

Delaware			41-1321939
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

UnitedHealth Group Center		55343
9900 Bren Road East ~~Minnetonka, Minnesota~~				~~55343~~
Minnetonka,	Minnesota
(Address of principal executive offices)			(Zip Code)

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $.01 par value

UNH

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ~~[X]~~☒ No ~~[ ]~~☐

Indicate by check mark whether the registrant has submitted electronically ~~and posted on its corporate Web site, if any,~~ every Interactive Data File required to be submitted ~~and posted~~ pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit ~~and post~~ such files). Yes ~~[X]~~☒ No ~~[ ]~~☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange ~~Act:~~

Large accelerated filer

~~[X]~~☒

Accelerated filer

~~[ ]~~☐

Non-accelerated filer

~~[ ]~~☐

Smaller reporting company

~~[ ]~~☐

Emerging growth company

~~[ ]~~☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ~~[ ]~~ ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ~~[ ]~~☐ No ~~[X]~~☒

As of ~~October~~July 31, ~~2017,~~2023, there were ~~969,067,449~~926,305,139 shares of the registrant’s Common Stock, $.01 par value per share, issued and outstanding.

ITEM 1. FINANCIAL STATEMENTS


(in millions, except per share data)	June 30, 2023		December 31, 2022
Assets
Current assets:
Cash and cash equivalents	$	41,813	$	23,365
Short-term investments	4,466		4,546
Accounts receivable, net	17,952		17,681
Other current receivables, net	16,131		12,769
Assets under management	3,623		4,087
Prepaid expenses and other current assets	5,884		6,621
Total current assets	89,869		69,069
Long-term investments	45,988		43,728
Property, equipment and capitalized software, net	10,926		10,128
Goodwill	101,669		93,352
Other intangible assets, net	15,643		14,401
Other assets	16,069		15,027
Total assets	$	280,164	$	245,705
Liabilities, redeemable noncontrolling interests and equity
Current liabilities:
Medical costs payable	$	31,947	$	29,056
Accounts payable and accrued liabilities	29,516		27,715
Short-term borrowings and current maturities of long-term debt	6,321		3,110
Unearned revenues	14,852		3,075
Other current liabilities	30,345		26,281
Total current liabilities	112,981		89,237
Long-term debt, less current maturities	59,268		54,513
Deferred income taxes	2,498		2,769
Other liabilities	13,261		12,839
Total liabilities	188,008		159,358
Commitments and contingencies (Note 7)
Redeemable noncontrolling interests	4,788		4,897
Equity:
Preferred stock, $0.001 par value - 10 shares authorized; no shares issued or outstanding	—		—
Common stock, $0.01 par value - 3,000 shares authorized; 927 and 934 issued and outstanding	9		9
Retained earnings	89,994		86,156
Accumulated other comprehensive loss	(7,650)		(8,393)
Nonredeemable noncontrolling interests	5,015		3,678
Total equity	87,368		81,450
Total liabilities, redeemable noncontrolling interests and equity	$	280,164	$	245,705

(in millions, except per share data) September 30,
2017 December 31,
2016
Assets
Current assets:
Cash and cash equivalents $ 16,269
$ 10,430
Short-term investments 3,525
2,845
Accounts receivable, net 8,638
8,152
Other current receivables, net 6,826
7,499
Assets under management 3,082
3,105
Prepaid expenses and other current assets 2,581
1,848
Total current assets 40,921
33,879
Long-term investments 27,703
23,868
Property, equipment and capitalized software, net 6,562
5,901
Goodwill 53,402
47,584
Other intangible assets, net 8,457
8,541
Other assets 3,387
3,037
Total assets $ 140,432
$ 122,810
Liabilities, redeemable noncontrolling interests and equity
Current liabilities:
Medical costs payable $ 17,963
$ 16,391
Accounts payable and accrued liabilities 15,878
13,361
Commercial paper and current maturities of long-term debt 4,539
7,193
Unearned revenues 6,635
1,968
Other current liabilities 13,073
10,339
Total current liabilities 58,088
49,252
Long-term debt, less current maturities 24,723
25,777
Future policy benefits 2,535
2,524
Deferred income taxes 2,697
2,761
Other liabilities 2,909
2,307
Total liabilities 90,952
82,621
Commitments and contingencies (Note 8)

Redeemable noncontrolling interests 2,170
2,012
Equity:
Preferred stock, $0.001 par value - 10 shares authorized; no shares issued or outstanding —
—
Common stock, $0.01 par value - 3,000 shares authorized; 969 and 952 issued and outstanding 10
10
Additional paid-in capital 1,801
—
Retained earnings 45,840
40,945
Accumulated other comprehensive loss (2,353 ) (2,681 )
Nonredeemable noncontrolling interest 2,012
(97 )
Total equity 47,310
38,177
Total liabilities, redeemable noncontrolling interests and equity $ 140,432
$ 122,810


	Three Months Ended June 30,				Six Months Ended June 30,
(in millions, except per share data)	2023		2022		2023		2022
Revenues:
Premiums	$	72,474	$	63,896	$	145,260	$	127,966
Products	10,651		9,496		20,918		18,836
Services	8,663		6,645		16,743		13,017
Investment and other income	1,115		295		1,913		662
Total revenues	92,903		80,332		184,834		160,481
Operating costs:
Medical costs	60,268		52,093		120,113		104,616
Operating costs	13,809		11,709		27,434		23,110
Cost of products sold	9,748		8,596		19,153		17,083
Depreciation and amortization	1,021		802		1,991		1,590
Total operating costs	84,846		73,200		168,691		146,399
Earnings from operations	8,057		7,132		16,143		14,082
Interest expense	(828)		(467)		(1,582)		(900)
Earnings before income taxes	7,229		6,665		14,561		13,182
Provision for income taxes	(1,572)		(1,466)		(3,130)		(2,835)
Net earnings	5,657		5,199		11,431		10,347
Earnings attributable to noncontrolling interests	(183)		(129)		(346)		(250)
Net earnings attributable to UnitedHealth Group common shareholders	$	5,474	$	5,070	11,085		$	10,097
Earnings per share attributable to UnitedHealth Group common shareholders:
Basic	$	5.89	$	5.41	$	11.91	$	10.75
Diluted	$	5.82	$	5.34	$	11.77	$	10.61
Basic weighted-average number of common shares outstanding	930		937		931		939
Dilutive effect of common share equivalents	10		13		11		13
Diluted weighted-average number of common shares outstanding	940		950		942		952
Anti-dilutive shares excluded from the calculation of dilutive effect of common share equivalents	7		3		6		3

Three Months Ended September 30, Nine Months Ended September 30,
(in millions, except per share data) 2017 2016 2017 2016
Revenues:
Premiums $ 39,552
$ 36,142
$ 118,075
$ 107,366
Products 6,665
6,696
19,209
19,699
Services 3,858
3,264
11,089
9,673
Investment and other income 247
191
725
567
Total revenues 50,322
46,293
149,098
137,305
Operating costs:
Medical costs 32,201
29,040
96,829
87,342
Operating costs 7,387
7,033
21,737
20,584
Cost of products sold 6,068
6,125
17,633
18,108
Depreciation and amortization 578
515
1,667
1,528
Total operating costs 46,234
42,713
137,866
127,562
Earnings from operations 4,088
3,580
11,232
9,743
Interest expense (294 ) (269 ) (878 ) (799 )
Earnings before income taxes 3,794
3,311
10,354
8,944
Provision for income taxes (1,233 ) (1,333 ) (3,252 ) (3,579 )
Net earnings 2,561
1,978
7,102
5,365
Earnings attributable to noncontrolling interests (76 ) (10 ) (161 ) (32 )
Net earnings attributable to UnitedHealth Group common shareholders $ 2,485
$ 1,968
$ 6,941
$ 5,333
Earnings per share attributable to UnitedHealth Group common shareholders:
Basic $ 2.57
$ 2.07
$ 7.22
$ 5.60
Diluted $ 2.51
$ 2.03
$ 7.06
$ 5.51
Basic weighted-average number of common shares outstanding 968
952
962
952
Dilutive effect of common share equivalents 21
17
21
16
Diluted weighted-average number of common shares outstanding 989
969
983
968
Anti-dilutive shares excluded from the calculation of dilutive effect of common share equivalents 1
1
6
3
Cash dividends declared per common share $ 0.750
$ 0.625
$ 2.125
$ 1.750


	Three Months Ended June 30,				Six Months Ended June 30,
(in millions)	2023		2022		2023		2022
Net earnings	$	5,657	$	5,199	$	11,431	$	10,347
Other comprehensive (loss) income:
Gross unrealized (losses) gains on investment securities during the period	(431)		(1,331)		209		(3,354)
Income tax effect	99		304		(48)		769
Total unrealized (losses) gains, net of tax	(332)		(1,027)		161		(2,585)
Gross reclassification adjustment for net realized gains included in net earnings	(47)		(1)		(34)		(4)
Income tax effect	11		—		8		1
Total reclassification adjustment, net of tax	(36)		(1)		(26)		(3)
Total foreign currency translation gains (losses)	267		(676)		608		242
Other comprehensive (loss) income	(101)		(1,704)		743		(2,346)
Comprehensive income	5,556		3,495		12,174		8,001
Comprehensive income attributable to noncontrolling interests	(183)		(129)		(346)		(250)
Comprehensive income attributable to UnitedHealth Group common shareholders	$	5,373	$	3,366	$	11,828	$	7,751

Three Months Ended September 30, Nine Months Ended September 30,
(in millions) 2017 2016 2017 2016
Net earnings $ 2,561
$ 1,978
$ 7,102
$ 5,365
Other comprehensive income (loss) :
Gross unrealized gains (losses) on investment securities during the period 44
(21 ) 313
473
Income tax effect (17 ) 7
(111 ) (173 )
Total unrealized gains (losses), net of tax 27
(14 ) 202
300
Gross reclassification adjustment for net realized gains included in net earnings (10 ) (26 ) (51 ) (97 )
Income tax effect 4
9
19
35
Total reclassification adjustment, net of tax (6 ) (17 ) (32 ) (62 )
Total foreign currency translation gains (losses) 217
(69 ) 158
793
Other comprehensive income (loss) 238
(100 ) 328
1,031
Comprehensive income 2,799
1,878
7,430
6,396
Comprehensive income attributable to noncontrolling interests (76 ) (10 ) (161 ) (32 )
Comprehensive income attributable to UnitedHealth Group common shareholders $ 2,723
$ 1,868
$ 7,269
$ 6,364


	Common Stock			Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive (Loss) Income				Nonredeemable Noncontrolling Interests		Total Equity
Three months ended June 30, (in millions)	Shares	Amount						Net Unrealized (Losses) Gains on Investments		Foreign Currency Translation (Losses) Gains
Balance at March 31, 2023	932	$	9	$	—	$	88,852	$	(2,275)	$	(5,274)	$	4,509	$	85,821
Net earnings						5,474						139		5,613
Other comprehensive (loss) income								(368)		267				(101)
Issuances of common stock, and related tax effects	1	—		218										218
Share-based compensation				232										232
Common share repurchases	(6)	—		(442)		(2,585)								(3,027)
Cash dividends paid on common shares ($1.88 per share)						(1,747)								(1,747)
Redeemable noncontrolling interests fair value and other adjustments				(8)										(8)
Acquisition and other adjustments of nonredeemable noncontrolling interests												478		478
Distribution to nonredeemable noncontrolling interests												(111)		(111)
Balance at June 30, 2023	927	$	9	$	—	$	89,994	$	(2,643)	$	(5,007)	$	5,015	$	87,368

Balance at March 31, 2022	939	$	10	$	—	$	78,782	$	(1,137)	$	(4,889)	$	3,362	$	76,128
Net earnings						5,070						94		5,164
Other comprehensive loss								(1,028)		(676)				(1,704)
Issuances of common stock, and related tax effects	1	—		174										174
Share-based compensation				194										194
Common share repurchases	(5)	—		(733)		(1,767)								(2,500)
Cash dividends paid on common shares ($1.65 per share)						(1,545)								(1,545)
Redeemable noncontrolling interests fair value and other adjustments				365										365
Acquisition and other adjustments of nonredeemable noncontrolling interests												12		12
Distribution to nonredeemable noncontrolling interests												(83)		(83)
Balance at June 30, 2022	935	$	10	$	—	$	80,540	$	(2,165)	$	(5,565)	$	3,385	$	76,205

Common Stock Additional Paid-In Capital Retained Earnings
Accumulated Other Comprehensive (Loss)
Income
Nonredeemable Noncontrolling Interest
Total
Equity
(in millions) Shares Amount Net Unrealized (Losses) Gains on Investments Foreign Currency Translation (Losses) Gains
Balance at January 1, 2017 952
$ 10
$ —
$ 40,945
$ (97 ) $ (2,584 ) $ (97 ) $ 38,177
Net earnings 6,941
120
7,061
Other comprehensive income 170
158
328
Issuances of common stock,
and related tax effects 24
—
2,156
2,156
Share-based compensation 447
447
Common share repurchases (7 ) —
(1,173 )

(1,173 )
Cash dividends paid on common shares (2,046 ) (2,046 )
Redeemable noncontrolling interests fair value and other adjustments 371
371
Acquisition of nonredeemable noncontrolling interest 2,111
2,111
Distribution to nonredeemable noncontrolling interest (122 ) (122 )
Balance at September 30, 2017 969
$ 10
$ 1,801
$ 45,840
$ 73
$ (2,426 ) $ 2,012
$ 47,310

Balance at January 1, 2016 953
$ 10
$ 29
$ 37,125
$ 56
$ (3,390 ) $ (105 ) $ 33,725
Adjustment to adopt ASU 2016-09 28
28
Net earnings 5,333
31
5,364
Other comprehensive income 238
793
1,031
Issuances of common stock,
and related tax effects
8
—
187
187
Share-based compensation 350
350
Common share repurchases (9 ) —
(242 ) (875 ) (1,117 )
Cash dividends paid on common shares (1,666 ) (1,666 )
Acquisition of redeemable noncontrolling interest shares (143 ) (143 )
Redeemable noncontrolling interests fair value and other adjustments (181 ) (181 )
Distribution to nonredeemable noncontrolling interest (24 ) (24 )
Balance at September 30, 2016 952
$ 10
$ —
$ 39,945
$ 294
$ (2,597 ) $ (98 ) $ 37,554


	Common Stock			Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive (Loss) Income				Nonredeemable Noncontrolling Interests		Total Equity
Six months ended March 31, (in millions)	Shares	Amount						Net Unrealized (Losses) Gains on Investments		Foreign Currency Translation (Losses) Gains
Balance at January 1, 2023	934	$	9	$	—	$	86,156	$	(2,778)	$	(5,615)	$	3,678	$	81,450
Net earnings						11,085						252		11,337
Other comprehensive income								135		608				743
Issuances of common stock, and related tax effects	3	—		568										568
Share-based compensation				598										598
Common share repurchases	(10)	—		(1,075)		(3,963)								(5,038)
Cash dividends paid on common shares ($3.53 per share)						(3,284)								(3,284)
Redeemable noncontrolling interests fair value and other adjustments				(91)										(91)
Acquisition and other adjustments of nonredeemable noncontrolling interests												1,297		1,297
Distribution to nonredeemable noncontrolling interests												(212)		(212)
Balance at June 30, 2023	927	$	9	$	—	$	89,994	$	(2,643)	$	(5,007)	$	5,015	$	87,368

