.S. agency mortgage-backed securities | ( | ( | ( | |||||||||||||||||||||||||||||||||||
| Non-U.S. agency mortgage-backed securities | ( | ( | ( | |||||||||||||||||||||||||||||||||||
| Total debt securities - available-for-sale | $ | $ | ( | $ | $ | ( | $ | $ | ( | |||||||||||||||||||||||||||||
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.
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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 | $ | $ | $ | $ | ||||||||||||||||||||||
| Debt securities - available-for-sale: | ||||||||||||||||||||||||||
| U.S. government and agency obligations | ||||||||||||||||||||||||||
| State and municipal obligations | ||||||||||||||||||||||||||
| Corporate obligations | ||||||||||||||||||||||||||
| U.S. agency mortgage-backed securities | ||||||||||||||||||||||||||
| Non-U.S. agency mortgage-backed securities | ||||||||||||||||||||||||||
| Total debt securities - available-for-sale | ||||||||||||||||||||||||||
| Equity securities | ||||||||||||||||||||||||||
| Loan receivables | ||||||||||||||||||||||||||
| Total assets at fair value | $ | $ | $ | $ | ||||||||||||||||||||||
| Percentage of total assets at fair value | 25 | % | 73 | % | 2 | % | 100 | % | ||||||||||||||||||
| December 31, 2025 | ||||||||||||||||||||||||||
| Cash and cash equivalents | $ | $ | $ | $ | ||||||||||||||||||||||
| Debt securities - available-for-sale: | ||||||||||||||||||||||||||
| U.S. government and agency obligations | ||||||||||||||||||||||||||
| State and municipal obligations | ||||||||||||||||||||||||||
| Corporate obligations | ||||||||||||||||||||||||||
| U.S. agency mortgage-backed securities | ||||||||||||||||||||||||||
| Non-U.S. agency mortgage-backed securities | ||||||||||||||||||||||||||
| Total debt securities - available-for-sale | ||||||||||||||||||||||||||
| Equity securities | ||||||||||||||||||||||||||
| Loan receivables | ||||||||||||||||||||||||||
| Total assets at fair value | $ | $ | $ | $ | ||||||||||||||||||||||
| Percentage of total assets at fair value | 34 | % | 64 | % | 2 | % | 100 | % | ||||||||||||||||||
There were no
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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, 2026 | ||||||||||||||||||||||||||||||||
| Debt securities - held-to-maturity | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||
| Loan receivables | ||||||||||||||||||||||||||||||||
| Long-term debt and other financing obligations | ||||||||||||||||||||||||||||||||
| December 31, 2025 | ||||||||||||||||||||||||||||||||
| Debt securities - held-to-maturity | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||
| Loan receivables | ||||||||||||||||||||||||||||||||
| Long-term debt and other financing obligations | ||||||||||||||||||||||||||||||||
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
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) | 2026 | 2025 | ||||||||||||
| Medical costs payable, beginning of period | $ | $ | ||||||||||||
| Reported medical costs: | ||||||||||||||
| Current year | ||||||||||||||
| Prior years | ( | ( | ||||||||||||
| Changes in premium deficiency and loss contract reserves | ( | — | ||||||||||||
| Total reported medical costs | ||||||||||||||
| Medical payments: | ||||||||||||||
| Payments for current year | ( | ( | ||||||||||||
| Payments for prior years | ( | ( | ||||||||||||
| Total medical payments | ( | ( | ||||||||||||
| Change in medical costs payable included within businesses held for sale | ( | |||||||||||||
| Medical costs payable, end of period | $ | $ | ||||||||||||
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.
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The following table provides details of the Company’s 2026 dividend payments:
| Payment Date | Amount per Share | Total Amount Paid | ||||||||||||
| (in millions) | ||||||||||||||
| March 17 | $ | $ | ||||||||||||
| June 23 | ||||||||||||||
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
7. Commitments and Contingencies
Pending Acquisitions
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.
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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 Businesses | Other Businesses | ||||||||||||
| Assets | ||||||||||||||
| Cash and cash equivalents | $ | $ | ||||||||||||
| Accounts receivable and other current assets | ||||||||||||||
| Property, equipment and capitalized software | ||||||||||||||
| Goodwill | ||||||||||||||
| Other intangible assets | ||||||||||||||
| Other long-term assets | ||||||||||||||
Remeasurement of assets of businesses held for sale to fair value less cost to sell(1) | ( | ( | ||||||||||||
| Total assets | $ | $ | ||||||||||||
| Liabilities | ||||||||||||||
| Medical costs payable | $ | $ | ||||||||||||
| Accounts payable and other current liabilities | ||||||||||||||
| Other long-term liabilities | ||||||||||||||
| Total liabilities | $ | $ | ||||||||||||
(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.
