[Form 4] UNITEDHEALTH GROUP INCORPORATED (Delaware) Insider Trading Activity

Rhea-AI Filing Summary

Wayne S. DeVeydt, Chief Financial Officer of UnitedHealth Group (UNH), reported equity awards on 09/02/2025. He was granted 10,525 restricted stock units and 42,551 non-qualified stock options tied to common stock. The RSUs and options were reported as acquired at $0 on the filing; the options carry an exercise price of $308.8. Both the RSUs and the options vest 25% annually on September 2 in 2026, 2027, 2028 and 2029. Following the transactions, DeVeydt beneficially owns 10,525 shares from the RSUs and the options represent the right to purchase 42,551 shares. The report is a routine Section 16 disclosure of insider compensation-related equity grants.

Positive

• Transparent Section 16 disclosure of insider awards filed timely for regulatory compliance
• Significant equity grants to the CFO (10,525 RSUs and 42,551 options) that align executive pay with long-term performance
• Multi-year vesting (25% annually 2026-2029) promotes retention and alignment with shareholders

Negative

• None.

Insights

Financial Analyst

Routine executive equity grants signal retention incentives; no immediate cash proceeds or sales reported.

The Form 4 documents compensation-related equity awards to the CFO: 10,525 RSUs and 42,551 stock options with a $308.8 strike, all reported 09/02/2025. Vesting is staggered 25% annually from 2026 through 2029, which aligns compensation with multi-year retention and performance alignment. There are no cash proceeds from these grants and no dispositions reported. For investors, these are standard executive incentives and do not by themselves change capital structure materially based on the filing alone.

Corporate Governance Expert

Grant structure and multi-year vesting are conventional for senior executives and support long-term alignment.

The awards combine restricted stock units and non-qualified options, both vesting over four years at 25% per year. The filing shows beneficial ownership and the mechanics of awards, including the options' $308.8 exercise price. This disclosure meets Section 16 reporting requirements and provides transparency on executive compensation timing and potential future dilution if options are exercised, though the filing does not quantify company-wide dilution or any performance conditions.

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).

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^*

DeVeydt Wayne S

(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 Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025

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	09/02/2025		A		10,525(1)	A	$0	10,525	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
Non-Qualified Stock Options (right to buy)	$308.8	09/02/2025		A		42,551		(2)	09/02/2035	Common Stock	42,551	$0	42,551	D

Explanation of Responses:

1. The restricted stock units vest at a rate of 25% annually on September 2 from the years 2026 through 2029

2. The non-qualified stock options vest at a rate of 25% annually on September 2 from the years 2026 through 2029.

Remarks:

	Faraz A. Choudhry, Attorney-in-Fact for Wayne S. DeVeydt	09/04/2025
	** 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 did UNH CFO Wayne DeVeydt report on Form 4 dated 09/02/2025?

The Form 4 reports grants of 10,525 restricted stock units and 42,551 non-qualified stock options to Wayne S. DeVeydt, reported 09/02/2025.

What is the exercise price of the stock options granted to UNH CFO?

The non-qualified stock options have an exercise price of $308.8 per share as disclosed in the filing.

When do the RSUs and options vest for UNH CFO Wayne DeVeydt?

Both the RSUs and options vest 25% annually on September 2 in each of the years 2026, 2027, 2028 and 2029.

Did Wayne DeVeydt pay cash for the reported equity awards?

The filing reports the RSUs as acquired at $0 and the options reported with $0 in the acquisition column; the options have a separate exercise price of $308.8.

How many shares does DeVeydt beneficially own after the reported transactions?

Following the reported transactions the filing shows 10,525 shares from RSUs beneficially owned and options representing the right to acquire 42,551 shares.