Balance at January 1, 2022	941	$	10	$	—	$	77,134	$	423	$	(5,807)	$	3,285	$	75,045
Net earnings						10,097						182		10,279
Other comprehensive (loss) income								(2,588)		242				(2,346)
Issuances of common stock, and related tax effects	4	—		507										507
Share-based compensation				476										476
Common share repurchases	(10)	—		(1,217)		(3,783)								(5,000)
Cash dividends paid on common shares ($3.10 per share)						(2,908)								(2,908)
Redeemable noncontrolling interests fair value and other adjustments				234										234
Acquisition and other adjustments of nonredeemable noncontrolling interests												103		103
Distribution to nonredeemable noncontrolling interests												(185)		(185)
Balance at June 30, 2022	935	$	10	$	—	$	80,540	$	(2,165)	$	(5,565)	$	3,385	$	76,205


	Six Months Ended June 30,
(in millions)	2023		2022
Operating activities
Net earnings	$	11,431	$	10,347
Noncash items:
Depreciation and amortization	1,991		1,590
Deferred income taxes	(482)		(15)
Share-based compensation	604		504
Other, net	(91)		215
Net change in other operating items, net of effects from acquisitions and changes in AARP balances:
Accounts receivable	197		(4,204)
Other assets	(2,001)		(643)
Medical costs payable	2,408		4,029
Accounts payable and other liabilities	1,547		807
Unearned revenues	11,755		(440)
Cash flows from operating activities	27,359		12,190
Investing activities
Purchases of investments	(9,225)		(8,903)
Sales of investments	3,188		2,348
Maturities of investments	4,463		3,189
Cash paid for acquisitions, net of cash assumed	(8,161)		(7,150)
Purchases of property, equipment and capitalized software	(1,589)		(1,212)
Other, net	(424)		(532)
Cash flows used for investing activities	(11,748)		(12,260)
Financing activities
Common share repurchases	(5,000)		(5,000)
Cash dividends paid	(3,284)		(2,908)
Proceeds from common stock issuances	628		756
Repayments of long-term debt	(2,125)		(1,100)
Proceeds from short-term borrowings, net	3,426		1,340
Proceeds from issuance of long-term debt	6,394		5,922
Customer funds administered	4,069		5,786
Other, net	(1,377)		(1,546)
Cash flows from financing activities	2,731		3,250
Effect of exchange rate changes on cash and cash equivalents	106		57
Increase in cash and cash equivalents	18,448		3,237
Cash and cash equivalents, beginning of period	23,365		21,375
Cash and cash equivalents, end of period	$	41,813	$	24,612

Nine Months Ended September 30,
(in millions) 2017 2016
Operating activities
Net earnings $ 7,102
$ 5,365
Noncash items:
Depreciation and amortization 1,667
1,528
Deferred income taxes (459 ) (405 )
Share-based compensation 456
369
Other, net 168
(68 )
Net change in other operating items, net of effects from acquisitions and changes in AARP balances:
Accounts receivable (244 ) (580 )
Other assets (763 ) (1,835 )
Medical costs payable 1,305
1,984
Accounts payable and other liabilities 2,283
1,280
Unearned revenues 4,658
3,566
Cash flows from operating activities 16,173
11,204
Investing activities
Purchases of investments (10,626 ) (12,231 )
Sales of investments 2,809
4,422
Maturities of investments 4,251
3,040
Cash paid for acquisitions, net of cash assumed (908 ) (2,727 )
Purchases of property, equipment and capitalized software (1,391 ) (1,220 )
Other, net (30 ) (25 )
Cash flows used for investing activities (5,895 ) (8,741 )
Financing activities
Common share repurchases (1,173 ) (1,117 )
Cash dividends paid (2,046 ) (1,666 )
Proceeds from common stock issuances 604
387
Proceeds from issuance of long-term debt 1,342
2,485
Repayments of long-term debt (2,867 ) (2,101 )
(Repayments of) proceeds from commercial paper, net (3,352 ) 693
Customer funds administered 3,659
1,249
Other, net (624 ) (590 )
Cash flows used for financing activities (4,457 ) (660 )
Effect of exchange rate changes on cash and cash equivalents 18
70
Increase in cash and cash equivalents 5,839
1,873
Cash and cash equivalents, beginning of period 10,430
10,923
Cash and cash equivalents, end of period $ 16,269
$ 12,796

Supplemental Schedule of Noncash Investing Activities
Common stock issued for acquisition $ 2,164
$ —

1. Basis of Presentation ~~and Significant Accounting Policies~~

UnitedHealth Group Incorporated (individually and together with its subsidiaries, “UnitedHealth Group” and ~~“the Company”~~the “Company”) is a ~~diversified~~ health care and well-being company ~~dedicated~~with a mission to ~~helping~~help people live healthier lives and ~~helping~~help make the health system work better for everyone. ~~Through its diversified family of businesses,~~Our two distinct, yet complementary business platforms — Optum and UnitedHealthcare — are working to help build a modern, high-performing health system through improved access, affordability, outcomes and experiences for the individuals and organizations the Company ~~leverages core competencies in advanced, enabling technology; health care data, information and intelligence; and clinical care management and coordination~~is privileged to help meet the demands of the health system. These core competencies are deployed within the Company’s two distinct, but strategically aligned, business platforms: health benefits operating under UnitedHealthcare and health services operating under Optum.serve.

The Company has prepared the Condensed Consolidated Financial Statements according to U.S. Generally Accepted Accounting Principles (GAAP) and has included the accounts of UnitedHealth Group and its subsidiaries. The year-end condensed consolidated balance sheet was derived from audited financial statements, but does not include all disclosures required by GAAP. In accordance with the rules and regulations of the U.S. Securities and Exchange Commission (SEC), the Company has omitted certain footnote disclosures that would substantially duplicate the disclosures contained in its annual audited Consolidated Financial Statements. Therefore, these Condensed Consolidated Financial Statements should be read together with the Consolidated Financial Statements and the Notes included in Part II, Item 8, “Financial ~~Statements”~~Statements and Supplementary Data” in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2016~~2022 as filed with the SEC ~~(2016~~(2022 10-K). The accompanying Condensed Consolidated Financial Statements include all normal recurring adjustments necessary to present the interim financial statements fairly.

These Condensed Consolidated Financial Statements include certain amounts based on the Company’s best estimates and judgments. The Company’s most significant estimates relate to estimates and judgments for medical costs payable and ~~revenues, valuation and impairment analysis of goodwill and other intangible assets and valuations of certain investments.~~goodwill. Certain of these estimates require the application of complex assumptions and judgments, often because they involve matters that are inherently uncertain and will likely change in subsequent periods. The impact of any change in estimates is included in earnings in the period in which the estimate is adjusted.

Revenues - Products and Services

The Company’s revenues include premium, product, and service revenues. Service revenues include net patient service revenues that are recorded based upon established billing rates, less allowances for contractual adjustments, and are recognized as services are provided. For more information about the Company’s revenues, see Notes 2 and 13 of Notes to the Consolidated Financial Statements in Part II, Item 8, “Financial Statements” in the 2016 10-K. See ~~Note 9~~ ~~for disaggregation of revenue by segment and type.~~

As of ~~September~~June 30, ~~2017,~~2023 and December 31, 2022, accounts ~~receivables~~receivable related to products and services were ~~$3.5 billion. For the three~~$7.7 billion and ~~nine months ended September~~$7.1 billion, respectively. As of June 30, ~~2017, the Company had no material bad-debt expense and there were no material contract assets, contract liabilities or deferred contract costsrecorded on the Condensed Consolidated Balance Sheet as of September 30, 2017.~~

~~For the three and nine months ended September 30, 2017,~~2023, revenue ~~recognized from performance obligations related to prior periods (for example, due to changes in transaction price), was not material.~~

~~Revenue~~ expected to be recognized in any future year related to remaining performance obligations, excluding revenue pertaining to contracts ~~that have~~having an original expected duration of one year or less, contracts where revenue is recognized as invoiced and contracts with variable consideration related to undelivered performance obligations, was $12.2 billion, of which approximately half is ~~not material.~~

~~Health Insurance Industry Tax~~

~~The Patient Protection and Affordable Care Act (ACA) included an annual, nondeductible insurance industry tax (Health Insurance Industry Tax)~~expected to be ~~levied proportionally across the insurance industry for risk-based health insurance products. A provision~~recognized in the ~~2016 Federal Budget imposed a one year moratorium for 2017 on the collection~~next three years.

Table of ~~the Health Insurance Industry Tax. The Company has experienced a lower effective income tax rate in 2017 as compared to 2016 primarily due to the moratorium.~~Contents

~~The remainder of the accounting policies disclosed in Note 2 of Notes to the Consolidated Financial Statements in Part II, Item 8, “Financial Statements” in the 2016 10-K remain unchanged.~~

~~Recently Issued Accounting Standards~~

In February 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU) No. 2016-02, “Leases (Topic 842)” (ASU 2016-02). Under ASU 2016-02, an entity will be required to recognize assets and liabilities for the rights and obligations created by leases on the entity’s balance sheet for both finance and operating leases. For leases with a term of 12 months or less, an entity can elect to not recognize lease assets and lease liabilities and expense the lease over a straight-line basis for the term of the lease. ASU 2016-02 will require new disclosures that depict the amount, timing and uncertainty of cash flows pertaining to an entity’s leases. Companies are required to adopt the new standard using a modified retrospective approach for annual and interim periods beginning after December 15, 2018. Early adoption of ASU 2016-02 is permitted. When adopted, the Company does not expect ASU 2016-02 to have a material impact on its results of operations, equity or cash flows. The impact of ASU 2016-02 on the Company’s consolidated financial position will be based on leases outstanding at the time of adoption.

In January 2016, the FASB issued ASU 2016-01, “Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities” (ASU 2016-01). The new guidance changes the current accounting related to (i) the classification and measurement of certain equity investments, (ii) the presentation of changes in the fair value of financial liabilities measured under the fair value option that are due to instrument-specific credit risk, and (iii) certain disclosures associated with the fair value of financial instruments. Most notably, ASU 2016-01 requires that equity investments, with certain exemptions, be measured at fair value with changes in fair value recognized in net income as opposed to other comprehensive income. The new guidance is effective for annual and interim reporting periods beginning after December 15, 2017. As of September 30, 2017, based on equity securities held, the Company does not expect ASU 2016-01 to have a material impact on its consolidated financial position, results of operations, equity or cash flows. The Company will continue to evaluate any changes in its mix of investments or market conditions and the related impact of ASU 2016-01.

~~Recently Adopted Accounting Standards~~

In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606)” as modified by subsequently issued ASUs 2015-14, 2016-08, 2016-10, 2016-12 and 2016-20 (collectively ASU 2014-09). ASU 2014-09 superseded existing revenue recognition standards with a single model unless those contracts are within the scope of other standards (e.g., an insurance entity’s insurance contracts). The revenue recognition principle in ASU 2014-09 is that an entity should recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company early adopted the new standard effective January 1, 2017, as allowed, using the modified retrospective approach. A significant majority of the Company’s revenues are not subject to the new guidance. The adoption of ASU 2014-09 did not have a material impact on the Company’s consolidated financial position, results of operations, equity or cash flows as of the adoption date or for the nine months ended September 30, 2017. The Company has included the disclosures required by ASU 2014-09 above.

~~The Company has determined that there have been no other recently adopted or issued accounting standards that had, or will have, a material impact on its Condensed Consolidated Financial Statements.~~

2. Investments

A summary of ~~short-term and long-term investments~~debt securities by major security type is as follows:


(in millions)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
June 30, 2023
Debt securities - available-for-sale:
U.S. government and agency obligations	$	4,990	$	—	$	(283)	$	4,707
State and municipal obligations	7,334		10		(427)		6,917
Corporate obligations	23,582		11		(1,643)		21,950
U.S. agency mortgage-backed securities	8,504		5		(799)		7,710
Non-U.S. agency mortgage-backed securities	3,148		—		(304)		2,844
Total debt securities - available-for-sale	47,558		26		(3,456)		44,128
Debt securities - held-to-maturity:
U.S. government and agency obligations	466		—		(11)		455
State and municipal obligations	28		—		(3)		25
Corporate obligations	246		—		—		246
Total debt securities - held-to-maturity	740		—		(14)		726
Total debt securities	$	48,298	$	26	$	(3,470)	$	44,854
December 31, 2022
Debt securities - available-for-sale:
U.S. government and agency obligations	$	4,093	$	1	$	(285)	$	3,809
State and municipal obligations	7,702		25		(479)		7,248
Corporate obligations	23,675		17		(1,798)		21,894
U.S. agency mortgage-backed securities	7,379		15		(808)		6,586
Non-U.S. agency mortgage-backed securities	3,077		1		(294)		2,784
Total debt securities - available-for-sale	45,926		59		(3,664)		42,321
Debt securities - held-to-maturity:
U.S. government and agency obligations	578		—		(14)		564
State and municipal obligations	29		—		(3)		26
Corporate obligations	89		—		—		89
Total debt securities - held-to-maturity	696		—		(17)		679
Total debt securities	$	46,622	$	59	$	(3,681)	$	43,000

The Company held $4.2 billion and $3.7 billion of equity securities as of June 30, 2023 and December 31, 2022, respectively. The Company’s investments in equity securities primarily consist of employee savings plan related investments, venture investments and shares of Brazilian real denominated fixed-income funds with readily determinable fair values. Additionally, the Company’s investments included $1.4 billion and $1.5 billion of equity method investments in operating businesses in the health care sector as of June 30, 2023 and December 31, 2022, respectively. The allowance for credit losses on held-to-maturity securities at June 30, 2023 and December 31, 2022 was not material.