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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) | UnitedHealthcare | Optum Health (b) | Optum Insight (b) | Optum Rx | Optum Eliminations (b) | Optum | Corporate and Eliminations | Consolidated | ||||||||||||||||||||||||||||||||||||||||||
| Three Months Ended June 30, 2026 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Revenues - unaffiliated customers: | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Premiums | $ | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||||||||||
| Products | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Services | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Total revenues - unaffiliated customers | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Total revenues - affiliated customers | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Investment and other income | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Total revenues | $ | $ | $ | $ | $ | ( | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||
| Total operating costs (a) | $ | $ | $ | $ | $ | ( | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||
| Earnings from operations | $ | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||||||||||
| Interest expense | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Loss on sale of subsidiary and subsidiaries held for sale | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Earnings before income taxes | $ | $ | $ | $ | $ | $ | $ | ( | $ | |||||||||||||||||||||||||||||||||||||||||
| Total assets | $ | $ | $ | $ | $ | ( | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||
| Purchases of property, equipment and capitalized software | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Depreciation and Amortization | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Three Months Ended June 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Revenues - unaffiliated customers: | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Premiums | $ | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||||||||||
| Products | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Services | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Total revenues - unaffiliated customers | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Total revenues - affiliated customers | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Investment and other income | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Total revenues | $ | $ | $ | $ | $ | ( | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||
| Total operating costs (a) | $ | $ | $ | $ | $ | ( | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||
| Earnings from operations | $ | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||||||||||
| Interest expense | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Loss on sale of subsidiary and subsidiaries held for sale | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Earnings before income taxes | $ | $ | $ | $ | $ | $ | $ | ( | $ | |||||||||||||||||||||||||||||||||||||||||
| Total assets | $ | $ | $ | $ | $ | $ | $ | ( | $ | |||||||||||||||||||||||||||||||||||||||||
| Purchases of property, equipment and capitalized software | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Depreciation and Amortization | ||||||||||||||||||||||||||||||||||||||||||||||||||
(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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| Optum | ||||||||||||||||||||||||||||||||||||||||||||||||||
| (in millions) | UnitedHealthcare | Optum Health (b) | Optum Insight (b) | Optum Rx | Optum Eliminations (b) | Optum | Corporate and Eliminations | Consolidated | ||||||||||||||||||||||||||||||||||||||||||
| Six Months Ended June 30, 2026 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Revenues - unaffiliated customers: | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Premiums | $ | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||||||||||
| Products | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Services | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Total revenues - unaffiliated customers | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Total revenues - affiliated customers | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Investment and other income | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Total revenues | $ | $ | $ | $ | $ | ( | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||
| Total operating costs (a) | $ | $ | $ | $ | $ | ( | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||
| Earnings from operations | $ | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||||||||||
| Interest expense | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Loss on sale of subsidiary and subsidiaries held for sale | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Earnings before income taxes | $ | $ | $ | $ | $ | $ | $ | ( | $ | |||||||||||||||||||||||||||||||||||||||||
| Total assets | $ | $ | $ | $ | $ | ( | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||
| Purchases of property, equipment and capitalized software | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Depreciation and Amortization | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Six Months Ended June 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Revenues - unaffiliated customers: | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Premiums | $ | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||||||||||
| Products | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Services | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Total revenues - unaffiliated customers | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Total revenues - affiliated customers | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Investment and other income | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Total revenues | $ | $ | $ | $ | $ | ( | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||
| Total operating costs (a) | $ | $ | $ | $ | $ | ( | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||
| Earnings from operations | $ | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||||||||||
| Interest expense | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Loss on sale of subsidiary and subsidiaries held for sale | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Earnings before income taxes | $ | $ | $ | $ | $ | $ | $ | ( | $ | |||||||||||||||||||||||||||||||||||||||||
| Total assets | $ | $ | $ | $ | $ | $ | $ | ( | $ | |||||||||||||||||||||||||||||||||||||||||
| Purchases of property, equipment and capitalized software | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Depreciation and Amortization | ||||||||||||||||||||||||||||||||||||||||||||||||||
(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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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion should be read together with the accompanying Condensed Consolidated Financial Statements and Notes and with our 2025 10-K, including the Consolidated Financial Statements and Notes included in Part II, Item 8, “Financial Statements and Supplementary Data” in that report. Unless the context indicates otherwise, references to the terms “UnitedHealth Group,” the “Company,” “we,” “our” or “us” used throughout this Management’s Discussion and Analysis of Financial Condition and Results of Operations refer to UnitedHealth Group Incorporated and its consolidated subsidiaries.
Readers are cautioned that the statements, estimates, projections or outlook contained in this Management's Discussion and Analysis of Financial Condition and Results of Operations, including discussions regarding financial prospects, economic conditions, trends and uncertainties contained in this Item 2, may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (PSLRA). These forward-looking statements involve risks and uncertainties that may cause our actual results to differ materially from the expectations expressed or implied in the forward-looking statements. A description of some of the risks and uncertainties is set forth in Part I, Item 1A, “Risk Factors” in our 2025 10-K and in the discussion below.
EXECUTIVE OVERVIEW
General
UnitedHealth Group 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. Our 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 we are privileged to serve.
We have four reportable segments:
•Optum Health;
•Optum Insight;
•Optum Rx; and
•UnitedHealthcare, which includes UnitedHealthcare Employer & Individual, UnitedHealthcare Medicare & Retirement and UnitedHealthcare Community & State.
Further information on our business is presented in Part I, Item 1, “Business” and Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2025 10-K and additional information on our segments can be found in this Item 2 and in Note 9 of Notes to the Condensed Consolidated Financial Statements included in Part I, Item 1 of this report.
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.
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Business Trends
Our businesses participate primarily in the United States health markets. We expect overall spending on health care to continue to grow in the future, due to inflation, medical technology and pharmaceutical advancement, regulatory requirements, demographic trends in the population and national interest in health and well-being. The rate of market growth may be affected by a variety of factors, including macroeconomic conditions and regulatory changes, which could impact our results of operations, including our continued efforts to control health care costs.
Pricing Trends. To price our health care benefits, products and services, we start with our view of expected future costs, including medical care patterns, the mix and health status of people served, inflation and labor market dynamics. We continually evaluate and adjust our approach in each of the local markets we serve, considering relevant factors, such as product positioning, price competitiveness and environmental, competitive, legislative and regulatory considerations, including minimum medical loss ratio thresholds and similar revenue adjustments. We seek to balance growth and profitability across all these dimensions.
The commercial risk market remains highly competitive in the small group, large group and individual segments. We expect broad-based competition to continue as the industry adapts to individual and employer needs. Continued increased medical costs may impact both future pricing and benefit design, including for our individual exchange products, and may result in shifts between product categories for our employer benefits. These changes, along with certain regulatory impacts, have resulted in a reduction in people served and may continue in future periods. Additionally, we have voluntarily pledged to rebate 2026 profits on our individual exchange products to customers as policymakers continue to work to determine how to improve affordability in this marketplace.
Medicare Advantage funding continues to be pressured, as discussed below in “Regulatory Trends and Uncertainties,” and we have observed a continued increase in care patterns and health care unit costs as discussed below in “Medical Cost Trends,” which we have contemplated in our 2026 benefit design approach. Continued funding pressures have resulted in benefit and pricing actions, causing contraction in our Medicare Advantage membership, which we expect to continue throughout 2026.
Optum Health’s fully accountable value-based care businesses have been impacted by Medicare funding reductions and have also seen continued medical cost trend pressures, which may impact future pricing in the markets we continue to participate in. As a result of increased pricing in response to anticipated care patterns in 2026, the exit from certain markets and decreased people served through UnitedHealthcare Medicare Advantage offerings, the number of people served under value-based care arrangements has contracted and is expected to continue throughout 2026.
