UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________________________________________________ 
Form 10-Q
__________________________________________________________ 
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED September 30, 2020March 31, 2021
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM _______ TO _______
Commission File Number: 1-10864
__________________________________________________________ 
unh-20210331_g1.jpg
UnitedHealth Group Incorporated
(Exact name of registrant as specified in its charter)
 __________________________________________________________ 
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
(Address of principal executive offices) (Zip Code)
(952) 936-1300
(Registrant’s telephone number, including area code)
_________________________________________________________  
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $.01 par valueUNHNYSENew 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 No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files).    Yes  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 filerAccelerated filerNon-accelerated filer
Smaller reporting companyEmerging 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 
As of OctoberApril 30, 2020,2021, there were 948,820,710943,702,120 shares of the registrant’s Common Stock, $.01 par value per share, issued and outstanding.



UNITEDHEALTH GROUP
Table of Contents
 
 Page  Page




PART I
ITEM 1.    FINANCIAL STATEMENTS
UnitedHealth Group
Condensed Consolidated Balance Sheets
(Unaudited)
(in millions, except per share data)(in millions, except per share data)September 30,
2020
December 31,
2019
(in millions, except per share data)March 31,
2021
December 31,
2020
AssetsAssetsAssets
Current assets:Current assets:Current assets:
Cash and cash equivalentsCash and cash equivalents$17,550 $10,985 Cash and cash equivalents$19,955 $16,921 
Short-term investmentsShort-term investments3,259 3,260 Short-term investments2,962 2,860 
Accounts receivable, netAccounts receivable, net12,171 11,822 Accounts receivable, net15,980 12,870 
Other current receivables, netOther current receivables, net13,231 9,640 Other current receivables, net11,546 12,534 
Assets under managementAssets under management3,788 3,076 Assets under management4,094 4,076 
Prepaid expenses and other current assetsPrepaid expenses and other current assets4,822 3,851 Prepaid expenses and other current assets4,971 4,457 
Total current assetsTotal current assets54,821 42,634 Total current assets59,508 53,718 
Long-term investmentsLong-term investments39,184 37,209 Long-term investments42,406 41,242 
Property, equipment and capitalized software, netProperty, equipment and capitalized software, net8,151 8,704 Property, equipment and capitalized software, net8,496 8,626 
GoodwillGoodwill68,088 65,659 Goodwill72,162 71,337 
Other intangible assets, netOther intangible assets, net10,373 10,349 Other intangible assets, net10,842 10,856 
Other assetsOther assets10,352 9,334 Other assets11,757 11,510 
Total assetsTotal assets$190,969 $173,889 Total assets$205,171 $197,289 
Liabilities, redeemable noncontrolling interests and equityLiabilities, redeemable noncontrolling interests and equityLiabilities, redeemable noncontrolling interests and equity
Current liabilities:Current liabilities:Current liabilities:
Medical costs payableMedical costs payable$21,167 $21,690 Medical costs payable$24,833 $21,872 
Accounts payable and accrued liabilitiesAccounts payable and accrued liabilities21,173 19,005 Accounts payable and accrued liabilities22,997 22,495 
Short-term borrowings and current maturities of long-term debtShort-term borrowings and current maturities of long-term debt3,899 3,870 Short-term borrowings and current maturities of long-term debt8,838 4,819 
Unearned revenuesUnearned revenues2,391 2,622 Unearned revenues2,612 2,842 
Other current liabilitiesOther current liabilities17,967 14,595 Other current liabilities21,361 20,392 
Total current liabilitiesTotal current liabilities66,597 61,782 Total current liabilities80,641 72,420 
Long-term debt, less current maturitiesLong-term debt, less current maturities39,895 36,808 Long-term debt, less current maturities37,420 38,648 
Deferred income taxesDeferred income taxes3,340 2,993 Deferred income taxes3,602 3,367 
Other liabilitiesOther liabilities11,186 10,144 Other liabilities12,926 12,315 
Total liabilitiesTotal liabilities121,018 111,727 Total liabilities134,589 126,750 
Commitments and contingencies (Note 7)
Commitments and contingencies (Note 6)Commitments and contingencies (Note 6)00
Redeemable noncontrolling interestsRedeemable noncontrolling interests1,847 1,726 Redeemable noncontrolling interests1,269 2,211 
Equity:Equity:Equity:
Preferred stock, $0.001 par value - 10 shares authorized; 0 shares issued or outstandingPreferred stock, $0.001 par value - 10 shares authorized; 0 shares issued or outstandingPreferred stock, $0.001 par value - 10 shares authorized; 0 shares issued or outstanding
Common stock, $0.01 par value - 3,000 shares authorized; 949 and 948 issued and outstanding10 
Common stock, $0.01 par value - 3,000 shares authorized; 944 and 946 issued and outstandingCommon stock, $0.01 par value - 3,000 shares authorized; 944 and 946 issued and outstanding10 10 
Additional paid-in capitalAdditional paid-in capitalAdditional paid-in capital
Retained earningsRetained earnings69,715 61,178 Retained earnings71,220 69,295 
Accumulated other comprehensive lossAccumulated other comprehensive loss(4,494)(3,578)Accumulated other comprehensive loss(4,826)(3,814)
Nonredeemable noncontrolling interestsNonredeemable noncontrolling interests2,873 2,820 Nonredeemable noncontrolling interests2,909 2,837 
Total equityTotal equity68,104 60,436 Total equity69,313 68,328 
Total liabilities, redeemable noncontrolling interests and equityTotal liabilities, redeemable noncontrolling interests and equity$190,969 $173,889 Total liabilities, redeemable noncontrolling interests and equity$205,171 $197,289 
See Notes to the Condensed Consolidated Financial Statements
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UnitedHealth Group
Condensed Consolidated Statements of Operations
(Unaudited)
Three Months Ended
September 30,
Nine Months Ended
September 30,
Three Months Ended
March 31,
(in millions, except per share data)(in millions, except per share data)2020201920202019(in millions, except per share data)20212020
Revenues:Revenues:Revenues:
PremiumsPremiums$50,863 $47,397 $150,897 $142,074 Premiums$55,486 $50,640 
ProductsProducts8,777 7,546 25,455 23,971 Products8,340 8,431 
ServicesServices5,124 4,942 14,265 13,756 Services5,918 4,985 
Investment and other incomeInvestment and other income351 466 1,057 1,453 Investment and other income452 365 
Total revenuesTotal revenues65,115 60,351 191,674 181,254 Total revenues70,196 64,421 
Operating costs:Operating costs:Operating costs:
Medical costsMedical costs41,636 39,041 117,314 117,164 Medical costs44,904 41,000 
Operating costsOperating costs10,174 8,960 30,190 25,892 Operating costs10,223 10,015 
Cost of products soldCost of products sold7,935 6,627 23,123 21,606 Cost of products sold7,572 7,687 
Depreciation and amortizationDepreciation and amortization719 709 2,159 2,002 Depreciation and amortization758 723 
Total operating costsTotal operating costs60,464 55,337 172,786 166,664 Total operating costs63,457 59,425 
Earnings from operationsEarnings from operations4,651 5,014 18,888 14,590 Earnings from operations6,739 4,996 
Interest expenseInterest expense(395)(449)(1,262)(1,267)Interest expense(397)(437)
Earnings before income taxesEarnings before income taxes4,256 4,565 17,626 13,323 Earnings before income taxes6,342 4,559 
Provision for income taxesProvision for income taxes(1,000)(936)(4,209)(2,752)Provision for income taxes(1,364)(1,094)
Net earningsNet earnings3,256 3,629 13,417 10,571 Net earnings4,978 3,465 
Earnings attributable to noncontrolling interestsEarnings attributable to noncontrolling interests(84)(91)(226)(273)Earnings attributable to noncontrolling interests(116)(83)
Net earnings attributable to UnitedHealth Group common shareholdersNet earnings attributable to UnitedHealth Group common shareholders$3,172 $3,538 $13,191 $10,298 Net earnings attributable to UnitedHealth Group common shareholders$4,862 $3,382 
Earnings per share attributable to UnitedHealth Group common shareholders:Earnings per share attributable to UnitedHealth Group common shareholders:Earnings per share attributable to UnitedHealth Group common shareholders:
BasicBasic$3.34 $3.73 $13.90 $10.82 Basic$5.14 $3.56 
DilutedDiluted$3.30 $3.67 $13.73 $10.65 Diluted$5.08 $3.52 
Basic weighted-average number of common shares outstandingBasic weighted-average number of common shares outstanding950 949 949 952 Basic weighted-average number of common shares outstanding945 949 
Dilutive effect of common share equivalentsDilutive effect of common share equivalents12 14 12 15 Dilutive effect of common share equivalents12 13 
Diluted weighted-average number of common shares outstandingDiluted weighted-average number of common shares outstanding962 963 961 967 Diluted weighted-average number of common shares outstanding957 962 
Anti-dilutive shares excluded from the calculation of dilutive effect of common share equivalentsAnti-dilutive shares excluded from the calculation of dilutive effect of common share equivalents12 10 Anti-dilutive shares excluded from the calculation of dilutive effect of common share equivalents10 
See Notes to the Condensed Consolidated Financial Statements
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Table of Contents
UnitedHealth Group
Condensed Consolidated Statements of Comprehensive Income
(Unaudited)
Three Months Ended September 30,Nine Months Ended September 30, Three Months Ended
March 31,
(in millions)(in millions)2020201920202019(in millions)20212020
Net earningsNet earnings$3,256 $3,629 $13,417 $10,571 Net earnings$4,978 $3,465 
Other comprehensive income (loss):
Gross unrealized gains on investment securities during the period148 230 919 1,243 
Other comprehensive loss:Other comprehensive loss:
Gross unrealized losses on investment securities during the periodGross unrealized losses on investment securities during the period(764)(349)
Income tax effectIncome tax effect(37)(53)(214)(285)Income tax effect174 80 
Total unrealized gains, net of tax111 177 705 958 
Total unrealized losses, net of taxTotal unrealized losses, net of tax(590)(269)
Gross reclassification adjustment for net realized gains included in net earningsGross reclassification adjustment for net realized gains included in net earnings(21)(69)(50)(70)Gross reclassification adjustment for net realized gains included in net earnings(7)(18)
Income tax effectIncome tax effect16 12 16 Income tax effect
Total reclassification adjustment, net of taxTotal reclassification adjustment, net of tax(16)(53)(38)(54)Total reclassification adjustment, net of tax(5)(14)
Total foreign currency translation lossesTotal foreign currency translation losses(39)(560)(1,583)(453)Total foreign currency translation losses(417)(1,499)
Other comprehensive income (loss)56 (436)(916)451 
Other comprehensive lossOther comprehensive loss(1,012)(1,782)
Comprehensive incomeComprehensive income3,312 3,193 12,501 11,022 Comprehensive income3,966 1,683 
Comprehensive income attributable to noncontrolling interestsComprehensive income attributable to noncontrolling interests(84)(91)(226)(273)Comprehensive income attributable to noncontrolling interests(116)(83)
Comprehensive income attributable to UnitedHealth Group common shareholdersComprehensive income attributable to UnitedHealth Group common shareholders$3,228 $3,102 $12,275 $10,749 Comprehensive income attributable to UnitedHealth Group common shareholders$3,850 $1,600 
See Notes to the Condensed Consolidated Financial Statements
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UnitedHealth Group
Condensed Consolidated Statements of Changes in Equity
(Unaudited)
Common StockAdditional Paid-In CapitalRetained EarningsAccumulated Other Comprehensive
Income (Loss)
Nonredeemable Noncontrolling InterestsTotal
Equity
Common StockAdditional Paid-In CapitalRetained EarningsAccumulated Other Comprehensive
Income (Loss)
Nonredeemable Noncontrolling InterestsTotal
Equity
Three months ended September 30,
(in millions)
SharesAmountNet Unrealized Gains on InvestmentsForeign Currency Translation Losses
Balance at June 30, 2020950 $10 $388 $67,776 $1,161 $(5,711)$2,891 $66,515 
Three months ended March 31,
(in millions)
Three months ended March 31,
(in millions)
