UnitedHealth Group (UNH) director Flynn reports 65-share dividend equivalent grant

Rhea-AI Filing Summary

UnitedHealth Group Inc. director Timothy P. Flynn reported a small increase in his holdings of the company’s common stock through an insider transaction dated 12/16/2025. The filing shows an acquisition of 65 shares of common stock at a stated price of $0, described as dividend equivalents paid on vested deferred stock units that are immediately vested and follow the same terms as the underlying units.

After this transaction, Flynn beneficially owned 9,875 shares of UnitedHealth Group common stock directly and 6,033 shares indirectly through a trust. The form is filed for one reporting person and is signed by an attorney-in-fact on Flynn’s behalf.

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^*

FLYNN TIMOTHY PATRICK

(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)
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		65(1)	A	$0	9,875	D
Common Stock								6,033	I	By Trust

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 Timothy P. Flynn	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).
** 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 director Timothy P. Flynn report?

Timothy P. Flynn reported acquiring 65 shares of UnitedHealth Group common stock on 12/16/2025, recorded as dividend equivalents on vested deferred stock units.

How many UNH shares does Timothy P. Flynn own after this transaction?

Following the reported transaction, Timothy P. Flynn beneficially owned 9,875 shares of UnitedHealth Group common stock directly and 6,033 shares indirectly through a trust.

What is the nature of the 65 UnitedHealth Group shares reported in this Form 4?

The 65 shares represent dividend equivalents paid on vested deferred stock units, which are immediately vested and subject to the same terms as the underlying deferred stock units.

What was the reported price for the 65 UNH shares acquired?

The 65 UnitedHealth Group common shares were reported at a price of $0, consistent with their treatment as dividend equivalents rather than an open-market purchase.

What is Timothy P. Flynn’s relationship to UnitedHealth Group Inc.?

Timothy P. Flynn is listed as a Director of UnitedHealth Group Inc. in the insider ownership report.

Who signed the UNH insider report for Timothy P. Flynn?

The report was signed by Faraz A. Choudhry as Attorney-in-Fact for Timothy P. Flynn on 12/18/2025.