Due to elevated care activity in Medicaid, specifically related to behavioral, pharmacy and home health, there continues to be a timing mismatch between the health status of people served and state rate updates. The funding and payment rate environment remains insufficient to meet the health needs of patients and creates the risk of continued downward pressure on Medicaid margin percentages. We continue to take a prudent, market-sustainable posture for both new business and maintenance of existing relationships. We continue to advocate for actuarially sound rates commensurate with our medical cost trends and we remain dedicated to partnering with those states that are committed to the long-term viability of their programs. People served by Medicaid offerings declined in the first half of 2026 due to the exit from one state and reduced Medicaid eligibility.
Medical Cost Trends. Our medical cost trends primarily relate to changes in unit costs, care activity and prescription drug costs. As expected and contemplated in our benefits design and pricing, we have continued to observe increased care patterns; health care unit costs; and the intensity of services delivered, which are driven by increases in provider pricing and additional services bundled per visit. Commercial medical cost trend is elevated, in part due to the independent resolution process under the No Surprises Act and more aggressive billing practice among providers. These trends may continue in future periods. We endeavor to mitigate medical cost increases by engaging hospitals, physicians and consumers with information and helping them make clinically sound choices, with the objective of helping them achieve high-quality, affordable care. Additionally, we have elevated our audit, clinical policy and payment integrity tools to protect customers and patients from unnecessary costs.
Regulatory Trends and Uncertainties
Medicare Advantage Rates. Medicare Advantage rate notices for numerous years have resulted in industry base rates well below the industry forward medical cost trend. While the Final Notice for 2027 moved towards the expected industry forward medical cost trend, it remains below. The compounding impact of multi-year rate shortfalls have created sustained pressure on the Medicare Advantage program. Further, substantial revisions to the risk adjustment model, which serves to adjust rates to reflect a patient’s health status and care resource needs, have resulted and will continue to result in reduced funding and potentially benefits for people, especially those with some of the greatest health and social challenges.
As a result of ongoing Medicare funding pressures, there are adjustments we can make to partially offset these rate pressures and reductions for a particular period. For example, we can seek to intensify our medical and operating cost management, make changes to the size and composition of our care provider networks, adjust member benefits and implement or increase the
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member premiums supplementing the monthly payments we receive from the government. Additionally, we decide annually on a county-by-county basis where we will offer Medicare Advantage plans.
SELECTED OPERATING PERFORMANCE AND OTHER SIGNIFICANT ITEMS
The following summarizes select second quarter 2026 year-over-year operating comparisons to second quarter 2025 and other financial results.
•Consolidated revenues were consistent, with UnitedHealthcare revenues flat and Optum revenues lower by 2%.
•UnitedHealthcare served 1.6 million fewer people due to benefit design and pricing actions and reduced Medicaid eligibility and the exit from one state.
•Consolidated earnings from operations of $8.0 billion compared to $5.2 billion last year.
•Diluted earnings per common share were $6.04.
•Cash flows from operations for the six months ended June 30, 2026 were $20.0 billion.
RESULTS SUMMARY
The following table summarizes our consolidated results of operations and other financial information:
| (in millions, except percentages and per share data) | Three Months Ended June 30, | Increase/ (Decrease) | Six Months Ended June 30, | Increase/ (Decrease) | ||||||||||||||||||||||||||||||||||||||||||||||
| 2026 | 2025 | 2026 vs. 2025 | 2026 | 2025 | 2026 vs. 2025 | |||||||||||||||||||||||||||||||||||||||||||||
| Revenues: | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Premiums | $ | 86,956 | $ | 87,905 | $ | (949) | (1) | % | $ | 174,517 | $ | 174,439 | $ | 78 | — | % | ||||||||||||||||||||||||||||||||||
| Products | 13,835 | 13,564 | 271 | 2 | 27,085 | 26,600 | 485 | 2 | ||||||||||||||||||||||||||||||||||||||||||
| Services | 10,018 | 9,039 | 979 | 11 | 19,797 | 18,011 | 1,786 | 10 | ||||||||||||||||||||||||||||||||||||||||||
| Investment and other income | 1,223 | 1,108 | 115 | 10 | 2,354 | 2,141 | 213 | 10 | ||||||||||||||||||||||||||||||||||||||||||
| Total revenues | 112,032 | 111,616 | 416 | — | 223,753 | 221,191 | 2,562 | 1 | ||||||||||||||||||||||||||||||||||||||||||
| Operating costs: | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Medical costs | 75,358 | 78,585 | (3,227) | (4) | 148,847 | 151,996 | (3,149) | (2) | ||||||||||||||||||||||||||||||||||||||||||
| Operating costs | 14,268 | 13,778 | 490 | 4 | 29,658 | 27,372 | 2,286 | 8 | ||||||||||||||||||||||||||||||||||||||||||
| Cost of products sold | 13,375 | 13,019 | 356 | 3 | 26,198 | 25,409 | 789 | 3 | ||||||||||||||||||||||||||||||||||||||||||
| Depreciation and amortization | 1,040 | 1,084 | (44) | (4) | 2,069 | 2,145 | (76) | (4) | ||||||||||||||||||||||||||||||||||||||||||
| Total operating costs | 104,041 | 106,466 | (2,425) | (2) | 206,772 | 206,922 | (150) | — | ||||||||||||||||||||||||||||||||||||||||||
| Earnings from operations | 7,991 | 5,150 | 2,841 | 55 | 16,981 | 14,269 | 2,712 | 19 | ||||||||||||||||||||||||||||||||||||||||||
| Interest expense | (962) | (1,027) | 65 | (6) | (1,917) | (2,025) | 108 | (5) | ||||||||||||||||||||||||||||||||||||||||||
| Loss on sale of subsidiary and subsidiaries held for sale | (61) | (41) | (20) | 49 | (133) | (56) | (77) | 138 | ||||||||||||||||||||||||||||||||||||||||||
| Earnings before income taxes | 6,968 | 4,082 | 2,886 | 71 | 14,931 | 12,188 | 2,743 | 23 | ||||||||||||||||||||||||||||||||||||||||||
| Provision for income taxes | (1,298) | (510) | (788) | 155 | (2,780) | (2,142) | (638) | 30 | ||||||||||||||||||||||||||||||||||||||||||
| Net earnings | 5,670 | 3,572 | 2,098 | 59 | 12,151 | 10,046 | 2,105 | 21 | ||||||||||||||||||||||||||||||||||||||||||
| Earnings attributable to noncontrolling interests | (186) | (166) | (20) | 12 | (387) | (348) | (39) | 11 | ||||||||||||||||||||||||||||||||||||||||||
| Net earnings attributable to UnitedHealth Group common shareholders | $ | 5,484 | $ | 3,406 | $ | 2,078 | 61 | % | $ | 11,764 | $ | 9,698 | $ | 2,066 | 21 | % | ||||||||||||||||||||||||||||||||||
| Diluted earnings per share attributable to UnitedHealth Group common shareholders | $ | 6.04 | $ | 3.74 | $ | 2.30 | $ | 12.94 | $ | 10.61 | $ | 2.33 | ||||||||||||||||||||||||||||||||||||||
| Medical care ratio (a) | 86.7 | % | 89.4 | % | (2.7) | % | 85.3 | % | 87.1 | % | (1.8) | % | ||||||||||||||||||||||||||||||||||||||
| Operating cost ratio | 12.7 | 12.3 | 0.4 | 13.3 | 12.4 | 0.9 | ||||||||||||||||||||||||||||||||||||||||||||
| Operating margin | 7.1 | 4.6 | 2.5 | 7.6 | 6.5 | 1.1 | ||||||||||||||||||||||||||||||||||||||||||||
| Tax rate | 18.6 | 12.5 | 6.1 | 18.6 | 17.6 | 1.0 | ||||||||||||||||||||||||||||||||||||||||||||
| Net earnings margin (b) | 4.9 | 3.1 | 1.8 | 5.3 | 4.4 | 0.9 | ||||||||||||||||||||||||||||||||||||||||||||
| Return on equity (c) | 22.3 | % | 14.4 | % | 7.9 | 24.3 | % | 20.6 | % | 3.7 | ||||||||||||||||||||||||||||||||||||||||
(a)Medical care ratio (MCR) is calculated as medical costs divided by premium revenue.