SharesAmountAdditional Paid-In CapitalRetained EarningsNet Unrealized Gains (losses) on InvestmentsForeign Currency Translation LossesNonredeemable Noncontrolling InterestsTotal
Equity
Balance at January 1, 2021Balance at January 1, 2021946 $10 $1,336 $(5,150)
Net earningsNet earnings3,172 62 3,234 Net earnings4,862 80 4,942 
Other comprehensive income (loss)95 (39)56 
Other comprehensive lossOther comprehensive loss(595)(417)(1,012)
Issuances of common stock, and related tax effectsIssuances of common stock, and related tax effects321 321 Issuances of common stock, and related tax effects256 256 
Share-based compensationShare-based compensation131 131 Share-based compensation242 242 
Common share repurchasesCommon share repurchases(3)(805)(45)(850)Common share repurchases(5)(1,650)(1,650)
Cash dividends paid on common shares ($1.25 per share)Cash dividends paid on common shares ($1.25 per share)(1,188)(1,188)Cash dividends paid on common shares ($1.25 per share)(1,181)(1,181)
Redeemable noncontrolling interests fair value and other adjustmentsRedeemable noncontrolling interests fair value and other adjustments(35)(35)Redeemable noncontrolling interests fair value and other adjustments(498)(106)(604)
Acquisition and other adjustments of nonredeemable noncontrolling interestsAcquisition and other adjustments of nonredeemable noncontrolling interests(8)(8)Acquisition and other adjustments of nonredeemable noncontrolling interests66 66 
Distribution to nonredeemable noncontrolling interestsDistribution to nonredeemable noncontrolling interests(72)(72)Distribution to nonredeemable noncontrolling interests(74)(74)
Balance at September 30, 2020949 $10 $$69,715 $1,256 $(5,750)$2,873 $68,104 
Balance at March 31, 2021Balance at March 31, 2021944 $10 $$71,220 $741 $(5,567)$2,909 $69,313 
Balance at June 30, 2019948 $$$56,367 $516 $(3,789)$2,751 $55,854 
Balance at January 1, 2020Balance at January 1, 2020948 $$$61,178 $589 $(4,167)$2,820 $60,436 
Adjustment to adopt ASU 2016-13Adjustment to adopt ASU 2016-13(28)(28)
Net earningsNet earnings3,538 82 3,620 Net earnings3,382 59 3,441 
Other comprehensive income (loss)124 (560)(436)
Other comprehensive lossOther comprehensive loss(283)(1,499)(1,782)
Issuances of common stock, and related tax effectsIssuances of common stock, and related tax effects277 277 Issuances of common stock, and related tax effects320 321 
Share-based compensationShare-based compensation130 130 Share-based compensation234 234 
Common share repurchasesCommon share repurchases(3)(415)(185)(600)Common share repurchases(6)(510)(1,181)(1,691)
Cash dividends paid on common shares ($1.08 per share)Cash dividends paid on common shares ($1.08 per share)(1,024)(1,024)Cash dividends paid on common shares ($1.08 per share)(1,024)(1,024)
Redeemable noncontrolling interests fair value and other adjustmentsRedeemable noncontrolling interests fair value and other adjustmentsRedeemable noncontrolling interests fair value and other adjustments(51)(51)
Acquisition and other adjustments of nonredeemable noncontrolling interestsAcquisition and other adjustments of nonredeemable noncontrolling interests(7)(7)Acquisition and other adjustments of nonredeemable noncontrolling interests50 50 
Distribution to nonredeemable noncontrolling interestsDistribution to nonredeemable noncontrolling interests(66)(66)Distribution to nonredeemable noncontrolling interests(43)(43)
Balance at September 30, 2019947 $$$58,696 $640 $(4,349)$2,760 $57,756 
Balance at March 31, 2020Balance at March 31, 2020947 $10 $$62,327 $306 $(5,666)$2,886 $59,863 
See Notes to the Condensed Consolidated Financial Statements
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Table of Contents
UnitedHealth Group
Condensed Consolidated Statements of Changes in Equity
(Unaudited)
Common StockAdditional Paid-In CapitalRetained EarningsAccumulated Other Comprehensive
Income (Loss)
Nonredeemable Noncontrolling InterestsTotal
Equity
Nine months ended September 30,
(in millions)
SharesAmountNet Unrealized Gains (Losses) on InvestmentsForeign Currency Translation Losses
Balance at January 1, 2020948 $$$61,178 $589 $(4,167)$2,820 $60,436 
Adjustment to adopt ASU 2016-13(28)(28)
Net earnings13,191 159 13,350 
Other comprehensive income (loss)667 (1,583)(916)
Issuances of common stock, and related tax effects10 928 929 
Share-based compensation509 509 
Common share repurchases(9)(1,315)(1,226)(2,541)
Cash dividends paid on common shares ($3.58 per share)(3,400)(3,400)
Redeemable noncontrolling interests fair value and other adjustments(129)(129)
Acquisition and other adjustments of nonredeemable noncontrolling interests42 42 
Distribution to nonredeemable noncontrolling interests(148)(148)
Balance at September 30, 2020949 $10 $$69,715 $1,256 $(5,750)$2,873 $68,104 
Balance at January 1, 2019960 $10 $$55,846 $(264)$(3,896)$2,623 $54,319 
Adjustment to adopt ASU 2016-02(13)(5)(18)
Net earnings10,298 196 10,494 
Other comprehensive income (loss)904 (453)451 
Issuances of common stock, and related tax effects438 438 
Share-based compensation521 521 
Common share repurchases(21)(1)(573)(4,527)(5,101)
Cash dividends paid on common shares ($3.06 per share)(2,908)(2,908)
Redeemable noncontrolling interests fair value and other adjustments(277)(277)
Acquisition and other adjustments of nonredeemable noncontrolling interests(109)157 48 
Distribution to nonredeemable noncontrolling interests(211)(211)
Balance at September 30, 2019947 $$$58,696 $640 $(4,349)$2,760 $57,756 
See Notes to the Condensed Consolidated Financial Statements
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UnitedHealth Group
Condensed Consolidated Statements of Cash Flows
(Unaudited)
Nine Months Ended September 30, Three Months Ended March 31,
(in millions)(in millions)20202019(in millions)20212020
Operating activitiesOperating activitiesOperating activities
Net earningsNet earnings$13,417 $10,571 Net earnings$4,978 $3,465 
Noncash items:Noncash items:Noncash items:
Depreciation and amortizationDepreciation and amortization2,159 2,002 Depreciation and amortization758 723 
Deferred income taxesDeferred income taxes119 177 Deferred income taxes341 202 
Share-based compensationShare-based compensation527 525 Share-based compensation256 231 
Other, netOther, net48 (181)Other, net(55)45 
Net change in other operating items, net of effects from acquisitions and changes in AARP balances:Net change in other operating items, net of effects from acquisitions and changes in AARP balances:Net change in other operating items, net of effects from acquisitions and changes in AARP balances:
Accounts receivableAccounts receivable(194)957 Accounts receivable(2,895)(2,652)
Other assetsOther assets(2,697)(2,181)Other assets(955)(4,249)
Medical costs payableMedical costs payable(615)223 Medical costs payable2,968 1,120 
Accounts payable and other liabilitiesAccounts payable and other liabilities3,441 105 Accounts payable and other liabilities870 4,137 
Unearned revenuesUnearned revenues(132)60 Unearned revenues(261)(79)
Cash flows from operating activitiesCash flows from operating activities16,073 12,258 Cash flows from operating activities6,005 2,943 
Investing activitiesInvesting activitiesInvesting activities
Purchases of investmentsPurchases of investments(11,570)(13,386)Purchases of investments(4,612)(3,866)
Sales of investmentsSales of investments4,887 6,198 Sales of investments643 2,170 
Maturities of investmentsMaturities of investments5,297 5,160 Maturities of investments2,255 1,726 
Cash paid for acquisitions, net of cash assumedCash paid for acquisitions, net of cash assumed(4,326)(8,200)Cash paid for acquisitions, net of cash assumed(1,193)(929)
Purchases of property, equipment and capitalized softwarePurchases of property, equipment and capitalized software(1,477)(1,421)Purchases of property, equipment and capitalized software(568)(469)
Other, netOther, net(165)338 Other, net(232)(165)
Cash flows used for investing activitiesCash flows used for investing activities(7,354)(11,311)Cash flows used for investing activities(3,707)(1,533)
Financing activitiesFinancing activitiesFinancing activities
Common share repurchasesCommon share repurchases(2,541)(5,101)Common share repurchases(1,650)(1,691)
Cash dividends paidCash dividends paid(3,400)(2,908)Cash dividends paid(1,181)(1,024)
Proceeds from common stock issuancesProceeds from common stock issuances1,206 740 Proceeds from common stock issuances436 557 
Repayments of long-term debtRepayments of long-term debt(1,500)(1,250)Repayments of long-term debt(1,150)
(Repayments of) proceeds from short-term borrowings, net(423)3,998 
Proceeds from issuance of long-term debt4,864 5,444 
Proceeds from short-term borrowings, netProceeds from short-term borrowings, net4,057 10,797 
Customer funds administeredCustomer funds administered249 420 Customer funds administered2,131 1,062 
Other, netOther, net(449)(756)Other, net(1,856)(398)
Cash flows (used for) from financing activities(1,994)587 
Cash flows from financing activitiesCash flows from financing activities787 9,303 
Effect of exchange rate changes on cash and cash equivalentsEffect of exchange rate changes on cash and cash equivalents(160)(37)Effect of exchange rate changes on cash and cash equivalents(51)(129)
Increase in cash and cash equivalentsIncrease in cash and cash equivalents6,565 1,497 Increase in cash and cash equivalents3,034 10,584 
Cash and cash equivalents, beginning of periodCash and cash equivalents, beginning of period10,985 10,866 Cash and cash equivalents, beginning of period16,921 10,985 
Cash and cash equivalents, end of periodCash and cash equivalents, end of period$17,550 $12,363 Cash and cash equivalents, end of period$19,955 $21,569 
See Notes to the Condensed Consolidated Financial Statements
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UnitedHealth Group
Notes to the Condensed Consolidated Financial Statements
(Unaudited)
1.    Basis of Presentation
UnitedHealth Group Incorporated (individually and together with its subsidiaries, “UnitedHealth Group” and “the Company”) is a diversified health care company dedicatedwith a mission to helpinghelp people live healthier lives and helpinghelp make the health system work better for everyone.
Through its diversified family of businesses, Our two complementary business platforms — Optum and UnitedHealthcare — are driven by this unified mission and vision to improve health care access, affordability, experiences and outcomes for the Company leverages core competencies in dataindividuals and health information, advanced technology and clinical expertise. These core competenciesorganizations we are deployed within two distinct, but strategically aligned, business platforms: health benefits operating under UnitedHealthcare and health services operating under Optum.privileged to 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 and Supplementary Data” in the Company’s Annual Report on Form 10-K for the year ended December 31, 20192020 as filed with the SEC (2019(2020 10-K). The accompanying Condensed Consolidated Financial Statements include all normal recurring adjustments necessary to present the interim financial statements fairly.
Use of Estimates
These Condensed Consolidated Financial Statements include certain amounts based on the Company’s best estimates and judgments. The Company’s most significant estimates includerelate to estimates and judgments for medical costs payable and 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.
Revenue from Products
For the three and nine months ended September 30, 2020, the Company recognized revenue and cost of products sold for retail pharmacy co-payments related to its OptumRx business. Revenue recognized in prior periods related to retail pharmacy transactions excludes the member’s applicable co-payment. There was no impact on earnings from operations, net earnings, earnings per share or total equity.
Recently Adopted Accounting Standards
In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU) No. 2016-13, “Financial Instruments - Credit Losses (Topic 326)” (ASU 2016-13). ASU 2016-13 requires the use of the current expected credit loss impairment model to develop an estimate of expected credit losses for certain financial assets. ASU 2016-13 also requires expected credit losses on available-for-sale debt securities to be recognized through an allowance for credit losses and revises certain disclosure requirements. The Company adopted ASU 2016-13 on January 1, 2020 using a cumulative effect upon adoption approach. The adoption of ASU 2016-13 was immaterial to the Company’s consolidated balance sheet, results of operations, equity and cash flows.