Table of Contents

(in millions)
Amortized
Cost

Gross
Unrealized
Gains

Gross
Unrealized
Losses

Fair
Value
September 30, 2017
Debt securities - available-for-sale:
U.S. government and agency obligations $ 2,708
$ 3
$ (24 ) $ 2,687
State and municipal obligations 6,997
117
(20 ) 7,094
Corporate obligations 13,092
88
(26 ) 13,154
U.S. agency mortgage-backed securities 3,946
13
(28 ) 3,931
Non-U.S. agency mortgage-backed securities 1,018
5
(4 ) 1,019
Total debt securities - available-for-sale 27,761
226
(102 ) 27,885
Equity securities 1,949
30
(38 ) 1,941
Debt securities - held-to-maturity:
U.S. government and agency obligations 259
—
—
259
State and municipal obligations 4
—
—
4
Corporate obligations 285
—
—
285
Total debt securities - held-to-maturity 548
—
—
548
Total investments $ 30,258
$ 256
$ (140 ) $ 30,374
December 31, 2016
Debt securities - available-for-sale:
U.S. government and agency obligations $ 2,294
$ 1
$ (31 ) $ 2,264
State and municipal obligations 7,120
40
(101 ) 7,059
Corporate obligations 10,944
41
(58 ) 10,927
U.S. agency mortgage-backed securities 2,963
7
(43 ) 2,927
Non-U.S. agency mortgage-backed securities 1,009
3
(10 ) 1,002
Total debt securities - available-for-sale 24,330
92
(243 ) 24,179
Equity securities 2,036
52
(47 ) 2,041
Debt securities - held-to-maturity:
U.S. government and agency obligations 250
1
—
251
State and municipal obligations 5
—
—
5
Corporate obligations 238
—
—
238
Total debt securities - held-to-maturity 493
1
—
494
Total investments $ 26,859
$ 145
$ (290 ) $ 26,714

The amortized cost and fair value of debt securities as of ~~September~~June 30, ~~2017~~,2023, by contractual maturity, were as follows:


	Available-for-Sale				Held-to-Maturity					Available-for-Sale				Held-to-Maturity
(in millions)	Amortized Cost		Fair Value		Amortized Cost		Fair Value		(in millions)	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Due in one year or less	$	3,650	$	3,651	$	165	$	165	Due in one year or less	$	4,646	$	4,613	$	466	$	461
Due after one year through five years	10,607		10,645		125		125		Due after one year through five years	14,748		13,935		225		219
Due after five years through ten years	6,476		6,540		113		113		Due after five years through ten years	11,332		10,206		31		30
Due after ten years	2,064		2,099		145		145		Due after ten years	5,180		4,820		18		16
U.S. agency mortgage-backed securities	3,946		3,931		—		—		U.S. agency mortgage-backed securities	8,504		7,710		—		—
Non-U.S. agency mortgage-backed securities	1,018		1,019		—		—		Non-U.S. agency mortgage-backed securities	3,148		2,844		—		—
Total debt securities	$	27,761	$	27,885	$	548	$	548	Total debt securities	$	47,558	$	44,128	$	740	$	726

The fair value of available-for-sale ~~investments~~debt securities with gross unrealized losses by major security type and length of time that individual securities have been in a continuous unrealized loss position were as follows:


	Less Than 12 Months				12 Months or Greater				Total
(in millions)	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
June 30, 2023
Debt securities - available-for-sale:
U.S. government and agency obligations	$	2,300	$	(28)	$	1,902	$	(255)	$	4,202	$	(283)
State and municipal obligations	2,769		(46)		3,324		(381)		6,093		(427)
Corporate obligations	6,346		(122)		13,974		(1,521)		20,320		(1,643)
U.S. agency mortgage-backed securities	3,111		(79)		4,314		(720)		7,425		(799)
Non-U.S. agency mortgage-backed securities	577		(15)		2,239		(289)		2,816		(304)
Total debt securities - available-for-sale	$	15,103	$	(290)	$	25,753	$	(3,166)	$	40,856	$	(3,456)
December 31, 2022
Debt securities - available-for-sale:
U.S. government and agency obligations	$	2,007	$	(96)	$	1,290	$	(189)	$	3,297	$	(285)
State and municipal obligations	4,630		(288)		1,178		(191)		5,808		(479)
Corporate obligations	13,003		(893)		6,637		(905)		19,640		(1,798)
U.S. agency mortgage-backed securities	3,561		(345)		2,239		(463)		5,800		(808)
Non-U.S. agency mortgage-backed securities	1,698		(128)		976		(166)		2,674		(294)
Total debt securities - available-for-sale	$	24,899	$	(1,750)	$	12,320	$	(1,914)	$	37,219	$	(3,664)

Less Than 12 Months 12 Months or Greater Total
(in millions)
Fair
Value

Gross
Unrealized
Losses

Fair
Value
Gross
Unrealized
Losses
Fair
Value
Gross
Unrealized
Losses
September 30, 2017
Debt securities - available-for-sale:
U.S. government and agency obligations $ 1,635
$ (11 ) $ 532
$ (13 ) $ 2,167
$ (24 )
State and municipal obligations 1,910
(15 ) 429
(5 ) 2,339
(20 )
Corporate obligations 3,958
(17 ) 496
(9 ) 4,454
(26 )
U.S. agency mortgage-backed securities 2,233
(24 ) 146
(4 ) 2,379
(28 )
Non-U.S. agency mortgage-backed securities 351
(3 ) 49
(1 ) 400
(4 )
Total debt securities - available-for-sale $ 10,087
$ (70 ) $ 1,652
$ (32 ) $ 11,739
$ (102 )
Equity securities $ 59
$ (4 ) $ 97
$ (34 ) $ 156
$ (38 )
December 31, 2016
Debt securities - available-for-sale:
U.S. government and agency obligations $ 1,794
$ (31 ) $ —
$ —
$ 1,794
$ (31 )
State and municipal obligations 4,376
(101 ) —
—
4,376
(101 )
Corporate obligations 5,128
(56 ) 137
(2 ) 5,265
(58 )
U.S. agency mortgage-backed securities 2,247
(40 ) 79
(3 ) 2,326
(43 )
Non-U.S. agency mortgage-backed securities 544
(7 ) 97
(3 ) 641
(10 )
Total debt securities - available-for-sale $ 14,089
$ (235 ) $ 313
$ (8 ) $ 14,402
$ (243 )
Equity securities $ 93
$ (5 ) $ 91
$ (42 ) $ 184
$ (47 )

The Company’s unrealized losses from ~~all~~debt securities as of ~~September~~June 30, ~~2017~~2023 were generated from ~~9,000~~approximately 35,000 positions out of a total of ~~29,000~~41,000 positions. The Company believes that it will timely collect the principal and interest due on its debt securities that have an amortized cost in excess of fair value. The unrealized losses were primarily caused by interest rate increases and not by unfavorable changes in the credit quality associated with these ~~securities.~~securities which impacted the Company’s assessment on collectability of principal and interest. At each reporting period, the Company evaluates available-for-sale debt securities for any credit-related impairment when the fair value of the investment is less than its amortized cost. The Company evaluated the expected cash flows, the underlying credit quality and credit ratings of the issuers, noting no significant credit deterioration since purchase. As of ~~September~~June 30, ~~2017~~,2023, the Company did not have the intent to sell any of the available-for-sale debt securities in an unrealized loss position. Therefore, the Company believes these losses to be temporary. The allowance for credit losses on available-for-sale debt securities at June 30, 2023 and December 31, 2022 was not material.

~~The Company’s investments in equity securities consist~~

Table of investments in Brazilian real denominated fixed-income funds, employee savings plan related investments, venture capital funds, and dividend paying stocks. The Company evaluated its investments in equity securities for severity and duration of unrealized loss, overall market volatility and other market factors. Additionally, as of September 30, 2017, the Company’s investments included $854 million of equity method investments in operating businesses in the health care sector.Contents

3. Fair Value

Certain assets and liabilities are measured at fair value in the Condensed Consolidated Financial Statements or have fair values disclosed in the Notes to the Condensed Consolidated Financial Statements. These assets and liabilities are classified into one of three levels of a hierarchy defined by GAAP.

For a description of the methods and assumptions that are used to estimate the fair value and determine the fair value hierarchy classification of each class of financial instrument, see Note 4 of Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial ~~Statements”~~Statements and Supplementary Data” in the ~~2016~~2022 10-K.

The following table presents a summary of fair value measurements by level and carrying values for items measured at fair value on a recurring basis in the Condensed Consolidated Balance Sheets:


(in millions)	Quoted Prices in Active Markets (Level 1)			Other Observable Inputs (Level 2)			Unobservable Inputs (Level 3)			Total Fair and Carrying Value
June 30, 2023
Cash and cash equivalents	$	41,763		$	50		$	—		$	41,813
Debt securities - available-for-sale:
U.S. government and agency obligations	4,318			389			—			4,707
State and municipal obligations	—			6,917			—			6,917
Corporate obligations	36			21,732			182			21,950
U.S. agency mortgage-backed securities	—			7,710			—			7,710
Non-U.S. agency mortgage-backed securities	—			2,844			—			2,844
Total debt securities - available-for-sale	4,354			39,592			182			44,128
Equity securities	2,270			37			70			2,377
Assets under management	1,332			2,190			101			3,623
Total assets at fair value	$	49,719		$	41,869		$	353		$	91,941
Percentage of total assets at fair value	54		%	45		%	1		%	100		%
December 31, 2022
Cash and cash equivalents	$	23,202		$	163		$	—		$	23,365
Debt securities - available-for-sale:
U.S. government and agency obligations	3,505			304			—			3,809
State and municipal obligations	—			7,248			—			7,248
Corporate obligations	7			21,695			192			21,894
U.S. agency mortgage-backed securities	—			6,586			—			6,586
Non-U.S. agency mortgage-backed securities	—			2,784			—			2,784
Total debt securities - available-for-sale	3,512			38,617			192			42,321
Equity securities	2,043			35			70			2,148
Assets under management	1,788			2,203			96			4,087
Total assets at fair value	$	30,545		$	41,018		$	358		$	71,921
Percentage of total assets at fair value	42		%	57		%	1		%	100		%

(in millions)
Quoted Prices
in Active
Markets
(Level 1)

Other
Observable
Inputs
(Level 2)

Unobservable
Inputs
(Level 3)

Total
Fair and Carrying
Value
September 30, 2017
Cash and cash equivalents $ 13,462
$ 2,807
$ —
$ 16,269
Debt securities - available-for-sale:
U.S. government and agency obligations 2,405
282
—
2,687
State and municipal obligations —
7,094
—
7,094
Corporate obligations 73
12,947
134
13,154
U.S. agency mortgage-backed securities —
3,931
—
3,931
Non-U.S. agency mortgage-backed securities —
1,019
—
1,019
Total debt securities - available-for-sale 2,478
25,273
134
27,885
Equity securities 1,804
14
123
1,941
Assets under management 763
2,319
—
3,082
Interest rate swap assets —
50
—
50
Total assets at fair value
$ 18,507
$ 30,463
$ 257
$ 49,227
Percentage of total assets at fair value 37 % 62 % 1 % 100 %
Interest rate swap liabilities $ —
$ 12
$ —
$ 12
December 31, 2016
Cash and cash equivalents $ 10,386
$ 44
$ —
$ 10,430
Debt securities - available-for-sale:
U.S. government and agency obligations 2,017
247
—
2,264
State and municipal obligations —
7,059
—
7,059
Corporate obligations 21
10,804
102
10,927
U.S. agency mortgage-backed securities —
2,927
—
2,927
Non-U.S. agency mortgage-backed securities —
1,002
—
1,002
Total debt securities - available-for-sale 2,038
22,039
102
24,179
Equity securities 1,591
13
437
2,041
Assets under management 1,064
2,041
—
3,105
Interest rate swap assets —
55
—
55
Total assets at fair value $ 15,079
$ 24,192
$ 539
$ 39,810
Percentage of total assets at fair value 38 % 61 % 1 % 100 %
Interest rate swap liabilities $ —
$ 14
$ —
$ 14

~~Transfers between levels, if any, are recorded as~~There were no transfers in or out of ~~the beginning of the reporting period in which the transfer occurs; there were~~ no ~~transfers between Levels 1, 2 or~~Level 3 ~~of any~~ financial assets or liabilities during the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2023 or ~~2016.~~2022.

Table of Contents

The following table presents a summary of fair value measurements by level and carrying values for certain financial instruments not measured at fair value on a recurring basis in the Condensed Consolidated Balance Sheets:


(in millions)	Quoted Prices in Active Markets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)		Total Fair Value		Total Carrying Value
June 30, 2023
Debt securities - held-to-maturity	$	651	$	75	$	—	$	726	$	740
Long-term debt and other financing obligations	$	—	$	58,644	$	—	$	58,644	$	61,217
December 31, 2022
Debt securities - held-to-maturity	$	577	$	102	$	—	$	679	$	696
Long-term debt and other financing obligations	$	—	$	53,626	$	—	$	53,626	$	56,823

(in millions)
Quoted Prices
in Active
Markets
(Level 1)

Other
Observable
Inputs
(Level 2)

Unobservable
Inputs
(Level 3)

Total
Fair
Value
Total Carrying Value
September 30, 2017
Debt securities - held-to-maturity:
U.S. government and agency obligations $ 256
$ 3
$ —
$ 259
$ 259
State and municipal obligations —
—
4
4
4
Corporate obligations 17
1
267
285
285
Total debt securities - held-to-maturity $ 273
$ 4
$ 271
$ 548
$ 548
Other assets $ —
$ 477
$ —
$ 477
$ 475
Long-term debt and other financing obligations $ —
$ 31,686
$ —
$ 31,686
$ 28,959
December 31, 2016
Debt securities - held-to-maturity:
U.S. government and agency obligations $ 251
$ —
$ —
$ 251
$ 250
State and municipal obligations —
—
5
5
5
Corporate obligations 20
8
210
238
238
Total debt securities - held-to-maturity $ 271
$ 8
$ 215
$ 494
$ 493
Other assets $ —
$ 476
$ —
$ 476
$ 471
Long-term debt and other financing obligations $ —
$ 31,295
$ —
$ 31,295
$ 29,337

Nonfinancial assets and liabilities or financial assets and liabilities that are measured at fair value on a nonrecurring basis are subject to fair value adjustments only in certain circumstances, such as when the Company records an impairment. There were no significant fair value adjustments for these assets and liabilities recorded during the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2023 or ~~2016~~.2022.

4. ~~Other Current Receivables~~

The Company’s pharmacy care services businesses contract with pharmaceutical manufacturers, some of which provide rebates based on use of the manufacturers’ products by the Company’s clients. As of September 30, 2017 and December 31, 2016, total pharmaceutical manufacturer rebates receivable included in other receivables in the Condensed Consolidated Balance Sheets amounted to $4.0 billion and $3.3 billion, respectively. See Note 2 of Notes to the Consolidated Financial Statements in Part II, Item 8, “Financial Statements” in the 2016 10-K for more information on the Company’s pharmaceutical manufacturer rebates.

5. Medical Costs Payable

The following table shows the components of the change in medical costs payable for the ~~nine~~six months ended ~~September~~June 30:


(in millions)	2017			2016			(in millions)	2023		2022
Medical costs payable, beginning of period	$	16,391		$	14,330		Medical costs payable, beginning of period	$	29,056	$	24,483
Acquisitions	76			—			Acquisitions	1		171
Reported medical costs:							Reported medical costs:
Current year	97,519			87,532			Current year	120,773		104,936
Prior years	(690		)	(190		)	Prior years	(660)		(320)
Total reported medical costs	96,829			87,342			Total reported medical costs	120,113		104,616
Medical payments:							Medical payments:
Payments for current year	(81,237		)	(72,092		)	Payments for current year	(91,621)		(78,937)
Payments for prior years	(14,096		)	(13,080		)	Payments for prior years	(25,602)		(21,355)
Total medical payments	(95,333		)	(85,172		)	Total medical payments	(117,223)		(100,292)
Medical costs payable, end of period	$	17,963		$	16,500		Medical costs payable, end of period	$	31,947	$	28,978

For the ~~nine~~six months ended ~~September~~June 30, ~~2017, the~~2023 and 2022, prior years’ medical cost reserve development ~~was primarily driven by lower than expected health system utilization levels. For the nine months ended September 30, 2016,~~included no individual factors that were significant. Medical costs payable included reserves for claims incurred by insured customers but not yet reported to the Company of ~~$12.4~~$22.0 billion and ~~$11.6~~$20.0 billion at ~~September~~June 30, ~~2017~~2023 and December 31, ~~2016,~~2022, respectively.