(b)Net earnings margin attributable to UnitedHealth Group shareholders.
(c)Return on equity is calculated as annualized net earnings attributable to UnitedHealth Group common shareholders divided by average shareholders’ equity. Average shareholders’ equity is calculated using the shareholders’ equity balance at the end of the preceding year and the shareholders’ equity balances at the end of each of the quarters in the year presented.
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2026 RESULTS OF OPERATIONS COMPARED TO 2025 RESULTS OF OPERATIONS
Consolidated Financial Results
Revenues
The increases in revenues were primarily driven by pricing trends at UnitedHealthcare, partially offset by decreased people served through Medicare Advantage, commercial risk-based offerings and Medicaid and a decrease in patients served under value-based arrangements at Optum Health.
Medical Costs and MCR
Medical costs decreased primarily due to fewer people served across UnitedHealthcare and Optum Health and favorable prior period reserve development, partially offset by elevated medical cost trend which remains above historical levels and continues to be affected by higher provider reimbursement under the No Surprises Act and increased service and coding intensity in commercial.
The MCR decreased due to favorable prior period reserve development, affordability and medical cost management initiatives, and pricing trends, partially offset by medical costs trend which remains above historical levels and continues to be affected by higher provider reimbursement under the No Surprises Act and increased service and coding intensity in commercial.
Operating Cost Ratio
The operating cost ratio increased primarily due to investments in people, process and technology to drive improved consumer and care provider experiences and greater operating efficiencies, and business mix; partially offset by operating cost management and the revenue impacts of government programs. For the six months ended June 30, 2026, the operating cost ratio also increased due the impacts of restructuring and other actions, partially offset by net portfolio divestitures in 2026.
Tax Rate
The effective income tax rate increased as the rate for the three and six months ended June 30, 2025 was lower as a result of tax benefits having significantly more impact due to decreased pre-tax income, taxable earnings mix and the impact of the updated full year effective tax rate expectation.
Reportable Segments
See Note 9 of Notes to the Condensed Consolidated Financial Statements included in Part I, Item 1 of this report for more information on our segments. We utilize various metrics to evaluate and manage our reportable segments, including people served by UnitedHealthcare by major market segment and funding arrangement, people served by Optum Health and adjusted scripts for Optum Rx. These metrics are the main drivers of revenue, earnings and cash flows at each business. The metrics also allow management and investors to evaluate and understand business mix, including the level and scope of services provided to people, and pricing trends when comparing the metrics to revenue by segment.
2026 Business Realignment
On January 1, 2026, we realigned certain businesses to respond to changes in the markets we serve 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. Our reportable segments remain unchanged; with prior period segment financial information, including people served by Optum; recast to conform to the 2026 presentation.
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The following table presents a summary of the reportable segment financial information:
| Three Months Ended June 30, | Increase/ (Decrease) | Six Months Ended June 30, | Increase/ (Decrease) | |||||||||||||||||||||||||||||||||||||||||||||||
| (in millions, except percentages) | 2026 | 2025 | 2026 vs. 2025 | 2026 | 2025 | 2026 vs. 2025 | ||||||||||||||||||||||||||||||||||||||||||||
| Revenues | ||||||||||||||||||||||||||||||||||||||||||||||||||
| UnitedHealthcare | $ | 86,017 | $ | 86,103 | $ | (86) | — | % | $ | 172,282 | $ | 170,720 | $ | 1,562 | 1 | % | ||||||||||||||||||||||||||||||||||
| Optum Health (a) | 23,472 | 24,725 | (1,253) | (5) | 47,581 | 49,562 | (1,981) | (4) | ||||||||||||||||||||||||||||||||||||||||||
| Optum Insight (a) | 5,402 | 5,232 | 170 | 3 | 10,527 | 10,259 | 268 | 3 | ||||||||||||||||||||||||||||||||||||||||||
| Optum Rx | 38,292 | 38,459 | (167) | — | 74,028 | 73,591 | 437 | 1 | ||||||||||||||||||||||||||||||||||||||||||
| Optum eliminations (a) | (1,503) | (1,191) | (312) | 26 | (2,724) | (2,302) | (422) | 18 | ||||||||||||||||||||||||||||||||||||||||||
| Optum | 65,663 | 67,225 | (1,562) | (2) | 129,412 | 131,110 | (1,698) | (1) | ||||||||||||||||||||||||||||||||||||||||||
| Eliminations | (39,648) | (41,712) | 2,064 | (5) | (77,941) | (80,639) | 2,698 | (3) | ||||||||||||||||||||||||||||||||||||||||||
| Consolidated revenues | $ | 112,032 | $ | 111,616 | $ | 416 | — | % | $ | 223,753 | $ | 221,191 | $ | 2,562 | 1 | % | ||||||||||||||||||||||||||||||||||
| Earnings from operations | ||||||||||||||||||||||||||||||||||||||||||||||||||