Under the current expected credit loss impairment model, the Company evaluates an available-for-sale debt security for credit-related impairment by considering the present value of expected cash flows relative to a security’s amortized cost, the extent to which fair value is less than amortized cost, the financial condition and near-term prospects of the issuer and specific events or circumstances that may influence the operations of the issuer. Credit-related impairments are recorded as an allowance, with an offset to investment and other income. Non-credit related impairments are recorded through other comprehensive income. If the Company intends to sell an impaired security, or will likely be required to sell a security before recovery of the entire amortized cost, the entire impairment is included in net earnings.
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.
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2.    Investments
A summary of debt securities by major security type is as follows:
(in millions)(in millions)Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
(in millions)Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
September 30, 2020
March 31, 2021March 31, 2021
Debt securities - available-for-sale:Debt securities - available-for-sale:Debt securities - available-for-sale:
U.S. government and agency obligationsU.S. government and agency obligations$3,374 $160 $$3,534 U.S. government and agency obligations$3,372 $86 $(26)$3,432 
State and municipal obligationsState and municipal obligations6,311 377 (4)6,684 State and municipal obligations6,941 345 (22)7,264 
Corporate obligationsCorporate obligations18,461 778 (35)19,204 Corporate obligations20,395 533 (122)20,806 
U.S. agency mortgage-backed securitiesU.S. agency mortgage-backed securities6,523 270 (3)6,790 U.S. agency mortgage-backed securities6,784 185 (48)6,921 
Non-U.S. agency mortgage-backed securitiesNon-U.S. agency mortgage-backed securities2,033 98 (6)2,125 Non-U.S. agency mortgage-backed securities2,382 66 (19)2,429 
Total debt securities - available-for-saleTotal debt securities - available-for-sale36,702 1,683 (48)38,337 Total debt securities - available-for-sale39,874 1,215 (237)40,852 
Debt securities - held-to-maturity:Debt securities - held-to-maturity:Debt securities - held-to-maturity:
U.S. government and agency obligationsU.S. government and agency obligations422 429 U.S. government and agency obligations418 423 
State and municipal obligationsState and municipal obligations31 33 State and municipal obligations31 33 
Corporate obligationsCorporate obligations245 246 Corporate obligations190 190 
Total debt securities - held-to-maturityTotal debt securities - held-to-maturity698 10 708 Total debt securities - held-to-maturity639 646 
Total debt securitiesTotal debt securities$37,400 $1,693 $(48)$39,045 Total debt securities$40,513 $1,222 $(237)$41,498 
December 31, 2019
December 31, 2020December 31, 2020
Debt securities - available-for-sale:Debt securities - available-for-sale:Debt securities - available-for-sale:
U.S. government and agency obligationsU.S. government and agency obligations$3,502 $55 $(4)$3,553 U.S. government and agency obligations$3,335 $133 $(3)$3,465 
State and municipal obligationsState and municipal obligations5,680 251 (5)5,926 State and municipal obligations6,893 435 7,328 
Corporate obligationsCorporate obligations17,910 343 (11)18,242 Corporate obligations18,886 863 (12)19,737 
U.S. agency mortgage-backed securitiesU.S. agency mortgage-backed securities6,425 109 (6)6,528 U.S. agency mortgage-backed securities6,849 245 (3)7,091 
Non-U.S. agency mortgage-backed securitiesNon-U.S. agency mortgage-backed securities1,811 37 (3)1,845 Non-U.S. agency mortgage-backed securities2,116 95 (4)2,207 
Total debt securities - available-for-saleTotal debt securities - available-for-sale35,328 795 (29)36,094 Total debt securities - available-for-sale38,079 1,771 (22)39,828 
Debt securities - held-to-maturity:Debt securities - held-to-maturity:Debt securities - held-to-maturity:
U.S. government and agency obligationsU.S. government and agency obligations402 404 U.S. government and agency obligations420 426 
State and municipal obligationsState and municipal obligations32 34 State and municipal obligations31 33 
Corporate obligationsCorporate obligations538 (1)537 Corporate obligations187 188 
Total debt securities - held-to-maturityTotal debt securities - held-to-maturity972 (1)975 Total debt securities - held-to-maturity638 647 
Total debt securitiesTotal debt securities$36,300 $799 $(30)$37,069 Total debt securities$38,717 $1,780 $(22)$40,475 
The Company held $2.1$2.6 billion and $2.0$2.3 billion of equity securities as of September 30, 2020March 31, 2021 and December 31, 2019,2020, respectively. The Company’s investments in equity securities primarily consist of employee savings plan related investments and shares of Brazilian real denominated fixed-income funds with readily determinable fair values. Additionally, the Company’s investments included $1.3 billion and $1.4 billion of equity method investments in operating businesses in the health care sector as of September 30, 2020for both March 31, 2021 and December 31, 2019,2020, respectively. The allowance for credit losses on held-to-maturity securities at September 30,March 31, 2021 and December 31, 2020 was not material.
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The amortized cost and fair value of debt securities as of September 30, 2020,March 31, 2021, by contractual maturity, were as follows:
Available-for-SaleHeld-to-MaturityAvailable-for-SaleHeld-to-Maturity
(in millions)(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 lessDue in one year or less$3,388 $3,407 $400 $401 Due in one year or less$3,037 $3,053 $354 $355 
Due after one year through five yearsDue after one year through five years11,253 11,678 246 252 Due after one year through five years12,571 12,922 238 242 
Due after five years through ten yearsDue after five years through ten years9,179 9,826 30 31 Due after five years through ten years10,945 11,263 25 26 
Due after ten yearsDue after ten years4,326 4,511 22 24 Due after ten years4,155 4,264 22 23 
U.S. agency mortgage-backed securitiesU.S. agency mortgage-backed securities6,523 6,790 — — U.S. agency mortgage-backed securities6,784 6,921 — — 
Non-U.S. agency mortgage-backed securitiesNon-U.S. agency mortgage-backed securities2,033 2,125 — — Non-U.S. agency mortgage-backed securities2,382 2,429 — — 
Total debt securitiesTotal debt securities$36,702 $38,337 $698 $708 Total debt securities$39,874 $40,852 $639 $646 
The fair value of available-for-sale 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 Months12 Months or Greater Total Less Than 12 Months12 Months or Greater Total
(in millions)(in millions)Fair
Value
Gross
Unrealized
Losses
Fair
Value
Gross
Unrealized
Losses
Fair
Value
Gross
Unrealized
Losses
(in millions)Fair
Value
Gross
Unrealized
Losses
Fair
Value
Gross
Unrealized
Losses
Fair
Value
Gross
Unrealized
Losses
September 30, 2020
Debt securities - available-for-sale:
State and municipal obligations$366 $(4)$$$366 $(4)
Corporate obligations2,314 (30)400 (5)2,714 (35)
U.S. agency mortgage-backed securities687 (3)687 (3)
Non-U.S. agency mortgage-backed securities278 (3)55 (3)333 (6)
Total debt securities - available-for-sale$3,645 $(40)$455 $(8)$4,100 $(48)
December 31, 2019
March 31, 2021March 31, 2021
Debt securities - available-for-sale:Debt securities - available-for-sale:Debt securities - available-for-sale:
U.S. government and agency obligationsU.S. government and agency obligations$616 $(4)$$$616 $(4)U.S. government and agency obligations$924 $(26)$$$924 $(26)
State and municipal obligationsState and municipal obligations440 (5)440 (5)State and municipal obligations1,141 (22)1,144 (22)
Corporate obligationsCorporate obligations1,903 (7)740 (4)2,643 (11)Corporate obligations5,266 (120)367 (2)5,633 (122)
U.S. agency mortgage-backed securitiesU.S. agency mortgage-backed securities657 (3)333 (3)990 (6)U.S. agency mortgage-backed securities2,552 (48)2,553 (48)
Non-U.S. agency mortgage-backed securitiesNon-U.S. agency mortgage-backed securities406 (3)406 (3)Non-U.S. agency mortgage-backed securities650 (17)77 (2)727 (19)
Total debt securities - available-for-saleTotal debt securities - available-for-sale$4,022 $(22)$1,073 $(7)$5,095 $(29)Total debt securities - available-for-sale$10,533 $(233)$448 $(4)$10,981 $(237)
December 31, 2020December 31, 2020
Debt securities - available-for-sale:Debt securities - available-for-sale:
U.S. government and agency obligationsU.S. government and agency obligations$346 $(3)$$$346 $(3)
Corporate obligationsCorporate obligations1,273 (9)456 (3)1,729 (12)
U.S. agency mortgage-backed securitiesU.S. agency mortgage-backed securities601 (3)601 (3)
Non-U.S. agency mortgage-backed securitiesNon-U.S. agency mortgage-backed securities195 (1)93 (3)288 (4)
Total debt securities - available-for-saleTotal debt securities - available-for-sale$2,415 $(16)$549 $(6)$2,964 $(22)
The Company’s unrealized losses from debt securities as of September 30, 2020March 31, 2021 were generated from approximately 3,0008,000 positions out of a total of 34,00037,000 positions. The Company believes that it will collect the timely 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 that impacted our 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 and the potential economic impacts of COVID-19 on the issuers, noting no significant credit deterioration since purchase. As of September 30, 2020,March 31, 2021, 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 September 30,March 31, 2021 and December 31, 2020 was not material.
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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 in Part II, Item 8, “Financial Statements and Supplementary Data” in the 20192020 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)(in millions)Quoted Prices
in Active
Markets
(Level 1)
Other
Observable
Inputs
(Level 2)
Unobservable
Inputs
(Level 3)
Total
Fair and Carrying
Value
(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, 2020
March 31, 2021March 31, 2021
Cash and cash equivalentsCash and cash equivalents$17,472 $78 $$17,550 Cash and cash equivalents$19,880 $75 $$19,955 
Debt securities - available-for-sale:Debt securities - available-for-sale:Debt securities - available-for-sale:
U.S. government and agency obligationsU.S. government and agency obligations3,336 198 3,534 U.S. government and agency obligations3,208 224 3,432 
State and municipal obligationsState and municipal obligations6,684 6,684 State and municipal obligations7,264 7,264 
Corporate obligationsCorporate obligations44 18,881 279 19,204 Corporate obligations29 20,497 280 20,806 
U.S. agency mortgage-backed securitiesU.S. agency mortgage-backed securities6,790 6,790 U.S. agency mortgage-backed securities6,921 6,921 
Non-U.S. agency mortgage-backed securitiesNon-U.S. agency mortgage-backed securities2,125 2,125 Non-U.S. agency mortgage-backed securities2,429 2,429 
Total debt securities - available-for-saleTotal debt securities - available-for-sale3,380 34,678 279 38,337 Total debt securities - available-for-sale3,237 37,335 280 40,852 
Equity securitiesEquity securities1,593 30 1,623 Equity securities1,975 27 2,002 
Assets under managementAssets under management1,690 2,050 48 3,788 Assets under management1,753 2,286 55 4,094 
Total assets at fair valueTotal assets at fair value$24,135 $36,836 $327 $61,298 Total assets at fair value$26,845 $39,723 $335 $66,903 
Percentage of total assets at fair valuePercentage of total assets at fair value39 %60 %%100 %Percentage of total assets at fair value40 %59 %%100 %
December 31, 2019
December 31, 2020December 31, 2020
Cash and cash equivalentsCash and cash equivalents$10,837 $148 $$10,985 Cash and cash equivalents$16,841 $80 $$16,921 
Debt securities - available-for-sale:Debt securities - available-for-sale:Debt securities - available-for-sale:
U.S. government and agency obligationsU.S. government and agency obligations3,369 184 3,553 U.S. government and agency obligations3,241 224 3,465 
State and municipal obligationsState and municipal obligations5,926 5,926 State and municipal obligations7,328 7,328 
Corporate obligationsCorporate obligations70 17,923 249 18,242 Corporate obligations25 19,424 288 19,737 
U.S. agency mortgage-backed securitiesU.S. agency mortgage-backed securities6,528 6,528 U.S. agency mortgage-backed securities7,091 7,091 
Non-U.S. agency mortgage-backed securitiesNon-U.S. agency mortgage-backed securities1,845 1,845 Non-U.S. agency mortgage-backed securities2,207 2,207 
Total debt securities - available-for-saleTotal debt securities - available-for-sale3,439 32,406 249 36,094 Total debt securities - available-for-sale3,266 36,274 288 39,828 
Equity securitiesEquity securities1,734 22 1,756 Equity securities1,795 33 1,828 
Assets under managementAssets under management1,123 1,918 35 3,076 Assets under management1,774 2,250 52 4,076 
Total assets at fair valueTotal assets at fair value$17,133 $34,494 $284 $51,911 Total assets at fair value$23,676 $38,637 $340 $62,653 
Percentage of total assets at fair valuePercentage of total assets at fair value33 %66 %%100 %Percentage of total assets at fair value38 %61 %%100 %
There were 0 transfers in or out of Level 3 financial assets or liabilities during the ninethree months ended September 30, 2020March 31, 2021 or 2019.2020.