~~6. Commercial Paper~~5. Short-Term Borrowings and Long-Term Debt

~~Commercial paper and senior unsecured long-term debt consisted of the following:~~

September 30, 2017 December 31, 2016
(in millions, except percentages) Par
Value
Carrying
Value

Fair
Value

Par
Value
Carrying
Value
Fair
Value
Commercial paper $ 304
$ 303
$ 303
$ 3,633
$ 3,633
$ 3,633
Floating rate notes due January 2017 —
—
—
750
750
750
6.000% notes due June 2017 —
—
—
441
446
450
1.450% notes due July 2017 —
—
—
750
750
751
1.400% notes due October 2017 625
625
625
625
624
626
6.000% notes due November 2017 156
157
157
156
159
163
1.400% notes due December 2017 750
750
750
750
751
750
6.000% notes due February 2018 1,100
1,102
1,118
1,100
1,107
1,153
1.900% notes due July 2018 1,500
1,498
1,504
1,500
1,496
1,507
1.700% notes due February 2019 750
749
750
750
748
748
1.625% notes due March 2019 500
501
499
500
501
498
2.300% notes due December 2019 500
497
504
500
498
504
2.700% notes due July 2020 1,500
1,496
1,530
1,500
1,495
1,523
3.875% notes due October 2020 450
449
473
450
450
474
4.700% notes due February 2021 400
407
431
400
409
433
2.125% notes due March 2021 750
746
750
750
745
741
3.375% notes due November 2021 500
497
520
500
497
519
2.875% notes due December 2021 750
748
769
750
748
760
2.875% notes due March 2022 1,100
1,063
1,125
1,100
1,057
1,114
3.350% notes due July 2022 1,000
996
1,044
1,000
995
1,030
0.000% notes due November 2022 15
11
12
15
11
12
2.750% notes due February 2023 625
612
632
625
609
622
2.875% notes due March 2023 750
771
765
750
771
753
3.750% notes due July 2025 2,000
1,987
2,122
2,000
1,986
2,070
3.100% notes due March 2026 1,000
995
1,012
1,000
994
986
3.450% notes due January 2027 750
745
776
750
745
762
3.375% notes due April 2027 625
618
643
—
—
—
4.625% notes due July 2035 1,000
991
1,146
1,000
991
1,090
5.800% notes due March 2036 850
837
1,071
850
837
1,034
6.500% notes due June 2037 500
491
683
500
491
643
6.625% notes due November 2037 650
641
903
650
640
850
6.875% notes due February 2038 1,100
1,075
1,561
1,100
1,075
1,497
5.700% notes due October 2040 300
296
383
300
296
366
5.950% notes due February 2041 350
345
460
350
345
437
4.625% notes due November 2041 600
588
673
600
588
634
4.375% notes due March 2042 502
483
543
502
483
509
3.950% notes due October 2042 625
607
641
625
606
609
4.250% notes due March 2043 750
734
801
750
734
765
4.750% notes due July 2045 2,000
1,972
2,310
2,000
1,972
2,203
4.200% notes due January 2047 750
738
799
750
737
759
4.250% notes due April 2047 725
717
777
—
—
—
Total commercial paper and long-term debt $ 29,102
$ 28,838
$ 31,565
$ 33,022
$ 32,770
$ 34,728

In 2017, the Company repaid $926 million in debt assumed in the first quarter in connection with an acquisition. The Company’s long-term debt obligations also included $424 million and $200 million of other financing obligations, of which $104 million and $80 million were classified as current as of September 30, 2017 and December 31, 2016, respectively.

~~Long-term Debt~~

~~In October 2017,~~March 2023, the Company issued ~~$4.0~~$6.5 billion of senior unsecured notes consisting of the following:

(in millions, except percentages) Par
Value
Floating rate notes due October 2020 $ 300
1.950% notes due October 2020 900
2.375% notes due October 2022 900
2.950% notes due October 2027 950
3.750% notes due October 2047 950


(in millions, except percentages)	Par Value
4.250% notes due January 2029	$	1,250
4.500% notes due April 2033	1,500
5.050% notes due April 2053	2,000
5.200% notes due April 2063	1,750

~~Commercial Paper and Bank Credit Facilities~~

~~Commercial paper consists of short-duration, senior unsecured debt privately placed on a discount basis through broker-dealers.~~ As of ~~September~~June 30, ~~2017~~,2023, the ~~Company’s outstanding~~Company had $4.4 billion of commercial paper ~~had~~outstanding, with a weighted-average annual interest rate of ~~1.4%~~5.1%.

The Company has $3.0 billion five-year, $2.0 billion three-year and $1.0 billion 364-day revolving bank credit facilities with 23 banks, which mature in December 2021, December 2019 and December 2017, respectively. These facilities provide liquidity support for the Company’s commercial paper program and are available for general corporate purposes. As of September 30, 2017, no amounts had been drawn on any of the bank credit facilities. The annual interest rates, which are variable based on term, are calculated based on the London Interbank Offered Rate (LIBOR) plus a credit spread basedFor more information on the Company’s ~~senior unsecured credit ratings. If amounts had been drawn on the bank credit facilities as of September 30, 2017, annual interest rates would have ranged from 2.0% to 2.3%.~~

~~Debt Covenants~~

~~The Company’s bank credit facilities contain various covenants, including covenants requiring the Company to maintain adefined debt to debt-plus-shareholders’ equity ratio of not more than 55%. The Company was in compliance with its~~short-term borrowings, debt covenants asand long-term debt, see Note 8 of ~~September 30, 2017.~~Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data” in the 2022 10-K.

~~7. Shareholders' Equity~~

Table of Contents

6. Dividends

In June ~~2017,~~2023, the Company’s Board of Directors increased the Company’s quarterly cash dividend to shareholders to an annual ~~dividend~~ rate of ~~$3.00 per share from $2.50~~$7.52 compared to $6.60 per share, which the Company had paid since June ~~2016.~~2022. Declaration and payment of future quarterly dividends is at the discretion of the Board of Directors and may be adjusted as business needs or market conditions change.

The following table provides details of the Company’s ~~2017~~ dividend ~~payments:~~payments during the six months ended June 30, 2023:


Payment Date	Amount per Share		Total Amount Paid
			(in millions)
March 21	$	1.65	$	1,537
June 27	1.88		1,747

Payment Date Amount per Share Total Amount Paid
(in millions)
March 10, 2017 $ 0.625
$ 596
June 27, 2017 0.750
724
September 19, 2017 0.750
726

8.7. Commitments and Contingencies

Pending Acquisitions

As of June 30, 2023, the Company has entered into agreements to acquire companies in the health care sector, subject to regulatory approval and other customary closing conditions. The total anticipated consideration required for these acquisitions, excluding the payoff of acquired indebtedness, is approximately $5 billion.

~~Because of the nature of its businesses, the~~The Company is frequently made party to a variety of legal actions and regulatory inquiries, including ~~demands, audits,~~ class actions and suits brought by members, care providers, consumer advocacy organizations, customers ~~shareholders~~ and regulators, relating to the Company’s businesses, including management and administration of health benefit plans and other services. These matters include medical malpractice, employment, intellectual property, antitrust, privacy and contract claims and claims related to health care benefits coverage and other business practices.

The Company records liabilities for its estimates of probable costs resulting from these matters where appropriate. Estimates of costs resulting from legal and regulatory matters involving the Company are inherently difficult to predict, particularly where the matters: involve indeterminate claims for monetary damages or may involve fines, penalties or punitive damages; present novel legal theories or represent a shift in regulatory policy; involve a large number of claimants or regulatory bodies; are in the early stages of the proceedings; or could result in a change in business practices. Accordingly, the Company is often unable to

estimate the losses or ranges of losses for those matters where there is a reasonable possibility or it is probable ~~that~~ a loss may be incurred.

~~Litigation Matters~~

~~California Claims Processing Matter.~~On January 25, 2008, the California Department of Insurance (CDI) issued an Order to Show Cause to PacifiCare Life and Health Insurance Company, a subsidiary of the Company, alleging violations of certain insurance statutes and regulations related to an alleged failure to include certain language in standard claims correspondence, timeliness and accuracy of claims processing, interest payments, care provider contract implementation, care provider dispute resolution and other related matters. Although the Company believes that CDI had never before issued a fine in excess of $8 million, CDI advocated a fine of approximately $325 million in this matter. The matter was the subject of an administrative hearing before a California administrative law judge beginning in December 2009, and in August 2013, the administrative law judge issued a nonbinding proposed decision recommending a fine of $11.5 million. The California Insurance Commissioner (Commissioner) rejected the administrative law judge’s recommendation and on June 9, 2014, issued his own decision imposing a fine of approximately $174 million. On July 10, 2014, the Company filed a lawsuit in California state court challenging the Commissioner’s decision. On September 8, 2015, in the first phase of that lawsuit, the California state court issued an order invalidating certain of the regulations the Commissioner had relied upon in issuing his decision and penalty. On September 21, 2017, the court entered a final ruling reversing all of the penalties imposed and remanding certain issues to the Commissioner. The Company cannot reasonably estimate the range of loss, if any, that may result from this matter given the procedural status of the dispute, the wide range of possible outcomes, the legal issues presented (including the legal basis for the majority of the alleged violations), the inherent difficulty in predicting a regulatory fine in the event of a remand, and the various remedies and levels of judicial review that remain available to the Company.

Government Investigations, Audits and Reviews

The Company has been involved or is currently involved in various governmental investigations, audits and reviews. These include routine, regular and special investigations, audits and reviews by the ~~CMS,~~Centers for Medicare and Medicaid Services (CMS), state insurance and health and welfare departments, ~~the Brazilian national regulatory agency for private health insurance and plans (the Agência Nacional de Saúde Suplementar),~~ state attorneys general, the Office of the Inspector General, the Office of Personnel Management, the Office of Civil Rights, the Government Accountability Office, the Federal Trade Commission, U.S. Congressional committees, the U.S. Department of Justice (DOJ), the SEC, the Internal Revenue Service, the U.S. Drug Enforcement Administration, the ~~Brazilian federal revenue service (the Secretaria da Receita Federal), the~~ U.S. Department of Labor, the Federal Deposit Insurance Corporation, the Consumer Financial Protection Bureau (CFPB), the Defense Contract Audit Agency and other governmental authorities. Similarly, our international businesses are also subject to investigations, audits and reviews by applicable foreign governments, including South American and other non-U.S. governmental authorities. Certain of the Company’s businesses have been reviewed or are currently under review, including for, among other matters, compliance with coding and other requirements under the Medicare risk-adjustment model. CMS has selected certain of the Company’s local plans for risk adjustment data validation (RADV) audits to validate the coding practices of and supporting documentation maintained by health care providers and such audits may result in retrospective adjustments to payments made to the Company’s health plans.

On February 14, 2017, the ~~Department of Justice (DOJ)~~DOJ announced its decision to pursue certain claims within a lawsuit initially asserted against the Company and filed under seal by a whistleblower in 2011. The whistleblower’s complaint, which was unsealed on February 15, 2017, alleges ~~that~~ the Company ~~along with a number of other Medicare Advantage plans,~~ made improper risk adjustment submissions and violated the False Claims Act. On February 12, 2018, the court granted in part and denied in part the Company’s motion to dismiss. In May 2018, the DOJ moved to dismiss the Company’s counterclaims, which were filed in March ~~24, 2017, DOJ intervened in a separate lawsuit initially asserted against~~2018, and moved for partial summary judgment. In March 2019, the ~~Company and filed by a whistleblower in 2009 concerning risk adjustment submissions by Medicare Advantage plans. On October 5, 2017, in one of~~court denied the ~~cases, the district court dismissed certain of DOJ’s claims with prejudice,~~government’s motion for partial summary judgment and dismissed ~~all of DOJ’s remaining claims with leave to file a further amended complaint; on October 12,~~ the ~~DOJ filed a notice of dismissal~~Company’s counterclaims without ~~prejudice of the case. The other case is now pending in the U.S. District Court for the Central District of California.~~prejudice. The Company cannot reasonably estimate the outcome ~~that~~which may result from ~~these matters~~this matter given ~~their current posture.~~its procedural status.

8. Business Combinations

During the six months ended June 30, 2023, the Company completed several business combinations for total consideration of $8.2 billion.

Acquired assets (liabilities) at acquisition date were:


(in millions)
Cash and cash equivalents	$	104
Accounts receivable and other current assets	550
Property, equipment and other long-term assets	542
Other intangible assets	1,795
Total identifiable assets acquired	2,991
Medical costs payable	(1)
Accounts payable and other current liabilities	(473)
Other long-term liabilities	(617)
Total identifiable liabilities acquired	(1,091)
Total net identifiable assets	1,900
Goodwill	7,734
Redeemable noncontrolling interests	(113)
Nonredeemable noncontrolling interests	(1,297)
Net assets acquired	$	8,224

The majority of goodwill is not deductible for income tax purposes. The preliminary purchase price allocations for the various business combinations are subject to adjustment as valuation analyses, primarily related to intangible assets and contingent liabilities, are finalized.

The acquisition date fair values and weighted-average useful lives assigned to intangible assets were:

(in millions, except years)

Fair Value

Weighted-Average Useful Life

Acquired finite-lived intangible assets:

Customer-related

223

12 years

Trademarks and technology

171

5 years

Other

6 years

Total acquired finite-lived intangible assets

432

9 years

Total acquired indefinite-lived intangible assets - operating licenses and certificates

1,363

Total acquired intangible assets

1,795

The results of operations and financial condition of acquired entities have been included in the Company’s consolidated results and the results of the corresponding operating segment as of the date of acquisition. Through June 30, 2023, acquired entities impact on revenues and net earnings was not material.

Unaudited pro forma revenues and net earnings for the six months ended June 30, 2023 and 2022, as if the business combinations had occurred on January 1, 2022, were immaterial for both periods.

9. Segment Financial Information

The Company’s four reportable segments are UnitedHealthcare, ~~OptumHealth, OptumInsight~~Optum Health, Optum Insight and ~~OptumRx~~. Optum Rx. For more information on the Company’s segments, see Part I, Item I, “Business” and Note 1314 of Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial ~~Statements”~~Statements and Supplementary Data” in the ~~2016~~2022 10-K.

~~As of September 30, 2017, OptumHealth’s total~~ Total assets ~~were $26.1~~at Optum Health increased to $80.8 billion as of June 30, 2023 compared to ~~$18.7~~$69.0 billion as of December 31, ~~2016. The increase was~~2022, primarily due to ~~acquisitions, which increased~~ goodwill ~~by $5.1 billion during the nine months ended September 30, 2017.~~from business combinations of $7.0 billion.

The following tables present reportable segment financial information:

Optum
(in millions) UnitedHealthcare OptumHealth OptumInsight OptumRx Optum Eliminations Optum
Corporate and
Eliminations
Consolidated
Nine Months Ended September 30, 2017
Revenues - unaffiliated customers:
Premiums $ 115,295
$ 2,780
$ —
$ —
$ —
$ 2,780
$ —
$ 118,075
Products —
33
69
19,107
—
19,209
—
19,209
Services 5,885
2,769
2,011
424
—
5,204
—
11,089
Total revenues - unaffiliated customers 121,180
5,582
2,080
19,531
—
27,193
—
148,373
Total revenues - affiliated customers —
9,294
3,757
27,196
(894 ) 39,353
(39,353 ) —
Investment and other income 478
231
3
13
—
247
—
725
Total revenues $ 121,658
$ 15,107
$ 5,840
$ 46,740
$ (894 ) $ 66,793
$ (39,353 ) $ 149,098
Earnings from operations $ 6,736
$ 1,267
$ 1,080
$ 2,149
$ —
$ 4,496
$ —
$ 11,232
Interest expense —
—
—
—
—
—
(878 ) (878 )
Earnings before income taxes $ 6,736
$ 1,267
$ 1,080
$ 2,149
$ —
$ 4,496
$ (878 ) $ 10,354
Nine Months Ended September 30, 2016
Revenues - unaffiliated customers:
Premiums $ 104,641
$ 2,725
$ —
$ —
$ —
$ 2,725
$ —
$ 107,366
Products 1
36
67
19,595
—
19,698
—
19,699
Services 5,569
1,813
1,862
429
—
4,104
—
9,673
Total revenues - unaffiliated customers 110,211
4,574
1,929
20,024
—
26,527
—
136,738
Total revenues - affiliated customers —
7,682
3,324
24,554
(806 ) 34,754
(34,754 ) —
Investment and other income 422
139
1
5
—
145
—
567
Total revenues $ 110,633
$ 12,395
$ 5,254
$ 44,583
$ (806 ) $ 61,426
$ (34,754 ) $ 137,305
Earnings from operations $ 5,909
$ 1,008
$ 950
$ 1,876
$ —
$ 3,834
$ —
$ 9,743
Interest expense —
—
—
—
—
—
(799 ) (799 )
Earnings before income taxes $ 5,909
$ 1,008
$ 950
$ 1,876
$ —
$ 3,834
$ (799 ) $ 8,944

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion should be read together with the accompanying Condensed Consolidated Financial Statements and Notes and with our ~~2016~~2022 10-K, including the Consolidated Financial Statements and Notes included in Part II, Item 8, “Financial ~~Statements”~~Statements and Supplementary Data” in that report. Unless the context indicates otherwise, references to the terms “UnitedHealth Group,” the “Company,” “we,” “our” or “us” used throughout this Management’s Discussion and Analysis of Financial Condition and Results of Operations refer to UnitedHealth Group Incorporated and its consolidated subsidiaries.

