UnitedHealth (UNH) Insider Receipt of 1,256 Dividend-Equivalent Shares

Rhea-AI Filing Summary

UnitedHealth Group (UNH) reporting person Charles D. Baker received 1,256 shares of common stock as dividend equivalents on vested deferred stock units. The shares were issued through an acquisition transaction coded A (dividend equivalents) on 09/23/2025 at no cash price ($0), and the ownership is held directly. The filing notes these dividend equivalents become immediately vested and carry the same terms as the underlying deferred stock units. The Form 4 was submitted by an attorney-in-fact on behalf of the reporting person.

Positive

• 1,256 shares issued as dividend equivalents were immediately vested and recorded as direct ownership
• Filing discloses nature of issuance (dividend equivalents that follow terms of deferred stock units) ensuring transparency

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine issuance of 1,256 shares as dividend equivalents to an insider; immaterial to company financials.

The transaction reports the grant/issuance of 1,256 shares at no cash cost as dividend equivalents tied to previously awarded deferred stock units. This represents compensation-related share delivery rather than open-market buying or selling. For investors, this is a routine insider compensation event and does not change outstanding share count materially relative to UnitedHealth's market cap. No debt, dilution quantification, or disposition was reported.

Corporate Governance Expert

TL;DR: Disclosure aligns with Section 16 requirements; describes vesting and identical terms to underlying deferred units.

The filing clarifies that the dividend equivalents are immediately vested and subject to the same terms as the deferred stock units, which is important for governance transparency. The Form 4 properly attributes the filing to an attorney-in-fact and identifies direct ownership. This is a standard compensation-related disclosure and raises no governance red flags based on the information provided.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Baker Charles D.

(Last) (First) (Middle)

C/O UNITEDHEALTH GROUP INCORPORATED

1 HEALTH DRIVE

(Street)

EDEN PRAIRIE MN 55344

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
UNITEDHEALTH GROUP INC [ UNH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/23/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/23/2025		A		8(1)	A	$0	1,256	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents dividend equivalents paid on vested deferred stock units. The dividend equivalents are immediately vested and are subject to the same terms as the underlying deferred stock units.

Remarks:

	Faraz A. Choudhry, Attorney-in-Fact for Charles D. Baker	09/25/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did UNH reporting person Charles D. Baker acquire?

He acquired 1,256 shares of Common Stock as dividend equivalents on vested deferred stock units.

What was the price for the shares reported on the Form 4 (UNH)?

The shares were issued at a $0 cash price, reflecting dividend equivalents rather than a purchase.

When was the transaction date reported on the Form 4 for UNH?

The transaction date listed is 09/23/2025.

How are the dividend equivalents described in the filing?

The filing states dividend equivalents are immediately vested and subject to the same terms as the underlying deferred stock units.

Who filed the Form 4 on behalf of the reporting person?

The Form 4 was signed by Faraz A. Choudhry, Attorney-in-Fact for Charles D. Baker.