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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)(in millions)Quoted Prices
in Active
Markets
(Level 1)
Other
Observable
Inputs
(Level 2)
Unobservable
Inputs
(Level 3)
Total
Fair
Value
Total Carrying Value(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, 2020
March 31, 2021March 31, 2021
Debt securities - held-to-maturityDebt securities - held-to-maturity$531 $99 $78 $708 $698 Debt securities - held-to-maturity$463 $110 $73 $646 $639 
Long-term debt and other financing obligationsLong-term debt and other financing obligations$$51,785 $$51,785 $43,794 Long-term debt and other financing obligations$$46,315 $$46,315 $40,903 
December 31, 2019
December 31, 2020December 31, 2020
Debt securities - held-to-maturityDebt securities - held-to-maturity$541 $181 $253 $975 $972 Debt securities - held-to-maturity$466 $108 $73 $647 $638 
Long-term debt and other financing obligationsLong-term debt and other financing obligations$$45,078 $$45,078 $40,278 Long-term debt and other financing obligations$$51,254 $$51,254 $42,171 
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 0 significant fair value adjustments for these assets and liabilities recorded during either the ninethree months ended September 30, 2020March 31, 2021 or 2019.2020.
4.    Medical Costs Payable
The following table shows the components of the change in medical costs payable for the ninethree months ended September 30:March 31:
(in millions)(in millions)20202019(in millions)20212020
Medical costs payable, beginning of periodMedical costs payable, beginning of period$21,690 $19,891 Medical costs payable, beginning of period$21,872 $21,690 
AcquisitionsAcquisitions186 868 Acquisitions12 
Reported medical costs:Reported medical costs:Reported medical costs:
Current yearCurrent year118,114 117,624 Current year45,914 41,580 
Prior yearsPrior years(800)(460)Prior years(1,010)(580)
Total reported medical costsTotal reported medical costs117,314 117,164 Total reported medical costs44,904 41,000 
Medical payments:Medical payments:Medical payments:
Payments for current yearPayments for current year(98,548)(99,487)Payments for current year(25,960)(23,471)
Payments for prior yearsPayments for prior years(19,475)(17,497)Payments for prior years(15,995)(16,447)
Total medical paymentsTotal medical payments(118,023)(116,984)Total medical payments(41,955)(39,918)
Medical costs payable, end of periodMedical costs payable, end of period$21,167 $20,939 Medical costs payable, end of period$24,833 $22,772 
For the ninethree months ended September 30,March 31, 2021 and March 31, 2020, prior years medical cost reserve development was primarily driven by lower than expected health system utilization. For the nine months ended September 30, 2019, the prior years medical cost reserve development 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 $14.7$16.3 billion and $13.8$14.8 billion at September 30, 2020March 31, 2021 and December 31, 2019,2020, respectively.
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5.    Short-Term Borrowings and Long-Term Debt
Short-term borrowings and senior unsecured long-term debt consisted of the following:
 September 30, 2020December 31, 2019
(in millions, except percentages)Par ValueCarrying ValueFair ValuePar ValueCarrying ValueFair Value
Commercial paper$$$$400 $400 $400 
2.700% notes due July 20201,500 1,499 1,506 
Floating rate notes due October 2020300 300 300 300 300 300 
3.875% notes due October 2020450 450 451 450 450 455 
1.950% notes due October 2020900 900 901 900 899 900 
4.700% notes due February 2021400 403 402 400 403 410 
2.125% notes due March 2021750 749 756 750 749 753 
Floating rate notes due June 2021350 350 351 350 349 350 
3.150% notes due June 2021400 400 408 400 399 407 
3.375% notes due November 2021500 509 513 500 501 512 
2.875% notes due December 2021750 765 774 750 753 765 
2.875% notes due March 20221,100 1,115 1,133 1,100 1,087 1,121 
3.350% notes due July 20221,000 998 1,054 1,000 998 1,036 
2.375% notes due October 2022900 897 937 900 896 911 
0.000% notes due November 202215 13 14 15 13 14 
2.750% notes due February 2023625 646 656 625 624 638 
2.875% notes due March 2023750 793 794 750 770 770 
3.500% notes due June 2023750 748 811 750 747 786 
3.500% notes due February 2024750 746 825 750 746 792 
2.375% notes due August 2024750 747 799 750 747 760 
3.750% notes due July 20252,000 1,992 2,283 2,000 1,990 2,161 
3.700% notes due December 2025300 298 343 300 298 325 
1.250% notes due January 2026500 496 513 
3.100% notes due March 20261,000 996 1,118 1,000 996 1,048 
3.450% notes due January 2027750 746 853 750 746 804 
3.375% notes due April 2027625 620 713 625 620 667 
2.950% notes due October 2027950 940 1,060 950 939 988 
3.850% notes due June 20281,150 1,143 1,357 1,150 1,142 1,269 
3.875% notes due December 2028850 843 1,010 850 843 941 
2.875% notes due August 20291,000 1,104 1,115 1,000 993 1,029 
2.000% notes due May 20301,250 1,233 1,310 
4.625% notes due July 20351,000 992 1,317 1,000 992 1,215 
5.800% notes due March 2036850 839 1,231 850 838 1,129 
6.500% notes due June 2037500 492 778 500 492 712 
6.625% notes due November 2037650 641 1,027 650 641 940 
6.875% notes due February 20381,100 1,077 1,772 1,100 1,076 1,631 
3.500% notes due August 20391,250 1,241 1,436 1,250 1,241 1,313 
2.750% notes due May 20401,000 964 1,057 
5.700% notes due October 2040300 296 438 300 296 396 
5.950% notes due February 2041350 346 525 350 345 475 
4.625% notes due November 2041600 589 787 600 589 716 
4.375% notes due March 2042502 485 639 502 484 580 
3.950% notes due October 2042625 608 760 625 607 688 
4.250% notes due March 2043750 735 949 750 735 856 
4.750% notes due July 20452,000 1,973 2,730 2,000 1,973 2,463 
4.200% notes due January 2047750 738 950 750 738 861 
4.250% notes due April 2047725 717 923 725 717 839 
3.750% notes due October 2047950 934 1,130 950 934 1,023 
4.250% notes due June 20481,350 1,330 1,721 1,350 1,330 1,569 
4.450% notes due December 20481,100 1,086 1,457 1,100 1,086 1,316 
3.700% notes due August 20491,250 1,235 1,496 1,250 1,235 1,344 
2.900% notes due May 20501,250 1,208 1,318 
3.875% notes due August 20591,250 1,228 1,529 1,250 1,228 1,350 
3.125% notes due May 20601,000 968 1,073 
Total short-term borrowings and long-term debt$42,917 $42,662 $50,597 $39,817 $39,474 $44,234 

 March 31, 2021December 31, 2020
(in millions, except percentages)Par ValueCarrying ValueFair ValuePar ValueCarrying ValueFair Value
Commercial paper$5,356 $5,355 $5,355 $1,296 $1,296 $1,296 
4.700% notes due February 2021400 400 401 
2.125% notes due March 2021750 750 753 
Floating rate notes due June 2021350 350 350 350 350 350 
3.150% notes due June 2021400 400 402 400 400 405 
3.375% notes due November 2021500 505 506 500 507 509 
2.875% notes due December 2021750 759 764 750 762 768 
2.875% notes due March 20221,100 1,110 1,120 1,100 1,113 1,127 
3.350% notes due July 20221,000 999 1,038 1,000 999 1,048 
2.375% notes due October 2022900 898 929 900 897 935 
0.000% notes due November 202215 14 14 15 14 14 
2.750% notes due February 2023625 641 648 625 644 654 
2.875% notes due March 2023750 784 786 750 789 793 
3.500% notes due June 2023750 748 801 750 748 809 
3.500% notes due February 2024750 747 813 750 747 821 
2.375% notes due August 2024750 748 790 750 747 799 
3.750% notes due July 20252,000 1,992 2,214 2,000 1,992 2,279 
3.700% notes due December 2025300 298 333 300 298 344 
1.250% notes due January 2026500 496 500 500 496 515 
3.100% notes due March 20261,000 997 1,086 1,000 997 1,121 
3.450% notes due January 2027750 747 831 750 747 859 
3.375% notes due April 2027625 620 686 625 620 714 
2.950% notes due October 2027950 941 1,024 950 940 1,067 
3.850% notes due June 20281,150 1,144 1,290 1,150 1,143 1,367 
3.875% notes due December 2028850 844 958 850 844 1,019 
2.875% notes due August 20291,000 1,015 1,057 1,000 1,086 1,137 
2.000% notes due May 20301,250 1,234 1,226 1,250 1,234 1,326 
4.625% notes due July 20351,000 992 1,216 1,000 992 1,340 
5.800% notes due March 2036850 839 1,147 850 839 1,271 
6.500% notes due June 2037500 492 725 500 492 800 
6.625% notes due November 2037650 642 959 650 641 1,044 
6.875% notes due February 20381,100 1,077 1,648 1,100 1,077 1,802 
3.500% notes due August 20391,250 1,242 1,342 1,250 1,241 1,487 
2.750% notes due May 20401,000 964 976 1,000 964 1,085 
5.700% notes due October 2040300 296 412 300 296 451 
5.950% notes due February 2041350 346 494 350 346 540 
4.625% notes due November 2041600 589 736 600 589 820 
4.375% notes due March 2042502 485 593 502 485 661 
3.950% notes due October 2042625 608 712 625 608 790 
4.250% notes due March 2043750 735 878 750 735 982 
4.750% notes due July 20452,000 1,974 2,496 2,000 1,974 2,814 
4.200% notes due January 2047750 738 875 750 738 991 
4.250% notes due April 2047725 718 847 725 717 963 
3.750% notes due October 2047950 934 1,031 950 934 1,180 
4.250% notes due June 20481,350 1,330 1,592 1,350 1,330 1,803 
4.450% notes due December 20481,100 1,087 1,345 1,100 1,086 1,517 
3.700% notes due August 20491,250 1,235 1,354 1,250 1,235 1,567 
2.900% notes due May 20501,250 1,208 1,193 1,250 1,208 1,384 
3.875% notes due August 20591,250 1,228 1,391 1,250 1,228 1,618 
3.125% notes due May 20601,000 963 979 1,000 965 1,161 
Total short-term borrowings and long-term debt$45,473 $45,108 $50,462 $42,563 $42,280 $51,301 
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The Company’s long-term debt obligations also included $1.1 billion and $1.2 billion of other financing obligations as of both March 31, 2021 and December 31, 2020, of which $347$359 million and $322$354 million were classified as current as of September 30, 2020March 31, 2021 and December 31, 2019,2020, respectively.
Commercial Paper and Bank Credit FacilitiesShort-Term Borrowings
Commercial paper consists of short-duration, senior unsecured debt privately placed on a discount basis through broker-dealers. As of March 31, 2021, the Company’s outstanding commercial paper had a weighted average annual interest rate of 0.2%.