Readers are cautioned that the statements, estimates, projections or outlook contained in this Management's Discussion and Analysis of Financial Condition and Results of Operations, including discussions regarding financial prospects, economic conditions, trends and uncertainties contained in this Item 2, may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (PSLRA). These forward-looking statements involve risks and uncertainties that may cause our actual results to differ materially from the results discussed or implied in the forward-looking statements. A description of some of the risks and uncertainties is set forth in Part I, Item 1A, “Risk Factors” in our ~~2016~~2022 10-K and in the discussion below.

UnitedHealth Group is a ~~diversified~~ health care and well-being company ~~dedicated~~with a mission to ~~helping~~help people live healthier lives and ~~helping~~help make the health system work better for everyone. ~~Through our diversified family of businesses, we leverage core competencies in advanced, enabling technology; health care data; information~~Our two distinct, yet complementary business platforms — Optum and ~~intelligence; and clinical care management and coordination~~UnitedHealthcare — are working to help ~~meet~~build a modern, high-performing health system through improved access, affordability, outcomes and experiences for the ~~demands of the health system. These core competencies~~individuals and organizations we are ~~deployed within our two distinct, but strategically aligned, business platforms: health benefits operating under~~ privileged to serve.

We have four reportable segments:

•UnitedHealthcare, which includes UnitedHealthcare Employer & Individual, UnitedHealthcare Medicare & Retirement and ~~health services operating under Optum.~~UnitedHealthcare Community & State.

Further information on our business is presented in Part I, Item 1, “Business” and Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our ~~2016~~2022 10-K and additional information on our segments can be found in this Item 2 and in Note 9 of Notes to the Condensed Consolidated Financial Statements included in Part I, Item 1 of this report.

Our businesses participate in the United States, ~~Brazilian~~South America and certain other international health markets. ~~In the United States, health care spending has grown consistently for many years and comprises approximately 18% of gross domestic product.~~ We expect overall spending on health care to continue to grow in the future due to inflation, medical technology and pharmaceutical advancement, regulatory requirements, demographic trends in the population and national interest in health and well-being. The rate of market growth may be affected by a variety of factors, including ~~macro-economic~~macroeconomic conditions and regulatory changes, which ~~have impacted and~~ could ~~further~~ impact our results of ~~operations.~~operations, including our continued efforts to control health care costs.

Pricing ~~Trends~~.Trends. To price our health care ~~benefit~~benefits, products and services, we start with our view of expected future ~~costs.~~costs, including medical cost trends, inflation and labor market dynamics. We frequently evaluate and adjust our approach in each of the local markets we serve, considering all relevant factors, such as product positioning, price competitiveness and environmental, competitive, legislative and regulatory ~~considerations.~~considerations, including minimum medical loss ratio thresholds and similar revenue adjustments. We will continue seeking to balance growth and profitability across all these dimensions.

The commercial risk market remains highly competitive in ~~both~~ the small group, ~~and~~ large group and individual segments. We expect broad-based competition to continue as the industry adapts to individual and employer ~~needs amid reform changes. A provision~~needs.

Government programs in the ~~2016 Federal Budget imposed a one year moratorium for 2017 on~~community and senior sector tend to receive lower rates of increase than the ~~collection~~commercial market due to governmental budget pressures and lower cost trends.

~~Medicare Advantage funding continues to be pressured, as discussed below in “Regulatory Trends and Uncertainties~~.”

Medical Cost Trends.Our medical cost trends primarily relate to changes in unit costs, ~~health system utilization~~care activity and prescription drug costs. During the second quarter, we observed increased care patterns, primarily related to outpatient procedures for seniors, which may continue in future periods. We endeavor to mitigate those increases by engaging physicians and consumers with ~~medical management. Our 2017 management activities include managing costs across all health care categories, including specialty pharmacy spending, as new therapies are introduced at high costs~~information and ~~older drugs experience price increases.~~

helping them make clinically sound choices, with the objective of helping them achieve quality, affordable care.

Regulatory Trends and Uncertainties

Following is a summary of management’s view of the trends and uncertainties related to Medicare Advantage rates. For additional information regarding the ACA and other regulatory trends and uncertainties, see Part I, Item 1 “Business - Government Regulation,” Item 1A, “Risk Factors” and Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2016 10-K.

Medicare Advantage Rates.Medicare Advantage rate notices over the years have at times resulted in industry base rates well below industry forward medical trend. For example, the Final ~~2018 Medicare Advantage~~Notice for 2024 rates resulted in an ~~increase in~~ industry base ~~rates of approximately 0.45%,~~rate decrease, well short of ~~the~~what is an increasing industry forward medical cost trend, ~~of 3%, which creates~~creating continued pressure in the Medicare Advantage program. ~~The impact~~Further, substantial revisions to the risk adjustment model, which serves to adjust rates to reflect a patient’s health status and care resource needs, will result in reduced funding and potentially benefits for people, especially those with some of ~~this~~the greatest health and social challenges.

As a result of ongoing Medicare funding ~~shortfall in~~pressures, there are adjustments we can make to partially offset these rate pressures and reductions for a particular period. For example, we can seek to intensify our medical and operating cost management, make changes to the size and composition of our care provider networks, adjust member benefits and implement or increase the member premiums supplementing the monthly payments we receive from the government. Additionally, we decide annually on a county-by-county basis where we will offer Medicare Advantage is partially mitigated by reductions in provider payments for those care providers with rates indexed to Medicare Advantage revenues or Medicare fee-for-service payment rates. These factors can affect our plan benefit designs, pricing, growth prospects and earnings expectations for our Medicare Advantage plans.

As provided in the ACA, our Medicare Advantage rates are currently enhanced by CMS quality bonuses in certain counties based on our local plans’ Star ratings. The level of Star ratings from CMS, based upon specified clinical and operational performance standards, will impact future quality bonuses. In addition, Star ratings affect the amount of savings a plan can use to offer supplemental benefits, which ultimately may affect the plan’s membership and revenue. For the 2017 payment year, approximately 80% of our Medicare Advantage members are in plans rated four stars or higher. We expect at least 85% of our Medicare Advantage members will be in plans rated four stars or higher for payment year 2018. We continue to dedicate substantial resources to advance our quality scores and Star ratings to strengthen our local market programs and further improve our performance.

SELECTED OPERATING PERFORMANCE AND OTHER SIGNIFICANT ITEMS

The following summarizes select ~~third~~second quarter ~~2017~~2023 year-over-year operating comparisons to ~~third~~second quarter ~~2016~~2022 and other ~~2017 significant items.~~financial results.

•Consolidated revenues grew 9%16%, UnitedHealthcare revenues grew ~~10%~~13% and Optum revenues grew 8%25%.

•UnitedHealthcare ~~grew to serve an additional 1.0~~served 1.6 million ~~people.~~more people, driven by growth across our U.S. businesses.

~~Earnings~~•Consolidated earnings from operations ~~increased 14%, including increases~~of $8.1 billion compared to $7.1 billion last year, included growth of 13% at both UnitedHealthcare and ~~16% at~~ Optum.

~~The effective income tax rate decreased 780 basis points to 32.5%.~~

•Cash flows from operations for the ~~nine~~six months ended ~~September~~June 30, ~~2017~~2023 were ~~$16.2 billion, aided by the September receipt~~$27.4 billion.

•Return on equity was 26.8%.

The following table summarizes our consolidated results of operations and other financial information:


(in millions, except percentages and per share data)	Three Months Ended June 30,						Increase/(Decrease)					Six Months Ended June 30,						Increase/(Decrease)
	2023			2022			2023 vs. 2022					2023			2022			2023 vs. 2022
Revenues:
Premiums	$	72,474		$	63,896		$	8,578		13	%	$	145,260		$	127,966		$	17,294		14	%
Products	10,651			9,496			1,155			12		20,918			18,836			2,082			11
Services	8,663			6,645			2,018			30		16,743			13,017			3,726			29
Investment and other income	1,115			295			820			278		1,913			662			1,251			189
Total revenues	92,903			80,332			12,571			16		184,834			160,481			24,353			15
Operating costs:
Medical costs	60,268			52,093			8,175			16		120,113			104,616			15,497			15
Operating costs	13,809			11,709			2,100			18		27,434			23,110			4,324			19
Cost of products sold	9,748			8,596			1,152			13		19,153			17,083			2,070			12
Depreciation and amortization	1,021			802			219			27		1,991			1,590			401			25
Total operating costs	84,846			73,200			11,646			16		168,691			146,399			22,292			15
Earnings from operations	8,057			7,132			925			13		16,143			14,082			2,061			15
Interest expense	(828)			(467)			(361)			77		(1,582)			(900)			(682)			76
Earnings before income taxes	7,229			6,665			564			8		14,561			13,182			1,379			10
Provision for income taxes	(1,572)			(1,466)			(106)			7		(3,130)			(2,835)			(295)			10
Net earnings	5,657			5,199			458			9		11,431			10,347			1,084			10
Earnings attributable to noncontrolling interests	(183)			(129)			(54)			42		(346)			(250)			(96)			38
Net earnings attributable to UnitedHealth Group common shareholders	$	5,474		$	5,070		$	404		8	%	$	11,085		$	10,097		$	988		10	%
Diluted earnings per share attributable to UnitedHealth Group common shareholders	$	5.82		$	5.34		$	0.48				$	11.77		$	10.61		$	1.16
Medical care ratio (a)	83.2		%	81.5		%	1.7		%			82.7		%	81.8		%	0.9		%
Operating cost ratio	14.9			14.6			0.3					14.8			14.4			0.4
Operating margin	8.7			8.9			(0.2)					8.7			8.8			(0.1)
Tax rate	21.7			22.0			(0.3)					21.5			21.5			—
Net earnings margin (b)	5.9			6.3			(0.4)					6.0			6.3			(0.3)
Return on equity (c)	26.8		%	27.9		%	(1.1)		%			27.5		%	27.9		%	(0.4)		%

(a)Medical care ratio (MCR) is calculated as medical costs divided by premium revenue.

(b)Net earnings margin attributable to UnitedHealth Group shareholders.

(c)Return on equity is calculated as annualized net earnings attributable to UnitedHealth Group common shareholders divided by average shareholders’ equity. Average shareholders’ equity is calculated using the shareholders’ equity balance at the end of the preceding year and the shareholders’ equity balances at the end of each of the quarters in the year presented.

(in millions, except percentages and per share data) Three Months Ended September 30, Increase/(Decrease) Nine Months Ended September 30, Increase/(Decrease)
2017 2016 2017 vs. 2016 2017 2016 2017 vs. 2016
Revenues:
Premiums $ 39,552
$ 36,142
$ 3,410
9 % $ 118,075
$ 107,366
$ 10,709
10 %
Products 6,665
6,696
(31 ) —
19,209
19,699
(490 ) (2 )
Services 3,858
3,264
594
18
11,089
9,673
1,416
15
Investment and other income 247
191
56
29
725
567
158
28
Total revenues 50,322
46,293
4,029
9
149,098
137,305
11,793
9
Operating costs:
Medical costs 32,201
29,040
3,161
11
96,829
87,342
9,487
11
Operating costs 7,387
7,033
354
5
21,737
20,584
1,153
6
Cost of products sold 6,068
6,125
(57 ) (1 ) 17,633
18,108
(475 ) (3 )
Depreciation and amortization 578
515
63
12
1,667
1,528
139
9
Total operating costs 46,234
42,713
3,521
8
137,866
127,562
10,304
8
Earnings from operations 4,088
3,580
508
14
11,232
9,743
1,489
15
Interest expense (294 ) (269 ) (25 ) 9
(878 ) (799 ) (79 ) 10
Earnings before income taxes 3,794
3,311
483
15
10,354
8,944
1,410
16
Provision for income taxes (1,233 ) (1,333 ) 100
(8 ) (3,252 ) (3,579 ) 327
(9 )
Net earnings 2,561
1,978
583
29
7,102
5,365
1,737
32
Earnings attributable to noncontrolling interests (76 ) (10 ) (66 ) nm
(161 ) (32 ) (129 ) nm
Net earnings attributable to UnitedHealth Group common shareholders $ 2,485
$ 1,968
$ 517
26 % $ 6,941
$ 5,333
$ 1,608
30 %
Diluted earnings per share attributable to UnitedHealth Group common shareholders $ 2.51
$ 2.03
$ 0.48
24 % $ 7.06
$ 5.51
$ 1.55
28 %
Medical care ratio (a) 81.4 % 80.3 % 1.1 % 82.0 % 81.3 % 0.7 %
Operating cost ratio 14.7
15.2
(0.5 ) 14.6
15.0
(0.4 )
Operating margin 8.1
7.7
0.4
7.5
7.1
0.4

Tax rate 32.5
40.3
(7.8 ) 31.4
40.0
(8.6 )
Net earnings margin (b) 4.9
4.3
0.6
4.7
3.9
0.8

Return on equity (c) 22.5 % 21.3 % 1.2 % 22.0 % 19.9 % 2.1 %

~~nm = not meaningful~~

~~2017~~2023 RESULTS OF OPERATIONS COMPARED TO ~~2016~~2022 RESULTS OF OPERATIONS

Consolidated Financial Results

The increases in revenues were primarily driven by ~~organic~~ growth in the number of ~~individuals~~people served ~~across our benefits businesses~~through Medicare Advantage and Medicaid, pricing trends and growth across ~~all of Optum’s~~the Optum businesses. ~~These increases were partially offset by revenue decreases~~Revenues also increased due to ~~withdrawals of ACA-compliant products in the individual market and the effects of the Health Insurance Industry Tax moratorium.~~increased investment income, primarily driven by increased interest rates.

Medical Costs and ~~Medical Care Ratio (MCR)~~MCR

Medical costs increased primarily due to ~~risk-based membership~~ growth in people served through Medicare Advantage and ~~medical cost trends.~~Medicaid. The MCR ~~increases were~~increased as a result of elevated care activity, primarily relating to outpatient care for seniors, and business mix. For the three months ended June 30, 2023, the MCR also increased due to ~~the effects of the Health Insurance Industry Tax moratorium offset primarily by the reduction of individual ACA business and an increase in~~decreased favorable ~~medical cost~~ reserve development.

~~Income Tax Rate~~Operating Cost Ratio

~~Our effective tax rates decreased~~The operating cost ratio increased primarily due to ~~the Health Insurance Industry Tax moratorium~~business mix and ~~higher tax benefits resulting from an increase in share-based payment activity.~~investments to support future growth, partially offset by continued productivity advances.

See Note 9 of Notes to the Condensed Consolidated Financial Statements included in Part I, Item 1 of this report for more information on our segments. We utilize various metrics to evaluate and manage our reportable segments, including people served by UnitedHealthcare by major market segment and funding arrangement, people served by Optum Health and adjusted scripts for Optum Rx. These metrics are the main drivers of revenue, earnings and cash flows at each business. The metrics also allow management and investors to evaluate and understand business mix, including the level and scope of services provided to people, and pricing trends when comparing the metrics to revenue by segment.

