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UnitedHealth (UNH) accounting chief disposes shares for tax withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

UnitedHealth Group Chief Accounting Officer Thomas E. Roos reported two tax-withholding share dispositions tied to equity compensation. On February 20, 2026, he surrendered a total of 326.067 shares of common stock in transactions coded “F” at $290.0000 per share to cover tax liabilities, leaving him with 28,999.418 shares of UnitedHealth common stock held directly.

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Insider ROOS THOMAS E
Role Chief Accounting Officer
Type Security Shares Price Value
Tax Withholding Common Stock 153.667 $290.00 $45K
Tax Withholding Common Stock 172.4 $290.00 $50K
Holdings After Transaction: Common Stock — 29,171.818 shares (Direct)
Footnotes (1)
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
Estimated average burden
hours per response: 0.5
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*
ROOS THOMAS E

(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 Accounting Officer
3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026
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 02/20/2026 F 153.667 D $290 29,171.818 D
Common Stock 02/20/2026 F 172.4 D $290 28,999.418 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:
Remarks:
Faraz A. Choudhry, Attorney-in-Fact for Thomas E. Roos 02/24/2026
** 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 insider transaction did UNH officer Thomas Roos report?

Thomas E. Roos reported two tax-withholding dispositions of UnitedHealth Group common stock. These transactions used shares to satisfy tax obligations arising from equity compensation, rather than open-market sales for investment purposes, and were both coded “F” on the Form 4.

How many UnitedHealth (UNH) shares did Thomas Roos dispose of?

Thomas Roos disposed of a total of 326.067 UnitedHealth Group common shares. The Form 4 shows tax-withholding dispositions of 153.667 shares and 172.400 shares, both on the same date and at the same reported price per share.

At what price were the UNH tax-withholding shares valued?

The tax-withholding dispositions by Thomas Roos were reported at $290.0000 per UnitedHealth Group share. This price is used for calculating the value of shares delivered to cover tax liabilities related to his equity-based compensation awards.

How many UnitedHealth (UNH) shares does Thomas Roos hold after the transactions?

After the tax-withholding share dispositions, Thomas Roos directly holds 28,999.418 UnitedHealth Group common shares. This post-transaction balance is disclosed in the Form 4 and reflects the remaining equity stake reported for the Chief Accounting Officer.

Were Thomas Roos’s UNH transactions open-market sales or tax withholding?

The reported UnitedHealth Group transactions were tax-withholding dispositions, not open-market sales. They are coded “F” and described as payment of tax liability by delivering securities, indicating shares were withheld or surrendered to satisfy tax obligations on compensation.