The Company has $4.4 billion five-year, $4.4 billion three-year and $3.8 billion 364-day revolving bank credit facilities with 2526 banks, which mature in December 2024,2025, December 20222023 and December 2020,2021, respectively. These facilities provide liquidity support for the Company’s commercial paper program and are available for general corporate purposes. As of September 30, 2020,March 31, 2021, 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 based on the Company’s senior unsecured credit ratings. If amounts had been drawn on the bank credit facilities as of September 30, 2020,March 31, 2021, annual interest rates would have ranged from 0.8% to 1%0.9%.
Debt Covenants
The Company’s bank credit facilities contain various covenants, including covenants requiring the Company to maintain a defined debt to debt-plus-shareholders’ equity ratio of not more than 60%. The Company was in compliance with its debt covenants as of September 30, 2020.March 31, 2021.
6.    Dividends
In June 2020, the Company’s Board of Directors increased the Company’s quarterly cash dividend to shareholders to an annual rate of $5.00 compared to $4.32 per share, which the Company had paid since June 2019. Declaration and payment of future quarterly dividends is at the discretion of the Board and may be adjusted as business needs or market conditions change.
The following table provides details of the Company’s 2020 dividend payments:
Payment DateAmount per ShareTotal Amount Paid
(in millions)
March 24$1.08 $1,024 
June 301.25 1,188 
September 221.25 1,188 
7.    Commitments and Contingencies
Pending Acquisitions
The Company has entered into agreements to purchase companies in the health care sector, most notably Change Healthcare (NASDAQ: CHNG), which is expected to close in the second half of 2021, subject to regulatory approvals and other customary closing conditions. The total anticipated capital required for these acquisitions, excluding the payoff of acquired indebtedness, is approximately $12 billion.
Legal Matters
Because of the nature of its businesses, the Company is frequently made party to a variety of legal actions and regulatory inquiries, including class actions and suits brought by members, care providers, consumer advocacy organizations, customers 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.
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 Centers for Medicare and Medicaid Services (CMS), state insurance and health and welfare departments, 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, the SEC, the Internal Revenue Service, the U.S. Drug Enforcement Administration, the U.S. Department of Labor, the Federal Deposit Insurance Corporation, 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
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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.
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On February 14, 2017, the Department of Justice (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 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, DOJ moved to dismiss the Company’s counterclaims, which were filed in March 2018, and moved for partial summary judgment. In March 2019, the court denied the government’s motion for partial summary judgment and dismissed the Company’s counterclaims without prejudice. The Company cannot reasonably estimate the outcome that may result from this matter given its procedural status.
8.7.    Segment Financial Information
The Company’s 4 reportable segments are UnitedHealthcare, OptumHealth, OptumInsight and OptumRx. For more information on the Company’s segments see Part I, Item I, “Business” and Note 14 of Notes to the Consolidated Financial Statements in Part II, Item 8, “Financial Statements and Supplementary Data” in the 20192020 10-K.
The following tables present reportable segment financial information:
 Optum    Optum  
(in millions)(in millions)UnitedHealthcareOptumHealthOptumInsightOptumRxOptum EliminationsOptumCorporate and
Eliminations
Consolidated(in millions)UnitedHealthcareOptumHealthOptumInsightOptumRxOptum EliminationsOptumCorporate and
Eliminations
Consolidated
Three Months Ended September 30, 2020
Three Months Ended March 31, 2021Three Months Ended March 31, 2021
Revenues - unaffiliated customers:Revenues - unaffiliated customers:Revenues - unaffiliated customers:
PremiumsPremiums$48,121 $2,742 $$$$2,742 $$50,863 Premiums$52,558 $2,928 $$$$2,928 $$55,486 
ProductsProducts10 34 8,733 8,777 8,777 Products37 8,295 8,340 8,340 
ServicesServices2,075 1,834 974 241 3,049 5,124 Services2,350 2,336 961 271 3,568 5,918 
Total revenues - unaffiliated customersTotal revenues - unaffiliated customers50,196 4,586 1,008 8,974 14,568 64,764 Total revenues - unaffiliated customers54,908 5,272 998 8,566 14,836 69,744 
Total revenues - affiliated customersTotal revenues - affiliated customers5,748 1,755 13,102 (424)20,181 (20,181)Total revenues - affiliated customers6,952 1,821 13,004 (475)21,302 (21,302)
Investment and other incomeInvestment and other income177 165 174 351 Investment and other income206 179 33 34 246 452 
Total revenuesTotal revenues$50,373 $10,499 $2,767 $22,081 $(424)$34,923 $(20,181)$65,115 Total revenues$55,114 $12,403 $2,852 $21,604 $(475)$36,384 $(21,302)$70,196 
Earnings from operationsEarnings from operations$2,068 $835 $785 $963 $$2,583 $$4,651 Earnings from operations$4,108 $962 $779 $890 $$2,631 $$6,739 
Interest expenseInterest expense(395)(395)Interest expense(397)(397)
Earnings before income taxesEarnings before income taxes$2,068 $835 $785 $963 $$2,583 $(395)$4,256 Earnings before income taxes$4,108 $962 $779 $890 $$2,631 $(397)$6,342 
Three Months Ended September 30, 2019
Three Months Ended March 31, 2020Three Months Ended March 31, 2020
Revenues - unaffiliated customers:Revenues - unaffiliated customers:Revenues - unaffiliated customers:
PremiumsPremiums$45,557 $1,840 $$$$1,840 $$47,397 Premiums$48,593 $2,047 $$$$2,047 $$50,640 
ProductsProducts29 7,511 7,546 7,546 Products29 8,393 8,431 8,431 
ServicesServices2,274 1,487 988 193 2,668 4,942 Services2,278 1,548 891 268 2,707 4,985 
Total revenues - unaffiliated customersTotal revenues - unaffiliated customers47,831 3,333 1,017 7,704 12,054 59,885 Total revenues - unaffiliated customers50,871 3,604 920 8,661 13,185 64,056 
Total revenues - affiliated customersTotal revenues - affiliated customers4,630 1,594 10,734 (441)16,517 (16,517)Total revenues - affiliated customers5,452 1,562 12,876 (404)19,486 (19,486)
Investment and other incomeInvestment and other income274 170 16 192 466 Investment and other income197 136 12 20 168 365 
Total revenuesTotal revenues$48,105 $8,133 $2,617 $18,454 $(441)$28,763 $(16,517)$60,351 Total revenues$51,068 $9,192 $2,494 $21,557 $(404)$32,839 $(19,486)$64,421 
Earnings from operationsEarnings from operations$2,655 $748 $632 $979 $$2,359 $$5,014 Earnings from operations$2,888 $712 $536 $860 $$2,108 $$4,996 
Interest expenseInterest expense(449)(449)Interest expense(437)(437)
Earnings before income taxesEarnings before income taxes$2,655 $748 $632 $979 $$2,359 $(449)$4,565 Earnings before income taxes$2,888 $712 $536 $860 $$2,108 $(437)$4,559 

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Optum
(in millions)UnitedHealthcareOptumHealthOptumInsightOptumRxOptum EliminationsOptumCorporate and EliminationsConsolidated
Nine Months Ended September 30, 2020
Revenues - unaffiliated customers:
Premiums$143,753 $7,144 $$$$7,144 $$150,897 
Products26 90 25,339 25,455 25,455 
Services6,248 4,607 2,629 781 8,017 14,265 
Total revenues - unaffiliated customers150,001 11,777 2,719 26,120 40,616 190,617 
Total revenues - affiliated customers16,623 5,140 38,843 (1,275)59,331 (59,331)
Investment and other income547 430 34 46 510 1,057 
Total revenues$150,548 $28,830 $7,893 $65,009 $(1,275)$100,457 $(59,331)$191,674 
Earnings from operations$11,963 $2,388 $1,882 $2,655 $$6,925 $$18,888 
Interest expense(1,262)(1,262)
Earnings before income taxes$11,963 $2,388 $1,882 $2,655 $$6,925 $(1,262)$17,626 
Nine Months Ended September 30, 2019
Revenues - unaffiliated customers:
Premiums$138,088 $3,986 $$$$3,986 $$142,074 
Products23 74 23,874 23,971 23,971 
Services6,603 4,131 2,532 490 7,153 13,756 
Total revenues - unaffiliated customers144,691 8,140 2,606 24,364 35,110 179,801 
Total revenues - affiliated customers13,366 4,522 30,786 (1,181)47,493 (47,493)
Investment and other income904 488 17 44 549 1,453 
Total revenues$145,595 $21,994 $7,145 $55,194 $(1,181)$83,152 $(47,493)$181,254 
Earnings from operations$8,251 $2,062 $1,589 $2,688 $$6,339 $$14,590 
Interest expense(1,267)(1,267)
Earnings before income taxes$8,251 $2,062 $1,589 $2,688 $$6,339 $(1,267)$13,323 
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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 20192020 10-K, including the Consolidated Financial Statements and Notes in Part II, Item 8, “Financial Statements and Supplementary Data” in that report. Unless the context indicates otherwise, references to the terms “UnitedHealth Group,” “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 20192020 10-K and in the discussion below.
EXECUTIVE OVERVIEW
General
UnitedHealth Group is a diversified health care company dedicatedwith a mission to helpinghelp people live healthier lives and helpinghelp make the health system work better for everyone. Through our diversified family ofOur two complementary businesses we leverage core competencies in data— Optum and health information; advanced technology;UnitedHealthcare — are driven by this unified mission and clinical expertise, focused on improving health outcomes, loweringvision to improve health care costsaccess, affordability, experiences and creating a better experienceoutcomes for patients, their caregiversthe individuals and physicians. These core competenciesorganizations we are deployed withinprivileged to serve.
We have four reportable segments across our two distinct, but strategically aligned, business platforms: health benefits operating under platforms, Optum and UnitedHealthcare:
OptumHealth;
OptumInsight;
OptumRx; and
UnitedHealthcare, which includes UnitedHealthcare Employer & Individual, UnitedHealthcare Medicare & Retirement, UnitedHealthcare Community & State and health services operating under Optum.UnitedHealthcare Global.
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 20192020 10-K and additional information on our segments can be found in this Item 2 and in Note 87 of Notes to the Condensed Consolidated Financial Statements included in Part I, Item 1 of this report.
COVID-19 Trends and Uncertainties
The COVID-19 pandemic continues to evolve and the ultimate impact on our business, results of operations, financial condition and cash flows remains uncertain and difficult to predict.uncertain. During the second quarter,three months ended March 31, 2021, overall care activity, including COVID-19 related care, was nearly at seasonal baselines. This was primarily the global health system experienced unprecedented levelsresult of temporary deferral of elective care activity, which generally tracked with COVID-19 incidence rates during the quarter. For the three months ended March 31, 2021, the temporary deferral of care deferral, which impacted allwas more than offset by COVID-19 related care and testing costs, rebate requirements, and general economic impacts, such as impacts of our businesses. As the pandemic advanced, access to and demand for care was most constrained from mid-March through April, began to recover in May and June and restored to near normal seasonal levels in the third quarter.unemployment. The temporary deferral of care, along with continued COVID-19 related care costs, may cause care patterns to moderately exceed normal baselines in future periods as utilization of health system capacity continues to increase.increases and consumers resume elective care. From time to time, health system capacity may be subject to possible increased volatility due to the pandemic. Specific trends and uncertainties related to our two business platforms are as follows:
UnitedHealthcare.Optum.We have expanded benefit coverage in areas such as COVID-19 care and testing, telemedicine, and pharmacy benefits; provided customers assistance in the form of co-pay waivers and premium forgiveness; offered additional enrollment opportunities to those who previously declined employer-sponsored offerings; extended certain premium payment terms for customers experiencing financial hardship; simplified administrative practices; and accelerated payments to care providers, all with the aim of assisting our customers, providers and members in addressing the COVID-19 crisis. Temporary care deferrals significantly impacted UnitedHealthcare’s results of operations for the nine months ended September 30, 2020, contributing to a lower medical care ratio and higher operating earnings than in previous periods. For the three months ended September 30, 2020, the impact of temporary care deferrals was more than offset by COVID-19 related care and testing, the significant financial assistance wecosts continued to provideimpact our customers and broader economic impacts. Enrollment in our commercial products declined primarily due to employer actions.
