UnitedHealth Group (UNH) CAO reports 23.408-share dividend accrual on Form 4

Rhea-AI Filing Summary

UnitedHealth Group’s Chief Accounting Officer, Thomas E. Roos, reported an automatic increase in his holdings of company common stock. On 12/16/2025, he acquired 23.408 shares of common stock at a price of $0, coded as an acquisition, bringing his total directly held beneficial ownership to 29,642.927 shares.

The filing explains that these additional shares represent dividend equivalents credited on outstanding restricted stock units. These dividend equivalents follow the same vesting conditions as the underlying restricted stock units and will be forfeited if those units do not vest, meaning the added shares are still subject to performance or service-based requirements.

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^*

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)
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		23.408(1)	A	$0	29,642.927	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 Thomas E. Roos	12/18/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did UnitedHealth Group (UNH) report in this Form 4?

The Form 4 reports that Thomas E. Roos, Chief Accounting Officer of UnitedHealth Group, acquired 23.408 shares of common stock on 12/16/2025 at a price of $0.

Why did UnitedHealth Group’s Chief Accounting Officer receive 23.408 UNH shares?

The 23.408 shares represent dividend equivalents paid on his outstanding restricted stock units. These are credited instead of cash dividends and mirror the terms of the underlying units.

How many UnitedHealth Group shares does Thomas E. Roos own after this transaction?

After the reported transaction, Thomas E. Roos beneficially owns 29,642.927 shares of UnitedHealth Group common stock in direct ownership.

Are the dividend equivalent shares for UNH fully vested?

No. The filing states that the dividend equivalents are subject to the same terms as the underlying restricted stock units and will be forfeited if those units do not vest.

What is the relationship of the reporting person to UnitedHealth Group (UNH)?

The reporting person, Thomas E. Roos, is an officer of UnitedHealth Group, serving as the company’s Chief Accounting Officer.

Was this UnitedHealth Group Form 4 filed for one or multiple reporting persons?

The document indicates that it is a Form filed by one reporting person, covering the holdings and transaction of Thomas E. Roos only.