| UnitedHealthcare | $ | 3,942 | $ | 2,075 | $ | 1,867 | 90 | % | $ | 9,636 | $ | 7,301 | $ | 2,335 | 32 | % | ||||||||||||||||||||||||||||||||||
| Optum Health (a) | 1,190 | 429 | 761 | 177 | 2,331 | 1,840 | 491 | 27 | ||||||||||||||||||||||||||||||||||||||||||
| Optum Insight (a) | 1,369 | 1,205 | 164 | 14 | 2,332 | 2,369 | (37) | (2) | ||||||||||||||||||||||||||||||||||||||||||
| Optum Rx | 1,490 | 1,441 | 49 | 3 | 2,682 | 2,759 | (77) | (3) | ||||||||||||||||||||||||||||||||||||||||||
| Optum | 4,049 | 3,075 | 974 | 32 | 7,345 | 6,968 | 377 | 5 | ||||||||||||||||||||||||||||||||||||||||||
| Consolidated earnings from operations | $ | 7,991 | $ | 5,150 | $ | 2,841 | 55 | % | $ | 16,981 | $ | 14,269 | $ | 2,712 | 19 | % | ||||||||||||||||||||||||||||||||||
| Operating margin | ||||||||||||||||||||||||||||||||||||||||||||||||||
| UnitedHealthcare | 4.6 | % | 2.4 | % | 2.2 | % | 5.6 | % | 4.3 | % | 1.3 | % | ||||||||||||||||||||||||||||||||||||||
| Optum Health (a) | 5.1 | 1.7 | 3.4 | 4.9 | 3.7 | 1.2 | ||||||||||||||||||||||||||||||||||||||||||||
| Optum Insight (a) | 25.3 | 23.0 | 2.3 | 22.2 | 23.1 | (0.9) | ||||||||||||||||||||||||||||||||||||||||||||
| Optum Rx | 3.9 | 3.7 | 0.2 | 3.6 | 3.7 | (0.1) | ||||||||||||||||||||||||||||||||||||||||||||
| Optum | 6.2 | 4.6 | 1.6 | 5.7 | 5.3 | 0.4 | ||||||||||||||||||||||||||||||||||||||||||||
| Consolidated operating margin | 7.1 | % | 4.6 | % | 2.5 | % | 7.6 | % | 6.5 | % | 1.1 | % | ||||||||||||||||||||||||||||||||||||||
(a)Prior period amounts have been recast to reflect the realignment of Optum Financial.
UnitedHealthcare
The following table summarizes UnitedHealthcare revenues by business:
| Three Months Ended June 30, | Increase/ (Decrease) | Six Months Ended June 30, | Increase/ (Decrease) | |||||||||||||||||||||||||||||||||||||||||||||||
| (in millions, except percentages) | 2026 | 2025 | 2026 vs. 2025 | 2026 | 2025 | 2026 vs. 2025 | ||||||||||||||||||||||||||||||||||||||||||||
| UnitedHealthcare Employer & Individual - Domestic | $ | 19,048 | $ | 18,950 | $ | 98 | 1 | % | $ | 38,254 | $ | 38,016 | $ | 238 | 1 | % | ||||||||||||||||||||||||||||||||||
| UnitedHealthcare Employer & Individual - Global | 944 | 819 | 125 | 15 | 1,856 | 1,601 | 255 | 16 | ||||||||||||||||||||||||||||||||||||||||||
| UnitedHealthcare Employer & Individual - Total | 19,992 | 19,769 | 223 | 1 | 40,110 | 39,617 | 493 | 1 | ||||||||||||||||||||||||||||||||||||||||||
| UnitedHealthcare Medicare & Retirement | 42,390 | 42,623 | (233) | (1) | 84,472 | 84,328 | 144 | — | ||||||||||||||||||||||||||||||||||||||||||
| UnitedHealthcare Community & State | 23,635 | 23,711 | (76) | — | 47,700 | 46,775 | 925 | 2 | ||||||||||||||||||||||||||||||||||||||||||
| Total UnitedHealthcare revenues | $ | 86,017 | $ | 86,103 | $ | (86) | — | % | $ | 172,282 | $ | 170,720 | $ | 1,562 | 1 | % | ||||||||||||||||||||||||||||||||||
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The following table summarizes the number of people served by our UnitedHealthcare businesses, by major market segment and funding arrangement:
| June 30, | Increase/(Decrease) | |||||||||||||||||||||||||
| (in thousands, except percentages) | 2026 | 2025 | 2026 vs. 2025 | |||||||||||||||||||||||
| Commercial: | ||||||||||||||||||||||||||
| Risk-based | 7,655 | 8,440 | (785) | (9) | % | |||||||||||||||||||||
| Fee-based | 22,265 | 21,530 | 735 | 3 | ||||||||||||||||||||||
| Total Commercial | 29,920 | 29,970 | (50) | — | ||||||||||||||||||||||
| Medicare Advantage | 7,565 | 8,350 | (785) | (9) | ||||||||||||||||||||||
| Medicaid | 6,780 | 7,490 | (710) | (9) | ||||||||||||||||||||||
| Medicare Supplement (Standardized) | 4,260 | 4,305 | (45) | (1) | ||||||||||||||||||||||
| Total Community and Senior | 18,605 | 20,145 | (1,540) | (8) | ||||||||||||||||||||||
| Total UnitedHealthcare - Medical | 48,525 | 50,115 | (1,590) | (3) | % | |||||||||||||||||||||
| Supplemental Data: | ||||||||||||||||||||||||||
| Medicare Part D stand-alone | 2,710 | 2,800 | (90) | (3) | % | |||||||||||||||||||||
| South American businesses held for sale | 1,145 | 1,165 | (20) | (2) | % | |||||||||||||||||||||
For the three months ended June 30, 2026, UnitedHealthcare’s revenues decreased due to the contraction in people served through Medicare Advantage, risk-based commercial offerings and Medicaid offerings; and our pledge to rebate profits on our individual exchange products to customers; partially offset by pricing trends and actions, including increased Medicaid rates, and growth in people served through fee-based commercial offerings. For the six months ended June 30, 2026, revenues increased due to pricing trends and actions, including increased Medicaid rates, and growth in people served through fee-based commercial offerings, partially offset by the contraction in people served through Medicare Advantage, risk-based commercial offerings and Medicaid offerings; and our pledge to rebate profits on our individual exchange products to customers. Earnings from operations increased due to the revenue drivers discussed above, as well as favorable prior period reserve development, and affordability and medical cost management initiatives, partially offset by investments to support future growth.