Increased consumer demand forOptumHealth risk-based care potentially even higher acuity care, along withdelivery businesses, which were partially offset by the continued COVID-19 care and testing costs are expected to result in increased future medical costs. Disrupted care patterns, as a resulttemporary deferral of the pandemic, may temporarily affect the ability to obtain complete member health status information, impacting future revenue in businesses that utilize risk adjustment methodologies. The ultimate overall impact is uncertain and dependent on the future pacing and intensity of the pandemic, the duration of policies and initiatives to address COVID-19, and the progress of an uncertain economic recovery.

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Optum. care. The temporary deferral of care also meaningfully impacted the Optum businesses for the nine months ended September 30, 2020. For example, ourreduced fee-for-service care delivery business, suchvolume, as traditional procedure work at our ambulatory surgery centers, was negatively impacted, while our risk-based care delivery business performance reflected lower demand for care. Ourwell as OptumInsight and OptumRx volume-based businesses were negatively impacted by the lower level of care encounters which took place, as well as by broader economic factors, contributing to lower managed services and prescription volume. As the health system continues to return to normal seasonally adjusted levels of care, we have seen business activity approach more normal levels.activity. We believe COVID-19 will also continue to influence customer and consumer behavior, both during and after the pandemic, which could impact how care is delivered and the manner in which consumers wish to receive their prescription drugs or infusion services. The impactWe expect COVID-19 related care costs and other economic impacts to only partially be offset by temporary deferrals of COVID-19 on our care provider and payer clients could impactin the volume and typessecond half of services that Optum provides,the year as well as the pacinghealth systems return to seasonally adjusted levels of potential new business opportunities.care. As a result of the dynamic situation and broad-reaching impact to the health system, the ultimate impact of COVID-19 on our Optum businesses is uncertain.
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UnitedHealthcare. In 2021, we have continued expanded benefit coverage in areas such as COVID-19 related care and testing, telemedicine, and pharmacy; continuing to assist our customers, care providers, members and communities in addressing the COVID-19 crisis. Temporary care deferrals continued to impact UnitedHealthcare’s results of operations for the three months ended March 31, 2021, offset by COVID-19 related care and testing, rebate requirements and other revenue impacts and broader economic impacts. Enrollment in our commercial products declined primarily due to employer actions in response to the pandemic.
Increased consumer demand for care, potentially even higher acuity care, along with continued COVID-19 related care and testing costs are expected to result in increased future medical costs in the second half of the year. Disrupted care patterns, as a result of the pandemic, have and may continue to temporarily affect the ability to obtain complete member health status information, impacting revenue in businesses utilizing risk adjustment methodologies. The ultimate overall impact is uncertain and dependent on the future pacing and intensity of the pandemic, the duration of policies and initiatives to address COVID-19, and general economic uncertainty.
Business Trends
Our businesses participate in the United States, South American and certain other international health markets. Overall spending on health care is impacted by inflation; utilization; 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 conditions, such as the economic impactimpacts of COVID-19, and regulatory changes, which could impact our results of operations, including our continued efforts to control health care costs.
Pricing Trends. To price our health care benefit products, we start with our view of expected future costs, including any potential impacts from COVID-19 and the Health Insurance Tax.COVID-19. 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, including minimum medical loss ratio (MLR) thresholds.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 segments. We expect broad-based competition to continue as the industry adapts to individual and employer needs amid reform changes. Pricing for contracts that cover some portion of calendar year 2021 will reflect the permanent repeal of the Health Insurance Tax.
Government programs in the publiccommunity and senior sector tend to receive lower rates of increase than the commercial market due to governmental budget pressures and lower cost trends.
Medical Cost Trends. Our medical cost trends primarily relate to changes in unit costs, health system utilization and prescription drug costs. COVID-19 related care and testing costs and certainas well as the deferral of our customer assistance initiativescare have also impacted medical cost trends in the current year and may continue in future years. We endeavor to mitigate those increases by engaging physicians and consumers with information and helping them make clinically sound choices, with the objective of helping them achieve high quality, affordable care. The continued uncertain impact of COVID-19 may impact our ability to estimate medical costs payable, which has resulted in, and could result in, increased variability to medical cost reserve development in future periods.development.
Regulatory Trends and Uncertainties
Following is a summary of management’s view of regulatory trends and uncertainties. For additional information regarding regulatory trends and uncertainties, see Part I, Item 1 “Business - Government Regulation,” Part 1, Item 1A, “Risk Factors,” Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 20192020 10-K and “Risk Factors” in Part II, Item 1A of this report.
Medicare Advantage Rates. Final 20212022 Medicare Advantage rates resulted in an increase in industry base rates of approximately 1.7%4.1%, short of the industry forward medical cost trend, creating continued pressure in the Medicare Advantage program.trend. We continue to manage costs through improving and expanding our coordinated care models, value-based care arrangements and various consumer engagement tools.
Affordable Care Act (ACA) Tax. After a moratorium in 2019, the industry-wide amount of theThe Health Insurance Tax for 2020, which is primarily bornewas permanently repealed by customers, is $15.5 billion, with our portion being approximately $3.0 billion.Congress, effective January 1, 2021. The returnpermanent repeal of the tax impacts year-over-year comparability of our financial statements, including revenues, operating costs, medical care ratio (MCR), operating cost ratio, effective tax rate and cash flows from operations. The ACA Tax was permanently repealed by Congress, effective January 1, 2021.
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SELECTED OPERATING PERFORMANCE AND OTHER SIGNIFICANT ITEMS
The following summarizes select thirdfirst quarter 20202021 year-over-year operating comparisons to thirdfirst quarter 2019, which were significantly impacted by the effects of COVID-19 on the health system.2020.
Consolidated revenues grew 8%9%, UnitedHealthcare revenues grew 5%8% and Optum revenues grew 21%11%.
UnitedHealthcare served 635,000 fewer1.1 million more people domestically, primarily due to increased unemploymentdriven by growth in community and expected attrition insenior programs, partially offset by decreased people served by our commercial group benefits.benefits business.
Consolidated earnings from operations decreased 7%increased 35%, including a decreaseincreases of 22%42% at UnitedHealthcare primarily due to COVID-19 impacts, partially offset by an increase of 9%and 25% at Optum.
Diluted earnings per common share decreasedincreased 44% to $3.30.$5.08.
Cash flows from operations for the ninethree months ended September 30, 2020March 31, 2021 were $16.1$6.0 billion.
Return on equity was 19.7%29.5%.
RESULTS SUMMARY
The following table summarizes our consolidated results of operations and other financial information:
(in millions, except percentages and per share data)(in millions, except percentages and per share data)Three Months Ended September 30,Increase/(Decrease)Nine Months Ended
September 30,
Increase/(Decrease)(in millions, except percentages and per share data)Three Months Ended March 31,Increase/(Decrease)
202020192020 vs. 2019202020192020 vs. 2019202120202021 vs. 2020
Revenues:Revenues:Revenues:
PremiumsPremiums$50,863 $47,397 $3,466 %$150,897 $142,074 $8,823 %Premiums$55,486 $50,640 $4,846 10 %
ProductsProducts8,777 7,546 1,231 16 25,455 23,971 1,484 Products8,340 8,431 (91)(1)
ServicesServices5,124 4,942 182 14,265 13,756 509 Services5,918 4,985 933 19 
Investment and other incomeInvestment and other income351 466 (115)(25)1,057 1,453 (396)(27)Investment and other income452 365 87 24 
Total revenuesTotal revenues65,115 60,351 4,764 191,674 181,254 10,420 Total revenues70,196 64,421 5,775 
Operating costs:Operating costs:Operating costs:
Medical costsMedical costs41,636 39,041 2,595 117,314 117,164 150 — Medical costs44,904 41,000 3,904 10 
Operating costsOperating costs10,174 8,960 1,214 14 30,190 25,892 4,298 17 Operating costs10,223 10,015 208 
Cost of products soldCost of products sold7,935 6,627 1,308 20 23,123 21,606 1,517 Cost of products sold7,572 7,687 (115)(1)
Depreciation and amortizationDepreciation and amortization719 709 10 2,159 2,002 157 Depreciation and amortization758 723 35 
Total operating costsTotal operating costs60,464 55,337 5,127 172,786 166,664 6,122 Total operating costs63,457 59,425 4,032 
Earnings from operationsEarnings from operations4,651 5,014 (363)(7)18,888 14,590 4,298 29 Earnings from operations6,739 4,996 1,743 35 
Interest expenseInterest expense(395)(449)54 (12)(1,262)(1,267)— Interest expense(397)(437)40 (9)
Earnings before income taxesEarnings before income taxes4,256 4,565 (309)(7)17,626 13,323 4,303 32 Earnings before income taxes6,342 4,559 1,783 39 
Provision for income taxesProvision for income taxes(1,000)(936)(64)(4,209)(2,752)(1,457)53 Provision for income taxes(1,364)(1,094)(270)25 
Net earningsNet earnings3,256 3,629 (373)(10)13,417 10,571 2,846 27 Net earnings4,978 3,465 1,513 44 
Earnings attributable to noncontrolling interestsEarnings attributable to noncontrolling interests(84)(91)(8)(226)(273)47 (17)Earnings attributable to noncontrolling interests(116)(83)(33)40 
Net earnings attributable to UnitedHealth Group common shareholdersNet earnings attributable to UnitedHealth Group common shareholders$3,172 $3,538 $(366)(10)%$13,191 $10,298 $2,893 28 %Net earnings attributable to UnitedHealth Group common shareholders$4,862 $3,382 $1,480 44 %
Diluted earnings per share attributable to UnitedHealth Group common shareholdersDiluted earnings per share attributable to UnitedHealth Group common shareholders$3.30 $3.67 $(0.37)(10)%$13.73 $10.65 $3.08 29 %Diluted earnings per share attributable to UnitedHealth Group common shareholders$5.08 $3.52 $1.56 44 %
Medical care ratio (a)Medical care ratio (a)81.9 %82.4 %(0.5)%77.7 %82.5 %(4.8)%Medical care ratio (a)80.9 %81.0 %(0.1)%
Operating cost ratioOperating cost ratio15.6 14.8 0.8 15.8 14.3 1.5 Operating cost ratio14.6 15.5 (0.9)
Operating marginOperating margin7.1 8.3 (1.2)9.9 8.0 1.9 Operating margin9.6 7.8 1.8 
Tax rateTax rate23.5 20.5 3.0 23.9 20.7 3.2 Tax rate21.5 24.0 (2.5)
Net earnings margin (b)Net earnings margin (b)4.9 5.9 (1.0)6.9 5.7 1.2 Net earnings margin (b)6.9 5.2 1.7 
Return on equity (c)Return on equity (c)19.7 %26.2 %(6.5)%28.9 %26.0 %2.9 %Return on equity (c)29.5 %23.6 %5.9 %
(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 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.
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20202021 RESULTS OF OPERATIONS COMPARED TO 20192020 RESULTS OF OPERATIONS
Consolidated Financial Results
Revenue
The increases in revenue were primarily driven by the increase in the number of individuals served through Medicare Advantage and Medicaid; pricing trends; and organic and acquisition growth across the Optum business, primarily due to expansion in pharmacy care servicesdelivery and care delivery.managed services. The increases were partially offset by decreased individuals served through our commercial and Global benefits businesses and certain customer assistance programs. Forbusiness due to the nine months ended September 30, 2020, revenues were also negatively impacted by decreases in our fee-for-service care delivery and other volume-based businesses, primarily as a result of thecontinued economic impacts of COVID-19 on the economy.COVID-19.
Medical Costs and MCR
Medical costs increased as a result of growth in people served through Medicare Advantage and Medicaid, medical cost trends and COVID-19 related care and testing costs, partially offset by the temporary deferral of care continued to be caused by COVID-19, decreased people served in commercial, increased prior year favorable reserve development and Global and modestly lower care patterns. For the nine months ended September 30, 2020, thecalendar day impacts. The MCR decreased primarilywas stable due to the temporary deferral of care, increased prior year favorable reserve development and calendar day impacts, being offset by the revenue effectspermanent repeal of the Health Insurance Tax and COVID-19 related care and testing costs.
