UnitedHealth Group (UNH) CEO Stephen Hemsley gifts 55,000 UNH shares

Rhea-AI Filing Summary

UnitedHealth Group CEO and director Stephen J. Hemsley reported a gift of company stock. On 12/19/2025, he conveyed 55,000 shares of UnitedHealth Group common stock as a gift at a reported price of $0. After this transaction, he beneficially owned 372,947.942 shares directly. He also held 351.9396 shares indirectly through a 401(k) plan and 681,875 shares indirectly through trusts. The filing indicates this was a personal share transfer rather than an open‑market sale.

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^*

HEMSLEY STEPHEN 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
X	Officer (give title below)		Other (specify below)
	CEO, UHG

3. Date of Earliest Transaction (Month/Day/Year)
12/19/2025

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	12/19/2025		G		55,000(1)	D	$0	372,947.942	D
Common Stock								351.9396	I	By 401(k)
Common Stock								681,875	I	By Trusts

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 conveyance of shares as a gift.

Remarks:

	Faraz A. Choudhry, Attorney-in-Fact for Stephen J. Hemsley	12/23/2025
	** 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 insider transaction did UNH report for Stephen J. Hemsley?

On 12/19/2025, Stephen J. Hemsley reported conveying 55,000 shares of UnitedHealth Group common stock as a gift, with a reported price of $0 per share.

What is Stephen J. Hemsley’s role at UnitedHealth Group (UNH)?

The reporting person is identified as a Director and an Officer of UnitedHealth Group, with the title CEO, UHG.

How many UNH shares does Stephen J. Hemsley own directly after the gift?

Following the reported gift transaction, Stephen J. Hemsley beneficially owned 372,947.942 shares of UnitedHealth Group common stock directly.

What indirect UnitedHealth Group holdings does Stephen J. Hemsley report?

He reports indirect ownership of 351.9396 shares through a 401(k) plan and 681,875 shares held by trusts.

Was this UNH insider transaction an open-market sale or a gift?

The explanation states that the transaction represents conveyance of shares as a gift, indicating it was not an open‑market sale.

Is this UNH insider filing made by one or multiple reporting persons?

The form indicates it is a Form filed by One Reporting Person, referring only to Stephen J. Hemsley.