Optum
Total revenues decreased due to Optum Health, partially offset by growth in Optum Insight. For the six months ended June 30, 2026, the decrease in total revenues was partially offset by growth at Optum Rx. Earnings from operations increased due to earnings growth at Optum Health. The results by segment were as follows:
Optum Health
Revenues at Optum Health decreased primarily due to fewer patients served under value-based arrangements and the impact of dispositions, partially offset by the impact of business combinations. Earnings from operations increased due to cost management, increased favorable reserve development and the net decrease in loss contract reserves, partially offset by continued elevated medical cost trends, the impacts of net portfolio divestitures and investments to support future growth. Optum Health served approximately 93 million people and 95 million people as of June 30, 2026 and June 30, 2025, respectively.
Optum Insight
Revenues at Optum Insight increased due to elevated investment and other income and growth in business and technology services. Earnings from operations for the three months ended June 30, 2026, increased due to growth in business services. For the six months ended June 30, 2026, earnings from operations decreased due to investments in people, technology and new products and the impacts of restructuring and other actions, partially offset by net portfolio divestitures in 2026, elevated investment and other income and growth in business and technology services.
Optum Rx
Revenues at Optum Rx for the three months ended June 30, 2026, decreased due to the reduced script volume as a result of the contraction in people served at UnitedHealthcare, partially offset by growth in retail and specialty pharmacy. For the six months ended June 30, 2026, revenues increased due to growth in retail and specialty pharmacy, partially offset by reduced script volume as a result of the contraction in people served at UnitedHealthcare. Earnings from operations decreased due to lower script volumes, partially offset by growth in specialty pharmacy. Optum Rx fulfilled 387 million and 414 million adjusted scripts in the second quarters of 2026 and 2025, respectively.
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LIQUIDITY, FINANCIAL CONDITION AND CAPITAL RESOURCES
Liquidity
Summary of our Major Sources and Uses of Cash and Cash Equivalents
| Six Months Ended June 30, | Increase/(Decrease) | |||||||||||||||||||
| (in millions) | 2026 | 2025 | 2026 vs. 2025 | |||||||||||||||||
| Sources of cash: | ||||||||||||||||||||
| Cash provided by operating activities | $ | 19,964 | $ | 12,644 | $ | 7,320 | ||||||||||||||
| Issuances of short-term borrowings and long-term debt, net of repayments | — | 1,566 | (1,566) | |||||||||||||||||
| Cash received from dispositions and other strategic transactions, net | 1,091 | 109 | 982 | |||||||||||||||||
| Proceeds from common stock issuances | 359 | 581 | (222) | |||||||||||||||||
| Sales and maturities of investments, net of purchases | — | 1,327 | (1,327) | |||||||||||||||||
| Repayments of care provider loans - cyberattack | 197 | 1,293 | (1,096) | |||||||||||||||||
| Customer funds administered | 332 | — | 332 | |||||||||||||||||
| Other | 199 | — | 199 | |||||||||||||||||
| Total sources of cash | 22,142 | 17,520 | 4,622 | |||||||||||||||||
| Uses of cash: | ||||||||||||||||||||
| Cash dividends paid | (4,092) | (3,912) | (180) | |||||||||||||||||
| Common stock repurchases | (1,646) | (5,545) | 3,899 | |||||||||||||||||
| Repayments of short-term borrowings and long-term debt, net of issuances | (4,813) | — | (4,813) | |||||||||||||||||
| Cash paid for acquisitions and other transactions, net of cash assumed | (98) | (734) | 636 | |||||||||||||||||
| Purchases of investments, net of sales and maturities | (2,751) | — | (2,751) | |||||||||||||||||
| Purchases of property, equipment and capitalized software | (1,562) | (1,784) | 222 | |||||||||||||||||
| Originations and purchases of loans, net of repayments and maturities | (1,321) | (1,637) | 316 | |||||||||||||||||
| Customer funds administered | — | (25) | 25 | |||||||||||||||||
| Other | (1,755) | (603) | (1,152) | |||||||||||||||||
| Total uses of cash | (18,038) | (14,240) | (3,798) | |||||||||||||||||
| Effect of exchange rate changes on cash and cash equivalents | (3) | 29 | (32) | |||||||||||||||||
| Increase in cash and cash equivalents, including cash within businesses held for sale | $ | 4,101 | $ | 3,309 | $ | 792 | ||||||||||||||
| Less: net increase in cash within businesses held for sale | 119 | (25) | 144 | |||||||||||||||||
| Net increase in cash and cash equivalents | $ | 4,220 | $ | 3,284 | $ | 936 | ||||||||||||||
2026 Cash Flows Compared to 2025 Cash Flows
Increased cash flows provided by operating activities were driven by increased earnings, timing of government payments, other favorable working capital dynamics and legislative changes from the Inflation Reduction Act impacting pharmacy rebates. Other significant changes in sources or uses of cash year-over-year included decreased share repurchases, increased cash received from dispositions and decreased cash paid for acquisitions, offset by decreased issuances and increased repayments of short-term borrowings and long-term debt, increased net purchases of investments and decreased repayments of care provider loans.
Financial Condition
As of June 30, 2026, our cash, cash equivalent, available-for-sale debt securities and marketable equity securities balances of $81.0 billion included approximately $28.6 billion of cash and cash equivalents (of which $1.1 billion was available for general corporate use), $50.3 billion of debt securities and $2.1 billion of investments in marketable equity securities. Additionally, we had $10.8 billion of loan receivables as of June 30, 2026. Given the significant portion of our portfolio held in cash and cash equivalents, we do not anticipate fluctuations in the aggregate fair value of our financial assets to have a material impact on our liquidity or capital position.
Our available-for-sale debt securities portfolio had a weighted-average duration of 4.1 years and a weighted-average credit rating of “Double A” as of June 30, 2026. When multiple credit ratings are available for an individual security, the average of the available ratings is used to determine the weighted-average credit rating.
