UnitedHealth (UNH) insider filing shows routine 25-share RSU dividend credit

Rhea-AI Filing Summary

Form 4 filing overview for UnitedHealth Group Inc. (UNH)

Chief Accounting Officer Thomas E. Roos reported a small automatic acquisition of company stock on 24 June 2025. The filing discloses the crediting of 25.252 dividend-equivalent shares tied to previously granted restricted stock units (RSUs). These shares were received at $0 cost, consistent with the dividend-equivalent feature of the RSUs. Following the transaction, Roos’ direct beneficial ownership increased to 29,524.318 common shares.

No derivative securities were acquired or disposed of, and there were no open-market purchases or sales. The transaction code “A” confirms it was an acquisition rather than a sale, and the explanation section clarifies that the shares will forfeit if the underlying RSUs fail to vest.

Investor takeaway: The filing reflects routine dividend-equivalent accretion and signals continued alignment of the senior officer’s compensation with shareholder returns, but the volume (<1% of the insider’s holdings) is immaterial to UNH’s share float and is unlikely to influence market sentiment.

Positive

• Continued insider alignment: Executive’s stake increases, albeit marginally, through dividend-equivalent shares.
• Governance compliance: Timely Form 4 filing underscores adherence to Section 16 reporting rules.

Negative

• None.

Insights

Senior Financial Analyst

TL;DR – Routine RSU dividend equivalents; de-minimis, neutral impact.

This Form 4 records a 25-share accrual to Thomas Roos via RSU dividend equivalents. The increase raises his holdings to roughly 29.5k shares, worth about US$14 million at current prices (not stated in filing). Because no cash transaction or discretionary purchase/sale occurred, the filing does not alter insider sentiment or the capital structure. It simply evidences standard executive compensation mechanics. I classify the disclosure as neutral and not market-moving.

Corporate Governance Specialist

TL;DR – Compliance event; shows proper Section 16 reporting.

The company meets governance best practices by promptly reporting minor dividend-equivalent credits. The automatic nature (Code “A”) and absence of sales minimize conflict-of-interest concerns. While positive from a transparency standpoint, the microscopic share count renders the event non-material to investors.

Insider Trade Summary

Net Buyer: 25.252 shares

Net Buy 1 txn

Insider ROOS THOMAS E

Role Chief Accounting Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	25.252	$0.00	$0.00

Holdings After Transaction: Common Stock — 29,524.318 shares (Direct)

Footnotes (1)

1. F1. 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.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 06/26/2025 - 04:23 PM Learn about SEC filing dates

FAQ

How many UNH shares did Thomas E. Roos acquire on 24 June 2025?

He received 25.252 common shares as dividend equivalents on outstanding RSUs.

What is Thomas E. Roos’ total direct ownership after the transaction?

His direct beneficial ownership stands at 29,524.318 UNH shares.

Did the insider pay for the newly acquired UNH shares?

No. The acquisition price was $0 because the shares were dividend equivalents tied to RSUs.

Was this an open-market purchase or a sale of UNH stock?

Neither. The filing shows an automatic acquisition (Code “A”) of dividend equivalents, not an open-market trade.

Does this Form 4 indicate any change in insider sentiment toward UNH?

The small, automatic nature of the accrual is routine; it does not signal a strategic shift in insider sentiment.

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)
06/24/2025

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	06/24/2025		A		25.252(1)	A	$0	29,524.318	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	06/26/2025
	** 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.