UnitedHealth (UNH) director receives 162 DSUs; immediate vesting noted

Rhea-AI Filing Summary

Michele J. Hooper, a director of UnitedHealth Group (UNH), was granted 162 deferred stock units on 10/01/2025 as regular quarterly director compensation. The grant was recorded at a reported price of $0 and increases her reported beneficial ownership to 40,877 shares following the transaction. The filing states the deferred stock units are immediately vested but must be retained until the director ends service on the Board. The Form 4 was signed by an attorney-in-fact and dated 10/03/2025.

Positive

• 162 deferred stock units granted as regular quarterly compensation indicates predictable, routine director pay
• Immediate vesting of units secures the director's entitlement to compensation
• Retention requirement until end of board service aligns the director's interests with long-term shareholder value

Negative

• None.

Insights

Corporate Governance Expert

Director received routine deferred stock units that vest immediately but are subject to retention until board service ends.

The report shows a standard director compensation mechanism: 162 deferred stock units granted on 10/01/2025. These units are described as immediately vested, which means the director has earned them, but they cannot be sold until the director leaves the Board.

This structure aligns director and shareholder interests by tying ultimate liquidity to continued service; the filing is administrative and does not indicate any change in board composition or unusual insider trading activity.

Monitorable item: the units must be retained until the director's completion of service on the Board.

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

OMB Number:			3235-0287
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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^*

HOOPER MICHELE J

(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)
10/01/2025

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	10/01/2025		A		162(1)	A	$0	40,877	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 deferred stock units that are granted as regular quarterly compensation for service as a director of UnitedHealth Group. Deferred stock units are immediately vested, but must be retained by the director until the director's completion of service on the Board.

Remarks:

	Faraz A. Choudhry, Attorney-in-Fact for Michele J. Hooper	10/03/2025
	** 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 transaction did Michele J. Hooper report on Form 4 for UNH?

She reported a grant of 162 deferred stock units on 10/01/2025 as director compensation.

How many shares does Michele J. Hooper beneficially own after the reported transaction?

The Form 4 shows 40,877 shares beneficially owned following the transaction.

Are the deferred stock units vested and can they be sold immediately?

The units are described as immediately vested but must be retained until the director completes service on the Board, so they cannot be sold until that time.

What was the reported price for the deferred stock units on the Form 4?

The transaction lists a reported price of $0, consistent with compensation grants recorded as stock units.

Who signed the Form 4 and when was it dated?

The filing was signed by Faraz A. Choudhry, Attorney-in-Fact for Michele J. Hooper and dated 10/03/2025.