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Capital Resources and Uses of Liquidity
In addition to cash flows from operations and cash and cash equivalent balances available for general corporate use, our capital resources and uses of liquidity are as follows:
Cash Requirements. A summary of our cash requirements as of December 31, 2025 was disclosed in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2025 10-K. During the six months ended June 30, 2026, there were no material changes to this previously disclosed information outside the ordinary course of business. We believe our capital resources are sufficient to meet future, short-term and long-term, liquidity needs. We continually evaluate opportunities to expand our operations, including through internal development of new products, programs and technology applications and business combinations.
Short-Term Borrowings. Our revolving bank credit facilities provide liquidity support for our commercial paper borrowing program, which facilitates the private placement of unsecured debt through independent broker-dealers, and are available for general corporate purposes. For more information on our commercial paper and bank credit facilities, see Note 5 of the Notes to the Condensed Consolidated Financial Statements included in Part I, Item 1 of this report and Note 8 of Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data” in our 2025 10-K. As of June 30, 2026, we were in compliance with the various covenants under our bank credit facilities.
Long-Term Debt. Periodically, we access capital markets and issue long-term debt for general corporate purposes, such as to meet our working capital requirements, to refinance debt, to finance acquisitions or for share repurchases. For more information on our long-term debt, see Note 5 of the Notes to the Condensed Consolidated Financial Statements included in Part I, Item 1 of this report and Note 8 of Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data” in our 2025 10-K.
Credit Ratings. Our credit ratings as of June 30, 2026 were as follows:
| Moody’s | S&P Global | Fitch | A.M. Best | ||||||||||||||||||||||||||||||||||||||||||||
| Ratings | Outlook | Ratings | Outlook | Ratings | Outlook | Ratings | Outlook | ||||||||||||||||||||||||||||||||||||||||
| Senior unsecured debt | A2 | Negative | A+ | Negative | A | Negative | A- | Stable | |||||||||||||||||||||||||||||||||||||||
| Commercial paper | P-1 | n/a | A-1 | n/a | F1 | n/a | AMB-1 | n/a | |||||||||||||||||||||||||||||||||||||||
The availability of financing in the form of debt or equity is influenced by many factors, including our profitability, operating cash flows, debt levels, credit ratings, debt covenants and other contractual restrictions, regulatory requirements and economic and market conditions. A significant downgrade in our credit ratings or adverse conditions in the capital markets may increase the cost of borrowing for us or limit our access to capital.
Regulatory Capital. Our regulated insurance and HMO subsidiaries have specified levels of statutory capital required to be maintained, which fluctuates based upon premiums received and the MCR of the regulated subsidiary. We have various agreements with reinsurers that could limit our risk of loss under certain circumstances, thus reducing our capital and surplus requirements. These agreements do not qualify for reinsurance accounting and are therefore accounted for under deposit accounting.
Share Repurchase Program. During the six months ended June 30, 2026, we repurchased approximately 10.5 million shares at an average price of $344.08 per share, including 6.4 million shares purchased and held by a counterparty at an average price of $312.73 per share pursuant to forward share repurchase contracts that were settled on July 1, 2026. See Note 6 of Notes to the Condensed Consolidated Financial Statements included in Part I, Item 1 of this report for more information on the Company’s forward share repurchase contracts.
As of June 30, 2026, we had Board of Directors’ authorization to purchase up to 10.6 million shares of our common stock. The Board of Directors from time to time may further amend the share repurchase program in order to increase the authorized number of shares which may be repurchased under the program.
Dividends. In June 2026, our Board of Directors increased our quarterly cash dividend to an annual rate of $9.28 compared to $8.84 per share, which we had paid since June 2025. For more information on our dividend, see Note 6 of Notes to the Condensed Consolidated Financial Statements included in Part I, Item 1 of this report.
Pending Acquisitions. In the first quarter of 2026, we entered into an agreement to acquire a company in the health care sector for $3.0 billion. On July 2, 2026, we completed the acquisition for $1.5 billion in cash, with the remaining $1.5 billion payable within one year.
For additional liquidity discussion, see Note 10 of Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in Part II, Item 7 in our 2025 10-K.
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RECENTLY ISSUED ACCOUNTING STANDARDS
There are no recently issued accounting standards that are expected to have a material impact on our Condensed Consolidated Financial Statements.
CRITICAL ACCOUNTING ESTIMATES
In preparing our Condensed Consolidated Financial Statements, we are required to make judgments, assumptions and estimates, which we believe are reasonable and prudent based on the available facts and circumstances. These judgments, assumptions and estimates affect certain of our revenues and expenses and their related balance sheet accounts and disclosure of our contingent liabilities. We base our assumptions and estimates primarily on historical experience and consider known and projected trends. On an ongoing basis, we re-evaluate our selection of assumptions and the method of calculating our estimates. Actual results, however, may materially differ from our calculated estimates, and this difference would be reported in our current operations.
Our critical accounting estimates include medical costs payable and goodwill. For a detailed description of our critical accounting estimates, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in Part II, Item 7 in our 2025 10-K. For a detailed discussion of our significant accounting policies, see Note 2 of Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data” in our 2025 10-K.
FORWARD-LOOKING STATEMENTS
The statements, estimates, projections, guidance or outlook contained in this document include “forward-looking” statements which are intended to take advantage of the “safe harbor” provisions of the federal securities laws. The words “believe,” “expect,” “intend,” “estimate,” “anticipate,” “forecast,” “outlook,” “plan,” “project,” “should” and similar expressions identify forward-looking statements. These statements may contain information about financial prospects, economic conditions and trends and involve risks and uncertainties. Actual results could differ materially from those that management expects, depending on the outcome of certain factors including: our ability to effectively estimate, price for and manage medical costs; new or changes in existing health care laws or regulations, or their enforcement or application; cyberattacks, other privacy/data security incidents, or our failure to comply with related regulations; reductions in revenue or delays to cash flows received under government programs; changes in Medicare, the CMS star ratings program or the application of risk adjustment data validation audits; our ability to successfully execute initiatives designed to simplify and improve the consumer healthcare experience; our ability to effectively execute our value-based care strategies; the DOJ’s legal actions concerning our participation in the Medicare program; our ability to maintain and achieve improvement in quality scores impacting revenue; failure to maintain effective and efficient information systems or if our technology products do not operate as intended; risks and uncertainties associated with our businesses providing pharmacy care services; competitive pressures, including our ability to maintain or increase our market share; changes in or challenges to our public sector contract awards; failure to achieve targeted operating cost productivity improvements; failure to develop and maintain satisfactory relationships with health care payers, physicians, hospitals and other service providers; the impact of potential changes in tax laws and regulations; increases in costs and other liabilities associated with litigation, government investigations, audits or reviews; risks and uncertainties associated with our increasing use of artificial intelligence and other emerging technologies; failure to complete, manage or integrate strategic transactions; risks and uncertainties associated with the sale of our remaining operations in South America; risks associated with public health crises arising from large-scale medical emergencies, pandemics, natural disasters and other extreme events; failure to attract, develop, retain, and manage the succession of key employees and executives; our investment portfolio performance; impairment of our goodwill and intangible assets; failure to protect proprietary rights to our databases, software and related products; downgrades in our credit ratings; and our ability to obtain sufficient funds from our regulated subsidiaries or from external financings to fund our obligations, reinvest in our business, maintain our debt to total capital ratio at targeted levels, maintain our quarterly dividend payment cycle, or continue repurchasing shares of our common stock.