The following table presents a summary of the reportable segment financial information:


	Three Months Ended June 30,						Increase/ (Decrease)					Six Months Ended June 30,						Increase/(Decrease)
(in millions, except percentages)	2023			2022			2023 vs. 2022					2023			2022			2023 vs. 2022
Revenues
UnitedHealthcare	$	70,231		$	62,105		$	8,126		13	%	$	140,699		$	124,700		$	15,999		13	%
Optum Health	23,917			17,583			6,334			36		46,921			34,265			12,656			37
Optum Insight	4,674			3,282			1,392			42		9,170			6,501			2,669			41
Optum Rx	28,646			24,805			3,841			15		56,064			48,716			7,348			15
Optum eliminations	(893)			(588)			(305)			52		(1,752)			(1,141)			(611)			54
Optum	56,344			45,082			11,262			25		110,403			88,341			22,062			25
Eliminations	(33,672)			(26,855)			(6,817)			25		(66,268)			(52,560)			(13,708)			26
Consolidated revenues	$	92,903		$	80,332		$	12,571		16	%	$	184,834		$	160,481		$	24,353		15	%
Earnings from operations
UnitedHealthcare	$	4,358		$	3,850		$	508		13	%	$	8,701		$	7,648		$	1,053		14	%
Optum Health	1,525			1,399			126			9		3,301			2,765			536			19
Optum Insight	968			839			129			15		1,875			1,686			189			11
Optum Rx	1,206			1,044			162			16		2,266			1,983			283			14
Optum	3,699			3,282			417			13		7,442			6,434			1,008			16
Consolidated earnings from operations	$	8,057		$	7,132		$	925		13	%	$	16,143		$	14,082		$	2,061		15	%
Operating margin
UnitedHealthcare	6.2		%	6.2		%	—		%			6.2		%	6.1		%	0.1		%
Optum Health	6.4			8.0			(1.6)					7.0			8.1			(1.1)
Optum Insight	20.7			25.6			(4.9)					20.4			25.9			(5.5)
Optum Rx	4.2			4.2			—					4.0			4.1			(0.1)
Optum	6.6			7.3			(0.7)					6.7			7.3			(0.6)
Consolidated operating margin	8.7		%	8.9		%	(0.2)		%			8.7		%	8.8		%	(0.1)		%

Three Months Ended September 30, Increase/(Decrease) Nine Months Ended September 30, Increase/(Decrease)
(in millions, except percentages) 2017 2016 2017 vs. 2016 2017 2016 2017 vs. 2016
Revenues
UnitedHealthcare $ 40,734
$ 37,177
$ 3,557
10 % $ 121,658
$ 110,633
$ 11,025
10 %
OptumHealth 5,252
4,332
920
21
15,107
12,395
2,712
22
OptumInsight 2,004
1,825
179
10
5,840
5,254
586
11
OptumRx 15,953
15,237
716
5
46,740
44,583
2,157
5
Optum eliminations (324 ) (275 ) (49 ) 18
(894 ) (806 ) (88 ) 11
Optum 22,885
21,119
1,766
8
66,793
61,426
5,367
9
Eliminations (13,297 ) (12,003 ) (1,294 ) 11
(39,353 ) (34,754 ) (4,599 ) 13
Consolidated revenues $ 50,322
$ 46,293
$ 4,029
9 % $ 149,098
$ 137,305
$ 11,793
9 %
Earnings from operations
UnitedHealthcare $ 2,391
$ 2,113
$ 278
13 % $ 6,736
$ 5,909
$ 827
14 %
OptumHealth 513
404
109
27
1,267
1,008
259
26
OptumInsight 414
371
43
12
1,080
950
130
14
OptumRx 770
692
78
11
2,149
1,876
273
15
Optum 1,697
1,467
230
16
4,496
3,834
662
17
Consolidated earnings from operations $ 4,088
$ 3,580
$ 508
14 % $ 11,232
$ 9,743
$ 1,489
15 %
Operating margin
UnitedHealthcare 5.9 % 5.7 % 0.2 % 5.5 % 5.3 % 0.2 %
OptumHealth 9.8
9.3
0.5
8.4
8.1
0.3

OptumInsight 20.7
20.3
0.4
18.5
18.1
0.4

OptumRx 4.8
4.5
0.3
4.6
4.2
0.4

Optum 7.4
6.9
0.5
6.7
6.2
0.5

Consolidated operating margin 8.1 % 7.7 % 0.4 % 7.5 % 7.1 % 0.4 %

Table of Contents

UnitedHealthcare

The following table summarizes UnitedHealthcare revenues by business:


	Three Months Ended June 30,				Increase/(Decrease)				Six Months Ended June 30,				Increase/(Decrease)
(in millions, except percentages)	2023		2022		2023 vs. 2022				2023		2022		2023 vs. 2022
UnitedHealthcare Employer & Individual - Domestic	$	16,759	$	15,567	$	1,192	8	%	$	33,303	$	31,389	$	1,914	6	%
UnitedHealthcare Employer & Individual - Global	2,325		2,247		78		3		4,488		4,380		108		2
UnitedHealthcare Employer & Individual - Total	19,084		17,814		1,270		7		37,791		35,769		2,022		6
UnitedHealthcare Medicare & Retirement	32,440		28,625		3,815		13		65,446		57,725		7,721		13
UnitedHealthcare Community & State	18,707		15,666		3,041		19		37,462		31,206		6,256		20
Total UnitedHealthcare revenues	$	70,231	$	62,105	$	8,126	13	%	$	140,699	$	124,700	$	15,999	13	%

Three Months Ended September 30, Increase/(Decrease) Nine Months Ended September 30, Increase/(Decrease)
(in millions, except percentages) 2017 2016 2017 vs. 2016 2017 2016 2017 vs. 2016
UnitedHealthcare Employer & Individual $ 13,054
$ 13,251
$ (197 ) (1 )% $ 38,759
$ 39,580
$ (821 ) (2 )%
UnitedHealthcare Medicare & Retirement 16,306
13,927
2,379
17
49,605
42,286
7,319
17
UnitedHealthcare Community & State 9,378
8,312
1,066
13
27,505
24,303
3,202
13
UnitedHealthcare Global 1,996
1,687
309
18
5,789
4,464
1,325
30
Total UnitedHealthcare revenues $ 40,734
$ 37,177
$ 3,557
10 % $ 121,658
$ 110,633
$ 11,025
10 %

The following table summarizes the number of ~~individuals~~people served by our UnitedHealthcare businesses, by major market segment and funding arrangement:

September 30, Increase/(Decrease)
(in thousands, except percentages) 2017 2016 2017 vs. 2016
Commercial group:
Risk-based 7,805
7,265
540
7 %
Fee-based 18,610
18,880
(270 ) (1 )
Total commercial group 26,415
26,145
270
1
Individual 515
1,485
(970 ) (65 )
Fee-based TRICARE 2,855
2,855
—
—
Total commercial 29,785
30,485
(700 ) (2 )
Medicare Advantage 4,390
3,600
790
22
Medicaid 6,375
5,790
585
10
Medicare Supplement (Standardized) 4,415
4,245
170
4
Total public and senior 15,180
13,635
1,545
11
Total UnitedHealthcare - domestic medical 44,965
44,120
845
2
International 4,080
3,970
110
3
Total UnitedHealthcare - medical 49,045
48,090
955
2 %
Supplemental Data:
Medicare Part D stand-alone 4,945
4,945
—
— %

Broad-based growth across group sizes and regions, led by gains in services to small groups, resulted in the overall increase in people served through risk-based benefit plans in the commercial group market. Fee-based commercial group business declined due to the non-renewal of one public sector customer. Membership in individual business decreased due to our reduced participation in ACA-compliant products in 2017. Medicare Advantage increased year-over-year due to growth in people served through individual and employer-sponsored group Medicare Advantage plans. Medicaid growth was driven by the combination of new state-based awards and growth in established programs. Medicare Supplement growth reflected strong customer retention and new sales.


	June 30,		Increase/(Decrease)
(in thousands, except percentages)	2023	2022	2023 vs. 2022
Commercial - Domestic:
Risk-based	8,035	8,010	25	—	%
Fee-based	19,140	18,480	660	4
Total Commercial - Domestic	27,175	26,490	685	3
Medicare Advantage	7,590	6,945	645	9
Medicaid	8,355	7,990	365	5
Medicare Supplement (Standardized)	4,330	4,355	(25)	(1)
Total Community and Senior	20,275	19,290	985	5
Total UnitedHealthcare - Domestic Medical	47,450	45,780	1,670	4
Commercial - Global	5,385	5,465	(80)	(1)
Total UnitedHealthcare - Medical	52,835	51,245	1,590	3	%
Supplemental Data:
Medicare Part D stand-alone	3,355	3,330	25	1	%

UnitedHealthcare’s ~~revenue increases were~~revenues increased due to growth in the number of ~~individuals~~people served ~~across its businesses~~through individual and ~~price increases for underlying medical cost trends, which were~~group Medicare Advantage plans; growth in existing Medicaid markets, including a greater mix of people with higher acuity needs; and an increase in the number of people served through commercial offerings. Earnings from operations increased due to increased investment income and the factors impacting revenue, partially offset by ~~the reduction of people served in ACA-compliant individual products and the impact of the Health Insurance Industry Tax moratorium.~~

~~The increase in UnitedHealthcare’s operating earnings was led by diversified growth and increased operating margin. The 2016 results included losses in ACA-compliant individual products.~~elevated care activity, primarily relating to outpatient care for seniors.

Optum

Total revenues and ~~operating earnings increased as each segment reported increased revenues and~~ earnings from operations ~~as a result of~~increased due to growth across the ~~factors discussed below.~~

Optum businesses. The results by segment were as follows:

~~OptumHealth~~Optum Health

~~Revenue and earnings from operations~~Revenues at Optum Health increased ~~at OptumHealth~~ primarily due to organic ~~and acquisition-related~~ growth in patients served under value-based care ~~delivery.~~arrangements and business combinations. Earnings from operations increased due to increased investment income and cost management initiatives, partially offset by higher senior outpatient and behavioral health care activity and costs associated with serving newly added patients under value-based care arrangements. Optum Health served approximately 103 million people as of June 30, 2023 compared to 101 million people as of June 30, 2022.

~~OptumInsight~~Optum Insight

~~Revenue~~Revenues and earnings from operations at ~~OptumInsight~~Optum Insight increased ~~primarily~~ due to growth in ~~revenue management~~business services as a result of business combinations and ~~business process~~growth in technology services.

~~OptumRx~~

Table of Contents

~~Revenue~~Optum Rx

Revenues and earnings from operations at ~~OptumRx~~Optum Rx increased ~~primarily~~ due to ~~client~~growth in specialty pharmacy offerings and ~~consumer growth. OptumRx~~higher script volumes from growth in people served. Earnings from operations also increased as a result of continued supply chain management initiatives. Optum Rx fulfilled ~~321~~381 million and 357 million adjusted scripts in the ~~third quarter~~second quarters of ~~2017 compared to 309 million in 2016.~~2023 and 2022, respectively.

LIQUIDITY, FINANCIAL CONDITION AND CAPITAL RESOURCES

Liquidity

Summary of our Major Sources and Uses of Cash and Cash Equivalents


	Six Months Ended June 30,				Increase/(Decrease)
(in millions)	2023		2022		2023 vs. 2022
Sources of cash:
Cash provided by operating activities	$	27,359	$	12,190	$	15,169
Issuances of short-term borrowings and long-term debt, net of repayments	7,695		6,162		1,533
Proceeds from common stock issuances	628		756		(128)
Customer funds administered	4,069		5,786		(1,717)
Total sources of cash	39,751		24,894
Uses of cash:
Common stock repurchases	(5,000)		(5,000)		—
Cash paid for acquisitions, net of cash assumed	(8,161)		(7,150)		(1,011)
Purchases of investments, net of sales and maturities	(1,574)		(3,366)		1,792
Purchases of property, equipment and capitalized software	(1,589)		(1,212)		(377)
Cash dividends paid	(3,284)		(2,908)		(376)
Other	(1,801)		(2,078)		277
Total uses of cash	(21,409)		(21,714)
Effect of exchange rate changes on cash and cash equivalents	106		57		49
Net increase in cash and cash equivalents	$	18,448	$	3,237	$	15,211

Nine Months Ended September 30, Increase/(Decrease)
(in millions) 2017 2016 2017 vs. 2016
Sources of cash:
Cash provided by operating activities $ 16,173
$ 11,204
$ 4,969
Issuances of commercial paper and long-term debt, net of repayments —
1,077
(1,077 )
Proceeds from common stock issuances 604
387
217
Customer funds administered 3,659
1,249
2,410
Total sources of cash 20,436
13,917

Uses of cash:
Common stock repurchases (1,173 ) (1,117 ) (56 )
Cash paid for acquisitions, net of cash assumed (908 ) (2,727 ) 1,819
Purchases of investments, net of sales and maturities (3,566 ) (4,769 ) 1,203
Repayments of commercial paper and long-term debt, net of issuances (4,877 ) —
(4,877 )
Purchases of property, equipment and capitalized software (1,391 ) (1,220 ) (171 )
Cash dividends paid (2,046 ) (1,666 ) (380 )
Other (654 ) (615 ) (39 )
Total uses of cash (14,615 ) (12,114 )
Effect of exchange rate changes on cash and cash equivalents 18
70
(52 )
Net increase in cash and cash equivalents $ 5,839
$ 1,873
$ 3,966

~~2017~~2023 Cash Flows Compared to ~~2016~~2022 Cash Flows

Increased cash flows provided by operating activities were primarily driven by an increase in unearned revenue due to the ~~September 2017~~June receipt of our ~~October~~July CMS premium payment of ~~$4.6~~$11.8 billion ~~higher net earnings~~ and ~~the year-over-year impact of the one-year moratorium on the Health Insurance Industry Tax.~~

changes in working capital accounts. Other significant changes in sources or uses of cash year-over-year included ~~2017~~increased net ~~repayments~~issuances of short-term borrowings and long-term debt ~~compared to 2016~~and decreased net ~~proceeds from debt issuances, which were~~purchases of investments, partially offset by ~~increased~~decreased customer funds administered ~~primarily due to the September receipt of our October CMS payment~~ and ~~a decrease in~~increased cash paid for ~~acquisitions and net purchases of investments.~~acquisitions.

Financial Condition

As of ~~September~~June 30, ~~2017,~~2023, our cash, cash equivalent, available-for-sale debt securities and ~~available-for-sale investment~~equity securities balances of ~~$46.1~~$90.1 billion included ~~$16.3~~approximately $41.8 billion of cash and cash equivalents (of which ~~$1.0~~$1.2 billion was available for general corporate use), ~~$27.9~~$44.1 billion of debt securities and ~~$1.9~~$4.2 billion of investments in equity securities. Given the significant portion of our portfolio held in cash and cash equivalents, we do not anticipate fluctuations in the aggregate fair value of our financial assets to have a material impact on our

liquidity or capital position. Our available-for-sale debt securities portfolio had a weighted-average duration of ~~3.3~~3.9 years and a weighted-average credit rating of “Double A” as of ~~September~~June 30, ~~2017.~~2023. When multiple credit ratings are available for an individual security, the average of the available ratings is used to determine the weighted-average credit rating.

Table of Contents

Capital Resources and Uses of Liquidity

In addition to cash flows from operations and cash and cash equivalent balances available for general corporate use, our capital resources and uses of liquidity are as follows:

~~Commercial Paper~~Cash Requirements. A summary of our cash requirements as of December 31, 2022 was disclosed in Part II, Item 7, “Management’s Discussion and ~~Bank Credit Facilities.~~Analysis of Financial Condition and Results of Operations” in our 2022 10-K. During the six months ended June 30, 2023, there were no material changes to this previously disclosed information outside the ordinary course of business. We believe our capital resources are sufficient to meet future, short-term and long-term, liquidity needs. We continually evaluate opportunities to expand our operations, including through internal development of new products, programs and technology applications and business combinations.

