UnitedHealth Group (UNH) Optum CEO reports new dividend-equivalent shares

Rhea-AI Filing Summary

UnitedHealth Group insider Patrick H. Conway, Chief Executive Officer of Optum, reported an increase in his holdings of company common stock through dividend equivalents on restricted stock units. On 12/16/2025, he acquired 67.721 shares at a price of $0, reflecting stock dividends credited on his outstanding restricted stock units. After this transaction, he beneficially owned 10,603.915 shares of UnitedHealth Group common stock in direct ownership. The filing notes that these dividend equivalents are subject to the same vesting terms as the underlying restricted stock units and will be forfeited if those units do not vest.

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

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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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Conway Patrick Hugh

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer, Optum

3. Date of Earliest Transaction (Month/Day/Year)
12/16/2025

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	12/16/2025		A		67.721(1)	A	$0	10,603.915	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 outstanding restricted stock units. The dividend equivalents are subject to the same terms as the underlying restricted stock units and are forfeited if such units do not vest.

Remarks:

	Faraz A. Choudhry, Attorney-in-Fact for Patrick H. Conway	12/18/2025
	** 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).
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FAQ

What insider transaction did UnitedHealth Group (UNH) report for Patrick H. Conway?

UnitedHealth Group reported that Patrick H. Conway, Chief Executive Officer of Optum, acquired 67.721 shares of common stock on 12/16/2025 as dividend equivalents on outstanding restricted stock units.

How many UnitedHealth Group (UNH) shares does Patrick H. Conway own after this Form 4 transaction?

Following the reported transaction, Patrick H. Conway beneficially owned 10,603.915 shares of UnitedHealth Group common stock in direct ownership.

What was the price for the shares acquired by Patrick H. Conway in this UnitedHealth Group (UNH) filing?

The 67.721 shares reported were acquired at a price of $0, reflecting dividend equivalents credited on restricted stock units rather than open-market purchases.

What are dividend equivalents on restricted stock units in the UnitedHealth Group (UNH) Form 4?

The filing explains that dividend equivalents represent amounts paid on outstanding restricted stock units, are subject to the same terms as the underlying units, and are forfeited if the restricted stock units do not vest.

Is Patrick H. Conway a director or officer of UnitedHealth Group (UNH)?

Patrick H. Conway is reported as an officer of UnitedHealth Group, serving as Chief Executive Officer, Optum, rather than as a director or 10% owner.

Was this UnitedHealth Group (UNH) insider transaction filed by one or multiple reporting persons?

The report indicates that the Form 4 was filed by one reporting person, covering the holdings and transaction of Patrick H. Conway only.