This above list is not exhaustive. We discuss these matters, and certain risks that may affect our business operations, financial condition and results of operations, more fully in our filings with the SEC, including our reports on Forms 10-K, 10-Q and 8-K. By their nature, forward-looking statements are not guarantees of future performance or results and are subject to risks, uncertainties and assumptions that are difficult to predict or quantify. Actual results may vary materially from expectations expressed or implied in this document or any of our prior communications. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. We do not undertake to update or revise any forward-looking statements, except as required by law.
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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
We manage exposure to market interest rates by diversifying investments across different fixed-income market sectors and debt across maturities, as well as by matching a portion of our floating-rate assets and liabilities, either directly or through the use of interest rate swap contracts. Unrealized gains and losses on investments in available-for-sale debt securities are reported in comprehensive income.
The following table summarizes the impact of hypothetical changes in market interest rates across the entire yield curve by 1% point or 2% points as of June 30, 2026 on our investment income and interest expense per annum, and the fair value of our investments and debt (in millions, except percentages):
| June 30, 2026 | ||||||||||||||||||||||||||
| Increase (Decrease) in Market Interest Rate | Investment Income Per Annum | Interest Expense Per Annum | Fair Value of Financial Assets | Fair Value of Financial Liabilities | ||||||||||||||||||||||
| 2 % | $ | 786 | $ | 569 | $ | (4,386) | $ | (8,511) | ||||||||||||||||||
| 1 | 393 | 284 | (2,237) | (4,639) | ||||||||||||||||||||||
| (1) | (393) | (271) | 2,271 | 5,622 | ||||||||||||||||||||||
| (2) | (786) | (537) | 4,550 | 12,478 | ||||||||||||||||||||||
Note: The impact of hypothetical changes in interest rates may not reflect the full 100 or 200 basis point change on interest income and interest expense or on the fair value of financial assets and liabilities as the rates are assumed to not fall below zero.
ITEM 4. CONTROLS AND PROCEDURES
EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES
We maintain disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (Exchange Act) that are designed to provide reasonable assurance that information required to be disclosed by us in reports that we file or submit under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in SEC rules and forms; and (ii) accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.
In connection with the filing of this quarterly report on Form 10-Q, management evaluated, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of the design and operation of our disclosure controls and procedures as of June 30, 2026. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of June 30, 2026.
CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING
There have been no changes in our internal control over financial reporting during the quarter ended June 30, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
A description of our legal proceedings is included in and incorporated by reference to Note 7 of Notes to the Condensed Consolidated Financial Statements included in Part I, Item 1 of this report.
ITEM 1A. RISK FACTORS
In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, Item 1A, “Risk Factors” of our 2025 10-K, which could materially affect our business, financial condition or future results. The risks described in our 2025 10-K are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition or future results.
There have been no material changes to the risk factors as disclosed in our 2025 10-K.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Issuer Purchases of Equity Securities (a)
Second Quarter 2026
| For the Month Ended | Total Number of Shares Purchased | Average Price Paid Per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | Maximum Number of Shares That May Yet Be Purchased Under The Plans or Programs | ||||||||||||||||||||||
| (in millions) | (in millions) | (in millions) | ||||||||||||||||||||||||
| April 30, 2026 (b) | 2.0 | $ | 303.59 | 2.0 | 17.3 | |||||||||||||||||||||
| May 31, 2026 (b) | 5.0 | 358.57 | 5.0 | 12.3 | ||||||||||||||||||||||
| June 30, 2026 | 1.7 | 405.41 | 1.7 | 10.6 | ||||||||||||||||||||||
| Total | 8.7 | $ | 355.37 | 8.7 | ||||||||||||||||||||||
(a) In November 1997, our Board of Directors adopted a share repurchase program, which the Board of Directors evaluates periodically. In June 2024, the Board of Directors amended our share repurchase program to authorize the repurchase of up to 35 million shares of our common stock in open market purchases or other types of transactions (including prepaid or structured repurchase programs), in addition to all remaining shares authorized to be repurchased under the Board’s 2018 renewal of the program. There is no established expiration date for the program. The Board of Directors from time to time may further amend the share repurchase program in order to increase the authorized number of shares which may be repurchased under the program.
(b) Shares repurchased in the months ended April 30, 2026 and May 31, 2026 included shares purchased and held by a counterparty as part of forward share repurchase contracts that were settled on July 1, 2026. See Note 6 of Notes to the Condensed Consolidated Financial Statements included in Part I, Item 1 of this report for more information on the Company’s forward share repurchase contracts.
ITEM 5. OTHER INFORMATION
Trading Arrangements
During the quarter ended June 30, 2026, none of the Company’s directors or officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted terminated
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ITEM 6. EXHIBITS*
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.
3.1 | Certificate of Incorporation of UnitedHealth Group Incorporated (incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form 8-A/A 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) | |||||||
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 | |||||||
| 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). | |||||||
________________
* | 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. | |||||||
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
UNITEDHEALTH GROUP INCORPORATED
/s/ STEPHEN HEMSLEY | Chair and Chief Executive Officer (principal executive officer) | Dated: | August 10, 2026 | |||||||||||
| Stephen Hemsley | ||||||||||||||
/s/ WAYNE DEVEYDT | Chief Financial Officer (principal financial officer) | Dated: | August 10, 2026 | |||||||||||
| Wayne DeVeydt | ||||||||||||||
/s/ DENNIS STANKIEWICZ | Chief Accounting Officer (principal accounting officer) | Dated: | August 10, 2026 | |||||||||||
| Dennis Stankiewicz | ||||||||||||||
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