Short-Term Borrowings. Our revolving bank credit facilities provide liquidity support for our commercial paper borrowing program, which facilitates the private placement of unsecured debt through ~~third-party~~independent broker-dealers, and are available for general corporate purposes. For more information on our commercial paper and bank credit facilities, see Note 65 of Notes to the Condensed Consolidated Financial Statements included in Part I, Item 1 of this ~~report.~~report and Note 8 of Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data” in our 2022 10-K.

Our revolving bank credit facilities contain various covenants, including covenants requiring us to maintain a defined debt to debt-plus-shareholders’ equity ratio of not more than ~~55%~~60%. As of ~~September~~June 30, ~~2017,~~2023, our debt to debt-plus-shareholders’ equity ratio, as defined and calculated under the credit facilities, was approximately ~~37%~~40%.

Long-Term Debt. Periodically, we access capital markets and issue long-term debt for general corporate purposes, ~~for example,~~such as, to meet our working capital requirements, to refinance debt, to finance acquisitions or for share repurchases. In October 2017, we issued $4.0 billion in senior unsecured notes. We intend to use the net proceeds from this offering to repay commercial paper borrowings, which were incurred for general corporate and working capital purposes, and for other general corporate purposes, which may include redeeming or repurchasing outstanding securities or refinancing debt. For more information on our long-term debt, see Note 65 of Notes to the Condensed Consolidated Financial Statements included in Part I, Item 1 of this ~~report.~~report and Note 8 of Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements and Supplementary Data” in our 2022 10-K.

Credit Ratings. Our credit ratings as of ~~September~~June 30, ~~2017~~2023 were as follows:

Moody’s (a)

~~Standard & Poor’s~~S&P Global

Fitch

A.M. Best

Ratings

Outlook

Ratings

Outlook

Ratings

Outlook

Ratings

Outlook

Senior unsecured debt

~~Stable~~Positive

A+

~~Negative~~Stable

A-A

~~Negative~~ ^(a)

Stable

~~bbb+~~A

Stable

Commercial paper

P-2

n/a

A-1

n/a

~~AMB-2~~AMB-1+

n/a

(a) On July 27, 2023, Moody’s upgraded the credit rating on our senior unsecured debt to A2 with an outlook of Stable and the credit rating on our commercial paper to P-1.


~~(a)~~	~~In October 2017, Fitch affirmed our ratings and changed our outlook to Stable.~~

The availability of financing in the form of debt or equity is influenced by many factors, including our profitability, operating cash flows, debt levels, credit ratings, debt covenants and other contractual restrictions, regulatory requirements and economic and market conditions. ~~For example, a~~A significant downgrade in our credit ratings or adverse conditions in the capital markets may increase the cost of borrowing for us or limit our access to capital.

Share Repurchase Program. During the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2023, we repurchased 7approximately 10 million shares at an average price of ~~$165.36~~$483.78 per share. As of ~~September~~June 30, ~~2017,~~2023, we had Board of Directors’ authorization to purchase up to ~~an additional 44~~21 million shares of our common stock.

Dividends.In June ~~2017, our~~2023, the Company’s Board of Directors increased our quarterly cash dividend to shareholders to an annual ~~dividend~~ rate of ~~$3.00~~$7.52 compared to $6.60 per share. For more information on our dividend, see Note 76 of Notes to the Condensed Consolidated Financial Statements included in Part I, Item 1 of this report.

Pending Acquisitions. As of June 30, 2023, we have entered into agreements to acquire companies in the health care sector, subject to regulatory approval and other customary closing conditions. The total anticipated consideration required for these acquisitions, excluding the payoff of acquired indebtedness, is approximately $5 billion.

For additional liquidity discussion, see Note 10 of Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial ~~Statements”~~Statements and Supplementary Data” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in Part II, Item 7 in our ~~2016~~2022 10-K.

~~CONTRACTUAL OBLIGATIONS AND COMMITMENTS~~

A summary of future obligations under our various contractual obligations and commitments as of December 31, 2016 was disclosed in our 2016 10-K. During the nine months ended September 30, 2017, there were no material changes to this previously disclosed information outside the ordinary course of business. However, we continually evaluate opportunities to expand our operations, including through internal development of new products, programs and technology applications and acquisitions.

RECENTLY ISSUED ACCOUNTING STANDARDS

~~See~~ ~~Note 1 of Notes~~There are no recently issued accounting standards that are expected to ~~the~~have a material impact on our Condensed Consolidated Financial ~~Statements~~ ~~in Part I, Item 1~~Statements.

Table of ~~this report for a discussion of new accounting pronouncements that affect us.~~Contents

CRITICAL ACCOUNTING ESTIMATES

In preparing our Condensed Consolidated Financial Statements, we are required to make judgments, assumptions and estimates, which we believe are reasonable and prudent based on the available facts and circumstances. These judgments, assumptions and estimates affect certain of our revenues and expenses and their related balance sheet accounts and disclosure of our contingent liabilities. We base our assumptions and estimates primarily on historical experience and consider known and projected trends. On an ongoing basis, we re-evaluate our selection of assumptions and the method of calculating our estimates. Actual results, however, may materially differ from our calculated estimates, and this difference would be reported in our current operations.

Our critical accounting estimates include medical costs payable ~~revenues, goodwill~~ and ~~other intangible assets and valuations of certain investments.~~goodwill. For a detailed description of our critical accounting estimates, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in Part II, Item 7 in our ~~2016~~2022 10-K. For a detailed discussion of our significant accounting policies, see Note 2 of Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial ~~Statements”~~Statements and Supplementary Data” in our ~~2016~~2022 10-K.

FORWARD-LOOKING STATEMENTS

The statements, estimates, projections, guidance or outlook contained in this document include “forward-looking” statements ~~within the meaning of the PSLRA. These statements~~which are intended to take advantage of the “safe harbor” provisions of the ~~PSLRA. Generally the~~federal securities law. The words “believe,” “expect,” “intend,” “estimate,” “anticipate,” “forecast,” “outlook,” “plan,” “project,” “should” and similar expressions identify forward-looking ~~statements, which generally are not historical in nature.~~statements. These statements may contain information about financial prospects, economic conditions and trends and involve risks and uncertainties. ~~We caution that actual~~Actual results could differ materially from those that management expects, depending on the outcome of certain ~~factors.~~

~~Some~~ factors ~~that could cause actual results to differ materially from results discussed or implied in the forward-looking statements include:~~including: our ability to effectively estimate, price for and manage ~~our~~ medical ~~costs, including the impact of any~~costs; new ~~coverage requirements; new laws or regulations,~~ or changes in existing health care laws or regulations, or their enforcement or application, including increases in medical, administrative, technology or other costs or decreases in enrollment resulting from U.S., Brazilian and other jurisdictions’ regulations affecting the health care industry; our ability to maintain and achieve improvement in CMS star ratings and other quality scores that impact revenue;application; reductions in revenue or delays to cash flows received under ~~Medicare, Medicaid and other~~ government ~~programs, including the effects of a prolonged U.S. government shutdown or debt ceiling constraints;~~programs; changes in Medicare, ~~including changes in payment methodology,~~ the CMS star ratings program or the application of risk adjustment data validation audits; ~~cyber-attacks~~the DOJ’s legal action relating to the risk adjustment submission matter; our ability to maintain and achieve improvement in quality scores impacting revenue; failure to maintain effective and efficient information systems or if our technology products do not operate as intended; cyberattacks, other ~~privacy or~~ privacy/data security ~~incidents;~~incidents, or our failure to comply with ~~privacy and data security~~related regulations; ~~regulatory and other~~ risks and uncertainties ~~of the~~associated with our businesses providing pharmacy ~~benefits management industry;~~care services; competitive pressures, ~~which could affect~~including our ability to maintain or increase our market share; changes in or challenges to our public sector contract awards; ~~our ability to execute contracts on competitive terms with physicians, hospitals and other service providers;~~ failure to achieve targeted operating cost productivity ~~improvements, including savings resulting from technology enhancement~~improvements; failure to develop and ~~administrative modernization;~~maintain satisfactory relationships with health care payers, physicians, hospitals and other service providers; the impact of potential changes in tax laws and regulations; increases in costs and other liabilities associated with ~~increased~~ litigation, government investigations, audits or reviews; failure to complete, manage ~~successfully our~~or integrate strategic ~~alliances or complete or receive anticipated benefits of acquisitions~~transactions; risks associated with public health crises arising from large-scale medical emergencies, pandemics, natural disasters and other ~~strategic transactions, fluctuations in foreign currency exchange rates on~~extreme events; failure to attract, develop, retain, and manage the succession of key employees and executives; our ~~reported shareholders’ equity~~investment portfolio performance; impairment of our goodwill and ~~results of operations;~~intangible assets; failure to protect proprietary rights to our databases, software and related products; downgrades in our credit ratings; the performance of our investment portfolio; impairment of the value of our goodwill and intangible assets if estimated future results do not adequately support goodwill and intangible assets recorded for our existing businesses or the businesses that we acquire; failure to maintain effective and efficient information systems or if our technology products do not operate as intended; and our ability to obtain sufficient funds from our regulated subsidiaries or ~~the debt or capital markets~~from external financings to fund our

obligations, to maintain our debt to total capital ratio at targeted levels, to maintain our quarterly dividend payment cycle, or to continue repurchasing shares of our common stock.

This above list ~~of important factors~~ is not ~~intended to be~~ exhaustive. We discuss ~~certain of~~ these matters, ~~more fully, as well as~~and certain ~~risk factors~~risks that may affect our business operations, financial condition and results of operations, more fully in our ~~other periodic and current~~ filings with the SEC, including our ~~annual~~ reports on ~~Form~~Forms 10-K, ~~quarterly reports on Form~~ 10-Q and ~~current reports on Form~~ 8-K. ~~Any or all forward-looking statements we make may turn out to be wrong, and can be affected by inaccurate assumptions we might make or by known or unknown risks and uncertainties.~~ By their nature, forward-looking statements are not guarantees of future performance or results and are subject to risks, uncertainties and assumptions that are difficult to predict or quantify. Actual ~~future~~ results may vary materially from expectations expressed or implied in this document or any of our prior communications. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. We do not undertake to update or revise any forward-looking statements, except as required by ~~applicable securities laws.~~law.

Table of Contents

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We manage exposure to market interest rates by diversifying investments across different ~~fixed income~~fixed-income market sectors and debt across maturities, as well as by ~~endeavoring to match~~matching a portion of our floating-rate assets and liabilities, ~~over time,~~ either directly or through the use of interest rate swap contracts. Unrealized gains and losses on investments in available-for-sale debt securities are reported in comprehensive income.

The following table summarizes the impact of hypothetical changes in market interest rates across the entire yield curve by 1% point or 2% points as of ~~September~~June 30, ~~2017~~2023 on our investment income and interest expense per annum, and the fair value of our investments and debt (in millions, except percentages):


	June 30, 2023
Increase (Decrease) in Market Interest Rate	Investment Income Per Annum		Interest Expense Per Annum		Fair Value of Financial Assets		Fair Value of Financial Liabilities
2 %	$	1,025	$	469	$	(3,500)	$	(8,164)
1	512		234		(1,799)		(4,458)
(1)	(512)		(207)		1,882		5,415
(2)	(1,025)		(410)		3,817		12,059

Note: The impact of hypothetical changes in interest rates may not reflect the full 100 or 200 basis point change on interest income and interest expense or on the fair value of financial assets and liabilities as the rates are assumed to not fall below zero.

September 30, 2017
Increase (Decrease) in Market Interest Rate
Investment
Income Per
Annum (a)

Interest
Expense Per
Annum (a)
Fair Value of
Financial Assets (b)
Fair Value of
Financial Liabilities
2 % $ 383
$ 174
$ (1,953 ) $ (4,005 )
1 192
87
(990 ) (2,169 )
(1) (192 ) (87 ) 950
2,580
(2) (211 ) (107 ) 1,618
5,619

~~As of~~ ~~September 30, 2017, some of our investments had interest rates below 2% so the assumed hypothetical change in the fair value of investments does not reflect the full 200 basis point reduction.~~

ITEM 4. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

We maintain disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (Exchange Act) that are designed to provide reasonable assurance that information required to be disclosed by us in reports that we file or submit under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in SEC rules and forms; and (ii) accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

In connection with the filing of this quarterly report on Form 10-Q, management evaluated, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of the design and operation of our disclosure controls and procedures as of ~~September~~June 30, ~~2017.~~2023. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of ~~September~~June 30, ~~2017.~~2023.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

There have been no changes in our internal control over financial reporting during the quarter ended ~~September~~June 30, ~~2017~~2023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

A description of our legal proceedings is included in and incorporated by reference to Note 8 7 of Notes to the Condensed Consolidated Financial Statements ~~contained~~ included in Part I, Item 1 of this report.

ITEM 1A. RISK FACTORS

In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, Item 1A, “Risk Factors” of our ~~2016~~2022 10-K, which could materially affect our business, financial condition or future results. The risks described in our ~~2016~~2022 10-K are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition ~~and/~~or future results.

There have been no material changes to the risk factors as disclosed in our ~~2016~~2022 10-K.

ITEM 2. UNREGISTERED SALE OF EQUITY SECURITIES AND USE OF PROCEEDS


For the Month Ended	Total Number of Shares Purchased	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Maximum Number of Shares That May Yet Be Purchased Under The Plans or Programs
	(in millions)			(in millions)	(in millions)
April 30, 2023	1.2	$	499.99	1.2	25.8
May 31, 2023	1.5	486.68		1.5	24.3
June 30, 2023	3.5	475.99		3.5	20.8
Total	6.2	$	483.07	6.2

(a) In November 1997, our Board of Directors adopted a share repurchase program, which the Board of Directors evaluates periodically. In June 2018, the Board of Directors renewed our share repurchase program with an authorization to repurchase up to 100 million shares of our common stock in open market purchases or other types of transactions (including prepaid or structured repurchase programs). There is no established expiration date for the program.

ITEM 5. OTHER INFORMATION

Trading Arrangements

During the ~~third~~ quarter ~~2017, we repurchased approximately 0.7 million shares at an average price of $194.67 per share. As of September~~ended June 30, ~~2017, we had Board authorization to purchase up to 44 million shares of our common stock.~~

~~In August 2017, we issued 1.5 million shares of our common stock in consideration~~2023, none of the ~~acquisition of all of~~Company’s directors or officers (as defined in Rule 16a-1(f) under the ~~outstanding shares of a private company. The~~Exchange Act) adopted or terminated any contract, instruction or written plan for the purchase or sale of ~~these~~Company securities ~~was exempt from registration pursuant~~intended to ~~Section 4(a)(2)~~satisfy the affirmative defense conditions of Rule 10b5-1(c) under the ~~Securities~~Exchange Act or any non-Rule 10b5-1 trading arrangement.

The following exhibits are filed or incorporated by reference herein in response to Item 601 of Regulation S-K. The Company files Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K pursuant to the Securities Exchange Act of 1934 under Commission File No. 1-10864.



*		~~Denotes management contracts and compensation plans in which certain directors and named executive officers participate and which are being filed pursuant to Item 601(b)(10)(iii)(A) of Regulation S-K.~~
**	Pursuant to Item 601(b)(4)(iii) of Regulation S-K, copies of instruments defining the rights of certain holders of long-term debt are not filed. The Company will furnish copies thereof to the SEC upon request.