Operating Cost Ratio
The operating cost ratio decreased primarily due to the permanent repeal of the return of the Health Insurance Tax and operating efficiency gains, partially offset by COVID-19 care and testing costs and customer assistance measures.
Operating Cost Ratio
The operating cost ratio increased primarily due to the impact of the return of the Health Insurance Tax and business mix.
Income Tax Rate
Our effective tax rate increaseddecreased primarily due to the impact of the returnpermanent repeal of the nondeductible Health Insurance Tax.

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Reportable Segments
See Note 87 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 individuals served by UnitedHealthcare by major market segment and funding arrangement, people served by OptumHealth and adjusted scripts for OptumRx. 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, customer penetration and pricing trends when comparing the metrics to revenue by segment.
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The following table presents a summary of the reportable segment financial information:
Three Months Ended September 30,Increase/(Decrease)Nine Months Ended
September 30,
Increase/(Decrease) Three Months Ended March 31,Increase/(Decrease)
(in millions, except percentages)(in millions, except percentages)202020192020 vs. 2019202020192020 vs. 2019(in millions, except percentages)202120202021 vs. 2020
RevenuesRevenuesRevenues
UnitedHealthcareUnitedHealthcare$50,373 $48,105 $2,268 %$150,548 $145,595 $4,953 %UnitedHealthcare$55,114 $51,068 $4,046 %
OptumHealthOptumHealth10,499 8,133 2,366 29 28,830 21,994 6,836 31 OptumHealth12,403 9,192 3,211 35 
OptumInsightOptumInsight2,767 2,617 150 7,893 7,145 748 10 OptumInsight2,852 2,494 358 14 
OptumRxOptumRx22,081 18,454 3,627 20 65,009 55,194 9,815 18 OptumRx21,604 21,557 47 — 
Optum eliminationsOptum eliminations(424)(441)17 (4)(1,275)(1,181)(94)Optum eliminations(475)(404)(71)18 
OptumOptum34,923 28,763 6,160 21 100,457 83,152 17,305 21 Optum36,384 32,839 3,545 11 
EliminationsEliminations(20,181)(16,517)(3,664)22 (59,331)(47,493)(11,838)25 Eliminations(21,302)(19,486)(1,816)
Consolidated revenuesConsolidated revenues$65,115 $60,351 $4,764 %$191,674 $181,254 $10,420 %Consolidated revenues$70,196 $64,421 $5,775 %
Earnings from operationsEarnings from operationsEarnings from operations
UnitedHealthcareUnitedHealthcare$2,068 $2,655 $(587)(22)%$11,963 $8,251 $3,712 45 %UnitedHealthcare$4,108 $2,888 $1,220 42 %
OptumHealthOptumHealth835 748 87 12 2,388 2,062 326 16 OptumHealth962 712 250 35 
OptumInsightOptumInsight785 632 153 24 1,882 1,589 293 18 OptumInsight779 536 243 45 
OptumRxOptumRx963 979 (16)(2)2,655 2,688 (33)(1)OptumRx890 860 30 
OptumOptum2,583 2,359 224 6,925 6,339 586 Optum2,631 2,108 523 25 
Consolidated earnings from operationsConsolidated earnings from operations$4,651 $5,014 $(363)(7)%$18,888 $14,590 $4,298 29 %Consolidated earnings from operations$6,739 $4,996 $1,743 35 %
Operating marginOperating marginOperating margin
UnitedHealthcareUnitedHealthcare4.1 %5.5 %(1.4)%7.9 %5.7 %2.2 %UnitedHealthcare7.5 %5.7 %1.8 %
OptumHealthOptumHealth8.0 9.2 (1.2)8.3 9.4 (1.1)OptumHealth7.8 7.7 0.1 
OptumInsightOptumInsight28.4 24.1 4.3 23.8 22.2 1.6 OptumInsight27.3 21.5 5.8 
OptumRxOptumRx4.4 5.3 (0.9)4.1 4.9 (0.8)OptumRx4.1 4.0 0.1 
OptumOptum7.4 8.2 (0.8)6.9 7.6 (0.7)Optum7.2 6.4 0.8 
Consolidated operating marginConsolidated operating margin7.1 %8.3 %(1.2)%9.9 %8.0 %1.9 %Consolidated operating margin9.6 %7.8 %1.8 %
UnitedHealthcare
The following table summarizes UnitedHealthcare revenues by business:
Three Months Ended September 30,Increase/(Decrease)Nine Months Ended September 30,Increase/(Decrease) Three Months Ended March 31,Increase/(Decrease)
(in millions, except percentages)(in millions, except percentages)202020192020 vs. 2019202020192020 vs. 2019(in millions, except percentages)202120202021 vs. 2020
UnitedHealthcare Employer & IndividualUnitedHealthcare Employer & Individual$14,081 $14,291 $(210)(1)%$41,324 $42,407 $(1,083)(3)%UnitedHealthcare Employer & Individual$14,632 $14,280 $352 %
UnitedHealthcare Medicare & RetirementUnitedHealthcare Medicare & Retirement22,606 20,698 1,908 68,613 62,649 5,964 10 UnitedHealthcare Medicare & Retirement25,474 23,152 2,322 10 
UnitedHealthcare Community & StateUnitedHealthcare Community & State11,820 10,670 1,150 11 34,796 33,038 1,758 UnitedHealthcare Community & State12,973 11,453 1,520 13 
UnitedHealthcare GlobalUnitedHealthcare Global1,866 2,446 (580)(24)5,815 7,501 (1,686)(22)UnitedHealthcare Global2,035 2,183 (148)(7)
Total UnitedHealthcare revenuesTotal UnitedHealthcare revenues$50,373 $48,105 $2,268 %$150,548 $145,595 $4,953 %Total UnitedHealthcare revenues$55,114 $51,068 $4,046 %
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The following table summarizes the number of individuals served by our UnitedHealthcare businesses, by major market segment and funding arrangement:
September 30,Increase/(Decrease)March 31,Increase/(Decrease)
(in thousands, except percentages)(in thousands, except percentages)202020192020 vs. 2019(in thousands, except percentages)202120202021 vs. 2020
Commercial:Commercial:Commercial:
Risk-basedRisk-based7,950 8,605 (655)(8)%Risk-based7,860 8,215 (355)(4)%
Fee-basedFee-based18,400 19,230 (830)(4)Fee-based18,455 18,825 (370)(2)
Total commercialTotal commercial26,350 27,835 (1,485)(5)Total commercial26,315 27,040 (725)(3)
Medicare AdvantageMedicare Advantage5,670 5,230 440 Medicare Advantage6,335 5,575 760 14 
MedicaidMedicaid6,435 5,965 470 Medicaid6,975 5,880 1,095 19 
Medicare Supplement (Standardized)Medicare Supplement (Standardized)4,450 4,510 (60)(1)Medicare Supplement (Standardized)4,390 4,440 (50)(1)
Total public and senior16,555 15,705 850 
Total community and seniorTotal community and senior17,700 15,895 1,805 11 
Total UnitedHealthcare - domestic medicalTotal UnitedHealthcare - domestic medical42,905 43,540 (635)(1)Total UnitedHealthcare - domestic medical44,015 42,935 1,080 
GlobalGlobal5,285 5,845 (560)(10)Global5,460 5,605 (145)(3)
Total UnitedHealthcare - medicalTotal UnitedHealthcare - medical48,190 49,385 (1,195)(2)%Total UnitedHealthcare - medical49,475 48,540 935 %
Supplemental Data:Supplemental Data:Supplemental Data:
Medicare Part D stand-aloneMedicare Part D stand-alone4,075 4,415 (340)(8)%Medicare Part D stand-alone3,795 4,150 (355)(9)%
Fee-based and risk-based commercial business decreased primarily due to increased unemployment and expected attrition.unemployment. Medicare Advantage increased due to growth in people served through individual and group Medicare Advantage plans. The increase in people served through Medicaid was primarily driven by states easingcontinuing to ease redetermination requirements due to COVID-19, new state-based awards and growth in people served viathrough Dual Special Needs Plans. The decrease in people served by UnitedHealthcare Global is a result of our continued affordability efforts, underwriting discipline and increased unemployment.
UnitedHealthcare’s revenue increased due to growth in the number of individuals served through Medicare Advantage and Medicaid and a greater mix of people with higher acuity needs, and the return of the Health Insurance Tax, partially offset by a decrease in the number of individuals served through commercial benefits and the commercial and Global businesses and foreign currency impacts. Forpermanent repeal of the three months ended September 30, 2020, earnings from operations decreased due to direct COVID-19 care and testing costs, our customer assistance measures as well as broader economic effects, partially offset by modestly lower care patterns. For the nine months ended September 30, 2020, earningsHealth Insurance Tax. Earnings from operations increased due to the continued deferral of care caused by COVID-19 on the health system, the growth in people served through Medicare Advantage and Medicaid and the factors impacting revenue, partially offset by the returnrepeal of the Health Insurance Tax, partially offset by COVID-19 related care and testing costs, customer assistance programsthe reduction in people served through commercial benefits and broader economic effects.impacts of COVID-19.
Optum
Total revenues increased as each segment reported revenue growth. Earningsand earnings from operations increased due to growth at OptumHealth and OptumInsight.
The results by segment were as follows:
OptumHealth
Revenue and earnings from operations at OptumHealth increased primarily due to organic growth and acquisitions in risk-based care delivery. ForEarnings from operations were also impacted by the nine months ended September 30, 2020, reducedtemporary deferral of care volumes in fee-for-service arrangements as a result ofat our risk-based businesses caused by COVID-19 and cost management initiatives, partially offset the increases in revenues and earnings.by COVID-19 related care costs. OptumHealth served approximately 9899 million people as of September 30, 2020March 31, 2021 compared to 9596 million people as of September 30, 2019.March 31, 2020.
OptumInsight
Revenue and earnings from operations at OptumInsight increased primarily due to growth in technology and managed services, partially offset by decreased activity levels in volume-based services due to the impact of COVID-19 on payer and care provider clients. Earnings from operations increased primarily due to productivity gains and cost management initiatives, as well as the factors impacting revenue.

OptumRx
Revenue and earnings from operations at OptumRx grew modestly due to organic growth and acquisitions in pharmacy care services and pricing trends, offset by lower script volumes. OptumRx fulfilled 329 million and 339 million adjusted scripts in the first quarters of 2021 and 2020, respectively, as the first quarter 2020 included the advance provision of medications to people served in response to COVID-related supply concerns, with script levels then receding with care deferral patterns.
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OptumRx
Revenue at OptumRx and the corresponding eliminations increased due to the inclusion of retail pharmacy co-payments. See Note 1 of Notes to the Condensed Consolidated Financial Statements included in Part I, Item 1 of this report for further detail. Revenue at OptumRx also increased due to organic and acquisition growth in specialty pharmacy and new client wins, partially offset by an expected large client transition and lower script volumes driven by COVID-19 related care deferral, primarily related to first fill script volumes. Earnings from operations decreased primarily due to COVID-19 impacts, partially offset by improved supply chain management. OptumRx fulfilled 325 million adjusted scripts in both the third quarters of 2020 and 2019, with growth offset by the large client transition.