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

UNITEDHEALTH GROUP INCORPORATED

/s/ D~~AVID~~ S.ANDREW W~~ICHMANN~~ITTY

Chief Executive Officer

(principal executive officer)

Dated:

~~November 7, 2017~~August 2, 2023

~~David S. Wichmann~~Andrew Witty

/s/ JOHN F. REX

Executive Vice President and

Chief Financial Officer

(principal financial officer)

Dated:

~~November 7, 2017~~August 2, 2023

John F. Rex

/S/ s/THOMAS E. ROOS

Senior Vice President and

Chief Accounting Officer

(principal accounting officer)

Dated:

~~November 7, 2017~~August 2, 2023

Thomas E. Roos



3.1			Certificate of Incorporation of UnitedHealth Group Incorporated (incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form 8-A/A filed on July 1, 2015)
3.2			Amended and Restated Bylaws of UnitedHealth Group Incorporated, effective ~~August 15, 2017~~February 23, 2021 (incorporated by reference to Exhibit ~~3.1~~3.2 to ~~the Company’s~~UnitedHealth Group Incorporated’s Current Report on Form 8-K filed on ~~August 16, 2017)~~February 26, 2021)
4.1				~~Senior~~ Amend ed and Restated Indenture, ~~dated~~date d as of ~~November 15, 1998,~~April 27, 2023, between United ~~HealthCare Corporation~~Health Group Incorporated and ~~The Bank of New York~~Wilmington Trust Company, as successor trustee (incorporated by reference to Exhibit 4.1 to ~~the Company's Registration Statement on Form S-3/A, SEC File Number 333-66013, filed on January 11, 1999)~~
~~4.2~~	~~Amendment, dated as of November 6, 2000, to Senior Indenture, dated as of November 15, 1998, between~~ UnitedHealth Group Incorporated ~~and The Bank of New York (incorporated by reference to Exhibit 4.1 to the Company’s Quarterly~~’s Current Report on Form ~~10-Q for the quarter ended September 30, 2001)~~8-K filed on April 2 8 , 2 0 23 )
~~4.3~~4.2			Instrument of Resignation, Appointment and Acceptance of Trustee, dated January 8, 2007, pursuant to the Senior Indenture, dated as of November 15, 1998, amended November 6, 2000, among UnitedHealth Group Incorporated, The Bank of New York and Wilmington Trust Company (incorporated by reference to Exhibit 4.3 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2007)
~~4.4~~	Indenture, dated as of February 4, 2008, between UnitedHealth Group Incorporated and U.S. Bank National Association (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-3, SEC File Number 333-149031, filed on February 4, 2008)
*~~10.1~~4.3			~~Summary of Non-Management Director Compensation effective~~Supplemental Indenture, date d as of ~~August 15, 2017~~April 18, 2 023, between UnitedHea lth Group Incorp orated and U.S. Bank Trust Company, National Association, as trustee, relating to the 6.875% Senior Notes due 2038 (incorporated by reference to Exhibit 4.1 to UnitedHealth Group Incorporated’s Current Report on Form 8-K filed on April 24, 2023)
*~~10.2~~31.1			~~Amendment to Employment Agreement, effective as of August 16, 2017, between United Healthcare Services, Inc. and David Wichmann~~
*~~10.3~~	~~Amendment to Employment Agreement, effective as of August 15, 2017, between United Healthcare Services, Inc. and Larry Renfro~~
~~12.1~~	~~Computation of Ratio of Earnings to Fixed Charges~~
~~31.1~~	Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1			Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
~~101~~101.INS		XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH	~~The following materials from UnitedHealth Group Incorporated’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2017 filed on November 7, 2017, formatted in~~	Inline XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Operations, (iii) Condensed Consolidated Statements of Comprehensive Income, (iv) Condensed Consolidated Statements of Changes in Equity, (v) Condensed Consolidated Statements of Cash Flows,Taxonomy Extension Schema Document.
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104		Cover Page Interactive Data File (formatted as Inline XBRL and ~~(vi) Notes to the Condensed Consolidated Financial Statements.~~embedded within Exhibit 101).



~~[X]~~☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



~~[ ]~~☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


				Page				Page

Part I. Financial Information	Part I. Financial Information				Part I. Financial Information
Item 1.	Item 1.	Financial Statements (unaudited)		1	Item 1.	Financial Statements (unaudited)		1
		Condensed Consolidated Balance Sheets as of September 30, 2017 and December 31, 2016		1		Condensed Consolidated Balance Sheets as of June 3 0 , 2023 and December 31, 2022		1
		Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2017 and 2016		2		Condensed Consolidated Statements of Operations for the Three and Six Months Ended June 3 0 , 2023 and 2022		2
		Condensed Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended September 30, 2017 and 2016		3		Condensed Consolidated Statements of Comprehensive Income for the Three and Six Months Ended June 30 , 2023 and 2022		3
		Condensed Consolidated Statements of Changes in Equity for the Nine Months Ended September 30, 2017 and 2016		4		Condensed Consolidated Statements of Changes in Equity for the Three and Six Months Ended June 30 , 2023 and 2022		4
		Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2017 and 2016		5		Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30 , 2023 and 2022		6
		Notes to the Condensed Consolidated Financial Statements		6		Notes to the Condensed Consolidated Financial Statements		7
		1.	Basis of Presentation	6		1.	Basis of Presentation	7
		2.	Investments	8		2.	Investments	8
		3.	Fair Value	9		3.	Fair Value	10
		4.	Other Current Receivables	11		4.	Medical Costs Payable	11
		5.	Medical Costs Payable	12		5.	Short-Term Borrowings and Long-Term Debt	11
		6.	Commercial Paper and Long-Term Debt	13		6.	Dividends	12
		7.	Shareholders’ Equity	14		7 .	Commitments and Contingencies	12
		8.	Commitments and Contingencies	14		8 .	Business Combinations	13
		9.	Segment Financial Information	15		9 .	Segment Financial Information	14
Item 2.	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		17	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		16
Item 3.	Item 3.	Quantitative and Qualitative Disclosures About Market Risk		25	Item 3.	Quantitative and Qualitative Disclosures About Market Risk		24
Item 4.	Item 4.	Controls and Procedures		25	Item 4.	Controls and Procedures		24
Part II. Other Information	Part II. Other Information				Part II. Other Information
Item 1.	Item 1.	Legal Proceedings		26	Item 1.	Legal Proceedings		24
Item 1A.	Item 1A.	Risk Factors		26	Item 1A.	Risk Factors		24
Item 2.	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		26	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		25
Item 5 .					Item 5 .	Other Information		25
Item 6.	Item 6.	Exhibits		27	Item 6.	Exhibits		26
Signatures	Signatures			28	Signatures			27



(in millions, except per share data)	September 30, 2017			December 31, 2016
Assets
Current assets:
Cash and cash equivalents	$	16,269		$	10,430
Short-term investments	3,525			2,845
Accounts receivable, net	8,638			8,152
Other current receivables, net	6,826			7,499
Assets under management	3,082			3,105
Prepaid expenses and other current assets	2,581			1,848
Total current assets	40,921			33,879
Long-term investments	27,703			23,868
Property, equipment and capitalized software, net	6,562			5,901
Goodwill	53,402			47,584
Other intangible assets, net	8,457			8,541
Other assets	3,387			3,037
Total assets	$	140,432		$	122,810
Liabilities, redeemable noncontrolling interests and equity
Current liabilities:
Medical costs payable	$	17,963		$	16,391
Accounts payable and accrued liabilities	15,878			13,361
Commercial paper and current maturities of long-term debt	4,539			7,193
Unearned revenues	6,635			1,968
Other current liabilities	13,073			10,339
Total current liabilities	58,088			49,252
Long-term debt, less current maturities	24,723			25,777
Future policy benefits	2,535			2,524
Deferred income taxes	2,697			2,761
Other liabilities	2,909			2,307
Total liabilities	90,952			82,621
Commitments and contingencies (Note 8)
Redeemable noncontrolling interests	2,170			2,012
Equity:
Preferred stock, $0.001 par value - 10 shares authorized; no shares issued or outstanding	—			—
Common stock, $0.01 par value - 3,000 shares authorized; 969 and 952 issued and outstanding	10			10
Additional paid-in capital	1,801			—
Retained earnings	45,840			40,945
Accumulated other comprehensive loss	(2,353		)	(2,681		)
Nonredeemable noncontrolling interest	2,012			(97		)
Total equity	47,310			38,177
Total liabilities, redeemable noncontrolling interests and equity	$	140,432		$	122,810



	Three Months Ended September 30,						Nine Months Ended September 30,
(in millions, except per share data)	2017			2016			2017			2016
Revenues:
Premiums	$	39,552		$	36,142		$	118,075		$	107,366
Products	6,665			6,696			19,209			19,699
Services	3,858			3,264			11,089			9,673
Investment and other income	247			191			725			567
Total revenues	50,322			46,293			149,098			137,305
Operating costs:
Medical costs	32,201			29,040			96,829			87,342
Operating costs	7,387			7,033			21,737			20,584
Cost of products sold	6,068			6,125			17,633			18,108
Depreciation and amortization	578			515			1,667			1,528
Total operating costs	46,234			42,713			137,866			127,562
Earnings from operations	4,088			3,580			11,232			9,743
Interest expense	(294		)	(269		)	(878		)	(799		)
Earnings before income taxes	3,794			3,311			10,354			8,944
Provision for income taxes	(1,233		)	(1,333		)	(3,252		)	(3,579		)
Net earnings	2,561			1,978			7,102			5,365
Earnings attributable to noncontrolling interests	(76		)	(10		)	(161		)	(32		)
Net earnings attributable to UnitedHealth Group common shareholders	$	2,485		$	1,968		$	6,941		$	5,333
Earnings per share attributable to UnitedHealth Group common shareholders:
Basic	$	2.57		$	2.07		$	7.22		$	5.60
Diluted	$	2.51		$	2.03		$	7.06		$	5.51
Basic weighted-average number of common shares outstanding	968			952			962			952
Dilutive effect of common share equivalents	21			17			21			16
Diluted weighted-average number of common shares outstanding	989			969			983			968
Anti-dilutive shares excluded from the calculation of dilutive effect of common share equivalents	1			1			6			3
Cash dividends declared per common share	$	0.750		$	0.625		$	2.125		$	1.750



	September 30, 2017						December 31, 2016
(in millions, except percentages)	Par Value		Carrying Value		Fair Value		Par Value		Carrying Value		Fair Value
Commercial paper	$	304	$	303	$	303	$	3,633	$	3,633	$	3,633
Floating rate notes due January 2017	—		—		—		750		750		750
6.000% notes due June 2017	—		—		—		441		446		450
1.450% notes due July 2017	—		—		—		750		750		751
1.400% notes due October 2017	625		625		625		625		624		626
6.000% notes due November 2017	156		157		157		156		159		163
1.400% notes due December 2017	750		750		750		750		751		750
6.000% notes due February 2018	1,100		1,102		1,118		1,100		1,107		1,153
1.900% notes due July 2018	1,500		1,498		1,504		1,500		1,496		1,507
1.700% notes due February 2019	750		749		750		750		748		748
1.625% notes due March 2019	500		501		499		500		501		498
2.300% notes due December 2019	500		497		504		500		498		504
2.700% notes due July 2020	1,500		1,496		1,530		1,500		1,495		1,523
3.875% notes due October 2020	450		449		473		450		450		474
4.700% notes due February 2021	400		407		431		400		409		433
2.125% notes due March 2021	750		746		750		750		745		741
3.375% notes due November 2021	500		497		520		500		497		519
2.875% notes due December 2021	750		748		769		750		748		760
2.875% notes due March 2022	1,100		1,063		1,125		1,100		1,057		1,114
3.350% notes due July 2022	1,000		996		1,044		1,000		995		1,030
0.000% notes due November 2022	15		11		12		15		11		12
2.750% notes due February 2023	625		612		632		625		609		622
2.875% notes due March 2023	750		771		765		750		771		753
3.750% notes due July 2025	2,000		1,987		2,122		2,000		1,986		2,070
3.100% notes due March 2026	1,000		995		1,012		1,000		994		986
3.450% notes due January 2027	750		745		776		750		745		762
3.375% notes due April 2027	625		618		643		—		—		—
4.625% notes due July 2035	1,000		991		1,146		1,000		991		1,090
5.800% notes due March 2036	850		837		1,071		850		837		1,034
6.500% notes due June 2037	500		491		683		500		491		643
6.625% notes due November 2037	650		641		903		650		640		850
6.875% notes due February 2038	1,100		1,075		1,561		1,100		1,075		1,497
5.700% notes due October 2040	300		296		383		300		296		366
5.950% notes due February 2041	350		345		460		350		345		437
4.625% notes due November 2041	600		588		673		600		588		634
4.375% notes due March 2042	502		483		543		502		483		509
3.950% notes due October 2042	625		607		641		625		606		609
4.250% notes due March 2043	750		734		801		750		734		765
4.750% notes due July 2045	2,000		1,972		2,310		2,000		1,972		2,203
4.200% notes due January 2047	750		738		799		750		737		759
4.250% notes due April 2047	725		717		777		—		—		—
Total commercial paper and long-term debt	$	29,102	$	28,838	$	31,565	$	33,022	$	32,770	$	34,728



(in millions, except percentages)	Par Value
Floating rate notes due October 2020	$	300
1.950% notes due October 2020	900
2.375% notes due October 2022	900
2.950% notes due October 2027	950
3.750% notes due October 2047	950


~~ITEM 2.~~	~~MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS~~


~~(a)~~	~~Medical care ratio is calculated as medical costs divided by premium revenue.~~


~~(b)~~	~~Net earnings margin attributable to UnitedHealth Group shareholders.~~


~~(c)~~	Return on equity is calculated as annualized net earnings divided by average equity. Average equity is calculated using the equity balance at the end of the preceding year and the equity balances at the end of each of the quarters in the year presented.



	September 30,		Increase/(Decrease)
(in thousands, except percentages)	2017	2016	2017 vs. 2016
Commercial group:
Risk-based	7,805	7,265	540		7	%
Fee-based	18,610	18,880	(270	)	(1	)
Total commercial group	26,415	26,145	270		1
Individual	515	1,485	(970	)	(65	)
Fee-based TRICARE	2,855	2,855	—		—
Total commercial	29,785	30,485	(700	)	(2	)
Medicare Advantage	4,390	3,600	790		22
Medicaid	6,375	5,790	585		10
Medicare Supplement (Standardized)	4,415	4,245	170		4
Total public and senior	15,180	13,635	1,545		11
Total UnitedHealthcare - domestic medical	44,965	44,120	845		2
International	4,080	3,970	110		3
Total UnitedHealthcare - medical	49,045	48,090	955		2	%
Supplemental Data:
Medicare Part D stand-alone	4,945	4,945	—		—	%



	September 30, 2017
Increase (Decrease) in Market Interest Rate	Investment Income Per Annum (a)			Interest Expense Per Annum (a)			Fair Value of Financial Assets (b)			Fair Value of Financial Liabilities
2 %	$	383		$	174		$	(1,953	)	$	(4,005	)
1	192			87			(990		)	(2,169		)
(1)	(192		)	(87		)	950			2,580
(2)	(211		)	(107		)	1,618			5,619


~~(a)~~	Given the low absolute level of short-term market rates on our floating-rate assets and liabilities as of September 30, 2017, the assumed hypothetical change in interest rates does not reflect the full 200 basis point reduction in interest expense as the rate cannot fall below zero.


~~ITEM 2.~~	~~UNREGISTERED SALE OF EQUITY SECURITIES AND USE OF PROCEEDS~~