LIQUIDITY, FINANCIAL CONDITION AND CAPITAL RESOURCES
Liquidity
Summary of our Major Sources and Uses of Cash and Cash Equivalents
Nine Months Ended September 30,Increase/(Decrease) Three Months Ended March 31,Increase/(Decrease)
(in millions)(in millions)202020192020 vs. 2019(in millions)202120202021 vs. 2020
Sources of cash:Sources of cash:Sources of cash:
Cash provided by operating activitiesCash provided by operating activities$16,073 $12,258 $3,815 Cash provided by operating activities$6,005 $2,943 $3,062 
Issuances of short-term borrowings and long-term debt, net of repaymentsIssuances of short-term borrowings and long-term debt, net of repayments2,941 8,192 (5,251)Issuances of short-term borrowings and long-term debt, net of repayments2,907 10,797 (7,890)
Proceeds from common stock issuancesProceeds from common stock issuances1,206 740 466 Proceeds from common stock issuances436 557 (121)
Customer funds administeredCustomer funds administered249 420 (171)Customer funds administered2,131 1,062 1,069 
Other— 338 (338)
Sales and maturities of investments, net of purchasesSales and maturities of investments, net of purchases— 30 (30)
Total sources of cashTotal sources of cash20,469 21,948 Total sources of cash11,479 15,389 
Uses of cash:Uses of cash:Uses of cash:
Common stock repurchasesCommon stock repurchases(2,541)(5,101)2,560 Common stock repurchases(1,650)(1,691)41 
Cash paid for acquisitions, net of cash assumedCash paid for acquisitions, net of cash assumed(4,326)(8,200)3,874 Cash paid for acquisitions, net of cash assumed(1,193)(929)(264)
Purchases of investments, net of sales and maturitiesPurchases of investments, net of sales and maturities(1,386)(2,028)642 Purchases of investments, net of sales and maturities(1,714)— (1,714)
Purchases of property, equipment and capitalized softwarePurchases of property, equipment and capitalized software(1,477)(1,421)(56)Purchases of property, equipment and capitalized software(568)(469)(99)
Cash dividends paidCash dividends paid(3,400)(2,908)(492)Cash dividends paid(1,181)(1,024)(157)
OtherOther(614)(756)142 Other(2,088)(563)(1,525)
Total uses of cashTotal uses of cash(13,744)(20,414)Total uses of cash(8,394)(4,676)
Effect of exchange rate changes on cash and cash equivalentsEffect of exchange rate changes on cash and cash equivalents(160)(37)(123)Effect of exchange rate changes on cash and cash equivalents(51)(129)78 
Net increase in cash and cash equivalentsNet increase in cash and cash equivalents$6,565 $1,497 $5,068 Net increase in cash and cash equivalents$3,034 $10,584 $(7,550)
20202021 Cash Flows Compared to 20192020 Cash Flows
Increased cash flows provided by operating activities were primarily driven by increased net earnings as a result of the temporary deferral of care experienced at our benefits businesses related to COVID-19, partially offset by the payment of the Health Insurance Taxand changes in the third quarter.working capital accounts. Other significant changes in sources or uses of cash year-over-year included decreased cash paid for acquisitions, common stock repurchasesshort-term borrowings and netincreased purchases of investments, partially offset by decreased issuances of long-term debt.increased customer funds administered.
Financial Condition
As of September 30, 2020,March 31, 2021, our cash, cash equivalent, available-for-sale debt securities and equity securities balances of $58.0$63.4 billion included approximately $17.6$20.0 billion of cash and cash equivalents (of which $2.9$2.1 billion was available for general corporate use), $38.3$40.9 billion of debt securities and $2.1$2.6 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 3.63.8 years and a weighted-average credit rating of “Double A” as of September 30, 2020.March 31, 2021. 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.
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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 PaperCash Requirements. A summary of our cash requirements as of December 31, 2020 was disclosed in Part II, Item 7, “Management’s Discussion and Bank Credit Facilities.Analysis of Financial Condition and Results of Operations ” in our 2020 10-K. During the three months ended March 31, 2021, 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 acquisitions.

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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 independent broker-dealers, and are available for general corporate purposes. For more information on our commercial paper and bank credit facilities, see Note 5 of Notes to the Condensed Consolidated Financial Statements included in Part I, Item 1 of this report.
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 60%. As of September 30, 2020,March 31, 2021, our debt to debt-plus-shareholders’ equity ratio, as defined and calculated under the credit facilities, was approximately 38%39%.
Long-Term Debt. Periodically, we access capital markets and issue long-term debt for general corporate purposes, such as, to meet our working capital requirements, to refinance debt, to finance acquisitions or for share repurchases. For more information on our long-term debt, see Note 5 of Notes to the Condensed Consolidated Financial Statements included in Part I, Item 1 of this report.
Credit Ratings. Our credit ratings as of September 30, 2020March 31, 2021 were as follows:
  
Moody’sS&P GlobalFitchA.M. Best
 RatingsOutlookRatingsOutlookRatingsOutlookRatingsOutlook
Senior unsecured debtA3StableA+StableAStableA-Positive
Commercial paperP-2n/aA-1n/aF1n/aAMB-1n/a
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, including the impacts of COVID-19 and related governmental market stabilization programs.conditions. 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 ninethree months ended September 30, 2020,March 31, 2021, we repurchased 9approximately 5 million shares at an average price of $281.37$345.42 per share. As of September 30, 2020,March 31, 2021, we had Board authorization to purchase up to 6353 million shares of our common stock.
Dividends. In June 2020, the Company’s Board of Directors increased the Company’sOur quarterly cash dividend to shareholders toreflects an annual dividend rate of $5.00 comparedper share.
Pending Acquisitions. The Company has entered into agreements to $4.32 per share. For more information on our dividend, see Note 6purchase companies in the health care sector, most notably Change Healthcare (NASDAQ: CHNG), which is expected to close in the second half of Notes2021, subject to regulatory approvals and other customary closing conditions. The total anticipated capital required for these acquisitions, excluding the Condensed Consolidated Financial Statements included in Part 1, Item 1payoff of this report.acquired indebtedness, is approximately $12 billion.
For additional liquidity discussion, see Note 10 of Notes to the Consolidated Financial Statements in Part II, Item 8, “Financial Statements and Supplementary Data” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 in our 20192020 10-K.
CONTRACTUAL OBLIGATIONS AND COMMITMENTS
A summary of future obligations under our various contractual obligations and commitments as of December 31, 2019 was disclosed in our 2019 10-K. During the nine months ended September 30, 2020, 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 NotesThere are no recently issued accounting standards that are expected to thehave a material impact on our Condensed Consolidated Financial Statements in Part I, Item 1 of this report for a discussion of new accounting pronouncements that affect us.

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Statements.
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 and goodwill. For a detailed description of our critical accounting estimates, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 in our 20192020 10-K. For a detailed discussion of our significant accounting policies, see Note 2 of Notes to the Consolidated Financial Statements in Part II, Item 8, “Financial Statements and Supplementary Data”Statements” in our 20192020 10-K.

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FORWARD-LOOKING STATEMENTS
The statements, estimates, projections, guidance or outlook contained in this document include “forward-looking” statements which are intended to take advantage of the “safe harbor” provisions of the federal securities law. The words “believe,” “expect,” “intend,” “estimate,” “anticipate,” “forecast,” “outlook,” “plan,” “project,” “should” and similar expressions identify forward-looking statements. These statements may contain information about financial prospects, economic conditions and trends and involve risks and uncertainties. Actual results could differ materially from those that management expects, depending on the outcome of certain factors including: risks associated with public health crises, large-scale medical emergencies and pandemics, such as the COVID-19 pandemic; our ability to effectively estimate, price for and manage medical costs; new or changes in existing health care laws or regulations, or their enforcement or application; the DOJ’s legal action relating to the risk adjustment submission matter; our ability to maintain and achieve improvement in quality scores impacting revenue; reductions in revenue or delays to cash flows received under government programs; changes in Medicare, the CMS star ratings program or the application of risk adjustment data validation audits; failure to maintain effective and efficient information systems or if our technology products do not operate as intended; cyber-attacks,cyberattacks, other privacy/data security incidents, or our failure to comply with related regulations; risks and uncertainties associated with the pharmacy benefits management industry; competitive pressures; changes in or challenges to our public sector contract awards; our ability to contract on competitive terms with physicians, hospitals and other service providers; failure to attract, develop, retain, and manage the succession of key employees and executives; the impact of potential changes in tax laws and regulations (including any increase in the U.S. income tax rate applicable to corporations); failure to achieve targeted operating cost productivity improvements; increases in costs and other liabilities associated with litigation, government investigations, audits or reviews; failure to manage successfully our strategic alliances or complete or receive anticipated benefits of strategic transactions; fluctuations in foreign currency exchange rates; downgrades in our credit ratings; our investment portfolio performance; impairment of our goodwill and intangible assets; and our ability to obtain sufficient funds from our regulated subsidiaries or from external financings to fund our obligations, maintain our debt to total capital ratio at targeted levels, maintain our quarterly dividend payment cycle, or continue repurchasing shares of our common stock. This above list is not exhaustive. We discuss these matters, and certain risks that may affect our business operations, financial condition and results of operations more fully in our filings with the SEC, including our reports on Forms 10-K, 10-Q and 8-K. 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 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 law.
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ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
We manage exposure to market interest rates by diversifying investments across different fixed-income market sectors and debt across maturities, as well as by endeavoring to matchmatching 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 30, 2020March 31, 2021 on our investment income and interest expense per annum, and the fair value of our investments and debt (in millions, except percentages):
September 30, 2020March 31, 2021
Increase (Decrease) in Market Interest RateIncrease (Decrease) in Market Interest RateInvestment
Income Per
Annum (a)
Interest
Expense Per
Annum (a)
Fair Value of
Financial Assets (b)
Fair Value of
Financial Liabilities
Increase (Decrease) in Market Interest RateInvestment
Income Per
Annum (a)
Interest
Expense Per
Annum (a)
Fair Value of
Financial Assets (b)
Fair Value of
Financial Liabilities
2 %2 %$412 $176 $(2,847)$(8,464)2 %$468 $245 $(3,116)$(7,467)
11206 88 (1,412)(4,609)1234 122 (1,576)(4,059)
(1)(1)(62)(13)636 4,792 (1)(80)(14)1,226 4,741 
(2)(2)(62)(13)675 6,424 (2)(80)(14)1,689 9,821 
(a)Note: Given the low absolute level of short-term market rates on our floating-rate assets and liabilities as of September 30, 2020,March 31, 2021, the assumed hypothetical change in interest rates does not reflect the full 100 and 200 basis point reduction in interest income or interest expense, as the rates are assumed not to fall below zero.
(b)As of September 30,March 31, 2021 and 2020, some of our investments had interest rates below 1%2% so the assumed hypothetical change in the fair value of investments does not reflect the full 100 and 200 basis point reduction.
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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 30, 2020.March 31, 2021. 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 30, 2020.March 31, 2021.
CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING
There have been no changes in our internal control over financial reporting during the quarter ended September 30, 2020March 31, 2021 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 76 of Notes to the Condensed Consolidated Financial Statements contained in Part I, Item 1 of this report.
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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 20192020 10-K, and Part II, Item 1A, “Risk Factors” of our 10-Q for the quarterly period ended March 31, 2020 (“2020 First Quarter 10-Q”), which could materially affect our business, financial condition or future results. The risks described in our 20192020 10-K and 2020 First Quarter 10-Q, 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 or future results.
There have been no other material changes to the risk factors as disclosed in our 2019 10-K and 2020 First Quarter 10-Q.10-K.
ITEM 2.    UNREGISTERED SALE OF EQUITY SECURITIES AND USE OF PROCEEDS
In November 1997, our Board of Directors adopted a share repurchase program, which the Board evaluates periodically. There is no established expiration date for the program. During the thirdfirst quarter 2020,2021, we repurchased approximately 35 million shares at an average price of $303.76$345.42 per share. As of September 30, 2020,March 31, 2021, we had Board authorization to purchase up to 6353 million shares of our common stock.
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ITEM 6.    EXHIBITS*
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.
101.INSXBRL 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.SCHInline XBRL Taxonomy Extension Schema Document.
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document.
101.LABInline XBRL Taxonomy Extension Label Linkbase Document.
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document.
104 Cover Page Interactive Data File (formatted as Inline XBRL and embedded within Exhibit 101).
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*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.
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SIGNATURES
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/ DAAVIDNDREW S.P. WICHMANNITTY
Chief Executive Officer
(principal executive officer)
Dated:November 2, 2020May 5, 2021
David S. WichmannAndrew P. Witty  
/s/ JOHN F. REX
Executive Vice President and
Chief Financial Officer
(principal financial officer)
Dated:November 2, 2020May 5, 2021
John F. Rex  
/s/ THOMAS E. ROOS
Senior Vice President and
Chief Accounting Officer
(principal accounting officer)
Dated:November 2, 2020May 5, 2021
Thomas E. Roos  
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